I. ROLL CALL A G E N D A ALASKA CORPORATION FOR AFFORDABLE HOUSING ANNUAL MEETING OF THE MEMBERSHIP OCTOBER 25, 2017 ANCHORAGE/JUNEAU/FAIRBANKS II. APPROVAL OF AGENDA III. APPROVAL OF MINUTES: NOVEMBER 30, 2016 IV. PUBLIC COMMENTS V. NEW BUSINESS: A. ANNUAL ELECTION OF DIRECTORS VI. VII. ANY OTHER MATTERS TO COME BEFORE THE BOARD ADJOURNMENT The Chair may announce changes in the Order of Business during the meeting.
ALASKA CORPORATION FOR AFFORDABLE HOUSING ANNUAL MEETING OF THE MEMBERSHIP November 30, 2016 / Juneau / Fairbanks 9:00 a.m. The Annual Meeting of the Membership of the Alaska Corporation for Affordable Housing ( ACAH ) was held was held at Alaska Housing Finance Corporation ( AHFC ), 1st Floor, 4300 Boniface Parkway, in, Alaska on November 30, 2016 commencing at 9:00 a.m.: The following board members were present at the meeting (or attended via teleconference): BRENT LEVALLEY ALAN WILSON CAROL GORE HAVEN HARRIS JERRY BURNETT RANDALL BURNS CHRIS HLADICK Via Conference Call CHAIR Designee for Commissioner Department of Revenue Designee for Commissioner Department of Health & Social Services Commissioner Department of Commerce, Community & Economic Development
ACAH Annual Meeting of the Membership Minutes November 30, 2016 Page 2 I. ROLL CALL. A quorum was declared present and the meeting was duly and properly convened for the transaction of business. II. APPROVAL OF AGENDA. CHAIR LEVALLEY asked for approval of the agenda. Seeing and hearing no objections, the agenda was approved as presented. III. MINUTES: MINUTES OF JULY 23, 2014. CHAIR LEVALLEY asked for revisions or acceptance of the minutes. CAROL GORE made a motion for approval. JERRY BURNETT seconded the motion. Seeing and hearing no objection, the minutes were approved as presented. IV. PUBLIC COMMENTS. There were no public comments in,, Juneau or Fairbanks. V. NEW BUSINESS: A. ELECTION OF DIRECTORS. CHAIR LEVALLEY introduced the item into record. ACAHC By-Laws provide for the ACAH Membership to be comprised of the same individuals as the AHFC Board. RANDALL BURNS made a motion to approve the current AHFC Board Members as the ACAH Membership. HAVEN HARRIS seconded the motion. All seats were unanimously appointed by roll call vote. (7-0) VI. ANY OTHER MATTERS TO PROPERLY COME BEFORE THE BOARD. CHAIR LEVALLEY asked if there were any other matters to come before the Board. Seeing and hearing no objections, the meeting was adjourned at 9:10 a.m. ATTESTED: Brent LeValley Board Chair.
MEMORANDUM DATE: October 25, 2017 TO: FROM: RE: ACAH Membership Staff Election of Directors Issue: Article II, Section 2 of the By-Laws Annual Meetings provide for an election of directors at each Annual Meeting of the ACAH Membership. The Articles of Incorporation and the By-Laws further provide that the ACAH Board of Directors shall be comprised of those individuals currently serving on the Board of Directors of the Alaska Housing Finance Corporation (as Sole Member of ACAH). Elected directors shall serve on the ACAH Board of Directors for a term concurrent with their service on the AHFC Board. Current directors: Mr. Brent LeValley Mr. Haven Harris Mr. Alan Wilson Ms. Carol Gore Mr. Jerry Burnett Mr. Randall Burns Mr. Chris Hladick Recommendation and requested action: The Membership is requested to formally elect the above-listed directors, each of whom is currently serving on the AHFC Board of Directors.
A G E N D A ALASKA CORPORATION FOR AFFORDABLE HOUSING BOARD OF DIRECTORS ANNUAL MEETING OCTOBER 25, 2017 ANCHORAGE/JUNEAU/FAIRBANKS I. ROLL CALL II. APPROVAL OF AGENDA III. APPROVAL OF MINUTES: NOVEMBER 30, 2016 NEXT RESOLUTION: 2017-01 IV. PUBLIC COMMENTS: V. OLD BUSINESS: VI. NEW BUSINESS: A. BOARD MEMBERS OATH OF OFFICE AND CONFLICT OF INTEREST B. ELECTION OF OFFICERS: Board Chair, Vice Chair, President, Vice President, Secretary and Treasurer. C. ACTIVITY UPDATE D. RESOLUTION OF THE BOARD OF DIRECTORS OF THE ALASKA CORPORATION FOR AFFORDABLE HOUSING APPROVING THE SUBMISSION OF THE FY2019 OPERATING BUDGET THROUGH THE DEPARTMENT OF REVENUE TO THE GOVERNOR S OFFICE FOR SUBMITTAL TO THE STATE LEGISLATURE (2017-01). VII. VIII. ANY OTHER MATTERS TO COME BEFORE THE BOARD. ADJOURNMENT The Chair may announce changes in the Order of Business during the meeting.
ALASKA CORPORATION FOR AFFORDABLE HOUSING ANNUAL BOARD OF DIRECTORS MEETING November 30, 2016 / Juneau / Fairbanks 9:00 a.m. The Annual Board of Directors Meeting of the Alaska Corporation for Affordable Housing ( ACAH ) was held at Alaska Housing Finance Corporation ( AHFC ), 1st Floor, 4300 Boniface Parkway, in, Alaska on November 30, 2016 commencing at 9:00 a.m.: The following board members were present at the meeting (or attended via teleconference): BRENT LEVALLEY CAROL GORE ALAN WILSON HAVEN HARRIS JERRY BURNETT RANDALL BURNS CHRIS HLADICK Via Conference Call CHAIR Designee for Commissioner Department of Revenue Designee for Commissioner Department of Health & Social Services Commissioner Department of Commerce, Community & Economic Development I. ROLL CALL. A quorum was declared present and the meeting was duly and properly convened for the transaction of business. II. APPROVAL OF AGENDA. CHAIR LEVALLEY asked for approval of the agenda. Seeing and hearing no objections, the agenda was approved as presented.
ACAH Annual Board Meeting Minutes November 30, 2016 Page 2 III. MINUTES: MINUTES OF NOVEMBER 23, 2015. CHAIR LEVALLEY asked for revisions or acceptance of the minutes. JERRY BURNETT made a motion for approval. ALAN WILSON seconded the motion. Seeing and hearing no objection, the minutes were approved as presented. IV. PUBLIC COMMENTS. There were no public comments in, Juneau or Fairbanks. V. OLD BUSINESS: No old business to report. VI. NEW BUSINESS: A. BOARD MEMBER OATH OF OFFICE AND CONFLICT OF INTEREST STATEMENT. The Alaska Constitution requires all public officers to take and subscribe to the Alaska Oath of Office. The Alaska Oath of Office was read into record and confirmed by roll call vote. (7-0) *CAROL GORE reminded the board of her possible conflict of interest with anything concerning Cook Inlet Housing and her abstaining from voting on such agenda items. B. ELECTION OF OFFICERS. CHAIR LEVALLEY read the item into record. CHAIR LEVALLEY opened the floor up for nominations for Board Chair, President, Vice President, Secretary and Treasurer. CAROL GORE nominated: Board Chair Brent LeValley, Vice Chair Alan Wilson, President Bryan Butcher, Vice President Catherine Stone, Secretary and Treasurer Haven Harris. JERRY BURNETT 2 nd the motion for nominations. Discussion followed. The nominations were unanimously approved by roll call vote. (7-0) C. RESOLUTION ACCEPTING ANNUAL REPORT OF FINANCIAL CONDITIONS. PRESIDENT BRYAN BUTCHER read the item into record and CATHY STONE, CYNTHIA WEISER and ALEX BECKMAN (BDO) presented the item. Ms. Stone stated that the Alaska Corporation for Affordable Housing (ACAH) (the Corporation ) was incorporated in February 2012, under the authority of AS 18.56.086. Its purpose is to expand affordable housing in Alaska by leveraging funds derived from status as an instrumentality of the Alaska Housing Finance Corporation (AHFC), the state public housing authority. Section 10 of the Bylaws of ACAH requires the Corporation to deliver an annual report certified by a firm of independent public accountants covering assets, liabilities, revenue and expenses of the Corporation for the each fiscal year. The most recent completed audited financial statements for ACAH were prepared and delivered to ACAH by the firm BDO USA, LLP on November 10, 2016. This annual report covers fiscal year 2016 and is attached to this memo. Discussion followed. HAVEN HARRIS made a motion to accept resolution 16-01 as presented. ALAN WILSON seconded the motion. The resolution was unanimously approved. (6-0) *Due to conflict of interest, Carol Gore abstained from voting
ACAH Annual Board Meeting Minutes November 30, 2016 Page 3 RESOLUTION 2016-01 RESOLUTION OF THE BOARD OF DIRECTORS OF THE ALASKA CORPORATION FOR AFFRODABLE HOUSING ACCEPTING THE ANNUAL STATEMENT OF FINANCIAL CONDITIONS FOR FISCAL YEAR 2016. D. RESOLUTION APPROVING THE SUBMISSION OF FY 2018 PROPOSED BUDGET. PRESIDENT BRYAN BUTCHER read the item into record and CATHY STONE presented the item. Ms. Stone stated that each year the annual budget for ACAH is prepared in-conjunction with the annual budget of the Alaska Housing Finance Corporation (AHFC). As an instrumentality of the AHFC, ACAH s administrative functions are performed by AHFC through a shared services agreement. At the October 26, 2016 meeting of the AHFC Board the FY 2018 operating budget was reviewed. Upon advice of Counsel, a formal budget authorization request should be reviewed and approved by the ACAH Board of Directors. Ms. Stone gave an overview of the 2018 proposed budget. Discussion followed. JERRY BURNETT made a motion to accept resolution 16-02 as presented. RANDALL BURNS seconded the motion. The resolution was unanimously approved. (7-0) RESOLUTION 2016-02 RESOLUTION OF THE BOARD OF DIRECTORS OF THE ALASKA CORPORATION FOR AFFORDABLE HOUSING APPROVING THE SUBMISSION OF THE FY2018 OPERATING BUDGET THROUGH THE DEPARTMENT OF REVENUE TO THE GOVERNOR S OFFICE FOR SUBMITTAL TO THE STATE LEGISLATURE.. E. APPROVAL OF CHANGE OF REGISTERED AGENT. PRESIDENT BRYAN BUTCHER read the item into record and CATHY STONE presented the item. Ms. Stone stated that that The Corporation wishes to designate a new Registered Agent with the State of Alaska. Such action requires authorization by the Corporation s Board of Directors. The Board of Directors is requested to authorize the attached Statement of Change form designating the Corporation s new Registered Agent with the State of Alaska. Discussion Followed. ALAN WILSON made a motion to approve resolution 2016-03. HAVEN HARRIS seconded the motion. The resolution was unanimously approved. (7-0)
ACAH Annual Board Meeting Minutes November 30, 2016 Page 4 RESOLUTION 2016-03 RESOLUTION OF THE BOARD OF DIRECTORS OF THE ALASKA CORPORATION FOR AFFORDABLE HOUSING APPROVING A CHANGE OF REGISTERED AGENT WITH THE STATE OF ALASKA. F. ACTIVITY UPDATE. PRESIDENT BRYAN BUTCHER read the item into record and CATHY STONE presented. Ms. Stone gave an update on the progress of the two project developments to the Board. Discussion followed. No action was requested or required of the Board. VII. ANY OTHER MATTERS TO PROPERLY COME BEFORE THE BOARD. CHAIR LEVALLEY asked if there were any other matters to come before the Board. Seeing and hearing no objections, the meeting was adjourned at 9:35 a.m. ATTESTED: Brent LeValley Board Chair.
I do solemnly swear (or affirm) that I will support and defend the Constitution of the United States and the Constitution of the State of Alaska, and that I will faithfully discharge my duties as a member of the Board of Directors of the Alaska Corporation for Affordable Housing to the best of my ability.
M E M O R A N D U M DATE: October 25, 2017 TO: FROM: RE: Board of Directors Staff Election of Officers Background: Article V, paragraph (a), of the Articles of Incorporation states that the Corporation s Board of Directors will consist of the same directors as the Sole Member s Board of Directors and that said directors shall serve for the same term as the director s term on the Sole Member s Board of Directors. Any designees serving on the Sole Member s Board of Directors shall also serve on the Corporation s Board of Directors. The Sole Member is the Alaska Housing Finance Corporation. Section 2 Elections of the bylaws require annual elections of officers of the Corporation. The current officer positions are: Chair Vice Chair President Vice President Secretary/Treasurer The Bylaws allow one or more Vice Presidents. Recommendation and requested action: In accordance with the Bylaws, an election of officers is required at this time. 1
To: Board of Directors From: Bryan Butcher, President Date: October 25, 2017 RE: Update on Corporation Activities MEMORANDUM This is a summary of the activities of the Corporation that have taken place since the Board meeting held November 30, 2016. 1. Subsidiary Administration: a. Staffing: Subsidiary income funds two positions.two rounds of recruitment held; ACAH senior program manager position onboarded April 2017. b. Shared services agreement between AHFC and ACAH updated to articulate roles, further support differentiation of corporate entities, and establish a schedule for reimbursement for services to begin July 1, 2017. c. Operating manual developed to outline major business activities, guide ACAH operations, and address internal audit and non-profit compliance. (October, 2017) d. Identified remaining areas necessary to support ACAH s business operations; initiate process with legal guidance to prepare regulations for adoption, clarifications to articles of incorporation, and related policies for board approval in CY2018. 2. Public Housing Portfolio Assessment: a. Letter of intent submitted for HUD Rental Assistance Demonstration Program waiting list. RAD is a HUD program to allow PHA s to convert public housing properties into voucher properties with different ownership structures and allows for financing to address capital needs. HUD technical assistance for RAD initiated. At time of application, waiting list estimated to be 9-12 months before opportunity to apply for program. (May, 2017) b. Assessment of the Public Housing Division s current portfolio initiated through internal preliminary review of data and prior assessment results, solicitation and award of professional services contract for strategic consulting. Final report to be complete by end of FY18. Project will result in comprehensive plan to address portfolio long-term strategic goals related to asset management: 1
i. Unit preservation needs: Identify adequate capital funds for maintenance, rehabilitation, and modernization for long-term preservation. ii. Optimal grouping/management of assets: Determine strategies for full leveraging of assets and supporting cost effective operations. iii. Financing plans: Identification and prioritization of portfolio repositioning/financing strategies; to include analysis of feasibility in pursuing the RAD program. 3. Housing Development Planning: a. Site visit to MTW housing authorities in Seattle area to research financing strategies to address comparable capital/modernization needs, relevant subsidiary structures, and development strategies used. (June, 2017) b. Solicitation to establish statewide Roster of Real Estate Professionals for development/re-development needs. (August, 2017) c. In progress: review of housing needs data and development financing structures to determine recommended areas of development/acquisition. 4. Property Management/Lease Administration: a. Description and status of ACAH property: Type of Description: Current Status: Property: Land Loussac Place () Remains under lease, 2016 annual payment received. 8 plex 1509 24 th Avenue (Fairbanks) Remains under lease, monthly rent payments current. 8 plex 1516 25 th Avenue (Fairbanks) Remains under lease, monthly rent payments current. Land Susitna Square () Remains under lease, annual payment nominal. Land Ridgeline Terrace () Remains under lease, annual payment nominal. Land Glenn Square Mall Fragment Lot (Anc) Remains under lease, monthly rent payments current. 5. Completed Development Projects/Partnership Performance: a. ANC MV Phase I LP: Ridgeline Terrace & Susitna Square. i. Net cash provided by operating activities: $345,865. ii. Promissory note to ACAH: $252,696 payment received. iii. Developer fee held in escrow: First distribution eligible due to anniversary of occupancy standards in May 2018. 2
M E M O R A N D U M DATE: October 25, 2017 TO: FROM: RE: Board of Directors Staff FY 2019 Budget Request Background: Each year the annual budget for ACAH is prepared in-conjunction with the annual budget of the Alaska Housing Finance Corporation (AHFC). As an instrumentality of AHFC, ACAH s administrative functions are performed by AHFC through a shared services agreement. It is in ACAH s best interest that a formal budget authorization is reviewed and approved by the ACAH Board of Directors. Recommendation and requested action: Approve resolution authorizing the President of ACAH to submit this budget through the Department of Revenue to the Office of Management and Budget for inclusion in the Governor s Budget submitted to the State Legislature. 1
RESOLUTION OF THE BOARD OF DIRECTORS OF THE ALASKA CORPORATION FOR AFFORDABLE HOUSING APPROVING THE SUBMISSION OF THE FY2019 OPERATING BUDGET THROUGH THE DEPARTMENT OF REVENUE TO THE GOVERNOR S OFFICE FOR SUBMITTAL TO THE STATE LEGISLATURE Resolution No. 2017-1 WHEREAS, the Budget Director of the Alaska Housing Finance Corporation has prepared the proposed FY2019 ACAH Operating budget through a shared services agreement with the Alaska Corporation for Affordable Housing (ACAH); WHEREAS, the Alaska Housing Finance Corporation reviewed and discussed the budgets with the Office of Management and Budget on September 26, 2017; and WHEREAS, the President of ACAH, after carefully considering funding levels developed by staff, recommends to the full Board of Directors, the proposed Operating budget developed for FY2019; and NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of ACAH that the FY2019 Operating budget request be hereby approved for submission and authorizes the President of ACAH to submit this budget through the Department of Revenue to the Office of Management and Budget for inclusion in the Governor s Budget submitted to the State Legislature. PASSED AND APPROVED by the Board of the Alaska Housing Finance Corporation this 25 th day of October 2017. Board Chair 1