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HomeMy WebLinkAbout02 APPROVING THE AMENDED ADMINISTRATIVE BUDGET AND THIRTEENTH AMENDED AGREEMENTAgenda Item AGENDA REPORT Oversight Board of the Successor Agency to the Tustin Community Redevelopment Agency MEETING DATE: MAY 22, 2018 SUBJECT/ACTION: ADOPT OVERSIGHT BOARD RESOLUTION NO. 18-04, APPROVING THE AMENDED ADMINISTRATIVE BUDGET AND THIRTEENTH AMENDED AGREEMENT BETWEEN THE CITY AND SUCCESSOR AGENCY FOR ADMINISTRATIVE SUPPORT RECOMMENDATION / PROPOSED ACTION It is recommended the Oversight Board of the Successor Agency to the Tustin Community Redevelopment Agency adopt Oversight Board Resolution No. 18-04 approving the Amended Administrative Budget and Thirteenth Amended Agreement between the City and the Successor Agency for Administrative Support, subject to the following condition: a) Should any subsequent modifications be required, the City Manager and/or Finance Director, or their authorized designee, shall be authorized to make any augmentation, modification, or revisions as may be necessary subject to certification by the Oversight Board Chair. (Note: This Resolution shall be effective after the Department of Finance ("DoF") has reviewed and approved the Last and Final Recognized Obligation Payment Schedule ("ROPS") and the associated Amended Administrative Budget and Thirteenth Amended Agreement. Pursuant to California Health and Safety Code (HSC) Section 34191.6(c), the DoF has one hundred (100) business days to review the Last and Final ROPS.) BACKGROUND Pursuant to HSC Section 34191.6(a), the Successor Agency may submit a "Last and Final" ROPS as long as the remaining debt is limited to administrative costs and payments pursuant to enforceable obligations with defined payment schedules for debt service, loan agreements and contracts. The Thirteenth Amended Agreement, including the Amended Administrative Budget, is for the administrative costs associated with the Last and Final ROPS. The Last and Final ROPS is for Fiscal Years ("FY") 2019-20 through FY 2040- 41. In preparing the Last and Final ROPS, HSC Section 34177(j) requires the Successor Agency develop a proposed administrative budget and submit it to the Oversight Board for approval. The Successor Agency has prepared an Amended Administrative Budget which includes all of the following: (i) estimated amounts of the Successor Agency's administrative costs; (ii) the proposed sources of payment for the costs identified in (i); Agenda Report May 22, 2018 Page 2 and (iii) proposals for arrangements for administrative and operations services provided by the city, county, city and county, or other entity. Pursuant to HSC Section 34171, the Administrative Budget for FY 2019-20 through FY 2040-41 is payable from property tax revenues of up to three percent (3%) of property tax allocated to the Redevelopment Obligation Retirement Fund during each Fiscal Year. In any event, the amount allocated for administrative costs shall not be less than Two Hundred Fifty Thousand Dollars ($250,000) for any fiscal year unless approved by the Successor Agency and Oversight Board. In consideration of the reduced administrative activity associated with one remaining enforceable obligation, the Series 2016 Tax Allocation Refunding Bonds, the Successor Agency approved Eighty Thousand Dollars ($80,000) be allocated for administrative costs. In conjunction with the past approvals of the Administrative Budget for FY 2011-12, 2012- 13, 2013-14, 2014-15, 2015-16, 2017-18, and 2018-19 including each six month ROPS time frame, the City and Successor Agency entered into an Agreement for reimbursement of costs incurred by the City to support Successor Agency operations and obligations. The Oversight Board has previously authorized the Successor Agency to enter into subsequent amendments to this agreement to reflect the revised Administrative Budgets modified in conjunction with approval of the ROPS. The proposed Successor Agency Administrative Budget reflects a $80,000 twelve-month, administrative cost distribution for each FY from FY 2019-20 to 2039-40 and $40,000 for a six-month, administrative cost distribution for FY 2040-41. A copy of the Amended Agreement is attached for Oversight Board approval. The Successor Agency approved the Amended Agreement on May 15, 2018. Since the ROPS may change in the future, authorization for the City Manager or Finance Director to make any future modifications necessary to the Administrative Budget is requested, subject to Oversight Board Chair approval. Staff are available to answer any questions the Oversight Board may have. Attachment: Oversight Board Resolution No. 18-04 OVERSIGHT BOARD RESOLUTION NO. 18-04 A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE TUSTIN COMMUNITY REDEVELOPMENT AGENCY APPROVING THE AMENDED ADMINISTRATIVE BUDGET AND THIRTEENTH AMENDED AGREEMENT BETWEEN THE CITY AND THE SUCCESSOR AGENCY FOR ADMINISTRATIVE SUPPORT AND MAKING CERTAIN FINDINGS IN CONNECTION THEREWITH The Oversight Board of the Successor Agency to the Tustin Community Redevelopment Agency finds, determines and declares as follows: A. The Tustin Community Redevelopment Agency ("Agency") was established as a community redevelopment agency that was previously organized and existing under the California Community Redevelopment Law, Health and Safety Code Sections 33000, et seq. ("CRL") and previously authorized to transact business and exercise the powers of a redevelopment agency pursuant to action of the City Council ("City Council") of the City of Tustin ("City"); and B. AB X1 26 ("AB26") added Parts 1.8 and 1.85 to Division 24 of the California Health and Safety Code, which laws cause the dissolution and wind down of all redevelopment agencies ("Dissolution Act"); and C. On December 29, 2011, in the petition California Redevelopment Association v. Matosantos, Case No. S194861, the California Supreme Court upheld the Dissolution Act and thereby all redevelopment agencies in California are subject to the Dissolution Act and were dissolved as of and on February 1, 2012; and D. The Agency is now a dissolved community redevelopment agency pursuant to the Dissolution Act; and E. By a resolution considered and approved by the City Council at an open public meeting on January 17, 2012, the City chose to become and serve as the "Successor Agency" to the dissolved Agency under the Dissolution Act; and F. As of and on and after February 1, 2012, the City serves as the "Successor Agency" and will perform its functions as the Successor Agency under the Dissolution Act to administer the enforceable obligations of the Successor Agency and otherwise unwind the Successor Agency's affairs, all subject to the review and approval by the seven - member Oversight Board formed thereunder; and G. Pursuant to Section 34179, the Successor Agency's Oversight Board has been formed and the initial meeting has occurred on March 13, 2012; and H. Section 34179(e), as amended by Assembly Bill 1484 ("AB 1484"), requires all actions taken by the Oversight Board to be adopted by resolution; and On May 15, 2018, the Successor Agency approved the Administrative Budget for Fiscal Years ("FY") 2019-20 through FY 2040-41 and authorized the Successor Agency to enter into an Thirteenth Amended Agreement for Reimbursement of Costs with the City for Administrative Support; and The Oversight Board has duly considered all other related matters and has determined that the approval of the Administrative Budget and Thirteenth Amended Administrative Agreement and submission to the California Department of Finance is in the best interest of the City and Agency and in the health, safety, and welfare of its residents, and in accord with the public purposes and provisions of applicable state and local laws and requirements. NOW, THEREFORE, BE IT RESOLVED BY A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO THE TUSTIN COMMUNITY REDEVELOPMENT AGENCY: Section 1. The foregoing recitals are incorporated into this Resolution by this reference, and constitute a material part of this Resolution. Section 2. The Oversight Board approves the Administrative Budget and Thirteenth Amended Agreement attached hereto as Attachment No. 1 and No. 2 and incorporated herein, and further authorizes the Successor Agency to transmit this Resolution to the County Auditor -Controller, the State Department of Finance ("DoF"), and the State Controller's Office. Section 3. The Executive Director of the Successor Agency or his authorized designee is directed to post this Resolution on the City/Successor Agency website. Section 4. This Resolution shall be effective after the Department of Finance ("DoF") has reviewed and approved the Last and Final Recognized Obligation Payment Schedule ("ROPS") and the associated Amended Administrative Budget and Thirteenth Amended Agreement. Pursuant to California Health and Safety Code (HSC) Section 34191.6(c), the DoF has one hundred (100) business days to review the Last and Final ROPS. Section 5. The Secretary of the Oversight Board shall certify to the adoption of this Resolution. «««««««««««««Signature Page Follows»»»»»»»»»»»» APPROVED AND ADOPTED this 22nd day of May, 2018. Doug Davert, Chairman Oversight Board of the Successor Agency to the Tustin Community Redevelopment Agency ATTEST: Charles E. "Chuck" Puckett, Secretary Oversight Board of the Successor Agency to the Tustin Community Redevelopment Agency STATE OF CALIFORNIA ) COUNTY OF ORANGE )SS CITY OF TUSTIN ) I, CHARLES E. "CHUCK' PUCKETT, Secretary of the Oversight Board of the Successor Agency to the Tustin Community Redevelopment Agency, do hereby certify that the whole number of the members of the Agency Board is seven; that the above and foregoing Resolution No. 18-04 was duly passed and adopted at a regular meeting of the Oversight Board, held on the 22nd day of May 2018, by the following vote: BOARD MEMBER AYES: BOARD MEMBER NOES: BOARD MEMBERS ABSTAINED: BOARD MEMBERS ABSENT: Charles E. "Chuck" Puckett, Secretary Oversight Board of the Successor Agency to the Tustin Community Redevelopment Agency Attachment No. 1 — Administrative Budget for FY 2019-20 through FY 2040-41 Attachment No. 2 — City and Successor Agency Thirteenth Amended Agreement for Reimbursement of Costs for FY 2019-2020 through FY 2040-41 ATTACHMENT NO. 1 ADMINISTRATIVE BUDGET FOR FY 2019-20 THROUGH FY 2040-41 ESTIMATED REVENUES Object Position Percent to Total FY - Admin FISCAL YEAR - Code Admin Costs JULY THRU JUNE 1 Average Series 2016 Tax Allocation Refunding Bond Payment Bank Service Charges Telephone Office Supplies Mail and Postage Service Printing Meetings (staff) Training Expense Membership/Subscriptions Vehicle Mileage Vehicle Lease Equipment IT Support Services Sub -Total Admin Cost Allowances: $ 3,000 200 100 100 100 0 0 0 0 0 500 4,000 during FY 2019/20 thru 2040/41 $ 3,378,723 3,378,723 Average Redevelopment Property Tax 100 100 Trust Funds (RPTTF) allocated to 0 0 Successory Agency 0 3,378,723 4 Administrative Cost Allowance (HSC 2% $ 80,000 80,000 Section 34171(b)(3)), 3% of RPTTF or, at Object Code ESTIMATED EXPENSES lf� EMPLOYEE DETAILS Object Position Fiscal Year -Total Percent to Total FY -Admin JULY THRU JUNE Code Wages, Benefits and Admin Costs Sub -Total Wages, Benefits and WC: $ 14,000 100% $ 14,000 $ 14,000 OTHER ADMINISTRATIVE DIRECT COSTS Object Code Item Total During Fiscal Percent to Admin Total FY -Admin Costs JULY THRU JUNE 1 6147 2 6355 3 6400 4 6415 5 6420 6 6710 7 6715 8 6730 9 6840 10 6845 11 6848 Bank Service Charges Telephone Office Supplies Mail and Postage Service Printing Meetings (staff) Training Expense Membership/Subscriptions Vehicle Mileage Vehicle Lease Equipment IT Support Services Sub -Total Admin Cost Allowances: $ 3,000 200 100 100 100 0 0 0 0 0 500 4,000 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 3,000 200 100 100 100 0 0 0 0 0 500 $ 4,000 3,000 200 100 100 100 0 0 0 0 0 500 $ 4,000 CITY ADMINISTRATIVE SUPPORT COSTS BASED ON COST ALLOCATION (ATTACHED) Object Code Item Total During Fiscal Yea r Total FY -Admin Costs JULY THRU JUNE 1 City Administrative Support Costs based on Cost Allocation 50,000 54.0% 27,000 $ 27,000 CITY ATTORNEY (contract services) Object Code Description of Services am Total During Fiscal Year Percent to Admin Total FY -Admin Costs JULY THRU JUNE 6017 City Attorney's Office - Woodruff, $ Spradlin & Smart (Including: Stradling Yocca Carlson & Rauth; Richards, Watson & Gershon; Remy, Thomas, Moose & Manley; Waters & Company; and Jeanette Justus). This does not include legal services from the following firms that are associated with project costs: 1) Armbruster Goldsmith & Delvac LLP; 2) Cappello and Noel LLP, and 3) Kutak Rock. Sub -Total City Attorney: $ 10,000 10,000 100% $ 10,000 $ 10,000 $ 10,000 $ 10,000 SPECIFIC SERVICES Object Code Description Total During Fiscal Year Percent to Admin Total FY -Admin Costs JULY THRU JUNE 1 Bond Administration $ Sub -Total Specific Services: $ 25,000 25,000 100% $ 25,000 25,000 $ 25,000 $ 25,000 TOTAL ADMINISTRATIVE SERVICE COSTS IL Percent to Admin Total FY -Admin Costs JULY THRU JUNE TOTAL ADMINISTRATIVE SERVICE COSTS $ 80,000 $ 80,000 BUDGET - REVENUES (SURPLUS)/EXPENSES (DEFICIT) 0 $ - ATTACHMENT NO. 2 THIRTEENTH AMENDED AGREEMENT FOR REIMBURSEMENT OF COSTS (FY 2019-20 through FY 2040-41) THIRTEENTH AMENDED AGREEMENT FOR REIMBURSEMENT OF COSTS AND CITY/SUCCESSOR AGENCY OPERATIONS LOAN This THIRTEENTH AMENDED AGREEMENT FOR REIMBURSEMENT OF COSTS AND CITY/SUCCESSOR AGENCY OPERATIONS LOAN ("Thirteenth Amended Agreement") is made and entered into as of May 22, 2018, by and among the CITY OF TUSTIN, a California municipal corporation ("City"), and the CITY OF TUSTIN ACTING AS SUCCESSOR AGENCY TO THE TUSTIN COMMUNITY REDEVELOPMENT AGENCY ("City Successor Agency"). RECITALS A. The Tustin Community Redevelopment Agency ("Agency") was established as a community redevelopment agency that was previously organized and existing under the California Community Redevelopment Law, Health and Safety Code Sections 33000, et seq. ("CRL"), and previously authorized to transact business and exercise the powers of a redevelopment agency pursuant to action of the City Council ("City Council") of the City. B. The Tustin Housing Authority is a housing authority and public body corporate and politic organized, existing, and operating pursuant to the California Housing Authorities Law, Health and Safety Code Section 34200, et seq. C. Assembly Bill 1X 26 added Parts 1.8 and 1.85 to Division 24 of the California Health & Safety Code, which laws caused the dissolution and wind down of all redevelopment agencies ("Dissolution Act"). D. On December 29, 2011, California Redevelopment Association, et al. v. Matosantos, Case No. S194861, the California Supreme Court upheld the Dissolution Act and thereby all redevelopment agencies in California are subject to the Dissolution Act and were dissolved effective February 1, 2012. E. The Agency is now a dissolved community redevelopment agency pursuant to the Dissolution Act. F. By a resolution considered and approved by the City Council at an open public meeting on January 17, 2012, the City chose to become and serve as the "City Successor Agency" to the dissolved Agency under the Dissolution Act. G. As of and on and after February 1, 2012, the City serves as the "City Successor Agency" and will perform its functions as the successor agency under the Dissolution Act to administer the enforceable obligations of the Agency and otherwise unwind the Agency's affairs, all subject to review and approval by a seven -member Oversight Board formed thereunder. H. By a resolution considered and approved by the City Council at an open public meeting on January 17, 2012, and pursuant to California Health and Safety Code Section 34176 of the Dissolution Act, the City declined to assume the housing assets and functions of the Agency and selected the Tustin Housing Authority to assume such housing assets and functions, and on such date, also pursuant to Section 34176, the Tustin Housing Authority accepted and assumed the housing assets and functions of the Agency and as of February 1, 2012 became and serves as the "Successor Housing Agency" of the former Agency pursuant to the Dissolution Act. At this time, assets Page 1 assigned and transferred by operation of law and to be assigned and transferred to the Successor Agency by authorization of and direction from the Oversight Board and operating pursuant to the Dissolution Act, are not adequate to fund administrative support costs and expenses unless any future Low and Moderate Income Housing fund balances are authorized to be transferred under State Law to the Successor Housing Agency. If this occurs, a future modification to this Agreement may be necessary. L City as the Successor Agency is engaged in activities necessary and appropriate to wind down the activities of Tustin Community Redevelopment Agency's Redevelopment Plans ("Redevelopment Plans") for the MCAS Tustin Project, the Town Center Project and the South Central Project ("Project Areas") that were originally adopted and amended by ordinances of the City Council. J. Employees of the City will perform day-to-day administration and operation of the Successor Agency's duties and functions. Since the Tustin Community Redevelopment Agency was originally formed and upon Successor Agency's effectiveness as of February 1, 2012, the City has provided and shall continue to provide services to the Successor Agency, including but not limited to providing administrative, accounting, auditing, planning, engineering, legal, risk management, financial, clerical, recordkeeping, and other services necessary for the Successor Agency to carry out its responsibilities. K. City and City Successor Agency entered into an Agreement for Reimbursement of Costs and City/Successor Agency Operations Loan on March 20, 2012 (the "Original Agreement"), as amended by the First Amended Agreement on April 17, 2012, the Second Amended Agreement on June 19, 2012, the Third Amended Agreement on August 14, 2012, the Fourth Amended Agreement on February 19, 2013, the Fifth Amended Agreement on September 24, 2013, the Sixth Amended Agreement on February 25, 2014, the Seventh Amended Agreement on September 30, 2014, the Eighth Amended Agreement on February 24, 2015, the Ninth Amended Agreement on September 22, 2015, the Tenth Amended Agreement on January 26, 2016, the Eleventh Amended Agreement on January 24, 2017 and the Twelfth Amended Agreement on January 23, 2018 (the Original Agreement and all amendments shall be collectively referred to as the "Agreement") to document an on-going cooperative arrangement regarding administrative and operational services and payment for services whereby City agrees to provide administrative and operational services and City Successor Agency agrees to pay City for the cost of all such services to be provided by City for City Successor Agency pursuant to California Health and Safety Code Section 34177 0). L. Pursuant to Health and Safety Code (HSC) Section 34180(e), the Oversight Board, on May 29, 2012, approved the acceptance of financial assistance for the Phase 1 and Phase 2 Tustin Ranch Road Improvements Project conditioned upon the provision of matching funds to the City from the MCAS Tustin 2010 Tax Allocation Bonds by the Successor Agency. In compliance with HSC Section 34180(h), the Oversight Board also authorized the Successor Agency to enter into an amended reimbursement agreement with the City for the Successor Agency's matching contribution to the Tustin Ranch Road Improvements Project in the amounts of $5,983,863 for Phase 1 and $8,164,931 for Phase 2 to be disbursed from MCAS Tustin 2010 Tax Allocation Bonds to the City. M. On December 18, 2012, the Department of Finance issued a determination denying the Successor Agency's use of MCAS Tustin 2010 Tax Allocation Bonds to provide a matching contribution to the Tustin Ranch Road Improvements Project and, consequently, the Agreement has been modified to delete the reference under Section 1.2. Page 2 N. Pursuant to HSC Section 34191.6(a), the City Successor Agency may submit a "Last and Final" Recognized Obligation Payment Schedule ("ROPS") as long as the remaining debt is limited to administrative costs and payments pursuant to enforceable obligations with defined payment schedules including, but not limited to, debt service, loan agreements and contracts. The Thirteenth Amended Agreement is for the administrative costs associated with the Last and Final ROPS for the period of July 1, 2019 through December 31, 2040. O. The City Successor Agency will seek Oversight Board authorization on May 22, 2018, to enter into an Amended Agreement for Reimbursement of Costs with the City to reflect modifications to the Administrative Budget. NOW, THEREFORE, for and in consideration of the mutual promises, covenants and conditions herein contained, the parties hereto agree as follows: 1. Modification of Section 2 of the Original Agreement as it relates to the Cost of Administrative Expenses and Administrative Cost Allowances for Fiscal Year 2018-19. (a) Section 2.3 of the Original Agreement is hereby deleted and replaced as follows: "Section 2.3 City Successor Agency and City estimate that the cost of administrative and operational services to be provided by the City to the City Successor Agency annually under the Last and Final ROPS for the periods of July 1, 2019 through December 31, 2040, is Eighty Thousand Dollars ($80,000) annually for each twelve month fiscal year period between July 1, 2019 and June 30, 2040 and is Forty Thousand Dollars ($40,000) for a six-month fiscal year period from July 1, 2040 through December 31, 2040. Pursuant to the provisions of Section 4 herein, City Successor Agency agrees to pay the sum of $80,000 to the City to pay for the estimated administrative expenses of the City Successor Agency for the period of each fiscal year, beginning 2019-20, through fiscal year 2039-40 and $40,000 to the City for administrative expenses for the first six month period of fiscal year 2040-41, subject to Oversight Board approval and City Successor Agency preparation and approval of an administrative budget estimate for such services and costs for the fiscal period of July 1, 2019 through December 31, 2040. The City Successor Agency shall also be liable to the City for payment of any and all direct Project and Program Expenses incurred by City where they are adopted as part of the ROPS." 2. Miscellaneous. (a) THIRTEENTH Amended Agreement Ratified. Except as specifically amended or modified herein, each and every term, covenant and condition of the Original Agreement as amended is hereby ratified and shall remain in full force and effect. (b) Binding. This THIRTEENTH Amended Agreement and the Original Agreement shall be binding upon and inure to the benefit of the parties hereto. «««««««««««««< Signature Page Follows»»»»»»»»»»»»»> Page 3 IN WITNESS WHEREOF, the parties have caused this THIRTEENTH Amended Agreement to be executed by their officers thereunto duly authorized on the date first above written. "CITY" CITY OF TUSTIN, a California municipal corporation Al Murray, Mayor ATTEST: Erica N. Rabe, City Clerk APPROVED AS TO FORM David Kendig, City Attorney "CITY SUCCESSOR AGENCY" SUCCESSOR AGENCY TO THE TUSTIN COMMUNITY REDEVELOPMENT AGENCY Al Murray Successor Agency Chairman ATTEST: Erica N. Rabe, City Clerk on behalf of the Successor Agency APPROVED AS TO FORM David Kendig, Legal Counsel Page 4