HomeMy WebLinkAboutCity Council - 2012-59 RESOLUTION NO. 2012-59
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF HUNTINGTON BEACH
CONSENTING TO AND APPROVING THE TERMINATION OF AN OWNER
PARTICIPATION AGREEMENT AMONG THE CITY, THE
FORMER REDEVELOPMENT AGENCY AND MAKALLON
ATLANTA HUNTINGTON BEACH, LLC
WHEREAS,on December 29,2011,the California Supreme Court delivered its decision
in California Redevelopment Association v. Matosantos,finding ABxl 26(the"Dissolution Act")
largely constitutional; and
Under the Dissolution Act and the California Supreme Court's decision in California
Redevelopment Association v. Matosantos,all California redevelopment agencies,including the
Redevelopment Agency of the City of Huntington Beach(the"Former Agency"),were dissolved
on February 1, 2012; and
The City Council adopted a resolution accepting for the City the role of Successor Agency
to the Former Agency(the "Successor Agency"); and
The Dissolution Act was amended when the Governor signed Assembly Bill 1484("AB
1484") on June 27, 2012; and
Under the Dissolution Act, each Successor Agency shall have an oversight board with
fiduciary responsibilities to holders of enforceable obligations and the taxing entities that benefit
from distributions of property taxes and other revenues pursuant to Section 34188; and
The oversight board has been established for the Successor Agency(hereinafter referred to
as the"Oversight Board")and all seven(7)members have been appointed to the Oversight Board
pursuant to California Health and Safety Code Section 34179. The duties and responsibilities of
the Oversight Board are set forth in Health and Safety Code Sections 34179 through 34181 of AB
26 as amended by AB 1484; and
The Former Agency,the City,and Makallon Atlanta Huntington Beach,LLC.,a Delaware
limited liability company ("Makar"), entered into that certain Owner Participation Agreement
executed and delivered pursuant to Agency Resolution No. 364 and City Resolution No.2006-67
approved and adopted at the October 16, 2006 City Council meeting, as supplemented by letter
dated February 1, 2008 and that certain Implementation Agreement entered into as of December
15, 2008 (collectively, the `OPA"); and
Makar defaulted on a promissory note which was secured by a deed of trust recorded
against the property which was the subject of the OPA ("Property"). The holder of the
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promissory note foreclosed on the deed of trust and became the new owner of the Property; and
The OPA has been terminated and is no longer in force and effect due to the fact that the
OPA was never implemented by Makar, due to a material incurable default under the OPA(an
assignment without the City and Former Agency's approval), and by the foreclosure of the deed
of trust. Assuming arguendo that the OPA was implemented,was not automatically terminated
due to a material incurable default under the OPA , did survive the foreclosure of the deed of
trust, and is in force and effect, as a precautionary measure, the current owner of the Property,
21002 HB, LLC, a Delaware limited liability company ("New Owner"), the City and the
Successor Agency(as the successor-in-interest to the Former Agency under the OPA)all agree to
terminate the OPA. The City and New Owner have negotiated a Development Agreement
pertaining to the Property. The Development Agreement terms provide that the OPA has been
terminated and is no longer in force and effect; and
Health and Safety Code Section 34171(d)(1)(E)provides that nothing in the Dissolution
Act prohibits the Successor Agency,with the approval or at the direction of the Oversight Board,
from terminating any existing agreements or contracts; and
All legal prerequisites to the adoption of this Resolution have occurred.
NOW, THEREFORE, the City Council of the City of Huntington Beach does
hereby resolve as follows:
l. The City Council hereby finds and determines that the foregoing recitals are
true and correct.
2. Assuming arguendo the OPA is still in effect,the City Council hereby consents
to, ratifies and approves the termination of the OPA and hereby terminates the
OPA.
3. Without the requirement of any further approval of the City Council, the City
Administrator or designee is authorized and directed to take any action and
execute any and all documents and agreements necessary to implement and
effectuate the actions approved by and the purposes of this Resolution,including,
without limitation, executing any and all documents on behalf of the City.
4. The City Council does not intend, by adoption of this Resolution, to waive any
constitutional and/or legal rights of the Successor Agency or the City under law
and/or in equity, including, without limitation, by virtue of the adoption of this
Resolution and actions approved and taken pursuant to this Resolution and,
therefore,reserves all such rights of the Successor Agency and the City under law
and/or in equity.
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5. This Resolution shall take effect immediately upon its adoption.
PASSED AND ADOPTED by the City Council of the City of Huntington
Beach at a regular meeting thereof held on the 20th day of August ,
20 12.
Mayor
REVIE D ND APPROVED: INITIAT D PROVED:
Ci a er Director of Eqp6omic Development
APPROVED AS TO FORM:
YV '
ity Attorney g_
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Res. No. 2012-59
STATE OF CALIFORNIA
COUNTY OF ORANGE ) ss:
CITY OF HUNTINGTON BEACH )
I, JOAN L. FLYNN the duly elected, qualified City Clerk of the City of
Huntington Beach, and ex-officio Clerk of the City Council of said City, do hereby
certify that the whole number of members of the City Council of the City of
Huntington Beach is seven; that the foregoing resolution was passed and adopted
by the affirmative vote of at least a majority of all the members of said City Council
at a regular meeting thereof held on August 20, 2012 by the following vote:
AYES: Shaw, Harper, Dwyer, Hansen, Carchio, Bohr, Boardman
NOES: None
ABSENT: None
ABSTAIN: None
Qo�—�2 t54116'6m�
Cit lerk and ex-officio erk of the
City Council of the City of
Huntington Beach, California