HomeMy WebLinkAboutAdopt Oversight Board Resolution Nos. 2017-15 through 2017-2 AGENDA REPORT
Oversight Board of the Huntington Beach Successor Agency
to the Redevelopment Agency
MEETING DATE: April 13, 2017
SUBJECT/ACTION: Adopt Oversight Board Resolution Nos. 2017-15 through 2017-26
Finding that the Cash and Property Transfer Loans made by the
Former Redevelopment Agency were for Legitimate Purposes and
Approving the Loans as Enforceable Obligations for Repayment
STATEMENT OF ISSUE:
In accordance with the Redevelopment Dissolution Act, AB X1 26, AB 1484, and SB 107, the
Oversight Board to the former Huntington Beach Redevelopment Agency was asked to approve
the repayment of loans from the City (General Fund and Other Funds) by re-confirming that the
loans were made for eligible redevelopment projects and the loans are enforceable obligations.
On January 25, 2017, the Oversight Board approved Resolutions 2007-3 through 2017-14; the
Department of Finance (DOF) denied those Resolutions and associated loans and returned
them to the Oversight Board for reconsideration.
RECOMMENDED ACTION: Motion to:
Adopt Resolution No. 2017-15 "A Resolution Of The Oversight Board of the Successor Agency
to the Redevelopment Agency of the City of Huntington Beach Finding that the Loan Made by
the City of Huntington.Beach to the Former Redevelopment Agency of the City of Huntington
Beach Regarding Acquisition Associated with The Strand Project was for Legitimate
Redevelopment Purposes, and Approving the Loan as an Enforceable Obligation and the
Schedule for Repayment of Said Loan by the Successor Agency to the City of Huntington
Beach, in Accordance with Health and Safety Code Section 34191.4(B)";
Adopt Resolution No. 2017-16" A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan Made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding the Waterfront Property Transfer and the Relocation and Demolition of Driftwood and
Pacific Mobile Home Parks Related to the Waterfront Master Site Plan was for Legitimate
Redevelopment Purposes, and Approving the Loan as an Enforceable Obligation and the
Schedule for Repayment of Said Loan by the Successor Agency to the City of Huntington
Beach, in Accordance with Health and Safety Code Section 34191.4(B)";
Adopt Resolution No. 2017-17 "A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan Made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding Relocation Costs paid to Terry's Coffee Shop and First Interstate Bank was for
Legitimate Redevelopment Purposes, and Approving the Loan as an Enforceable Obligation
and the Schedule for Repayment of Said Loan by the Successor Agency to the City of
Huntington Beach, in Accordance with Health and Safety Code Section 34191.4(B)"
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Adopt Resolution No. 2017-18 "A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan Made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding Relocation costs paid to Wind and Sea Surf Shop was for Legitimate Redevelopment
Purposes, and Approving the Loan as an Enforceable Obligation and the Schedule for
Repayment of said Loan by the Successor Agency to the City of Huntington Beach, in
Accordance With Health And Safety Code Section 34191.4(B)";
Adopt Resolution No. 2017-19 "A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan Made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding Acquisition Costs associated with the Second Block Alley and Street Improvement
Project was for Legitimate Redevelopment Purposes, and Approving the Loan as an
Enforceable Obligation and the Schedule for Repayment of said Loan by the Successor Agency
to the City of Huntington Beach, in Accordance with Health and Safety Code Section
34191.4(B)";
Adopt Resolution No. 2017-20 "A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding Relocation, Property Acquisition, and Other Project Costs associated with the Third
Block West Condominium/Retail/Office Project in the Main-Pier Redevelopment Project Area
was for Legitimate Redevelopment Purposes, and Approving the Loan as an Enforceable
Obligation and the Schedule for Repayment of said Loan by the Successor Agency to the City
of Huntington Beach, in Accordance with Health and Safety Code Section 34191.4(B)";
Adopt Resolution No. 2017-21 "A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan Made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding Acquisition of Land Within the Main-Pier Project Area to Implement the Construction
of Parking Facilities within the Downtown Main-Pier Area was for Legitimate Redevelopment
Purposes, and Approving the Loan as an Enforceable Obligation and the Schedule for
Repayment of said Loan by the Successor Agency to the City of Huntington Beach, in
Accordance with Health and Safety Code Section 34191.4(B)";
Adopt Resolution No. 2017-22 "A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding Acquisition of Land within the Main-Pier Project Area for Phase II Development
Projects was for Legitimate Redevelopment Purposes, and Approving the Loan as an
Enforceable Obligation and the Schedule for Repayment of Said Loan by the Successor Agency
to the City of Huntington Beach, in Accordance with Health and Safety Code Section
34191.4(B)";
Adopt Resolution No. 2017-23 "A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan Made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding Land and Right-Of-Way Acquisition Costs connected with the Gothard-Hoover
Extension Project and Development of a Public Storage Facility in the Huntington Beach
Redevelopment Project was for Legitimate Redevelopment Purposes, and Approving the Loan
as an Enforceable Obligation and the Schedule for Repayment of said Loan by the Successor
Agency to the City of Huntington Beach, in Accordance with Health and Safety Code Section
34191.4(B)";
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Adopt Resolution No. 2017-24 "A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan Made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding FY 2004-05 Capital Projects was for Legitimate Redevelopment Purposes, and
Approving the Loan as an Enforceable Obligation and the Schedule for Repayment of Said
Loan by the Successor Agency to the City Of Huntington Beach, in Accordance with Health and
Safety Code Section 34191.4(B)";
Adopt Resolution No. 2017-25 "A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan Made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding the Emerald Cove Property Transfer was for Legitimate Redevelopment Purposes,
and Approving the Loan as an Enforceable Obligation and the Schedule for Repayment of said
Loan by the Successor Agency to the City of Huntington Beach, in Accordance with Health and
Safety Code Section 34191.4(B)"; and
Adopt Resolution No. 2017-26 "A Resolution of the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach Finding that the Loan made by the
City of Huntington Beach to the Former Redevelopment Agency of the City of Huntington Beach
Regarding the Emerald Cove Bonds was for Legitimate Redevelopment Purposes, and
Approving the Loan as an Enforceable Obligation and the Schedule for Repayment of Said
Loan by the Successor Agency to the City of Huntington Beach, in Accordance with Health and
Safety Code Section 34191.4(B)".
BACKGROUND:
The City's former Redevelopment Agency was created in 1969. The City's General Fund and
Other Funds loaned money and transferred property to the Agency for various redevelopment
projects. Due to recent legislation, the City's Funds can now begin to be repaid for the money
loans and property transfers pursuant to Section 34191.4(b) of the Health and Safety Code.
The Successor Agency has completed all aspects of the redevelopment dissolution to be able to
request loan repayments to the City. The Oversight Board must make certain findings under the
dissolution law regarding the loans. In addition, SB 107 has mandated that the interest rate on
the loans be recalculated from the date of the origination of the loan on a quarterly basis at a
simple interest rate of 3%.
On January 25, 2017, the Oversight Board approved 12 resolutions that reconfirmed the loans
were made for legitimate redevelopment purposes and the loans were enforceable obligations.
On March 10, 2017, the State DOF notified the Successor Agency that DOF objected to all of
the Oversight Board actions. DOF stated, "The Agency was unable to support the outstanding
principal balance of the loans. According to the Agency, the City loaned various amounts to the
Agency from time to time, but the Agency was unable to provide sufficient documentation to
support the amounts loaned; it was unclear as to whether the loans were monetary loans or
transfers of interest in real property. Further, the Agency was unable to substantiate the
periodic amounts loaned by the City as well as the amounts periodically repaid by the Agency to
the City. For the Promissory Note provided, it stated the Note is secured by the Agency's
pledge of set-aside funds; because the Agency no longer receives set-aside funds, the
obligation to repay no longer exists."
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Please be advised that the City provided extensive back-up material and documentation to
support its request for repayment of the loans, including audited Comprehensive Annual
Financial Reports with the related loan repayments due to the City from 1983 to present,
audited Component Unit Financial Reports with the loan amounts to be repaid by the
Redevelopment Agency to the City from 1987 to present, applicable Requests for Council
Action, Operative Agreements for the loans, and other pertinent information from 1983 forward
to prove the monetary loans and property transfers were made and should be repaid pursuant
to State law. After further review of all materials submitted and the additional materials
requested by DOF, staff is revising certain loan balances to reflect loan repayments already
made that were not reflected in the original submittal; plus adjusting the loan balance for one
Resolution related to the Waterfront loan to include the $22.4 million land sale for that property.
The Resolutions will be resubmitted to DOF for further review and consideration, along with
additional supporting documentation in the form of historical general ledger data, re-sorted
audited financial statements supporting the revised balances, operative agreements, recorded
grant deeds for the property transfers and other supporting documentation, as applicable.
ROUND TWO — SUPPORTING DOCUMENTATION
In order to respond to the latest round of DOF requests for additional information to support the
loan repayments, the City solicited the assistance of the former Accounting Manager of the City
to retrieve as much data as possible to further support this request. Historical pre-2000 general
ledger data was retrieved by Information Systems staff and compiled by Finance staff with the
assistance of Robert Sedlak, the City's former Accounting Manager. In order to obtain this data,
a laborious and extensive data retrieval process was utilized, including, but not limited to:
• Restoration of old servers and backup tapes dating back 28 years to 1989;
• Conversion of tapes to a text-readable format;
• Followed by a subsequent conversation to SQL servers to filter and potentially obtain the
relevant historical data;
• Relevant Redevelopment Agency accounts and transaction types were then identified by
Robert Sedlak for review by Finance staff; and,
• Finance staff performed an extensive review of the data and agreed the information to
the City's audited financial statements to the greatest extent possible.
Sworn statements are provided by both Robert Sedlak, former Accounting Manager, and
Behzad Zamanian, Chief Information Officer, detailing the data retrieval process going back 25
years and accounting methodologies for the former Redevelopment Agency.
Eligible loans are defined in three areas: loans where money was transferred from the City to
the former Redevelopment Agency for a lawful purpose and the former Redevelopment Agency
is obligated to repay the money; agreements where the City transferred real property to the
former Redevelopment Agency for use by the former Redevelopment Agency for a lawful
purpose and the former Redevelopment Agency is obligated pay the City for the property; and
third party contracts for infrastructure (there are no loans of this third type identified in any of the
Resolutions). The Successor Agency has currently identified 12 such eligible loans and is
asking the Oversight Board to reconfirm that each of these loans was for a legitimate
redevelopment purpose and make required findings by the Oversight Board.
The extensive supporting documentation proves that loans for money were, in fact, actually
entered into between the City and the former Redevelopment Agency and the City transferred
money to the former Redevelopment Agency for a lawful purpose.
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Additionally, agreements were entered into by the City and the former Redevelopment Agency
to transfer real property interests to the Agency for a lawful purpose, and the former
Redevelopment Agency was obligated to pay the City for the real property interest. The
extensive supporting documentation also proves the repayment of a portion of some of the
loans and the remaining balances.
To reiterate, Section 34191.4(b) of the Health and Safety Code authorizes the City and
Successor Agency to re-establish prior loan agreements between the City and the former
Agency upon the issuance of a Finding of Completion by the Department of Finance, stated as
follows:
"(1) Notwithstanding subdivision (d) of Section 34171, upon application by the
Successor Agency and approval by the oversight board, loan agreements entered
into between the redevelopment agency and the city, county, or city and county that
created the redevelopment agency shall be deemed to be enforceable obligations
provided that the oversight board makes a finding that the loan was for legitimate
redevelopment purposes."
The Successor Agency was issued a Finding of Completion on May 13, 2014. The Oversight
Board determined that the loans were for legitimate redevelopment purposes on January 25,
2017. There is no language in the Health and Safety Code which states that the validity of the
loans is required to be determined through cancelled checks, wire transfers, or the retention of
over 30 years of financial records. To reiterate, the Agency has provided audited financial
statements, operative agreements, recorded grant deeds, promissory notes, and other
substantive financial data which documents the purpose and validity of the loans.
The loans are as follows:
1. Loans to purchase land for The Strand project (money transfer loan).
2. Loans for the acquisition and relocation of mobile homes in the Waterfront commercial
Master Plan site and the sale of land (money transfer loan and property transfer loan).
3. Loans for relocation for the Pierside Pavilion project (money transfer loan).
4. Loans for land assemblage for the Strand Project (money transfer loan).
5. Loans for alley and sidewalk improvements in the Downtown area (money transfer loan).
6. Loans for land purchase, relocation and other project costs for Plaza Almeria (money
transfer loan).
7. Loans to purchase land for the Main Promenade Parking Structure and property on first
block (money transfer loan).
8. Loans for relocation for the Strand project (money transfer loan).
9. Loan for the purchase of the Gothard/Hoover land (where Vans Skate Park is located).
10. Capital Improvement Projects in FY 2004/5 in the Southeast Coastal Redevelopment
Project area for the Magnolia Street and Sidewalk and Lighting project (money transfer
loan).
11. Loans by the Redevelopment Agency for the purchase of the Emerald Cove Senior
Housing Project (property transfer loan).
12. Repayment of the Emerald Cove bonds (Certificates of Participation (COPS)) for the
construction of Emerald Cove Senior Housing Project (money transfer loan).
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ATTACHMENT(S):
Oversight Board Resolution No. 2017 - 15
Oversight Board Resolution No. 2017 - 16
Oversight Board Resolution No. 2017 - 17
Oversight Board Resolution No. 2017 - 18
Oversight Board Resolution No. 2017 - 19
Oversight Board Resolution No. 2017 - 20
Oversight Board Resolution No. 2017 - 21
Oversight Board Resolution No. 2017 - 22
Oversight Board Resolution No. 2017 - 23
Oversight Board Resolution No. 2017 - 24
Oversight Board Resolution No. 2017 - 25
Oversight Board Resolution No. 2017 — 26
Exhibit A - Sworn Statement by Behzad Zamanian, Chief Information Officer
Exhibit B - Sworn Statement by Robert Sedlak, former Accounting Manager
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RESOLUTION NO. 2017-15
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING ACQUISITION ASSOCIATED WITH THE STRAND PROJECT
WAS FOR LEGITIMATE REDEVELOPMENT PURPOSES, AND APPROVING THE
LOAN AS AN ENFORCEABLE OBLIGATION AND THE SCHEDULE FOR
REPAYMENT OF SAID LOAN BY THE SUCCESSOR AGENCY TO THE CITY OF
HUNTINGTON BEACH, IN ACCORDANCE WITH HEALTH AND SAFETY CODE
SECTION 34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.Xl 26 (2011-2012 1st Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
titled the "oversight board." 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 H&S Code Section 34179. The duties and
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RESOLUTION NO. 2017-15
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
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RESOLUTION NO. 2017-15
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area (the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the City made a loan ("City Loan") to the
former Redevelopment Agency to fund acquisition associated with the Strand Project. This City
Loan pertains to the purchase of land for assemblage of a 4-acre site for a mixed-use project
called The Strand. The land was purchased by the former Redevelopment Agency, with money
advanced from the City, and conveyed to CIM Group pursuant to a Disposition and
Development Agreement; and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate of 3 percent (3%). The years of origination of the City
Loan were 1989, 1990, 1991 and 1994. The current outstanding balance of the City Loan
(recalculated as of September 30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is
$7,859,434; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
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RESOLUTION NO. 2017-15
On January 25, 2017, by Resolution No. 2017-03, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-03 was submitted to the DOF for
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-03 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money
entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
All of the prerequisites with respect to the approval of this Resolution have been met.
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RESOLUTION NO. 2017-15
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
4. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
5. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
6. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
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RESOLUTION NO. 2017-15
7. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
8. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
9. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
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C
RESOLUTION NO. 2017-15
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 13th
day of April, 2017.
PVM
ME
low ww hairperson
REVIEW D AND APPROVED: INITIATED AND APPROVED:
xec ive Director Deputy xecutive Director .
APPROVED AS RM:
Board Counsel
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Oversight Board
Res. No. 2017-15
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal,
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
!
hwdJ44d
Secre ary of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-16
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING THE WATERFRONT PROPERTY TRANSFER AND THE
RELOCATION AND DEMOLITION OF DRIFTWOOD AND PACIFIC MOBILE
HOME PARKS RELATED TO THE WATERFRONT MASTER SITE PLAN WAS FOR
LEGITIMATE REDEVELOPMENT PURPOSES, AND APPROVING THE LOAN AS
AN ENFORCEABLE OBLIGATION AND THE SCHEDULE FOR REPAYMENT OF
SAID LOAN BY THE SUCCESSOR AGENCY TO THE CITY OF HUNTINGTON
BEACH, IN ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION
34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.Xl 26 (2011-2012 1st Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
titled the "oversight board." The oversight board has been established for the Successor Agency
(hereinafter referred to as the "Oversight Board") and all seven (7) members have been
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RESOLUTION NO. 2017-16
appointed to the Oversight Board pursuant to H&S Code Section 34179. The duties and
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
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RESOLUTION NO. 2017-16
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area(the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the Redevelopment Agency acquired from the
City certain real property in the City upon which the Waterfront Project is built ("Waterfront
Property") at a purchase price of $22,400,000 which purchase price was paid as a loan by the
former Redevelopment Agency ("City Loan #1"). The Waterfront Property was developed as
part of a Disposition and Development Agreement as a 44-acre, mixed-use project consisting of
hotels, one tennis and health center, a shopping plaza, and 894 residential units. City transferred
fee title to the former Redevelopment Agency of the Waterfront Property. The transfer of and
use by the former Redevelopment Agency of the Waterfront Property was for a lawful purpose;
and
The Successor Agency has recalculated the current outstanding balance of the City Loan
#1 in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan#1 shall be recalculated from the date of origination
of the City Loan #1, at a simple interest rate of 3 percent (3%). The years of origination of the
City Loan#1 was 1989. The current outstanding balance of the City Loan#1 (recalculated as of
September 30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $25,760,000; and
Also pursuant to the Cooperative Agreements, the City made a loan ("City Loan #2") to
the former Redevelopment Agency to fund the relocation and demolition of Driftwood and
Pacific Mobile Home Parks related to the Waterfront Master Site Plan. This City Loan #2
pertains to the purchase of land, Driftwood Mobile Home Park, and relocation of the mobile
home tenants, pursuant to State law for development of the Waterfront project, as well as
demolition costs. This was a requirement and part of the overall financing that included a
Section 108 Loan from Housing and Urban Development (HUD) as well as the creation of a
Community Facilities District(CFD); and
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RESOLUTION NO. 2017-16
The Successor Agency has recalculated the current outstanding balance of the City Loan
#2 in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan #2 shall be recalculated from the date of origination
of the City Loan #2, at a simple interest rate of 3 percent (3%). The years of origination of the
City Loan #2 were 1989 and 2001. The current outstanding balance of the City Loan #2
(recalculated as of September 30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is
$12,439,846; and
City Loan#1 and City Loan#2 may be referred to herein collectively at"City Loan"; and
The current combined outstanding balance of the City Loan (recalculated as of September
30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $38,199,846; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that City Loan #2 was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan #2 as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan#2
as an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan #2 to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan #2 is repaid in full, subject to other applicable loan repayment terms and conditions
set forth in H&S Code Section 34191.4(b); and
On January 25, 2017, by Resolution No. 2017-04, the Oversight Board made certain
findings with respect to the City Loan#2 and Resolution No. 2017-04 was submitted to the DOF
for consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-04 to
the Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan #1 was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan
#1 is a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(B) as it is an
agreement between the former Redevelopment Agency and the City under which the City
transferred a real property interest to the former Redevelopment Agency for use by the former
Redevelopment Agency for a lawful purpose and the former Redevelopment Agency was
obligated to pay the City for the real property interest; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan #2 was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
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RESOLUTION NO. 2017-16
The Oversight Board having duly reconsidered this matter desires to find the City Loan
#2 is a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for
money entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
All of the prerequisites with respect to the approval of this Resolution have been met.
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan #1 is a "loan agreement" as set
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RESOLUTION NO. 2017-16
forth in H&S Code Section 34191.4(b)(2)(B) as it is an agreement between the former
Redevelopment Agency and the City under which the City transferred a real property interest to
the former Redevelopment Agency for use by the former Redevelopment Agency for a lawful
purpose and the former Redevelopment Agency was obligated to pay the City for the real
property interest.
4. The Oversight Board hereby finds the City Loan #2 is a "loan agreement" as set
forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
5. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
6. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
7. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
8. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
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RESOLUTION NO. 2017-16
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
9. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
10. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
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RESOLUTION NO. 2017-16
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 13th
day of April, 2017.
WEMWI
C airperson
REVIEWED AND APPROVED: INITIATED A PROVED:
ut ve Director Deputy e Director
APPROVED AS FORM:
oard Counsel Nkv
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Oversight Board
Res. No. 2017-16
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
Secretary of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-17
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING RELOCATION COSTS PAID TO TERRY'S COFFEE SHOP
AND FIRST INTERSTATE BANK WAS FOR LEGITIMATE REDEVELOPMENT
PURPOSES, AND APPROVING THE LOAN AS AN ENFORCEABLE OBLIGATION
AND THE SCHEDULE FOR REPAYMENT OF SAID LOAN BY THE SUCCESSOR
AGENCY TO THE CITY OF HUNTINGTON BEACH, IN ACCORDANCE WITH
HEALTH AND SAFETY CODE SECTION 34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.XI 26 (2011-2012 1st Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
titled the "oversight board." 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 H&S Code Section 34179. The duties and
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RESOLUTION NO. 2017-17
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
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RESOLUTION NO. 2017-17
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area(the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the City made a loan ("City Loan") to the
former Redevelopment Agency to fund relocation costs paid to Terry's Coffee Shop and First
Interstate Bank. This City Loan pertains to relocation expenses incurred to relocate tenants
occupying Terry's Coffee Shop and First Interstate Bank pursuant to State law. The relocation
was required as part of the land purchase for Pierside Pavilion Disposition and Development
Agreement and later Owner Participation Agreement; and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate of 3 percent (3%). The year of origination of the City
Loan was 1992. The current outstanding balance of the City Loan (recalculated as of September
30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $255,660; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
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RESOLUTION NO. 2017-17
On January 25, 2017, by Resolution No. 2017-05, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-05 was submitted to the DOF for
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-05 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money
entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive. Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result;in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
All of the prerequisites with respect to the approval of this Resolution have been met.
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RESOLUTION NO. 2017-17
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
4. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
5. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
6. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
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RESOLUTION NO. 2017-17
7. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
8. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
9. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 13tn
day of April, 2017.
BA-
Chairperson
REVIE D APPROVED: IAT APP VED:
cu ive Director Deputy Executive Director
APPROVED O FORM:
Board Counsel
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Oversight Board
Res. No. 2017-17
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
�&hWA.'&j
Secretary of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-18
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING RELOCATION COSTS PAID TO WIND AND SEA SURF SHOP
WAS FOR LEGITIMATE REDEVELOPMENT PURPOSES, AND APPROVING THE
LOAN AS AN ENFORCEABLE OBLIGATION AND THE SCHEDULE FOR
REPAYMENT OF SAID LOAN BY THE SUCCESSOR AGENCY TO THE CITY OF
HUNTINGTON BEACH, IN ACCORDANCE WITH HEALTH AND SAFETY CODE
SECTION 34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.XI 26 (2011-2012 1st Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
titled the "oversight board." The oversight board has been established for the Successor Agency
(hereinafter referred to as the "Oversight Board") and all seven (7) members have been
Page 1 of 7
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RESOLUTION NO. 2017-18
appointed to the Oversight Board pursuant to H&S Code Section 34179. The duties and
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various.Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
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RESOLUTION NO. 2017-18
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
.The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area (the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the City made a loan ("City Loan") to the
former Redevelopment Agency to fund relocation of the Wind and Sea Surf Shop. This City
Loan pertains to relocation expenses incurred to relocate tenants occupying the Wind and Sea
Surf Shop pursuant to State law. This was required as part of the land purchase for The Strand
mixed-use development; and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate of 3 percent (3%). The year of origination of the City
Loan was 1996. The current outstanding balance of the City Loan (recalculated as of September
30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $58,650; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
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RESOLUTION NO, 2017-18
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
On January 25, 2017, by Resolution No. 2017-06, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-06 was submitted to the DOF for
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-06 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money
entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
Page 4 of 7
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RESOLUTION NO. 2017-18
All of the prerequisites with respect to the approval of this Resolution have been met.
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
L. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
4. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
5. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
6. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
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RESOLUTION NO. 2017-18
7. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
8. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
9. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
HI
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RESOLUTION NO. 2017-18
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 131n
day of April, 2017.
qb
Chairperson
REVIEWS AND APPROVED: MNDDROVED:
c tije Director Deputy Eirector
APPROVED AS
oard Counsel
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Oversight Board
Res. No. 2017-18
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
9,47
Secretary of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-19
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING ACQUISITION COSTS ASSOCIATED WITH THE SECOND
BLOCK ALLEY AND STREET IMPROVEMENT PROJECT WAS FOR LEGITIMATE
REDEVELOPMENT PURPOSES, AND APPROVING THE LOAN AS AN
ENFORCEABLE OBLIGATION AND THE SCHEDULE FOR REPAYMENT OF SAID
LOAN BY THE SUCCESSOR AGENCY TO THE CITY OF HUNTINGTON BEACH, IN
ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION 34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.Xl 26 (2011-2012 1st Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
titled the "oversight board." The oversight board has been established for the Successor Agency
Page 1 of 7
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RESOLUTION NO. 2017-19
(hereinafter referred to as the "Oversight Board") and all seven (7) members have been
appointed to the Oversight Board pursuant to H&S Code Section 34179. The duties and
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
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RESOLUTION NO. 2017-19
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area(the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the City made a loan ("City Loan") to the
former Redevelopment Agency to fund property acquisition costs associated with the Second
Block alley and street improvement project. This City Loan pertains to the purchase by the
former Redevelopment Agency of a strip of land, ten feet wide, between two buildings for
pedestrian access between Main Street and 5th Street. The "alley" way developed was part of an
Owner Participation Agreement with Abdelmudi. As part of the Owner Participation
Agreement, Abdelmudi had to develop and maintain this strip of land, but the land is owned by
the Successor Agency. The land was purchased with City-advanced funds; and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate of 3 percent (3%). The year of origination of the City
Loan was 1988. The current outstanding balance of the City Loan (recalculated as of September
30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $158,450; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
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RESOLUTION NO. 2017-19
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
On January 25, 2017, by Resolution No. 2017-07, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-07 was submitted to the DOF for
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-07 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money
entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
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RESOLUTION NO. 2017-19
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
All of the prerequisites with respect to the approval of this Resolution have been met.
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
4. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
5. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
6. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
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RESOLUTION NO. 2017-19
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
7. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
8. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
9. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 131n
day of April, 2017. .
L..71. JIMA
2)0
UChairpeZrson4
REVIEW D APPROVED: ITIATE D A PROVED:
c tiv Director eput tive Director
APPROVED AS ORM-
Board Counsel
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Oversight Board
Res. No. 2017-19
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
Secretary of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-20
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING RELOCATION, PROPERTY ACQUISITION, AND OTHER
PROJECT COSTS ASSOCIATED WITH THE THIRD BLOCK WEST
CONDOMINIUM/RETAIL/OFFICE PROJECT IN THE MAIN-PIER
REDEVELOPMENT PROJECT AREA WAS FOR LEGITIMATE REDEVELOPMENT
PURPOSES, AND APPROVING THE LOAN AS AN ENFORCEABLE OBLIGATION
AND THE SCHEDULE FOR REPAYMENT OF SAID LOAN BY THE SUCCESSOR
AGENCY TO THE CITY OF HUNTINGTON BEACH, IN ACCORDANCE WITH
HEALTH AND SAFETY CODE SECTION 34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.XI 26 (2011-2012 1st Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
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RESOLUTION NO. 2017-20
titled the "oversight board." 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 H&S Code Section 34179. The duties and
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
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RESOLUTION NO. 2017-20
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No.. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area (the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the City made a loan ("City Loan") to the
former Redevelopment Agency to fund relocation, property acquisition, and other project costs
associated with the Third Block West Condominium/Retail/Office project in the Main-Pier
Project Area. This City Loan pertains to the purchase of land and expenses to relocate tenants
occupying the acquired property pursuant to State law. The former Redevelopment Agency,
utilizing City-advanced funds, assembled land for a mixed-use development — Plaza Almaria;
and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate of 3 percent (3%). The year of origination of the City
Loan was 1996. The current outstanding balance of the City Loan (recalculated as of September
30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $9,599,412; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
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RESOLUTION NO. 2017-20
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
On January 25, 2017, by Resolution No. 2017-08, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-08 was submitted to the DOF for
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-08 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money
entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
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RESOLUTION NO. 2017-20
All of the prerequisites with respect to the approval of this Resolution have been met.
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans,
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
4. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
5. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
6. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
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RESOLUTION NO. 2017-20
7. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
8. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
9. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
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RESOLUTION NO. 2017-20
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 131n
day of April, 2017.
-hA
airperson
REVIEW D AND APPROVED: INIT D AND P OVED:
e ti e Director Deputy Execu rve Director
APPROVED O
Board Counsel
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Oversight Board
Res. No. 2017-20
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal
NOES: Board Members: None
ABSENT: Board.Members: Bone, Hardy
ABSTAIN: Board Members: None
Secr tary of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-21
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING ACQUISITION OF LAND WITHIN THE MAIN-PIER
PROJECT AREA TO IMPLEMENT THE CONSTRUCTION OF PARKING
FACILITIES WITHIN THE DOWNTOWN MAIN-PIER AREA WAS FOR
LEGITIMATE REDEVELOPMENT PURPOSES, AND APPROVING THE LOAN AS
AN ENFORCEABLE OBLIGATION AND THE SCHEDULE FOR REPAYMENT OF
SAID LOAN BY THE SUCCESSOR AGENCY TO THE CITY OF HUNTINGTON
BEACH, IN ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION
34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.XI 26 (2011-2012 1st Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
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RESOLUTION NO. 2017-21
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
titled the "oversight board." 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 H&S Code Section 34179. The duties and
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
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RESOLUTION NO. 2017-21
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area (the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the City made a loan ("City Loan") to the
former Redevelopment Agency to fund the acquisition of land within the Main-Pier Project Area
to implement the construction of parking facilities within the Downtown Main-Pier area. This
City Loan pertains to the purchase of land for construction of a public parking structure. The
parking structure was built with 1989 Certificates of Participation. The former Redevelopment
Agency was required to purchase the land with money advanced from the City, and the
Certificates of Participation paid for construction expenses; and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate of 3 percent (3%). The years of origination of the City
Loan were 1988 and 1990. The current outstanding balance of the City Loan (recalculated as of
September 30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $1,679,000; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan as an
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RESOLUTION NO. 2017-21
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
On January 25, 2017, by Resolution No. 2017-09, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-09 was submitted to the DOF for
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-09 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money
entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
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RESOLUTION NO. 2017-21
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
All of the prerequisites with respect to the approval of this Resolution have been met.
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
4. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
5. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
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RESOLUTION NO. 2017-21
6. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
7. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
8. The Oversight Board determines that the activity approved by this Resolution is
not a "project' for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
9. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act,
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RESOLUTION NO. 2017-21
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 13th
day of April, 2017.
a
Chairperson
REVIEWED AND APPROVED: INI ED AND ROVED:
9)lzil A2�
t/e&te-Director Deputy Executive Director
APPROVED A
Board Counsel
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Oversight Board
Res. No. 2017-21
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal,
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
'& d,it4i
Secretary of the Huntington Beach
Oversight Board of the Successor
Agency.of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-22
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING ACQUISITION OF LAND WITHIN THE MAIN-PIER
PROJECT AREA FOR PHASE II DEVELOPMENT PROJECTS WAS FOR
LEGITIMATE REDEVELOPMENT PURPOSES, AND APPROVING THE LOAN AS
AN ENFORCEABLE OBLIGATION AND THE SCHEDULE FOR REPAYMENT OF
SAID LOAN BY THE SUCCESSOR AGENCY TO THE CITY OF HUNTINGTON
BEACH, IN ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION
34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.XI 26 (2011-2012 lst Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
titled the "oversight board." The oversight board has been established for the Successor Agency
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RESOLUTION NO. 2017-22
(hereinafter referred to as the "Oversight Board") and all seven (7) members have been
appointed to the Oversight Board pursuant to H&S Code Section 34179. The duties and
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
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RESOLUTION NO. 2017-22
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area(the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the City made a loan ("City Loan") to the
former Redevelopment Agency to fund the acquisition of land within the Main-Pier Project Area
for Phase 11 development projects. This City Loan pertains to the purchase of land for
assemblage of a 4-acre site for a mixed-use project called The Strand. The land was purchased
by the former Redevelopment Agency with money advanced by the City, and conveyed to CIM
Group pursuant to a Disposition and Development Agreement. The Strand has been completed
as required under the Disposition and Development Agreement; and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate of 3 percent (3%). The year of origination of the City
Loan was 1988. The current outstanding balance of the City Loan (recalculated as of September
30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $2,255,955; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
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RESOLUTION NO. 2017-22
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
On January 25, 2017, by Resolution No. 2017-10, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-10 was submitted to the DOF for
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-10 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money
entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
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RESOLUTION NO. 2017-22
All of the prerequisites with respect to the approval of this Resolution have been met.
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
4. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
5. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
6. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
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RESOLUTION NO. 2017-22
7. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
8. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
9. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
HI
///
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RESOLUTION NO. 2017-22
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 131h
day of April, 2017.
PUM L h A7%1AIL"a
airperson
REVIEWEP AND APPROVED: 71NIAND OVED:
ec t've Director Deputy Ex e Director
APPROVED ORM:
Board Counsel
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Oversight Board
Res. No. 2017-22
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
Secretary of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-23
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING LAND AND RIGHT-OF-WAY ACQUISITION COSTS
CONNECTED WITH THE GOTHARD-HOOVER EXTENSION PROJECT AND
DEVELOPMENT OF A PUBLIC STORAGE FACILITY IN THE HUNTINGTON
BEACH REDEVELOPMENT PROJECT WAS FOR LEGITIMATE
REDEVELOPMENT PURPOSES, AND APPROVING THE LOAN AS AN
ENFORCEABLE OBLIGATION AND THE SCHEDULE FOR REPAYMENT OF SAID
LOAN BY THE SUCCESSOR AGENCY TO THE CITY OF HUNTINGTON BEACH, IN
ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION 34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.XI 26 (2011-2012 1st Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
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RESOLUTION NO. 2017-23
titled the "oversight board." 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 H&S Code Section 34179. The duties and
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
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RESOLUTION NO. 2017-23
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area(the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the City made a loan ("City Loan") to the
former Redevelopment Agency to fund land and right-of-way acquisition costs connected with
the Gothard-Hoover Extension project and development of a public storage facility in the
Huntington Beach Redevelopment Project. This City Loan pertains to the purchase of land by
the former Redevelopment Agency with money advanced by the City for three parcels of
property. The former Redevelopment Agency entered into a Disposition and Development
Agreement for development of the site; and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate of 3 percent (3%). The year of origination of the City
Loan was 1987. The current outstanding balance of the City Loan (recalculated as of September
30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $1,880,405; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
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RESOLUTION NO. 2017-23
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
On January 25, 2017, by Resolution No. 2017-11, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-11 was submitted to the,DOF for
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-11 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money
entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
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RESOLUTION NO. 2017-23
All of the prerequisites with respect to the approval of this Resolution have been met.
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds.and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
4. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
5. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
6. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
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RESOLUTION NO. 2017-23
7. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
8. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
9. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
///
///
HI
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RESOLUTION NO. 2017-23
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 13t"
day of April, 2017.
Chairperson
REVIEWED AND APPROVED: INITI FD AND ROVED:
l
E#tiv rector Deputy Exe ve Director
APPROVED AS RM:
oard Counsel
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Oversight Board
Res. No. 2017-23
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
Secre ry of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-24
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING FY 2004-05 CAPITAL PROJECTS WAS FOR LEGITIMATE
REDEVELOPMENT PURPOSES, AND APPROVING THE LOAN AS AN
ENFORCEABLE OBLIGATION AND THE SCHEDULE FOR REPAYMENT OF SAID
LOAN BY THE SUCCESSOR AGENCY TO THE CITY OF HUNTINGTON BEACH, IN
ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION 34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.X 1 26 (2011-2012 1st Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
titled the "oversight board." 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 H&S Code Section 34179. The duties and
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RESOLUTION NO. 2017-24
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the"Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
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RESOLUTION NO. 2017-24
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area (the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the City made a loan ("City Loan") to the
former Redevelopment Agency for the funding of various capital projects in FY 2004/05 in the
SCRP Area; and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate of 3 percent (3%). The year of origination of.the City
Loan was 2005. The current outstanding balance of the City Loan (recalculated as of September
30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $283,211; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
On January 25, 2017, by Resolution No. 2017-12, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-12 was submitted to the DOF for
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RESOLUTION NO. 2017-24
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-12 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money
entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
All of the prerequisites with respect to the approval of this Resolution have been met.
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RESOLUTION NO. 2017-24
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
4. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
5. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
6. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this. Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
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RESOLUTION NO. 2017-24
7. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
8. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
9. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to
the Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 13`"
day of April, 2017.
0aliArp6rson
REVIEWED AND APPROVED: INITIA D AND APPROVED:
ecu ve Director Deputy Execu ive Director
APPROVED A RM:
Board Counsel
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Oversight Board
Res. No. 2017-24
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
Secr tary of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-25
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING THE EMERALD COVE PROPERTY TRANSFER WAS FOR
LEGITIMATE REDEVELOPMENT PURPOSES, AND APPROVING THE LOAN AS
AN ENFORCEABLE OBLIGATION AND THE SCHEDULE FOR REPAYMENT OF
SAID LOAN BY THE SUCCESSOR AGENCY TO THE CITY OF HUNTINGTON
BEACH, IN ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION
34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.Xl 26 (2011-2012 lst Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
titled the "oversight board." 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 H&S Code Section 34179. The duties and
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RESOLUTION NO. 2017-25
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
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RESOLUTION NO. 2017-25
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area (the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, in 1984, the City of Huntington Beach's Park &
Acquisition Fund advanced $1,740,834 ("City Loan") to the former Redevelopment Agency to
acquire certain real property in the City upon which the Emerald Cove Senior Housing Project is
built ("Emerald Cove Property"). The City Loan is evidenced by a Promissory Note between the
City and the former Redevelopment Agency. In that same year, the former Redevelopment
Agency sold $4.6 million of Certificates of Participation ("COPS") to finance the construction of
the Emerald Cove Senior Housing Project, which COPS were defeased in 2000 with the issuance
of COPS by the City's Public Financing Authority. As a result of the defeasance, the City
retained possession of Emerald Cove Property. The defeasance of the former Redevelopment
Agency's COPS did not discharge the former Redevelopment Agency's obligation to repay the
City for the acquisition of the Emerald Cove Property. Subsequent to the bond defeasance, the
City transferred fee title to the former Redevelopment Agency of the Emerald Cove Property.
The transfer of and use by the former Redevelopment Agency of the Emerald Cove Property was
for a lawful purpose;and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate,of 3 percent (3%). The year of origination of the City
Loan was 2009. The current outstanding balance of the City Loan (recalculated as of September
30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $5,676,433; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
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RESOLUTION NO. 2017-25
On January 17, 2017, the Successor Agency found and approved the City Loan as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
On January 25, 2017, by Resolution No. 2017-13, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-13 was submitted to the DOF for
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-13 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 341.91.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(B) as it is an agreement
between the former Redevelopment Agency and the City under which the City transferred a real
property interest to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose and the former Redevelopment Agency was obligated to pay the
City for the real property interest; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
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RESOLUTION NO. 2017-25
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
All of the prerequisites with respect to the approval of this Resolution have been met.
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(B) as it is an agreement between the former Redevelopment
Agency and the City under which the City transferred a real property interest to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose and
the former Redevelopment Agency was obligated to pay the City for the real property interest.
4. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
5. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board.
6. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
Page 5 of 7
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RESOLUTION NO. 2017-25
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
7. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
8. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
9. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
PASSED AND ADOPTED by the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach at a meeting thereof held on the 13th
day of April, 2017.
Chairperson
REVIEW D AND APPROVED: afNITTEDZA - OVED:
e ive Director Deputy Executive Director
APPROVED AS
Board Counsel
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Oversight Board
Res. No. 2017-25
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
Secretary of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
RESOLUTION NO. 2017-26
A RESOLUTION OF THE OVERSIGHT BOARD OF THE SUCCESSOR AGENCY TO
THE REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON BEACH
FINDING THAT THE LOAN MADE BY THE CITY OF HUNTINGTON BEACH TO
THE FORMER REDEVELOPMENT AGENCY OF THE CITY OF HUNTINGTON
BEACH REGARDING THE EMERALD COVE BONDS WAS FOR LEGITIMATE
REDEVELOPMENT PURPOSES, AND APPROVING THE LOAN AS AN
ENFORCEABLE OBLIGATION AND THE SCHEDULE FOR REPAYMENT OF SAID
LOAN BY THE SUCCESSOR AGENCY TO THE CITY OF HUNTINGTON BEACH, IN
ACCORDANCE WITH HEALTH AND SAFETY CODE SECTION 34191.4(b)
WHEREAS, the Redevelopment Agency of the City of Huntington Beach
("Redevelopment Agency") was a redevelopment agency in the City of Huntington Beach
("City"), duly created pursuant to the California Community Redevelopment Law (Part 1
(commencing with Section 33000) of Division 24 of the California Health and Safety Code)
("Redevelopment Law"); and
Assembly Bill No.XI 26 (2011-2012 1st Ex. Sess.) ("AB 26") was signed by the
Governor of California on June 28, 2011, making certain changes to the Redevelopment Law and
to the California Health and Safety Code ("H&S Code"), including adding Part 1.8 (commencing
with Section 34161) ("Part 1.8") and Part 1.85 (commencing with Section 34170) ("Part 1.85")
to Division 24 of the H&S Code; and
Pursuant to AB 26, as modified by the California Supreme Court on December 29, 2011
by its decision in California Redevelopment Association v. Matosantos, all California
redevelopment agencies, including the Redevelopment Agency, were dissolved on February 1,
2012, and successor agencies were designated and vested with the responsibility of paying,
performing and enforcing the enforceable obligations of the former redevelopment agencies and
expeditiously winding down the business and fiscal affairs of the former redevelopment
agencies; and
The City Council of the City elected for the City to serve as the successor agency to the
Redevelopment Agency upon the dissolution of the Redevelopment Agency under AB 26
("Successor Agency"); and
H&S Code Section 34179 of AB 26 establishes a seven (7) member local entity with
respect to each successor agency with fiduciary responsibilities to holders of enforceable
obligations and taxing entities that benefit from distributions of property taxes, and such entity is
titled the "oversight board." The oversight board has been established for the Successor Agency
(hereinafter referred to as the "Oversight Board") and all seven (7) members have been
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RESOLUTION NO. 2017-26
appointed to the Oversight Board pursuant to H&S Code Section 34179. The duties and
responsibilities of the Oversight Board are primarily set forth in H&S Code Sections 34179
through 34181 of AB 26; and
As part of the FY 2012-2013 State budget package, on June 27, 2012, the Legislature
passed and the Governor signed Assembly Bill No. 1484 ("AB 1484"), which amended certain
provisions of AB 26. AB 26 and AB 1484, as further amended, are collectively referred to
herein as the "Dissolution Act"; and
On May 13, 2014, the Department of Finance ("DOF") issued a Finding of Completion to
the Successor Agency pursuant to H&S Code Section 34179.7 of the Dissolution Act; and
Pursuant to the Dissolution Act, "ROPS" means a "Recognized Obligation Payment
Schedule", as set forth in the Dissolution Act; and
Pursuant to H&S Code Section 34191.4(b)(1) of the Dissolution Act, after the Successor
Agency receives its Finding of Completion and upon application by the Successor Agency and
approval of the Oversight Board, loan agreements entered into between the former
Redevelopment Agency and the City shall be deemed to be enforceable obligations provided that
the Oversight Board makes a finding that the loan was for legitimate redevelopment purposes.
Upon the Oversight Board's approval and making of the required finding, the loan is deemed an
enforceable obligation and may be listed on a ROPS for repayment, subject to the repayment
terms and conditions specified in H&S Code Section 34191.4(b)(2); and
The City Council of the City adopted Ordinance Nos. 2576, 2577, 2578, 2582, and 2743
approving and adopting the Redevelopment Plan for the Yorktown-Lake Redevelopment Project,
the Redevelopment Plan for the Talbert-Beach Redevelopment Project, the Redevelopment Plan
for the Main-Pier Redevelopment Project, the Redevelopment Plan for the Oakview
Redevelopment Project, and the Redevelopment Plan for the Huntington Center Commercial
District Redevelopment Project, respectively; and
The former Redevelopment Agency and the City entered into a Cooperative Agreement,
dated June 20, 1983 ("1983 Cooperative Agreement"), by which the City agreed to provide to
the former Redevelopment Agency certain assistance and to otherwise cooperate with the former
Redevelopment Agency in carrying out redevelopment projects; and
Pursuant to the Cooperative Agreement, the former Redevelopment Agency and the City
entered into various Operative Agreements for the Yorktown-Lake, Talbert-Beach, Main-Pier,
Oakview and Huntington Center Redevelopment Projects (collectively, the "Constituent
Projects"), by which the City provided the former Redevelopment Agency with both
administrative and/or technical services, constructed required public improvements and facilities
as appropriate and necessary, and provided funds to carry out the Constituent Projects; and
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RESOLUTION NO. 2017-26
The Operative Agreements also identified the terms under which the former
Redevelopment Agency would reimburse the City for the associated costs of such services,
improvements, facilities and funds. The Operative Agreements were amended from time to
time; and
The City Council adopted Ordinance No. 3343 on December 16, 1996 amending and
merging the Constituent Projects into the Redevelopment Plan for the Huntington Beach
Redevelopment Project ("HBRP"); and
The City Council adopted Ordinance No. 3561 on June 17, 2002, approving and adopting
the Redevelopment Plan for the Southeast Coastal Redevelopment Project ("SCRP") (The
Redevelopment Plans for the Constituent Projects and the SCRP may be collectively referred to
herein as the "Redevelopment Plans".); and
The former Redevelopment Agency and the City entered into a Cooperation Agreement,
dated September 2, 2003 ("SCRP Cooperation Agreement") regarding redevelopment projects
and capital improvements to be carried out in the SCRP Area (the 1983 Cooperative Agreement,
the SCRP Cooperation Agreement and the various Operative Agreements (as amended) may
collectively be referred to herein as the "Cooperative Agreements"); and
Pursuant to the Cooperative Agreements, the City made a loan ("City Loan") to the
former Redevelopment Agency regarding the Emerald Cove 2010 Series A Lease Revenue
Refunding Bond. In 1984, the City's Park Acquisition & Development Fund advanced
$1,740,834 to the former Redevelopment Agency to purchase the Emerald Cove Property. In
that same year, the former Redevelopment Agency sold $4.6 million of Certificates of
Participation ("COPS") to finance the construction of the Emerald Cove Senior Housing Project,
which COPS were defeased in 2000 with the issuance of COPS by the City's Public Financing
Authority. As a result of the issuance of COPS by the City's Public Financing Authority, the
City retained possession of the Emerald Cove Property. In May 2009, the former
Redevelopment Agency purchased the Emerald Cove Senior Apartments for the sum of
$8,483,931, which included a pledge of tax increment to the City related to the debt service on
the outstanding bonded indebtedness of the City-issued COPS in the amount $5,170,931; and
A Promissory Note from the former Redevelopment Agency to the City for the amount of
the outstanding bonded debt was issued on May 18, 2009, with annual payments matching those
of the outstanding debt service due on the City-issued COPS. Nothing in the Promissory Note
limits the source of payment of the City Loan to any source of funds (including former low and
moderate income housing funds). Rather, low and moderate income housing funds are intended
only as collateral for the debt of the City Loan. The primary obligation to repay the City Loan is
payable from any available source of funds; and
The sale of Emerald Cove to Jamboree Housing Corporation-Acquisitions, LLC was
approved in September 2009 with the approval of an Affordable Housing Agreement between
the former Redevelopment Agency and the developer. In June 2010, the former Redevelopment
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RESOLUTION NO. 2017-26
Agency approved an $8 million loan to the developer evidenced by a Residual Receipts
Promissory Note; and
The Successor Agency has recalculated the current outstanding balance of the City Loan
in accordance with H&S Code Section 34191.4(b)(3), which provides that any interest on the
remaining principal amount of the City Loan shall be recalculated from the date of origination of
the City Loan, at a simple interest rate of 3 percent (3%). The year of origination of the City
Loan was 2010. The current outstanding balance of the City Loan (recalculated as of September
30, 2016 in accordance with H&S Code Section 34191.4(b)(3)) is $3,649,834; and
On January 17, 2017, the Successor Agency found, and recommended that the Oversight
Board find, pursuant to H&S Code Section 34191.4(b)(1), that the City Loan was made by the
City to the former Redevelopment Agency for legitimate redevelopment purposes; and
On January 17, 2017, the Successor Agency found and approved the City Loan as an
enforceable obligation of the Successor Agency and approved the repayment of the City Loan as
an enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); and
On January 25, 2017, by Resolution No. 2017-14, the Oversight Board made certain
findings with respect to the City Loan and Resolution No. 2017-14 was submitted to the DOF for
consideration. By letter dated March 10, 2017, the DOF returned Resolution No. 2017-14 to the
Oversight Board for reconsideration; and
The Oversight Board having duly reconsidered this matter desires to find, pursuant to
H&S Code Section 34191.4(b)(1), that the City Loan was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes; and
The Oversight Board having duly reconsidered this matter desires to find the City Loan is
a "loan agreement" as set forth in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money
entered into between the Former Redevelopment Agency and City under which the City
transferred money to the former Redevelopment Agency for use by the former Redevelopment
Agency for a lawful purpose, and where the former Redevelopment Agency was obligated to
repay the money it received pursuant to a required repayment schedule; and
The Oversight Board having duly reconsidered this matter desires to approve the City
Loan as an enforceable obligation of the Successor Agency and to approve the schedule for
repayment of the City Loan as an enforceable obligation listed on a ROPS beginning with ROPS
17-18 consistent and in accordance with the maximum repayment amounts specified in H&S
Code Section 34191.4(b), with the remaining balance of the City Loan to be paid on successive
Page 4 of 7
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RESOLUTION NO. 2017-26
ROPS in the maximum repayment amounts consistent and in accordance with H&S Code
Section 34191.4(b) -until the City Loan is repaid in full, subject to other applicable loan
repayment terms and conditions set forth in H&S Code Section 34191.4(b); and
City staff has provided extensive supporting documentation to support the findings of the
Oversight Board with regard to the City Loan as well as other loan agreements, such as, without
limitation, audited Comprehensive Annual Financial Reports from 1983 to present, audited
Component Unit financial reports from 1983 to present, Requests for Council Action and
Operative Agreements, and other pertinent information from 1983 forward; and
The activity proposed for approval by this Resolution has been reviewed with respect to
applicability of the California Environmental Quality Act ("CEQA"), the State CEQA
Guidelines (California Code of Regulations, Title 14, Section 15000 et seq., hereafter the
"Guidelines"), and the City's environmental guidelines; and
The activity proposed for approval by this Resolution is not a "project" for purposes of
CEQA, as that term is defined by Guidelines Section 15378, because the activity proposed by
this Resolution is an organizational or administrative activity that will not result in a direct or
indirect physical change in the environment, per Section 15378(b)(5) of the Guidelines; and
All of the prerequisites with respect to the approval of this Resolution have been met.
NOW, THEREFORE, the Oversight Board of the Successor Agency to the
Redevelopment Agency of the City of Huntington Beach does hereby resolve as follows:
1. The Oversight Board hereby finds and determines that the foregoing recitals are
true and correct.
2. The Oversight Board hereby finds, pursuant to H&S Code Section 34191.4(b)(1),
that the City Loan described in the Recitals above was made by the City to the former
Redevelopment Agency for legitimate redevelopment purposes in connection with the
preparation and implementation of the Redevelopment Plans.
3. The Oversight Board hereby finds the City Loan is a"loan agreement" as set forth
in H&S Code Section 34191.4(b)(2)(A) as it is a loan for money entered into between the
Former Redevelopment Agency and City under which the City transferred money to the former
Redevelopment Agency for use by the former Redevelopment Agency for a lawful purpose, and
where the former Redevelopment Agency was obligated to repay the money it received pursuant
to a required repayment schedule.
4. The Oversight Board hereby finds that the obligation to repay the City Loan still
exists and nothing in the existing Promissory Note, the Dissolution Act or otherwise relieves the
debt or obligation of the City Loan or limits the source of repayment of the City Loan.
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RESOLUTION NO. 2017-26
5. The Oversight Board hereby finds and approves the City Loan as an enforceable
obligation of the Successor Agency and approves the repayment of the City Loan as an
enforceable obligation listed on a ROPS beginning with ROPS 17-18 consistent and in
accordance with the maximum repayment amounts specified in H&S Code Section 34191.4(b),
with the remaining balance of the City Loan to be paid on successive ROPS in the maximum
repayment amounts consistent and in accordance with H&S Code Section 34191.4(b) until the
City Loan is repaid in full, subject to other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b).
6. The Executive Director, or designee, of the Successor Agency is hereby
authorized and directed (i) to include the repayment of the City Loan on ROPS 17-18 and on
successive ROPS until repaid in full consistent and in accordance with H&S Code Section
34191.4(b), and to comply with all other applicable loan repayment terms and conditions set
forth in H&S Code Section 34191.4(b); (ii) provide such notifications as required by the
Dissolution Act; and (iii) take such other actions and execute such other documents as are
necessary or desirable to effectuate the intent of this Resolution on behalf of the Successor
Agency and/or Oversight Board,
7. If any provision of this Resolution or the application of any such provision to any
person or circumstance is held invalid, such invalidity shall not affect other provisions or
applications of this Resolution that can be given effect without the invalid provision or
application, and to this end the provisions of this Resolution are severable. The Oversight Board
declares that its board would have adopted this Resolution irrespective of the invalidity of any
particular portion of this Resolution.
8. The adoption of this Resolution is not intended to and shall not constitute a waiver
by the Successor Agency or the Oversight Board of any constitutional, legal or equitable rights
that the Successor Agency or Oversight Board may have to challenge, through any
administrative or judicial proceedings, the effectiveness and/or legality of all or any portion of
the Dissolution Act, any determinations rendered or actions or omissions to act by any public
agency or government entity or division in the implementation of the Dissolution Act, and any
and all related legal and factual issues, and the Oversight Board expressly reserves any and all
rights, privileges, and defenses available under law and equity. The Oversight Board does not
intend, by adoption of this Resolution, to waive any constitutional, legal and/or equitable rights
of the Oversight Board, the Successor Agency or the City of Huntington Beach under law and/or
in equity 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 Oversight Board, the Successor
Agency and the City of Huntington Beach under law and/or in equity.
9. The Oversight Board determines that the activity approved by this Resolution is
not a "project" for purposes of CEQA, as that term is defined by Guidelines Section 15378,
because the activity approved by this Resolution is an organizational or administrative activity
that will not result in a direct or indirect physical change in the environment, per Section
15378(b)(5) of the Guidelines.
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RESOLUTION NO. 2017-26
10. This Resolution shall take effect upon the date of its adoption and is subject to
review by DOF as may be set forth in the Dissolution Act.
PASSED AND ADOPTED by the .Oversight Board of the_ Successor Agency to the
Red Velopment Agency of the City of Huntington Beach ;it a meeting thereof held on the 13th
day (:f April, 2017.
Chairperson
REVIEWS AND APPROVED: INIT ED AND PROVED:
E v irector Deputy Ex e Director
APPROVED AS RM-
oard Counsel
Page 7 of 7
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Oversight Board
Res. No. 2017-26
STATE OF CALIFORNIA )
COUNTY OF ORANGE ) ss
CITY OF HUNTINGTON BEACH )
I, ROBIN ESTANISLAU, Secretary of the Huntington Beach Oversight
Board of the Successor Agency of the Former City of Huntington Beach Redevelopment
Agency, Huntington Beach, California DO HEREBY CERTIFY that the foregoing
resolution was duly adopted by the Huntington Beach Oversight Board of the Successor
Agency of the Former City of Huntington Beach Huntington Beach Redevelopment
Agency at a meeting held on April 13, 2017 and that it was so adopted by the following
vote:
AYES: Board Members: Delgado, Delgleize, A. Dunn, L. Dunn, Fritzal
NOES: Board Members: None
ABSENT: Board Members: Bone, Hardy
ABSTAIN: Board Members: None
Secre ary of the Huntington Beach
Oversight Board of the Successor
Agency of the Former City of
Huntington Beach Redevelopment
Agency Huntington Beach, California
EXHIBIT"A"
SWORN STATEMENT BY BEHZAD ZAMANIAN, CHIEF INFORMATION OFFICER
[BEHIND THIS PAGE]
04-13-17
EXHIBIT"A"
Behzad Zamanian
2600 Main Street
Huntington.Beach,CA. 92648
(714)960-8893
Behzad.2am8ni8nOsurfcity=hb.org
SWORN STATEMENT
April 10,2017
To State Department of Finance:
To date; l have worked in the City of Huntington Beach Information Services Departme,ntfor 13.years,
from 2004 to current.l was hired as Business Systems Manager in 2004,a,nd was promoted to Chief
.Information Officer in 2016.
I was requested to assist in the retrieval of the City'spre-2000 general ledger data which was requested
by theState.Department of Finance in order to provide further substantiation.of amounts owed to the
City by the former Redevelopment Agency: This information(Legacy data)was originally hosted on an
IBM CMS mainframe. The mainframe was retired in 2004. As part of retiringahe mainframe; the Legacy
data was backed up and archived into tapes. In order to retrieve the archived.data, Information Systems
staff performed the following procedures: '1)Reconstruct the old tape library in ord&to read the tapes,
2)Build.a new server to host the application and data;3)Read the old tapes and restore into the server,
4) Export data out.of.proprietary database format into text.files 5)Create a new.S.QL database server,6)
Import text files into SC,L server,7) Provide access to users,and,8)Create queries and filter data for use
by end users. This was an extensive process that required the reassignment of three`staff to this urgent
project,:
The process for each of the steps outlined above is described in detail below.
• Reconstruct the backup server holding the Legacy data
o Rack(mount and configure)decommissioned Dell backup server as host for backup
software
a Install SCSI card.
o Install and configure Windows 2000
a Install and configure Backup Exec software
o Bring the old tape library back online. i
• Build.a new server to host the application and data,and read the old tapes and restore into the
server
o Rack decommissioned server
i
o Install and configure Windows 2000
o Perform restore of the server
o Catalog ail tapes
o Search catalog for serverto-be restored
o Restore complete server
• Export legacy data from proprietary format to text,files
o Configure legacy ppplication.on the server to access data
o Export legacy data to text files
install and create a new SQL database server and import text files into SQL server
o Install and configure,new server
o Install and configure new SQL database to host data
o Imported legacy data into SQL Servers
Working with Robert Sedlak,the City's former Accounting Manager,and both Finance and information
Systems staff,ad hoc reportswere created which provided.City staff with pre72000 general ledger data
relating to the former Redevelopment Agency. It is important to note that the majority of this data is
over 20 years old and were beyond the City's record.retention requirements. However,at the.request
of the Finance Department we performed extraordinary rbeasu.res to attempt to retrieve general ledge
data insupport of the City's request for$71.6M in legal loan repayments.Due to the:aged nature of the
data,only certain transactions were retrievable. We hope this information will assist in your approval of
the loans.
I swear that the information l have provided above is true and,complete to the best of my knowledge.
Sincerely,
Behzad Zamanian
Chief Information Officer;City of Huntington Beach
CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT .CIVIL CODE§1189
A notary public or other off.icer completing this certificate verifies only the identity of the individual who signed the
document to which this certificate is attached,and not the truthfulness,accuracy,,or validity of that document.
State of California )
County of �f •4�a�.
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On �r:� tat 9-yt-I before me; /��.1+►tn4c r+-`� d..r � fc•1
Date 44 Here Insert Na and Title of the Officer
personally appeared ,k .t
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Name(s) of Signer(s)
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who proved to me on the basis of satisfactory evidence to be the person(s) whose. name(s) is/are
subscribed to the within 'instrument and acknowledged to me that he/she/they executed the same.in
his/her/their authorized capacity(ies),and that by his/her/their signatures)on the instrument the person(s),
or the entity upon behalf of which the person(s) acted,executed the instrument.
1 certify under PENALTY OF PERJURY under the laws
of the State of California-that the foregoing paragraph
r — is true and correct.
` MAXWELL Eow7"D DAFFRON WITNESS m nd and official eal..
' Commission#2136139
< -d Notary Pubs -Galitornia D. �/°�
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My Cornrn:Expires Dec 10,2 119 Signatu. !�
gnature of Notary Public
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Place Notary Seal Above
OPTIONAL
Though this section is optional, completing this information can deter alteration of the document or
fraudulent reattachment of this form to an unintended document.
Description of Attached Document !
Title or Type of Document: l�vnr,. � c�{.�.s,�c Document,Date:
Number of Pages: 2 Signer's) Other Than Named,Above:.
Capacity(ies)Claimed by Signer(s)
Signer's Name 'T.._k-Z^A cc.:�i a.-. Signer's(Name:
Corporate Officer — Title(s):"% S j-«e.4 0 Corporate Officer— Title(s):
0 Partner — ❑Limited D General U Partner — 0 Limited 0 General
0 Individual C:::I Attorney.ln Fact FJ Individual 0 Attorney in Fact
D.Trustee ❑Guardian or Conservator 0Trustee 0 Guardian or Conservator
El Other: ❑ Other: I'
Signer is Representing:�__T JAJ5. Signer !s Representing:
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.02014 National Notary Association-www.NationalWary:org 1'-800-US NOTARY(1-800-876-6827) Item#5907
2
EXHIBIT "B"
SWORN STATEMENT BY ROBERT SEDLAK, FORMER ACCOUNTING MANAGER
[BEHIND THIS PAGE]
04-13-17
EXHIBIT"B"
Robert Sedlak
17784 Ash St.
Fountain Valley,CA 92708
714 357-8054
rsediak@socal.rr'.com
SWORN STATEMENT
I
April..5,2017
To State Department of Finance;
is
I worked in the City of Huntington Beach Finance Department for 28 years,from 1982 to 2010.1 retired i
as the city's Accounting Manager, but also held the titles of Accountant;and Principal Accountant
before.my promotion to Accounting Manager. During my time at the City, I was the person primarily
responsible for all of the accounting related to both the City and the Redevelopment Agency. This
included preparing the C'ity'sComprehensive Annual Financial Report,the Agency's Component Unit
Financial Report,and preparing all of the Agency's debt agreements with the City:
I was informed by the.current staff in Huntington Beach that,you are cequiringjour.nal entry support r'
(and/or cancelled checks)for all of the Agency's debt-related transactions with the City. These
transactions are all recorded in:the audited financial statements based on the information contained in
the general ledger which was audited by a licensed CPA firm at the time.
Below.is a timeline showing all of the accounting systems.and journal entry support from 1982 t0 2010:
0 1979 to 1989-The Agency's first debt was recorded in 1979.. The City had a mainframe system
at the time,and the data is no longer available. The old.records were put onto microfiche and
were not found in 2000 when there were asbestos issues that caused staff to immediately leave
the work space for Several months for fear of imminent contamination. When staff returned,
some.records had been disposed. However, please..notethat by that. the records were
.already over 10 years old;and were beyond the City's record retention.requirements.
• ;1989 to 2000-The City developed a new accounting system where the mainframe data is
partially available. The support that was attached to the documents was not kept.beyond the
city's record retention period.. However,all of the debt entries to the Agency were supported
by council actions or adopted budgets,which are available. The audited financial statements
are also available.
• 2000 to current—The City switched to a new accounting system(JD Edwards). Supporting
documentation for journal entries is largely available; however,some data did not carryover
during the City's system upgrade in 2010, due to backwards corripatibility`issues.with some 3
Microsoft Office and Adobe documents.
The City's advances to the Agency consisted primarily of the following:
i
• (ash transfers reflecting direct loans to the Agency
• Property transfers from the City to the Agency. In two cases,the City sold the land to the
Agency to be repaid by future tax increment revenue. There are actual deeds that support
these transactions,as well as the audited financial statements.based on general ledger
transactions at thetime:
When the City adopted GASB.34 in.FY 2002-03, it changed:the method of recording Agency advances on
its financial statements. On the Agency's statements,the debt was shown to the City. kiowever,on the
City's financial statements,the;interfund debt was consolidated in the financial statements in
accordance with approved GA.SB financialstatement,presenta.tion requirements.
I swear that the information I have provided above is true and complete to the best of my knowledge.
i
Sincerely,
Robert Sedlak
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CALIFORNIA ALL-PURPOSE ACKNowLEDGMENT CIVIL CODE§1189
A notary public or other officer completing this certificate:verifies only the identity of the individual who signed the
document to which this certificate is attached,and not the truthfulness,accuracy,or validity of that document:.
State of California
County of. l `ter.tin.Z
On A=r�t A 1 .2 Q before me,
Date C� Here Insert Name and Title of-the:Officer
personally appeared o(et-k b SO--y-,k So- fa,-K
Name(s) of Signer(s)
who proved to me on the basis of satisfactory evidence to- be the person(s) whose name(s),'is/are
subscribed to the within instrument and acknowledged to me.that he/she/they executed the:same in
his/her/their authorized capacity(es),,and that by his/her/their signature(s)on the instrument the person(s),
or the entity upon behalf of which the person(s) acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws
of the State of California that the foregoing paragraph l
is true and correct.
- WITNESS my hand d official seal.
MAX WELL`EDWARD DAFFRON
commission# 2136139 z
Notary Public-California zz Signature,
orange county nature of Notary Public 1
My Comm.Expires Dec 1�,2Qt9
Place Notary Seal Above
OPTIONAL k
.Though this section is optional,, completing this information can.deter alteration of the.document o
fraudulent reattachment of this form to an unintended document.
Description of Attached Document 'l
Title or Type of Document: Document Dat
Number of Pages: Signers) Other Than Named:Above:
Capacity(les)Claimed by Signers) i
Signer's Name.:: Sign ame::
l 7`Corporate Officer— Title(s}:. orporate Officer - Titfe(s):
El Partner — ❑Litmted 0 General LI Partner — C7 Limited El Genera! 3
El individual, D Attorney in Fact C] Individual CI Attorney in Fact
i l Trustee ❑Guardian or ervator ❑Trustee El Guardian or Conservator
0 Other: 0 Other: :
Signer Is Representi Signer is.Representing:
014 National`Notary Association•www.NationaiNotary.org. 1-800-US NOTARY(1-8001-876-6827) Item#5907
3