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Article from City Advocate Weekly
January 10, 2011
Governor's Budget Eliminates Redevelopment Agencies, Enterprise
Zones and Realigns State Services to Local Governments
League Continues to Analyze Budget's Effects on Local Government
Gov. Jerry Brown has released his FY 2011-12 state budget proposal and, as expected,the state's
financial situation continues to be bleak with a$25.4 billion deficit. The Governor's budget proposes$26.4
billion in solutions, allowing for$1 billion reserve.The proposal includes the elimination of redevelopment
agencies and enterprise zones to save$1.7 billion and$924 million respectively, as well as the
realignment of state services such as fire, court security, community-based corrections, mental health
services,foster care and adult protective services to local government.
While the Governor said he recognized some of the positive results of redevelopment, he made it clear in
his remarks that shifting increased property taxes resulting from redevelopment back to the schools was a
priority.
From a policy standpoint, such a radical proposal makes no sense in a state with unemployment rate of
more than 12 percent, a monstrous infrastructure deficit and recently passed policies championing more
infill development. Redevelopment,which has been around since the 1950s, is a tool for building things. It
builds and improves communities, spurs job growth and taxes and is the most significant provider of
infrastructure, urban development and affordable housing in the state. Enterprise zones are one of the
few economic development tools that cities and counties have to bring jobs to depressed areas.
This proposal will hurt our underserved and distressed cities and communities. It will cost California
thousands of jobs.The reality is that the plan to eliminate redevelopment agencies will bring very little
financial benefit to the state and will actually move the state backward in terms of land use and infill
development. In addition, the League is reviewing the constitutionality of the realignment proposal under
Proposition 22, and other constitutional provisions.
Just a mere two months ago, California voters picked their way through a crowded ballot and approved
Prop. 22 by 61 percent, a measure designed to protect various local revenues—including
redevelopment—from state raids. The voters'position on this issue was no surprise because repeatedly
they have voted to protect local revenue from the state—take for example Prop. 1 A of 2004,which
passed by more than 80 percent. Moreover, poll after poll demonstrates that voters view their local
governments as much more accountable and trustworthy than the state.
While other states, and even the federal government, are working to stabilize and revitalize our economy,
the proposal to eliminate enterprise zones and redevelopment agencies move California in the opposite
direction.
The budget proposal assumes that voters will approve a five-year extension of taxes sun-setting this year
—a 1 percent sales tax and 0.5 percent vehicle license fee that they previously rejected.The revenues of
these taxes will maintain the current level of funding for K-12 schools and COPS(Citizens'Option for
Public Safety)/Booking Fees as well as support the realignment proposal.The Governor believes that
after five years the economy will have recovered enough the state can resume funding, but there has
been no indication as to how.
Entered Into Rec. at MCCICDC Mtg: / z o ,
Agenda He No:
by: —
City CI Secretary
Crfy of San Bernardino
The Governor described the realignment proposal as "vast and historical,"and this is an apt description.
The proposal will have major impacts for both local and state government. While much has been said
about the importance of local government in recent days, the practice by the state of not bothering to
consult local governments while devising such concepts continues.
Tomorrow, Tuesday, Jan. 11, the League will host Department of Finance Chief Deputy Director for
Budgets Michael Cohen who will present further details on the Governor's plan. However, staff has
prepared a preliminary analysis of issues of importance to cities below.
Public Safety
Public safety programs and funding, including law enforcement, corrections, and emergency response,
are a major piece in the realignment of services and programs from state to local agencies.
COPS/Booking Fees.The Governor's budget supports the critical importance of local public safety
programs provided by police and sheriff departments and provides a direct allocation to COPS,
Booking Fee remediation, and specific county level programs. It proposes to provide these programs
$420 million in General Fund dollars that will be backfilled with realignment plan funding—if
approved by voters. Funding would include:
• $107 million for COPS programs, under the current distribution formula based on population
and with a$100,000 minimum for each police department; and
• $35 million for booking fee subventions, meeting the minimum threshold required to eliminate
the need for sheriffs to charge police departments for booking arrestees in county facilities.
Emergency Response/Fire Suppression Services.The Governor's plan also shifts certain
emergency response services for areas currently served by the California Department of Forestry and
Fire Protection (CAL Fire)to the adjacent local agencies, stating that the increased urbanization state
responsibility areas(also known as SRA's)distracts the core mission of CAL Fire's duty to suppress
wildland fires. In this transition of duties, CAL Fire is charged with assessing which areas should be
transferred to local jurisdictions(primarily counties)for fire suppression and emergency medical
response services.
Corrections.Also proposed is a major shift of corrections programs from the state to the county
level, in three areas: incarceration of short term, low level offenders and parole violators; adult
parolee supervision;and all remaining state-level Department of Juvenile Justice wards. The state
would maintain funding responsibilities through a direct allocation to counties, but authorize county
probation and sheriff departments to determine how those dollars should be spent.
The start date for corrections realignment is not yet set and would impact prospective inmates only
and allow time for county facilities and administration systems to prepare for the additional population.
Moving the specified inmates and parolee populations to county supervision is intended to coincide
with other proposed state-to-county shifts, which would provide for rehabilitation type services
including substance abuse and mental health treatment.
Environment
State Parks.The Governor proposes to reduce funding to state parks by$11 million which will result
in partially or fully closing some state park units and reducing expenditures at the State Parks
Department headquarters in Sacramento.
Basin Plan Funding. The Governor also proposes to shift$12.8 million from the General Fund to fee
based funding. Basin Plans, developed by the state's nine regional water quality control boards
provide the water quality information upon which Waste Discharge Permits are based. Under the
Governor's proposal, future Basin Plans will be funded through Waste Discharge Permit Fee
revenues.
Community Services
Public Libraries. State funding for the Public Library Foundation (PLF), Transaction Based
Reimbursement(TBR)and the California Library Literacy and English Acquisition Service(literacy
program)would be eliminated. This amount totals$30.4 million ($12.9 million cut to the PLF,$12.9
million cut to the TBR and $4.6 million cut to the literacy program).
Transportation
Reenactment of the Gas Tax Swap.The Governor proposes to reenact the Gas Tax Swap,
approved March 2010, as required by Prop.n 26(2010). This action will ensure the continuation of
transportation funding as well as provide state General Fund relief.
Truck Weight Fees. Shifts weight fees from the State Highway Account to pay for transportation-
related debt service and to provide state General Fund relief. This was previously being
accomplished using Highway Users Tax Account revenues which is now prohibited by Proposition 22.
Public Contracting. Proposes to shift$7.2 million in costs to local agencies for developing CalTrans
Project Initiation Documents for local projects.
Proposition 1 B.Appropriates$2.3 billion for capital funding of bond projects, including $22 million for
local bridge seismic safety and$200 million for state-local partnership programs.
Transit. In an effort to bring the level of transit funding in line with what is required by Prop. 22,
appropriates additional funding to ensure local transit agencies receive the equivalent of 75 percent of
III diesel sales tax revenues.
I
CITY OF SAN BERNARDINO
IMPACT OF STATE BUDGET RDA CUT
Revenue DRA17
Projected Tax Increment 37,037,500
Low Moderate Housing (20% set aside) (7,407,500)
Bond Payments and Fees (17,454,840)
Pass through Agreements (1,482,800)
Net property tax available 10,692,360
Net after voter approved indebtness (1.25) 8,553,888
City's 17% portion of property tax revenue using existing
formula 19454,161
Expenses
Current Agency paid City expenditures 4,907,450
Building Maintenance (assuming City is successor entity) 3,629,700
Total Expenses 8,5379150
Net Loss to the City (7,082,989)
Entered Into Rec. at MCC/CDC Mtg: ► 11
by: 2�
Agenda IWm No:
by:
City CIGNCDC Secretary
City of San Bernardino
CITY OF SAN BERNARDINO
IMPACT OF STATE BUDGET RDA CUT
DST
Current Agency paid Citv Obiligations FY 10-11
Amount
1 South Valle COP Bond City reimbursement 176,000
2 Rent and utilities to EDA for 201 N and 1350 S E buildings 216,000
3 Commission/Chairperson's office 211,250
4 Council offices 145,000
5 City Attorney Investigators/legal services 200,000
6 City Finance admin water credit program 8,000
7 City Mobile Home Inspection 32,800
8 City Telecom ($500 expenditures- $125,000 revenue) 375,000
9 City Parks and Rec landscaping maintenance 300,000
10 City portion Welcome Center($50k total) 25,000
11 PIO Services 13,000
12 City HR services to Agency 125,000
13 Carousel Mall security 440,000
14 Carousel Mall maintenance/utilities (Direct payment) 375,000
15 Carousel Mall janitorial 20,000
16 Police costs related to Carousel Mall 300,900
17 SB Convention and Visitor's Bureau 460,000
18 Operation Phoenix utility costs 12,000
19 IEEP/ Film Commission 50,000
20 Code Displacement City Attorney Office 200,000
21 COP payment Central Police Dept Building 490,000
22 Library debt bond payment 690,000
29 State Lobbyist 20,000
30 Federal Lobbyist 22,500
Total 4,907,450
1
CORPORATE RECORDS
SUSTAINABLE COMMUNITIES REINVESTMENT PARTNERSHIP,INC.
1. Articles of Incorporation of San Bernardino Economic Development Council,October
1973
2. Statement by Domestic Nonprofit Corporation of San Bernardino Economic
Development Council, August 23, 1989
3. Statement of Information of San Bernardino Economic Development Council,December
8, 2003
4. Resolution 2008-1 of Sustainable Communities Reinvestment Partnership, Inc.
Appointing New Board of Directors and Officers,Approving Amendment to Articles of
Incorporation, Authorizing Taking Steps Necessary to Obtain 501(c)(3) Status, and
Authorizing Opening of Bank Account, June 24, 2008
5. Certificate of Amendment of Articles of Incorporation of Sustainable Communities
Reinvestment Partnership, Inc.,July 31,2008
6. Statement of Information of Sustainable Communities Reinvestment Partnership, Inc.,
July 3,2008
7. Power of Attorney and Declaration of Representative, July 3,2008
8. IRS Determination Letter, dated March 4,2009
9. Resolution 2009-1 of Sustainable Communities Reinvestment Partnership, Inc.
Authorizing Ratification of Bylaws as of September 4, 2009
10. Bylaws of the Sustainable Communities Reinvestment Partnership, Inc., September 4,
2009
Entered Into Rec, at MCCICDC Mtg:
by:
Agenda It No:
by:
City ClerIOCDC Secretary
City of San Bernardino
4832-1533-2357.1
Entered Into Rec. at MCC/CDC Mtg: i 2-o iI
Ag
1 by' em
O.City CIerVCDC etary
2 C#y 0 ff
OF THE COMMUNITY DEVELOPMENT COMMISSION OF
3 THE CITY OF SAN BERNARDINO APPROVING A CERTAIN
COOPERATIVE FINANCING AGREEMENT BY AND BETWEEN THE
4 REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") AND THE SUSTAINABLE COMMUNITIES REINVESTMENT
5 PARTNERSHIP, INC., FOR THE FINANCING, FUNDING AND
6 UNDERTAKING OF VARIOUS REDEVELOPMENT RELATED
ACTIVITIES OF THE AGENCY
7
8 WHEREAS, the City of San Bernardino, California (the "City") is a municipal corporation
and charter city, duly organized and existing pursuant to the provisions of the constitution of the
9
State of California; and
10
11 WHEREAS, the Community Development Commission of the City of San Bernardino (the
"Commission") is the governing body of the Redevelopment Agency of the City of San Bernardino
12
13 (the "Agency"), a public body, corporate and politic, organized and existing pursuant to the
California Community Redevelopment Law (Health and Safety Code Section 33000, et SeMc.) (the
14
"CRL"); and
15
16 WHEREAS, the Agency was established by appropriate action of the City, for the purposes
17 of exercising redevelopment powers within the City boundaries through the adoption and approval
18 of various redevelopment project areas that are currently in existence within the City (the "Project
19 Areas") as further described in the applicable redevelopment plans accompanying such Project
Areas (the "Redevelopment Plans"); and
20
WHEREAS, SCRP was formed pursuant to the non-profit corporation laws of the State of
21
22 California and was formerly known as the Economic Development Corporation, and pursuant to an
23 amendment of its corporate documents, SCRP duly approved a name change as such currently exists
24 for the purposes of assisting in the implementation of various redevelopment initiatives within the
25 City and to undertake such other activities, programs and projects of the Agency and the City as are
then deemed advisable by SCRP through its board of directors; and
26
27 WHEREAS, pursuant to the Community Redevelopment Law (Health & Safety Code
28 Section 33000, et seq.) (the "CRL" or the "Authorizing Provisions"), the Agency may enter into
cooperation agreements and financing agreements with other public agencies, private entities and
LJKAF1
1 non-profit corporations to carry out its redevelopment and other public infrastructure development
2 purposes; and
3 WHEREAS, SCRP has requested that the Agency act at this time to assist SCRP with the
4 financing of certain public infrastructure and the implementation of other programs and activities
5 located within the Project Areas, together with other public infrastructure that is necessary to
6 support the long-term development and redevelopment of the portions of the City located within the
7 Project Areas, namely, those public improvements, public infrastructure and other developments
8 and activities, programs and projects all as set forth in the current year 2010-2011 Budget of the
9 Agency and the Downtown Vision Plan for the Theater District of the Agency as indicated on
10 Exhibit "A" (the "Programs, Projects and Activities") of the Cooperative Financing Agreement by
11 and between the Agency and SCRP relating to the $300,000,000 Redevelopment Agency of the City
12 of San Bernardino Redevelopment Project Areas Capital Improvement Projects (the "Financing
13 Agreement") plus those other public improvements and public infrastructure as set forth on the
14 Implementation,Plan of the Agency as indicated on Exhibit `B" of the Financing Agreement (the
15 "Implementation Plan Public Improvements") (collectively, the "Redevelopment Related
16 Improvements"); and
17 WHEREAS, in addition to the Redevelopment Related Improvements, SCRP, in furtherance
18 of the redevelopment of various areas of the City and in particular with the Project Areas, requires
19 the Agency to commit to certain levels of additional financing amounts to SCRP for the fulfillment
20 of the contractual commitments and other financial obligations as set forth on Exhibit "C" of the
21 Financing Agreement (the "Other SCRP Contractual Obligations"); and
22 WHEREAS, the Agency has determined to finance the Redevelopment Related
23 Improvements and the Other SCRP Contractual Obligations by the incurring of the indebtedness as
24 required by the Financing Agreement, including, but not limited, the issuance of one or more EB-5
25 foreign investor direct loan obligations, other privately placed loans with commercial lenders and
26 private parties, the issuance of municipal bonds and the pledge of the tax increment revenues of the
27 Agency to SCRP as set forth in the Financing Agreement during the period of time that the Agency
28 is entitled to receive tax increment revenues pursuant to the Redevelopment Plans for the Project
2
DRAFT
I Areas as the financial obligations of the Agency as shall be applicable for the period of time that
2 such financial obligations of the Agency to SCRP are payable under the Financing Agreement; and
3 WHEREAS, in order to secure the financial obligations of the Agency to SCRP as provided
4 in the Financing Agreement, the Agency desires to transfer to SCRP, the Agency real property
5 assets as described on Exhibit "D" of the Financing Agreement (the "Agency Real Property
6 Assets") which shall be operated and managed by SCRP with the tax increment revenues to be
7 provided by the Agency to SCRP for such purposes at such time as determined by SCRP in its sole
8 and absolute discretion as further provided in the Financing Agreement; and
9 WHEREAS, the Agency and SCRP seek to provide through the Financing Agreement that in
10 addition to the obligations as incurred pursuant to the Financing Agreement, the Agency shall
11 pledge to SCRP additional revenues as necessary to support the ongoing contractual and budgeted
12 obligations and commitments of SCRP as shall be incurred in furtherance of the improvement of the
13 Redevelopment Related Improvements and the Other SCRP Contractual Obligations and to fund the
14 construction and/or financing of the Redevelopment Related Improvements and the Other SCRP
15 Contractual Obligations; and
16 WHEREAS, consistent with the SCRP obligations incurred pursuant to the Financing
17 Agreement and the commitment of the Agency to fulfill its financial commitments to SCRP, during
18 the Term (as defined in Section 1.03) of the Financing Agreement, the Agency tax increment
19 revenues available pursuant to the Redevelopment Plans for the Project Areas shall become
20 revenues attributed to SCRP, and the Agency therein pledges the tax increment revenues for the
21 payment and repayment of the obligations to pay for and for the administration and undertaking of
22 the Redevelopment Related Improvements, the Other SCRP Contractual Obligations and/or the
23 other obligations as incurred pursuant to the Financing Agreement; and
24 WHEREAS, the Commission has duly considered the terms of such transactions as
25 contemplated herein and has determined that it is in the best interests of the City and Agency to
26 enter into the Financing Agreement to finance said Redevelopment Related Improvements and the
27 other obligations as incurred pursuant to the Financing Agreement, and thus desire to approve and
28 authorize said Financing Agreement.
3
RAF
i
1 NOW, THEREFORE, THE COMMUNITY DEVELOPMENT COMMISSION OF THE
2 CITY OF SAN BERNARDINO DOES HEREBY RESOLVE, DETERMINE AND ORDER AS
3 FOLLOWS:
4 Section 1. Approval of Assistance with Financing. The Commission hereby approves
5 the Agency's financing of the Redevelopment Related Improvements and the Other SCRP
6 Contractual Obligations by the incurring of indebtedness pursuant to the Financing Agreement
7 including, but not limited, the issuance of one or more EB-5 direct loan obligations, other privately
8 placed loans with commercial lenders and private parties, the issuance of municipal bonds and the
9 pledge of the tax increment revenues of the Agency to SCRP as set forth in the Financing
10 Agreement during the period of time that the Agency is entitled to receive tax increment revenues
11 pursuant to the Redevelopment Plan for the Project Areas as the financial obligations of the Agency
12 as shall be applicable for the period of time that such financial obligations of the Agency to SCRP
13 are payable thereunder.
14 Section 2. Approval of SecuritRegarding the Financial Obligations. The Commission
15 hereby approves the transfer to SCRP of the Agency's real property assets as described on Exhibit
16 "D" of the Financing Agreement (the "Agency Real Property Assets"), which shall be operated and
17 managed by SCRP with the tax increment revenues to be provided by the Agency to SCRP for such
18 purposes at such time as determined by SCRP in its sole and absolute discretion as further provided
19 in the Financing Agreement.
20 Section 3. Pledge of Additional Revenue.
21 A. The Commission hereby approves the pledge from the Agency to SCRP of additional
22 revenues as necessary to support the ongoing contractual and budgeted obligations and
23 commitments of SCRP and to fund the construction and/or financing of the Redevelopment Related
24 Improvements and the Other SCRP Contractual Obligations as outlined in the Financing Agreement.
25 B. The Commission hereby approves that the Agency tax increment revenues available
26 pursuant to the Redevelopment Plans for the Project Areas become revenues attributed to SCRP,
27 and the Agency's pledge of the tax increment revenues for the payment and repayment of the
28
4
• DRAFT
1 obligations to pay for the Redevelopment Related Improvements, the Other SCRP Contractual
2 Obligations and/or the other obligations as incurred pursuant to the Financing Agreement.
3 Section 4. Approval of Terms and Provisions. The Commission hereby approves the
4 terms and provisions of the Financing Agreement and the totality of the Agency's obligations
5 thereunder.
6 Section 5. Approval of Final Form of Financing Agreement. The Commission hereby
7 approves the form of the Financing Agreement in the form on file with the Secretary, together with
8 any changes therein or additions thereto as may be approved by the Chair or the Executive Director.
9 The Commission hereby further authorizes and directs the conversion of the form of the Financing
10 Agreement into the final form thereof, together with such changes or modifications as deemed
11 necessary or desirable by the Chair or the Executive Director upon the recommendation of Agency
12 Counsel. The Chair or the Executive Director or such other authorized officer of the Commission is
13 hereby authorized and directed to execute and deliver, and the Secretary or Assistant Secretary is
14 hereby authorized and directed to attest to, the final form of the Financing Agreement.
15 Section 6. Official Action. The Chair, Vice-Chair, Secretary, Assistant Secretary,
16 Executive Director, Agency Counsel and any and all other members and officers of the Agency are
17 hereby authorized and directed, for and in the name and on behalf of the Agency, to do any and all
18 things and take any and all actions, including execution and delivery of any and all assignments,
19 certificates, requisitions, agreements, notices, consents, instruments of conveyance, warrants and
20 other documents, which they, or any of them, may deem necessary or advisable in order to fulfill the
21 obligations of the Agency under the Financial Agreement. Whenever in this Resolution any officer
1
22 of the Agency is authorized to execute or countersign any document or take any action, such
23 execution, countersigning or action may be taken on behalf of such officer by any person designated
24 by such officer to act on his or her behalf in the case such officer shall be absent or unavailable.
25 Section 7. Effective Date. This Resolution shall become effective immediately upon
26 adoption by this Commission.
27
28
5
1 RESOLUTION OF THE COMMUNITY DEVELOPMENT COMMISSION OF
THE CITY OF SAN BERNARDINO APPROVING A CERTAIN
2 COOPERATIVE FINANCING AGREEMENT BY AND BETWEEN THE
3 REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
("AGENCY") AND THE SUSTAINABLE COMMUNITIES REINVESTMENT
4 PARTNERSHIP, INC., FOR THE FINANCING, FUNDING AND
UNDERTAKING OF VARIOUS REDEVELOPMENT RELATED
5 ACTIVITIES OF THE AGENCY
6 I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Community
7 Development Commission of the City of San Bernardino at a meeting
8 thereof, held on the day of , 2010, by the following vote to wit:
9 Commission Members: Ayes Nays Abstain Absent
10 MARQUEZ
11 DESJARDINS
12 BRINKER
13 SHORETT
14 KELLEY
15 JOHNSON
16 MC CAMMACK
17
18
Secretary
19
20 The foregoing Resolution is hereby approved this day of 2010.
21
22
23 Patrick J. Morris, Chairperson
Community Development Commission
24 of the City of San Bernardino
25
26 Approved as to Form:
27
By:
28 Agency Counsel
11 1
COOPERATIVE FINANCING AGREEMENT
by and between
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
and
SUSTAINABLE COMMUNITIES REINVESTMENT
PARTNERSHIP, INC., A CALIFORNIA NON-PROFIT CORPORATION
Relating to the
$300,000,000
REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
REDEVELOPMENT PROJECT AREAS
CAPITAL IMPROVEMENT PROJECTS
Cooperative Agreement-]-18-11
COOPERATIVE FINANCING AGREEMENT
THIS COOPERATIVE FINANCING AGREEMENT is made and entered into as of
January _, 2011 (this "Financing Agreement"), by and between the Redevelopment Agency of
the City of San Bernardino, a public body, corporate and politic existing under the laws of the
State of California (the "Agency") and the Sustainable Communities Reinvestment Partnership,
Inc., a California non-profit corporation("SCRP"), as follows.
WITNESSETH:
WHEREAS, the Agency was established by appropriate action of the City of San
Bernardino (the "City"), for the purposes of exercising redevelopment powers within the City
boundaries through the adoption and approval of various redevelopment project areas that are
currently in existence within the City (the "Project Areas") as further described in the applicable
redevelopment plans accompanying such Project Areas (the "Redevelopment Plans"); and
WHEREAS, SCRP was formed pursuant to the non-profit corporation laws of the State
of California and was formerly known as the Economic Development Corporation, and pursuant
to an amendment of its corporate documents, SCRP duly approved a name change as such
currently exists for the purposes of assisting in the implementation of various redevelopment
initiatives within the City and to undertake such other activities, programs and projects of the
Agency and the City as are then deemed advisable by SCRP through its board of directors; and
WHEREAS, pursuant to the Community Redevelopment Law (Health & Safety Code
Section 33000, et seq.) (the "CRL" or the "Authorizing Provisions"), the Agency may enter into
cooperation agreements and financing agreements with other public agencies, private entities and
non-profit corporations to carry out its redevelopment and other public infrastrucure
development purposes; and
WHEREAS, SCRP has requested that the Agency act at this time to assist SCRP with the
financing of certain public infrastructure and the implementation of other programs and activities
located within the Project Areas, together with other public infrastructure that is necessary to
support the long-term development and redevelopment of the portions of the City located within
the Project Areas, namely, those public improvements, public infrastructure and other
developments and activities, programs and projects all as set forth in the current year 2010-201
Budget of the Agency and the Downtown Vision Plan for the Theater District of the Agency as
indicated on Exhibit "A" (the "Programs, Projects and Activities") as attached hereto and
1 incorporated herein by reference plus those other public improvements and public infrastrucure
as set forth on the Implementation Plan of the Agency as indicated on Exhibit `B" (the
"Implementation Plan Public Improvements") as attached hereto and incorporated herein by
reference (collectively, the "Redevelopment Related Improvements"); and
WHEREAS, in addition to the Redevelopment Related Improvements, SCRP, in
furtherance of the redevelopment of various areas of the City and in particular with the Project
Areas, requires the Agency to commit to certain levels of additional financing amounts to SCRP
for the fulfillment of the contractual commitments and other financial obligations as set forth on
Cooperative Agreement-1-18-11
1
DRAFT
Exhibit "C" (the "Other SCRP Contractual Obligations") as attached hereto and incorporated
herein by reference; and
WHEREAS, the Agency has determined to finance the Redevelopment Related
Improvements and the Other SCRP Contractual Obligations by the incurring of the indebtedness
as required by this Financing Agreement, including, but not limited, the issuance of one or more
EB-5 foreign investor direct loan obligations, other privately placed loans with commercial
lenders and private parties, the issuance of municipal bonds and the pledge of the tax increment
revenues of the Agency to SCRP as set forth in this Financing Agreement during the period of
time that the Agency is entitled to receive tax increment revenues pursuant to the Redevelopment
Plans for the Project Areas as the financial obligations of the Agency as shall be applicable for
the period of time that such financial obligations of the Agency to SCRP are payable hereunder;
and
WHEREAS, in order to secure the financial obligations of the Agency to SCRP as
provided in this Financing Agreement, the Agency desires to transfer to SCRP, the Agency real
property assets as described on Exhibit "D" (the "Agency Real Property Assets") as attached
hereto and incorporated herein by reference which shall be operated and managed by SCRP with
the tax increment revenues to be provided by the Agency to SCRP for such purposes at such time
as determined by SCRP in its sole and absolute discretion as further provided herein; and
WHEREAS, the Agency and SCRP seek to provide through this Financing Agreement
that in addition to the obligations as incurred pursuant to this Financing Agreement, the Agency
shall pledge to SCRP additional revenues as necessary to support the ongoing contractual and
budgeted obligations and commitments of SCRP as shall be incurred in furtherance of the
improvement of the Redevelopment Related Improvements and the Other SCRP Contractual
Obligations and to fund the construction and/or financing of the Redevelopment Related
Improvements and the Other SCRP Contractual Obligations; and
WHEREAS, consistent with the SCRP obligations incurred pursuant to this Financing
Agreement and the commitment of the Agency to fulfill its financial commitments to SCRP,
during the Term (as defined in Section 1.03) of this Financing Agreement, the Agency tax
increment revenues available pursuant to the Redevelopment Plans for the Project Areas shall
become revenues attributed to SCRP, and the Agency herein pledges the tax increment revenues
for the payment and repayment of the obligations to pay for and for the administration and
undertaking of the Redevelopment Related Improvements, the Other SCRP Contractual
Obligations and/or the other obligations as incurred pursuant to this Financing Agreement; and
WHEREAS, the Agency and SCRP have determined that it is in the best interests of the
Agency and SCRP to enter into this Financing Agreement to finance said Redevelopment
Related Improvements and the other obligations as incurred pursuant to this Financing
Agreement, and thus desire to provide for the terms and conditions of their cooperation in such
matters as herein provided.
NOW THEREFORE, the parties to this Financing Agreement agree, as follows.
Cooperative Agreement-1-18-11
2
DRAFT
ARTICLE I
DEFINITIONS; TERM OF FINANCING AGREEMENT
Section 1.01. Recitals. The Recitals set out above are true and correct.
Section 1.02. Definitions. Unless the context otherwise requires, capitalized terms used
herein and not defined herein shall have the meanings as generally ascribed to such terms.
Section 1.03. Term. This Financing Agreement shall remain in full force and effect so
long as the obligations incurred by the Agency to SCRP remaining outstanding and unpaid, but
in no event later than the last date that the Agency is entitled to receive the tax increment
revenues pursuant to the Redevelopment Plans for the Project Areas for the repayment of
indebtedness and other financial and contractual obligations.
ARTICLE II
PAYMENT OF TAX INCREMENT REVENUES OF AGENCY TO SCRP
Section 1.04. Transfer of Powers.
(a) In order to carry out the Redevelopment Related Improvements and the Other
SCRP Contractual Obligations, SCRP shall assume all performance obligations with respect
thereof and the Agency hereby pledges to SCRP all tax increment revenue available to the
Agency from the Redevelopment Plans for the Project Areas during the Term of this Financing
Agreement for the payments as required for SCRP to fully perform each and every financial and
contractual obligation as set forth on Exhibits "A", "B", "C" and "D" as to the Redevelopment
Plans for the Project Areas. The Agency shall be responsible for compliance with all
requirements imposed by the Redevelopment Plans and for the timely payment of funds and the
reporting of such uses pursuant to the CRL, and SCRP shall be responsible for all compliance
with respect to the public works requirements as imposed pursuant to California law with regard
to the Redevelopment Related Improvements and the Other SCRP Contractual Obligations.
I
(b) SCRP shall use and apply the tax increment revenues as pledged pursuant to this
Financing Agreement to undertake, manage, administer and implement all aspects of the
Redevelopment Related Improvements and the Other SCRP Contractual Obligations, specifically
including, but not limited to:
1. the design, construction and implementation of the Redevelopment Related
Improvements as set forth in the 2010-201 Budget of the Agency and the
Downtown Vision Plan for the Theater District of the Agency as indicated on
Exhibit"A";
2. undertaking of the Implementation Plan Public Improvements as set forth on
Exhibit`B";
3. undertaking of the Other SCRP Contractual Obligations as set forth on Exhibit
«C».
Cooperative Agreement-1-18-11
3
DRAFT
4. managing and maintaining the Agency Real Property Assets as set forth on
Exhibit"D".
(c) The Agency Real Property Assets shall be transferred by the Agency to SCRP in
fee title at such time as SCRP in its sole and absolute discretion determines that SCRP requires
all or any portion of the Agency Real Property Assets at such time to be used by SCRP in
furtherance of the redevelopment and economic development related activities of SCRP and the
Project Areas. The obligation of the Agency to transfer the Agency Real Property Assets shall
be a binding and enforceable contractual obligation upon the Agency from and after the date of
this Financing Agreement, and any failure of the Agency to transfer all or any portion of the
Agency Real Property Assets as required herein shall be an Event of Default pursuant to Section
3.01 hereof.
Section 2.02. Irrevocable Pledge of Tax Increment Revenues. Pursuant to and in
consideration of the assumption of the obligations by SCRP as set forth in Section 2.01 above,
commencing as of the date of this Financing Agreement during the 2010-2011 fiscal year, those
tax increment revenues derived by the Agency from the Redevelopment Plans for the Project
Areas are hereby irrevocably pledged to SCRP pursuant to this Financing Agreement on a basis
subordinate to all presently authorized and issued, and future authorized and issued debt
obligations of the Agency that are sold through municipal underwriting means or debt
obligations with third party commercial lenders, including, but not limited to those amounts that
are in excess of the tax increment revenues budgeted to be expended by the Agency for the
current 2010-2011 fiscal year of the Agency. Such pledge of the tax increment revenues of the
Agency to SCRP shall be irrevocable during the Term of this Financing Agreement. The
maximum dollar amount of the tax increment revenues pledged by the Agency to SCRP pursuant
to this Financing Agreement for the use and pledge of tax increment revenues for debt
obligations that are intended to be issued or incurred by SCRP on and after the date of this
Financing Agreement shall not exceed $300,000,000 in the aggregate principal amount.
Section 2.03. Use of Tax Increment Revenues.
(a) Throughout the Term of this Financing Agreement, SCRP hereby agrees that the tax
increment revenues as pledged by the Agency pursuant to Section 2.02 above shall be applied for
the payment and/or repayment of the obligations incurred by SCRP pursuant to Section 2.01
above.
(b) SCRP shall take all steps necessary to utilize the tax increment revenues to pay
principal and interest due on all debt and other contractual obligations of SCRP as specified in
this Financing Agreement. Such payments shall be absolute obligations of SCRP and shall not
be subject to any deduction or offset of any kind whatsoever.
(c) SCRP shall submit an annual proposed budget for each fiscal year to the Mayor
and Common Council of the City of San Bernardino (the "Council") for review and concurrence
at least sixty (60) calendar days prior to any final approval of such annual budget by SCRP. Any
budget as thereafter approved by SCRP shall be modified to include the comments as approved
by the Council within such budget and as to such items that cannot be agreed upon between the
Cooperative Agreement-1-18-11
4
DRAFT
Council and SCRP, those particular items shall be deleted from the budget as may thereafter be
approved SCRP.
Section 2.04. Use of Excess Tax Increment Revenues. During the Term of this
Financing Agreement and to the extent that there are excess tax increment revenues ("Excess
Tax Increment Revenues") after payment and/or repayment of the various obligations incurred
by SCRP pursuant to Section 2.01 above, such Excess Tax Increment Revenues shall be used by
SCRP for other qualifying public works projects and the improvements within the Project Areas
or transferred to the Agency for use pursuant to the Redevelopment Plans for the Project Areas.
In addition to the rights of the Council to approve the annual budgets as specified in Section
2.03(c) above, the Council shall also have the right to approve (i) the sale of any real property
transferred to SCRP pursuant to this Financing Agreement, including the price, terms and other
conditions to be imposed upon the sale of any such real property that is intended to be transferred
to any third party, whether a private entity or governmental agency, and (ii) any agreement by
and between SCRP and any project developer or landowner seeking to obtain any form
redevelopment assistance or other form of participation agreement, reimbursement agreement
other agreement from SCRP.
ARTICLE III
EVENTS OF DEFAULT; RIGHTS AND REMEDIES
Section 3.01. Each of the following occurrences shall constitute an "Event of Default"
under this Financing Agreement:
(a) Failure to Make Payments When Due. Failure by either party to pay (i) any
amount due on or before the date that such payment is due and payable pursuant to this
Financing Agreement.
(b) Other Defaults. Should SCRP fail duly and punctually to perform or observe any
agreement, covenant or obligation binding on SCRP under this Financing Agreement which
could lead to an Event of Default, such failure shall continue for thirty (30) calendar days after
the earlier of(i) the date as of which SCRP had actual knowledge of such failure, and (ii) the
date on which the Agency gives SCRP notice of such failure.
(c) Breach of Representation or Warrant X. Should any representation or warranty
made or deemed made by one party to the other party herein be false or misleading in any
material respect on the date as of which made which could lead to an Event of Default which is
not remedied to the satisfaction of the non-defaulting party within ninety (90) calendar days
following receipt by the defaulting party of written notice of such inaccuracy.
Section 3.02. Rights and Remedies.
(a) Acceleration, Etc. Upon the occurrence of any Event of Default by the Agency to
remit the tax increment revenues to SCRP, the unpaid principal amount of any and all tax
9 increment revenues payable pursuant to this Financing Agreement shall automatically become
Cooperative Agreement-1-18-11
5
DRAFT
immediately due and payable for each fiscal year in which such Event of Default shall have
occurred. After the expiration of all cure periods by the Agency, thereafter SCRP may exercise
any or all rights and remedies under this Financing Agreement or otherwise pursuant to
applicable law.
(b) Waiver of Demand. Demand, presentment, protest and notice of nonpayment are
hereby waived by SCRP. SCRP also waives, to the extent permitted by law, the benefit of all
valuation, appraisal and exemption laws.
(c) Parties to Institute Proceedings. Upon a default by either party, the non-
defaulting party may institute any proceeding at law or in equity to enforce the obligations of the
other party under this Financing Agreement and/or any covenants and obligations of the other
party contained in this Financing Agreement.
(d) Waivers. Amendments and Remedies. No delay or omission of the either party to
exercise any right under this Financing Agreement shall impair such right or be construed to be a
waiver of any Event of Default or an acquiescence therein, and any single or partial exercise of
any such right shall not preclude other or further exercise thereof or the exercise of any other
right, and no waiver, amendment or other variation of the terms, conditions or provisions of this
Financing Agreement whatsoever shall be valid unless in a writing signed by the other party, and
then only to the extent in such writing specifically set forth. All remedies contained in this
Financing Agreement or by law afforded shall be cumulative and all shall be available to the
parties Lender until the obligations have been paid in full and this Financing Agreement has been
terminated or until the expiration of the Term of this Financing Agreement.
ARTICLE IV
MISCELLANEOUS
Section 4.01. Amendment. The provisions of this Financing Agreement may be
amended only upon the written approval of the parties hereto which approval shall be granted at
the absolute and sole discretion of each party.
Section 4.02. Beneficiaries of Financing Agreement. To the extent applicable, the
parties identified in the Redevelopment Related Improvements and the Other SCRP Contractual
Obligations are expressly recognized as a third party beneficiary hereto. Nothing in this
Financing Agreement, expressed or implied, is intended to give to any person, other than SCRP
and the Agency, as parties hereto, and those parties identified in the Redevelopment Related
Improvements and the Other SCRP Contractual Obligations, all as third party beneficiary hereof,
any right, remedy or claim under or by reason of this Financing Agreement. Any covenants,
stipulations, promises or agreements in this Financing Agreement contained by and on behalf of
SCRP and the Agency or any member, officer or employee thereof shall be for the sole and
exclusive benefit of SCRP and the Agency as parties hereto and the parties identified in the
Redevelopment Related Improvements and the Other SCRP Contractual Obligations as third
party beneficiary hereof.
Section 4.03. No Personal Liability. No member, officer or employee of SCRP or the
Agency shall be individually or personally liable for the payment of any amounts of the tax
Cooperative Agreement-1-18-11
6
DR!'__7r�_
increment revenues as pledged to SCRP by the Agency pursuant to this Financing Agreement;
but nothing herein contained shall relieve any member, officer or employee of SCRP and the
Agency from the performance of any official duty provided by law.
Section 4.04. Partial Invalidity. If any one or more of the agreements or covenants or
portions thereof provided in this Financing Agreement to be performed on the part of SCRP or
the Agency should be contrary to law, then such agreement or agreements, such covenant or
covenants, or such portions thereof, shall be null and void and shall be deemed separable from
the remaining agreements and covenants or portions thereof.
Section 4.05. Notices and Delivery. Any consent, notice or other communication
herein required or permitted to be given shall be in writing and may be personally served,
telecopied or sent by courier service or United States mail and shall be deemed to have been
given when delivered in person or by courier service, upon receipt of a telecopy (or on the next
business day if such telecopy is received on a non-business day or after 5:00 p.m. (at the office of
the recipient) on a business day) or four (4) business days after deposit in the United States mail
(registered or certified, with postage prepaid and properly addressed). Any party delivering a
communication by telecopy shall also send a copy thereof by one of the other means provided in
this Section 4.05. For the purposes hereof the addresses of the parties hereto (until notice of a
change thereof is delivered as provided in this Section 4.05) shall be as set forth in the official
business addresses of each party as of the date of this Financing Agreement and at such other
address as may be designated by such party in a written notice to all of the other party.
Section 4.06. Survival of Warranties and Agreements. All agreements,
representations, warranties and indemnities made or given herein shall survive the execution and
delivery of this Financing Agreement and the making, repayment and fulfillment of the
obligations of the parties as incurred in this Financing Agreement.
Section 4.07. Severability. In case any provision in or obligation under this Financing
Agreement shall be invalid, illegal or unenforceable in any jurisdiction, the validity, legality and
enforceability of the remaining provisions or obligations, or of such provision or obligation in
any other jurisdiction, shall not in any way be affected or impaired thereby.
Section 4.08. Headings. Section headings in this Financing Agreement are included
herein for convenience of reference only and shall not constitute a part of this Financing
Agreement for any other purpose or be given any substantive effect.
Section 4.09. Governing Law; Waiver. This Financing Agreement shall be
governed by, and shall be construed and enforce in accordance with, the laws of the State of
California.
Section 4.10. Successors and Assigns. This Financing Agreement shall be binding
upon the parties hereto and their respective successors and assigns. The terms and provisions of
this Financing Agreement shall inure to the benefit of any assignee or transferee of the tax
increment revenues or any portion thereof, and in the event of any permitted such transfer or
assignment, the rights and privileges herein conferred upon the applicable party shall
Cooperative Agreement-1-18-11
7
DRAFT
automatically extend to and be vested in such transferee or assignee, all subject to the terms and
conditions hereof
Section 4.11. Performance of Obligations. SCRP agrees that the Agency may, but
shall have no obligation to, make any payment or perform any act required of SCRP under any of
the obligations as incurred by SCRP pursuant to this Financing Agreement or take any other
action which the Agency in its discretion deems necessary or desirable to protect or preserve the
pledge of the tax increment revenues pursuant to this Financing Agreement.
Section 4.12. Construction. The parties acknowledge that each party has reviewed and
revised this Financing Agreement and that the normal rule of construction to the effect that any
ambiguities are to be resolved against the drafting party shall not be employed in the
interpretation of this Financing Agreement or any amendments or exhibits hereto.
Section 4.13. Entire Agreement. This Financing Agreement embodies the entire
agreement between the parties and supersedes all prior agreements, written and oral, relating to
the subject matter hereof.
Section 4.14. Execution in Several Counterparts. This Financing Agreement may be
executed in any number of counterparts and each of such counterparts shall for all purposes be
deemed to be an original; and all such counterparts, or as many of them as SCRP and the Agency
shall preserve undestroyed, shall together constitute but one and the same instrument.
Cooperative Agreement-1-18-11
8
DRAFT
IN WITNESS WHEREOF, the Redevelopment Agency of the City of San Bernardino
and the Sustainable Communities Reinvestment Partnership, Inc., a California non-profit
corporation, have caused this Cooperative Financing Agreement to be signed in their name by
their respective Executive Directors all as of the date and year first above written.
Agency
Redevelopment Agency of the City of San
Bernardino
By:
Interim Executive Director
ATTEST:
By:
Clerk of the Board
APPROVED AS TO FORM:
By:
Agency Counsel
SCRP
Sustainable Communities Reinvestment
Partnership, Inc., a California non-profit corporation
By:
President
ATTEST:
By:
Secretary
Cooperative Agreement-1-18-11
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DRAFT
Exhibit "A"
Programs, Projects and Activities
Cooperative Agreement-1-18-11
10
FT
7 s
EXHIBIT"A"
2010-2011 -Capital Expenses
Project Improvement/Development Agreements/OPAS
Project Area Description of Activity Amount
State College A. Reconstruction of University Boulevard - Northpark to State Street 1,200,000
B. Interchange University Parkway 2,700,000
C. Hillwood University$2.7 M 15 yr Note 400,000
D. Beautification Facade Program 40,000
E. sbX Bus Rapid Transit System 30,000
F. Improvements- University Pkwy and Northpark Blvd 500,000
G. Reserve for ERAF 2,500,000
H. Watson Public Improvements (DDA) 1,000,000
CC North A. EPA Grant Funds 87,500
B. Temporary Bus Facility 1,500,000
C. sbX Bus Rapid Transit System 30,000
D. Streetscape, Theatre Square, 4th/E" Streets 5,000,000
Southeast Ind A. Perris Campus IVDA reim -$427,000 14 yrs 30,500
B. Beautification Facade Program 70,000
C. sbX Bus Rapid Transit System 30,000
Northwest A. Mapei Jabin Beg 2005 -Aug 2015 10,000
B. Interchange University Parkway 2,300,000
C. Young Electric job retention $350,000 max 14 yrs 25,000
D. Beautification Facade Program 40,000
E. Senior Housing - Highland & Medical Center Infrastructure 1,000,000
F. Reservoir Project(Hillwood) 613,000
G. Project Improvements/Streets, Utilities, Etc. 3,600,000
Tri City A. BP California - 10 yrs 2015 - max $1,750,000 200,000
B. LaCuracao 10 yr rebate est- reim sales tax May 2015 10,000
C. Beautification Facade Program 40,000
D. sbX Bus Rapid Transit System 30,000
Uptown A. La Placita Bond Proceeds 450,000
B. La Placita TI additional Phase II 1,000,000
C. EPA Grant Funds 87,500
D. sbX Bus Rapid Transit System 30,000
40 Street A. Beautification Facade Program 13,300
B. 40th Street& Electric Street- Infrastructure 1,800,000
rw
Expenditure Detail -Capital Expenses
Project Improvement/Development Agreements
Project Area Description of Activity Amount
CC Projects A. J Building agreement- June 2018 40,900
B. Andreson Building -June 2018 16,200
C. EPA Grant Funds 87,500
D. Waterman Holdings 4th and Waterman 10 yrs 200,000
E. Convention Center Renovation 2,200,000
F. sbX Bus Rapid Transit System 1,500,000
Mt Vernon A. Yellow Freight DDA - 10 yr est Jan 2012 60,000
B. Mt Vernon Improvements 1,270,000
Base/Mt Vernon Street Im 170,000
Infrastructure/Land/Relo 700,000
Spruce and Mt. Vernon 400,000
C. EPA Grant Funds 87,500
D. Phase II - 5th & Mt. Vernon Northwest Corner 1,500,000
E. 5th & Mt. Vernon Northeast Corner Building Reuse & Rehab 750,000
Other IVDA Project Area - Inland Center Drive/"E" Street& Reader Board & 7,000,000
other Public Improvements
Total $41,078,900.00
DRAFT
Exhibit"B"
Implementation Plan Public Improvements
Cooperative Agreement-1-]8-11
11
EXHIBIT"B" -
Implementation Plan Public Improvements
5-Year Plan -FY 2009 - FY 2014
Project Area Description of Activity Amount
State College A. 1-215/University Pkwy Loop Construction 5,000,000
South Valle A. Redlands Boulevard Corridor Improvements 800,000
CC North A. sbX Implementation 1,325,000
B. Downtown Core Vision Implementation 1,001,000
C. Downtown Mixed Use 860,000
D. Theater District Implementation 740,000
Southeast Ind A. Auto Plaza Corridor Improvements 500,000
B. Cooley Avenue Lighting 65,000
Northwest A. West Highland Avenue Corridor Improvements 800,000
B. Baseline Street Corridor Improvements 1,220,000
C. Highland Avenue Corridor Improvements 1,890,000
D. 1-210/State Street Corridor Improvements 500,000
E. North San Bernardino Infrastructure 720,000
Tri City A. Hospitality Lane Corridor Improvements 100,000
Uptown A. La Placita I & 11 2,450,000
40 Street A. 40th Street Corridor Improvements 1,840,000
Mt. Vernon A. Mt. Vernon/Spruce Retail 1,720,000
B. Mt. Vernon Bridge 5,000,000
C. 5th Street Corridor Improvements 900,000
CC Projects A. Retail Development/Infrastructure 250,000
B. Public Utility Improvements 1,500,000
C. Military Reuse 1,500,000
D. Seccombe Lake Village Improvements 1,250,000
E. Intermodal Transit Station 500,000
IVDA A. IVDA Business and Market Plan 350,000
B. Third Street Improvements 1,000,000
C. Tippecanoe and Waterman Corridor Improvements 720,000
D. Arden Guthrie Atea Improvements 350,000
E. Vanir Mill Street Development 300,000
F. Waterman Corridor Improvements 200,000
G. Baseline Street Corridor Improvements 250,000
Total $ 35,601,000
r
DRAFT
Exhibit"C"
Other SCRP Contractual Obligations
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12
DRAFT
EXHIBIT "C"
Other SCRP Contractual Obligations
Geothermal system purchase and upgrade:
• Increase capacity from 20-25 users to 300-400 users
• Reduce Green House Gases
• Reduce Water Waste and Usage
• Estimated design/engineering/increase in capacity cost: $25M
i
DRAFT
Exhibit"D"
Agency Real Property Assets
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DRAFT
EXHIBIT"D"
AGENCY REAL PROPERTY ASSETS
Improved Redevelopment Agency Properties:
1. 3380 Little Mountain Drive - Shandon Hills Golf Course
2. 780 North "E" Street—The Sturges Theatre Building
3. Church and "D"Parking Lots
4. 512 North "E" Street - 5th and "E" Street Parking Lot
5. 451 North "F" Street Parking Lot
6. 450 North "E" Streets—20-Plex Movie Theater: Appraised
7. 480 North "D" Street Grassed Lots
8. Parking Lot Adjacent to north of the Law Library Parking Lots
9. 710 North "D" Street—City Police Station
10. 562 West 4th Street—The California Theatre Building
11. NWC 4th and "E" Streets—3 Grassed Lots: Appraised
12. 396 North `B" Street—Woolworth Building
13. 390 North"E" Street—"J"Building Lot
14. 385 North"E" Street—Vacant Restaurant: Appraised
15. 3-Level Parking Structure—Carousel Mall Parking Structure
16. 295 Carousel Mall Drive—Mall Common Area Parking Lot (30+acres)
17. 5th Mount Vernon Street Parking Lot
18. 349 North"E" Street—Court Street Square: Appraised
19. Court Street Parking Lot—Adjacent to the north of 300 N. "D" Street.
20. 297 North "E" Street—City of San Bernardino Convention Center: Appraised
21. 201 North"E" Street, Building A& B- Mixed Use Office/Retail Building
22. 5-Level Parking Structure—201 North "D" Street
23. 170 & 174 South "E" Street
24. 820 Cooley Drive - Cooley Drive Parking Lots
25. 4-Acre Lot West of 170 & 174 South"E" Street
26. 280 South "E" Street—Baseball Stadium: Appraised
27. 1289, 1316 and 1350 South "E" Street—Multi Use Office/Garage Campus: Appraised
28. Bond Street Planter
29. 266 East 3rd Street—National Guard Armory
Unimproved Redevelopment Agency Properties:
1. Various parcels throughout city—approximately 100 properties (includes 100 acre Bice
parcels)
2. Various remnant parcels throughout city—approximately 25 properties
CHANGES TO COOPERATIVE
FINANCING AGREEMENT BASED
ON COMMENTS RECEIVED AT
SPECIAL MEETING ON THURSDAY,
JANUARY 20, 2011
Entered Into Rec.at MCC/CDC Mfg:
Agenda em No:
City CI CDC Secretary
City of San Bernardino
i
COOPERATIVE FINANCING AGREEMENT
by and between
REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO
and
SUSTAINABLE COMMUNITIES REINVESTMENT
PARTNERSHIP,INC.,A CALIFORNIA NON-PROFIT CORPORATION
Relating to the
$300,000,000
REDEVELOPMENT AGENCY OF THE
CITY OF SAN BERNARDINO
REDEVELOPMENT PROJECT AREAS
CAPITAL IMPROVEMENT PROJECTS
Cooperative Agreement-1-22-11
COOPERATIVE FINANCING AGREEMENT
THIS COOPERATIVE FINANCING AGREEMENT is made and entered into as of
January_,2011 (this"Financing Agreement"),by and between the Redevelopment Agency of
the City of San Bernardino, a public body, corporate and politic existing under the laws of the
State of California(the"Agency") and the Sustainable Communities Reinvestment Partnership,
Inc.,a California non-profit corporation("SCRP"),as follows.
WITNESSETH:
WHEREAS, the Agency was established by appropriate action of the City of San
Bernardino (the "City"), for the purposes of exercising redevelopment powers within the City
boundaries through the adoption and approval of various redevelopment project areas that are
currently in existence within the City(the"Project Areas")as further described in the applicable
redevelopment plans accompanying such Project Areas(the"Redevelopment Plans");and
WHEREAS. the Community Development Commission of the City of San Bernardino
(the `Commission") acts as the governine body of the Agencv for all official actions taken on
behalf of the Agencv:and
WHEREAS, SCRP was formed pursuant to the non-profit corporation laws of the State
of California and was formerly known as the Economic Development Corporation,and pursuant
to an amendment of its corporate documents, SCRP duly approved a name change as such
currently exists for the purposes of assisting in the implementation of various redevelopment
initiatives within the City and to undertake such other activities, programs and projects of the
Agency and the City as are then deemed advisable by SCRP through its board of directors;and
WHEREAS, pursuant to the Community Redevelopment Law (Health & Safety Code
Section 33000,et seq.)(the"CRL"or the"Authorizing Provisions"),the Agency may enter into
cooperation agreements and financing agreements with other public agencies,private entities and
non-profit corporations to carry out its redevelopment and other public infrastrucure
development purposes;and
WHEREAS,SCRP has requested that the Agency act at this time to assist SCRP with the
financing of certain public infrastructure and the implementation of other programs and activities
located within the Project Areas, together with other public infrastructure that is necessary to
support the long-term development and redevelopment of the portions of the City located within
the Project Areas, namely, those public improvements, public infrastructure and other
developments and activities,programs and projects all as set forth in the current year 2010-201
Budget of the Agency and the Downtown Vision Plan for the Theater District of the Agency as
indicated on Exhibit "A" (the "Programs, Projects and Activities") as attached hereto and
incorporated herein by reference plus those other public improvements and public infrastrucure
as set forth on the Implementation Plan of the Agency as indicated on Exhibit `B" (the
"Implementation Plan Public Improvements") as attached hereto and incorporated herein by
reference(collectively,the"Redevelopment Related Improvements");and
Cooperative Agreement-1-22-11
I
WHEREAS, in addition to the Redevelopment Related Improvements, SCRP, in
furtherance of the redevelopment of various areas of the City and in particular with the Project
Areas,requires the Agency to commit to certain levels of additional financing amounts to SCRP
for the fulfillment of the contractual commitments and other financial obligations as set forth on
Exhibit "C" (the "Other SCRP Contractual Obligations") as attached hereto and incorporated
herein by reference;and
WHEREAS, the Agency has determined to finance the Redevelopment Related
Improvements and the Other SCRP Contractual Obligations by the incurring of the indebtedness
as required by this Financing Agreement,including,but not limited,the issuance of one or more
EB-5 foreign investor direct loan obligations, other privately placed loans with commercial
lenders and private parties,the issuance of municipal bonds and the pledge of the tax increment
revenues of the Agency to SCRP as set forth in this Financing Agreement during the period of
time that the Agency is entitled to receive tax increment revenues pursuant to the Redevelopment
Plans for the Project Areas as the financial obligations of the Agency as shall be applicable for
the period of time that such financial obligations of the Agency to SCRP are payable hereunder;
and
WHEREAS, in order to secure the financial obligations of the Agency to SCRP as
provided in this Financing Agreement,the Agency desires to transfer to SCRP the responsibility
for the manaeement and maintenance of;the Agency real property assets as described on Exhibit
"D" (the "Agency Real Property Assets") as attached hereto and incorporated herein by
reference which shall be operated and managed by SCRP with the tax increment revenues to be
provided by the Agency to SCRP
saleand further provided herein;and
WHEREAS, the Agency and SCRP seek to provide through this Financing Agreement
that in addition to the obligations as incurred pursuant to this Financing Agreement,the Agency
shall pledge to SCRP additional revenues as necessary to support the ongoing contractual and
budgeted obligations and commitments of SCRP as shall be incurred in furtherance of the
improvement of the Redevelopment Related Improvements and the Other SCRP Contractual
Obligations and to fund the construction and/or financing of the Redevelopment Related
Improvements and the Other SCRP Contractual Obligations;and
WHEREAS, consistent with the SCRP obligations incurred pursuant to this Financing
Agreement and the commitment of the Agency to fulfill its financial commitments to SCRP,
during the Term (as defined in Section 1.03) of this Financing Agreement, the Agency tax
increment revenues available pursuant to the Redevelopment Plans for the Project Areas shall
become revenues attributed to SCRP, and the Agency herein pledges the tax increment revenues
for the payment and repayment of the obligations to pay for and for the administration and
undertaking of the Redevelopment Related Improvements, the Other SCRP Contractual
Obligations and/or the other obligations as incurred pursuant to this Financing Agreement;and
WHEREAS,the Agency and SCRP have determined that it is in the best interests of the
Agency and SCRP to enter into this Financing Agreement to finance said Redevelopment
Related Improvements and the other obligations as incurred pursuant to this Financing
Cooperative Agreement-1-22-11
2
Agreement, and thus desire to provide for the terms and conditions of their cooperation in such
matters as herein provided.
NOW THEREFORE,the parties to this Financing Agreement agree,as follows.
ARTICLE I
DEFINITIONS; TERM OF FINANCING AGREEMENT
Section 1.01. Recitals. The Recitals set out above are true and correct.
Section 1.02. Definitions. Unless the context otherwise requires,capitalized terms used
herein and not defined herein shall have the meanings as generally ascribed to such terms.
Section 1.03. Assignment. This Financing Agreement shall be subiect to assienment at
the written direction of the Commission to SCRP for anv assienment of this Financing
Agreement that is authorized by the Commission to be made to anv duly established joint powers
authority as so directed bv the Commission to SCRP pursuant to written notice delivered by the
Commission to SCRP. Upon receipt of any such written notice of assienment from the
Commission specifvine the assignment of this Financing Agreement to such ioint powers
authority. SCRP shall immediately take all necessary actions to timely accomplish the
assignment to the ioint powers authority as may then be required in accordance with such
direction of the Commission.
Section 1.04. Bylaws. The Commission has authorized the execution of this Financing
Agreement with SCRP based upon the corporate bylaws of SCRP (the "Bvlaw") as are in
existence as of the date of this Financing Agreement which specify the manner and term of the
appointment of directors to the corporate board of SCRP and which, in additional to other
matters, requires SCRP to comply with certain requirements that are applicable to governmental
entities within the State. No amendment. change or other modification shall be made to the
Bvlaws without the prior written approval of the Commission which approval matt be granted or
.withheld at the sole and absolute discretion of the Commission.
Seetion O Section 1.05. Maintenance of Tax-Exempt Status. SCRP covenants
and agrees to maintain the current tax status of SCRP for federal income tax purposes as an
exempt organization organized as a California non-profit corporation and pursuant to Internal
Revenue Code Section 501(c)(3).and SCRP shall cause to be prepared and timely transmitted all
necessary filings with State of California and the Internal Revenue Service to maintain such tax-
exempt status as a California non-profit corporation. SCRP further covenants and agrees not to
enter into any transaction or to undertake anv other type of activity that would cause SCRP to
become a taxable entity,and all revenues,including but not limited to the tax increment revenues
to be received by SCRP pursuant to this Financing Agreement, shall be used strictly in
conformance with this Financing Agreement and in a manner so as not to cause anv income or
funds received by SCRP to be determined to be "unrelated business income"that would in any
manner jeopardize the tax-exempt status of SCRP.
Seetion L03 Section 1.06. Term. This Financing Agreement shall remain in full force
and effect so long as the obligations incurred by the Agency to SCRP remaining outstanding and
unpaid, but in no event later than the last date that the Agency is entitled to receive the tax
Cooperative Agreement-1-22-11
3
increment revenues pursuant to the Redevelopment Plans for the Project Areas for the repayment
of indebtedness and other financial and contractual obligations.
ARTICLE II
PAYMENT OF TAX INCREMENT REVENUES OF AGENCY TO SCRP
I ueetion 1.04. Section. 2.0 1. Transfer of Powers. • — Formatted:Indent:Left: 0.5", No bullets or
numbering
(a) In order to carry out the Redevelopment Related Improvements and the Other
SCRP Contractual Obligations, SCRP shall assume all performance obligations with respect
thereof and the Agency hereby pledges to SCRP all tax increment revenue available to the
Agency from the Redevelopment Plans for the Project Areas during the Term of this Financing
Agreement for the payments as required for SCRP to fully perform each and every financial and
contractual obligation as set forth on Exhibits"A", `B", "C" and "D" as to the Redevelopment
Plans for the Project Areas. The Agency shall be responsible for compliance with all
requirements imposed by the Redevelopment Plans and for the timely payment of funds and the
reporting of such uses pursuant to the CRL, and SCRP shall be responsible for all compliance
with respect to the public works requirements as imposed pursuant to California law with regard
to the Redevelopment Related Improvements and the Other SCRP Contractual Obligations.
(b) SCRP shall use and apply the tax increment revenues as pledged pursuant to this
Financing Agreement to undertake, manage, administer and implement all aspects of the
Redevelopment Related Improvements and the Other SCRP Contractual Obligations,specifically
including,but not limited to:
1. the design, construction and implementation of the Redevelopment Related
Improvements as set forth in the 2010-201 Budget of the Agency and the
Downtown Vision Plan for the Theater District of the Agency as indicated on
Exhibit"A";
2. undertaking of the Implementation Plan Public Improvements as set forth on
Exhibit`B";
3. undertaking of the Other SCRP Contractual Obligations as set forth on Exhibit
«C,,.
4. managing and maintaining the Agency Real Property Assets as set forth on
Exhibit"D".
(c) The Agency Real Property Assets shall not be transferred in fee by the Agency to
SCRP except upon the subsequent approval of the Commission. the Council and SCRP as to any
Such subsequent transfer of-R fee title. SCRP shall be responsible for the manaeement and
property maintenance of the Aaencv Real Propertv Assets for such period of time that the
Aeeney Real Propertv Assets continue to be owned in fee title by the Aeencv. as
Agene3 Beal larepei4y—Assets at 5ueh time to be used 6 , crIn 019 c..4i„ of the
The
Cooperative Agreement-1-22-11
4
0
obligation of the Agency to transfer the management and property maintenance for the Agency
Real Property Assets shall be a binding and enforceable contractual obligation upon the Agency
from and after the date of this Financing Agreement,and any failure of the Agency to remit the
necessary tax increment revenues to provide for the payment of such management and property
maintenance expenses for the Agency Real Property Assetsti-ansfer all eF a4iy poi4ie^ 4
A,.,.ne • Real o,.apei4. Assets as required herein shall be an Event of Default pursuant to Section
3.01 hereof.
Section 2.02. Irrevocable Pledge of Tax Increment Revenues. Pursuant to and in
consideration of the assumption of the obligations by SCRP as set forth in Section 2.01 above,
commencing as of the date of this Financing Agreement during the 2010-2011 fiscal year,those
tax increment revenues derived by the Agency from the Redevelopment Plans for the Project
Areas are hereby irrevocably pledged to SCRP pursuant to this Financing Agreement on a basis
subordinate to all presently authorized and issued, and future authorized and issued debt
obligations of the Agency that are sold through municipal underwriting means or debt
obligations with third party commercial lenders,including,but not limited to those amounts that
are in excess of the tax increment revenues budgeted to be expended by the Agency for the
current 2010-2011 fiscal year of the Agency. Such pledge of the tax increment revenues of the
Agency to SCRP shall be irrevocable during the Term of this Financing Agreement. The
maximum dollar amount of the tax increment revenues pledged by the Agency to SCRP pursuant
to this Financing Agreement for the use and pledge of tax increment revenues for debt and other
contractual obligations that are intended to be issued or incurred by SCRP on and after the date
of this Financing Agreement shall not exceed$300,000,000 in the aggregate principal amount.
Section 2.03. Use of Tax Increment Revenues.
(a) Throughout the Term of this Financing Agreement, SCRP hereby agrees that the tax
increment revenues as pledged by the Agency pursuant to Section 2.02 above shall be applied for
the payment and/or repayment of the obligations incurred by SCRP pursuant to Section 2.01
above.
(b) SCRP shall take all steps necessary to utilize the tax increment revenues to pay
principal and interest due on all debt and other contractual obligations of SCRP as specified in
this Financing Agreement. Such payments shall be absolute obligations of SCRP and shall not
be subject to any deduction or offset of any kind whatsoever.
(c) SCRP shall submit an annual proposed budget for each fiscal year to the
Commission and the Mayor and Common Council of the City of San Bernardino(the"Council')
for review and concurrence at least sixty(60) calendar days prior to any final approval of such
annual budget by SCRP. Any budget as thereafter approved by SCRP shall be modified to
include the comments as approved by the Commission and the Council within such budget and
as to such items that cannot be agreed upon betweeiamong the Commission. the Council and
SCRP, those particular items shall be deleted from the budget as may thereafter be approved
SCRP.
Cooperative Agreement-1-22-I1
5
Section 2.04. Use of Excess Tax Increment Revenues. During the Term of this
Financing Agreement and to the extent that there are excess tax increment revenues ("Excess
Tax Increment Revenues") after payment and/or repayment of the various obligations incurred
by SCRP pursuant to Section 2.01 above,such Excess Tax Increment Revenues shall be used by
SCRP for other qualifying public works projects and the improvements within the Project Areas
or transferred to the Agency for use pursuant to the Redevelopment Plans for the Project Areas.
In addition to the rights of the Commission and the Council to approve the annual budgets as
specified in Section 2.03(c)above,the Commission and the Council shall also have the right to
approve (i)the sale of any real property that may hereafter be transferred to SCRP pursuant to
this Financing Agreement, including the price, terms and other conditions to be imposed upon
the sale of any such real property that is intended to be transferred to any third party,whether a
private entity or governmental agency, and (ii) any agreement by and between SCRP and any
project developer or landowner seeking to obtain any form redevelopment assistance or other
form of participation agreement,reimbursement agreement other agreement from SCRP.
ARTICLE III
EVENTS OF DEFAULT;RIGHTS AND REMEDIES
Section 3.01. Each of the following occurrences shall constitute an "Event of Default"
under this Financing Agreement:
(a) Failure to Make Payments When Due. Failure by either party to pay (i) any
amount due on or before the date that such payment is due and payable pursuant to this
Financing Agreement.
(b) Other Defaults. Should SCRP fail duly and punctually to perform or observe any
agreement, covenant or obligation binding on SCRP under this Financing Agreement which
could lead to an Event of Default, such failure shall continue for thirty(30)calendar days after
the earlier of(i)the date as of which SCRP had actual knowledge of such failure, and (ii) the
date on which the Agency gives SCRP notice of such failure.
(c) Breach of Representation or Warranty. Should any representation or warranty
made or deemed made by one party to the other party herein be false or misleading in any
material respect on the date as of which made which could lead to an Event of Default which is
not remedied to the satisfaction of the non-defaulting party within ninety (90) calendar days
following receipt by the defaulting party of written notice of such inaccuracy.
(d) Failure to Assign. Failure of SCRP to comply with the written notice of the
Commission for the assignment of this Financine Agreement to a Joint powers authority as may
be directed by the Commission to SCRP pursuant to Section 1.03 shall be an Event of Default
pursuant to this Section 3.01(e). and the Commission may thereupon terminate this Financing
Agreement immediately upon receipt of such notice of termination by SCRP without cure and
without anv prior notice.
Cooperative Agreement-1-22-11
6
Iel-�Amaendment to SSCRP BvIaws. An%amendments to the adopted Bylaws of SCRP Formatted: underline
that amend. change or otherwise modifv the form of said Bylaws as were in existence as of the Formatted:Underline
date of this Financing Agreement without the prior written approval of the Commission as
-- - --
required by Section 1.04 shall be an Event of Default pursuant to this Financing Agreement.
Upon the occurrence of any such Event of Default pursuant to this Section 3.01(d)for failure of
SCRP to comply with Section 1.04, the Commission may thereupon terminate this Financing
Agreement immediately upon receipt of such notice of termination by SCRP without cure and
without any prior notice.
(f)lailur @to Maintai cTax-Exempt Status._ Any failure of SCRP to maintain the Formatted:Underline
current tax-exempt status of SCRP as a 501(c)(3) non-profit corporation as required by Section
1.05 shall be Event of Default under this Section 3.01(f). Upon the occurrence of any such
Event of Default pursuant to this Section 3.01(8 for failure of SCRP to comply with Section
1.05. the Commission may thereupon terminate this Financing Agreement immediately upon
receipt of such notice of termination by SCRP without cure and without any prior notice.
Section 3.02. Rights and Remedies.
(a) Acceleration,Etc. Upon the occurrence of any Event of Default by the Agency to
remit the tax increment revenues to SCRP, the unpaid principal amount of any and all tax
increment revenues payable pursuant to this Financing Agreement shall automatically become
immediately due and payable for each fiscal year in which such Event of Default shall have
occurred. After the expiration of all cure periods by the Agency,thereafter SCRP may exercise
any or all rights and remedies under this Financing Agreement or otherwise pursuant to
applicable law.
(b) Waiver of Demand. Demand,presentment,protest and notice of nonpayment are
hereby waived by SCRP. SCRP also waives, to the extent permitted by law, the benefit of all
valuation,appraisal and exemption laws.
(c) Parties to Institute Proceedings. Upon a default by either party, the non-
defaulting party may institute any proceeding at law or in equity to enforce the obligations of the
other party under this Financing Agreement and/or any covenants and obligations of the other
party contained in this Financing Agreement.
(d) Waivers.Amendments and Remedies. No delay or omission of the either party to
exercise any right under this Financing Agreement shall impair such right or be construed to be a
waiver of any Event of Default or an acquiescence therein,and any single or partial exercise of
any such right shall not preclude other or further exercise thereof or the exercise of any other
right,and no waiver,amendment or other variation of the terms,conditions or provisions of this
Financing Agreement whatsoever shall be valid unless in a writing signed by the other party,and
then only to the extent in such writing specifically set forth. All remedies contained in this
Financing Agreement or by law afforded shall be cumulative and all shall be available to the
parties Lender until the obligations have been paid in full and this Financing Agreement has been
terminated or until the expiration of the Term of this Financing Agreement.
Cooperative Agreement-1-22-11
7
ARTICLE IV
MISCELLANEOUS
Section 4.01. Amendment. The provisions of this Financing Agreement may be
amended only upon the written approval of the parties hereto which approval shall be granted at
the absolute and sole discretion of each party.
Section 4.02. Beneficiaries of Financing Agreement. To the extent applicable, the
parties identified in the Redevelopment Related Improvements and the Other SCRP Contractual
Obligations are expressly recognized as a third party beneficiary hereto. Nothing in this
Financing Agreement, expressed or implied, is intended to give to any person, other than SCRP
and the Agency, as parties hereto, and those parties identified in the Redevelopment Related
Improvements and the Other SCRP Contractual Obligations,all as third party beneficiary hereof,
any right, remedy or claim under or by reason of this Financing Agreement. Any covenants,
stipulations,promises or agreements in this Financing Agreement contained by and on behalf of
SCRP and the Agency or any member, officer or employee thereof shall be for the sole and
exclusive benefit of SCRP and the Agency as parties hereto and the parties identified in the
Redevelopment Related Improvements and the Other SCRP Contractual Obligations as third
party beneficiary hereof.
Section 4.03. No Personal Liability. No member,officer or employee of SCRP or the
Agency shall be individually or personally liable for the payment of any amounts of the tax
increment revenues as pledged to SCRP by the Agency pursuant to this Financing Agreement;
but nothing herein contained shall relieve any member, officer or employee of SCRP and the
Agency from the performance of any official duty provided by law.
Section 4.04. Partial Invalidity. If any one or more of the agreements or covenants or
portions thereof provided in this Financing Agreement to be performed on the part of SCRP or
the Agency should be contrary to law, then such agreement or agreements, such covenant or
covenants, or such portions thereof, shall be null and void and shall be deemed separable from
the remaining agreements and covenants or portions thereof.
Section 4.05. Notices and Delivery. Any consent, notice or other communication
herein required or permitted to be given shall be in writing and may be personally served,
telecopied or sent by courier service or United States mail and shall be deemed to have been
given when delivered in person or by courier service, upon receipt of a telecopy(or on the next
business day if such telecopy is received on a non-business day or after 5:00 p.m.(at the office of
the recipient)on a business day)or four(4)business days after deposit in the United States mail
(registered or certified, with postage prepaid and properly addressed). Any party delivering a
communication by telecopy shall also send a copy thereof by one of the other means provided in
this Section 4.05. For the purposes hereof the addresses of the parties hereto (until notice of a
change thereof is delivered as provided in this Section 4.05) shall be as set forth in the official
business addresses of each party as of the date of this Financing Agreement and at such other
address as may be designated by such party in a written notice to all of the other party.
Section 4.06. Survival of Warranties and Agreements. All agreements,
representations,warranties and indemnities made or given herein shall survive the execution and
Cooperative Agreement-1-22-11
8
delivery of this Financing Agreement and the making, repayment and fulfillment of the
obligations of the parties as incurred in this Financing Agreement.
Section 4.07. Severability. In case any provision in or obligation under this Financing
Agreement shall be invalid, illegal or unenforceable in any jurisdiction,the validity, legality and
enforceability of the remaining provisions or obligations, or of such provision or obligation in
any other jurisdiction,shall not in any way be affected or impaired thereby.
Section 4.08. Headings. Section headings in this Financing Agreement are included
herein for convenience of reference only and shall not constitute a part of this Financing
Agreement for any other purpose or be given any substantive effect.
Section 4.09. Governing Law;Waiver. This Financing Agreement shall be
governed by, and shall be construed and enforce in accordance with, the laws of the State of
California.
Section 4.10. Successors and Assigns. This Financing Agreement shall be binding
upon the parties hereto and their respective successors and assigns. The terms and provisions of
this Financing Agreement shall inure to the benefit of any assignee or transferee of the tax
increment revenues or any portion thereof, and in the event of any permitted such transfer or
assignment, the rights and privileges herein conferred upon the applicable party shall
automatically extend to and be vested in such transferee or assignee,all subject to the terms and
conditions hereof.
Section 4.11. Performance of Obligations. SCRP agrees that the Agency may, but
shall have no obligation to,make any payment or perform any act required of SCRP under any of
the obligations as incurred by SCRP pursuant to this Financing Agreement or take any other
action which the Agency in its discretion deems necessary or desirable to protect or preserve the
pledge of the tax increment revenues pursuant to this Financing Agreement.
Section 4.12. Construction. The parties acknowledge that each party has reviewed and
revised this Financing Agreement and that the normal rule of construction to the effect that any
ambiguities are to be resolved against the drafting party shall not be employed in the
interpretation of this Financing Agreement or any amendments or exhibits hereto.
Section 4.13. Entire Agreement. This Financing Agreement embodies the entire
agreement between the parties and supersedes all prior agreements, written and oral, relating to
the subject matter hereof.
Section 4.14. Execution in Several Counterparts. This Financing Agreement may be
executed in any number of counterparts and each of such counterparts shall for all purposes be
deemed to be an original;and all such counterparts,or as many of them as SCRP and the Agency
shall preserve undestroyed,shall together constitute but one and the same instrument.
Cooperative Agreement-1-22-11
9
IN WITNESS WHEREOF, the Redevelopment Agency of the City of San Bernardino
and the Sustainable Communities Reinvestment Partnership, Inc., a California non-profit
corporation, have caused this Cooperative Financing Agreement to be signed in their name by
their respective Executive Directors all as of the date and year first above written.
Agency
Redevelopment Agency of the City of San
Bernardino
By:
Interim Executive Director
ATTEST:
By:
Clerk of the Board
APPROVED AS TO FORM:
By:
Agency Counsel
SCRP
Sustainable Communities Reinvestment
Partnership,Inc.,a California non-profit corporation
By:
President
ATTEST:
By:
Secretary
Cooperative Agreement-1-22-11
I0
Exhibit"A"
Programs,Projects and Activities
Cooperative Agreement-1-22-11
Exhibit`B"
Implementation Plan Public Improvements
Cooperative Agreement-1-22-11
12
Exhibit"C"
Other SCRP Contractual Obligations
Cooperative Agreement-1-22-11
13
Exhibit"D"
Manaeement and Maintenance for
Agency Real Property Assets
Cooperative Agreement-1-22-11
14
BYLAWS WITH ORIGINAL
CHANGES FROM NON-PROFIT
PRIVATE BOARD TO QUASI
PUBLIC BOARD
j3YLAWS— — — — - Field Code Changed
OF THE
SUSTAINABLE COMMUNITIES REINVESTMENT PARTNERSHIP,INC.
a California Nonprofit Public Benefit Corporation
History of Actions Taken
Related to Bylaws Date
Bylaws Adopted September 4,2009
Amendment January 20 2011
4847-0251-9556.1
BYLAWS OF THE
SUSTAINABLE COMMUNITIES REINVESTMENT PARTNERSHIP,INC.
TABLE OF CONTENTS
Page
ARTICLE NAME AND CORPORATE OFFICES..................................................................11-2
1.1 NAME..............................................................................................................1-I2
1.2 PRINCIPAL OFFICE......................................................................................14-2
1.3 OTHER OFFICES...........................................................................................142
1.4 PURPOSES......................................................................................................14-2
ARTICLE1I DIRECTORS.............................................................................................................2
2.1 GENERAL POWERS..........................................................................................2
2.2 SPECIFIC POWERS.......................................................................................332
2.3 NUMBER OF DIRECTORS...........................................................................442
2.4 RESTRICTIONS ON INTERESTED PERSONS AS DIRECTORS.............442
2.5 ELECTION AND TERM OF OFFICE OF DIRECTORS..............................442
2.6 RESIGNATION AND VACANCIES.............................................................532
2.7 PLACE OF MEETINGS;MEETINGS BY TELEPHONE.............................532
2.8 REGULAR MEETINGS.................................................................................532
2.9 SPECIAL MEETINGS,NOTICE...................................................................662
2.10 QUORUM........................................................................................................662
2.11 WAIVER OF NOTICE....................................................................................662
2.12 ADJOURNMENT............................................................................................772
2.13 NOTICE OF ADJOURNED MEETING.........................................................772
2.14 ACTION BY WRITTEN CONSENT WITHOUT A MEETING...................772
2.15 FEES AND COMPENSATION OF DIRECTORS AND
REIMBURSEMENT.......................................................................................772
4847-0251-9556.1
11
ARTICLEIII COMMITTEES....................................................................................................7-72
3.1 COMMITTEES OF DIRECTORS..................................................................772
.2 MEETINGS AND ACTION OF COMMITTEES..........................................882
ARTICLEIV OFFICERS...........................................................................................................992
4.1 OFFICERS.......................................................................................................992
4.2 ELECTION OR APPOINTMENT OF OFFICERS........................................992
4.3 SUBORDINATE OFFICERS..........................................................................992
4.4 REMOVAL AND RESIGNATION OF OFFICERS......................................992
4.5 VACANCIES IN OFFICES............................................................................992
4.6 CHAIRMAN OF THE BOARD..................................................................10-182
4.7 PRESIDENT................................................................................................10-192
4.8 VICE PRESIDENT......................................................................................10-1-92
4.9 SECRETARY..............................................................................................104-A2
4.10 TREASURERCHIEF FiNnNGIA n rIr o 114-12
4.11 DEPOSIT AND DISBURSEMENT............................................................114-12
4.12 BOND..........................................................................................................11442
ARTICLE V INDEMNIFICATION OF DIRECTORS OFFICERS EMPLOYEES
ANDOTHER AGENTS..............................................................................................11 142
5.1 INDEMNIFICATION..................................................................................1 144-2
5.2 APPROVAL OF INDEMNITY...................................................................12-1-22
.3 PAYMENT OF EXPENSES IN ADVANCE..............................................124-22
5.4 INSURANCE INDEMNIFICATION..........................................................12422
.5 AMENDMENT,REPEAL OR MODIFICATION......................................124-22
ARTICLE VI RECORDS AND REPORTS...........................................................................12-122
.1 RECORDS:INSPECTION BY DIRECTORS............................................124-22
6.2 ANNUAL REPORT....................................................................................13432
4847-0251-9556.1
111
t
6.3 ANNUAL STATEMENT............................................................................13432
6.4 REPORTS TO SECRETARY OF STATE..................................................14442
ARTICLE VII GENERAL MATTERS..................................................................................14442
.1 CHECKS;DRAFTS;EVIDENCES OF INDEBTEDNESS.......................14442
7.2 CORPORATE CONTRACTS AND INSTRUMENTS•
HOWEXECUTED......................................................................................14442
7.3 CONSTRUCTION;DEFINITIONS............................................................15-432
ARTICLE VIII AMENDMENTS..........................................................................................15432
AMENDMENT BY DIRECTORS..............................................................................15-432
8.2 RECORD OF AMENDMENTS..................................................................15-432
ARTICLE IX INTERPRETATION.......................................................................................15-1-32
9.1 AMENDMENTS TO LAW.........................................................................15-4-52
4847-0251-9556.1
1V
BYLAWS
OF THE
SUSTAINABLE COMMUNITIES REINVESTMENT PARTNERSHIP,INC.
ARTICLE I
NAME AND CORPORATE OFFICES
1.1 NAME
The name of this corporation is the SUSTAINABLE COMMUNITIES
REINVESTMENT PARTNERSHIP,INC.(the"Corporation").
1.2 PRINCIPAL OFFICE
The principal office for the transaction of the activities and affairs of the Corporation(the
"Principal Office") shall be 201 North "E" Street, Third Floor, San Bernardino, California
92401. The Board may change the Principal Office from one location to another. Any change of
location of the Principal Office shall be noted by the Secretary on these Bylaws opposite this
section or this section may be amended to state the new location.
1.3 OTHER OFFICES
The Board may at any time establish branch or subordinate offices at any place or places
where the Corporation is qualified to conduct its activities.
1.4 PURPOSES
A. This corporation is a nonprofit public benefit corporation and is not organized for
the private gain of any person. It is organized for public purposes within the meaning of the
Nonprofit Public Benefit Corporation Law (codified at California Corporations Code Sections
5110 et sue.), as amended from time to time, and is organized and operated exclusively for
charitable purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code of
1986, as amended, or the corresponding provisions of any subsequent federal tax laws (the
"Code").
B. This Corporation is formed for the purpose of lessening governmental burdens by
providing assistance to the Redevelopment Agency of the City of San Bernardino (the
"Agency") in its efforts to promote the green development and redevelopment within o°o
of San Bernar'n*,-and to implement other financines and projects that may be requested by the
Agency to be undertaken by the Corporation within the municipal boundaries of the City of San
Bernardino but only to the extent that such purposes constitutes exclusively charitable, scientific
and educational purposes within the meaning of Sections 501(c)(3), 170(c)(2)(B),2055(a)(2)and
2522(a)(2)of the Code.
4847-0251-9556.1 1
C. In its exercise of the above purpose, the Corporation shall have the following
powers,subject to those limitations set forth in these Bylaws:
(1) To enter into,perform and carry out contracts of any kind necessary to,or
in connection with, or incidental to, the accomplishment of the purposes of the
Corporation;
(2) To borrow money and to issue evidences of indebtedness and to secure the
same in furtherance of any or all of the purposes of the Corporation;
(3) To receive and maintain a fund or funds,real or personal property,or both,
and, subject to the restrictions and limitations hereinafter set forth,to use and apply the
whole or any part of the income therefrom and the principal thereof exclusively for
charitable, religious, scientific, literary or educational purposes either directly or by
contributions to organizations that qualify as exempt organizations under Section
501(c)(3)of the Code and its Regulations as they now exist or as they may hereafter be
amended;and
(4) The Corporation shall have the power to do and perform all things
whatsoever set out in this Article I and necessary or incidental to the accomplishment of
said purposes;
provided, however, that notwithstanding any provisions of these Bylaws, the Corporation shall
not conduct or carry on any activities not permitted to be conducted or carried on by an
organization exempt from federal taxation under Section 501(c)(3) of the Code or by an
organization,contributions to which are deductible under Section 170(c)(2)of the Code.
ARTICLE II
DIRECTORS
2.1 GENERAL POWERS
Subject to the provisions of the California Nonprofit Public Benefit Corporation Law and
any other applicable laws and to any limitations in the Articles of Incorporation and these
Bylaws, the business and affairs of the Corporation shall be managed and all corporate powers
shall be exercised by or under direction of the Board of Directors(the`Board"). The Board may
delegate the management of the day-to-day operation of the business of the Corporation to a
management company or other person provided that the business and affairs of the Corporation
shall be managed and all corporate powers shall be exercised under the ultimate direction of the
Board.
4847-0251-9556.1 2
2.2 SPECIFIC POWERS
Without prejudice to the general powers set forth in Section 2.1 of these Bylaws, but
subject to the same limitations,the directors of the Corporation shall have the power to:
(a) Appoint and remove at the pleasure of the Board, all of the Corporation's
officers, agents and employees; prescribe powers and duties for them that are consistent
with the law,with the Articles of Incorporation and with these Bylaws.
(b) Change the Principal Office or principal place of business office in
California from one location to another; cause the Corporation to be qualified to conduct
its activities in any other state,territory,dependency or country and conduct its activities
within or outside California.
(c) Assume obligations, enter into contracts, borrow money and incur
indebtedness on behalf of the Corporation and cause to be executed and delivered for the
corporate purposes, in the corporate name,promissory notes,bonds,debentures,deeds of
trust,mortgages,pledges,hypothecation,and other evidences of debt and securities.
(d) Acquire, mortgage, encumber, hold title to, pledge, sell, release, or
otherwise dispose of real or personal property and interests therein when and upon such
terms as the Board determines to be in the best interest of the Corporation.
(e) Facilitate any merger, consolidation, liquidation, plan of exchange,
acquisition of stock,or the reorganization or transfer of a substantial portion of the assets
of the Corporation.
(f) Amend the Articles of Incorporation or these Bylaws.
(g) Adopt operating and capital budgets and authorize expenditures outside of
such budgets.
(h) Approve and amend the Corporation's business and strategic plans.
(i) Create corporate subsidiaries and/or establish corporate joint ventures.
0) Acquire shares of or any interest in any corporation or other legal entity or
business enterprise, or create any partnership or other legal entity which the Corporation
is or will be a partner,shareholder or member of similar participant.
(k) Change or reorganize the Corporation into any other legal form.
(1) Establish or participate in any noncorporate joint venture.
Exercise of any or all of the above powers by thL.Board is subject to its limitation to enter
into any action that would adversely affect the tax-exempt status of the Corporation.
4847-0251-9556.1 3
2.3 NUMBER OF DIRECTORS
The authorized number of directors of the Corporation shall be not less than twe (2) ne
more than fifteen (15)seven 7 . Four (4) directors shall be residents of the City of San
Bernardino selected in the manner set forth in Section 2.5 and three (3) directors shall be
comprised of three(3)members of the Community Development Commission of the City of San
Bernardino or anv successor board or agency provided however that the initial appointment of
the four (4) public directors shall be appointed upon the resignation of the immediately prior
directors who have served as directors to approve the amendments to these Bylaws until such
time as a process is determined by the Board either with or without terms of office for such
directors.The authorized numbef of direeter-S shall be initially fixed at fear-(4) until ehan�ged by
t to these Byl
No reduction of the authorized number of directors shall have the effect of removing any
director before that director's term of office expires.
2.4 CONFLICTS OF INTEREST, OTHER APPLICABLE CALIFORNIA
LAWSRkSTRICTIONS ON PiTE ESTER PERSONS AS DIRECTORS
The disclosure by directors of all conflicts of interest shall be consistent with those- — Formatted:Keep with next,Keep lines
requirements applicable to municipal corporations pursuant to California law. All provisions of together
California law with respect to municipal corporations and the conduct of business and the
activities of elected and appointed officials serving on the governing bodies of governmental
agencies shall be applicable to the Corporation and the Board including but not limited to the
Ralph M. Brown Act of the State of California (the"Brown Act") (Government Code Section
54950, et seq.). the Public Records Act (Government Code Section et seg.). the Political
Reform Act (Government Code Section 87000. et sea) the conflict of interest provisions of
Government Code Section 1090 et seq the prevailing wage requirements for public works
projects (Labor Code Section 1770 et sea )
eempensated b), the GerpaFatien for sem-iees reRdeFed to it within the pr-evieus twelve (12)
menths whetheF a full time a—Part time empleyee, ind@pefideat th
-exoluding afiy compensation paid to a diFeeter as Elir-eeter; and (b) an),bretheF, sister, aReester,
e e
law of stieh persoR. However, an),vielatiefi of the previsiens of this paragraph shall nat affeet
the validity at:enfereeability of any transaetien entered intE)by the Gerperatiefi.
2.5 ELECTION AND TERM OF OFFICE OF DIRECTORS
At eaeh annual meeting ef the Board, the directers, ether 4han the seat held by the
the annu ' nwefi g. Each elected-director, including a director selected by the Board to fill
a vacancy, shall hold office until the expiration of the term for which elected and until a
successor has been elected and qualified,except in the case of the death,resignation,or reme,al
of such a director. Any director not elected at an annual meeting may be elected at a special
4847-0251-9556.1 4
meeting held for that purpose or by written ballot. Any director elected as provided in the
foregoing sentence shall hold office until the next annual meeting or until a successor has been
elected and qualified.
2.6 RESIGNATION AND VACANCIES
Any director may resign effective upon giving oral or written notice to the Chairman of
the Board,the President, the Secretary or the Board, unless the notice specifies a later time for
the effectiveness of such resignation. If the resignation of a director is effective at a future time,
the Board may elect a successor to take office pursuant to Section 2.5 when the resignation
becomes effective. Except on notice to the Attorney General of the State of California, no
director may resign if the Corporation would be left without a duly elected director or directors.
VVacancies on the Board may thereafter be filled by a majority of the remaining
directors, or if the number of directors then in office is less than a quorum by (i) unanimous
written consent of the directors then in office, (ii) the affirmative vote of a majority of the
directors then in office at a meeting held pursuant to notice or waivers of notice, or(iii) a sole
remaining director. Each director so elected shall hold office until the next annual meeting of the
Board and until a successor has been elected and qualified,or until his or her death,resignation
or removal.
A vacancy or vacancies in the Board shall be deemed to exist(i)in the event of the death,
resignation or removal of any director,(ii)if the Board by resolution declares vacant the office of
a director who has been declared of unsound mind by an order of court or convicted of a felony
or(iii)if the authorized number of directors is increased.
2.7 PLACE OF MEETINGS:N499 :NGS BY TELEPHONE..,ocr-n-rQ
Regular meetings of the Board may be held at any place within or Outside he City of San
Bernardinothe Sta* of California-which has been designated from time to time by resolution of
the Board. In the absence of such a designation, regular meetings shall be held at the Principal
Office of the Corporation. Special meetings of the Board may be held at any place within of
outside the Star &f-Ce f ...,:..the Citv of San Bernardino which has been designated in the notice
of the meeting or, if not stated in the notice or if there is no notice, at the pPrincipal emotive
oOffice of the Corporation.
Members of the Board may r r b b
l
meeting
at 6h eti«
2.8 CONDUCT OFgE'r� T�A°MEETINGS
All Rregular and special meetings of the Board may be held without ne fi shall be held
and conducted, and with notice provided, all as required pursuant to the Brown Act andi€the
time and place of such regular meetings a'eshall be fixed by the Board. The City Attorney shall
4847-0251-9556.1 5
be entitled to attend all such meetings at which members of the Mayor and Common Council are
in attendance as directors of the Corporation
SPECIAL n411-14495 NOTICE
2.9 0.�...,. _.�.o�:-„�r��f RESERVED 1
eight o the
Natiee of the time aiid place of speeial Meetings shall he deliveFed pet:soHally or by
telephane to eaeh difeeter or sent by first elass mail,t0leffaffl, eharges prepaid, o!-by telecepief-I
Gei-pej-atiaH. if the notice is mailed, it shall be deposited in the United States Faail at leas! f;�
(4)days befere the time of the holding of the meeting. if the netiee is delivei-ed pet:san Aly-of-by
telephone er by teleeepier of telegram, it shall be delivei-ed pei-seiia!15 or- by telephefle or by
giving holding of the iiieeting. Any i”
the natiee
the purpose rte,. meeting.
2.10 QUORUM
A majority of the authorized number of directors shall constitute a quorum for the
transaction of business,except to adjourn as provided in Section 2.12 of these Bylaws. Every act
or decision done or made by a majority of the directors present at a meeting duly held at which a
quorum is present is the act of the Board, subject to the provisions of the California Nonprofit
Public Benefit Corporation Law, the Articles of Incorporation and other applicable law,
including without limitation,those provisions relating to(i)approval of contracts or transactions
in which a director has a direct or indirect material financial interest; (ii) approval of certain
transactions between corporations having common directorships;;(iii)creation and appointment
of committees; a*d-(iv) indemnification of directors_and (v) the Political Reform Act: and NO
the Brown Act.
A meeting at which a quorum is initially present may not continue to transact business
and may only adiourn the meeting to a subsequent date and time b
of direetaFs, if an), actioa taken is appi-eved by at least a iii*rity of the Fequired quorum 1�af
2.11 WAIVER OF NOTICE
Notice of a meeting need not be given to any director who signs a waiver of notice or a
consent to holding the meeting
m e«s:or who attends the meeting without protesting the lack of notice to such director prior to
the meeting or at its commencement. All such waivers, consents, and approvals shall be filed
4847-0251-9556.1 6
with the corporate records or made a part of the minutes of the meeting. ° .,aive_of fie flee need
2.12 ADJOURNMENT
A majority of the directors present,whether or not a quorum is present,may adjourn any
meeting to another time and place,and in the event no directors are then present the Secretary of
the Corporation or a duly authorized representative may adjourn the meeting. from time to time
until a quorum is present in conformity with the Brown Act.
2.13 NOTICE OF ADJOURNED REGULAR MEETING
If a regular meeting is adjourned for Fflei-e than twenty feur (24) hours, notice of any
adjournment to another time and place shall be given as soon as practicable after the
adjournment has been determined. , to the directors
who were not present at the time of the adjournment.
2.14 NO ACTION BY WRITTEN CONSENT 4',14:14O T n n rcc rrNr-
NoAny action required or permitted to be taken by the Board may be taken without the
conduct of an officially noticed and dulv conduced meeting of the Board., :� " MembeF5
b
2.15 i RESERVED Irccc nwrP GOMPEN9,6 IOC;Or nrorc-rnnc O;p
RFAM Br RSEMENT
reii:Hburseflient of expenses as ma� be fixed or deteFffliHed by feselution ef the Beard. This
b the G
agent,ether eapaeity as an effieeF,
• — Formatted:Indent:First line: 0.5"
ARTICLE III
COMMITTEES
3.1 COMMITTEES OF DIRECTORS
The Board may, by resolution adopted by a majority of the authorized number of
directors, designate one or more committees, each consisting of two (2) or more directors, to
serve at the pleasure of the Board. The Board may designate one or more directors as alternate
members of any committee, who may replace any absent member at any meeting of the
4847-0251-9556.1 7
committee. The appointment of members or alternate members of a committee requires the vote
of a majority of the authorized number of directors. Any such committee shall have authority to
act in the manner and to the extent provided in the resolution of the Board and may have all of
the authority of the Board,except with respect to:
(a) The filing of vacancies on the Board or in any committee.
(b) The fixing of compensation of the directors for serving on the Board or on
any committee.
(c) The amendment or repeal of these Bylaws or the adoption of new Bylaws.
(d) The amendment or repeal of any resolution of the Board which by its
express terms is not so amendable or repealable.
(e) The expending of corporate funds to support a nominee for director after
more people have been nominated for director than can be elected;
(f) The creation of any other committees of the Board or the appointment of
members thereof.
(g) The approval of any contract or transaction to which the Corporation is a
party and in which one or more of its directors has a material financial interest,except as
special approval is provided for in Section 5233(d)(3) of the California Corporations
Code.
3.2 MEETINGS AND ACTION OF COMMITTEES
Meetings and actions of committees shall be governed by, and held and taken in
accordance with, the provisions of the Brown Act and Article Il of these Bylaws, Section 2.7
(place of meetings), Section 2.8 (regular meetings), Section 2.9 (special meetings and notice),
Section 2.10(quorum), Section 2.11 (waiver of notice),Section 2.12(adjournment),Section 2.13
(notice of adjourned meetings), and Section 2.14 (no action b without a
meeting), with such changes in the context of those Bylaws as are necessary to substitute the
committee and its members for the Board and its members; provided, however,that the time of
regular meetings of committees may be determined either by resolution of the Board or by
resolution of the committee, that special meetings of committees may also be called by
resolution of the Board, and that notice of special meetings of committees shall also be given to
all alternate members, who shall have the right to attend all meetings of the committee. The
Board may adopt rules for the government of any committee not inconsistent with the provisions
of these Bylaws.
4847-0251-9556.1 8
ARTICLE IV
OFFICERS
4.1 OFFICERS
The officers of the Corporation shall be a President, Vice-President. Secretary and C--hie
r:.,..,,eial 04ieefTreasurer. The r,,...,,,Fation „ also have, at the diser-etion the 13eaFd—, a
Chairman of the Bear-d, ene ot:meFe Viee Presidents, Ofle OF mef:e Assistant SeeFetwies, ene a
Hiere Assistant 4:FeaSUreFS Or SUeh ether E)ff4ee--- as ma-, in aceefdance with t�e
provisions of Seet`efi 4.3 of these Bylaws. Any number of offices may be held by the same
person except that neither the Secretary nor the Chief Fc...,.,eial OAk-, Treasurer may serve
concurrently as eit-hefPresident
4.2 ELECTION OR APPOINTMENT OF OFFICERS
The officers of the Corporation, except such officers as may be appointed in accordance
with the provisions of Section 4.3 or Section 4.5 of these Bylaws,shall be chosen by the Board
and shall serve at the pleasure of the Board, subject to the rights, if any,of an officer under any
contract of employment.
4.3 SUBORDINATE OFFICERS
The Board may appoint, or may empower the Chairman of the Board or the President to
appoint, such other officers as the business of the Corporation may require, each of whom shall
hold office for such period,have such authority,and perform such duties as are provided in these
Bylaws or as the Board may from time to time determine.
4.4 REMOVAL AND RESIGNATION OF OFFICERS
Subjeet to the rights, , All officers
serve at the pleasure of the Board and any officer may be removed,either with or without cause,
by the Board at any regular or special meeting of the Board or, except in the case of an officer
chosen by the Board,by any officer upon whom such power of removal may be conferred by the
Board.
Any officer may resign at any time by giving written notice to the Corporation. Any
resignation shall take effect at the date of the receipt of that notice or at any later time specified
in that notice; and, unless otherwise specified in that notice, the acceptance of the resignation
shall not be necessary to make it effective. Any resignation is without prejudice to the rights,if
any,of the Corporation under any contract to which the officer is a party.
4.5 VACANCIES IN OFFICES
4847-0251-9556.1 9
A vacancy in any office because of death, resignation, removal, disqualification or any
other cause shall be filled in the manner prescribed in these Bylaws for regular appointments to
that office.
-- 4.6 1 RESERVED IC- 4R:A;'nn 4C nnnnn
assigned to time he
President, then the Ghait:man of the BE)aFd shall also be the eliffief e�jeGtAiN,e E)JAGeF Of 14e
C-E)fP0Fa68fl afid Shall haVe the pekNeFS and duties pFeseFibed in Section 4.7 of iliese Bylaws.
4.7 PRESIDENT
Subjeet to stieh stiperviser�- pewefs, if any, a-, fflay be given by the BeaFd to the
Ghakman ef'" Boafd, if there be " an eAk-ef-,41he President shall be the Chief Executive
Officer of the Corporation and shall, subject to the control of the Board, have general
supervision, direction, and control of the business and the officers of the Corporation. The
President shall preside, ifi the absene- of a Chairman 4 the Boa at all
meetings of the Board. The President shall have the general powers and duties of management
usually vested in the office of President of a corporation, and shall have such other powers and
duties as may be prescribed by the Board or these Bylaws.
4.8 VICE PRESIDENT
In the absence or disability of the President, the Vice President, if any, shall perform all
the duties of the President and when so acting shall have all the powers of,and be subject to all
the restrictions upon, the President. The Vice Presidents shall have such other powers and
perform such other duties as from time to time may be prescribed for them respectively by the
Board,these Bylaws,the President or the Chairman of the Board.
4.9 SECRETARY
The Secretary,or Assistant Secretary if such officer is so appointed, shall keep or cause
to be kept,at the Principal Office of the Corporation or such other place as the Board may direct,
a book of minutes of all meetings and actions of directors and committees of directors. The
minutes shall show the time and place of each meeting, whether regular or special (and, if
special, how authorized and the notice given),the names of those present at directors' meetings
or committee meetings,and the proceedings thereof.
The Secretary or Assistant Secretary shall give, or cause to be given, notice of all
meetings of the Board required to be given by law or by these Bylaws. The Secretary or
Assistant Secretary shall keep the seal of the Corporation,if one be adopted,in safe custody and
shall have such other powers and perform such other duties as may be prescribed by the Board or
by these Bylaws.
4847-0251-9556.1 10
4.10 C-14! r_ F-D4 n*rte,6 T.tL OFF'�RTREASURER
The Chief Fi.,....eial ^foe Treasurer shall keep and maintain, or cause to be kept and
maintained, adequate and correct books and records of accounts of the properties and business
transactions of the Corporation, including accounts of its assets, liabilities, receipts,
disbursements,gains,losses,capital and retained earnings. The TreasurerChief Fi fla,eial Office!-
shall send or cause to be given to the directors such financial statements and reports as are
required to be given by law,by these Bylaws,or by the Board. The books of account shall at all
reasonable times be open to inspection by any director.
The TreasurerChief FiRaneial Offieer shall deposit all money and other valuables in the
name and to the credit of the Corporation with such depositaries as may be designated by the
Board. The TreasurerChief Firianeial Offieer shall disburse the funds of the Corporation as may
be ordered by the Board,shall render to the President and directors,whenever they request it,an
account of all of his or her transactions as Chief Finaneial Offe .Treasurer and of the financial
condition of the Corporation, and shall have such other powers and perform such other duties as
may be prescribed by the Board or these Bylaws.
4.11 DEPOSIT AND DISBURSEMENT
The TreasurerChief F7......eial Off.,.e_shall deposit, or cause to be deposited, all money
and other valuables in the name and to the credit of the Corporation with such depositories as the
Board may designate,shall disburse the Corporation's funds as the Board may order,shall render
to the President and directors, when requested, an account of all transactions as Treasurer'
Fi...,..cial Office-° and of the financial condition of the Corporation, and shall have such other
powers and perform such other duties as the Board or the Bylaws may prescribe.
4.12 BOND
If required by the Board,the TreasurerChief Fl...,.eial Offi shall give the Corporation
a bond in the amount and with the surety or sureties specified by the Board for faithful
performance of the duties of the office and for restoration to the Corporation of all of its books,
papers,vouchers,money,and other property of every kind in the possession or under the control
of the TreasurerChief FinaR ial OfFee on his or her death, resignation, retirement or removal
from office.
ARTICLE V
INDEMNIFICATION OF DIRECTORS.OFFICERS EMPLOYEES
AND OTHER AGENTS
5.1 INDEMNIFICATION
To the fullest extent permitted by law, this Corporation shall indemnify its directors,
officers, employees and other persons described in Section 5238(a) of the California
4847-0251-9556.1 11
Corporations Code, including persons formerly occupying any such positions, against all
expenses,judgments, fines, settlements and other amounts actually and reasonably incurred by
them in connection with any"proceeding,"as that term is used in that section of the California
Corporations Code and including an action by or in the right of the Corporation,by reason of the
fact that such person is or was a person described by that Section. "Expenses," as used in this
Bylaw,shall have the same meaning as in Section 5238(a)of the California Corporations Code.
5.2 APPROVAL OF INDEMNITY
On written request to the Board by any person seeking indemnification, the Board shall
promptly determine under Section 5238(e) of the California Corporations Code whether the
standard of conduct set forth in Sections 5238(b)and(c)have been met and,if it has,the Board
shall authorize indemnification.
5.3 PAYMENT OF EXPENSES IN ADVANCE
To the fullest extent permitted by law and except as otherwise determined by the Board,
expenses and attorneys' fees incurred by any persons described in Section 5.1 in defending any
civil or criminal action or proceeding for which indemnification is required pursuant to
Section 5.1,or if otherwise authorized by the Board,shall be paid by the Corporation in advance
of the final disposition of such action or proceeding upon receipt of an undertaking by or on
behalf of the indemnified party to repay such amount if it shall ultimately be determined that the
indemnified party is not entitled to be indemnified for those expenses.
5.4 INSURANCE INDEMNIFICATION
The Corporation shall have the power to purchase and maintain insurance on behalf of
any person who is or was a director, officer, employee or agent of the Corporation against any
liability asserted against or incurred by such person in such capacity or arising out of that
person's status as such.
5.5 AMENDMENT,REPEAL OR MODIFICATION
Any amendment, repeal or modification of any provision of this Article V shall not
adversely affect any right or protection of a director or agent of the Corporation existing at the
time of such amendment,repeal or modification.
ARTICLE VI
RECORDS AND REPORTS
6.1 RECORDS;INSPECTION BY DIRECTORS
The Corporation shall keep adequate and correct books of records of account and written
minutes of the proceedings of its Board and committees of the Board. Every director shall have
the absolute right at any reasonable time to inspect and copy all books,records, and documents
4847-0251-9556.1 12
z
of every kind and to inspect the physical properties of the Corporation. Such inspection by a
director may be made in person or by an agent or attorney and the right of inspection includes the
right to copy and make extracts.
6.2 ANNUAL"L�� AUDIT
The Board shall furnish to the directors and make available for public inspection and
distribution not later than one hundred twenty (120) days after the close of the Corporation's
fiscal year an annual Fepoijuditi conducted bN an independent firm of certified public
accountants. The tepertaudit shall contain the following information, in appropriate detail, for
the fiscal year:
(a) The assets and liabilities, including trust funds, of the Corporation as of
the end of the fiscal year.
(b) The principal changes in assets and liabilities,including trust funds,during
the fiscal year.
(c) The revenue and receipts of the Corporation, both unrestricted and
restricted to particular purposes,for the fiscal year.
(d) The expenses and disbursements of the Corporation, for both general and
restricted purposes,during the fiscal year.
(e) (e) Any information required by Section 6.3 of these Bylaws. • — Formatted:Bullets and Numbering
` — Formatted:Indent:Left: 1"
(e)Anv other information required by generally accepted accounting principles- — Formatted:Indent:Left: 0.5',First line:
and governmental accounting requirements. 0.5 No bullets or numbering
The annual repeA udit shall be accompanied by any report on it of independent certified
uo blic accountants or making recommendations and reviews of management and other
procedures of'the Corporation. if there is eh r-epeFt,� by the eel4ifieate F authorized
Offieer—cam the Corporation that such statements were prepaFed withaut audit &em the
annual Fepai4 Riust be ftirnished annually to all directors mid to any member whe requests it in
wFitil b
6.3 ANNUAL STATEMENT
As part of the annual auditfepett to be furnished to the directors and to the public
pursuant to Section 6.2 of these Bylaws, the Board shall furnish to the directors an annual
statement of any transaction or indemnification of the following kinds:
4847-0251-9556.1 13
t
(a) Any transaction (i) in which the Corporation, its parent, or its subsidiary
was a party,(ii)in which an"interested person"had a direct or indirect material interest,
and (iii) which involved more than Fifty Thousand Dollars ($50,000), or was one of a
number of transactions with the same interested person involving,in the aggregate,more
than Fifty Thousand Dollars ($50,000). For the purposes of this section, an "interested
person"is any director or officer of the Corporation or its parent or subsidiary; however,
a mere common directorship shall not be considered a material financial interest.
(b) Any indemnifications or advances aggregating more than Ten Thousand
Dollars($10,000)paid during the fiscal year to any officer or director of the Corporation
pursuant to Article V of these Bylaws unless such indemnification was previously
approved by the directors under Section 5238(e)(1)of the California Corporations Code.
6.4 REPORTS TO SECRETARY OF STATE
The Board shall cause to be filed with the Secretary of State an annual statement
containing the following information:
(a) The names and addresses of its President,Secretary and TreasurerChie€
r.inaiieial Offieer.
(b) The street address of its Principal Office.
(c) A designation of an agent for service of process.
The statement shall be filed on the form prescribed by the Secretary of State.
ARTICLE VII
GENERAL MATTERS
7.1 CHECKS;DRAFTS;EVIDENCES OF INDEBTEDNESS
From time to time,the Board shall determine by resolution which person or persons may
sign or endorse all checks,drafts,other orders for payment of money,notes or other evidences of
indebtedness that are issued in the name of,or payable to,the Corporation,and only the persons
so authorized shall sign or endorse those instruments.
7.2 CORPORATE CONTRACTS AND INSTRUMENTS, EXECUTED
The Board, except as otherwise provided in these Bylaws, may authorize any officer or
officers, or agent or agents, to enter into any contract or execute any instrument in the name of
and on behalf of the Corporation; such authority may be general or confined to specific
instances. Unless so authorized or ratified by the Board or within the agency power of an
officer,no officer, agent or employee shall have any power or authority to bind he Corporation
4847-0251-95561 14
by any contract or engagement or to pledge its credit or to render it liable for any purpose or for
any amount.
7.3 CONSTRUCTION;DEFINITIONS
Unless the context requires otherwise, the general provisions, rules of construction and
definitions in the California Nonprofit Public Benefit Corporation Law shall govern the
construction of these Bylaws. Without limiting the generality of this provision, the singular
number includes the plural, the plural number includes the singular, and the term "person"
includes both a corporation and a natural person.
ARTICLE VIII
AMENDMENTS
8.1 AMENDMENT BY DIRECTORS
Subiect to compliance with the provisions of Sections 2.4 and 2.8 Tthe Board may adopt,
amend or repeal these Bylaws except that the Board may not extend the term of a director
beyond that for which the director was designated.
I 8.2 RECORD OF AMENDMENTS
Whenever an amendment or new Bylaw is adopted, it shall be copied in the book of
minutes with the original Bylaws. If any Bylaw is repealed, the fact of repeal, with the date of
the meeting at which the repeal was enacted or written consent was filed, shall be stated in said
book.
ARTICLE IX
INTERPRETATION
9.1 AMENDMENTS TO LAW
Reference in these Bylaws to any provision of the California Corporations Code,
specifically the Nonprofit Public Benefit Corporation Law, shall be deemed to include all
amendments thereof.
4847-0251-9556.1 15
CERTIFICATE OF ADOPTION OF BYLAWS
OF THE
SUSTAINABLE COMMUNITIES REINVESTMENT PARTNERSHIP,INC.
I,the undersigned,do hereby certify:
1. That I am the duly elected and President of the SUSTAINABLE
COMMUNITIES REINVESTMENT PARTNERSHIP, INC., a California nonprofit public
benefit corporation.
2. That the foregoing Bylaws constitute the Bylaws of said corporation as
adeptamended by the Board of Directors of said corporation on SepteFak+-4.ianuary 20,201199.
IN WITNESS WHEREOF, I have hereunto subscribed my name this 420th day of
SeptembffJanuary,201199.
President
4847-0251-9556.1 16
ALTERNATIVE METHOD FOR
SELECTION OF DIRECTORS TO
NON-PROFIT BOARD
2.3 NUMBER OF DIRECTORS
The authorized number of directors of the Corporation shall be seven (7). Four (4)
directors shall be residents of the City of San Bernardino selected elected in the manner set forth
in Section 2.5(a) and three (3) directors shall be members of the
Community Development Commission of the City of San Bernardino,or any successor board or
agency, elected in the manner set forth in Section 2.5(b— ,
r ♦ f the F /A\ ubl: di ..te ..hall be appointed the .,t: e f tl,•,
rr � � • •
immediately prier difeeters whe have served as direeters te approve the amendments to �
Bylaws ___til such time as a• o is determined by the R., Fd either with rritheat ierfn ••F er-
No reduction of the authorized number of directors shall have the effect of removing any
director before that director's term of office expires.
2.4 CONFLICTS OF INTEREST;OTHER APPLICABLE CALIFORNIA LAWS
The disclosure by directors of all conflicts of interest shall be consistent with those requirements
applicable to municipal corporations pursuant to California law. All provisions of California law
with respect to municipal corporations and the conduct of business and the activities of elected
and appointed officials serving on the governing bodies of governmental agencies shall be
applicable to the Corporation and the Board, including,but not limited to,the Ralph M. Brown
Act of the State of California (the"Brown Act")(Government Code Section 54950,et seq.),the
Public Records Act (Government Code Section et seq.), the Political Reform Act
(Government Code Section 87000, et seq.), the conflict of interest provisions of Government
Code Section 1090, et seq.,the prevailing wage requirements for public works projects(Labor
Code Section 1770,et seq.).
2.5 ELECTION AND TERM OF OFFICE OF DIRECTORS
a. Directors Elected by the Citizen Advisory Board. The Citizen Advisory Board,as, — Formatted:Indent:First line: 0.5",outline
set forth in Section 2.15,shall elect four(4)persons to serve as directors. Said directors shall be numbered+Level:4+Numbering Style:a,b,
c,...+Start at:1+Alignment:Left+Aligned
residents of the City of San Bernardino.but shall not be members of the Citizen Advisory Board. at: a'+Indent at: 0"
In electing said directors, the Citizen Advisory Board shall establish a process that solicits
applications from residents and gives appropriate consideration to a candidate's qualifications,
experience and/or expertise in areas or fields related to economic development. Said directors
shall hold office until the expiration of the term for which elected and until a successor has been
elected and qualified,except in the case of the death,resignation,or removal of such a director
•— Formatted:Indent:Left: 0.5"
b. Directors Elected by the Community Development Commission. The Community, — Formatted:Indent:First line: 0.5",Outline
Development Commission of the City of San Bernardino.or any successor board or agency,shall numbered+Level:4+Numbering Style:a,b,
elect three (3) of its members to serve as directors. Said directors shall hold office until the c,"'+Start at:1+Alignment:Left+Aligned
at: 0"+Indent at: 0"
expiration of the term for which elected and until a successor has been elected and qualified, --
except in the case of the death,resignation.or removal of such a director.
Eaeh ,1:reet,.. ineluding a ,1:reeter ...leeted by the Beafd to FI1 a vaeaney, shall held- — Formatted
4547-0251-9556.1 4
2.15 CITIZEN ADVISORY BOARD
There shall be a nine (9) member board of advisors ("Citizen Advisory Board")
who shall meet at least annually to review and provide advice to the Board reeardine the
Corporation, and to elect directors to the Board as set forth in Section 2.5(a). Members of the
Citizen Advisory Board'shall be residents of the City of San Bernardino. The initial members of
the Citizen Advisory Board shall be selected by Mayor and Common Council of the City of San
Bernardino,two(2)by the Mayor and one(1)by each member of the Common Council. At the
first meeting of the Citizen Advisory Board, a lottery shall be held to designate an initial one-
vear term for five (5) members and an initial two-year term for four (4) members. After the
expiration of initial terms or upon a vacancy. all new members shall be elected by the Citizen
Advisory Board for a term of(2) years, and each member of the Citizen Advisory Board shall
hold office until the expiration of the term for which elected and until a successor has been
elected and qualified, except in the case of the death, resienation, or removal of such member.
All requirements of Section 2.4 shall be applicable to activities of the Citizen Advisory Board
and its members.
ARTICLE III
COMMITTEES
3.1 COMMITTEES OF DIRECTORS
The Board may, by resolution adopted by a majority of the authorized number of
directors, designate one or more committees, each consisting of two (2) or more directors, to
serve at the pleasure of the Board. The Board may designate one or more directors as alternate
members of any committee, who may replace any absent member at any meeting of the
committee. The appointment of members or alternate members of a committee requires the vote
of a majority of the authorized number of directors. Any such committee shall have authority to
act in the manner and to the extent provided in the resolution of the Board and may have all of
the authority of the Board,except with respect to:
(a) The filing of vacancies on the Board or in any committee.
(b) The fixing of compensation of the directors for serving on the Board or on
any committee.
(c) The amendment or repeal of these Bylaws or the adoption of new Bylaws.
(d) The amendment or repeal of any resolution of the Board which by its
express terms is not so amendable or repealable.
(e) The expending of corporate funds to support a nominee for director after
more people have been nominated for director than can be elected;
4547-0251-9556.1 7
COMMON COUNCIL OFFICE
FFICE
Weeks Ch
From: Nancy Cisneros [ncisneros @cacities.org]
Sent: Monday, January 24, 2011 4:12 PM
Subject: For Your Information - New Report: County by County Breakdown of Job Losses if
Redevelopment is Eliminated
Attachments: 01-24-11 County-by-County Distribution of Loss of 300K jobs statewide.pdf
Inland Empire and Desert Mountain Members
For your information:
This Job's loss Press Release was sent out today.
Stop the State's Redevelopment Proposal/Protect Local Jobs and the
Economy
For Immediate Release:January 24,2011
Contact: Kathy Fairbanks,(916)443-0872
New Report Shows Future Estimated Annual Job Losses in Every County and
Every Agency of California If State Abolishes Redevelopment
Statewide, more than 304,000 jobs will be lost every year, as future projects fail to materialize,
devastating every single region of the state with massive job losses.
Sacramento, CA— Today, the California Redevelopment Association issued the findings of a new report which
shows the future annual job-losses in every county and every redevelopment agency area of the state if
redevelopment is abolished in California. Statewide, abolishing redevelopment would mean the elimination of
new future redevelopment projects and spending, which will result in the loss of more than 304,000 jobs, $40
billion in economic activity, and more than $2 billion in state and local tax revenues each and every year. Every
single region of the state will be negatively impacted. Among the hardest-hit regions include:
• LOS ANGELES COUNTY: 74,868 jobs lost per year
• SAN BERNARDINO COUNTY: 33,596 jobs lost per year Entered Into Rec. at MCC/CDC Mtg: i/2H
• RIVERSIDE COUNTY: 28,679 jobs lost per year by: ,„,,
• SAN DIEGO COUNTY: 25,105 jobs lost per year Agenda Item No:
• ORANGE COUNTY: 24,766 jobs lost per year ----��-
• by.
SANTA CLARA COUNTY: 21,406 jobs lost per year
• CONTRA COSTA COUNTY: 12,050 jobs lost per year City ClerVICDC Secretary
• ALAMEDA COUNTY: 17,268 jobs lost per year City of San Bernardino
These figures are based on economic modeling using an IMPLAN model (see below),which estimates the direct and
indirect job-creation activities of redevelopment activities based on total tax increment by agency.These figures include
permanent and temporaryjobs in any given year, included full-time and part-time jobs. If the State abolishes
redevelopment, no future projects will move forward, eliminating these jobs and economic activity.
1
The proposal to abolish redevelopment represents more of the same misguided and unconstitutional State budget
raids of local government funds that voters have repeatedly sought to end. It will bring little financial benefit to the
State, but will permanently destroy hundreds of thousands of jobs and billions in local economic activity in every region
throughout the state,"said John Shirey, Executive Director of the California Redevelopment Association. "Particularly in
this recession, it makes absolutely no sense to permanently kill a source of 300,000 annual jobs and more than $40
billion in economic activity to achieve minimal, short-term budget relief."
The 300,000 job loss estimate is based on a study by Time Structures, Inc. (http://www.timestructures.com), The Impact
of Fiscal 2006-07 Community Redevelopment Agency Activities on the California Economy, prepared for the California
Redevelopment Association using a survey of agency construction activity and IMPLAN. Slightly fewer jobs are estimated
than reported in the study due to reduced total revenues.The agency distribution of the 300,000 jobs assumes that the
mix of redevelopment projects was the same in 2008-09 is the same as in 2006-07.
Nancy Cisneros
Regional Public Affairs Manager
League of California Cities
Inland Empire & Desert Mountain Divisions
31759 Ave. E # 111, Yucaipa Ca. 92399
Cell: 909 230-3940
To restore and protect local control for cities through education and advocacy in order to
enhance the quality of life for all Californians....
2
COMMON P"CIL OFFICE
SHOP THE RATES REDUROPMEN PROPOSAL 11 JAN 2 4 P' 4: -2
PROTECT LOCAL JOBS AND THE ECONOMY
www.ProtectOurLocaIEconomy.com
County-by-County Losses of 300,000 Jobs if
Redevelopment is Abolished
Prepared by Timestructures, Inc.,for the California Redevelopment Association*
As part of the 2011-12 budget proposal, the Governor has proposed abolishing redevelopment
agencies in California. This proposal will destroy more than 300,000 jobs throughout California* by
eliminating local agencies'ability to negotiate and build redevelopment projects. The following
shows the job losses by county and by agency throughout the state:
Estimated Jobs
Lost Due to
Elimination of
County Name Entity Name Redevelopment
Alameda Redevelopment Agency of the City of Oakland 7,621
Alameda Emeryville Redevelopment Agency 2,082
Alameda Redevelopment Agency of the City of Fremont 1,840
Alameda Community Redevelopment Agency of the City of Union City 1,413
Alameda Redevelopment Agency of the City of San Leandro 1,108
Alameda Alameda County Redevelopment Agency 1,131
Alameda Community Improvement Commission of the City of Alameda 910
Alameda Redevelopment Agency of the City of Hayward 730
Alameda City of Livermore Redevelopment Agency 304
Alameda Berkeley Redevelopment Agency 102
Alameda Albany Community Reinvestment Agency 25
Alameda Newark Redevelopment Agency 1
ALAMEDA COUNTY TOTAL 17,268
Butte Chico Redevelopment Agency 1,662
Butte Oroville Redevelopment Agency 283
Butte Gridley Redevelopment Agency 38
Butte Paradise Redevelopment Agency 25
BUTTE COUNTY TOTAL 2,007
Contra Costa Redevelopment Agency of the City of Pittsburg 2,593
Contra Costa Richmond Redevelopment Agency 1,919
Contra Costa Contra Costa County Redevelopment Agency 1,074
Contra Costa Redevelopment Agency of the City of Concord 1,194
Contra Costa Redevelopment Agency of the City of San Pablo 832
Contra Costa Hercules Redevelopment Agency 747
Contra Costa San Ramon Redevelopment Agency 490
Contra Costa Pinole Redevelopment Agency 597
Contra Costa Antioch Development Agency 494
Contra Costa Brentwood Redevelopment Agency 416
Contra Costa City of El Cerrito Redevelopment Agency 318
Contra Costa City of Clayton Redevelopment Agency 315
Contra Costa Pleasant Hill Redevelopment Agency 316
Contra Costa Oakley Redevelopment Agency 221
Contra Costa City of Walnut Creek Redevelopment Agency 249
Contra Costa Lafayette Redevelopment Agency 128
Contra Costa Danville Community Development Agency 146
CONTRA COSTA COUNTY TOTAL 12,050
Del Norte Crescent City Redevelopment Agency 55
DEL NORTE COUNTY TOTAL 55
El Dorado Redevelopment Agency of the City of South Lake Tahoe 469
EL DORADO COUNTY TOTAL 469
Fresno Redevelopment Agency of the City of Fresno 1,351
Fresno Clovis Community Development Agency 280
Fresno Coalinga Redevelopment Agency 291
Fresno Reedley Redevelopment Agency 109
Fresno Sanger Redevelopment Agency 109
Fresno Redevelopment Agency of the City of Firebaugh 93
Fresno Parlier Redevelopment Agency 111
Fresno Fowler Redevelopment Agency 79
Fresno Selma Redevelopment Agency 63
Fresno Orange Cove Redevelopment Agency 71
Fresno Mendota Redevelopment Agency 71
Fresno San Joaquin Redevelopment Agency 30
Fresno Kerman Redevelopment Agency 25
Fresno Kingsburg Redevelopment Agency 38
Fresno Huron Redevelopment Agency 43
Fresno Fresno County Redevelopment Agency -
FRESNO COUNTY TOTAL 2,765
Glenn Willows Community Redevelopment Agency -
GLENN COUNTY TOTAL -
Humboldt Eureka Redevelopment Agency 324
Humboldt Arcata Community Development Agency 177
Humboldt Fortuna Redevelopment Agency 77
HUMBOLDT COUNTY TOTAL 578
Imperial Redevelopment Agency of the City of El Centro 410
Imperial Community Redevelopment Agency of the City of Calexico 340
Imperial I Imperial Redevelopment Agency 160
Imperial Brawley Community Redevelopment Agency 127
Imperial Holtville Redevelopment Agency 46
Imperial Calipatria Redevelopment Agency 32
Imperial City of Westmorland Redevelopment Agency 14
IMPERIAL COUNTY TOTAL 1,130
Kern Bakersfield Redevelopment Agency 580
Kern Ridgecrest Redevelopment Agency 375
Kern California City Redevelopment Agency 370
Kern Community Redevelopment Agency of the City of Delano 172
Kern Shafter Community Development Agency 188
Kern Wasco Redevelopment Agency 86
Kern Redevelopment Agency of the City of Tehachapi 87
Kern Arvin Redevelopment Agency 51
Kern Taft Redevelopment Agency 37
Kern McFarland Redevelopment Agency 7
KERN COUNTY TOTAL 1,952
Kings Lemoore Redevelopment Agency 416
Kings Redevelopment Agency of the City of Hanford 124
Kings Redevelopment Agency of the City of Corcoran 64
Kings Redevelopment Agency of the City of Avenal 75
Kings Kings County Redevelopment Agency 7
KINGS COUNTY TOTAL 686
Lake Clearlake Redevelopment Agency 168
Lake Lake County Redevelopment Agency 138
Lake Lakeport Redevelopment Agency 52
LAKE COUNTY TOTAL 358
Lassen Lassen County Redevelopment Agency -
Lassen Susanville Redevelopment Agency _
LASSEN COUNTY TOTAL -
Los Angeles Community Redevelopment Agency of the City of Los Angeles 14,923
Los Angeles Redevelopment Agency of the City of Long Beach 5,703
Los Angeles Industry Urban-Development Agency 5,503
Los Angeles Lancaster Redevelopment Agency 1,798
Los Angeles Redevelopment Agency of the City of Santa Monica 3,716
Los Angeles Burbank Redevelopment Agency 3,222
Los Angeles Palmdale Redevelopment Agency 1,473
Los Angeles Culver City Redevelopment Agency 2,258
Los Angeles Glendale Redevelopment Agency 1,905
Los Angeles Cerritos Redevelopment Agency 2,144
Los Angeles Carson Redevelopment Agency 2,039
Los Angeles Redevelopment Agency of the City of Santa Fe Springs 1,793
Los Angeles Redevelopment Agency of the City of Pomona 1,326
Los Angeles Pasadena Community Development Commission 1,985
Los Angeles City of Compton Community Redevelopment Agency 1,867
Los Angeles Walnut Improvement Agency 274
Los Angeles Inglewood Redevelopment Agency 1,208
Los Angeles Commerce Community Development Commission 1,171
Los Angeles West Covina Redevelopment Agency 1,094
Los Angeles Irwindale Community Redevelopment Agency 917
Los Angeles Montebello Community Redevelopment Agency 1,145
Los Angeles City of Vernon Redevelopment Agency 679
Los Angeles La Mirada Redevelopment Agency 758
Los Angeles Alhambra Redevelopment Agency 819
Los Angeles Community Development Commission of the City of Huntington Park 748
Los Angeles Signal Hill Redevelopment Project Area 865
Los Angeles Hawthorne Community Redevelopment Agency 755
Los Angeles Paramount Redevelopment Agency 775
Los Angeles La Verne Redevelopment Agency 244
Los Angeles Community Redevelopment Agency of the City of Monterey Park 398
Los Angeles Redevelopment Agency of the City of South Gate 473
Los Angeles Whittier Redevelopment Agency 553
Los Angeles Norwalk Redevelopment Agency 314
Los Angeles Redevelopment Agency of the City of Torrance 388
Los Angeles Covina Redevelopment Agency 552
Los Angeles Lakewood Redevelopment Agency 478
Los Angeles Monrovia Redevelopment Agency 414
Los Angeles Baldwin Park Redevelopment Agency 376
Los Angeles Redevelopment Agency of the City of Duarte 413
Los Angeles Pico Rivera Redevelopment Agency 188
Los Angeles City of Azusa Redevelopment Agency 357
Los Angeles West Hollywood Redevelopment Agency 410
Los Angeles San Dimas Redevelopment Agency 288
Los Angeles Rosemead Community Development Commission 387
Los Angeles Glendora Community Redevelopment Agency 435
Los Angeles Hawaiian Gardens Redevelopment Agency 466
Los Angeles El Monte Redevelopment Agency 343
Los Angeles City of San Fernando Redevelopment Agency 363
Los Angeles South El Monte Redevelopment Agency 278
Los Angeles Lynwood Redevelopment Agency 418
Los Angeles Avalon Community Improvement Agency 190
Los Angeles Agoura Hills Redevelopment Agency 124
Los Angeles Lawndale Redevelopment Agency 294
Los Angeles Downey Community Development Commission 246
Los Angeles Arcadia Redevelopment Agency 279
Los Angeles Redondo Beach Redevelopment Agency 185
Los Angeles Community Development Commission of Los Angeles County 248
Los Angeles Bell Community Redevelopment Agency 233
Los Angeles Maywood Redevelopment Agency 231
Los Angeles Santa Clarita Redevelopment Agency 201
Los Angeles Claremont Redevelopment Agency 229
Los Angeles Bell Gardens Redevelopment Agency 239
Los Angeles Cudahy Redevelopment Agency 179
Los Angeles Bellflower Redevelopment Agency 104
Los Angeles Artesia Redevelopment Agency 108
Los Angeles lCommunity Redevelopment Agency of the City of Sierra Madre 93
Los Angeles ISan Gabriel Redevelopment Agency 80
Los Angeles Rancho Palos Verdes Redevelopment Agency 64
Los Angeles Temple City Community Redevelopment Agency 64
Los Angeles La Puente Redevelopment Agency 40
Los Angeles South Pasadena Community Redevelopment Agency 41
LOS ANGELES COUNTY TOTAL 74,868
Madera Madera Redevelopment Agency 440
Madera Chowchilla Redevelopment Agency 86
MADERA COUNTY TOTAL 526
Marin Redevelopment Agency of the City of Novato 419
Marin San Rafael Redevelopment Agency 169
Marin Marin County Redevelopment Agency 118
Marin Tiburon Redevelopment Agency _
MARIN COUNTY TOTAL 707
Mendocino Ukiah Redevelopment Agency 238
Mendocino Fort Bragg Redevelopment Agency 89
Mendocino Willits Community Development Agency 70
Mendocino Mendocino County Redevelopment Agency 17
MENDOCINO COUNTY TOTAL 414
Merced Redevelopment Agency of the City of Merced 574
Merced Los Banos Redevelopment Agency 248
Merced Atwater Redevelopment Agency 114
Merced Livingston Redevelopment Agency 40
Merced Merced County Redevelopment Agency 7
Merced Dos Palos Redevelopment Agency _
MERCED COUNTY TOTAL 983
Monterey Redevelopment Agency of the City of Seaside 597
Monterey Monterey County Redevelopment Agency 394
Monterey Redevelopment Agency of the City of Monterey 419
Monterey Salinas Redevelopment Agency 363
Monterey Greenfield Redevelopment Agency 171
Monterey Marina Redevelopment Agency 132
Monterey Soledad Redevelopment Agency 155
Monterey Sand City Redevelopment Agency 103
Monterey Redevelopment Agency of the City of King 90
Monterey Gonzales Redevelopment Agency 80
Monterey Redevelopment Agency of the City of Del Rey Oaks _
MONTEREY COUNTY TOTAL 2,504
Napa Napa Community Redevelopment Agency 310
NAPA COUNTY TOTAL 310
Nevada Town of Truckee Redevelopment Agency 116
Nevada Redevelopment Agency of the City of Grass Valley 116
NEVADA COUNTY TOTAL 232
Orange City of Santa Ana Community Redevelopment Agency 3,327
Orange Anaheim Redevelopment Agency 2,891
Orange City of Orange Redevelopment Agency 2,053
Orange Westminster Redevelopment Agency 2,041
Orange Orange County Development Agency 1,901
Orange Garden Grove Agency for Community Development 1,444
Orange Redevelopment Agency of the City of Buena Park 1,530
Orange Brea Redevelopment Agency 1,434
Orange City of Yorba Linda Redevelopment Agency 849
Orange Tustin Community Redevelopment Agency 1,163
Orange Fullerton Redevelopment Agency 1,103
Orange Redevelopment Agency of the City of Huntington Beach 1,034
Orange Stanton Redevelopment Agency 686
Orange Fountain Valley Agency For Community Development 543
Orange Irvine Redevelopment Agency 481
Orange San Juan Capistrano Community Redevelopment Agency 375
Orange Community Development Agency of the City of Mission Viejo 265
Orange Redevelopment Agency of the City of Cypress 297
Orange Lake Forest Redevelopment Agency 247
Orange Costa Mesa Redevelopment Agency 283
Orange La Palma Community Development Commission 204
Orange La Habra Redevelopment Agency 174
Orange San Clemente Redevelopment Agency 136
Orange Seal Beach Redevelopment Agency 165
Orange Placentia Redevelopment Agency 141
ORANGE COUNTY TOTAL 24,766
Placer Redevelopment Agency of Placer County 550
Placer Redevelopment Agency of the City of Roseville 340
Placer Rocklin Redevelopment Agency 314
Placer Lincoln Redevelopment Agency 149
Placer Auburn Redevelopment Agency 47
PLACER COUNTY TOTAL 1,400
Riverside Redevelopment Agency for the County of Riverside 5,453
Riverside City of Palm Desert Redevelopment Agency 3,568
Riverside La Quinta Redevelopment Agency 2,507
Riverside Redevelopment Agency of the City of Riverside 3,306
Riverside Redevelopment Agency of the City of Rancho Mirage 1,401
Riverside Redevelopment Agency of the City of Indian Wells 1,127
Riverside City of Cathedral City Redevelopment Agency 1,464
Riverside Redevelopment Agency of the City of Corona 1,339
Riverside Lake Elsinore Redevelopment Agency 1,047
Riverside Moreno Valley Redevelopment Agency 771
Riverside Redevelopment Agency of Temecula 603
Riverside Community Redevelopment Agency of the City of Palm Springs 795
Riverside Norco Community Redevelopment Agency 599
Riverside Hemet Redevelopment Agency 644
Riverside Redevelopment Agency of the City of Perris 497
Riverside Redevelopment Agency of the City of Indio 633
Riverside City of Desert Hot Springs Redevelopment Agency 574
Riverside Redevelopment Agency of the City of Coachella 469
Riverside Murrieta Redevelopment Agency 470
Riverside March Joint Powers Redevelopment Agency 268
Riverside Redevelopment Agency of the City of San Jacinto 293
Riverside Community Redevelopment Agency of the City of Banning 318
Riverside Blythe Redevelopment Agency 266
Riverside Beaumont Redevelopment Agency 234
Riverside City of Calimesa Redevelopment Agency 33
RIVERSIDE COUNTY TOTAL 28,679
Sacramento Redevelopment Agency of the City of Sacramento 3,695
Sacramento Redevelopment Agency of the County of Sacramento 722
Sacramento Redevelopment Agency of the City of Folsom 499
Sacramento Community Redevelopment Agency of the City of Citrus Heights 162
Sacramento Redevelopment Agency of the City of Galt 191
Sacramento Community Redevelopment Agency of the City of Rancho Cordova 148
Sacramento Isleton Redevelopment Agency 32
SACRAMENTO COUNTY TOTAL 5,451
San Benito Hollister Redevelopment Agency 609
SAN BENITO COUNTY TOTAL 609
San Bernardino Fontana Redevelopment Agency 6,110
San Bernardino Rancho Cucamonga Redevelopment Agency 5,314
San Bernardino Victor Valley Economic Development Authority 2,831
San Bernardino Ontario Redevelopment Agency 3,142
San Bernardino City of San Bernardino Economic Development Agency 2,719
San Bernardino Inland Valley Development Agency 2,536
San Bernardino Hesperia Redevelopment Agency 1,298
San Bernardino Redevelopment Agency of the City of Rialto 1,447
San Bernardino Redevelopment Agency of the City of Chino 1,130
San Bernardino Redevelopment Agency of the County of San Bernardino 893
San Bernardino City of Montclair Redevelopment Agency 663
San Bernardino Redevelopment Agency For the City of Colton 661
San Bernardino Highland Redevelopment Agency 528
San Bernardino Victorville Redevelopment Agency 548
San Bernardino Community Redevelopment Agency of the City of Grand Terrace 452
San Bernardino Upland Community Redevelopment Agency 546
San Bernardino City of Loma Linda Redevelopment Agency 558
San Bernardino Adelanto Redevelopment Agency 389
San Bernardino Apple Valley Redevelopment Agency 364
San Bernardino Redevelopment Agency of the City of Redlands 450
San Bernardino Improvement Agency of the City of Big Bear Lake 393
San Bernardino Redevelopment Agency of the City of Barstow 262
San Bernardino Town of Yucca Valley Redevelopment Agency 125
San Bernardino Twentynine Palms Redevelopment Agency 110
San Bernardino Yucaipa Redevelopment Agency 93
San Bernardino Needles Redevelopment Agency 32
SAN BERNARDINO COUNTY TOTAL 33,596
San Diego Redevelopment Agency of the City of San Diego 11,288
San Diego San Marcos Redevelopment Agency 3,054
San Diego Poway Redevelopment Agency 2,326
San Diego Community Development Commission of the City of Escondido 1,457
San Diego Vista Community Development Commission 959
San Diego El Cajon Redevelopment Agency 850
San Diego Community Development Agency of the City of Coronado 1,047
San Diego Community Development Commission of the City of National City 838
San Diego City of Chula Vista Redevelopment Agency 754
San Diego Oceanside Community Development Commission 678
San Diego Santee Community Development Commission 562
San Diego Imperial Beach Redevelopment Agency 455
San Diego San Diego County Redevelopment Agency 196
San Diego Carlsbad Redevelopment Agency 243
San Diego La Mesa Community Redevelopment Agency 222
San Diego Lemon Grove Redevelopment Agency 133
San Diego Solana Beach Redevelopment Agency 43
SAN DIEGO COUNTY TOTAL 25,105
San Francisco Redevelopment Agency of the City and County of San Francisco 5,580
SAN FRANCISCO COUNTY TOTAL 5,580
San Joaquin Redevelopment Agency of the City of Stockton 1,472
San Joaquin Manteca Redevelopment Agency 1,109
San Joaquin Community Development Agency of the City of Tracy 481
San Joaquin Redevelopment Agency of the City of Ripon 282
SAN JOAQUIN COUNTY TOTAL 3,344
San Luis Obispo El Paso De Robles Redevelopment Agency 229
San Luis Obispo Atascadero Community Redevelopment Agency 224
San Luis Obispo Arroyo Grande Redevelopment Agency 77
San Luis Obispo Pismo Beach Redevelopment Agency 52
San Luis Obispo City of Grover Beach Redevelopment Agency 61
SAN LUIS OBISPO COUNTY TOTAL 643
San Mateo Redevelopment Agency of the City of South San Francisco 2,236
San Mateo The Community Development Agency of the City of Foster City 970
San Mateo City of San Mateo Redevelopment Agency 806
San Mateo Redevelopment Agency of the City of Redwood City 760
San Mateo Community Development Agency of the City of Menlo Park 624
San Mateo Redevelopment Agency of the City of San Bruno 400
San Mateo Belmont Redevelopment Agency 323
San Mateo East Palo Alto Redevelopment Agency 421
San Mateo Daly City Redevelopment Agency 410
San Mateo San Carlos Redevelopment Agency 267
San Mateo Millbrae Redevelopment Agency 243
San Mateo Brisbane Redevelopment Agency 309
San Mateo Pacifica Redevelopment Agency 21
SAN MATEO COUNTY TOTAL 7,790
Santa Barbara Redevelopment Agency of the City of Santa Barbara 1,373
Santa Barbara Santa Barbara County Redevelopment Agency 263
Santa Barbara Goleta Redevelopment Agency 177
Santa Barbara Lompoc Redevelopment Agency 166
Santa Barbara Redevelopment Agency of the City of Santa Maria 83
Santa Barbara Guadalupe Redevelopment Agency 68
7
Santa Barbara Redevelopment Agency of the City of Buellton 45
SANTA BARBARA COUNTY TOTAL 2,173
Santa Clara Redevelopment Agency of the City of San Jose 13,629
Santa Clara Milpitas Redevelopment Agency 2,502
Santa Clara Redevelopment Agency of the City of Santa Clara 2,182
Santa Clara Redevelopment Agency of the City of Morgan Hill 1,435
Santa Clara Redevelopment Agency of the Town of Los Gatos 280
Santa Clara Redevelopment Agency of the City of Sunnyvale 566
Santa Clara Campbell Redevelopment Agency 393
Santa Clara City of Mountain View Revitalization Authority 347
Santa Clara Cupertino Redevelopment Agency 72
SANTA CLARA COUNTY TOTAL 21,406
Santa Cruz Santa Cruz County Redevelopment Agency 1,636
Santa Cruz Redevelopment Agency of the City of Santa Cruz 574
Santa Cruz Redevelopment Agency of the City of Watsonville 499
Santa Cruz Scotts Valley Redevelopment Agency 170
Santa Cruz Redevelopment Agency of the City of Capitola 101
SANTA CRUZ COUNTY TOTAL 2,980
Shasta Redding Redevelopment Agency 925
Shasta City of Shasta Lake Redevelopment Agency 166
Shasta Anderson Redevelopment Agency 64
SHASTA COUNTY TOTAL 1,154
Solano Redevelopment Agency of the City of Vacaville 1,626
Solano Fairfield Redevelopment Agency 1,971
Solano Suisun City Redevelopment Agency 770
Solano Redevelopment Agency of the City of Vallejo 188
Solano Dixon Redevelopment Agency 123
Solano Rio Vista Redevelopment Agency 45
SOLANO COUNTY TOTAL 4,724
Sonoma Petaluma Community Development Commission 828
Sonoma Community Development Agency of the City of Rohnert Park 545
Sonoma Healdsburg Community Redevelopment Agency 425
Sonoma Redevelopment Agency of the City of Santa Rosa 517
Sonoma Sonoma County Community Development Commission 457
Sonoma Sonoma Community Development Agency 328
Sonoma Town of Windsor Redevelopment Agency 230
Sonoma Cotati Redevelopment Agency 78
Sonoma Sebastopol Redevelopment Agency 109
SONOMA COUNTY TOTAL 3,517
Stanislaus Turlock Redevelopment Agency 460
Stanislaus Redevelopment Agency of the County of Stanislaus 391
Stanislaus Ceres Redevelopment Agency 352
Stanislaus Modesto Redevelopment Agency 339
Stanislaus Oakdale Redevelopment Agency 180
Stanislaus Riverbank Redevelopment Agency 66
Stanislaus Stanislaus/Ceres Redevelopment Commission 44
Stanislaus Newman Redevelopment Agency 57
A
3 +
Stanislaus Hughson Redevelopment Agency 38
Stanislaus Waterford Redevelopment Agency 21
Stanislaus Patterson Redevelopment Agency 25
STANISLAUS COUNTY TOTAL 1,972
Sutter Redevelopment Agency of the City of Yuba City 206
SUTTER COUNTY TOTAL 206
Tulare Redevelopment Agency of the City of Visalia 321
Tulare Tulare Redevelopment Agency 320
Tulare Dinuba Redevelopment Agency 328
Tulare Tulare County Redevelopment Agency 275
Tulare Lindsay Redevelopment Agency 95
Tulare Porterville Redevelopment Agency 74
Tulare Farmersville Redevelopment Agency 39
Tulare Exeter Redevelopment Agency 56
Tulare Woodlake Redevelopment Agency 42
TULARE COUNTY TOTAL 1,550
Tuolumne Sonora Redevelopment Agency 65
TUOLUMNE COUNTY TOTAL 65
Ventura Thousand Oaks Redevelopment Agency 997
Ventura Simi Valley Community Development Agency 970
Ventura Oxnard Community Development Commission 981
Ventura Fillmore Redevelopment Agency 401
Ventura Camarillo Community Development Commission 360
Ventura Redevelopment Agency of the City of Moorpark 253
Ventura Port Hueneme Redevelopment Agency 401
Ventura Santa Paula Redevelopment Agency 107
Ventura Redevelopment Agency of the City of San Buenaventura 217
Ventura California State University Channel Island Site Authority(RDA) 118
Ventura Redevelopment Agency of the City of Ojai 113
Ventura Ventura County Redevelopment Agency 35
VENTURA COUNTY TOTAL 4,953
Yolo West Sacramento Redevelopment Agency 1,220
Yolo Davis Redevelopment Agency 515
Yolo Winters Community Development Agency 117
Yolo Woodland Redevelopment Agency 94
YOLO COUNTY TOTAL 1,946
Yuba Marysville Community Development Agency 26
Yuba Yuba County Redevelopment Agency 2
YUBA COUNTY TOTAL 28
`The 300,000 job loss estimate is based on a Time Structures,Inc.study, The Impact of Fiscal 2006-07 Community Redevelopment
Agency Activities on the California Economy,prepared for the California Redevelopment Association using a survey of agency
construction activity and IMPLAN. Slightly fewerjobs are estimated than reported in the study due to reduced total revenues. The
agency distribution of the 300,000 jobs assumes that the mix of redevelopment projects was the same in 2008-09 is the same as in 2006-
07. This does not take into consideration the Great Recession's impact on California's construction industry and possible shifts
Redevelopment Agency priorities.
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1 JAN 24 PM 3: 51
Weeks Ch
From: John Shirey[Ihenegar @calredevelop.org] C
Sent: Monday, January 24, 2011 3:48 PM
To: Council
Subject: STATE CONTROLLER OFFICE TO AUDIT 18 REDEVELOPMENT AGENCIES
Legislative Alert—January 24 2011
STATE CONTROLLER OFFICE TO AUDIT 18 REDEVELOPMENT AGENCIES
CRA received a courtesy call this morning regarding the State Controller John Chiang's call for an
audit of redevelopment agencies. According to the SCO, this is an effort to obtain facts on the use
of redevelopment funds and agency compliance with the laws governing their activities. It comes
in the wake of the administration's budget proposal debate over redevelopment's elimination. For
the SCO's press release, please click here. CRA will update its members as more information
becomes available.
We do know that the SCO will be reviewing a sample of 18 of the 425 redevelopment agencies
from across the State. The "reviews" will look at such items as how the agency defined a project
area as "blighted," the use of its affordable housing funds, and their accuracy and compliancy
regarding pass through payments to schools. The SCO plans to be conducting the audits during
the next 6 to 7 weeks, hoping to complete them by early March.
The 18 agencies chosen for the audit include:
• Redevelopment Agency of the City of San Jose (Santa Clara County)
• Redevelopment Agency for the County of Riverside
• Community Redevelopment Agency of the City of Los Angeles (Los Angeles County)
• Richmond Redevelopment Agency (Contra Costa County)
• Redevelopment Agency of the County of Sacramento
• Redevelopment Agency of the City of Pittsburg (Contra Costa County)
• Redevelopment Agency of the City of Fremont (Alameda County)
• Pasadena Community Development Commission (Los Angeles County)
• Redevelopment Agency of the City of Fresno (Fresno County) o
• City of Palm Desert Redevelopment Agency Riverside County) V _
• Placentia Redevelopment Agency (Orange County)
• Parlier Redevelopment Agency (Fresno County) a
• Hercules Redevelopment Agency (Contra Costa County) a �°
Anderson Redevelopment Agency (Shasta County) ? - c
• Community Redevelopment Agency of the City of Citrus Heights (Sacramento Linty 0 g, _
• Community Redevelopment Agency of the City of Calexico (Imperial County)
• Community Development Agency of the City of Coronado (San Diego County) . : :'-0 v v
• City of Desert Hot Springs Redevelopment Agency (Riverside County)
1