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RESOLUTION (ID # 4140) DOC ID: 4140 E
CITY OF SAN BERNARDINO — REQUEST FOR COUNCIL ACTION
Agreement/Contract Amendment
From: Allen Parker M/CC Meeting Date: 11/16/2015
Prepared by: Allen Parker, (909) 384-
5122
Dept: City Manager Ward(s): All
Subject:
Resolution of the Mayor and Common Council of the City of San Bernardino Acting as
the Successor Agency to the Redevelopment Agency of the City of San Bernardino
Authorizing a $53,000 Purchase Order Increase for Consulting Services from Urban
Futures Inc. with Respect to Winding-Down the Former Redevelopment Agency During
the Period of July through December 2015. (#4140)
Current Business Registration Certificate: Yes
Financial Impact:
There is sufficient funding in the Successor Agency's Fiscal Year 2015-16 operating
budget, account#710-060-0001-5502, under administration on the ROPS 15-16A for
these consulting services.
Motion: Adopt the Resolution.
Synopsis of Previous Council Action:
On August 3, 2015, The M/CC voted 4-3 to approve Resolution 2015-156, which
authorized a $343,000 Purchase Order for Consulting Services from Urban Futures, Inc.
With Respect to Winding-Down the Former Redevelopment Agency During the Period
of July through December 2015.
Recommendation:
It is recommended that the Successor Agency to the Redevelopment Agency of the City
of San Bernardino adopt a Resolution authorizing a $53,000 purchase order
supplement for consulting services from Urban Futures, Inc. With respect to winding-
down the former redevelopment agency during the period of July through December
2015.
Background:
Pursuant to Health and Safety Code (the "HSC") § 34172 (a)(1), the Redevelopment
Agency of the City of San Bernardino was dissolved on February 1, 2012. Consistent
with the provisions of the HSC, on January 9, 2012 the Mayor and Common Council of
the City of San Bernardino elected to serve in the capacity of the Successor Agency to
the Redevelopment Agency of the City of San Bernardino ("Successor Agency").
Updated: 11/10/2015 by Jolena E. Grider E I Packet Pg. 16
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The Successor Agency and Urban Futures, Inc. (The "UFI") previously entered into an
original Agreement for Continuing Disclosure and Consulting Services dated October 1,
2012 (Agreement No. 2012-254). On February 4, 2013, the Successor Agency and UFI
entered into the First Amendment to Agreement for Consulting Services (the "First
Amended Agreement"). Per the First Amended Agreement, UFI is to provide
redevelopment agency wind-down services to Successor Agency on an as needed, on-
call, time and materials basis without a financial cap subject to the financial limitations
specified within purchase orders. An overview of UFI's wind-down services to the
Successor Agency and a select list of high-priority currently provided services is
included within the attached Exhibit "A".
Consistent with the foregoing, on August 3, 2015, the Successor Agency adopted its
Resolution No. 2015-172, which authorized a $343,000 purchase order ("Purchase
Order No 2016-00000627") for which $300,000 was allocated for UFI's services to be
rendered during Recognized Obligation Payment Schedule ("ROPS") 15-16A (i.e., July
through December 2015) and $43,000 was to fund a carry-forward shortfall from ROPS
14-15B. In addition to UFI's services, the Successor Agency previously obtained
specialized program management consulting services from "In-City Consulting" that
were adjunct to the Executive Director's office, for which such services ceased on
September 30. 2015. In part due to end of year work product deadlines mandated by
either the Successor Agency or the California Department of Finance ("DOF") and the
void caused by the cessation of services by In-City Consulting, it was necessary that
UFI accelerate the provision of its services to help meet all of the pending work product
deadlines.
The acceleration of UFI's services is estimated to cause UFI to fully utilize its $300,000
ROPS 15-16A budget by the end of November 2015, thus resulting in an approximately
one-month (i.e., December 2015) funding shortfall. It is estimated that a supplemental
allocation of $53,000 to Purchase Order No 2016-00000627 will ensure an
uninterrupted delivery of services provided by UFI and avoid a funding shortfall
carryforward into ROPS 15-16B. The amount of the supplemental purchase order
allocation will be predominately funded from the Successor Agency's administrative
budget authority unused by In-City Consulting (i.e., $50,000) as well as a modest
amount (i.e., $3,000) of unallocated Successor Agency administrative funds. In order to
ensure the continuation of UFI's redevelopment wind-down services to the Successor
Agency on an uninterrupted basis for the period of ROPS 15-16A (i.e., July through
December 2015), it is recommended that the Successor Agency authorize a $53,000
supplement to Purchase Order No. 2016-00000627.
Fiscal Impact:
UFI's services with respect to winding-down the former redevelopment agency are
currently provided by four (4) skilled professionals that are former Redevelopment
Agency of the City of San Bernardino and City of San Bernardino employees and have
been and will continue to be funded with Redevelopment Property Tax Trust Fund
("RPTTF") revenue, which is a substitute term for what previously was known as tax
Updated: 11/10/2015 by Jolena E. Grider E Packet Pg. 17
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increment revenue, that the Successor Agency receives twice per year (i.e., during
January and June) to finance its enforceable obligations pursuant to its ROPS. The
Successor Agency has received sufficient RPTTF for the period of ROPS 15-16A to
fully fund its administrative services enforceable obligations, inclusive of the
recommended supplemental purchase order allocation with UFI as well as the balance
of the Successor Agency's projected administrative services costs.
City Attorney Review:
Supporting Documents:
Reso - UFI Consulting Services for ROPS 15-16 11-16-15 (DOC)
UFI Exhibit A - Council Mtg. 11-16-15 (DOCX)
11-16-15 UFI Professional Services Actuals through Oct and Proposed Budget through
Dec for ROPS 15-16A v11-4-111-15 (XLSX)
Updated: 11/10/2015 by Jolena E. Grider E Packet Pg. 18
5.C.a
1 RESOLUTION NO. 2015-
2
RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF o
3 SAN BERNARDINO ACTING AS THE SUCCESSOR AGENCY TO THE
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REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AUTHORIZING A o
4 $53,000 PURCHASE ORDER INCREASE FOR CONSULTING SERVICES FROM URBAN
5 FUTURES, INC. WITH RESPECT TO WINDING-DOWN THE FORMER a
REDEVELOPMENT AGENCY DURING THE PERIOD OF JULY THROUGH
6 DECEMBER 2015
7 ai
WHEREAS, pursuant to Health and Safety Code (the "HSC") § 34172 (a)(1), the
8
Redevelopment Agency of the City of San Bernardino was dissolved on February 1, 2012; and o
9
WHEREAS, consistent with the provisions of the HSC, on January 9, 2012 the Mayor and
10 N
Common Council of the City of San Bernardino elected to serve in the capacity of the Successor
11
Agency to the Redevelopment Agency of the City of San Bernardino (the "Successor Agency"); and �-
12
WHEREAS, Successor Agency and Urban Futures, Inc. (the "UFI") previously entered into
13
14 an original Agreement for Continuing Disclosure and Consulting Services dated October 1, 2012
(Agreement No. 2012-254); and to
15 r
WHEREAS, on February 4, 2013, the Successor Agency and UFI entered into the First T_
16
Amendment to Agreement for Consulting Services (the"First Amended Agreement"); and cc
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18 WHEREAS, per the First Amended Agreement, UFI is to provide redevelopment agency a
wind-down services to Successor Agency on an as needed, on-call, time and materials basis without
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20 a financial cap subject to the financial limitations specified within purchase orders; and 0
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WHEREAS, an overview of UFI's wind-down services to the Successor Agency is included ?_
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as a part of the staff report that accompanies this Resolution; and
22
23 WHEREAS, consistent with the foregoing, on August 3, 2015, the Successor Agency c
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adopted its Resolution No. 2015-172, which authorized a $343,000 purchase order("Purchase Order v
24
No 2016-00000627") for which $300,000 was allocated for UFI's services to be rendered during
25 0
Recognized Obligation Payment Schedule ("ROPS") 15-16A (i.e., July through December 2015)
26
and$43,000 was to fund a carry-forward shortfall from ROPS 14-15B; and
27 t
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1 Packet Pg. 19
5.C.a
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WHEREAS, in addition to UFI's.services, the Successor Agency previously obtained c
2 §
specialized program management consulting services from "In-City Consulting" that were adjunct o
3
to the Executive Director's office, for which such services ceased on September 30, 2015; and r
6
4 WHEREAS, in part due to end of year work product deadlines mandated by either the
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Successor Agency or the California Department of Finance ("DOF") and the void caused by the
6
cessation of services by In-City Consulting, it was necessary that UFI accelerate the provision of its E
7 services to help meet all of the pending work product deadlines; and =
8
WHEREAS, the acceleration of UFFs services is estimated to cause UFI to fully utilize its o
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$300,000 ROPS 15-16A budget by the end of November 2015, thus resulting in an approximately d
10
one-month(i.e., December 2015) funding shortfall; and L
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WHEREAS, it is estimated that a supplemental allocation of$53,000 to Purchase Order No
12 2016-00000627 will ensure an uninterrupted delivery of services provided by UFI and avoid a
13
funding shortfall carryforward into ROPS 15-1613; and v°
14 WHEREAS, the amount of the supplemental purchase order allocation will be
15 r
predominately funded from the Successor Agency's administrative budget authority unused by In-
16
City Consulting (i.e., $50,000) as well as a modest amount (i.e., $3,000) of unallocated Successor co
17
Agency administrative funds; and r
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WHEREAS, in order to ensure the continuation of UFI's redevelopment wind-down 0
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services to the Successor Agency on an uninterrupted basis for the period of ROPS 15-16A (i.e.,
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July through December 2015), it is recommended that the Successor Agency authorize a $53,000
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supplement to Purchase Order No. 2016-00000627; and a�
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WHEREAS, UFI's services with respect to winding-down the former redevelopment
23 0
agency are currently provided by four (4) skilled professionals that are former Redevelopment v
24
Agency of the City of San Bernardino and City of San Bernardino employees and have been and
25 will continue to be funded with Redevelopment Property Tax Trust Fund ("RPTTF") revenue,
26
which is a substitute term for what previously was known as tax increment revenue, that the
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27 E
Successor Agency receives twice per year (i.e., during January and June) to finance its enforceable
28 w
obligations pursuant to its ROPS; and Q
2 Packet Pg. 20
5.C.a
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WHEREAS, the Successor Agency has received sufficient RPTTF for the period of ROPS c
2
15-16A to fully fund its administrative services enforceable obligations, inclusive of the o
3
recommended supplemental purchase order allocation with UFI as well as the balance of the r
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Successor Agency's projected administrative services costs; and 1
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WHEREAS, all of the prerequisites with respect to the approval of this Resolution have
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been met. Q
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NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND COMMON w
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COUNCIL ACTING AS THE SUCCESSOR AGENCY TO THE REDEVELOPMENT o
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AGENCY OF THE CITY OF SAN BERNARDINO,AS FOLLOWS:
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Section 1. The foregoing recitals are true and correct and are a substantive part of this P
11
Resolution. ii
12 Section 2. An increase of$53,000 to Purchase Order No 2016-00000627 for consulting
13
services provided by Urban Futures, Inc. with respect to winding-down the former redevelopment
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14 agency during the period of ROPS 15-16A (i.e., July through December 2015) is hereby authorized.
15 Section 3. This Resolution shall take effect upon its adoption and execution in the r
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16 manner as required by the City Charter. r
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5.C.a
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2 RESOLUTION OF THE MAYOR AND COMMON COUNCIL OF THE CITY OF
SAN BERNARDINO ACTING AS THE SUCCESSOR AGENCY TO THE o
3 REDEVELOPMENT AGENCY OF THE CITY OF SAN BERNARDINO AUTHORIZING A
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$53,000 PURCHASE ORDER INCREASE FOR CONSULTING SERVICES FROM URBAN o
4 FUTURES, INC. WITH RESPECT TO WINDING-DOWN THE FORMER Z
5 REDEVELOPMENT AGENCY DURING THE PERIOD OF JULY THROUGH Q
DECEMBER 2015 -�
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I HEREBY CERTIFY that the foregoing Resolution was duly adopted by the Mayor and Common ¢
7 Council of the City of San Bernardino, acting as the Successor Agency to the Redevelopment
8 Agency of the City of San Bernardino, at a regular meeting thereof, held on the 16th day of
November, 2015,by the following vote, to wit:
9
10 Council Members Ayes Nays Abstain Absent m
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11 MARQUEZ r
12 BARRIOS
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13 VALDIVIA D
14 SHORETT r
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15 NICKEL ,r,
JOHNSON
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MULVIHILL
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19 Georgeann Hanna, City Clerk
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The foregoing Resolution is hereby approved this 16h day of November, 2015
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23 R. Carey Davis, Chairman
Successor Agency to the 0
24 Redevelopment Agency of the LL
City of San Bernardino
25 Approved as to Form: y
26 Gary D. Saenz, City Attorney
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By:
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4 Packet Pg.22
EXHIBIT "A"
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OVERVIEW OF UFI'S WIND-DOWN SERVICES o
TO THE SUCCESSOR AGENCY
Service Catellories
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Pursuant to the First Amended Agreement, UFI's consulting services with respect to winding-down -Q
the former redevelopment agency include the seven service categories, as described below:
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1. Policy: Policy development services related to the overall management of the Successor Agency
including,but not limited to planning, strategies, fiscal feasibility, funding/financing strategies,
and/or program development(in conjunction with the City Manager, Mayor's office, City 6
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Attorney's office and special counsels); _
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2. Collaboration: Participating in formal and infonnal planning, strategy and/or project =
management discussions, negotiations and presentations with staff, clients, community officials,
local or state government agencies,and others; a
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3. Reports: Researching, preparing, reviewing evaluating and/or submitting reports, forms,
spreadsheets and any other written documentation that may be required by the Successor Agency,
its Oversight Board, the California Department of Finance ("DOF"), State Controller's Office 0
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("SCO"), County Auditor-Controller ("CAC"), City Manager, the Mayor's office, the City ci
Attorney's office,the Finance Department, special counsels, or other entities; E
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4. Representation: Providing oral presentations that may be required by the Successor Agency,
the Oversight Board, the California Department of Finance, State Controller's Office, County LL
Auditor-Controller or other entities; co
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5. Compliance/Implementation: Perform any compliance and/or implementation related tasks c
and/or services that may be required by the Successor Agency, its Oversight Board, the d
California Department of Finance, State Controller's Office, County Auditor-Controller or other
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entities;
6. Documentation: With respect to the above described services, the listing below is an example
of the types of documents that may be required to wind-down the foriner redevelopment agency: a,
a. Recognized Obligation Payment Schedules ("ROPS");
b. Asset Transfer Review("ATR"); o
c. Housing Asset Transfer("ATR"); v
d. Due Diligence Reviews ("DDR")(Low- and Moderate Income Housing Fund("LMIHF") and Q
Other Funds and Accounts("OFA");
e. Long-Range Property Management Plan("LRPMP"); x
f. Meet and Confer Requests and Meetings; w
g. Finding of Completion;
h. Final and Conclusive Enforceable Obligation Determinations;
i. Insufficient Funds Notifications; and ai
j. Real property disposition procedures; and E
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7. Other: Provide any other related service that staff may request. Q
Packet Pg.23
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Overview of Select High-Priority Services Provided by UFI to the Successor Agency
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ADMINISTRATIVE: o
LMIHF DDR Response to DOF: On June 17, 2015, the Agency submitted a detailed letter and
accompanying documentation regarding DOF's revised determination(dated March 21, 2014) on 3
the LMIHF DDR. The letter and the accompanying documentation provide DOF with the o
explanation and supplemental information supporting a revised LMIHF DDR determination that: c
(1) only $218,594 is available from the LMHIF DDR for distribution to the local taxing entities; C
and (2) the other $3,203,561 referenced in DOF's March 21, 2014 Letter is not available for o
distribution as it has been applied to the performance of validly enforceable LMIHF obligations
of the former-RDA, each of which was created prior to the June 27, 2011 adoption date of the
RDA Dissolution Act. z°
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If Successor Agency is unable to arrive at agreement with DOF for $218,594 or less, then SB E
107 allows Successor Agency to execute a payment plan with DOF for the amount owing.
Payment plan would allow LMIHF properties to be sold, generating revenue into the LMIHF that E
can be used to pay-off the amount owing under the DDR.
_
OFA DDR Payment: Successor Agency needs to pay $1.8 million to County Auditor-
Controller as required by the OFA DDR. Successor Agency financial records (and ROPS Cash o
Balance Sheet) evidence the funds required for payment are available in the Successor Agency's
accounts. This should be reconciled with City Finance Department and the payment needs to be
made at the same time as the LMIHF DDR payment.
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Finding of Completion: Before receiving finding of completion ("FOC"), the Successor
Agency must receive final approval from DOF on the OFA DDR and LMIHF DDR, and make
any required payments to County Auditor-Controller pursuant thereto. If Successor Agency is
unable to arrive at an agreement with DOF for $218,594 or less, SB 107 allows Successor o
Agency to execute a payment plan with DOF for the amount owing. In addition to enabling
DOF to approve the LRMPM, an FOC will also allow the Successor Agency to use unspent 2010
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bond proceeds.
LRPMP: Submitted to DOF on September 15, 2015 for review and approval. Additional
information/documentation requested by DOF for review of the LRPMP was submitted to DOF
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via email on October 2, 2015. DOF approval needed before December 31, 2015 to ensure
Successor Agency can hold property for future development.
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ROPS 15-1613: Continue to work with the assigned DOF Analyst to answer any questions that v
DOF may have about ROPS 15-16B. a
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PROPERTY MAINTENANCE/USE MATTERS:
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Further Refine ROPS Property Maintenance Budget: This will be increasingly o
scrutinized/requested by DOF. For ROPS 15-16A and moving forward, expenses and revenues >,
are being booked by property (which is the detail DOF has requested to support the property
maintenance funding requests in the ROPS). General overhead associated with property 3
maintenance should be allocated based on some percentage. o
Rental Policy: Finalize a rental policy for available properties/spaces. This document would
provide guidance for marketing and filling space at various Successor Agency properties. o
FINANCIAL MATTERS:
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Carousel Mall Unpaid Property Taxes: - When the former-RDA acquired the Carousel Mall
property by foreclosure in 2009, the prior owner had unpaid property taxes during 2009 that -Ea
caused the mall to become tax-defaulted as of June 1, 2010. The five-year window for
redeeming the property from tax-default expired July 1, 2015, and the Carousel Mall is subject to a
the Tax Collector's power of sale starting July 1, 2015. Past due taxes for 2009 has been a,
included in ROPS 15-16B (EO #87) for approval by DOF. A letter was sent to Tax Collector
requesting forbearance on any tax sale prior through the ROPS 15-16B period. Initial N
discussions with Tax Collector staff indicated that earliest a tax sale would occur is likely in io
spring 2016. During initial discussions with Tax Collector staff, they asked if we could confirm
with DOF that the unpaid 2009 property taxes for the Carousel Mall will be recognized as an
enforceable obligation and payment made during the ROPS 15-16B period. We are awaiting 0-
DOF's determination letter for ROPS 15-16B.
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2015 Refunding Tax Allocation Bonds: - DOF approved refinancing plan and structure on 07-
24-15 (SBOB Resolution No 2015-05). Bond counsel and disclosure counsel are working with :3
IRS on process for settling the tax liability issue relating to the 1998AJB bonds (too many c
advance refundings). Bond counsel is working with Shelly Renner in DOF (legal counsel) to
ensure DOF's willingness to approve the final bond deal with unspent Tri-City bond proceeds
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pledged to cover the 1998 tax liability. Tax liability for 1998 bonds amount has also been added
to the ROPS 15-16B as an enforceable obligation (payable from trustee held reserve funds).
DOF currently reviewing ROPS 15-16B. If DOF's initial determination on ROPS15-16B
(expected in early November 2015) does not object to tax liability as an enforceable obligation,
the Bond Team will move quickly to close the bond sale before end of 2015.
Establish a Policy for Use of Unspent Bond Proceeds from 2010 TABs: In anticipation of �0
receiving an FOC, the Successor Agency needs to establish its policy for use of approximately
$8.7 million of the unspent bond proceeds from the 2010 TABs. The commitment of the funds Q
will be placed on ROPS 16-17 AB, which will be considered by the Successor Agency during
January 2016. w
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Grow American Fund: There is approximately $1.2 million on deposit with the "Grow San
Bernardino Fund" (an account within the Grow America Fund administered by the National
Development Corporation). Pursuant to a 1995 agreement between the RDA and NDC, this E
revolving loan fund was established to provide assistance to businesses in San Bernardino. The
original agreement has an expiration date of 2005, when the fund was to be dissolved and q
proceeds returned to the RDA (including funds loaned from NDC). This did not occur and it's
Packet Pg.25
unclear whether the program was extended by subsequent agreement. Follow-up is required with a
the Grow America Fund to discuss options, possibl re-activating the program to provide a new
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revolving loan fund program to help businesses in San Bernardino. It is anticipated that the Fund o
will be handed-off to the Economic Development Division in the City Manager's Office.
Reconciliation of Successor Agency Financial Accounts: This is needed to accurately report 3
the Cash Balance Form on the ROPS, and to ensure the Successor Agency remains cash solvent o
going forward. c
Assistance with Audit Preparation: Assist the Finance Department's effort to reconcile all o
loans (i.e., homebuyer, rehab., federal loans, etc.) made by former-RDA to determine status and
potential need to write-off books. Also includes other financial reconciliation tasks. r
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REAL PROPERTY MATTERS:
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Government Use Properties: Per the LRPMP, assist the Successor Agency and City with
respect to all of the transfer of government use sites before the end of June 2016. This has been Q
an on-going endeavor.
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Future Development Properties: Per the LRPMP, assist the Successor Agency and the City N
with respect to managing the transfer of the future development sites including, but not limited to 0
preparing and processing Compensation Agreements with the taxing entities.
For Sale Properties: Per the LRPMP, assist the Successor Agency in engaging one or more c
qualified real estate brokerage firms to assist the Successor Agency in selling its for sale sites.
This will include, but is not limited to, processing the approval of such sales through the
Oversight Board and DOF.
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Recovery of Real Property from AHS and SBEDC: Assist the Successor Agency with o
recovering certain real property assets from AHS and SBEDC (per the HAT). r
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Transfer of LMIHF Real Property to Successor Housing Agency: Once the real property
identifies in the Amended HAT has been recovered, assist in transferring the eligible parcels to
the Successor Housing Agency.
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Follow-up on Property Tax Cancellation Matter: - During the period when SBEDC held title
to the former RDA properties (March 2011 to November 2014), the County Assessor and Tax
Collector determined these properties were subject to being taxed. Given that SBEDC was o
performing a governmental function on behalf of the City and/or former-RDA, these properties v
should have been exempt. This exempt determination is also required for consistency with Q
determinations involving SBEDC made by the DOF and the State Controller Office (both of
which essentially determined the SBEDC was the "alter ego" of the City). A written request to X
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County ATC for cancellation of past property taxes and removal from the tax rolls was submitted �
during January 2015. The matter remains pending. In addition, once the process for recovering M
real property assets from AHS is completed, a similar process with the ATC will be initiated.
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CONCLUSION:
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The above outline only lists a select group of high-priority activities that UFI is currently o
engaged in. There are a multitude of other activities, many of which are supportive of the above >,
items,that UFI assists the Successor Agency with on an on-going basis.
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