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2005-04-19 HABOAC and APFA MinutesMINUTES OF THE SPECIAL JOINT HOUSING AUTHORITY BOARD OF COMMISSIONERS AND ALAMEDA PUBLIC FINANCING AUTHORITY MEETING TUESDAY- -APRIL 19, 2005- -7:25 P.M.- Chair Johnson convened the Special Meeting at 7:41 p.m. Commissioner/Board Member Gilmore led the Pledge of Allegiance. ROLL CALL - Present: Commissioners/Board Members Daysog, deHaan, Gilmore, Matarrese, Commissioner Torrey, and Chair Johnson - 6. Absent: None. AGENDA ITEM (05-02APFA) Public Hearing to consider authorization of Bond issuance and borrowing for refinancing of apartment complexes, and amendment of the Budget to include Rehabilitation Projects and other related refinancing expenses; (05-02A) APFA Resolution No. 05-16, "Authorizing the Issuance, Sale and Delivery of the Alameda Public Financing Authority Multifamily Housing Revenue Refunding Bonds (Eagle Village/Parrot Village Apartments) 2005 Series A, Authorizing the Execution and Delivery of and Approving Bond Documents and Other Related Documents and Approving Other Related Actions in Connection Therewith." Adopted. HABOC Resolution No. 772, "Authorizing the Borrowing of Moneys for the Purpose of Refinancing Multifamily Housing Developments and Authorizing Execution and Delivery of and Approving Bond Documents and Other Related Documents in Connection Therewith." Adopted. Chair Johnson inquired how much the fees are for the bond underwriter, to which the Executive Director responded $34,000. Chair Johnson inquired whether price is involved in the Request for Qualifications (RFQ) prdcess, to which the Executive Director responded in the affirmative; stated price is secondary; experience in the area of housing bonds for housing authorities is primary. Chair Johnson inquired whether the RFQ is brought to the Housing Authority Board of Commissioners (HABOC), to which the Executive Director responded the RFQ was brought to the HABOC at a meeting in October. Special Joint Meeting Housing Authority Board of Commissioners.a4d Alameda Public Financing Authority April 19, 2005 Chair Johnson inquired whether the RFQ includes qualifications, scope of work, and proposed fees. The Executive Director responded that the RFQ had an analysis of the bond underwriter's qualifications; the experience was analyzed with bond types and rating agencies, references, services to be provided, fees, and the staff and principal's experience and skills. Chair Johnson inquired what were the range of fees, to which the Executive Director responded a few of the fees were close; the firm of Stone and Youngberg was the lowest or second lowest. Chair Johnson stated getting the best competitive prices is important; inquired how the bond counsel selection process was completed. The Executive Director responded that the City Attorney's office has three firms under contract; two firms were contacted; one firm had a conflict of interest; a fee equal to the lowest proposal was negotiated. Chair Johnson inquired whether the firms are under contract. The City Attorney responded that a global RFQ was done in order to create a panel; firms with expertise for legal services were chosen. Chair Johnson inquired how often a RFQ is done for that type of panel, to which the City Attorney responded issuance is done for each particular bond; providing the lowest price is a factor on the criteria for bond counsel. Chair Johnson inquired whether a RFQ is done for each bond issued, to which the City Attorney responded in the affirmative. Chair Johnson inquired how much are the bond counsel fees, to which the Executive Director responded $30,000; the City was able to negotiate a flat fee with Jones Hall versus a percentage of the issuance of the bonds. The City Attorney stated bond issuance provides enough time to complete an RFQ. Chair Johnson inquired whether the contracts for bond counsel and bond underwriters are approved by the Council/Board of Commissioners. Special Joint Meeting Housing Authority Board of Commissioners and Alameda Public Financing Authority April 19, 2005 The City Attorney responded in the negative; stated the actual selection of legal counsel is vested in the City Attorney as provided by the City Charter and the bylaws of the Alameda Reuse and Redevelopment Authority, Housing Authority and CIC; the Council cannot hire attorneys; only the City Attorney can sign a contract for legal services. Chair Johnson stated that she recollects that the Charter states that the City Attorney can select Counsel with approval of the Council. The City Attorney stated that she has an outside legal opinion on the matter; the Charter states that the City Council may empower the City Attorney to employ special counsel; the Charter has been consistently interpreted for a number of years, was reviewed by outside legal counsel, and addressed before she started in 1989; that the City Council, under the separation of powers doctrine, cannot hire attorneys. Chair Johnson inquired whether said interpretation of the Charter states that the Council has no oversight or control over attorneys hired through the City Attorney's office. The City Attorney responded that the City Council and the City Attorney have a balance; the individual contract with the individual attorney is not signed by the City Council; the Charter states that the City Attorney has to request a specific outside counsel under Section 8-5; the Council could refuse to fund that attorney. Chair Johnson stated that she is interested in having a competitive process with all contracts to ensure the City gets the lowest price; as a public entity, there is an obligation to open up opportunities for everyone to do work for the City. Commissioner/Board Member Daysog suggested revisiting the internal process employed for bond issuing; stated the City Council should have a voice in determining whether to sole source or go out to bid; the bond issuance guidelines utilized by-staff could easily be translated into an ordinance; there are some other issues that the City Attorney is raising regarding professional services that might not translate easily. Commissioner/Board Member Daysog moved adoption of resolutions. Commissioner Torrey seconded the motion, which carried by unanimous Special Joint Meeting Housing Authority Board of Commissioners and Alameda Public Financing Authority April 19, 2005 voice vote - 6. [Note: Commissioner Torrey is not a member of the Alameda Public Financing Authority (APFA) ; therefore, the APFA resolution was adopted by 5 ayes.] ADJOURNMENT There being no further business, Chair Johnson adjourned the Special Meeting at 7:55 p.m. Respectfully submitted, �r Lara Weisiger Secretary, Alameda Public Financing Authority The agenda for this meeting was posted in accordance with the Brown Act. Special Joint Meeting Housing Authority Board of Commissioners and Alameda Public Financing Authority April 19, 2005