Minutes_MIHA December 15, 2023.docx

MIDDLE INCOME HOUSING AUTHORITY

MEETING MINUTES

December 15, 2023

9:00 a.m. – 11:00 a.m.

MEETING DATE

December 15, 2023

1600 Broadway, Suite 2700

Denver. CO 80202

MEETING PARTICIPANTS

Board Members

Mike Johnson, Peter LiFari, Tamara Pogue, Darren Everett, Carl Koelbel, Stephanie Gonzales, Alison George, Keo Frazier, Dominique Acevedo, Kristen Stevens, Jackie Millet, Brian Dale.

Guests

Jeffrey Farmer

Staff

Hilary Cooper, Olivia Cook, Jeff Kraft, Cory Kalanick, Luke O'Keefe, Virginia Davis, John Stoecker, and Ben Barker.

Meeting Called to Order

Johnson called the meeting to order.

Roll Call

Staff performed a roll call.

Budget Resolution

The board unanimously approved a motion to add the state budget resolution to the agenda's administrative items.

Minutes

Staff presented the draft minutes for review.

Dale noted the following changes to the draft minutes:

In section D., his name appears at the beginning of that sentence, and it should be Ben Barker.
In section E., the first sentence of this section should be deleted as the board did not decide on having a meeting in February at the November meeting.

George noted the following changes to the draft minutes:

The minutes indicate George was present at the meeting, but she was unable to be there.

Staff will make these corrections as discussed.

Johnson moved approval of the minutes with the noted changes. Dale seconded the motion. Motion passed unanimously.

Public Comment

Johnson asked if any members of the public would like to provide public comment. Hearing none, the board moved to the next item.

Administrative Items

Introduction

Johnson introduced Olivia Cook, the new Sr. Program Manager for Housing Programs at OEDIT.

Cook introduced herself and provided a brief work history for the board.

Updates

Cooper provided an update on the following items:

Reporting Update

Annual Audit
Adopt a Budget & Work Plan
Quarterly and Annual Reports

Audit Update

Extension Request Approved & Submitted
Internal controls needed (SMG)
OEDIT staff bank account access
Document organization
Establish Audit documentation process (SMG)

LiFari asked how long the audit extension is for and are there concerns about not meeting it.

Cooper said it is a 60-day request and we are not concerned about meeting the deadline. We are currently at the finish line.

Johnson asked staff to send an email to the board letting us know the process has been completed in the event we do not have a February board meeting,

Johnson requested the word Trust be removed from the title on the draft 1stn Quarter FY24 report.

Dale requested, at the bottom of page 3 in the budget expenditures section, change the word “follows” to “following”.

MIHA Resolution 2023-2

Cooper presented the draft resolution that staff and the attorneys drafted for board review and approval.

Johnson requested a motion to adopt with the following changes, adding the committees of the general assembly, adding the whereas clauses, and dropping section 1.

Pogue moved adoption with the noted changes and strike. George seconded the motion. Motion passed unanimously.

Insurances Renewal

Cooper presented the policies for board review and approval.

George moved approval of the insurance renewals. Dale seconded the motion. Motion passed unanimously.

Staff provided the quarterly report, as of September 30th, in the board packet that will be approved as part of the financial matter’s resolution.

Staff is working on the Annual Report, which is due before December 31st.

Budget Reporting

Staff confirmed with DOLA that MIHA is subject to local government budget law, and we need to submit annual budgets to DOLA and make budgets available to the public, unless exempt by statute.

Staff believes that it was a legislative oversight not to include language exempting MIHA from the State Budget Laws and reached out to Senator Bridges to confirm. We will be in compliance with the 2024 submission if approved today. We are working on the 2023 compliance with DOLA and the auditors are aware that we have been unable to confirm a resolution for the 2023 budget.

Staff is requesting a motion to approve the Budget Resolution to be submitted with the FY23 & 24 Budget with the following amendments once confirmed by OEDIT staff:

updated fiscal/calendar year schedule;
updated budget processes;
addition of resolution number;
updated taxpayer or general public language;

for submittal to the DOLA Budget Office

Motion to authorize staff to take the action necessary to submit the FY23 and FY24 MIHA Budget’s in accordance with the State Budget Law (or as close as possible) M/S/P = Millet, Pogue

Conflict of Interest Certification

Cooper presented the Conflict of Interest Certification noting the document was previously provided. Staff will be sending it out to board members to get then filled out and returned for file.

LiFari went back to the MIHA budget and suggested that the board take action by passing a resolution to support a request for an exemption from the State Budget Law.

Kalanick said the way the statue works, it expressly exempts a number of organizations, but it does not expressly exempt MIHA or use the vague term special purpose authority. While we think we shouldn’t be subject to the statute, as it’s currently written we are. We could pass a resolution in favor of changing the bill.

LiFari made a motion to empower our director to formally request, from the legislature, that we be exempted in 2025. Dale seconded the motion. Motion passed unanimously.

Kalanich said he will prepare a formal resolution summarizing the motion.

M/S/P – LiFari, Dale – Motion passed to make a formal request to the legislature MIHA be exempted from the budgetary process in 2025.

Sierra Management Group (SMG)

Stoecker and Barker reviewed the following items with the board:

Project Updates

Stoecker: SMG met with all the project reps. The capital stacks and some details, like location, have changed for projects since they were submitted.

The board discussed the current market and the difficulties of this type of deal.

LiFari requested staff add some of the market insight into the quarterly reports to the legislature.

Stoecker: The thought process from SMG is, we understand the board spent a lot of time looking at the applications back in the spring. We’ve got them and the market has moved against us. We’ve talked to the six applicants, and they are still committed to making it happen.We recommend opening up the application period and just having a rolling application. SMG can then have policies and procedures and a number of other items before the board at the January or February meeting if we have one.

The board continued to discuss acquisition rehab projects and what the options might be.

Millet moved to create the subcommittee and appointed Carl, Darrin, Peter, Mike, and Brian as subcommittee members. Dale seconded the motion. Motion passed unanimously.

M/S/P – Millet, Dale – Subcommittee created, and members appointed.

Application & Fees - next slide gave a presentation on their company, and their background and experience.

SMG proposed the following fee schedule:

1. Application Fee of $5,000

2. Issuance Fees: 50 basis points on the original issuance amount of bonds

3. Annual Fees: 20 basis points on the original issuance amount of bonds

4. In addition to the above, the Applicant will be responsible for all costs of issuance.

We are not asking for a decision on this today.

The board reviewed and discussed the fee schedule.

Staff will have some more detailed information at the next meeting.

The next board meeting is currently scheduled for January 9th.

With all items discussed, Johnson entertained a motion to adjourn.

M/S/P – Dale, George – Motion to adjourn approved unanimously.