HomeMy WebLinkAbout04 - Inclusion of Properties within the City's Jurisdiction in the California Home Finance Authority PACE Programs and Associate Membership Agreement in California Home Finance AuthorityPO CITY OF
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City Council Staff Report
October 27, 2015
Agenda Item No. 4
TO: HONORABLE MAYOR AND MEMBERS OF THE CITY COUNCIL
FROM: Kimberly Brandt, Community Development Director - 949-644-3232,
kbrandt@newportbeachca.gov
PREPARED BY: Seimone Jurjis, Assistant Community Development Director
Chief Building Official
PHONE: 949-644-3282
TITLE: Adopt Resolutions for Inclusion of Properties within the City's
Jurisdiction in the California Home Finance Authority PACE
Programs and Associate Membership Agreement in California
Home Finance Authority
ABSTRACT:
California Home Finance Authority (CHFA) is a Joint Power Authority (JPA) offering two
Property Assessed Clean Energy (PACE) financing programs for residential,
commercial, and industrial properties. The programs offer low-cost financing for
property owners who wish to improve their properties to generate renewable energy or
reduce their energy and water use. The benefit of the PACE programs includes
reducing peak energy demand, increasing property values, saving on utility bills, and
stimulating building activity. To participate in the program the City would have to join
the CHFA, as a JPA Associate Member.
CHFA contracts with Ygrene Energy Fund CA LLC (Ygrene) to serve as the program
administrator and to operate the Ygrene Works for the California PACE financing
program.
RECOMMENDATION:
a) Find these actions are not subject to the California Environmental Quality Act
(CEQA) pursuant to Section 15060(c)(3) of the CEQA Guidelines;
b) Authorize the Mayor and City Clerk to execute the Amended and Restated Joint
Exercise of Powers Agreement of the California Home Finance Authority joining
as an Associate Member;
Adopt Resolutions for Inclusion of Properties within the City's Jurisdiction in the
California Home Finance Authority PACE Programs and Associate Membership
Agreement in California Home Finance Authority
October 27, 2015
Page 2
c) Adopt Resolution No. 2015-84, A Resolution of the City Council of the City of
Newport Beach, California, Authorizing the City's Consent to Inclusion of
Properties within the City's Jurisdiction in the California Home Finance Authority
Community Facilities District No. 2014-1 (Clean Energy) to Finance Renewable
Energy Improvements, Energy Efficiency and Water Conservation Improvements
and Electric Vehicle Charging Infrastructure and Approving Associate
Membership in the Joint Exercise of Powers Authority Related Thereto; and
d) Adopt Resolution No. 2015-85, A Resolution of the City Council of the City of
Newport Beach, California, Authorizing the City's Consent to Inclusion of
Properties within the City's Jurisdiction in the California Home Finance Authority
Program to Finance Renewable Energy Generation, Energy and Water Efficiency
Improvements, Electric Vehicle Charging Infrastructure, and Approving Associate
Membership in the Joint Exercise of Powers Authority Related Thereto.
FUNDING REQUIREMENTS:
There is no fiscal impact related to this item. The City will have no administrative
responsibilities, marketing obligations, or financial obligations associated with the PACE
program.
DISCUSSION:
CHFA has established two PACE programs pursuant to two separate laws:
SB 555 PACE Community Facilities District: Senate Bill 555 amended the Mello -
Roos Community Facilities Act. The bill allowed for the creation of Community Facilities
Districts (CFDs). The purpose is to finance or refinance the acquisition, installation, and
improvement of energy efficiency, water conservation, renewable energy, and electric
vehicle charging infrastructure improvements permanently affixed to private or publicly -
owned real property.
Individual properties can be annexed into the district and be subject to the special tax
that is imposed to repay project financing only if (i) the Council adopts a resolution
(Attachment A) consenting to the inclusion of parcels in the incorporated areas of the
City within the CFD, and (ii) each participating owner provides its unanimous written
approval for annexation of its property into the PACE CFD.
AB 811 PACE Contractual Assessment Program: By the passage of Assembly Bill
811, the California State Legislature added Chapter 29 to the Improvement Bond Act of
1911, being Division 7 of the California Streets and Highways Code. This legislation
authorized cities and counties to establish voluntary contractual assessment programs.
The purpose is to finance private property improvements that promote renewable
CK
Adopt Resolutions for Inclusion of Properties within the City's Jurisdiction in the
California Home Finance Authority PACE Programs and Associate Membership
Agreement in California Home Finance Authority
October 27, 2015
Page 3
energy generation, energy and water efficiency, and electric vehicle charging
infrastructure.
Properties can be annexed into the AB 811 PACE program and be subject to the
property tax assessment that is imposed to repay project financing only if (i) the Council
adopts a resolution (Attachment B) consenting to the inclusion of parcels in the City
within the program, and (ii) each participating owner consents in writing to the
annexation of its property into the PACE program.
The City Council has previously approved participation in three other PACE programs:
HERO, Figtree, and CaliforniaFirst. Adding the CHFA PACE programs, to be
administered by Ygrene, provides more options for property owners to choose from. It
will not add to or require any additional responsibilities for the City.
CHFA is in the process of formally changing its name to Golden State Finance
Authority.
JPA ASSOCIATE MEMBERSHIP
To participate in the PACE programs, the City must become an associate member of
CHFA, a JPA (Attachment C). Associate membership requires no dues or other costs to
the City, but permits participation in all CHFA programs including the PACE program.
Pursuant to the JPA agreement, the Executive Director has the authority to approve the
addition of new associate members to the JPA.
PROGRAM AUTHORIZATION SOUGHT
CHFA sought and has completed the process of validation for both the SB 555 and the
AB 811 programs in the Superior Court for the County of Sacramento. As of August 25,
2015, the CHFA SB 555 PACE program is fully operational. Although CHFA intends to
implement only the SB 555 PACE program at this time, CHFA chose to form, validate,
and maintain both the SB 555 and AB 811 programs.
CHFA intends to maximize the benefits of both program offerings. Authorizing both
programs ensures that no matter the market or legislative environment, the Ygrene
Works program will be able to operate successfully in the City. Should market
conditions or legislative changes affect a PACE program, CHFA has the flexibility to
switch to the other program without any interruption to the city and the property owners.
Following are additional PACE program considerations:
Supports development of renewable energy sources, installation of energy and
water efficiency improvements, reduction of greenhouse gases, and protection of
the environment.
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Adopt Resolutions for Inclusion of Properties within the City's Jurisdiction in the
California Home Finance Authority PACE Programs and Associate Membership
Agreement in California Home Finance Authority
October 27, 2015
Page 4
• Only property owners who voluntary choose to participate in the program will be
subject either to assessments or special taxes, depending on which program
CHFA decides to implement.
• Program financing provides for an affordable method for many property owners
to reduce their energy costs and improve their properties.
• Because program financing can be readily transferred upon sale, even owners
who are planning to sell have the ability to make responsible and beneficial
improvements to their property.
• While early payment premiums may apply in some circumstances, property
owners may choose to pay off the program financing at any time.
• The City incurs no financial obligations as a result of program participation.
• If the City Council passes the attached resolutions, the City will incur no costs,
and no staff time is required for administration or funding of the PACE programs.
ENVIRONMENTAL REVIEW:
Staff recommends the City Council find these actions are not subject to CEQA pursuant
to Section 15060(c)(3) of the CEQA Guidelines, California Code of Regulations, Title
14, Chapter 3 because the activities are not a project as defined in Section 15378 and
do have not potential for resulting in physical change to the environment, directly or
indirectly.
NOTICING:
The agenda item has been noticed according to the Brown Act (72 hours in advance of
the meeting at which the City Council considers the item).
ATTACHMENTS:
Attachment A —
Resolution for Community Facilities District PACE Program
Attachment B —
Resolution for PACE Program
Attachment C
— Joint Power Authority Agreement
Attachment D
— Fact Sheets
ATTACHMENT A
Resolution for California Home Finance
Authority Program Using Community
Facilities District Financing
RESOLUTION NO. 2015-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
NEWPORT BEACH AUTHORIZING THE CITY'S CONSENT TO
INCLUSION OF PROPERTIES WITHIN THE CITY'S JURISDICTION IN
THE CALIFORNIA HOME FINANCE AUTHORITY COMMUNITY
FACILITIES DISTRICT NO. 2014-1 (CLEAN ENERGY) TO FINANCE
RENEWABLE ENERGY IMPROVEMENTS, ENERGY EFFICIENCY
AND WATER CONSERVATION IMPROVEMENTS AND ELECTRIC
VEHICLE CHARGING INFRASTRUCTURE AND APPROVING
ASSOCIATE MEMBERSHIP IN THE JOINT EXERCISE OF POWERS
AUTHORITY RELATED THERETO
WHEREAS, the California Home Finance Authority, a California joint powers
authority ("Authority"), has established the Community Facilities District No. 2014-1
("Clean Energy") in accordance with the Mello -Roos Community Facilities Act, set forth
in sections 53311 through 53368.3 of the California Government Code ("Act") and
particularly in accordance with sections 53313.5(1) and 53328.1(a) ("District");
WHEREAS, the purpose of the District is to finance or refinance (including the
payment of interest) the acquisition, installation, and improvement of energy efficiency,
water conservation, renewable energy and electric vehicle charging infrastructure
improvements permanently affixed to private or publicly -owned real property
("Authorized Improvements");
WHEREAS, the Authority is in the process of amending the Authority Joint
Powers Agreement ("JPA") to formally change its name to the Golden State Finance
Authority;
WHEREAS, the City of Newport Beach is committed to development of
renewable energy generation and energy efficiency improvements, reduction of
greenhouse gases, and protection of the environment;
WHEREAS, in the Act, the California legislature has authorized parcels within the
territory of the District to be annexed to the District and be subject to the special tax levy
of the District only if: (i) the city or county within which the parcel is located has
consented, by the adoption of a resolution by the applicable city council or county board
of supervisors, to the inclusion of parcels within its boundaries in the District, and (ii)
with the unanimous written approval of the owner or owners of the parcel when it is
annexed ("Unanimous Approval Agreement"), which, as provided in section 53329.6 of
the Act, shall constitute the election required by the California Constitution;
WHEREAS, the City wishes to provide innovative solutions to its property owners
to achieve energy efficiency and water conservation, and in doing so, will cooperate
with the Authority in order to efficiently and economically assist property owners in
financing such Authorized Improvements;
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WHEREAS, the Authority has established the District, as permitted by the Act,
the Authority JPA, originally made and entered into July 1, 1993, as amended to date,
and the City, desires to become an Associate Member of the JPA by execution of the
JPA Agreement, a copy of which is attached as Exhibit "A" hereto, to participate in the
programs of the JPA and, to assist property owners within the incorporated area of the
City in financing the cost of installing Authorized Improvements; and
WHEREAS, the City will not be responsible for the conduct of any special tax
proceedings; the levy and collection of special taxes or any required remedial action in
the case of delinquencies in the payment of any special taxes in connection with the
District.
NOW, THEREFORE, the City Council of the City of Newport Beach resolves as
follows:
Section 1: This City Council finds and declares that properties in the City's
incorporated area will be benefited by the availability of the Authority Community
Facilities District ("CFD") No. 2014-1 ("Clean Energy") to finance the installation of the
Authorized Improvements.
Section 2: This City Council consents to inclusion in the Authority CFD No.
2014-1 (Clean Energy) of all of the properties in the incorporated area within the City
and to the Authorized Improvements, upon the request of and execution of the
Unanimous Approval Agreement by the owners of such properties when such properties
are annexed, in compliance with the laws, rules and regulations applicable to such
program; and to the assumption of jurisdiction thereover by Authority for the purposes
thereof.
Section 3: The consent of this City Council constitutes assent to the
assumption of jurisdiction by Authority for all purposes of the Authority CFD No. 2014-1
("Clean Energy") and authorizes Authority, upon satisfaction of the conditions imposed
in this Resolution, to take each and every step required for or suitable for financing the
Authorized Improvements.
Section 4: This City Council hereby approves joining the JPA as an Associate
Member and authorizes the execution by appropriate City officials of any necessary
documents to effectuate such membership.
Section 5: City staff is authorized and directed to coordinate with Authority
staff to facilitate operation of the Authority CFD No. 2014-1 ("Clean Energy") within the
City, and report back periodically to this City Council on the success of such program.
Section 6: This action is not subject to the California Environmental Quality
Act (CEQA) pursuant to Sections 15060(c)(3) of the CEQA Guidelines, California Code
of Regulations, Title 14, Chapter 3 because the activity is not a project as defined in
Section 15378 and has no potential for resulting in physical change to the environment,
directly or indirectly.
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Section 7: This Resolution shall take effect immediately upon its adoption, and
the City Clerk shall certify the vote adopting the resolution. The City Clerk is directed to
send a certified copy of this resolution to the Secretary of the Authority.
ADOPTED this 27t" day of October, 2015
ATTEST:
Leilani I. Brown
City Clerk
Attachment: Exhibit A: JPA Agreement
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Edward D. Selich
Mayor
Exhibit A
JPA Agreement
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CALIFORNIA HOME FINANCE AUTHORITY
AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMEENT
(Original date July 1, 1993 and as last ahnendcd and restated December 10, 2011)
THIS AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT
("Agreement") is entered into by and among (lie counties listed on Attachment 1 hereof and
incorporated herein by reference. All such counties are referred to herein as "Members" wide the
respective powers, privileges and restrictions provided herein.
RECITALS
A. WHEREAS, die California Rural Horne Mortgage Finance AuthoriLy ("CRHMFA") was
created by a joint Exercise of Powers Agreement dated July 1, 1993 pursuant to die Joint Exercise
of Powers Act (commencing wide Article 1 of Chapter 5 of Division 7 of chide 1 of' die
Government Code of the State of California (die "Act"). By Resolution 2003-02, adopted on
January 15, 2003, the nahnc of the audhority was changed to CRHMFA Homebuyers Fund. The
most recent ahnendnhent to die Joint Exercise of Powers Agreement was on January 28, 2004.
B. WHEREAS, die Members of CRHMFA Homebuyers Fund desire to update, reaffirm,
clarify and revise certain provisions of the joint powers agreement, including die renaming of die
joint powers authority, as set fords herein.
C. WHEREAS, die Members are each empowered by law to finance die construction,
acquisition, improvement and rehabilitation of real property.
D. WHEREAS, by this Agreement, the Members desire to create and establish a joint powers
authority to exercise their respective powers for die purpose of financing die construction,
acquisition, improvemenL and rehabilitation of real property within die jurisdiction of die Authority
as authorized by die Act.
NOW, "THEREFORE, in consideration of the mutual covenants contained herein, the Members
individually and collectively agree as follows:
1. Definitions
Unless die context odhenvise requires, die following teens shall for purposes of' this
Agreement have die meanings specified below:
"Act" means die Joint Exercise ol' Powers Act, commencing with Article 1 of Chapter 5 of
Division 7 of Tide 1 of' dhc GovernmenL Code of the State of California, including the Marks -Roos
Local Bond Pooling Act of 1985, as anhended.
"Agreemene means this Joint Exercise of Powers Agreement, as die same now exists or as it
may from time to time be amended as provided herein.
"Associate Member" nheans a county, city or odier public agency which is not a voting
member of the Rural County Representatives of California, a California nonprofit corporation
("RCRC"), with legal power ;ind authority similar to drat of the Members, admitted pursuant to
paragraph 4.d. below to associate inembership herein by vote of lie Board.
"Audit Committee" means a committee made up of' the nine -member Executive
Committee.
"Authority" means California Houle Finance Audiority ("CHF"), formerly known as
CRHMFA Homebuyers Fund or California Rural Home Mortgage Finance Audiority.
"Board" means die governing board of tic Audiority as described in Section 7 below.
"Bonds" means bonds, notes, warrants, leases, certificates of participation, installment
purchase agreements, loan agreements and oilier securities or obligations issued by the Authority,
or financing agreements entered into by die Authority pursuant to die Act and any other obligation
within die meaning of the term "Bonds" under die Act.
"Delegate" means die Supervisor designated by the governing board of each Member to
serve on die Board of die Audiority.
"Executive Committee" means the nine-inenhber Executive Coimhhiuee of the Board
established pursuant to Section 10 lhereol:
"Member" means any county which is a member of RCRC, leas executed this Agreement.
and has become a member of tic Audiority.
"Obligations" means bonds, notes, warrants, leases, certificates of participation, installment
purchase agreements, loan agreements and other securities or obligations issued by die Authority,
or financing agreements entered into by die Authority pursuant to die Act and any other financial
or legal obligation of the Authority under die Act.
"Program" or "Project" means any work, improvement, prograihh, project or service
undertaken by die Authority.
"Rural County Representatives of California" or "RCRC" means die nonprofit entity
incorporated under that name in die Slate of California.
"Supervisor" mcauhs an elected County Supervisor from an RCRC member county.
2. Purpose
The purpose of the Audiority is to provide finaihcing for die acquisition, construction, ,
improvement and rehabilitation of real property in accordance with applicable provisions of law
for die benefit of residents and communities. In pursuit of this purpose, this Agrecihhenl provides
16r die joint exercise of' powers connnon to any of its Members and Associate Members as
provided herein, or odicrwise authorized by the Act and other applicable laws, including assisting
in financing as authorized herein, jointly exercised in the manner set fords licrcin.
3. Principal Place of Business
The principal office of the Audiority shall be 1215 K Street, Suite 1650, Sacramento,
California 95814.
4. Creation of Authority; Addition of Members or Associate Members
a. The Audiority is hereby created pursuant to dic Act. As provided in die Act., the
Audiority shall be a public entity separate and distinct from die Members or Associate Members.
b. The Audiority will cause a notice of this Agreement or any ahnendnient hereto to
be prepared and filed wide die office of the .Secretary of Shite of California in a timely fashion in
die manner set forth in Section 6503.3 of die Act.
C. A county fiat is a member of RCRC may petition to become a member of die
Audiority by submitting to the Board a resolution or evidence of other formal action taken by its
governing body adopting dhis Agreement. The Board shall review die petition for membership
and sliall vote to approve or disapprove die petition. If die petition is approved by a majority of'
die Board, such county shall immediately become a Member of die Audiority.
d. An Associate Member may be added to die Authority upon the allirrnative
approval of its respective governing board and pursuant to action by the Audiority Board upon
such terms and conditions, and with such rights, privileges and responsibilities, as may be
established from time to time by die Board. Such tenths and conditions, and rights, privileges and
responsibilities may vary aniong die Associate Members. Associate Members shall be entitled to
participate in one or more progranis of the Audiority as deterhnined by die Board, but shall not be
voting members of [lie Board. The Executive Director of die Audiority shall enforce die terms
and conditions for prospective Associate Members to die Authority as provided by resolution of'
the Board and as amended from time to time by die Board. Clhanges in the terms and conditions
for Associate Membership by the Board will not constitute an annendment of this Agrecnnent.
5. Term and Termination of Powers
This Agreement slhall become effective from die date hereof until the earlier of die time
when all Bonds and any interest dhereon shall have been paid in fill], or provision for such
payment shall have been made, or when die Authority shall no longer own or hold any interest in a
public capital improvement or prograni. The Audiority shall continue to exercise die powers
herein conferred upon it until termination of flus Agreement, except dial if any Bonds are issued
and delivered, in no event shall die exercise of tlrc powers herein grunted be terminated until all
Bonds so issued and delivered and die interest diercon shall have been paid or provision for such
payment shall have been made and any other debt incurred wide respect to any oilier finauicing
program established or administered by the Authority has been repaid in full and is no longer
outstanding.
6. Powers; Restriction upon Exercise
a. To effectuate its purpose, the Authority sliall have the power to exercise any and all
powers of die Members or of a joint powers authority under die Act and other applicable
provisions of law, subject, however, to die conditions and restrictions herein contained. Each
Meinnber or Associate Member may also separately exercise any and all such powers. The powers
of die Audiority are limited to diose of a general law county.
b. The Authority inay adopt., froin time to time, such resolutions, guidelines, rules and
regulations for die conduct of its ineetings and die activities of die Authority as it. deems necessary
or desirable to accomplish its purpose.
C. The Authority sliall have die power to finance die construction, acquisition,
improvement and rehabilitation of real property, including die power to purchase, with die
amounts received or to be received by it pursuant to a bond purchase agreement, bonds issued by
any of its Members or Associate Members and odher local agencies at public or negotiated sale, for
die purpose set forth herein and in accordance with the Act. All or any part of such bonds so
purchased may be lheld by die Authority or resold to public or private purchasers at public or
negotiated sale. The Authority shall set any odher terms and conditions of any purchase or sale
contemplated herein as it deems necessary or convenient and in furdherance of die Act. The
Auhhority may issue or cause to be issued Bonds or other indebtedness, and pledge any of its
property or revenues as security to die extent permitted by resolution of' the Board under any
applicable provision of law. The Authority may issue Bonds in accordance with the Act in order
to raise funds necessary to effectuate its purpose hereunder and may enter into agreennents to
secure such Bonds. The Auhority may issue other forns of indebtedness authorized by the Act,
and to secure such debt, to furdher such purpose. Tine Auhhority may utilize other forns of capital,
including, but not limited to, die Autliority's internal resources, capital markets and other forms of'
private capital invcsthnent authorized by die Act..
d. The Authority is hereby authorized to do all acts necessary for die exercise of its
powers, including, but not limited to:
(1) executing contracts,
(2) employing agents, consultants quid employees,
(3) acquiring, constructing or providing for maintenance and operation of any
building, work or improvement,
(4) acquiring, holding or disposing of real or personal property wherever
located, including property subject to mortgage,
(5) incurring debts, liabilities or obligations,
(6) receiving gifts, contributions and donations of property, funds, services Bund
any odier forns of assistance from persons, liens, corporations or
governnhentzl entities,
(7) suing and being sued in its own mine, and litigating or settling any suits or
clairus,
(8) doing any and all things necessary or convenient to die exercise of its
specific powers and to acconnplislung its purpose
(9) establishing and/or adinniinistcring districts to finance and refinance the
acquisition, installation and inhprovenlent of energy eflicieitcy, water
conservation and renewable energy improvements to or on real property
and in buildings. The Audiority may enter into one or more agreements,
including without limitation, participation agreements and implementation
agreements to implement such programs.
e. Subject to die applicable provisions of any indenture or resolution providing for die
investment of monies lield diereunder, (lie Audiority shall have the power to invest any of its funds
as die Board deems advisable, in die same manner and upon die sane conditions a.S local agencies
pursuant to Section 53601 of die Government Code of die Suite of California.
f. All property, equipment, supplies, funds and records of die Audiority sliall be
owned by tie Authority, except as may be provided otherwise herein or by resolution of the
Board.
g. Pursuant to die provisions of Section 6508.1 of die Act, die debts, liabilities and
obligations of die Audiority shall not be debts, liabilities and obligations of die Members or
Associate Members. Any Bonds, togedier widi any interest and premium diereon, shall not
constitute debts, liabilities or obligations of any Member. The Members or Associate Members
hereby agree drat any such Bonds issued by die Audiority shall not constitute general obligations of
die Audiority but shall be payable solely from die moneys pledged to die repayment of principal or
interest on such Bonds under die terms of die resolution, indenture, trust, agreement or oilier
instrument pursuant to which such Bonds are issued. Neidier die Members or Associate
Members nor die Audiority shall be obligated to pay die principal of or premium, if any, or
interest on the Bonds, or oilier costs iIIcidental thereto, except from the revenues and funds
pledged dherefor, and neidier die f iidi and credit nor die taxing power of die Members or
Associate Members or die Audiority shall be pledged to the payhnent of' the principal of or
premium, if any, or interest on die Bonds, nor slhall die Members or Associate Members of the
Authority be obligated in any manner to make any appropriation for such payment. No covenant
or agreement contained in any Bond shall be deemed to be a covenant or agreement of any
Delegate, or any officer, agent or employee of tic Audiority in an individual capacity, and neither
the Board nor any officer thereof executing die Bonds or any document related diereto sliall be
liable personally on any Bond or be sullject to any personal liability or accountability by reason of
die issuance of any Bonds.
7. Governing Board
a. The Board shall consist of die number of Delegates equal to one representative
from each Member.
b. The governing body of each Member shall appoint one of its Supervisors to serve
as a Delegate on the Board. A Member's appointment of its Delegate slhall be delivered in writing
(which may be by electronic mail) to die Audiority and shall be elfective until lie or she is replaced
by such governing body or no longer a Supervisor; any vacancy slhall be tilled by die governing
body of the Member in die same manner provided in this paragraph b..
C. 'riie governing body ofeach Member of the Board slhall appoint a Supervisor as an
alternate to serve on the Board in die absence of die Delegate; die alternate may exercise all the
rights and privileges of the Delegate, including the right to be counted in constituting a quorum, to
participate in die proceedings of die Board, and to vote upon any and all matters. No alternate
may have more dean one vote at any meeting of die Board, and any Member's designation of an
alternate shall be delivered in writing (which may be by electronic mail) to die Authority and sliall
be effective until such alternate is replaced by lhis or leer governing body or is no longer a
Supervisor, unless odierwise specified in such appointment. Any vacancy shall be filled by die
governing body of the Member in the same manner provided in this paragraph c..
d. Any person who is not a member of die governing body of a Member and who
attends a meeting on behalf of' such Member may not vote or be counted toward a quorum but
may, at die discretion of die Chair, participate in open ineetings lie or she attends.
e. Each Associate Member may designate a non-voting representative to die Board
who may not be counted toward a quorum but who may attend open meetings, propose agenda
items and odierwise participate in Board Meetings.
f. Delegates shall not receive compensation for serving as Delegates, but may claim
and receive reimbursement for expenses actually incurred in connection wide such service
pursuant to rules approved by die Board and subject to die availability of funds.
g. The Board shall have the power, by resolution, to die extent permitted by die Act
or any oilier applicable law, to exercise any powers of die Authority and to delegate any of its
functions to die Executive Committee or one or more Delegates, officers or agents of the
Audiority, and to cause any audiorized Delegate, officer or agent to take any actions and execute
any documents for and in die name and on behall' of the Board or die Audiority.
li. The Board may establish such committees as it deems necessary for any lawful
purpose; such committees are advisory only and may not act or purport to act on belhalf of die
Board or die Audiority.
i. The Board shall develop, or cause to be developed, and review, modify as
necessary, and adopt each Program.
8. Meetings of the Board
a. The Board sliall meet at least once annually, but may meet more frequently upon
call of any officer or as provided by resolution of the Board.
b. Meetings of die Board shall be called, noticed, held and conducted pursuant to die
provisions of the Ralph M. Brown Act, Chapter 9 (commencing widh Section 54950) of Part I of
Division 2 of Tide 5 of die Government Code of dhc State of' California.
C. The Secretary of die Audiority sliall cause minutes of all meetings of' dhe Board to
be t kcn and distributed to each Member as soon as possible after each meeting.
d. The lesser of' twelve (12) Delegates or a nhajority of die number of current
Delegates shall constitute a quoruln for transacting business at any Inecthng of die Board, except
that less than a quorum may act to adjourn a meeting. Each Delegate shall have one vote.
e. Meetings may be held at any location designated in notice properly given for a
inecting and may be conducted by telephonic or similar means in any manner otherwise allowed
by law.
9. Officers; Duties; Official Bonds
a. The Board shall elect a chair and vice chair from among tie Delegates at die
Board's annual meeting who sliall serve a tenu of one (1) year or until Heir respective successor is
elected. The chair slhall conduct the meetings of die Board and perform such other duties as may
be specified by resolution of the Board. The vice chair shall perform such duties in die absence or
in die event of die unavailability of the chair.
b. The Board shall contract annually widh RCRC to administer die Agreement and to
provide administrative services to die Authority, and die President and Cliief' Executive Officer of'
RCRC shall serve ex officio as Executive Director, Secretary, Treasurer, and Auditor of die
Authority. As chief executive of the Audhority, die Executive Director is authorized to execute
contracts and other obligations of die Audiority, unless prior Board approval is required by a diird
party, by law or by Board specification, and to perforin oilier duties specified by the Board. The
Executive Director may appoint such ober officers as anay be required for die orderly conduct of
die Authority's business and affairs who shall serve at die pleasure of the Executive Director.
Subject to die applicable provisions of any indenture or resolution providing for a trustee or other
fiscal agent, die Executive Director, as Treasurer, is designated as die custodian of die Authority's
funds, from whatever source, and, as such, slhall have die powers, duties and responsibilities
specified in Section 6505.5 of the Act. The Executive Director, as Auditor, shall have die powers,
duties and responsibilities specified in Section 6505.5 of the Act.
C. The Legislative Advocate for die Authority shall be die Rural County
Representatives of California.
d. The 'Treasurer and Auditor arc public officers who have charge of, handle, or have
access to all property of the Audhority, and a bond for such officer in die amount of at least one
hundred thousand dollars ($100,000.00) shall be obtained at die expense of die Authority and
filed with die Executive Director. Such bond may secure the faithful performance of such
officer's duties witlh respect to another public office if such bond in at least die saine aunount
specifically mentions die office of the Authority as required herein. The Treasurer and Auditor
shall cause periodic independent audits to be made of the Authority's books by a certified public
accountant, or public account -ant., in compliance with Section 6505 of the Act.
C. The business of' die Authority shall be conducted under (lie supervision of die
Executive Director by RCRC personnel.
10. Executive Committee of the Authority
a. Composition
The Audiority shall appoint nine (9) members of its Board to serve on an Executive
Comrittee.
b. Powers and Limitations
The Executive Committee sliall act in an advisory capacity and make
recommendations to die Audiority Board. Duties will include, but not be limited to, review of the
quarterly and annual budgets, service as the Audit Committee for die Audiority, periodically
review this Agreement; and complete any oilier tasks as may be assigned by die Board. The
Executive Committee shall be subject to all limitations imposed by dus Agreement, other
applicable law, and resolutions of die Board.
C. Quorum
A majority of the Executive Committee shall constitute a quorum for transacting
business of die Executive Committee.
11. Disposition of Assets
Upon termination of this Agreement, all remaining assets and liabilities of die Authority
shall be distributed to die respective Members in such manner as sliall be determined by die
Board and in accordance widh die law.
12. Agreement Not Exclusive; Operation in Jurisdiction of Member
This Agreement shall not be exclusive, and each Member expressly reserves its rights to
carry out odher public capital improvements and prograuns as provided for by law and to issue
odher obligations for those purposes. This Agreement sliall not be deenhed to anlend or alter die
terms of other agreements, among die Members or Associate Members.
13. Conflict of Interest Code
The Authority shall by resolution adopt a Conflict of Interest Code as required by law.
14. Contributions and Advances
Contributions or advances of public funds and of personnel, equipment or property may
be made to the Audiority by any Member, Associate Member or any oilier public agency to
furdher die purpose of this Agreement. Payment of public funds may be made to defray die cost of
any contribution. Any advance may be made subject to repayment, and in that case slhall be repaid
in die manner agreed upon by die advancing Member, Associate Member or odicr public agency
and the Audiority at the time of making the advance.
15. Fiscal Year; Accounts; Reports; Annual Budget; Administrative Expenses
a. The fiscal year of the Authority shall be die period From January 1 of each year to
and including the following December 31, except for any partial fiscal year resulting from a change
in accounting based on a different fiscal year previously.
b. Prior to the beginning of each fiscal year, the Board shall adopt a budget for the
succeeding fiscal year.
C. The Authority sliall establish and hnalintain sucli funds and accounts as may be
required by generally accepted accounting principles. 'rile books and records of the Authority are
public records and shall be open to inspection at all reasonable times by cacli Member and its
representatives.
d. The Auditor sliall either make, or contract with a certified public accountant or
public accountant to make, an annual audit of' the accounts and records of the Audhority. 'rile
itiinimum requirements of the audit shall be those prescribed by the State Controller for special
districts under Section 26909 of the Government Code of the State of' California, and sliall
conform to generally accepted auditing standards. When an audit of accounts and records is made
by a certified public accountant or public accountant, a report thereof shall be filed as a public
record widi each Member (and also with the auditor of Sacraniento County as die county in which
Che Authority's office is located) within 12 montlis alter die end of the fiscal year.
C. In any year in which Che annual budget of tic Authority does not exceed five
thousand dollars ($5,000.00), die Board may, upon unallmhnous approval of the Board, replace the
annual audit with an ensuing one-year period, but in no event for a period longer than two fiscal
years.
16. Duties of Members or Associate Members; Breach
If any Member or Associate Member shall default in perforining any coveniuA confined
lierein, such default shall not excuse that Member or Associate Member from fulfilling its other
obligations hereunder, and such defaulting Member or Associate Member sliall remain liable for
the performance of all covenants licreof. Each Member or Associate Member hereby declares
that this Agreement. is entered into for the benefit of the Authority created hereby, and each
Member or Associate Member hereby grants to the Authority the right to enforce, by whatever
lawful hmcans die Authority deems appropriate, all of' tie obligations of each of the parties
hereunder. Each and all of the remedies given to the Authority hereunder or by any law now or
hereafter enacted are cumulative, and die exercise of one right or remedy shall not impair the right
of the Authority to any or all odier remedies.
17. Indemnification
To the full extent pennitted by law, tate Board may audhoriie indemnification by die
Authority of any person who is or was a Board Delegate, alternate, officer, consultant, employee or
odhcr agent of die Authority, and who was or is it Darty or is threatened to be made a party to a
proceeding by reason of die fact that such person is or was such a Delegate, alternate, officer,
consultant, employee or other agent of tlhe Audiority. Such lndennnlhcatlon may be made against
expenses, judgements, fines, settlements and other amounts actually and reasonably incurred in
connection with such proceeding, i suclh person acted in good faith and in a manner sthclh person
reasonably believed to be in the best interests of the Audhority and, in die case of a criminal
proceeding, had no reasonable cause to believe liis or her conduct was unlawful and, in the case of
an action by or in die right of the Audhority, acted with such care, including reasonable inquiry, as
an ordinarily prudent person in a like position would use under similar circumstances.
18. Immunities
All of the privileges and immunities from liabilities, exemptions from law, ordinances and
rules, all pension, relief, disability, workers' compensation and other benefits wbicll apply to the
activity of officers, agents or employees of any of die Members or Associate Members when
performing their respective functions, shall apply to them to die saine degree and extent while
engaged as Delegates or otherwise as all officer, agent or other representative of die AudhoriLy or
while engaged in die perforniance of any of their functions or duties under the provisions of this
Agreement.
19. Amendment
This Agreement may be aunended by die adoption of the alhiendnlenL by die governing
bodies of a majority of tlhc Menlbers. Tile alnendinent slhall become effective on die first day of
die monde following die last required member agency approval. An anhendment play be initiated
by die Board, upon approval by a majority of the Board. Any proposed amendment, including the
text of the proposed change, shall be given by die Board to each Member's Delegate for
presentation and action by each Members board within 60 days, wlhiclh tine may be extended by
die Board.
The list of Members, Attachment 1, may be updated to reflect new and/or withdrawn
Members without requiring formal amendment of' the Agreement by die Authority Board of'
Directors.
20. Withdrawal of Member or Associate Member
If a Member withdraws as member of RCRC, its nlenlbership in die Audhority shall
automatically tcrininate. A Member or Associate Member Illay withdraw from this Agreement
upon written notice to die Board; provided however, that no suclh withdrawal slhall result in die
dissolution of die Authority as long as any Bonds or odhcr obligations of the Authority remain
outstanding. Any such withdrawal shall become effective thirty (30) days after a resolution adopted
by die Member's governing body wbich authorizes withdrawal is received by die Authority.
Notwidhstanding the foregoing, any termination of membership or widufrawal from die Authority
slhall not operate to relieve any tenhlinaLed or wididrawing Member or Associate Member from
Obligations incurred by such teriniilated or widhdrawing Member or Associate Member prior to
the time of its termination or withdrawal.
20. Miscellaneous
a. Counterparts. This Agreement may be executed in several counterparts, each of'
which sliall be an original and all of wlllcli slhall coIlstitute but one and die saine lllstruIlleIlt.
b. Construction. The section headings herein are for convenience only and are not to
be construed as modifying or governing the language in the section referred to.
C. Approvals. Wherever in this Agreement any consent. or approval is required, the
same shall not be unreasonably widiheld.
d. Jurisdiction; Venue. "riiis Agreement is made in the State of California, under die
Constitution and laws of such State and is to be so construed; any action to enforce or interpret its
terms shall be brought in Sacrainento County, California.
C. Integration. This Agreement is the complete and exclusive statement of die
agreement among die parties liereto, and it supersedes and merges all prior proposals,
understandings, and oilier agreements, whedier oral, written, or implied in conduct, between and
among dic parties relating to die subject matter of this Agreement.
f. Successors; Assignment. This Agreement sliall be binding upon and sliall inure to
die benefit of die successors of die parties hereto. Except to die extent expressly provided herein,
no Member inay assign any right or obligation hereunder without the consent of die Board.
g. Severability. Should any part, terni or provision of this Agreement be decided by
die courts to be illegal or in conflict wide any law of die State of California, or odierwise be
rendered unenforceable or ineffectual, the validity of die remaining parts, terms or provisions
hereof sliall not be affected diereby.
The parties hereto have caused diis Agreement to be executed and attested by dicir properly
audiorized officers.
AS ADOPTED BY THE MEMBERS:
Originally (late(] July 1, 1993
Amended and restated December 10, 1998
Amended and restated February 18, 1999
Amended and restated Septeiiibcr 18, 2002
Amended and restated January 28, 2004
Amended and restated December 10, 2011
IMCNA RIMS ONI'OLLOWING PA GEN
SIGNATURE PAGE FOR NEW ASSOCIATE MEMBERS
NAME OF COUNTY OR CITY:
By:_
Name:
Title;
Attest:
By
[Clerk of the Board Supervisors or City Clerk]
AFTER EXECUTION, PLEASE SEND TO:
Golden State Finance Authority
(formerly California Horne Finance Authority)
1215 K Street, Suite 1650
Sacramento, CA 95814
8267 1.00000\9603861.1
Dated:
APPROVED AS TO FORM:
C" AHORNLYS OF
A&w Q C Aft0MeY v+`^ tidl�tl+s
IMFICFVOT2ASCM
301310 VYJ"TIrA YW
ATTACHMENT 1
CALIFORNIA HOME FINANCE AUTHORITY MEMBERS
As of December 10, 2014
Alpinc County
Alnador County
Butte County
Calaveras County
Colusa County
Del Norte County
El Dorado County
Glenn County
Humboldt County
Imperial County
Inyo County
Lala County
Lassen County
Madera County
Mariposa County
Mendocino County
Merced County
Modoc County
Mono County
Napa County
Nevada County
Placer County
Plumils County
San Benito Count}'
Shasta Count),
Sierra County
Siskiyou County
Sutter County
Tchaina Count}'
Trinity County
Tuolumne County
Yolo County
Yuba County
ATTACHMENT B
Resolution for California Home Finance
Authority Program Using PACE Financing
-1-
RESOLUTION NO. 2015-
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF
NEWPORT BEACH AUTHORIZING THE CITY'S CONSENT TO
INCLUSION OF PROPERTIES WITHIN THE CITY'S JURISDICTION IN
THE CALIFORNIA HOME FINANCE AUTHORITY PROGRAM TO
FINANCE RENEWABLE ENERGY GENERATION, ENERGY AND
WATER EFFICIENCY IMPROVEMENTS, ELECTRIC VEHICLE
CHARGING INFRASTRUCTURE, AND APPROVING ASSOCIATE
MEMBERSHIP IN THE JOINT EXERCISE OF POWERS AUTHORITY
RELATED THERETO
WHEREAS, the California Home Finance Authority ("Authority") is a joint
exercise of powers authority established pursuant to Chapter 5 of Division 7, Title 1 of
the Government Code of the State of California (Section 6500 et seq.) ("Act") and the
Joint Power Agreement entered into on July 1, 1993, as amended from time to time
("JPA");
WHEREAS, the Authority is in the process of amending the Authority JPA to
formally change its name to the Golden State Finance Authority;
WHEREAS, Authority has established a property -assessed clean energy
("PACE") Program ("PACE Program") to provide for the financing of renewable energy
generation, energy and water efficiency improvements, and electric vehicle charging
infrastructure ("Improvements") pursuant to Chapter 29 of the Improvement Bond Act of
1911, being Division 7 of the California Streets and Highways Code ("Chapter 29")
within counties and cities throughout the State of California that elect to participate in
such program;
WHEREAS, the City of Newport Beach ("City") is committed to the development
of renewable energy generation, energy and water efficiency improvements, reduction
of greenhouse gases, and protection of the environment;
WHEREAS, in Chapter 29, the California legislature has authorized cities and
counties to assist property owners in financing the cost of installing Improvements
through a voluntary contractual assessment program;
WHEREAS, installation of such Improvements by property owners within the
jurisdictional boundaries of the counties and cities that are participating in the Authority
PACE Program would promote the purposes cited above;
WHEREAS, the City wishes to provide innovative solutions to its property owners
to achieve energy and water efficiency, and in doing so, will cooperate with the Authority
in order to efficiently and economically assist property owners within the City in
financing such Improvements;
WHEREAS, Authority has established the PACE Program, a voluntary
contractual assessment program, as permitted by the Act, the Authority JPA, originally
-2-
made and entered into July 1, 1993, as amended to date, to which City desires to
become an Associate Member of the JPA by execution of the JPA Agreement, a copy of
which is attached as Exhibit "A" hereto, to participate in the programs of the JPA and to
assist property owners within the jurisdiction of the City in financing the cost of installing
Improvements;
WHEREAS, the City will not be responsible for the conduct of any assessment
proceedings; the levy and collection of assessments or any required remedial action in
the case of delinquencies in the payment of any assessments or the issuance, sale or
administration of any bonds issued in connection with the Authority PACE Program.
NOW, THEREFORE, the City Council of the City of Newport Beach resolves as
follows:
Section 1: This City Council finds and declares that properties in the City's
incorporated area will be benefited by the availability of the Authority PACE Program to
finance the installation of the Improvements.
Section 2: This City Council consents to inclusion in the Authority PACE Program
of all of the properties in the jurisdictional boundaries of the City and to the
Improvements, upon the request by and voluntary agreement of owners of such
properties, in compliance with the laws, rules and regulations applicable to such
program; and to the assumption of jurisdiction there over by Authority for the purposes
thereof.
Section 3: The consent of this City Council constitutes assent to the assumption
of jurisdiction by Authority for all purposes of the Authority PACE Program and
authorizes Authority, upon satisfaction of the conditions imposed in this Resolution, to
take each and every step required for or suitable for financing the Improvements,
including the levying, collecting and enforcement of the contractual assessments to
finance the Improvements and the issuance and enforcement of bonds to represent
such contractual assessments.
Section 4: This City Council hereby approves joining the JPA as an Associate
Member and authorizes the execution by appropriate City officials of any necessary
documents to effectuate such membership.
Section 5: City staff is authorized and directed to coordinate with Authority staff to
facilitate operation of the Authority PACE Program within the City, and report back
periodically to this City Council on the success of such program.
Section 6: This action is not subject to the California Environmental Quality Act
(CEQA) pursuant to Sections 15060(c)(3) of the CEQA Guidelines, California Code of
Regulations, Title 14, Chapter 3 because the activity is not a project as defined in
Section 15378 and has no potential for resulting in physical change to the environment,
directly or indirectly.
-3-
Section 7: This Resolution shall take effect immediately upon its adoption by the
City Council, and the City Clerk shall certify the vote adopting the resolution. The City
Clerk is directed to send a certified copy of this resolution to the Secretary of the
Authority.
ADOPTED this 27t" day of October, 2015
ATTEST:
-32
Leilani I. Brown
City Clerk
Attachment: Exhibit A: JPA Agreement
In
Edward D. Selich
Mayor
Exhibit A
JPA Agreement
-5-
CALIFORNIA HOME FINANCE AUTHORITY
AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMEENT
(Original date July 1, 1993 and as last ahnendcd and restated December 10, 2011)
THIS AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT
("Agreement") is entered into by and among (lie counties listed on Attachment 1 hereof and
incorporated herein by reference. All such counties are referred to herein as "Members" wide the
respective powers, privileges and restrictions provided herein.
RECITALS
A. WHEREAS, die California Rural Horne Mortgage Finance AuthoriLy ("CRHMFA") was
created by a joint Exercise of Powers Agreement dated July 1, 1993 pursuant to die Joint Exercise
of Powers Act (commencing wide Article 1 of Chapter 5 of Division 7 of chide 1 of' die
Government Code of the State of California (die "Act"). By Resolution 2003-02, adopted on
January 15, 2003, the nahnc of the audhority was changed to CRHMFA Homebuyers Fund. The
most recent ahnendnhent to die Joint Exercise of Powers Agreement was on January 28, 2004.
B. WHEREAS, die Members of CRHMFA Homebuyers Fund desire to update, reaffirm,
clarify and revise certain provisions of the joint powers agreement, including die renaming of die
joint powers authority, as set fords herein.
C. WHEREAS, die Members are each empowered by law to finance die construction,
acquisition, improvement and rehabilitation of real property.
D. WHEREAS, by this Agreement, the Members desire to create and establish a joint powers
authority to exercise their respective powers for die purpose of financing die construction,
acquisition, improvemenL and rehabilitation of real property within die jurisdiction of die Authority
as authorized by die Act.
NOW, "THEREFORE, in consideration of the mutual covenants contained herein, the Members
individually and collectively agree as follows:
1. Definitions
Unless die context odhenvise requires, die following teens shall for purposes of' this
Agreement have die meanings specified below:
"Act" means die Joint Exercise ol' Powers Act, commencing with Article 1 of Chapter 5 of
Division 7 of Tide 1 of' dhc GovernmenL Code of the State of California, including the Marks -Roos
Local Bond Pooling Act of 1985, as anhended.
"Agreemene means this Joint Exercise of Powers Agreement, as die same now exists or as it
may from time to time be amended as provided herein.
"Associate Member" nheans a county, city or odier public agency which is not a voting
member of the Rural County Representatives of California, a California nonprofit corporation
("RCRC"), with legal power ;ind authority similar to drat of the Members, admitted pursuant to
paragraph 4.d. below to associate inembership herein by vote of lie Board.
"Audit Committee" means a committee made up of' the nine -member Executive
Committee.
"Authority" means California Houle Finance Audiority ("CHF"), formerly known as
CRHMFA Homebuyers Fund or California Rural Home Mortgage Finance Audiority.
"Board" means die governing board of tic Audiority as described in Section 7 below.
"Bonds" means bonds, notes, warrants, leases, certificates of participation, installment
purchase agreements, loan agreements and oilier securities or obligations issued by the Authority,
or financing agreements entered into by die Authority pursuant to die Act and any other obligation
within die meaning of the term "Bonds" under die Act.
"Delegate" means die Supervisor designated by the governing board of each Member to
serve on die Board of die Audiority.
"Executive Committee" means the nine-inenhber Executive Coimhhiuee of the Board
established pursuant to Section 10 lhereol:
"Member" means any county which is a member of RCRC, leas executed this Agreement.
and has become a member of tic Audiority.
"Obligations" means bonds, notes, warrants, leases, certificates of participation, installment
purchase agreements, loan agreements and other securities or obligations issued by die Authority,
or financing agreements entered into by die Authority pursuant to die Act and any other financial
or legal obligation of the Authority under die Act.
"Program" or "Project" means any work, improvement, prograihh, project or service
undertaken by die Authority.
"Rural County Representatives of California" or "RCRC" means die nonprofit entity
incorporated under that name in die Slate of California.
"Supervisor" mcauhs an elected County Supervisor from an RCRC member county.
2. Purpose
The purpose of the Audiority is to provide finaihcing for die acquisition, construction, ,
improvement and rehabilitation of real property in accordance with applicable provisions of law
for die benefit of residents and communities. In pursuit of this purpose, this Agrecihhenl provides
16r die joint exercise of' powers connnon to any of its Members and Associate Members as
provided herein, or odicrwise authorized by the Act and other applicable laws, including assisting
in financing as authorized herein, jointly exercised in the manner set fords licrcin.
3. Principal Place of Business
The principal office of the Audiority shall be 1215 K Street, Suite 1650, Sacramento,
California 95814.
4. Creation of Authority; Addition of Members or Associate Members
a. The Audiority is hereby created pursuant to dic Act. As provided in die Act., the
Audiority shall be a public entity separate and distinct from die Members or Associate Members.
b. The Audiority will cause a notice of this Agreement or any ahnendnient hereto to
be prepared and filed wide die office of the .Secretary of Shite of California in a timely fashion in
die manner set forth in Section 6503.3 of die Act.
C. A county fiat is a member of RCRC may petition to become a member of die
Audiority by submitting to the Board a resolution or evidence of other formal action taken by its
governing body adopting dhis Agreement. The Board shall review die petition for membership
and sliall vote to approve or disapprove die petition. If die petition is approved by a majority of'
die Board, such county shall immediately become a Member of die Audiority.
d. An Associate Member may be added to die Authority upon the allirrnative
approval of its respective governing board and pursuant to action by the Audiority Board upon
such terms and conditions, and with such rights, privileges and responsibilities, as may be
established from time to time by die Board. Such tenths and conditions, and rights, privileges and
responsibilities may vary aniong die Associate Members. Associate Members shall be entitled to
participate in one or more progranis of the Audiority as deterhnined by die Board, but shall not be
voting members of [lie Board. The Executive Director of die Audiority shall enforce die terms
and conditions for prospective Associate Members to die Authority as provided by resolution of'
the Board and as amended from time to time by die Board. Clhanges in the terms and conditions
for Associate Membership by the Board will not constitute an annendment of this Agrecnnent.
5. Term and Termination of Powers
This Agreement slhall become effective from die date hereof until the earlier of die time
when all Bonds and any interest dhereon shall have been paid in fill], or provision for such
payment shall have been made, or when die Authority shall no longer own or hold any interest in a
public capital improvement or prograni. The Audiority shall continue to exercise die powers
herein conferred upon it until termination of flus Agreement, except dial if any Bonds are issued
and delivered, in no event shall die exercise of tlrc powers herein grunted be terminated until all
Bonds so issued and delivered and die interest diercon shall have been paid or provision for such
payment shall have been made and any other debt incurred wide respect to any oilier finauicing
program established or administered by the Authority has been repaid in full and is no longer
outstanding.
6. Powers; Restriction upon Exercise
a. To effectuate its purpose, the Authority sliall have the power to exercise any and all
powers of die Members or of a joint powers authority under die Act and other applicable
provisions of law, subject, however, to die conditions and restrictions herein contained. Each
Meinnber or Associate Member may also separately exercise any and all such powers. The powers
of die Audiority are limited to diose of a general law county.
b. The Authority inay adopt., froin time to time, such resolutions, guidelines, rules and
regulations for die conduct of its ineetings and die activities of die Authority as it. deems necessary
or desirable to accomplish its purpose.
C. The Authority sliall have die power to finance die construction, acquisition,
improvement and rehabilitation of real property, including die power to purchase, with die
amounts received or to be received by it pursuant to a bond purchase agreement, bonds issued by
any of its Members or Associate Members and odher local agencies at public or negotiated sale, for
die purpose set forth herein and in accordance with the Act. All or any part of such bonds so
purchased may be lheld by die Authority or resold to public or private purchasers at public or
negotiated sale. The Authority shall set any odher terms and conditions of any purchase or sale
contemplated herein as it deems necessary or convenient and in furdherance of die Act. The
Auhhority may issue or cause to be issued Bonds or other indebtedness, and pledge any of its
property or revenues as security to die extent permitted by resolution of' the Board under any
applicable provision of law. The Authority may issue Bonds in accordance with the Act in order
to raise funds necessary to effectuate its purpose hereunder and may enter into agreennents to
secure such Bonds. The Auhority may issue other forns of indebtedness authorized by the Act,
and to secure such debt, to furdher such purpose. Tine Auhhority may utilize other forns of capital,
including, but not limited to, die Autliority's internal resources, capital markets and other forms of'
private capital invcsthnent authorized by die Act..
d. The Authority is hereby authorized to do all acts necessary for die exercise of its
powers, including, but not limited to:
(1) executing contracts,
(2) employing agents, consultants quid employees,
(3) acquiring, constructing or providing for maintenance and operation of any
building, work or improvement,
(4) acquiring, holding or disposing of real or personal property wherever
located, including property subject to mortgage,
(5) incurring debts, liabilities or obligations,
(6) receiving gifts, contributions and donations of property, funds, services Bund
any odier forns of assistance from persons, liens, corporations or
governnhentzl entities,
(7) suing and being sued in its own mine, and litigating or settling any suits or
clairus,
(8) doing any and all things necessary or convenient to die exercise of its
specific powers and to acconnplislung its purpose
(9) establishing and/or adinniinistcring districts to finance and refinance the
acquisition, installation and inhprovenlent of energy eflicieitcy, water
conservation and renewable energy improvements to or on real property
and in buildings. The Audiority may enter into one or more agreements,
including without limitation, participation agreements and implementation
agreements to implement such programs.
e. Subject to die applicable provisions of any indenture or resolution providing for die
investment of monies lield diereunder, (lie Audiority shall have the power to invest any of its funds
as die Board deems advisable, in die same manner and upon die sane conditions a.S local agencies
pursuant to Section 53601 of die Government Code of die Suite of California.
f. All property, equipment, supplies, funds and records of die Audiority sliall be
owned by tie Authority, except as may be provided otherwise herein or by resolution of the
Board.
g. Pursuant to die provisions of Section 6508.1 of die Act, die debts, liabilities and
obligations of die Audiority shall not be debts, liabilities and obligations of die Members or
Associate Members. Any Bonds, togedier widi any interest and premium diereon, shall not
constitute debts, liabilities or obligations of any Member. The Members or Associate Members
hereby agree drat any such Bonds issued by die Audiority shall not constitute general obligations of
die Audiority but shall be payable solely from die moneys pledged to die repayment of principal or
interest on such Bonds under die terms of die resolution, indenture, trust, agreement or oilier
instrument pursuant to which such Bonds are issued. Neidier die Members or Associate
Members nor die Audiority shall be obligated to pay die principal of or premium, if any, or
interest on the Bonds, or oilier costs iIIcidental thereto, except from the revenues and funds
pledged dherefor, and neidier die f iidi and credit nor die taxing power of die Members or
Associate Members or die Audiority shall be pledged to the payhnent of' the principal of or
premium, if any, or interest on die Bonds, nor slhall die Members or Associate Members of the
Authority be obligated in any manner to make any appropriation for such payment. No covenant
or agreement contained in any Bond shall be deemed to be a covenant or agreement of any
Delegate, or any officer, agent or employee of tic Audiority in an individual capacity, and neither
the Board nor any officer thereof executing die Bonds or any document related diereto sliall be
liable personally on any Bond or be sullject to any personal liability or accountability by reason of
die issuance of any Bonds.
7. Governing Board
a. The Board shall consist of die number of Delegates equal to one representative
from each Member.
b. The governing body of each Member shall appoint one of its Supervisors to serve
as a Delegate on the Board. A Member's appointment of its Delegate slhall be delivered in writing
(which may be by electronic mail) to die Audiority and shall be elfective until lie or she is replaced
by such governing body or no longer a Supervisor; any vacancy slhall be tilled by die governing
body of the Member in die same manner provided in this paragraph b..
C. 'riie governing body ofeach Member of the Board slhall appoint a Supervisor as an
alternate to serve on the Board in die absence of die Delegate; die alternate may exercise all the
rights and privileges of the Delegate, including the right to be counted in constituting a quorum, to
participate in die proceedings of die Board, and to vote upon any and all matters. No alternate
may have more dean one vote at any meeting of die Board, and any Member's designation of an
alternate shall be delivered in writing (which may be by electronic mail) to die Authority and sliall
be effective until such alternate is replaced by lhis or leer governing body or is no longer a
Supervisor, unless odierwise specified in such appointment. Any vacancy shall be filled by die
governing body of the Member in the same manner provided in this paragraph c..
d. Any person who is not a member of die governing body of a Member and who
attends a meeting on behalf of' such Member may not vote or be counted toward a quorum but
may, at die discretion of die Chair, participate in open ineetings lie or she attends.
e. Each Associate Member may designate a non-voting representative to die Board
who may not be counted toward a quorum but who may attend open meetings, propose agenda
items and odierwise participate in Board Meetings.
f. Delegates shall not receive compensation for serving as Delegates, but may claim
and receive reimbursement for expenses actually incurred in connection wide such service
pursuant to rules approved by die Board and subject to die availability of funds.
g. The Board shall have the power, by resolution, to die extent permitted by die Act
or any oilier applicable law, to exercise any powers of die Authority and to delegate any of its
functions to die Executive Committee or one or more Delegates, officers or agents of the
Audiority, and to cause any audiorized Delegate, officer or agent to take any actions and execute
any documents for and in die name and on behall' of the Board or die Audiority.
li. The Board may establish such committees as it deems necessary for any lawful
purpose; such committees are advisory only and may not act or purport to act on belhalf of die
Board or die Audiority.
i. The Board shall develop, or cause to be developed, and review, modify as
necessary, and adopt each Program.
8. Meetings of the Board
a. The Board sliall meet at least once annually, but may meet more frequently upon
call of any officer or as provided by resolution of the Board.
b. Meetings of die Board shall be called, noticed, held and conducted pursuant to die
provisions of the Ralph M. Brown Act, Chapter 9 (commencing widh Section 54950) of Part I of
Division 2 of Tide 5 of die Government Code of dhc State of' California.
C. The Secretary of die Audiority sliall cause minutes of all meetings of' dhe Board to
be t kcn and distributed to each Member as soon as possible after each meeting.
d. The lesser of' twelve (12) Delegates or a nhajority of die number of current
Delegates shall constitute a quoruln for transacting business at any Inecthng of die Board, except
that less than a quorum may act to adjourn a meeting. Each Delegate shall have one vote.
e. Meetings may be held at any location designated in notice properly given for a
inecting and may be conducted by telephonic or similar means in any manner otherwise allowed
by law.
9. Officers; Duties; Official Bonds
a. The Board shall elect a chair and vice chair from among tie Delegates at die
Board's annual meeting who sliall serve a tenu of one (1) year or until Heir respective successor is
elected. The chair slhall conduct the meetings of die Board and perform such other duties as may
be specified by resolution of the Board. The vice chair shall perform such duties in die absence or
in die event of die unavailability of the chair.
b. The Board shall contract annually widh RCRC to administer die Agreement and to
provide administrative services to die Authority, and die President and Cliief' Executive Officer of'
RCRC shall serve ex officio as Executive Director, Secretary, Treasurer, and Auditor of die
Authority. As chief executive of the Audhority, die Executive Director is authorized to execute
contracts and other obligations of die Audiority, unless prior Board approval is required by a diird
party, by law or by Board specification, and to perforin oilier duties specified by the Board. The
Executive Director may appoint such ober officers as anay be required for die orderly conduct of
die Authority's business and affairs who shall serve at die pleasure of the Executive Director.
Subject to die applicable provisions of any indenture or resolution providing for a trustee or other
fiscal agent, die Executive Director, as Treasurer, is designated as die custodian of die Authority's
funds, from whatever source, and, as such, slhall have die powers, duties and responsibilities
specified in Section 6505.5 of the Act. The Executive Director, as Auditor, shall have die powers,
duties and responsibilities specified in Section 6505.5 of the Act.
C. The Legislative Advocate for die Authority shall be die Rural County
Representatives of California.
d. The 'Treasurer and Auditor arc public officers who have charge of, handle, or have
access to all property of the Audhority, and a bond for such officer in die amount of at least one
hundred thousand dollars ($100,000.00) shall be obtained at die expense of die Authority and
filed with die Executive Director. Such bond may secure the faithful performance of such
officer's duties witlh respect to another public office if such bond in at least die saine aunount
specifically mentions die office of the Authority as required herein. The Treasurer and Auditor
shall cause periodic independent audits to be made of the Authority's books by a certified public
accountant, or public account -ant., in compliance with Section 6505 of the Act.
C. The business of' die Authority shall be conducted under (lie supervision of die
Executive Director by RCRC personnel.
10. Executive Committee of the Authority
a. Composition
The Audiority shall appoint nine (9) members of its Board to serve on an Executive
Comrittee.
b. Powers and Limitations
The Executive Committee sliall act in an advisory capacity and make
recommendations to die Audiority Board. Duties will include, but not be limited to, review of the
quarterly and annual budgets, service as the Audit Committee for die Audiority, periodically
review this Agreement; and complete any oilier tasks as may be assigned by die Board. The
Executive Committee shall be subject to all limitations imposed by dus Agreement, other
applicable law, and resolutions of die Board.
C. Quorum
A majority of the Executive Committee shall constitute a quorum for transacting
business of die Executive Committee.
11. Disposition of Assets
Upon termination of this Agreement, all remaining assets and liabilities of die Authority
shall be distributed to die respective Members in such manner as sliall be determined by die
Board and in accordance widh die law.
12. Agreement Not Exclusive; Operation in Jurisdiction of Member
This Agreement shall not be exclusive, and each Member expressly reserves its rights to
carry out odher public capital improvements and prograuns as provided for by law and to issue
odher obligations for those purposes. This Agreement sliall not be deenhed to anlend or alter die
terms of other agreements, among die Members or Associate Members.
13. Conflict of Interest Code
The Authority shall by resolution adopt a Conflict of Interest Code as required by law.
14. Contributions and Advances
Contributions or advances of public funds and of personnel, equipment or property may
be made to the Audiority by any Member, Associate Member or any oilier public agency to
furdher die purpose of this Agreement. Payment of public funds may be made to defray die cost of
any contribution. Any advance may be made subject to repayment, and in that case slhall be repaid
in die manner agreed upon by die advancing Member, Associate Member or odicr public agency
and the Audiority at the time of making the advance.
15. Fiscal Year; Accounts; Reports; Annual Budget; Administrative Expenses
a. The fiscal year of the Authority shall be die period From January 1 of each year to
and including the following December 31, except for any partial fiscal year resulting from a change
in accounting based on a different fiscal year previously.
b. Prior to the beginning of each fiscal year, the Board shall adopt a budget for the
succeeding fiscal year.
C. The Authority sliall establish and hnalintain sucli funds and accounts as may be
required by generally accepted accounting principles. 'rile books and records of the Authority are
public records and shall be open to inspection at all reasonable times by cacli Member and its
representatives.
d. The Auditor sliall either make, or contract with a certified public accountant or
public accountant to make, an annual audit of' the accounts and records of the Audhority. 'rile
itiinimum requirements of the audit shall be those prescribed by the State Controller for special
districts under Section 26909 of the Government Code of the State of' California, and sliall
conform to generally accepted auditing standards. When an audit of accounts and records is made
by a certified public accountant or public accountant, a report thereof shall be filed as a public
record widi each Member (and also with the auditor of Sacraniento County as die county in which
Che Authority's office is located) within 12 montlis alter die end of the fiscal year.
C. In any year in which Che annual budget of tic Authority does not exceed five
thousand dollars ($5,000.00), die Board may, upon unallmhnous approval of the Board, replace the
annual audit with an ensuing one-year period, but in no event for a period longer than two fiscal
years.
16. Duties of Members or Associate Members; Breach
If any Member or Associate Member shall default in perforining any coveniuA confined
lierein, such default shall not excuse that Member or Associate Member from fulfilling its other
obligations hereunder, and such defaulting Member or Associate Member sliall remain liable for
the performance of all covenants licreof. Each Member or Associate Member hereby declares
that this Agreement. is entered into for the benefit of the Authority created hereby, and each
Member or Associate Member hereby grants to the Authority the right to enforce, by whatever
lawful hmcans die Authority deems appropriate, all of' tie obligations of each of the parties
hereunder. Each and all of the remedies given to the Authority hereunder or by any law now or
hereafter enacted are cumulative, and die exercise of one right or remedy shall not impair the right
of the Authority to any or all odier remedies.
17. Indemnification
To the full extent pennitted by law, tate Board may audhoriie indemnification by die
Authority of any person who is or was a Board Delegate, alternate, officer, consultant, employee or
odhcr agent of die Authority, and who was or is it Darty or is threatened to be made a party to a
proceeding by reason of die fact that such person is or was such a Delegate, alternate, officer,
consultant, employee or other agent of tlhe Audiority. Such lndennnlhcatlon may be made against
expenses, judgements, fines, settlements and other amounts actually and reasonably incurred in
connection with such proceeding, i suclh person acted in good faith and in a manner sthclh person
reasonably believed to be in the best interests of the Audhority and, in die case of a criminal
proceeding, had no reasonable cause to believe liis or her conduct was unlawful and, in the case of
an action by or in die right of the Audhority, acted with such care, including reasonable inquiry, as
an ordinarily prudent person in a like position would use under similar circumstances.
18. Immunities
All of the privileges and immunities from liabilities, exemptions from law, ordinances and
rules, all pension, relief, disability, workers' compensation and other benefits wbicll apply to the
activity of officers, agents or employees of any of die Members or Associate Members when
performing their respective functions, shall apply to them to die saine degree and extent while
engaged as Delegates or otherwise as all officer, agent or other representative of die AudhoriLy or
while engaged in die perforniance of any of their functions or duties under the provisions of this
Agreement.
19. Amendment
This Agreement may be aunended by die adoption of the alhiendnlenL by die governing
bodies of a majority of tlhc Menlbers. Tile alnendinent slhall become effective on die first day of
die monde following die last required member agency approval. An anhendment play be initiated
by die Board, upon approval by a majority of the Board. Any proposed amendment, including the
text of the proposed change, shall be given by die Board to each Member's Delegate for
presentation and action by each Members board within 60 days, wlhiclh tine may be extended by
die Board.
The list of Members, Attachment 1, may be updated to reflect new and/or withdrawn
Members without requiring formal amendment of' the Agreement by die Authority Board of'
Directors.
20. Withdrawal of Member or Associate Member
If a Member withdraws as member of RCRC, its nlenlbership in die Audhority shall
automatically tcrininate. A Member or Associate Member Illay withdraw from this Agreement
upon written notice to die Board; provided however, that no suclh withdrawal slhall result in die
dissolution of die Authority as long as any Bonds or odhcr obligations of the Authority remain
outstanding. Any such withdrawal shall become effective thirty (30) days after a resolution adopted
by die Member's governing body wbich authorizes withdrawal is received by die Authority.
Notwidhstanding the foregoing, any termination of membership or widufrawal from die Authority
slhall not operate to relieve any tenhlinaLed or wididrawing Member or Associate Member from
Obligations incurred by such teriniilated or widhdrawing Member or Associate Member prior to
the time of its termination or withdrawal.
20. Miscellaneous
a. Counterparts. This Agreement may be executed in several counterparts, each of'
which sliall be an original and all of wlllcli slhall coIlstitute but one and die saine lllstruIlleIlt.
b. Construction. The section headings herein are for convenience only and are not to
be construed as modifying or governing the language in the section referred to.
C. Approvals. Wherever in this Agreement any consent. or approval is required, the
same shall not be unreasonably widiheld.
d. Jurisdiction; Venue. "riiis Agreement is made in the State of California, under die
Constitution and laws of such State and is to be so construed; any action to enforce or interpret its
terms shall be brought in Sacrainento County, California.
C. Integration. This Agreement is the complete and exclusive statement of die
agreement among die parties liereto, and it supersedes and merges all prior proposals,
understandings, and oilier agreements, whedier oral, written, or implied in conduct, between and
among dic parties relating to die subject matter of this Agreement.
f. Successors; Assignment. This Agreement sliall be binding upon and sliall inure to
die benefit of die successors of die parties hereto. Except to die extent expressly provided herein,
no Member inay assign any right or obligation hereunder without the consent of die Board.
g. Severability. Should any part, terni or provision of this Agreement be decided by
die courts to be illegal or in conflict wide any law of die State of California, or odierwise be
rendered unenforceable or ineffectual, the validity of die remaining parts, terms or provisions
hereof sliall not be affected diereby.
The parties hereto have caused diis Agreement to be executed and attested by dicir properly
audiorized officers.
AS ADOPTED BY THE MEMBERS:
Originally (late(] July 1, 1993
Amended and restated December 10, 1998
Amended and restated February 18, 1999
Amended and restated Septeiiibcr 18, 2002
Amended and restated January 28, 2004
Amended and restated December 10, 2011
IMCNA RIMS ONI'OLLOWING PA GEN
SIGNATURE PAGE FOR NEW ASSOCIATE MEMBERS
NAME OF COUNTY OR CITY:
By:_
Name:
Title;
Attest:
By
[Clerk of the Board Supervisors or City Clerk]
AFTER EXECUTION, PLEASE SEND TO:
Golden State Finance Authority
(formerly California Horne Finance Authority)
1215 K Street, Suite 1650
Sacramento, CA 95814
8267 1.00000\9603861.1
Dated:
APPROVED AS TO FORM:
C" AHORNLYS OF
A&w Q C Aft0MeY v+`^ tidl�tl+s
IMFICFVOT2ASCM
301310 VYJ"TIrA YW
ATTACHMENT 1
CALIFORNIA HOME FINANCE AUTHORITY MEMBERS
As of December 10, 2014
Alpinc County
Alnador County
Butte County
Calaveras County
Colusa County
Del Norte County
El Dorado County
Glenn County
Humboldt County
Imperial County
Inyo County
Lala County
Lassen County
Madera County
Mariposa County
Mendocino County
Merced County
Modoc County
Mono County
Napa County
Nevada County
Placer County
Plumils County
San Benito Count}'
Shasta Count),
Sierra County
Siskiyou County
Sutter County
Tchaina Count}'
Trinity County
Tuolumne County
Yolo County
Yuba County
ATTACHMENT C
Joint Powers Authority Agreement
4-43
CALIFORNIA HOME FINANCE AUTHORITY
AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMEENT
(Original date July 1, 1993 and as last ahnendcd and restated December 10, 2011)
THIS AMENDED AND RESTATED JOINT EXERCISE OF POWERS AGREEMENT
("Agreement") is entered into by and among (lie counties listed on Attachment 1 hereof and
incorporated herein by reference. All such counties are referred to herein as "Members" wide the
respective powers, privileges and restrictions provided herein.
RECITALS
A. WHEREAS, die California Rural Horne Mortgage Finance AuthoriLy ("CRHMFA") was
created by a joint Exercise of Powers Agreement dated July 1, 1993 pursuant to die Joint Exercise
of Powers Act (commencing wide Article 1 of Chapter 5 of Division 7 of chide 1 of' die
Government Code of the State of California (die "Act"). By Resolution 2003-02, adopted on
January 15, 2003, the nahnc of the audhority was changed to CRHMFA Homebuyers Fund. The
most recent ahnendnhent to die Joint Exercise of Powers Agreement was on January 28, 2004.
B. WHEREAS, die Members of CRHMFA Homebuyers Fund desire to update, reaffirm,
clarify and revise certain provisions of the joint powers agreement, including die renaming of die
joint powers authority, as set fords herein.
C. WHEREAS, die Members are each empowered by law to finance die construction,
acquisition, improvement and rehabilitation of real property.
D. WHEREAS, by this Agreement, the Members desire to create and establish a joint powers
authority to exercise their respective powers for die purpose of financing die construction,
acquisition, improvemenL and rehabilitation of real property within die jurisdiction of die Authority
as authorized by die Act.
NOW, "THEREFORE, in consideration of the mutual covenants contained herein, the Members
individually and collectively agree as follows:
1. Definitions
Unless die context odhenvise requires, die following teens shall for purposes of' this
Agreement have die meanings specified below:
"Act" means die Joint Exercise ol' Powers Act, commencing with Article 1 of Chapter 5 of
Division 7 of Tide 1 of' dhc GovernmenL Code of the State of California, including the Marks -Roos
Local Bond Pooling Act of 1985, as anhended.
"Agreemene means this Joint Exercise of Powers Agreement, as die same now exists or as it
may from time to time be amended as provided herein.
/ / /
"Associate Member" nheans a county, city or odier public agency which is not a voting
member of the Rural County Representatives of California, a California nonprofit corporation
("RCRC"), with legal power ;ind authority similar to drat of the Members, admitted pursuant to
paragraph 4.d. below to associate inembership herein by vote of lie Board.
"Audit Committee" means a committee made up of' the nine -member Executive
Committee.
"Authority" means California Houle Finance Audiority ("CHF"), formerly known as
CRHMFA Homebuyers Fund or California Rural Home Mortgage Finance Audiority.
"Board" means die governing board of tic Audiority as described in Section 7 below.
"Bonds" means bonds, notes, warrants, leases, certificates of participation, installment
purchase agreements, loan agreements and oilier securities or obligations issued by the Authority,
or financing agreenhents entered into by die Authority pursuant to die Act and any other obligation
within die meaning of the term "Bonds" under die Act.
"Delegate" means die Supervisor designated by the governing board of each Member to
serve on die Board of die Audiority.
"Executive Committee" means the nine-inenhber Executive Coimhhiuee of the Board
established pursuant to Section 10 lhereol:
"Member" mems any county which is a member of RCRC, leas executed this Agreement.
and has become a member of tic Audiority.
"Obligations" means bonds, notes, warrants, leases, certificates of participation, installment
purchase agreements, loan agreements and other securities or obligations issued by die Authority,
or financing agreements entered into by die Authority pursuant to die Act and any other financial
or legal obligation of the Authority under die Act.
"Program" or "Project" means any work, improvement, prograihh, project or service
undertaken by die Authority.
"Rural County Representatives of California" or "RCRC" means die nonprofit entity
incorporated under that name in die Slate of California.
"Supervisor" mcaris an elected County Supervisor from an RCRC member county.
2. Purpose
The purpose of the Audiority is to provide finaihcing for die acquisition, construction, ,
improvement and rehabilitation of real property in accordance with applicable provisions of law
for die benefit of residents and communities. In pursuit of this purpose, this Agrecihhenl provides
16r die joint exercise of' powers connnon to any of its Members and Associate Members as
provided herein, or odicrwise authorized by the Act and other applicable laws, including assisting
4-45
in financing as authorized herein, jointly exercised in the manner set fords licrcin.
3. Principal Place of Business
The principal office of the Audiority shall be 1215 K Street, Suite 1650, Sacramento,
California 95814.
4. Creation of Authority; Addition of Members or Associate Members
a. The Audiority is hereby created pursuant to dic Act. As provided in die Act., the
Audiority shall be a public entity separate and distinct from die Members or Associate Members.
b. The Audiority will cause a notice of this Agreement or any ahnendnient hereto to
be prepared and filed wide die office of the .Secretary of Shite of California in a timely fashion in
die manner set forth in Section 6503.3 of die Act.
C. A county fiat is a member of RCRC may petition to become a member of die
Audiority by submitting to the Board a resolution or evidence of other formal action taken by its
governing body adopting dhis Agreement. The Board shall review die petition for membership
and sliall vote to approve or disapprove die petition. If die petition is approved by a majority of'
die Board, such county shall immediately become a Member of die Audiority.
d. An Associate Member may be added to die Authority upon the allirrnative
approval of its respective governing board and pursuant to action by the Audiority Board upon
such terms and conditions, and with such rights, privileges and responsibilities, as may be
established from time to time by die Board. Such tenths and conditions, and rights, privileges and
responsibilities may vary aniong die Associate Members. Associate Members shall be entitled to
participate in one or more progranis of the Audiority as deterhnined by die Board, but shall not be
voting members of [lie Board. The Executive Director of die Audiority shall enforce die terms
and conditions for prospective Associate Members to die Authority as provided by resolution of'
the Board and as amended from time to time by die Board. Clhanges in the terms and conditions
for Associate Membership by the Board will not constitute an annendment of this Agrecnnent.
5. Term and Termination of Powers
This Agreement slhall become effective from die date hereof until the earlier of die time
when all Bonds and any interest dhereon shall have been paid in fill], or provision for such
payment shall have been made, or when die Authority shall no longer own or hold any interest in a
public capital improvement or prograni. The Audiority shall continue to exercise die powers
herein conferred upon it until termination of flus Agreement, except dial if any Bonds are issued
and delivered, in no event shall die exercise of tlrc powers herein grunted be terminated until all
Bonds so issued and delivered and die interest diercon shall have been paid or provision for such
payment shall have been made and any other debt incurred wide respect to any oilier finauicing
program established or administered by the Authority has been repaid in full and is no longer
outstanding.
6. Powers; Restriction upon Exercise
MMO
a. To effectuate its purpose, the Authority sliall have tie power to exercise any and all
powers of die Members or of a joint powers authority under die Act and other applicable
provisions of law, subject, however, to die conditions and restrictions herein contained. Each
Meinnber or Associate Member may also separately exercise any and all such powers. The powers
of die Audiority are limited to diose of a general law county.
b. The Authority inay adopt., froin time to time, such resolutions, guidelines, rules and
regulations for die conduct of its ineetings and die activities of die Authority as it. deenns necessary
or desirable to accomplish its purpose.
C. The Authority slhall have die power to finance die construction, acquisition,
improvement and rehabilitation of real property, including die power to purchase, with die
amounts received or to be received by it pursuant to a bond purchase agreement, bonds issued by
any of its Members or Associate Members and other local agencies at public or negotiated sale, for
die purpose set forth herein and in accordance with the Act. All or any part of such bonds so
purchased may be lield by die Authority or resold to public or private purchasers at public or
negotiated sale. The Authority shall set any oilier terms and conditions of any purchase or sale
contemplated herein as it deems necessary or convenient and in furdierance of die Act. The
Audiority may issue or cause to be issued Bonds or other indebtedness, and pledge any of its
property or revenues as security to die extent permitted by resolution of' the Board under any
applicable provision of law. The Authority may issue Bonds in accordance with the Act in order
to raise funds necessary to effectuate its purpose hereunder and may enter into agreenhents to
secure such Bonds. The Audiority may issue other forms of indebtedness authorized by the Act,
and to secure such debt, to further such purpose. The Audiority inay utilize other forms of capital,
including, but not limited to, die Autliority's internal resources, capital markets and other forms of'
private capital invcsthnent audiorized by die Act..
d. The Authority is hereby authorized to do all acts necessary for die exercise of its
powers, including, but not limited to:
(1) executing contracts,
(2) employing agents, consultants quid employees,
(3) acquiring, constructing or providing for maintenance and operation of any
building, work or improvement,
(4) acquiring, holding or disposing of real or personal property wherever
located, including property subject to mortgage,
(5) incurring debts, liabilities or obligations,
(6) receiving gifts, contributions and donations of property, funds, services quid
any other fornns of assistance from persons, liens, corporations or
goveriniiiental entities,
(7) suing and being sued in its own mune, and litigating or setting any suits or
clairins,
(8) doing any and all things necessary or convenient to die exercise of its
specific powers and to acconiplislung its purpose
(9) establishing and/or adinniinistcring districts to finance and refiiiance the
acquisition, installation and iniprovenlent of energy eflicieiicy, water
4-47
conservation and renewable energy improvements to or on real property
and in buildings. The Audiority may enter into one or more agreements,
including without limitation, participation agreements and implementation
agreements to implement such programs.
e. Subject to die applicable provisions of any indenture or resolution providing for die
investment of monies lield diereunder, (lie Audiority shall have the power to invest any of its funds
as die Board deems advisable, in die same manner and upon die sane conditions a -s local agencies
pursuant to Section 53601 of die Government Code of die Suite of California.
f. All property, equipment, supplies, funds and records of die Audiority sliall be
owned by die Authority, except as may be provided otherwise herein or by resolution of the
Board.
g. Pursuant to die provisions of Section 6508.1 of die Act, die debts, liabilities and
obligations of die Audiority shall not be debts, liabilities and obligations of die Members or
Associate Members. Any Bonds, togedier widi any interest and premium diereon, shall not
constitute debts, liabilities or obligations of any Member. The Members or Associate Members
hereby agree drat any such Bonds issued by die Audiority shall not constitute general obligations of
die Audiority but shall be payable solely from die moneys pledged to die repayment of principal or
interest on such Bonds under die terms of die resolution, indenture, trust, agreement or oilier
instrument pursuant to which such Bonds are issued. Neidier die Members or Associate
Members nor die Audiority shall be obligated to pay die principal of or premium, if any, or
interest on the Bonds, or oilier costs incidental thereto, except from the revenues and funds
pledged dherefor, and neidier die f iidi and credit nor die taxing power of die Members or
Associate Members or die Audiority shall be pledged to the payment of' the principal of or
premium, if any, or interest on die Bonds, nor sliall die Members or Associate Members of the
Authority be obligated in any manner to make any appropriation for such payment. No covenant
or agreement contained in any Bond shall be deemed to be a covenant or agreement of any
Delegate, or any officer, agent or employee of tic Audiority in an individual capacity, and neither
the Board nor any officer thereof executing die Bonds or any document related diereto sliall be
liable personally on any Bond or be sullject to any personal liability or accountability by reason of"
die issuance of any Bonds.
7. Governing Board
a. The Board shall consist of die number of Delegates equal to one representative
from each Member.
b. The governing body of each Member shall appoint one of its Supervisors to serve
as a Delegate on the Board. A Member's appointment of its Delegate sliall be delivered in writing
(which may be by electronic mail) to die Audiority and shall be elfective until lie or she is replaced
by such governing body or no longer a Supervisor; any vacancy sliall be tilled by the governing
body of tie Member in die swine hnanner provided in this paragraph b..
C. 'riie governing body ofeach Member of the Board sliall appoint a Supervisor as an
alternate to serve on the Board in die absence of die Delegate; die alternate may exercise all the
rights and privileges of the Delegate, including the right to be counted in constituting a quorum, to
participate in die proceedings of die Board, and to vote upon any and all matters. No alternate
may have more dean one vote at any meeting of die Board, and any Member's designation of an
alternate shall be delivered in writing (which may be by electronic mail) to die Authority and sliall
be effective until such alternate is replaced by lhis or leer governing body or is no longer a
Supervisor, unless odierwise specified in such appointment. Any vacancy shall be filled by die
governing body of the Member in the same manner provided in this paragraph c..
d. Any person who is not a member of die governing body of a Member and who
attends a meeting on behalf of' such Member may not vote or be counted toward a quorum but
may, at die discretion of die Chair, participate in open ineetings lie or she attends.
e. Each Associate Member may designate a non-voting representative to die Board
who may not be counted toward a quorum but who may attend open meetings, propose agenda
items and odierwise participate in Board Meetings.
f. Delegates shall not receive compensation for serving as Delegates, but may claim
and receive reimbursement for expenses actually incurred in connection wide such service
pursuant to rules approved by die Board and subject to die availability of funds.
g. The Board shall have the power, by resolution, to die extent permitted by die Act
or any oilier applicable law, to exercise any powers of die Authority and to delegate any of its
functions to die Executive Committee or one or more Delegates, officers or agents of the
Audiority, and to cause any audiorized Delegate, officer or agent to take any actions and execute
any documents for and in die name and on behall' of the Board or die Audiority.
li. The Board may establish such committees as it deems necessary for any lawful
purpose; such committees are advisory only and may not act or purport to act on belhalf of die
Board or die Audiority.
i. The Board shall develop, or cause to be developed, and review, modify as
necessary, and adopt each Program.
8. Meetings of the Board
a. The Board sliall meet at least once annually, but may meet more frequently upon
call of any officer or as provided by resolution of the Board.
b. Meetings of die Board shall be called, noticed, held and conducted pursuant to die
provisions of the Ralph M. Brown Act, Chapter 9 (commencing widh Section 54950) of Part I of
Division 2 of Tide 5 of die Government Code of dhc State of' California.
C. The Secretary of die Audiority sliall cause minutes of all meetings of' dhe Board to
be t kcn and distributed to each Member as soon as possible after each meeting.
d. The lesser of' twelve (12) Delegates or a nhajority of die number of current
Delegates shall constitute a quoruln for transacting business at any nhcethng of die Board, except
that less than a quorum may act to adjourn a meeting. Each Delegate shall have one vote.
e. Meetings may be held at any location designated in notice properly given for a
inecting and may be conducted by telephonic or similar means in any manner otherwise allowed
by law.
9. Officers; Duties; Official Bonds
a. The Board shall elect a chair and vice chair from among tie Delegates at die
Board's annual meeting who sliall serve a tenu of one (1) year or until Heir respective successor is
elected. The chair slhall conduct the meetings of die Board and perform such other duties as may
be specified by resolution of the Board. The vice chair shall perform such duties in die absence or
in die event of die unavailability of the chair.
b. The Board shall contract annually widh RCRC to administer die Agreement and to
provide administrative services to die Authority, and die President and Cliief' Executive Officer of'
RCRC shall serve ex officio as Executive Director, Secretary, Treasurer, and Auditor of die
Authority. As chief executive of the Audhority, die Executive Director is authorized to execute
contracts and other obligations of die Audiority, unless prior Board approval is required by a diird
party, by law or by Board specification, and to perforin oilier duties specified by the Board. The
Executive Director may appoint such ober officers as anay be required for die orderly conduct of
die Authority's business and affairs who shall serve at die pleasure of the Executive Director.
Subject to die applicable provisions of any indenture or resolution providing for a trustee or other
fiscal agent, die Executive Director, as Treasurer, is designated as die custodian of die Authority's
funds, from whatever source, and, as such, slhall have die powers, duties and responsibilities
specified in Section 6505.5 of the Act. The Executive Director, as Auditor, shall have die powers,
duties and responsibilities specified in Section 6505.5 of the Act.
C. The Legislative Advocate for die Authority shall be die Rural County
Representatives of California.
d. The 'Treasurer and Auditor arc public officers who have charge of, handle, or have
access to all property of the Audhority, and a bond for such officer in die amount of at least one
hundred thousand dollars ($100,000.00) shall be obtained at die expense of die Authority and
filed with die Executive Director. Such bond may secure the faithful performance of such
officer's duties witlh respect to another public office if such bond in at least die saine aunount
specifically mentions die office of the Authority as required herein. The Treasurer and Auditor
shall cause periodic independent audits to be made of the Authority's books by a certified public
accountant, or public account -ant., in compliance with Section 6505 of the Act.
C. The business of' die Authority shall be conducted under (lie supervision of die
Executive Director by RCRC personnel.
10. Executive Committee of the Authority
a. Composition
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The Audiority shall appoint nine (9) members of its Board to serve on an Executive
Comrnittee.
b. Powers and Limitations
The Executive Committee sliall act in an advisory capacity and make
recommendations to die Audiority Board. Duties will include, but not be limited to, review of the
quarterly and annual budgets, service as the Audit Committee for die Audiority, periodically
review this AgrecinenL; and complete any oilier tasks as may be assigned by die Board. The
Executive Committee shall be subject to all limitations imposed by dus Agreement, other
applicable law, and resolutions of die Board.
C. Quorum
A majority of the Executive Committee shall constitute a quorum for transacting
business of die Executive Committee.
11. Disposition of Assets
Upon termination of this Agreement, all remaining assets and liabilities of die Authority
shall be distributed to die respective Members in such manner as sliall be determined by die
Board and in accordance widh die law.
12. Agreement Not Exclusive; Operation in Jurisdiction of Member
This Agreement shall not be exclusive, and each Member expressly reserves its rights to
carry out odher public capital improvements and prograuns as provided for by law and to issue
odher obligations for those purposes. This Agreement sliall not be deenhed to anlend or alter die
terms of other agreements, among die Members or Associate Members.
13. Conflict of Interest Code
The Authority shall by resolution adopt a Conflict of Interest Code as required by law.
14. Contributions and Advances
Contributions or advances of public funds and of personnel, equipment or property may
be made to the Audiority by any Member, Associate Member or any oilier public agency to
furdher die purpose of this Agreement. Payment of public funds may be made to defray die cost of
any contribution. Any advance may be made subject to repayment, and in that case slhall be repaid
in die manner agreed upon by die advancing Member, Associate Member or odicr public agency
and the Audiority at the time of making the advance.
15. Fiscal Year; Accounts; Reports; Annual Budget; Administrative Expenses
a. The fiscal year of the Authority shall be die period From January 1 of each year to
and including the following December 31, except for any partial fiscal year resulting from a change
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in accounting based on a different fiscal year previously.
b. Prior to the beginning of each fiscal year, the Board shall adopt a budget for the
succeeding fiscal year.
C. The Authority sliall establish and hnalintain sucli funds and accounts as may be
required by generally accepted accounting principles. 'rile books and records of the Authority are
public records and shall be open to inspection at all reasonable times by cacli Member and its
representatives.
d. The Auditor sliall either make, or contract with a certified public accountant or
public accountant to make, an annual audit of' the accounts and records of the Audhority. 'rile
itiinimum requirements of the audit shall be those prescribed by the State Controller for special
districts under Section 26909 of the Government Code of the State of' California, and sliall
conform to generally accepted auditing standards. When an audit of accounts and records is made
by a certified public accountant or public accountant, a report thereof shall be filed as a public
record widi each Member (and also with the auditor of Sacraniento County as die county in which
Che Authority's office is located) within 12 montlis alter die end of the fiscal year.
C. In any year in which Che annual budget of tic Authority does not exceed five
thousand dollars ($5,000.00), die Board may, upon unallmhnous approval of the Board, replace the
annual audit with an ensuing one-year period, but in no event for a period longer than two fiscal
years.
16. Duties of Members or Associate Members; Breach
If any Member or Associate Member shall default in perforining any coveniuA confined
lierein, such default shall not excuse that Member or Associate Member from fulfilling its other
obligations hereunder, and such defaulting Member or Associate Member sliall remain liable for
the performance of all covenants licreof. Each Member or Associate Member hereby declares
that this Agreement. is entered into for the benefit of the Authority created hereby, and each
Member or Associate Member hereby grants to the Authority the right to enforce, by whatever
lawful hmcans die Authority deems appropriate, all of' tie obligations of each of the parties
hereunder. Each and all of the remedies given to the Authority hereunder or by any law now or
hereafter enacted are cumulative, and die exercise of one right or remedy shall not impair tic right
of the Authority to any or all odier remedies.
17. Indemnification
To the full extent pennitted by law, tate Board may audhorire indemnification by die
Authority of any person who is or was a Board Delegate, alternate, officer, consultant, employee or
odhcr agent of die Authority, and who was or is it Darty or is threatened to be made a party to a
proceeding by reason of die fact that such person is or was such a Delegate, alternate, officer,
consultant, employee or other agent of tlhe Audiority. Such lndennnlhcatlon may be made against
expenses, judgements, fines, settlements and other amounts actually and reasonably incurred in
connection with such proceeding, i suclh person acted in good faith and in a manner sthclh person
reasonably believed to be in the best interests of the Audhority and, in die case of a criminal
4-52
proceeding, had no reasonable cause to believe liis or her conduct was unlawful and, in the case of
an action by or in die right of the Audhority, acted with such care, including reasonable inquiry, as
an ordinarily prudent person in a like position would use under similar circumstances.
18. Immunities
All of the privileges and immunities from liabilities, exemptions from law, ordinances and
rules, all pension, relief, disability, workers' compensation and other benefits wbicll apply to the
activity of officers, agents or employees of any of die Members or Associate Members when
performing their respective functions, shall apply to them to die saine degree and extent while
engaged as Delegates or otherwise as all officer, agent or other representative of die Authority or
while engaged in die perforniance of any of their functions or duties under the provisions of this
Agreement.
19. Amendment
This Agreement may be aunended by die adoption of the alhiendnlenL by die governing
bodies of a majority of tlhc Menlbers. Tile alnendinent slhall become effective on die first day of
die monde following die last required member agency approval. An anhendment play be initiated
by die Board, upon approval by a majority of the Board. Any proposed amendment, including the
text of the proposed change, shall be given by die Board to each Member's Delegate for
presentation and action by each Members board within 60 days, wlhiclh tine may be extended by
die Board.
The list of Members, Attachment 1, may be updated to reflect new and/or withdrawn
Members without requiring formal amendment of' the Agreement by die Authority Board of'
Directors.
20. Withdrawal of Member or Associate Member
If a Member withdraws as member of RCRC, its nlenlbership in die Audhority shall
automatically tcrininate. A Member or Associate Member may withdraw from this Agreement
upon written notice to die Board; provided however, that no suclh withdrawal slhall result in die
dissolution of die Authority as long as any Bonds or odhcr obligations of the Authority remain
outstanding. Any such withdrawal shall become effective thirty (30) days after a resolution adopted
by die Member's governing body wbich authorizes withdrawal is received by die Authority.
Notwidhstanding the foregoing, any termination of membership or widufrawal from die Authority
slhall not operate to relieve any tenhlinaLed or wididrawing Member or Associate Member from
Obligations incurred by such teriniihated or widhdrawing Member or Associate Member prior to
the time of its termination or withdrawal.
20. Miscellaneous
a. Counterparts. This Agreement may be executed in several counterparts, each of'
which sliall be an original and all of wlllcli slhall coIlstitute but one and die saine lllstruIlleIlt.
b. Construction. The section headings herein are for convenience only and are not to
4-53
be construed as modifying or governing the language in the section referred to.
C. Approvals. Wherever in this Agreement any consent. or approval is required, the
same shall not be unreasonably widiheld.
d. Jurisdiction; Venue. "riiis Agreement is made in the State of California, under die
Constitution and laws of such State and is to be so construed; any action to enforce or interpret its
terms shall be brought in Sacrainento County, California.
C. Integration. This Agreement is the complete and exclusive statement of die
agreement among die parties liereto, and it supersedes and merges all prior proposals,
understandings, and oilier agreements, whedier oral, written, or implied in conduct, between and
among dic parties relating to die subject matter of this Agreement.
f. Successors; Assignment. This Agreement sliall be binding upon and sliall inure to
die benefit of die successors of die parties hereto. Except to die extent expressly provided herein,
no Member inay assign any right or obligation hereunder without the consent of die Board.
g. Severability. Should any part, terni or provision of this Agreement be decided by
die courts to be illegal or in conflict wide any law of die State of California, or odierwise be
rendered unenforceable or ineffectual, the validity of die remaining parts, terms or provisions
hereof sliall not be affected diereby.
The parties hereto have caused diis Agreement to be executed and attested by dicir properly
audiorized officers.
AS ADOPTED BY THE MEMBERS:
Originally (late(] July 1, 1993
Amended and restated December 10, 1998
Amended and restated February 18, 1999
Amended and restated Septeiiibcr 18, 2002
Amended and restated January 28, 2004
Amended and restated December 10, 2011
IMCNA RIMS ONI'OLLOWING PA GEN
4-54
SIGNATURE PAGE FOR NEW ASSOCIATE MEMBERS
NAME OF COUNTY OR CITY:
By:_
Name:
Title;
Attest:
By
[Clerk of the Board Supervisors or City Clerk]
AFTER EXECUTION, PLEASE SEND TO:
Golden State Finance Authority
(formerly California Horne Finance Authority)
1215 K Street, Suite 1650
Sacramento, CA 95814
8267 1.00000\9603861.1
Dated:
APPROVED AS TO FORM.
WYAHORNEMOF
ro .fl
A&W Q HATO# C4 1 v+`^ tidl�tl+s
4-55
IMFICFVOT2ASCM
301310 VYJ"TIrA YW
4-56
ATTACHMENT 1
CALIFORNIA HOME FINANCE AUTHORITY MEMBERS
As of December 10, 2014
Alpinc County
Alnador County
Butte County
Calaveras County
Colusa County
Del Norte Comity
El Dorado County
Glenn County
Humboldt County
Imperial County
Inyo County
Lala County
Lassen County
Madera County
Mariposa County
Mendocino County
Merced County
Modoc County
Mono County
Napa County
Nevada County
Placer County
Plumils County
San Benito Count}'
Shasta Count),
Sierra County
Siskiyou County
Sutter County
TChaina Count}'
Trinity County
Tuolumne County
Yolo County
Yuba County
4-57
ATTACHMENT D
Fact Sheets
SM
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PROGRAM ACTIVATION IN
:ASIC .3 i tri
Put Ygrene Works Pass a Resolution Launch Ygrene Works
on Your Next Activating the
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Watch as Your
Community Saves
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Even if your community already has a PACE program, adding Ygrene Works will ensure that property
owners have access to the lowest financing rates and fees in the industry.
*Golden State Financing Authority (GSFA), a joint powers authority (JPA) formerly known as California
Home Finance Authority of CRHMFA Homebuyers Fund (CHF), has partnered with Ygrene Energy Fund
to make low cost PACE financing immediately available to all California property owners for energy
efficiency, water efficiency and conservation, and renewable energy improvements to their homes and
businesses.
4-59
Q: What is Ygrene Works and how does it benefit my community?
A: Ygrene Works allows your city or county to bring hest -in -class PACE financing to its constituents
by providing 100 percent, no money down, tax-deductible project funding with the lowest rates and
fees to residential, commercial, and agricultural property owners.
Q: What is PACE financing?
A: PACE (Property Assessed Clean Energy) lets owners of all types of properties finance a wide
range of energy or water conserving improvements and renewable energy generation systems.
Because payments are made through property taxes, PACE participants enjoy long financing terms,
reasonable rates and quick approvals.
Q: Why should my city or county join the Ygrene Works program?
A: By offering Ygrene Works to your constituency, you make available the most flexible and affordable
PACE program in California. Your community will benefit from the jobs created, the increased
economic activity, reduced energy and water use and from achieving your community's
sustainability goals. Joining Ygrene Works is simple, with no costs, very little staff time and no legal
or financial risks.
Q: What is the process for my community to join the Ygrene Works program?
A: Joining Ygrene Works is fast and simple. The resolution(s) necessary to opt -in to the program can
be approved at a single meeting of your City Council or Board of Supervisors. GSFA and Ygrene
will provide samples of all required documents including the staff report and resolutions. Call
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