01-21-2020 HRA Complete AgendaR E G U LAR H O U S IN G AN D R E D E V E LO P ME N T AU TH O R ITY ME E TIN G
R IC H F IE L D MU N IC IPAL C E N TE R, C O U N C IL C H AMB E R S
J AN U ARY 21, 2020
7:00 P M
C all to Order
C onsider the election of officers and designation of assistant to the S ecretary for the Richfield Housing and
Redevelopment A uthority for 2020.
S taff Report No. 1
Approval of the Minutes
A pproval of the minutes of regular Housing and Redevelopment A uthority meeting of D ecember 16, 2019.
AG E N D A APPR O VAL
1.A pproval of the A genda
2.Consent Calendar contains several separate items which are acted upon by the H R A in one motion.
Once the Consent Calendar has been approved, the individual items and recommended actions have
also been approved. No further H R A action on these items is necessary. However, any H R A
Commissioner may request that an item be removed from the Consent Calendar and placed on the
regular agenda for H R A discussion and action. All items listed on the Consent Calendar are
recommended for approval.
A .C onsider the adoption of a resolution amending the B ylaws of the Richfield Housing and Redevelopment
A uthority to revise the "Order of B usiness", including the addition of an "Open F orum."
S taff Report No. 2
B .C onsideration of resolutions designating official depositories for the Housing and Redevelopment A uthority
for 2020, including the approval of collateral.
S taff Report No. 3
C .D esignation of C ommunity D evelopment D irector John S tark as the E xecutive D irector of the Richfield
Housing and Redevelopment A uthority for 2020.
S taff Report No. 4
3.C onsideration of items, if any, removed from C onsent C alendar
R E S O L U T IO N S
4.C onsideration of a resolution approving a P reliminary D evelopment A greement with NorthB ay for the
development of the Henley II redevelopment project.
S taff Report No. 5
5.C onsideration of a resolution approving a P reliminary D evelopment A greement with P enn Investments L L C for
the development of 6501 P enn Avenue S outh and 6504 Oliver Avenue S outh.
S taff Report No. 6
6.A uthorize the Housing and Redevelopment A uthority E xecutive D irector to approve expenditures and approve
and execute professional service agreements/contracts in an amount up to $50,000.
S taff Report No. 7
H R A D IS C U S S IO N ITE MS
7.HRA D iscussion Items
E X E C U T IV E D IR E C TO R R E P O R T
8.E xecutive D irector's Report
C LAIMS
9.C laims
10.A djournment
Auxiliary aids for individuals with disabilities are available upon request. Requests must be made at least 96
hours in advance to the City Clerk at 612-861-9738.
AGENDA SECTION:Call to Order
AGENDA ITEM #
S TAFF REPORT NO. 1
HOUSING AND RE DEVELOPMENT AUT HORIT Y
MEET ING
1/21/2020
RE P O RT P RE PA RE D B Y: L aTonia D uB ois, A dministrative A ssistant
O THE R D E PA RTM E NT RE V IE W: N/A
E X E C UTIV E D IRE C TO R RE V IE W: J ohn S tark, E xecutive D irector
1/13/2020
I T E M F O R C O UNC IL C O NS ID E RAT I O N:
Consider the election of officers and designation of assistant to the Secretary for the Richfield Housing
and Redevelopment Authority for 2020.
E X E C UT IV E S UM M ARY:
The bylaws of the Richfield Housing and Redevelopment Authority (HRA) provide that the HRA hold an
annual meeting in J anuary. The bylaws further provide that the Chair, Vice Chair, and Secretary of the HRA
be elected at this meeting.
Officers for 2019 were:
Mary Supple, Chair
Pat Elliott, Vice Chair
Erin Vrieze Daniels, Secretary
Additionally, the bylaws provide that the HRA may designate an assistant to the Secretary who shall keep the
records of the HRA, act as recorder of the meetings and record all votes, keep a record of the proceedings,
and perform all duties incidental to the office. I t is recommended that the HRA designate Community
Development Administrative Assistant LaTonia DuBois as the assistant to the Secretary.
RE C O M M E ND E D AC T I O N:
By motion: Elect officers for the Richfield Housing and Redevelopment Authority for 2020 and
designate Community Development Administrative Assistant LaTonia DuBois as the assistant to the
Secretary.
B AS IS O F RE C O M M E ND AT I O N:
A.H IS TOR IC AL C ON T E X T
Provided in the Executive Summary.
B.P OL IC IE S (resolutions, ordinances, regulations, statutes, etc):
The HRA bylaws provide for the election of officers.
C.C R IT IC AL T IMIN G IS S U E S:
The HRA bylaws require that an election of officers be held at the annual meeting in J anuary.
D.F IN AN C IAL IMPAC T:
N/A
E.L E GAL C ON S ID E R AT ION:
None
ALTE R N AT IV E R E C O MME N D ATIO N(S):
None
P R IN C IPAL PAR TIE S E X P E C TE D AT ME E TIN G:
N/A
HOUSING AND REDEVELOPMENT
AUTHORITY MEETING MINUTES
Richfield, Minnesota
Regular Meeting
December 16, 2019
CALL TO ORDER
The meeting was called to order by Chair Supple at 7:00 p.m. in the Council Chambers.
HRA Members Mary Supple, Chair; Pat Elliott; Maria Regan Gonzalez; and
Present: Erin Vrieze Daniels.
HRA Members Sue Sandahl
Absent:
Staff Present: John Stark, Executive Director; and Myrt Link, Community Development
Accountant.
APPROVAL OF THE MINUTES
M/Erin Vrieze Daniels, S/Elliott to approve the 1) Concurrent HRA, City Council and
Planning Commission Work Session of November 18, 2019; and 2) Regular Housing and
Redevelopment Authority meeting of November 18, 2019.
Motion carried 4-0.
Item #1
APPROVAL OF THE AGENDA
M/Elliott, S/Regan Gonzalez to approve the agenda.
Motion carried 4-0.
Item #2
CONSIDERATION OF A TRANSFER OF FUNDS FROM THE HOUSING AND
REDEVELOPMENT GERERAL FUND TO THE GRAMERCY TAX INCREMENT
FUND AND TO THE INTERCHANGE TAX INCREMENT FUND FOR
ADMINISTRATIVE PURPOSES. STAFF REPORT NO. 41
Executive Director Stark presented the Staff Report No. 41.
Commissioner Elliott inquired about a previous Tax Increment District’s tax petition,
Executive Director Stark offered explanation. Community Development Accountant, Myrt Link
offered further explanation regarding Tax Increments.
HRA Meeting Minutes -2- December 16, 2019
M/Elliott, S/Vrieze Daniels to approve the transfer of funds from the Housing and Redevelopment
General Fund to the Gramercy Tax Increment Fund and to the Interchange Tax Increment Fund for
administrative purposes.
Motion Carried 4-0.
Item #3
HRA DISCUSSION ITEMS
Chair Supple spoke about future potential changes to the HRA bylaws to incorporate an
open forum at the beginning of future HRA meetings.
Chair Supple spoke about the upcoming census meeting. Executive Director Stark gave an
example of the importance of everyone being counted in the census.
Item #4
EXECUTIVE DIRECTOR REPORT
Executive Director Stark gave an update on the MWF proposal for the City Garage South
site and spoke of some preliminary development agreements that may be brought to the HRA in
the near future.
Item #5
CLAIMS
M/Elliott, S/Vrieze Daniels that the following claims be approved:
U.S. BANK 12/16/2019
Section 8 Checks: 131273-131349 $158,334.10
HRA Checks: 33762-33782 $94.057.59
TOTAL $252,391.69
Motion carried 5-0.
Item #8
ADJOURNMENT
The meeting was adjourned by unanimous consent at 7:18 p.m.
Date Approved: January 21, 2019
Mary B. Supple
HRA Chair
LaTonia DuBois John Stark
Administrative Assistant Executive Director
AGENDA SECTION:Consent Calendar
AGENDA ITEM #2.A.
S TAFF REPORT NO. 2
HOUSING AND RE DEVELOPMENT AUT HORIT Y
MEET ING
1/21/2020
RE P O RT P RE PA RE D B Y: J ohn S tark, E xecutive D irector
O THE R D E PA RTM E NT RE V IE W: N/A
E X E C UTIV E D IRE C TO R RE V IE W: J ohn S tark, E xecutive D irector
1/13/2020
I T E M F O R C O UNC IL C O NS ID E RAT I O N:
Consider the adoption of a resolution amending the Bylaws of the Richfield Housing and
Redevelopment Authority to revise the "Order of Business", including the addition of an "Open
Forum."
E X E C UT IV E S UM M ARY:
I n staff's annual review of the Housing and Redevelopment Authority (HRA) Bylaws, it was noted that the
"Order of Business" as it is currently stated does not conform to the actual practice of the HRA.
There has also been a suggestion from a member of the City Council for the HRA to include an "Open
Forum" in their meetings. Both the City Council and Planning Commission currently allow for an Open
Forum. As with both of those bodies, the HRA's Open Forum would be limited to items not on the current
meeting's agenda.
The suggested "Order of Business" is as follows:
1. Call to Order/Noting of Attendance
2. Open Forum
3. Approval of Minutes of Previous Meeting(s)
4. Presentations
5. Approval of Agenda
6. Consent Agenda
7. Public Hearings
8. Resolutions
9. Other Business
10. HRA Discussion I tems
11. Executive Director ’s Report
12. Approval of Claims
13. Adjournment
I f, at any particular meeting, there are no items for a specific topic, that topic will be omitted from the agenda
for that meeting.
The Bylaws (as suggested), in their entirety, are attached to this report.
RE C O M M E ND E D AC T I O N:
By Motion: Adopt a resolution amending the Bylaws of the Richfield Housing and Redevelopment
Authority.
B AS IS O F RE C O M M E ND AT I O N:
A.H IS TOR IC AL C ON T E X T
The HRA staff routinely reviews the HRA Bylaws to ensure that they meet both current practice
and the future needs of the HRA.
B.P OL IC IE S (resolutions, ordinances, regulations, statutes, etc):
The amendment better reflects current practice.
I ncluding an "Open Forum" would make the HRA more consistent with the City Council and
Planning Commission.
C.C R IT IC AL T IMIN G IS S U E S:
N/A
D.F IN AN C IAL IMPAC T:
N/A
E.L E GAL C ON S ID E R AT ION:
HRA Legal Counsel has been apprised of this recommended action.
ALTE R N AT IV E R E C O MME N D ATIO N(S):
Do not approve a resolution modifying he HRA Bylaws, or;
Approve a modified version of the attached resolution modifying the HRA Bylaws to better reflect the
direction of the Authority.
P R IN C IPAL PAR TIE S E X P E C TE D AT ME E TIN G:
None
AT TAC H ME N T S:
D escription Type
Resolution A mending B ylaws Resolution L etter
HRA RESOLUTION NO.
RESOLUTION AMENDING THE BYLAWS OF THE HOUSING AND
REDEVELOPMENT AUTHORITY OF THE CITY OF RICHFIELD, MINNESOTA
WHEREAS, the Housing and Redevelopment Authority in and for the City of Richfield,
Minnesota (Authority) has established Bylaws; and
WHEREAS, from time to time it is appropriate for the Bylaws to be amended; and
WHEREAS, in accordance with Minnesota State Statutes, the Mayor and the City
Council of the City of Richfield is authorized to create a Housing and Redevelopment Authority
(Authority) and to determine the composition thereof; and
WHEREAS, the bylaws of the Authority do not currently reflect or acknowledge the
Composition of Membership as determined by the Mayor and City Council, nor the Manner of
Voting undertaken by the Authority.
NOW, THEREFORE, BE IT RESOLVED by the Housing and Redevelopment Authority
in and for the City of Richfield, Minnesota that Article I of its bylaws be augmented to include:
Section 5. Order of Business. At the regular meetings of the Authority the following
shall be the order of business:
1. Call to Order/Noting of Attendance
2. Open Forum
3. Approval of Minutes of Previous Meeting(s)
4. Presentations
5. Approval of Agenda
6. Consent Agenda
7. Public Hearings
8. Resolutions
9. Other Business
10. HRA Discussion Items
11. Executive Director’s Report
12. Approval of Claims
13. Adjournment
Adopted by the Housing and Redevelopment Authority in and for the City of Richfield,
Minnesota this 21st day of January 2020.
_________________________________
_______________________, Chair
ATTEST:
_________________________
_________________, Secretary
BYLAWS OF THE
HOUSING AND REDEVELOPMENT AUTHORITY
OF RICHFIELD, MINNESOTA
ARTICLE I – THE AUTHORITY
Section 1. Name of Authority. The name of the Authority shall be the “Housing
and Redevelopment Authority of Richfield, Minnesota”.
Section 2. Seal of Authority. The seal of the Authority shall be in the form of a
circle and shall bear the name of the Authority.
Section 3. Office of Authority. The offices of the Authority shall be at City Hall in
the City of Richfield, Minnesota, but the Authority may hold its meetings at such other
place or places as it may designate by resolution.
Section 4. Official Newspaper. The official newspaper shall be the official
newspaper designated by the City as its official newspaper each year.
Section 5. Composition of Membership. The Composition of Membership of the
Authority shall be determined by the Mayor and City Council of the City of Richfield (City
Council). Until and unless further amended by the Mayor and City Council, this
Composition shall be as follows:
a. In making appointments to the HRA commission, the Mayor and City Council shall
designate two positions as ex-officio with voting rights, to be filled by two members of
the City Council, which may include the Mayor. The term of office of an ex-officio
commission member shall be set to coincide with the member's term as mayor or
council member.
b. The remaining three members of the HRA commission shall be residents of the City
of Richfield and appointed in the manner required by law. The citizen members shall
serve five-year terms, which shall be staggered.
c. No citizen member of the HRA commission shall be appointed to more than two
consecutive terms on the commission.
d. No citizen member, once appointed, may serve on any city advisory commission,
except the Charter Commission, during the term of the HRA appointment.
ARTICLE II – OFFICERS
Section 1. Officers. The officers of the Authority shall be a Chairperson, a Vice-
Chairperson, and a Secretary.
Section 2. Chairperson. The Chairperson shall preside at all meetings of the
Authority. Except as otherwise authorized by resolution of the Authority, the
Chairperson shall sign all contracts, deeds, resolutions and other instruments made by
the Authority. At each meeting the Chairperson shall submit such recommendations
and information he or she may consider proper concerning the business, affairs and
policies of the Authority.
Section 3. Vice-Chairperson. The Vice-Chairperson shall perform the duties of
the Chairperson in the absence or incapacity of the Chairperson; and in case of the
resignation or death of the Chairperson, the Vice-Chairperson shall perform such duties
as are imposed on the Chairperson until such time as the Authority shall select a new
Chairperson.
Section 4. Secretary. The Secretary shall perform the duties of a Secretary for
the Authority. The Secretary shall perform the duties as the Chairperson in cases
where both the Chairperson and Vice-Chairperson are absent or incapacitated.
Section 5. Executive Director. The Authority shall employ an Executive Director
who shall have general supervision over the administration of its business and affairs,
subject to the direction of the Authority. He or she shall be charged with the
management of the housing and redevelopment projects of the Authority. Regardless
of who is appointed, the City Manager of the City of Richfield shall have ultimate
authority in recommending an annual levy and budget. The Executive Director may
designate an acting Executive Director during periods when he or she is absent or
incapacitated.
Section 6. Other Administrative Officers. The Authority may designate an
assistant to the Secretary who shall keep the records of the Authority, shall act as
recorder of the meetings of the Authority and record all votes, and shall keep a record of
the proceedings of the Authority in a journal of proceedings to be kept for such purpose,
and shall perform all duties incidental to his office. He or she shall keep in safe custody
the seal of the Authority and shall have power to affix such seal to all contracts and
instruments authorized to be executed by the Authority.
The Authority may designate a Treasurer who shall have the care and custody of
all funds of the Authority and shall deposit the same in the name of the Authority in such
bank or banks as the Authority may select. The Executive Director and Treasurer shall
sign all orders and checks for the payment of money and shall pay out and disburse
such moneys under the direction of the Authority. Except as otherwise authorized by
resolution of the Authority, all such orders and checks shall also be countersigned by
the Chairperson. The Treasurer shall keep regular books of accounts showing receipts
and expenditures and shall render to the Authority, at each regular meeting (or more
often when requested), an account of his transactions and also of the financial condition
of the Authority. He or she shall give such bond for the faithful performance of his
duties as the Authority may determine
ARTICLE III – MEETINGS
Section 1. Annual Meeting. The annual meeting of the Authority shall be held on
the third Tuesday in January at 7:00 p.m. at the regular meeting place of the Authority.
Section 2. Regular Meetings. Monthly meetings shall be held without notice at
the regular meeting place of the Authority on the third Monday of each month, at 7:00
p.m. unless the same shall be a legal holiday, in which event said meeting shall be held
on the next succeeding secular day.
Section 3. Special Meetings. Special meetings of the Authority may be called by
the Chairperson, or two members of the Authority for the purpose of transacting any
business designated in the call. The call for a special meeting may be delivered at any
time prior to the time of the proposed meeting to each member of the Authority or may
be mailed to the business or home address of each member of the Authority at least two
(2) days prior to the date of such special meeting. At such special meeting no business
shall be considered other than as designated in the call, but if all of the members of the
Authority are present at a special meeting, any and all business may be transacted at
such special meeting.
Section 4. Quorum. The powers of the Authority shall be vested in the
Commissioners thereof in office from time to time. Three Commissioners shall
constitute a quorum for the purpose of conducting its business and exercising its
powers and for all other purposes, but a smaller number may adjourn from time to time
until a quorum is obtained. When a quorum is in attendance, action may be taken by
the Authority upon a vote of a majority of the Commissioners present.
Section 5. Order of Business. At the regular meetings of the Authority the
following shall be the order of business:
1. Call to Order/Noting of Attendance
2. Open Forum
3. Approval of Minutes of Previous Meeting(s)
4. Presentations
5. Approval of Agenda
6. Consent Agenda
7. Public Hearings
8. Resolutions
9. Other Business
10. HRA Discussion Items
11. Executive Director’s Report
12. Approval of Claims
13. Adjournment
All resolutions shall be in writing and shall be copied in the journal of the
proceedings of the Authority.
Section 6. Manner of Voting. The voting on all questions coming before the
Authority shall be made verbally and the yeas and nays shall be entered upon the
minutes of such meeting.
Section 7. Combining Administrative Offices: Compensation. The compensation
of the Executive Director and other personnel of the Authority shall be determined by
the Authority. Any two or more administrative offices may be combined.
Section 8. Additional Duties. The officers of the Authority shall perform such
other duties and functions as may from time to time be required by the Authority or the
Bylaws or rules and regulations of the Authority.
Section 9. Election of Appointment. The first Chairperson shall, pursuant to this
appointment, serve in the capacity of Chairperson until the expiration of his term of
office as Commissioner. The Vice-Chairperson, Secretary and, except in the case of
the First Chairperson, the Chairperson shall be elected at the annual meeting of the
Authority from among the Commissioners of the Authority, and shall hold office for one
year or until their successors are elected and qualified.
The Executive Director shall be appointed by the Authority. Any person
appointed to fill the office of Executive Director or any vacancy therein, shall have such
term as the Authority fixes, but no Commissioner of the Authority shall be eligible for this
office.
Section 10. Vacancies. Should the office of Chairperson, Vice-Chairperson or
Secretary become vacant, the Authority shall elect a successor from its membership at
the next regular meeting, and such election shall be for the unexpired term of said
office.
Section 11. Additional Personnel. The Authority may from time to time employ
or contract for such personnel as it deems necessary to exercise its powers, duties and
functions as prescribed by the Municipal Housing and Redevelopment Law of
Minnesota applicable thereto. Such personnel may be employees of the Authority,
employees of other governmental organizations, or independent contractors. The
selection and compensation of such personnel shall be determined by the Authority
subject to the laws of the State of Minnesota.
ARTICLE IV – AMENDMENTS
Section 1. Amendments to Bylaws. The Bylaws of the Authority shall be
amended only with the approval of at least three of the members of the Authority at a
regular or a special meeting.
Amended 04/21/80
Amended 01/21/86
Amended 12/15/86
Amended 08/18/03
Amended 02/18/14
Amended 09/17/18
Amended 01/15/19
Amended 01/21/20
AGENDA SECTION:Consent Calendar
AGENDA ITEM #2.B.
S TAFF REPORT NO. 3
HOUSING AND RE DEVELOPMENT AUT HORIT Y
MEET ING
1/21/2020
RE P O RT P RE PA RE D B Y: C hris Regis, F inance D irector
O THE R D E PA RTM E NT RE V IE W: N/A .
E X E C UTIV E D IRE C TO R RE V IE W: J ohn S tark, E xecutive D irector
1/13/2020
I T E M F O R C O UNC IL C O NS ID E RAT I O N:
Consideration of resolutions designating official depositories for the Housing and Redevelopment
Authority for 2020, including the approval of collateral.
E X E C UT IV E S UM M ARY:
I n compliance with Minnesota statutes, the Housing and Redevelopment Authority of Richfield (HRA) must
designate on an annual basis those financial institutions it does business with.
The following resolutions for the HRA Board’s consideration, designate U.S Bank/4M Fund as a depository of
HRA funds, and certain savings and loan associations, banks, credit unions and certain financial institutions
as depositories for the investment of HRA funds.
RE C O M M E ND E D AC T I O N:
By Motion: Adopt the attached resolutions designating official depositories, with the understanding
that the H R A could not invest in any of the depositories beyond the level of insurance coverage of the
pledged collateral.
B AS IS O F RE C O M M E ND AT I O N:
A.H IS TOR IC AL C ON T E X T
N/A.
B.P OL IC IE S (resolutions, ordinances, regulations, statutes, etc):
I n accordance with Minnesota Statutes Section 118A.01 - 118A.06, the HRA of Richfield
must designate financial institutions annually. The institutions must pledge the collateral over
and above the amount of federal insurance, as public depositories.
U.S. Bank acts as the banking institution in the HRA’s banking arrangement with the 4M
Fund. Monies received, checks written, by the HRA, flow through U.S. Bank, however, at the
end of each business day, any proceeds remaining in HRA U.S. Bank accounts are swept
to the 4M Fund to be invested. Therefore, at the end of the business day the HRA accounts
are zero, which means the collateral requirements of Minnesota Statutes Section 118A.03
are not required. Accordingly, U.S. Bank has met all other statutory requirements and should
be considered as a depository for the HRA’s vendor accounts and all savings deposits.
The HRA must also designate annually, certain savings and loan associations, banks, and
credit unions as official depositories for deposit and investment of certain HRA funds. W ith
approval of these official depositories, the HRA will be able to invest funds in these
institutions, not exceeding the federal insurance of $250,000.
Finally, a designation must be made for certain financial institutions as depositories for the
investment of HRA funds for 2020. These institutions, such as investment brokerage firms,
offer government securities in the manner required by law. These financial institutions
include RB C Capital Markets, Raymond J ames & Associates, Northland Securities,
Oppenheimer & Co., Wells Fargo I nstitutional Retirement and Trust, and the 4M Fund.
C.C R IT IC AL T IMIN G IS S U E S:
N/A.
D.F IN AN C IAL IMPAC T:
N/A.
E.L E GAL C ON S ID E R AT ION:
The HRA is required by Minnesota Statute 118A.01 - 118A.06, to designate as a
depository of funds, insured banks or thrift institutions. Any collateral so deposited is
accompanied by an assignment pledged to the HRA in the amount specified in the
attached resolutions.
ALTE R N AT IV E R E C O MME N D ATIO N(S):
None.
P R IN C IPAL PAR TIE S E X P E C TE D AT ME E TIN G:
None.
AT TAC H ME N T S:
D escription Type
Resolution designating certain financial institutions as
depositories for the investment of HRA F unds Resolution L etter
Resolution D esignating C ertain S avings & L oan
A ssociations, banks, and credit unions as depositories of
HRA funds
Resolution L etter
Resolution designating US B ank a depository of funds for
the HRA Resolution L etter
RESOLUTION NO.
RESOLUTION DESIGNATING CERTAIN FINANCIAL
INSTITUTIONS AS DEPOSITORIES FOR THE INVESTMENT OF
HOUSING AND REDEVELOPMENT AUTHORITY OF RICHFIELD FUNDS IN 2020
WHEREAS, the Housing and Redevelopment Authority of Richfield has money
which is available for investment; and
WHEREAS, different financial institutions offer different rates of return on
investments; and
WHEREAS, the Housing and Redevelopment Authority of Richfield shall purchase
U. S. Treasury Bills, U. S. Treasury Notes and other such government securities in the
manner required by law from the institution offering the highest rate to the Housing and
Redevelopment Authority of Richfield providing greater flexibility in the investment
program and maximize interest income thereon.
NOW, THEREFORE, BE IT RESOLVED, by the Housing and Redevelopment
Authority of Richfield, Minnesota, in accordance with Minnesota Statutes, Sections
118A.01 – 118A.06, as follows:
1. It is hereby found and determined that it is in the best interest of the proper
management of Housing and Redevelopment Authority of Richfield funds that
certain financial institutions be designated as additional depositories for
Housing and Redevelopment Authority of Richfield funds for 2020.
2. The following financial institutions designated as depositories for the Housing
and Redevelopment Authority of Richfield funds:
RBC Capital Markets. Raymond James & Assoc.
4M Fund Oppenheimer & Co.
Wells Fargo Institutional Retirement & Trust
Northland Securities, Inc.
3. The Finance Director is hereby authorized to deposit the Housing and
Redevelopment Authority of Richfield funds in any or all of the depositories
herein designated. Such deposits may be made and withdrawn from time to
time by the Finance Director’s judgment and as the interest of the Housing
and Redevelopment Authority of Richfield dictates.
4. The investment of funds and the reporting thereof pursuant to this resolution
shall be conducted in accordance with established policies regarding the
investment of these funds.
Adopted by the Housing and Redevelopment Authority of Richfield, Minnesota this 21st
day of January, 2020.
Chair
ATTEST:
Secretary
RESOLUTION NO.
RESOLUTION DESIGNATING CERTAIN SAVING AND LOAN ASSOCIATIONS,
BANKS
AND CREDIT UNIONS AS DEPOSITORIES FOR THE INVESTMENT OF HOUSING
AND REDEVELOPMENT AUTHORITY OF RICHFIELD FUNDS IN 2020
BE IT RESOLVED, by the Housing and Redevelopment Authority of Richfield,
Minnesota:
WHEREAS, pursuant to Minnesota Statutes, Sections 118A.01 – 118A.06,
municipal funds may be deposited in any Savings and Loan Association, Bank or Credit
Union which has its deposits insured by the Federal Deposit Insurance Corporation
(FDIC), or National Credit Union Administration (NCUA); and
WHEREAS, the amount of said deposits may not exceed the FDIC/NCUA
insurance covering such deposits which insurance amount is presently $250,000; and
WHEREAS, the deposit of Housing and Redevelopment Authority funds in
Savings and Loan Associations and Banks would provide greater flexibility in the
Housing and Redevelopment Authority’s investment program and maximize interest
income thereon.
NOW, THEREFORE, BE IT RESOLVED, by the Housing and Redevelopment
Authority of Richfield, Minnesota, as follows:
1. It is hereby found and determined that it is in the best interest of the proper
management of Housing and Redevelopment Authority funds that certain
Savings and Loan Association and Banks be designated as additional
depositories for Housing and Redevelopment Authority funds for 2020.
2. It is further found and determined that the purpose of such depository
designation is to facilitate the proper and advantageous investments of
Housing and Redevelopment Authority funds and that such designation is not
exclusive nor does it preclude the deposit of any Housing and
Redevelopment Authority funds in other officially designated depositories of
the Housing and Redevelopment Authority.
3. The Finance Director is hereby authorized to deposit Housing and
Redevelopment Authority funds in various depositories up to the amount of
$250,000, or such other amount as may be subsequently permitted by law,
such deposits to be in the form of demand accounts, payable to the Housing
and Redevelopment Authority of Richfield on the signatures of the Housing
and Redevelopment Authority Finance Director. Such deposits may be made
and withdrawn from time to time by the Finance Director as his best judgment
and the interests of the Housing and Redevelopment Authority dictates.
4. The investment of funds and the reporting thereof pursuant to this resolution
shall be conducted in accordance with established policies of the Housing
and Redevelopment Authority regarding the investment of Housing and
Redevelopment Authority funds.
Adopted by the Housing and Redevelopment Authority of Richfield, Minnesota this 21st
day of January, 2020.
, Chair
ATTEST:
Secretary
RESOLUTION NO.
RESOLUTION DESIGNATING U.S. BANK
A DEPOSITORY OF FUNDS OF THE HRA OF RICHFIELD
FOR THE YEAR 2020
BE IT RESOLVED, by the Housing and Redevelopment Authority of Richfield as
follows:
That, in accordance with Minnesota Statutes, Section 118A.01- 118A.06, U.S.
Bank be, and hereby is designated a depository of the funds of the Housing and
Redevelopment Authority of Richfield, subject to modification and revocation at any time
by said Housing and Redevelopment Authority, and subject to the following terms and
conditions:
The said depository shall not be required to give bonds or other securities for
such deposits provided that the total sum thereof shall not at any time exceed in any
depository the sums for which its deposits are insured under the Acts of Congress of the
United States relating to insurance of bank deposits; but that in case such deposits in
any such depository shall at any time exceed such insured sum, said depository shall
immediately furnish bonds or other security for such excess according to law, approved
by the Housing and Redevelopment Authority of Richfield.
That said depository shall pay on demand all deposits therein; and shall pay all
time deposits, at or after the end of the period for which the same shall be deposited, on
demand.
BE IT FURTHER RESOLVED, that there shall be maintained a general account
in which shall be deposited all monies. The following officers or their facsimile
signatures shall sign checks on this account;
, CHAIR
JOHN STARK, EXECUTIVE DIRECTOR
BE IT FURTHER RESOLVED, that all funds remaining in the account at the end
of each business day will be transferred from U.S. Bank to the 4M Fund where funds
deposited are invested and insured.
Adopted by the Housing and Redevelopment Authority of Richfield, Minnesota
this 21st day of January, 2020.
Chair
ATTEST:
Secretary
AGENDA SECTION:Consent Calendar
AGENDA ITEM #2.C.
S TAFF REPORT NO. 4
HOUSING AND RE DEVELOPMENT AUT HORIT Y
MEET ING
1/21/2020
RE P O RT P RE PA RE D B Y: J ohn S tark, E xecutive D irector
O THE R D E PA RTM E NT RE V IE W:
E X E C UTIV E D IRE C TO R RE V IE W: J ohn S tark, E xecutive D irector
1/13/2020
I T E M F O R C O UNC IL C O NS ID E RAT I O N:
Designation of Community Development Director John Stark as the Executive Director of the Richfield
Housing and Redevelopment Authority for 2020.
E X E C UT IV E S UM M ARY:
I n September 2018, Community Development Director J ohn Stark was appointed by the Richfield Housing
and Redevelopment Authority (HRA) to serve as its Executive Director until the first regular HRA meeting
conducted in 2020.
That term has now expired and it would be appropriate for the HRA to designate an Executive Director for the
year 2020.
RE C O M M E ND E D AC T I O N:
By Motion: Designate Community Development Director John Stark as the Housing and
Redevelopment Authority Executive Director until the first regular meeting is conducted by the H R A in
2021.
B AS IS O F RE C O M M E ND AT I O N:
A.H IS TOR IC AL C ON T E X T
I n September 2018, Community Development Director J ohn Stark was appointed as the HRA
Executive Director.
Prior to that point, the Richfield City Manager had served as its Executive Director.
B.P OL IC IE S (resolutions, ordinances, regulations, statutes, etc):
The Bylaws of the Richfield HRA require the designation of an Executive Director.
C.C R IT IC AL T IMIN G IS S U E S:
The term of the current Executive Director will terminate on J anuary 21, 2020.
D.F IN AN C IAL IMPAC T:
N/A
E.L E GAL C ON S ID E R AT ION:
The Bylaws of the Richfield HRA require the designation of an Executive Director.
ALTE R N AT IV E R E C O MME N D ATIO N(S):
Appoint Community Development Director J ohn Stark as Executive Director of the Richfield HRA for a
longer period (the HRA Bylaws do not stipulate the term of appointment).
Appoint someone else as the HRA Executive Director.
P R IN C IPAL PAR TIE S E X P E C TE D AT ME E TIN G:
Community Development Director J ohn Stark
AGENDA SECTION:RESOLUTIONS
AGENDA ITEM #4.
S TAFF REPORT NO. 5
HOUSING AND RE DEVELOPMENT AUT HORIT Y
MEET ING
1/21/2020
RE P O RT P RE PA RE D B Y: J ohn S tark, E xecutive D irector
O THE R D E PA RTM E NT RE V IE W:
E X E C UTIV E D IRE C TO R RE V IE W: J ohn S tark, E xecutive D irector
1/14/2020
I T E M F O R C O UNC IL C O NS ID E RAT I O N:
Consideration of a resolution approving a Preliminary Development Agreement with NorthBay for the
development of the Henley II redevelopment project.
E X E C UT IV E S UM M ARY:
On November 26, 2019, the development firm NorthBay presented a redevelopment concept for properties
located at 6345 Lyndale Avenue South, 520/22, 600/02 and 608/10 64th Street to a joint Work Session of the
Richfield City Council, HRA and Planning Commission. That proposal included the planned rehabilitation
of the existing 22-unit apartment building at 6345 Lyndale Avenue South and construction of a new 5-story 90-
unit building on the remainder of the property. The area in which the new building and its associated parking
is proposed is currently occupied by three duplexes and a single-family home.
Due to the high cost of land assembly, structured parking and other subsurface construction costs, the
Developer has determined that they would almost certainly require some degree of public financial assistance
to make the project feasible. The most appropriate public funding identified by staff would be a Housing Tax
I ncrement Financing (TI F) District. A Housing TI F District would require that either 20% of the units be
affordable to households earning up to 50% of the Area Median I ncome (A MI ) or 40% of the units to be
affordable to households earning up to 60% of the A MI .
All three public bodies had a generally positive reaction to NorthBay's proposal. Staff indicated that the next
steps would be to bring a Preliminary Development Agreement to the HRA for their consideration. That
Agreement, which was prepared by HRA Legal Counsel J ulie Eddington, is attached for consideration.
Some important aspects of the Agreement include:
The developer will investigate the feasibility of rehabilitating the existing 22-unit apartment building.
The developer will seek City approvals for the construction of a new 90-unit apartment building.
The developer will conform with Richfield's I nclusionary Housing Policy which requires at least 20% of
the units to be affordable to households earning less than 60% of the Area Median I ncome (deeper
affordability will likely be required as a condition of a Housing TI F District).
The developer will provide an enhanced access to Garfield Park from 64th Street.
RE C O M M E ND E D AC T I O N:
Approve a resolution granting Approval to a Preliminary Development Agreement with NorthBay.
B AS IS O F RE C O M M E ND AT I O N:
A.H IS TOR IC AL C ON T E X T
NorthBay presented a presentation of their proposal to a joint Work Session of the Richfield City
Council, HRA and Planning Commission on November 18, 2019.
B.P OL IC IE S (resolutions, ordinances, regulations, statutes, etc):
This property lies within the Lakes at Lyndale (or Downtown Richfield) area that has long been
considered as an appropriate area for redevelopment activities to occur.
C.C R IT IC AL T IMIN G IS S U E S:
Under the terms of the Preliminary Agreement, the deadlines for the next steps are as follows:
2/29: submit a general development plan.
2/29: determine financial feasibility.
2/29: acquire properties.
3/31: negotiate a draft Development Agreement
3/31: negotiate terms of public access to Garfield Park.
D.F IN AN C IAL IMPAC T:
The Agreement calls for the Developer to reimburse the HRA for $2,000 in staff costs and for
other administrative costs incurred in meeting the terms of the Agreement.
E.L E GAL C ON S ID E R AT ION:
HRA Legal Counsel J ulie Eddington drafted the Preliminary Development Agreement with input
from HRA staff and the Developer and their attorney(s).
ALTE R N AT IV E R E C O MME N D ATIO N(S):
Defer consideration of the Preliminary Development Agreement to a later date;
Approve the Preliminary Development Agreement with modifications, or;
Do not approve the Preliminary Development Agreement.
P R IN C IPAL PAR TIE S E X P E C TE D AT ME E TIN G:
Members of the NorthBay development team.
AT TAC H ME N T S:
D escription Type
Resolution Resolution L etter
P erliminary D evelopment A greement C ontract/A greement
1 = 1 " " 628684v2 Eddington, Julie A. RC125-376
HOUSING AND REDEVELOPMENT AUTHORITY
IN AND FOR THE CITY OF RICHFIELD, MINNESOTA
RESOLUTION NO. ______
RESOLUTION APPROVING THE EXECUTION AND DELIVERY OF A
PRELIMINARY DEVELOPMENT AGREEMENT WITH [NORTH BAY ENTITY]
WHEREAS, [North Bay Entity], a Minnesota limited liability company (the “Developer”), has
proposed purchasing four parcels of real property located in Richfield, Minnesota (collectively, the
“Development Property”), for the purpose of developing an approximately 90-unit multi-family housing
development of which twenty percent (20%) of the units will be set aside for residents whose income
does not exceed fifty percent (50%) of the area median gross income, including an accessible two-
bedroom unit at ground level (the “Project”); and
WHEREAS, the Developer and the Housing and Redevelopment Authority in and for the City of
Richfield, Minnesota (the “HRA”), have been engaged in informal discussion regarding the Project and
the proposed creation of a housing tax increment financing district and plan including the Development
Property; and
WHEREAS, the Board of Commissioners of the HRA (the “HRA Board”) has been presented
with a Preliminary Development Agreement (the “Preliminary Development Agreement”) proposed to be
entered into between the HRA and the Developer, which sets forth the Developer’s intentions and the
conditions under which the Developer will undertake the Project; and
WHEREAS, the HRA Board has reviewed the Preliminary Development Agreement and finds that
the execution thereof by the HRA and performance of the HRA’s obligations thereunder are in the best
interest of the City of Richfield, Minnesota, and its residents; and
NOW, THEREFORE, BE IT RESOLVED, by the Board of Commissioners of the Housing and
Redevelopment Authority in and for the City of Richfield, Minnesota as follows:
1. The Preliminary Development Agreement presented to the HRA and on file with the
Executive Director is hereby in all respects approved, subject to modifications that do not alter the substance
of the transaction and that is approved by the Chair and Executive Director; provided that execution of such
document by such officials shall be conclusive evidence of approval.
2. The Chair and Executive Director are hereby authorized to execute the Preliminary
Development Agreement on behalf of the HRA and to carry out on behalf of the HRA the HRA’s obligations
thereunder.
(The remainder of this page is intentionally left blank.)
2
0 = 1 " " 628684v2 Eddington, Julie A. RC125-376 628684v2 Eddington, Julie A. RC125-376 628684v2 Eddington, Julie A. RC125-376
Adopted by the Housing and Redevelopment Authority in and for the City of Richfield,
Minnesota this 21st day of January, 2020.
________________________, Chair
ATTEST:
__________________, Secretary
PRELIMINARY DEVELOPMENT AGREEMENT
THIS PRELIMINARY DEVELOPMENT AGREEMENT (the “Agreement”) is made and
entered into this _____day of __________, 2020, by and between the Housing and Redevelopment
Authority in and for the City of Richfield, Minnesota, a Minnesota public body corporate and politic (the
“HRA”), and [North Bay Entity], a Minnesota limited liability company, or one of its wholly owned
affiliates (the “Developer”).
RECITALS:
First: The Developer and the HRA have been engaged in informal discussions regarding the
development of four parcels of real property located in Richfield, Minnesota (the “City”), which
are legally described in EXHIBIT A (collectively, the “Development Property”);
Second: The Developer is in the process of purchasing the Development Property from third
party owners and intends to construct an approximately 90-unit multi-family housing
development, including an accessible two-bedroom unit at ground level (the “Project”);
Third: The Project may include the acquisition and rehabilitation of the NOAH Property
referenced in Section 1(g) below;
Fourth: Twenty percent (20%) of the units within the Project will be occupied by residents whose
income does not exceed fifty percent (50%) of the area median gross income;
Fifth: In order to assist the Developer with the Project, the HRA is considering the establishment
of a housing tax increment financing district that includes the Development Property;
Sixth: Based on initial reviews of the proposal, it appears that the Project is potentially feasible;
however, further review is needed;
Seventh: The parties wish to cooperate in further analyzing the potential feasibility of the Project
and are willing to proceed with such analysis as described in this Agreement;
Eighth: The parties acknowledge that the Developer will expend substantial time and effort, and
incur substantial expense in pursuing the Project;
Ninth: The Developer is willing to undertake the activities described in this Agreement only with
the reasonable assurance from the HRA that it will support and cooperate with the Developer in
its efforts;
Tenth: The HRA and the Developer have executed this Agreement to document their
understanding with respect to the proposed Project.
AGREEMENT
NOW, THEREFORE, in consideration of the premises and mutual obligations of the parties
contained herein, each of them does hereby represent, covenant and agree with the other as follows:
2
1. Statement of Intent.
It is the intention of the parties that during the term of this Agreement the following activities will
take place:
(a) Plan Review and Refinement. The Developer will complete and provide the general
development plan, including parking layout and design, to the HRA for review and
comment. This submission shall be made on or before February 29, 2020 as an
application for sketch plan review. This review involves a staff review of the general
development plan by HRA staff. Following the sketch plan review, the Developer will
undertake any additional studies or refinements to the general development plan for the
Project that are necessary to determine that the plan (i) complies with the City’s land use
requirements; and (ii) provides sufficient detail to permit the reviews described in
paragraph (c) below. Upon completion of the staff-level sketch plan review, either party
may request that the general development plan be brought before a work session of the
City Council and/or the HRA’s Board of Commissioners (the “HRA Board”).
(b) Financial Feasibility. The Developer will provide to the HRA a financial feasibility
analysis of the Project, including a detailed sources and uses of all funding and all
expenditures expected for the construction of the Project and a Project pro forma on or
before February 29, 2020. The financial feasibility analysis should specify what
financing will be obtained for the Project and from what sources and the amount of
equity to be contributed to the Project.
(c) HRA Analysis of Project. Following the receipt from the Developer of the information
set forth in Section 1(a) and (b), the HRA’s fiscal consultant will conduct a financial
analysis of the Developer and the Project. The purpose of the HRA’s analysis is to
determine the Developer’s ability to finance the proposed Project. The analysis will
consider such factors as the Developer’s capability to arrange for financing, the
anticipated level of assistance available to the Project from the HRA or other sources,
and the Developer’s ability to provide equity to the Project.
(d) Acquisition of Development Property by Developer. The Developer has executed a
purchase agreement for each parcel of the Development Property which provides the
terms and conditions necessary for the Developer to acquire the Development Property.
In order for the Project to proceed, the Developer must purchase the Development
Property. The Developer shall provide a copy of each of the purchase agreements to the
HRA on or before February 29, 2020.
(e) Contract Negotiation. On or before March 31, 2020, the parties will attempt in good
faith to negotiate the terms of a contract for private development (the “Contract”) which
will provide the nature and timing of the private improvements to be constructed, the
form, the amount and conditions of any economic assistance to be provided by the HRA
for the Project. The Contract will contain such additional terms as either party believes
are necessary for the transaction.
(f) Access to Park; Easement. As part of the development of the Development Property, the
Developer agrees to create public pedestrian access to the City’s park adjacent to the
3
Development Property. The Developer will grant the City an easement for access to the
park adjacent to the Development Property. On or before March 31, 2020, the parties
will negotiate the terms of an easement agreement providing the nature, terms, and
conditions of the easement, which will include the City’s obligation to maintain the
easement property on the City’s behalf.
(g) Potential Acquisition and Rehabilitation of NOAH Property. The Developer will
investigate the feasibility of purchasing an existing 22-unit apartment building with
naturally occurring affordable rents located adjacent to the Development Property (the
“NOAH Property”). If the Developer determines it is feasible to purchase the NOAH
Property, the Developer agrees to rehabilitate the existing building without displacing
the NOAH Property’s current tenants (other than a temporary displacement during
rehabilitation of each unit, if necessary).
(h) Developer’s Compliance with City’s Inclusionary Housing Policy Pursuant to the City’s
Inclusionary Housing policy, the Developer will be required to contribute fifteen percent
(15%) of the total tax increment financing received by the Developer to the HRA’s
Housing and Redevelopment Fund, unless at least twenty percent (20%) of all housing
units of the Project are available at sixty percent (60%) of AMI or lower. At least five
(5) units in the newly constructed building must be available at sixty percent (60%) of
AMI or lower.
2. Undertaking by Developer.
During the term of this Agreement, the Developer will undertake all of the activities necessary,
in the Developer’s discretion, to accomplish the activities described in Section 1 required to be
performed by the Developer.
3. Undertaking and Agreement by HRA.
The HRA agrees to cooperate with the Developer in the Developer’s undertakings, agrees to
utilize its best efforts, subject to the Developer’s performance, to accomplish the activities
described in Section 1 above, which includes an analysis of the financial feasibility of the Project
and the nature, area, and financial implications of any tax increment district which might be
established.
4. Term.
This Agreement is effective from the date hereof through June 30, 2020, unless extended with
approval of the HRA Board, provided, in the event either party, after consultation with the other
party, determines in good faith that the other party is not diligently pursuing the Project or its
obligations hereunder; or the Developer determines, in good faith, that the Project is not feasible,
such determining party may terminate this Agreement upon thirty (30) days written notice to the
other. The HRA may also terminate this Agreement for failure of the Developer to provide
additional funds pursuant to Section 5 below. The parties each waive any claim or cause of
action that they may have against the other party based upon the termination of this Agreement
by such other party. The parties may, by mutual written agreement, extend this Agreement for
such further periods as determined to be appropriate from time to time.
4
5. Administrative Costs of HRA.
The Developer agrees and understands that it is responsible for and will pay to the HRA $2,000 in
HRA staff costs, along with all out-of-pocket costs incurred by the HRA (including without
limitation reasonable attorney and fiscal consultant fees) in the negotiation and preparation of this
Agreement and other documents and agreements in connection with the activities and the Project
contemplated hereunder (collectively, the “Administrative Costs”). Administrative Costs shall be
evidenced by invoices, statements or other reasonable written evidence of the costs incurred by
the HRA.
Upon execution of this Agreement, the Developer will deliver a deposit to the HRA in the
amount of $5,000 (the “Deposit”) to pay Administrative Costs. If at any time the Deposit drops
below $1,000, the Developer shall replenish the deposit to the full $5,000 within thirty (30) days
after receipt of written notice thereof from the HRA. The HRA shall provide invoices to the
Developer for all payments deducted from the Deposit. At any time the Deposit is insufficient to
pay invoices related to the Project, the HRA will ask for additional Deposits from the Developer.
If the additional Deposit is not made within thirty (30) days following the date of such request,
the HRA may elect to either suspend its performance under this Agreement or terminate this
Agreement. Such suspension or termination will be effective on the date it is given in writing, or
on such later date specified in the notification. Any unexpended or unencumbered portion of the
Deposit shall be returned to the Developer upon the expiration or termination of this Agreement.
6. Termination of Agreement.
This Agreement may be terminated upon five (5) days written notice by a party to the other party
if:
(a) in the respective good faith judgment of any party, an impasse has been reached in the
negotiation or implementation of any material term or the completion or execution of any
material condition of this Agreement or the contract for private development; or
(b) a party fails to perform any of its obligations under this Agreement.
7. Miscellaneous.
(a) This Agreement constitutes the entire agreement between the parties relative to the
proposed Project. Unless specifically described herein, no obligation shall be inferred or
construed.
(b) The development of the Development Property will be in accordance with a contract for
private development or other agreements which the parties shall, in good faith, attempt to
negotiate during the term of this Agreement.
(c) The Developer understands that further and separate action, for which no obligation is
created hereunder, will be required before the HRA or the Developer is obligated to take
various actions with respect to the Project. Those actions may include, without
limitation:
1) Creation of and approval of a modification of tax increment project plan and/or tax
increment district by the City Council of the City and the HRA Board;
5
2) Zoning and subdivision approvals to the extent any are required;
3) Construction of public improvements to serve the Project; and
4) Negotiation of and approval of a contract for private development by the HRA
Board.
(d) The Developer further understands that many of the actions which the HRA or the City
may be called upon to take require the reasonable discretion and in some instances the
legislative judgment of the HRA or the City, such actions may be made only following
established procedures; and the HRA may not, by agreement, agree in advance to any
specific decision in such matters.
(e) Notice or demand or other communication between or among the parties shall be sufficiently
given if sent by certified or registered mail, postage prepaid, return receipt requested or
delivered personally:
[North Bay Entity]
c/o North Bay Companies, LLC
2316 4th Avenue South
Minneapolis, MN 55404
Attn: Daniel Oberpriller
Richfield Housing and Redevelopment Authority
in and for the City of Richfield, Minnesota
6700 Portland Avenue South
Richfield, MN 55422
Attn: John Stark, Executive Director
(The remainder of this page is intentionally left blank.)
S-1
IN WITNESS WHEREOF, the parties have executed this Preliminary Development Agreement
effective the date and year first above written.
HOUSING AND REDEVELOPMENT [NORTH BAY ENTITY],
AUTHORITY IN AND FOR THE CITY OF a Minnesota limited liability
RICHFIELD, MINNESOTA company
By: ________________________ By:
________________________ __________________________
Its: Chair Its:
By: ________________________
John Stark
Its: Executive Director
A-1
EXHIBIT A
LEGAL DESCRIPTION OF DEVELOPMENT PROPERTY
PARCEL 1: [insert legal description]
PARCEL 2: [insert legal description]
PARCEL 3: [insert legal description]
PARCEL 4: [insert legal description]
RC125-376(JAE)
628633v.4
AGENDA SECTION:RESOLUTIONS
AGENDA ITEM #5.
S TAFF REPORT NO. 6
HOUSING AND RE DEVELOPMENT AUT HORIT Y
MEET ING
1/21/2020
RE P O RT P RE PA RE D B Y: J ulie Urban, Housing Manager
O THE R D E PA RTM E NT RE V IE W:
E X E C UTIV E D IRE C TO R RE V IE W: J ohn S tark, E xecutive D irector
1/14/2020
I T E M F O R C O UNC IL C O NS ID E RAT I O N:
Consideration of a resolution approving a Preliminary Development Agreement with Penn Investments
LL C for the development of 6501 Penn Avenue South and 6504 Oliver Avenue South.
E X E C UT IV E S UM M ARY:
At work sessions on September 16 and November 26, 2019, the Housing and Redevelopment Authority
(HRA) reviewed development concepts for the HRA-owned property at 6501 Penn Avenue South from two
development teams. Based on feedback provided at the work sessions, staff began work on a Preliminary
Redevelopment Agreement (Agreement) with the development team of NHH Properties, Boisclair Corporation,
and Locus Architects, doing business as Penn I nvestments L L C (Developer). That Agreement is attached for
consideration.
The Developer is planning to explore a redevelopment concept for the property that includes the construction
of a building with between 40 and 100 market-rate and affordable housing units and up to 12,000 square feet
of commercial space.
Some important aspects of the Agreement include:
The Developer will provide preliminary plans for sketch plan review and will seek neighborhood
feedback.
The Developer will explore applying for grants and tax credits, and the HRA agrees to cooperate with
those applications.
The Developer will comply with the City's I nclusionary Housing Policy, which requires at least 20% of
the units to be affordable at 60%; however, based on work session discussions, the Developer is
exploring funding options for deeper affordability as well as accessible units.
Due to the high cost of land assembly, structured parking, affordable housing and other subsurface
construction costs, the Developer has determined that they would likely require some degree of public
financial assistance to make the project feasible. A Redevelopment or Housing Tax I ncrement
Financing (TI F) District are both possible tools that will be explored.
The Developer will explore future phases of the project.
The HRA will provide right-of-entry to the property for the Developer to access the property for survey,
geotechnical and marketing purposes.
The Agreement also encompasses the HRA-owned property at 6500 Oliver Avenue South. This is a
remnant parcel from a previous County road project. The Developer owns 6504 Oliver Avenue South
and plans to explore options that might include both Oliver Avenue properties.
RE C O M M E ND E D AC T I O N:
By Motion: Approve a resolution granting approval to a Preliminary Redevelopment Agreement and
Right of Entry Agreement with Penn Investments LL C for the redevelopment of 6501 Penn Avenue
South and 6500 Oliver Avenue South.
B AS IS O F RE C O M M E ND AT I O N:
A.H IS TOR IC AL C ON T E X T
The property at 6501 Penn Avenue South had been a Bumper to Bumper auto parts store for
many years and had been for sale off and on the past couple of years. I n 2018, the owner
reached out to staff about purchasing the property, and the HRA purchased it in J anuary 2019.
Penn I nvestments presented a proposal for the property to joint Work Sessions of the
Richfield City Council, H R A and Planning Commission on September 16 and November
18, 2019. Significant feedback was provided by policymakers at the two sessions, which
will be used to further refine the Developer's proposal.
Since the most recent work session, the Developer has purchased 6504 Oliver Avenue
South, an adjacent single-family property and has begun reaching out to other adjacent
owners.
T he HRA owns a remnant parcel (30 feet by 133 feet) at 6500 Oliver Avenue South,
adjacent to the parcel owned by the Developer.
B.P OL IC IE S (resolutions, ordinances, regulations, statutes, etc):
The property is zoned and guided for Mixed Use with the Penn Avenue Overlay. The goal of the
Penn Avenue Corridor District is to provide for a balanc ed mix of c ommercial, offic e and
residential uses that together create a cohesive and pedestrian-friendly area.
The City 's C omprehensive Plan and Housing Visioning statement encourage the development of a
full range of housing choices.
The City's I nc lusionary Housing Polic y requires the inc lusion of at least 20% of units affordable at
60% of the Area Median I ncome for all projects receiving city financial assistance.
C.C R IT IC AL T IMIN G IS S U E S:
The Agreement is effective through J uly 31, 2020, and sets an interim deadline of April 30 for the
following steps: sketch plan review, financial analysis, neighborhood meeting. The deadlines are
based in part, on funding deadlines for various outside funding sources.
D.F IN AN C IAL IMPAC T:
The Agreement calls for the Developer to reimburse the HRA for $2,000 in staff costs and submit
a deposit of $5,000 to pay other administrative costs incurred in meeting the terms of the
Agreement.
E.L E GAL C ON S ID E R AT ION:
The HRA Attorney drafted the Preliminary Development Agreement with input from HRA staff and
the Developer.
ALTE R N AT IV E R E C O MME N D ATIO N(S):
1. Approve the Preliminary Redevelopment Agreement with changes.
2. Decide not to approve a Preliminary Redevelopment Agreement with Penn I nvestments L L C.
P R IN C IPAL PAR TIE S E X P E C TE D AT ME E TIN G:
Representatives from the development team.
AT TAC H ME N T S:
D escription Type
Resolution Resolution L etter
P reliminary Redevelopment A greement C ontract/A greement
Right of E ntry A greement C ontract/A greement
1 = 1 " " 627912v1RC125-368
HOUSING AND REDEVELOPMENT AUTHORITY
IN AND FOR THE CITY OF RICHFIELD, MINNESOTA
RESOLUTION NO. ______
RESOLUTION APPROVING THE EXECUTION AND DELIVERY OF
A PRELIMINARY REDEVELOPMENT AGREEMENT AND RIGHT
OF ENTRY AGREEMENT WITH PENN INVESTMENTS LLC
WHEREAS, the Housing and Redevelopment Authority in and for the City of Richfield,
Minnesota (the “HRA”), owns certain real property located at 6501 Penn Avenue South and 6500
Oliver Avenue South in Richfield, Minnesota (the “Redevelopment Property”); and
WHEREAS, Penn Investments LLC, a Minnesota limited liability company (the
“Redeveloper”), proposes to Redeveloper proposes to purchase the Redevelopment Property from the
HRA, demolish the blighted buildings on the Redevelopment Property, and construct a building with
approximately 44 to 100 market-rate and affordable housing units and up to 12,000 square feet of
commercial space (the “Project”); and
WHEREAS, the Redeveloper and the HRA, have been engaged in informal discussion
regarding the Project and the proposed creation of a redevelopment tax increment financing district and
plan including the Redevelopment Property; and
WHEREAS, the Board of Commissioners of the HRA (the “HRA Board”) has been presented
with a Preliminary Redevelopment Agreement (the “Preliminary Redevelopment Agreement”)
proposed to be entered into between the HRA and the Redeveloper, which sets forth the Redeveloper’s
intentions and the conditions under which the Redeveloper will undertake the Project; and
WHEREAS, there has also been presented before the HRA Board a form of Right of Entry
Agreement (the “Right of Entry Agreement”) proposed to be entered into between the HRA and the
Redeveloper, pursuant to which the HRA will grant the Redeveloper the right to enter the
Redevelopment Property as necessary for initial testing, surveying, and studies, subject to the terms and
conditions provided therein and marketing the Redevelopment Property to potential commercial
tenants; and
WHEREAS, the HRA Board has reviewed the Preliminary Redevelopment Agreement and the
Right of Entry Agreement and finds that the execution thereof by the HRA and performance of the HRA’s
obligations thereunder are in the best interest of the City of Richfield, Minnesota, and its residents; and
NOW, THEREFORE, BE IT RESOLVED, by the Board of Commissioners of the Housing and
Redevelopment Authority in and for the City of Richfield, Minnesota as follows:
1. The Preliminary Redevelopment Agreement and the Right of Entry Agreement presented
to the HRA and on file with the Executive Director are hereby in all respects approved, subject to
modifications that do not alter the substance of the transaction and that are approved by the Chair and
Executive Director; provided that execution of such documents by such officials shall be conclusive
evidence of approval.
2. The Chair and Executive Director are hereby authorized to execute the Preliminary
Redevelopment Agreement and the Right of Entry Agreement on behalf of the HRA and to carry out on
behalf of the HRA the HRA’s obligations thereunder.
2
0 = 1 " " 627912v1RC125-368 627912v1RC125-368 627912v1RC125-368
Adopted by the Housing and Redevelopment Authority in and for the City of Richfield,
Minnesota this 21st day of January, 2020.
____________________, Chair
ATTEST:
____________________, Secretary
PRELIMINARY REDEVELOPMENT AGREEMENT
THIS PRELIMINARY REDEVELOPMENT AGREEMENT,made as of the _____day of
__________,2020 (the “Agreement”),is between the Housing and Redevelopment Authority in and for
the City of Richfield, Minnesota, a Minnesota public body corporate and politic (the “HRA”), and Penn
Investments LLC,a Minnesota limited liability company, or one of its wholly owned affiliates (the
“Redeveloper”).
RECITALS
First: The Redeveloper and the HRA have been engaged in informal discussions regarding the
redevelopment of certain real property located at 6500 Oliver Avenue South and 6501 Penn
Avenue South in the City of Richfield, Minnesota (the “City”),which is legally described in
EXHIBIT A attached hereto (the “Redevelopment Property”);
Second: The Redeveloper proposes to purchase the Redevelopment Property from the HRA,
demolish the blighted buildings on the Redevelopment Property, and construct a building with
approximately 40 to 100 market-rate and affordable housing units and up to 12,000 square feet of
commercial space (the “Project”);
Third: In order to assist the Redeveloper with the Project, the HRA is considering the
establishment of a redevelopment tax increment financing district (the “TIF District”)that
includes the Redevelopment Property;
Fourth: Based on initial reviews of the proposal, it appears that the Project is potentially feasible;
however, further review is needed;
Fifth: The parties wish to cooperate in further analyzing the potential and feasibility of the
Project and are willing to proceed with such analysis as described in this Agreement;
Sixth: The parties acknowledge that the Redeveloper will expend substantial time and effort, and
incur substantial expense in pursuing the Project;
Seventh: The Redeveloper is willing to undertake the activities described in this Agreement only
with the reasonable assurance from the HRA that it will support and cooperate with the
Redeveloper in its efforts;
Eighth: The HRA and the Redeveloper have executed this Agreement to document their
understanding with respect to the proposed Project.
AGREEMENT
NOW, THEREFORE, in consideration of the premises and mutual obligations of the parties
contained herein, each of them does hereby represent, covenant and agree with the other as follows:
1.Statement of Intent.
It is the intention of the parties that during the term of this agreement the following activities will
take place:
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(a)Plan Review and Refinement. The Redeveloper will complete and provide a general
redevelopment plan, including parking layout and design, to the HRA for review and
comment. This submission shall be made on or before April 30,2020 as an application
for sketch plan review. This review involves a staff review of the general
redevelopment plan by HRA staff. Following the sketch plan review, the Redeveloper
will undertake any additional studies or refinements to the general redevelopment plan
for the Project that are necessary to determine that the plan (i) complies with the City’s
land use requirements; and (ii) provides sufficient detail to permit the reviews described
in Section 1(d) below. Upon completion of the staff-level sketch plan review, either
party may request that the general redevelopment plan be brought before a work session
of the City Council of the City (the “City Council”)and/or the Board of Commissioners
of the HRA (the “HRA Board”).
(b)Financial Feasibility. The Redeveloper will provide to the HRA a financial feasibility
analysis of the Project, including a detailed sources and uses of all funding and all
expenditures expected for the construction of the Project and a Project pro forma,on or
before April 30,2020. The financial feasibility analysis should specify what financing
will be obtained for the Project and from what sources and the amount of equity to be
contributed to the Project.
(c)Neighborhood Feedback. The Redeveloper agrees to conduct one or more meetings
with neighborhood residents to obtain feedback on the Project.Feedback from
neighborhood residents shall be provided to the HRA on or before April 30, 2020.
(d)HRA Analysis of Project. Following the receipt from the Redeveloper of the
information set forth in Section 1(a)through (c)hereof, the HRA’s fiscal consultant will
conduct a financial analysis of the Redeveloper and the Project. The purpose of the
HRA’s analysis is to determine the Redeveloper’s ability to finance the proposed
Project. The analysis will consider such factors as the Redeveloper’s capability to
arrange for financing, the anticipated level of assistance available to the Project from the
HRA or other sources, and the Redeveloper’s ability to provide equity to the Project.
(e)Acquisition of Redevelopment Property by Redeveloper. The HRA currently owns the
Redevelopment Property. The HRA understands that in order for the Project to proceed,
the Redeveloper must purchase the Redevelopment Property from the HRA.The HRA
Board must hold a duly noticed public hearing before conveying the Redevelopment
Property to the Redeveloper.
(f)Contract Negotiation. On or before June 30,2020, the parties will attempt in good faith
to negotiate the terms of a contract for private redevelopment (the “Contract”) which
will provide the nature and timing of the Project and any private improvements to be
constructed and the form, the amount and conditions of any economic assistance to be
provided by the HRA for the Project. The Contract will contain such additional terms as
either party believes are necessary for the transaction.
(g)Right of Entry. The HRA will grant the Redeveloper a right to enter the Redevelopment
Property as necessary for surveying the Redevelopment Property, geotechnical and
environmental tests,marketing to potential commercial tenants,and other studies of the
Redevelopment Property.The HRA will also allow the Redeveloper to post a
development and/or marketing sign on the Redevelopment Property.
3
(h)Cooperation with Grant Applications. The Redeveloper plans to prepare applications for
various grants for the Project, including but not limited to LCDA,TOD and/or DEED
grants. The Redeveloper will provide the HRA with applications for TOD and DEED
grants by February 29, 2020.The Redeveloper will provide the HRA with applications
for LCDA by July 31, 2020. The HRA agrees to cooperate with the Redeveloper to
obtain the various grants, including supplying information for the grant applications and
requesting approval from the HRA Board if necessary.
(i)Redeveloper’s Compliance with City’s Inclusionary Housing Policy.Pursuant to the
City’s Inclusionary Housing policy,the Redeveloper understands that if a tax increment
financing district is established,the Redeveloper will be required to contribute fifteen
percent (15%) of the total tax increment financing received by the Redeveloper to the
HRA’s Housing and Redevelopment Fund, unless at least twenty percent (20%) of all
housing units of the Project are available at rates of sixty percent (60%) of AMI.
(j)Tax Increment District. The HRA has obtained a blight study for the Development
Property and will consider establishing a redevelopment tax increment district based on
the analysis described in Section 1(d).
(k)Tax Credit Application. The Redeveloper may apply for tax credits for the Project on or
before July 1, 2020.
(l)Future Phase of Project.The Redeveloper may in the future consider purchasing parcels
adjacent to the Redevelopment Property to construct an additional phase of the Project.
If the Redeveloper determines to move forward with an additional phase of the Project,
the HRA and the Redeveloper will work together to determine if subsidy is necessary
and available for the future phase.
(m)Future Phase; Relocation.For any future phase of the Project, the Developer is
responsible for complying with Minn. Stat.Sections 117.50 to 117.56 (the “Minnesota
Uniform Relocation Act”) and providing evidence of such compliance to the HRA.
2.Undertaking by Redeveloper.
During the term of this Agreement, the Redeveloper will undertake all of the activities necessary,
in the Redeveloper’s discretion, to accomplish the activities described in Section 1 of this
Agreement required to be performed by the Redeveloper.
3.Undertaking and Agreement by HRA.
The HRA agrees to cooperate with the Redeveloper in the Redeveloper’s undertakings and
agrees to utilize its best efforts, subject to the Redeveloper’s performance, to accomplish the
activities described in Section 1 of this Agreement, which includes an analysis of the financial
feasibility of the Project and the nature, area, and financial implications of any tax increment
financing district which might be established.
4.Term.
This Agreement is effective from the date hereof through July 31, 2020, unless extended with
approval of the HRA Board, provided, in the event either party, after consultation with the other
party, determines in good faith that the other party is not diligently pursuing the Project or its
4
obligations hereunder; or the Redeveloper determines, in good faith, that the Project is not
feasible, such determining party may terminate this Agreement upon thirty (30) days’written
notice to the other. The HRA may also terminate this Agreement for failure of the Redeveloper
to provide additional funds pursuant to Section 5 below. The parties each waive any claim or
cause of action that they may have against the other party based upon the termination of this
Agreement by such other party. The parties may, by mutual written agreement, extend this
Agreement for such further periods as determined to be appropriate from time to time.
5.Administrative Costs of HRA.
The Redeveloper agrees and understands that it is responsible for and will pay to the HRA $2,000
in HRA staff costs,along with all out-of-pocket costs incurred by the HRA (including without
limitation reasonable attorney and fiscal consultant fees) in the negotiation and preparation of this
Agreement and other documents and agreements in connection with the activities and the Project
contemplated hereunder (collectively, the “Administrative Costs”).The Administrative Costs
shall be evidenced by invoices, statements or other reasonable written evidence of the costs
incurred by the HRA.
Upon execution of this Agreement, the Redeveloper will deliver a deposit to the HRA in the
amount of $5,000 (the “Deposit”) to pay Administrative Costs.If at any time the Deposit drops
below $1,000, the Redeveloper shall replenish the deposit to the full $5,000 within thirty (30)
days after receipt of written notice thereof from the HRA. The HRA shall provide invoices to the
Redeveloper for all payments deducted from the Deposit.If at any time the Deposit is
insufficient to pay invoices related to the Project, the HRA will ask for additional Deposits from
the Redeveloper. If the additional Deposit is not made within thirty (30) days following the date
of such request, the HRA may elect to either suspend its performance under this Agreement or
terminate this Agreement. Such suspension or termination will be effective on the date it is
given in writing, or on such later date specified in the notification. Any unexpended or
unencumbered portion of the Deposit shall be returned to the Redeveloper upon the expiration or
termination of this Agreement.
6.Termination of Agreement.
This Agreement may be terminated upon five (5) days’written notice by a party to the other party
if:
(a)in the respective good faith judgment of any party, an impasse has been reached in the
negotiation or implementation of any material term or the completion or execution of any
material condition of this Agreement or the Contract; or
(b)a party fails to perform any of its obligations under this Agreement.
7.Miscellaneous.
(a)This Agreement constitutes the entire agreement between the parties relative to the
proposed Project.Unless specifically described herein, no obligation shall be inferred or
construed.
(b)The redevelopment of the Redevelopment Property will be in accordance with the
Contract or other agreements which the parties shall, in good faith, attempt to negotiate
during the term of this Agreement.
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(c)The Redeveloper understands that further and separate action, for which no obligation is
created hereunder, will be required before the HRA or the Redeveloper is obligated to
take various actions with respect to the Project. Those actions may include, without
limitation:
1)Creation of and approval of a modification of tax increment project plan and/or the
TIF District by the City Council of the City and the HRA Board;
2)Zoning and subdivision approvals to the extent any are required;
3)Construction of public improvements to serve the Project; and
4)Negotiation of and approval of the Contract by the HRA Board.
(d)The Redeveloper further understands that many of the actions which the HRA or the
City may be called upon to take require the reasonable discretion and in some instances
the legislative judgment of the HRA or the City, such actions may be made only
following established procedures; and the HRA may not, by agreement, agree in
advance to any specific decision in such matters.
(e)Notice or demand or other communication between or among the parties shall be sufficiently
given if sent by certified or registered mail, postage prepaid, return receipt requested or
delivered personally:
Penn Investments LLC
7455 France Avenue South, Suite 351
Edina, MN 55435
Attn:Adam Seraphine
Housing and Redevelopment Authority
in and for the City of Richfield, Minnesota
6700 Portland Avenue South
Richfield, MN 55423
Attn: John Stark, Executive Director
(The remainder of this page is intentionally left blank.)
S-1
IN WITNESS WHEREOF, the parties have executed this Preliminary Redevelopment
Agreement effective the date and year first above written.
HOUSING AND REDEVELOPMENT PENN INVESTMENTS LLC,a Minnesota
AUTHORITY IN AND FOR THE CITY OF limited liability company
RICHFIELD, MINNESOTA
By:_____________________________By:
____________________
Its:Chair Its:
By:_____________________________
John Stark
Its:Executive Director
A-1
EXHIBIT A
LEGAL DESCRIPTION OF THE REDEVELOPMENT PROPERTY
Par. 1: The West ½ of the South 109.6 feet of the North 767.2 feet of the North ¾ of the West ¼ of the
Southwest Quarter of the Northwest Quarter except the North 30 feet thereof;
Par. 2: The West ½ of the South 109.6 feet of the North 876.8 feet of the North ¾ of the West ¼ of the
Southwest Quarter of the Northwest Quarter;
All in Section 28, Township 28, Range 24, in the Village of Richfield, Hennepin County, Minnesota.
Par. 3 The South 109.6 feet of the North 767.2 feet of the North 3/4 of the West Quarter of the Southwest
Quarter of the Northwest Quarter of Section 28, Township 28, Range 24, except the South 50 feet of the
East 1/2 thereof and except that part of the West 1/2 lying South of the North 30 feet thereof, in the City
of Richfield, Hennepin County, Minnesota.
RC125-368 (JAE)
627759v4
RIGHT OF ENTRY AGREEMENT
THIS RIGHT OF ENTRY AGREEMENT,made as of the ______ day of ______,2020 (the
“Agreement”),is between the Housing and Redevelopment Authority in and for the City of Richfield,
Minnesota,a Minnesota public body corporate and politic (the “HRA”),and Penn Investments LLC,a
Minnesota limited liability company,or one of its wholly owned affiliates (the “Redeveloper”).
RECITALS
WHEREAS, the HRA is the owner of certain real property located at 6500 Oliver Avenue South
and 6501 Penn Avenue South in the City of Richfield, Minnesota (the “City”), which is legally described
in EXHIBIT A attached hereto (the “Redevelopment Property”); and
WHEREAS, the Redeveloper proposes to purchase the Redevelopment Property from the HRA
and redevelop it by constructing a building with up to 12,000 square feet of commercial space on the
ground level and between 40 and 100 units of market-rate and affordable housing on the upper levels (the
“Project”);and
WHEREAS,a Preliminary Redevelopment Agreement, dated _____,2020 (the “Redevelopment
Agreement”),between the HRA and the Redeveloper,sets forth the intentions and conditions of the
Redeveloper and HRA under which the Redeveloper will undertake the Project and enter into a contract
for private redevelopment with the HRA and/or City (the “Contract”); and
WHEREAS, the HRA has agreed to grant the Redeveloper the right to enter the Redevelopment
Property as necessary for surveying the Redevelopment Property, geotechnical and environmental tests,
marketing to potential commercial tenants,and other studies of the Redevelopment Property and
marketing the Redevelopment Property to potential commercial clients (the “Permitted Activities”); and
AGREEMENT
NOW THEREFORE, the parties agree as follows:
1.Access.The HRA grants to the Redeveloper, upon the terms and conditions stated below,
on a non-exclusive basis, the permission and right to access and use the Redevelopment Property for the
Permitted Activities.Such right of access and use is granted only for the Term of this Agreement,as set
forth below, and only for the Permitted Activities.
2.Redeveloper.With respect to the right to access and use the Redevelopment Property
granted to the Redeveloper in this Agreement, the term “Redeveloper” shall include Redeveloper’s
agents, employees, contractors, affiliates,invitees,and other representatives.
3.Notice of Entry. The Redeveloper agrees to notify the HRA of the date and time that any of
the Permitted Activities, or work related thereto,by the Redeveloper on the Redevelopment Property will
commence. Such notice shall be given at least three (3) business days prior to the Redeveloper doing any
work on the Redevelopment Property in order to permit the HRA’s employees, or consultants retained by
the HRA, to be present during the time the Permitted Activities, or work related thereto, is being done by
the Redeveloper.
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4.Test Results and Reports.The Redeveloper shall provide a copy of all test results and
reports prepared by the Redeveloper evaluating the conditions present on the Redevelopment Property to
the HRA as soon as reasonably possible following the completion thereof. If the Redeveloper removes a
sample or portion of the Redevelopment Property for investigation, monitoring or testing or obtains any
data or issues any report, it must give the HRA a copy of any such data or report.
5.Term. The term of this Agreement (the “Term of this Agreement”) shall commence on
the day that this Agreement is executed through the earlier of July 31, 2020, or the date the Permitted
Activities have been completed, unless extended with approval of the HRA’s Board of Commissioners .
The Redeveloper agrees to do the work in the shortest period of time reasonably necessary to complete
the Permitted Activities under this Agreement.
6.Safety and Maintenance.The Redeveloper agrees to use the Redevelopment Property
only for the purposes described herein and not construct any structures or improvements on the
Redevelopment Property or park or store any equipment on the Redevelopment Property, except during
limited periods of time when the Permitted Activities are actually in progress.The Redeveloper agrees
that if there is damage or changes to the Redevelopment Property as a result of the Permitted Activities,
the Redeveloper shall, prior to the completion of the Term of this Agreement,restore the Redevelopment
Property to substantially the same condition as it was found by the Redeveloper at the time of the
Redeveloper’s entry upon the Redevelopment Property and remove all rubbish, waste, and debris in
connection therewith. The Redeveloper also agrees not to use the Redevelopment Property for the
production, storage, deposit or disposal of toxic, dangerous or hazardous substances,pollutants, wastes or
contaminations, including but not limited to, nuclear fuel or wastes that are considered hazardous by law
and regulations.The Redeveloper shall indemnify the HRA, its officials, employees, agents and others
acting on behalf of the HRA,hold it harmless against any and all loss, damage,liability, claim, cost or
expenses (specifically including reasonable attorneys’fees and other costs and expenses of investigation
and defense of any sort), resulting from injury or death to any person or from loss of or damage to any
property, however caused, which occurs on the Redevelopment Property with respect to the production,
storage, deposit or disposal of toxic, dangerous or hazardous substance pollutants, wastes or
contaminations by the Redeveloper.
7.Hold Harmless and Indemnity.The Redeveloper agrees to indemnify, defend,and hold
harmless the HRA and the City,their agents, officials and employees from any and all claims, losses,
damages, liabilities, causes of action, judgments, costs,or expenses because of personal injury,death,or
property damage caused by Redeveloper’s use of the Redevelopment Property.The HRA and the City
agree to indemnify, defend,and hold harmless the Redeveloper from and against any and all claims,
losses, damages, liabilities, causes of action, judgments, costs,or expenses because of personal injury,
death,or property damage caused by the HRA or the City or their officials, employees, agents,
contractors,or assigns’ entry into the Redevelopment Property during the Term of this Agreement.
8.Insurance.The Redeveloper agrees to provide and maintain a liability insurance policy
with a general liability limit of at least $1,500,000 per occurrence throughout the Term of this Agreement
and to list the HRA as an “additional insured.”Said policy is limited to any person or persons working
for or under the Redeveloper.On execution of this Agreement, the Redeveloper shall provide the HRA
with evidence that is satisfactory to the HRA that the insurance coverage required hereunder will be in
full force and effect during the Term of this Agreement.In the event that any insurance renews or is
terminated during the Term of this Agreement, the Redeveloper shall promptly provide the HRA with
evidence that such coverage will be renewed or replaced upon termination with insurance that complies
with these provisions.At the request of the HRA, the Redeveloper shall, in addition to providing such
evidence of insurance, promptly furnish the HRA with a complete (and if so requested, insurer-certified)
copy of the insurance policy intended to provide coverage required by this Agreement.
3
9.Assignment.The Redeveloper shall not assign or otherwise transfer this Agreement, any
right or interest in this Agreement or any right or interest in the Redevelopment Property without the
express written consent of the HRA, which consent shall not be unreasonably withheld.
10.Costs.The Redeveloper shall be responsible to pay any fees, wages,and other charges
and expenses in any manner associated with the Permitted Activities or any other activity of the
Redeveloper under this Agreement.
11.Other Authority or Rights.The Redeveloper shall bear the sole obligation of obtaining
such other authority,rights, or governmental approvals and permits as may be needed in addition to the
rights provided in this Agreement to carry out the Permitted Activities or related work that will occur
within public streets adjacent to the Redevelopment Property.
12.Liens and Encumbrances.The Redeveloper shall keep the Redevelopment Property free
of all liens and encumbrances arising out of its interest in or activities on the Redevelopment Property.
13.Disclaimer of Warranty.The Redeveloper has conducted its own investigation and
inspection of the Redevelopment Property and is familiar with the physical condition of the
Redevelopment Property and surrounding terrain and is fully informed as to the existing conditions and
limitations.The HRA makes no representation or warranty as to the suitability of the Redevelopment
Property for use by the Redeveloper and no such representation, warranty, or any other representations
are made by the HRA or shall be implied by operation of law or otherwise.The Redeveloper accepts the
Redevelopment Property in an as-is, where-is condition with all faults, defects,and deficiencies.
14.Governing Law.The parties agree that the interpretation and construction of this
Agreement shall be governed by the laws of the State of Minnesota, without regard to such state’s conflict
of law provisions.
15.Notices and Demands.All notices, demands or other communications under this
Agreement shall be effective only if made in writing and shall be sufficiently given and deemed given
when delivered personally or mailed by certified mail (return receipt requested) or registered mail,
postage prepaid, properly addressed as follows:
To the HRA:Housing and Redevelopment Authority
in and for the City of Richfield, Minnesota
6700 Portland Avenue South
Richfield, MN 55423
Attn:John Stark, Executive Director
To the Redeveloper:Penn Investments LLC
7455 France Avenue South, Suite 351
Edina,MN 55435
Attn: Adam Seraphine
or to such other person at such other address as that party may, from time to time, designate in writing and
forward to the other as provided in this Section 15.
16.Execution in Counterpart.This Agreement is executed in any number of counterparts, each
of which shall constitute one and the same instrument.
4
17.Amendment.This Agreement may be amended only by a written amendment signed by
both parties.
18.Relationship of Parties.Nothing in this Agreement shall be interpreted or construed as a
partnership or joint venture between the HRA and the Redeveloper concerning the Redeveloper’s use of
the Redevelopment Property.This Agreement shall not be interpreted to be any type of lease or easement
affecting the Redevelopment Property and does not convey an interest in the Redevelopment Property to
the Redeveloper.
19.Severance. Should any portion of this Agreement be declared invalid and unenforceable,
then such portion shall be deemed to be severed from this Agreement and shall not affect the remainder
thereof.
20.Default.If any default is made by the Redeveloper in any of the agreements contained in
this Agreement which is not cured within thirty (30)days of written notice from the HRA, it shall be
lawful for the HRA to declare the term ended and to enter the Redevelopment Property either with or
without legal process, and to remove the Redeveloper or any other person occupying the Redevelopment
Property, using such force as may be necessary, without being liable for prosecution, or for damages, and
to repossess the Redevelopment Property free and clear of any rights of the Redeveloper.
(The remainder of this page is intentionally left blank.)
S-1
IN WITNESS WHEREOF, the parties have executed this Right of Entry Agreement effective as
of the date first above written.
HOUSING AND REDEVELOPMENT PENN INVESTMENTS LLC,a Minnesota
AUTHORITY IN AND FOR THE CITY OF limited liability company
RICHFIELD, MINNESOTA
By:_____________________________By:
____________________
Its:Chair Its:
By:_____________________________
John Stark
Its:Executive Director
A-1
EXHIBIT A
LEGAL DESCRIPTION OF THE REDEVELOPMENT PROPERTY
Par. 1: The West ½ of the South 109.6 feet of the North 767.2 feet of the North ¾ of the West ¼ of the
Southwest Quarter of the Northwest Quarter except the North 30 feet thereof;
Par. 2: The West ½ of the South 109.6 feet of the North 876.8 feet of the North ¾ of the West ¼of the
Southwest Quarter of the Northwest Quarter;
All in Section 28, Township 28, Range 24, in the Village of Richfield, Hennepin County, Minnesota.
Par. 3 The South 109.6 feet of the North 767.2 feet of the North 3/4 of the West Quarter of the Southwest
Quarter of the Northwest Quarter of Section 28, Township 28, Range 24, except the South 50 feet of the
East 1/2 thereof and except that part of the West 1/2 lying South of the North 30 feet thereof, in the City
of Richfield, Hennepin County, Minnesota.
RC125-368 (JAE)
627814v3
AGENDA SECTION:RESOLUTIONS
AGENDA ITEM #6.
S TAFF REPORT NO. 7
HOUSING AND RE DEVELOPMENT AUT HORIT Y
MEET ING
1/21/2020
RE P O RT P RE PA RE D B Y: J ohn S tark, E xecutive D irector
O THE R D E PA RTM E NT RE V IE W: K atie Rodriguez, C ity Manager
E X E C UTIV E D IRE C TO R RE V IE W: J ohn S tark, E xecutive D irector
1/13/2020
I T E M F O R C O UNC IL C O NS ID E RAT I O N:
Authorize the Housing and Redevelopment Authority Executive Director to approve expenditures and
approve and execute professional service agreements/contracts in an amount up to $50,000.
E X E C UT IV E S UM M ARY:
I n the day-to-day business of administering the Richfield Housing and Redevelopment Authority (HRA), there
are frequently agreements/contracts to be approved and/or invoices to be paid for professional services and
other contractual arrangements. To the best of staffs' knowledge there is no formal guideline to differentiate
which contracts/invoices staff has the authority to approve versus those requiring formal HRA pre-
authorization. Currently, therefore, staff uses its discretion on which of these contracts or invoices should be
preapproved by the Board of the HRA.
The City of Richfield has a policy stating that the City Manager has authority to approve contracts or
purchases of up to $175,000 and that any such expense over $175,000 must be approved by the City
Council.
Staff is suggesting a similar, albeit scaled-back, policy to be adopted by the HRA in which the Executive
Director would have the authority to approve expenditures, contracts and/or agreements of up to $50,000
without pre-approval of the HRA Board. All expenses of the HRA are reported to the Board, after
expenditure, in the form of the Approval of Claims by the HRA at each of its regular meetings.
RE C O M M E ND E D AC T I O N:
By Motion: Approve a resolution authorizing the Housing and Redevelopment Authority Executive
Director to approve expenditures and approve and execute professional service agreements/contracts
in an amount up to $50,000.
B AS IS O F RE C O M M E ND AT I O N:
A.H IS TOR IC AL C ON T E X T
Staff is unaware of any existing HRA approval/expenditure policy;
I n the past, the HRA staff has used its discretion in determining which contracts and/or
expenditures should go before the HRA Board.
B.P OL IC IE S (resolutions, ordinances, regulations, statutes, etc):
The City of Richfield allows its City Manager the discretion to approve expenditures and contracts
of up to $175,000.
C.C R IT IC AL T IMIN G IS S U E S:
None
D.F IN AN C IAL IMPAC T:
Any expenditure, professional services agreement or contract approved by the HRA would be
within the limits of the HRA budget.
E.L E GAL C ON S ID E R AT ION:
All professional service agreements/contracts are either prepared by or reviewed by legal counsel.
ALTE R N AT IV E R E C O MME N D ATIO N(S):
Authorize the Executive Director to approve expenditures, professional service agreements/contracts
up to a lesser amount.
P R IN C IPAL PAR TIE S E X P E C TE D AT ME E TIN G:
N/A
AT TAC H ME N T S:
D escription Type
Resolution Resolution L etter
HOUSING AND REDEVELOPMENT AUTHORITY
IN AND FOR THE CITY OF RICHFIELD, MINNESOTA
RESOLUTION NO. ______
RESOLUTION DELEGATING EXECUTIVE DIRECTOR TO EXECUTE CERTAIN
DOCUMENTS AND AUTHORIZE EXPENDITURES ON BEHALF OF THE HOUSING AND
REDEVELOPMENT AUTHORITY IN AND FOR THE CITY OF RICHFIELD, MINNESOTA
WHEREAS, the Housing and Redevelopment Authority in and for the City of Richfield, Minnesota
(the “Authority”) was established by the City of Richfield, Minnesota (the “City”) in 1974 to support the
long-term vitality of the City’s residential and commercial property; and
WHEREAS, the Chair (or his or her designee) of the Authority and the Executive Director of the
Authority execute all documents and contracts on behalf of the Authority for which action has been taken;
and
WHEREAS, the Authority has determined to authorize the Executive Director of the Authority to
approve and execute documents or agreements on behalf of the Authority related to the routine business of
the Authority or related to projects approved by the Board of Commissioners of the Authority (the “Board”)
and potential future projects, including but not limited to professional services agreements, nondisclosure
agreements, right of entry agreements, and consultant agreements, so long as such documents or agreements
do not provide for the expenditure of funds in an aggregate amount of more than $50,000, all without prior
action by the Authority; and
WHEREAS, the Authority has also determined to authorize the Executive Director of the Authority
to approve expenditures of funds in a maximum aggregate amount of $50,000 without prior action by the
Authority; and
WHEREAS, the Authority finds that the execution and approval of documents or agreements by the
Executive Director and the expenditures of funds by the Executive Director as described herein will be
beneficial to the affairs of the Authority; and
NOW, THEREFORE, BE IT RESOLVED, by the Board of Commissioners of the Housing and
Redevelopment Authority in and for the City of Richfield, Minnesota as follows:
1. The approval and execution of the documents and agreements and the expenditure of funds
on behalf of the Authority as described herein is hereby authorized and delegated to the Executive Director of
the Authority.
2. All documents and agreements executed by the Executive Director of the Authority pursuant
to the authority delegated by this resolution shall be reported to the Board.
3. All expenditures shall be reported to the Board, after expenditure, in the form of the
Approval of Claims by the Authority at each of its regular meetings.
4. This resolution shall be in full force and effect as of the date hereof.
Adopted by the Housing and Redevelopment Authority in and for the City of Richfield, Minnesota
this 21st day of January, 2020.
_______________, Chair
___________________, Secretary