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February EDA AgednaECONOMIC DEVELOPMENT AUTHORITY MEETING VIRTUAL MEETING VIA WEBEX FEBRUARY 23, 2022 7:15 PM (IMMEDIATELY FOLLOWING THE HRA MEETING) Call to Order Attendance Open Forum: To participate live during the open forum dial 612-861-0651. Approval of the Minutes Approval of the minutes of the regular Economic Development Authority meeting of January 18, 2022. AGENDA APPROVAL 1.Approval of the Agenda 2.Consent Calendar contains several separate items which are acted upon by the EDA in one motion. Once the Consent Calendar has been approved, the individual items and recommended actions have also been approved. No further EDA action on these items is necessary. However, any EDA Commissioner may request that an item be removed from the Consent Calendar and placed on the regular agenda for EDA discussion and action. All items listed on the Consent Calendar are recommended for approval. A.Designation of Community Development Director Melissa Poehlman as the Executive Director of the Richfield Economic Development Authority for 2022. Staff Report No. 4 B.Consideration of the approval of loan documents for a pilot component of the Apartment Remodeling Program, expanding eligible properties to one, two, and three unit rental properties. Staff Report No. 5 3.Consideration of items, if any, removed from Consent Calendar RESOLUTIONS 4.Consider the adoption of a resolution amending the Bylaws of the Richfield Economic Development Authority to change the annual meeting date, indicate the Rules of Order under which the Board will operate, and make a minor correction related to the title of the Authority. Staff Report No. 6 OTHER BUSINESS 5.Consideration of a Memorandum of Understanding for the continued partnership with the Center for Energy and Environment in administering the Richfield Energy Efficient Business Grant. Staff Report No. 7 EDA DISCUSSION ITEMS 6.EDA Discussion Items EXECUTIVE DIRECTOR REPORT 7.Executive Director's Report CLAIMS 8.Claims 9.Adjournment 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 612-861-9739. ECONOMIC DEVELOPMENT AUTHORITY MEETING MINUTES Richfield, Minnesota Regular Meeting Held via WebEx January 18, 2022 CALL TO ORDER The meeting was called to order by President Supple at 7:34 p.m. via WebEx. EDA Members Present: Mary Supple, President; Maria Regan Gonzalez; Sue Sandahl; Erin Vrieze Daniels; and Lee Ohnesorge EDA Members Absent: None Staff Present: Melissa Poehlman, Interim Community Development Director; Julie Urban, Housing and Redevelopment Manager; Kelly Wynn, Administrative Assistant; and Kari Sinning, City Clerk. CONSIDERATION OF THE ELECTION OF OFFICERS FOR THE RICHFIELD ECONOMIC DEVELOPMENT AUTHORITY FOR 2022 (STAFF REPORT NO.1) President Supple opened nominations. M/Sandahl, S/Vrieze Daniels to nominate Mary Supple to serve as President. City Clerk Sinning took roll call vote: Supple: AYE Regan Gonzalez: AYE Vrieze Daniels: AYE Sandahl: AYE Ohnesorge: AYE Motion carried 5-0 M/Regan Gonzalez, S/Sandahl to nominate Erin Vrieze Daniels to serve as Vice President. City Clerk Sinning took roll call vote: Supple: AYE Regan Gonzalez: AYE Vrieze Daniels: AYE Sandahl: AYE Ohnesorge: AYE EDA Meeting Minutes -2- January 18, 2022 Motion carried 5-0 M/Vrieze Daniels, S/Sandahl to nominate Maria Regan Gonzalez to serve as Treasurer. City Clerk Sinning took roll call vote: Supple: AYE Regan Gonzalez: AYE Vrieze Daniels: AYE Sandahl: AYE Ohnesorge: AYE Motion carried 5-0 M/Regan Gonzalez, S/Sandahl to nominate City Clerk Sinning to serve as Secretary. City Clerk Sinning took roll call vote: Supple: AYE Regan Gonzalez: AYE Vrieze Daniels: AYE Sandahl: AYE Ohnesorge: AYE Motion carried 5-0 M/Regan Gonzalez, S/Sandahl to nominate Community Development Accountant Myrt Link to serve as Assistant Treasurer. City Clerk Sinning took roll call vote: Supple: AYE Regan Gonzalez: AYE Vrieze Daniels: AYE Sandahl: AYE Ohnesorge: AYE Motion carried 5-0 OPEN FORUM Administrative Assistant Wynn provided instructions to call in for the open forum and stated that there were no callers. APPROVAL OF THE MINUTES M/Regan Gonzalez, S/Sandahl to approve the regular Economic Development Authority meeting minutes of December 20, 2021. City Clerk Sinning took roll call vote: EDA Meeting Minutes -3- January 18, 2022 Supple: AYE Regan Gonzalez: AYE Vrieze Daniels: AYE Sandahl: AYE Ohnesorge: AYE Motion carried 5-0 Item #1 APPROVAL OF THE AGENDA M/Regan Gonzalez, S/Sandahl to approve the agenda. City Clerk Sinning took roll call vote: Supple: AYE Regan Gonzalez: AYE Vrieze Daniels: AYE Sandahl: AYE Ohnesorge: AYE Motion carried 5-0 Item #2 CONSIDERATION OF THE CONSENT CALENDAR Interim Community Development Director Poehlman presented the Consent Calendar: A. Consideration of resolutions designating official depositories for the Economic Development Authority for 2021, including the approval of collateral. (Staff Report No. 2) EDA RESOLUTION NO. 36 RESOLUTION DESIGNATING CERTAIN FINANCIAL INSTITUTIONS AS DEPOSITORIES FOR THE INVESTMENT OF ECONOMIC DEVELOPMENT AUTHORITY OF RICHFIELD FUNDS IN 2022 EDA RESOLUTION NO. 37 RESOLUTION DESIGNATING U.S. BANK A DEPOSITORY OF FUNDS OF THE EDA OF RICHFIELD FOR THE YEAR 2022 EDA RESOLUTION NO. 38 RESOLUTION DESIGNATING CERTAIN SAVING AND LOAN ASSOCIATIONS, BANKS AND CREDIT UNIONS AS DEPOSITORIES FOR THE INVESTMENT OF ECONOMIC DEVELOPMENT AUTHORITY OF RICHFIELD FUNDS IN 2022 M/Sandahl, S/Regan Gonzalez to approve the Consent Calendar. City Clerk Sinning took roll call vote: Supple: AYE Regan Gonzalez: AYE Vrieze Daniels: AYE Sandahl: AYE Ohnesorge: AYE EDA Meeting Minutes -4- January 18, 2022 Motion carried 5-0 Item #3 CONSIDERATION OF ITEMS, IF ANY, REMOVED FROM CONSENT CALENDAR None. Item #4 CONSIDERATION OF THE APPROVAL OF A PILOT COMPONENT OF THE APARTMENT REMODELING PROGRAM, EXPANDING ELIGIBLE PROPERTIES TO SINGLE-FAMILY AND DUPLEX RENTALS. (STAFF REPORT NO. 3) Housing Manager Urban presented Staff Report 3. Commissioner Sandahl expressed her support the idea that will help larger families. Commissioner Vrieze Daniels expressed her support and asked if there could be clarification on who could apply for the program. Housing Manager Urban appreciated the feedback and would follow up with the authority next month. Commissioner Regan Gonzalez expressed excitement for this reimagining of how to help our residents. President Supple expressed happiness for the duplexes to improve the missing middle housing. Commissioner Vrieze Daniels asked about including accessory dwellings that are older. Housing Manager Urban stated that she does not know of any accessory dwellings that are more than thirty years old but the pilot program would help with finding those and they would be included. M/Sandahl, S/Regan Gonzalez to adopt guidelines for a pilot component of the Apartment Remodeling Program expanding the program to single-family and duplex rental properties, and authorize staff to prepare loan documents in consultation with the Economic Development Authority Attorney. City Clerk Sinning took roll call vote: Supple: AYE Regan Gonzalez: AYE Vrieze Daniels: AYE Sandahl: AYE Ohnesorge: AYE Motion carried 5-0 Item #5 EDA DISCUSSION ITEMS Chair Supple introduced Interim Executive Director Poehlman to discuss two items: 1) Review the EDA Bylaws; and 2) Reschedule the February 21 HRA meeting to February 23. EDA Meeting Minutes -5- January 18, 2022 Interim Community Development Director Poehlman referred to the discussion that was held during the HRA meeting regarding updating the bylaws of which the EDA bylaws would be the same: standardizing the appointment application timeframe, staggering term appointments, and adding language to clarify the rules of procedure for the EDA. Reschedule the February 21, 2022 EDA meeting to Wednesday, February 23, 2022 due to the President’s Day Holiday and the regular City Council meeting occurring on the following Tuesday. The authority was in agreement to move the meeting. Item #6 EXECUTIVE DIRECTOR REPORT Interim Community Development Director Poehlman did not have anything to report. Item #7 CLAIMS AND PAYROLLS M/Regan Gonzalez, S/Sandahl that the following claims and payroll be approved: U.S. BANK 1/17/2022 EDA Checks: 20770 - 20780 $12,057.00 TOTAL $12,057.00 City Clerk Sinning took roll call vote: Supple: AYE Regan Gonzalez: AYE Vrieze Daniels: AYE Sandahl: AYE Ohnesorge: AYE Motion carried 5-0 Item #8 ADJOURNMENT The meeting was adjourned by unanimous consent at 7:57 p.m. Date Approved: February 23, 2022 Mary B. Supple President Kari Sinning Melissa Poehlman Secretary Executive Director AGENDA SECTION:Consent Calendar AGENDA ITEM #2.A. STAFF REPORT NO. 4 ECONOMIC DEVELOPMENT AUTHORITY MEETING 2/23/2022 REPORT PREPARED BY: Melissa Poehlman, Interim Executive Director OTHER DEPARTMENT REVIEW: EXECUTIVE DIRECTOR REVIEW: Melissa Poehlman, Interim Executive Director 2/8/2022 ITEM FOR COUNCIL CONSIDERATION: Designation of Community Development Director Melissa Poehlman as the Executive Director of the Richfield Economic Development Authority for 2022. EXECUTIVE SUMMARY: On December 20, 2021 Interim Community Development Director Melissa Poehlman was appointed by the Richfield Economic Development Authority (EDA) to serve as its Interim Executive Director. That appointment was to be coterminous with her appointment as the Interim Community Development Director. On February 8, 2022, the City Council ratified the City Manager's appointment of Ms. Poehlman as the permanent Community Development Director. As such, it is appropriate to now consider the appointment of a 2022 EDA Executive Director. Historically, designation of an Executive Director has been made at the annual meeting in January; however, the proposed Bylaw modifications move that annual meeting to March. Staff recommends a term to coincide with this new schedule. RECOMMENDED ACTION: By motion: Designate Community Development Director Melissa Poehlman as the Richfield Economic Development Authority Executive Director until the March regular meeting is conducted by the Economic Development Authority in 2023. BASIS OF RECOMMENDATION: A.HISTORICAL CONTEXT See Executive Summary B.POLICIES (resolutions, ordinances, regulations, statutes, etc): The Bylaws of the Richfield EDA require the designation of an Executive Director. C.CRITICAL TIMING ISSUES: Interim Executive Director Poehlman's term has now expired and a new Executive Director must be appointed in order to conduct regular EDA business. D.FINANCIAL IMPACT: N/A E.LEGAL CONSIDERATION: The Bylaws of the Richfield EDA require the designation of an Executive Director. ALTERNATIVE RECOMMENDATION(S): Appoint Community Development Director Melissa Poehlman as Executive Director of the Richfield EDA for a longer period (the EDA Bylaws do not stipulate the term of appointment). Appoint someone else as the EDA Executive Director. PRINCIPAL PARTIES EXPECTED AT MEETING: N/A AGENDA SECTION:Consent Calendar AGENDA ITEM #2.B. STAFF REPORT NO. 5 ECONOMIC DEVELOPMENT AUTHORITY MEETING 2/23/2022 REPORT PREPARED BY: Julie Urban, Housing & Redevelopment Manager OTHER DEPARTMENT REVIEW: N/A EXECUTIVE DIRECTOR REVIEW: Melissa Poehlman, Interim Executive Director 2/17/2022 ITEM FOR COUNCIL CONSIDERATION: Consideration of the approval of loan documents for a pilot component of the Apartment Remodeling Program, expanding eligible properties to one, two, and three unit rental properties. EXECUTIVE SUMMARY: Of the city's 6,000 plus licensed rental housing units, approximately 800 are in properties with one, two, or three units. These units provide an important source of larger-sized rental units in the City. These housing units were primarily built in the 1950s and, like the 1960s era apartment buildings in the City, are often in need of maintenance and repair. On January 18, 2022, the Economic Development Authority (EDA) approved guidelines for a pilot program for small rental properties. The proposed program would allow up to $20,000 of 2022 Apartment Remodeling Program funds to be used on one, two, and three unit rental property improvements. Loan documents specific to the pilot program have been prepared by the EDA Attorney and are ready for approval by the EDA. RECOMMENDED ACTION: By motion: Adopt final guidelines and loan documents for a pilot component of the Apartment Remodeling Program, expanding the program to one, two, and three unit rental properties. BASIS OF RECOMMENDATION: A.HISTORICAL CONTEXT The EDA created an Apartment Remodeling Program (Program) in 2018, and has awarded eight loans and over $325,000 in funds. The City is home to approximately 800 rental properties with one to three units. Built primarily in the 1950s, the City's one to three unit properties are in ongoing need of maintenance and improvements. The EDA approved initial guidelines for the Program on January 18, 2022. Based on EDA feedback, two changes have been made to the guidelines: Expanded eligible properties from single family and duplex properties to those containing one, two, and three units. Require an owner to have owned and operated the property as rental property for at least three years. B.POLICIES (resolutions, ordinances, regulations, statutes, etc): It is the City's policy to support the rehabilitation and upgrading of the existing housing stock and to offer housing programs that serve the needs of residents who own and also those who rent their homes. C.CRITICAL TIMING ISSUES: Once the loan documents are approved, an application package will be pulled together and be made available to interested applicants. D.FINANCIAL IMPACT: $100,000 is available for the Apartment Remodeling Program for 2022. The pilot program would be limited to $20,000 of this funding. The Apartment Remodeling Program is funded through the EDA levy. E.LEGAL CONSIDERATION: The EDA Attorney prepared the loan documents. ALTERNATIVE RECOMMENDATION(S): 1. Approve the guidelines and documents for the pilot program expansion of the Apartment Rehabilitation Program with modifications. 2. Decide not to approve the loan documents. PRINCIPAL PARTIES EXPECTED AT MEETING: N/A ATTACHMENTS: Description Type Pilot Program Guidelines Backup Material Loan Agreement Backup Material Pilot Program – Rehabilitation Loans for 1 to 3 Unit Rental Properties February 2022 Criteria for Eligibility 1.The property must be a one, two, or three unit residential rental property. 2.In the case of an owner-occupied property, only the rental unit is eligible for loan funds. 3.Only one Loan will be provided per eligible property during the 15-year loan period. 4.The building(s) to be improved must be at least 30 years old. 5.The Property must be located within the City of Richfield municipal boundaries and have been a licensed rental property for a minimum of three years. 6.The Applicant must have a current rental housing license in good standing for the Property and be in compliance with applicable city codes and ordinances. A request for loan funds to bring the property into compliance may also be considered. 7.The combined loan-to-value ratio of all loans secured by the property must not exceed 110% of the property value. 8.The Applicant must be current on mortgage/contract for deed payments and property taxes. Terms and Conditions of the Loan 1.Funds will be awarded in the form of a fifteen-year, zero interest, forgivable Loan. 2.If a Borrower sells or transfers title of the property before the maturity date, the Borrower will be responsible for repaying the Loan in full. 3.If a Borrower retains ownership and continues to rent the Property and maintains a current rental license for the full length of the loan term, the loan will be forgiven fifteen years from the date of the loan. 4.If a Borrower sells or transfers title of the property before the maturity date to an existing renter with a household income no more than 80 percent of the Area Median Income (AMI), the loan will be forgiven. The income qualification rules of the City’s First-time Homebuyer Program will be applied to determine eligibility. 5.Minimum loan amount = $3,000 6.Maximum loan amount/unit = $10,000 7.Additional funds up to $5,000 may be awarded to properties that have had a certified energy audit (e.g., Home Energy Squad) performed and the additional funds are needed to complete energy-saving improvements identified in the energy audit or to make accessibility improvements to accommodate a tenant with disabilities. 8.Maximum total loan funds awarded to a single property owner = $50,000 9.Loan funds must be matched on a 1:1 basis by other funds. Eligible/In-Eligible Improvements 1.Maintenance and repair, such as roof replacement, window/door replacement, electrical updates. 2.Safety improvements, such as egress window installation, hard-wired smoke and carbon monoxide detectors. 3.Energy Star-Certified furnaces, water heaters, and central air conditioning. Pilot Program – Rehabilitation Loans for 1 to 3 Unit Rental Properties February 2022 4.Other energy-efficiency-related improvements, such as insulation, caulking, or air sealing, consistent with Energy Fit Homes Requirements. 5.Accessibility-related improvements, such as door widening, grab bars, ramps. 6.Grading/site work as it relates to preventing water infiltration. 7.Other maintenance, repair, and/or safety-related improvements as approved by EDA staff. 8.Swimming pools, hot tubs, and appliances (except for built-in appliances) are not eligible for loan funds. 9.Improvements begun prior to the day of closing are not eligible for loan funds. 521455v2 JAE RC260-2 LOAN AGREEMENT (APARTMENT REMODELING PILOT PROGRAM FOR 1-3 UNIT RENTAL PROPERTIES) THIS LOAN AGREEMENT (the “Agreement”) is made and entered into this ___ day of ____________, 20___, between the Richfield Economic Development Authority, a public body corporate and politic under the laws of the State of Minnesota (the “EDA”), and «Legal_Names», a [entity type/individual] (the “Borrower”). RECITALS WHEREAS, the EDA has established the Apartment Remodeling Program (the “Program”), which is a local incentive program designed to provide owners of residential apartment property located within the City of Richfield (the “City”) with financial support in order to encourage such owners to make physical improvements to their property; and WHEREAS, the EDA has approved the Apartment Remodeling Pilot Program Procedural Guidelines (the “Program Guidelines”), which are attached hereto as EXHIBIT A and fully incorporated into this Agreement, providing, in part, a summary and background of the Program, Program eligibility requirements, Program terms, a list of Program-eligible improvements, and other Program-specific policies and procedures; and WHEREAS, the Borrower is fee owner of certain real property located at «address», Richfield MN 55423 in the City (the “Property”), , which the Borrower proposes to make improvements to with Program assistance; and WHEREAS, pursuant to the Program Guidelines, the Borrower has made application to the EDA to participate in the Program, and the EDA has determined that the Borrower is eligible to participate; and WHEREAS, the EDA has agreed to lend to the Borrower, upon execution of this Agreement, a loan in the amount of $«Tl_Loan_Amt» for improvements of the Property (the “Loan”), subject to additional approvals by the EDA and compliance with all requirements of the Program Guidelines; and WHEREAS, the parties understand that if the Borrower satisfies certain requirements contained in this Agreement, the Loan shall be forgiven; and WHEREAS, the EDA has reviewed this Agreement and finds that execution of this Agreement by the EDA and performance of the EDA’s obligations hereunder are in the best interests of the EDA, the City, and its residents; and WHEREAS, the parties are authorized and empowered to enter into this Agreement under the laws of the State of Minnesota; and NOW, THEREFORE, in consideration of the mutual covenants and promises hereinafter set forth, the EDA and the Borrower agree as follows: 1. The recitals set forth in the preamble to this Agreement and the exhibits attached to this Agreement are incorporated into this Agreement as if fully set forth herein. The Borrower agrees to fully comply with the Program Guidelines and acknowledges that all terms, conditions, and requirements contained in the Program Guidelines, as attached hereto as EXHIBIT A, are made a part of this Agreement. 521455v2 JAE RC260-2 2 2. The Borrower intends to make certain Program-eligible improvements to the Property in accordance with its application, including the following: «Improvement» (the “Improvements”). The EDA agrees to provide the Loan in an amount not to exceed $«Tl_Loan_Amt» to the Borrower as reimbursement for up to 50% of the total cost of the Improvements upon delivery of the following items to the EDA: (i) a final invoice from the contractor for the Improvements (the “Contractor”); (ii) lien waivers for the full amount of the payment; and (iii) a completion certificate (in the form provided by the Program Guidelines) executed by the City inspector, the Borrower, and the Contractor. The Improvements must be completed and the Borrower must request the disbursement of the Loan within 180 days of ________________, 20___ (the “Loan Closing Date”). The parties understand that proceeds of the Loan may not be disbursed until each of the Improvements have been completed. The Borrower may draw on its Loan as each of the Improvements are completed and evidence is provided to the EDA regarding the completion of each of the Improvements. The Borrower may request up to two draws from the Loan. 3. The Loan is evidenced by a Promissory Note of even date herewith (the “Note”), from the Borrower to the EDA. The Loan shall be for a term of 15 years (the “Term of the Loan”), commencing on the Loan Closing Date, and shall not accrue interest. If the Borrower retains ownership of and continues to rent out the residential rental property during the full Term of the Loan or the Borrower sells the rental property to an existing tenant or tenants with a household income that does not exceed eighty percent (80%) or less of the area median income for the twin cities area, then the Loan shall be forgiven at the end of the Term of the Loan. The Note is substantially in the form attached hereto as EXHIBIT B. 4. In connection with the execution of this Agreement, the Borrower has executed and delivered to the EDA a Mortgage of even date herewith (the “Mortgage”). The Mortgage shall be filed with the County Recorder and/or the Registrar of Titles of Hennepin County, Minnesota (the “County”), as applicable. The EDA shall maintain a lien on the Property pursuant to the Mortgage. Following the satisfaction of the term of the Loan, whether by forgiveness or a default by the Borrower under the terms hereof, the EDA shall satisfy the Mortgage and cause such satisfaction to be filed against the Property in the real estate records of the County. All recording fees shall be paid by the Borrower. The Mortgage is substantially in the form attached hereto as EXHIBIT C. 5. The Borrower shall not discriminate against holders of Section 8 vouchers or other forms of rental assistance. 6. The Borrower shall provide the EDA with at least 90 days’ written notice prior to closing on the sale of the Property. If the sale of the Property occurs before the maturity date of the Loan, the Loan must be repaid in full within thirty (30) days. For purposes of this Agreement, a “sale” shall not include the transfer of the Property to an heir of the Borrower or the transfer of the Property to an affiliate, co-owner, partner or member of the Borrower. 7. The EDA acknowledges receipt of executed copies of the Errors and Omissions Acknowledgement Agreement and the Certificate and Request for Notice: Foreclosure, in forms deemed acceptable to the EDA. 8. Failure to comply with any term, covenant, condition, or requirement contained in this Agreement, including the Program Guidelines, or contained in the Note, the Mortgage, or other instrument executed in connection with this Agreement, following thirty (30) days’ written notice by the EDA specifying the form of said non-compliance, shall constitute a breach of this Agreement and a default by the Borrower. If the Borrower does not repay the Loan within thirty (30) days of sale of the 521455v2 JAE RC260-2 3 Property as described in Section 6, such failure to repay shall also constitute a default under this Agreement. If any default shall occur, the EDA may declare the Loan provided to Borrower to be due and payable in accordance with the terms of the Note. The EDA may also pursue remedies available under the terms of any mortgage or other instrument executed to secure its interests in the Loan or the Property, and other such remedies as may be available under local, state, or federal laws. 9. Without limitation of any provision set forth herein, the Borrower agrees to pay to the EDA any costs or expenses, including without limitation attorneys’ fees, incurred by the EDA in enforcing any provision of this Agreement. 10. Except as expressly set forth herein, nothing in this Agreement shall constitute a limitation or waiver of the EDA’s or the City’s right to enforce any ordinance, law, rule, or regulation. 11. The Borrower shall and does hereby agree to protect, defend, indemnify and hold the EDA, including its officers, agents, and employees, harmless of and from any and all liability, loss, or damage that it may incur under or by reason of this Agreement, and of and from any and all claims and demands whatsoever that may be asserted against the EDA by reason of any alleged obligations or undertakings on the part of the EDA to perform or discharge any of the terms, covenants, or agreements contained in this Agreement. This indemnification and hold harmless provision shall survive the execution, delivery, and performance of this Agreement and the payment or repayment of the Loan. The Borrower waives notice of the acceptance of this Agreement by the EDA. Nothing in this Agreement shall constitute a waiver or limitation of the EDA’s immunities or limitations on liability as set forth in Minnesota Statutes, Chapter 466, or otherwise. 12. A notice, demand, or other communication under this Agreement by either party to the other shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally: To the Borrower: «fullname» «Business_Address_1» «Business_Address_2» [Attn: «ATTN»] To the EDA: Richfield Economic Development Authority 6700 Portland Avenue Richfield, MN 55423 Attn: Executive Director or at such other address with respect to either such party as that party may, from time to time, designate in writing and forward to the other as provided in this Section. 13. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. 14. The EDA and the Borrower acknowledge that nothing contained in this Agreement or any act by the EDA and the Borrower shall be deemed or construed by the parties or by any third person to create any relationship of third-party beneficiary, principal and agent, limited or general partner, or joint venture between the EDA, the City, and the Borrower. 521455v2 JAE RC260-2 4 15. This Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. Any disputes, controversies, or claims arising out of this Agreement shall be heard in the state or federal courts of the State of Minnesota, and all parties to this Agreement waive any objection to the jurisdiction of these courts, whether based on convenience or otherwise. 16. The performance or observance of any promise or condition set forth in this Agreement may be waived, amended, or modified only by a writing signed by both parties. No delay in the exercise of any power, right, or remedy operates as a waiver thereof, nor shall any single or partial exercise of any other power, right, or remedy. 17. This Agreement may be modified solely through written amendments executed by both the Borrower and the EDA. 18. The Borrower shall not assign, subcontract, transfer, or pledge this Agreement whether in whole or in part, without the prior written consent of the EDA. 19. Wherever possible, each provision of this Agreement and each related document shall be interpreted so that it is valid under applicable law. If any provision of this Agreement or any related document is to any extent found invalid by a court or other governmental entity of competent jurisdiction, that provision shall be ineffective only to the extent of such invalidity, without invalidating the remainder of such provision or the remaining provisions of this Agreement or any other related document. 20. This Agreement, together with the exhibits hereto, which are expressly incorporated by reference, constitutes the complete and exclusive statement of all mutual understandings between the parties with respect to this Agreement, superseding all prior or contemporaneous proposals, communications, and understandings, whether oral or written, pertaining to the subject matter of this Agreement or concerning the Loan. 21. The Borrower warrants that all work performed pursuant to this Agreement shall be in compliance with existing laws, ordinances, pertinent regulations, standards, and specifications. This Agreement does not act as a substitute for any permits or approvals that are otherwise required by the Borrower in order to complete any of the Improvements. 22. Each of the undersigned parties warrants it has the full authority to execute this Agreement. (The remainder of this page is intentionally left blank.) 521455v2 JAE RC260-2 S-1 IN WITNESS WHEREOF, the EDA and the Borrower have executed this Loan Agreement as of the date and year first written above. RICHFIELD ECONOMIC DEVELOPMENT AUTHORITY By Its President By Its Executive Director 521455v2 JAE RC260-2 S-2 Execution page of the Borrower to the Loan Agreement dated as of the date and year first written above. [BORROWER -- entity] By Its [BORROWER – individual] By Printed Name [If individual married, include spouse as party] 521455v2 JAE RC260-2 B-1 EXHIBIT A THE PROGRAM GUIDELINES Pilot Program – Rehabilitation Loans for 1- to 3-Unit Rental Properties Criteria for Eligibility 1. The property must be a one-, two-, or three-unit residential rental property. 2. In the case of an owner-occupied property, only the rental unit is eligible for loan funds. 3. Only one Loan will be provided per eligible property during the 15-year loan period. 4. The building(s) to be improved must be at least 30 years old. 5. The Property must be located within the City of Richfield municipal boundaries and have been a licensed rental property for a minimum of three years. 6. The Applicant must have a current rental housing license in good standing for the Property and be in compliance with applicable city codes and ordinances. A request for loan funds to bring the property into compliance may also be considered. 7. The combined loan-to-value ratio of all loans secured by the property must not exceed 110% of the property value. 8. The Applicant must be current on mortgage/contract for deed payments and property taxes. Terms and Conditions of the Loan 1. Funds will be awarded in the form of a fifteen-year, zero-interest, forgivable Loan. 2. If a Borrower sells or transfers title of the property before the maturity date, the Borrower will be responsible for repaying the Loan in full. 3. If a Borrower retains ownership and continues to rent the Property and maintains a current rental license for the full length of the loan term, the loan will be forgiven fifteen years from the date of the loan. 4. If a Borrower sells or transfers title of the property before the maturity date to an existing renter with a household income no more than 80 percent of the Area Median Income (AMI), the loan will be forgiven. The income qualification rules of the City’s First-time Homebuyer Program will be applied to determine eligibility. 5. Minimum loan amount = $3,000 6. Maximum loan amount/unit = $10,000 7. Additional funds up to $5,000 may be awarded to properties that have had a certified energy audit (e.g., Home Energy Squad) performed and the additional funds are needed to complete energy-saving improvements identified in the energy audit or to make accessibility improvements to accommodate a tenant with disabilities. 8. Maximum total loan funds awarded to a single property owner = $50,000 9. Loan funds must be matched on a 1:1 basis by other funds. Eligible/In-Eligible Improvements 521455v2 JAE RC260-2 B-2 1. Maintenance and repair, such as roof replacement, window/door replacement, electrical updates. 2. Safety improvements, such as egress window installation, hard-wired smoke and carbon monoxide detectors. 3. Energy Star-Certified furnaces, water heaters, and central air conditioning. 4. Other energy-efficiency-related improvements, such as insulation, caulking, or air sealing, consistent with Energy Fit Homes Requirements. 5. Accessibility-related improvements, such as door widening, grab bars, ramps. 6. Grading/site work as it relates to preventing water infiltration. 7. Other maintenance, repair, and/or safety-related improvements as approved by EDA staff. 8. Swimming pools, hot tubs, and appliances (except for built-in appliances) are not eligible for loan funds. 9. Improvements begun prior to the day of closing are not eligible for loan funds. February 2022 521455v2 JAE RC260-2 B-3 EXHIBIT B FORM OF PROMISSORY NOTE PROMISSORY NOTE (APARTMENT REMODELING PILOT PROGRAM) $_____________ Date: ___________________, 20___ ________________________________, a [entity type/individual][include spouse if married individual] (the “Maker”), for value received, hereby promises to pay to the Richfield Economic Development Authority, a public body corporate and politic under the laws of the State of Minnesota, or its assigns (collectively referred to herein as the “Holder”), at its designated principal office or such other place as the Holder may designate in writing, the principal sum of $__________________ or so much thereof as may be advanced under this Note, without interest thereon, in any coin or currency that at the time or times of payment is legal tender for the payment of private debts in the United States of America. Any capitalized terms used herein that are otherwise not defined shall have the meanings assigned such terms in the Loan Agreement of even date herewith (the “Loan Agreement”) between the Holder and the Maker. 1. If the Maker does not sell the Property within 15 years of the Loan Closing Date and does not default under the Agreement, no payments shall be payable on this Note and the entire principal balance shall be forgiven. 2. If the Loan is not forgiven by the Holder, the entire unpaid balance of principal shall be due and payable upon the earlier of the following: (i) 30 days after written notification by Holder to Maker of the occurrence of any default or non-compliance with any provision or requirement of the Loan Agreement of even date herewith (the “Agreement”) between the Maker and the Holder, which includes the Program Guidelines; or (ii) 10 days after the Maker makes or allows to be made any total or partial transfer, sale, assignment, conveyance or transfer in any other mode, of the Property, if such transfer occurs within 15 years following the date of this Note. 3. This Note is given pursuant to the Agreement between the Maker and Holder. If any information in the Agreement is found to be invalid for whatever reason, such invalidity shall constitute an Event of Default hereunder. 4. All of the agreements, conditions, covenants, provisions, and stipulations contained in the Agreement are hereby made a part of this Note to the same extent and with the same force and effect as if they were fully set forth herein. It is agreed that time is of the essence of this Note. If an Event of Default occurs under the Agreement, or any other instrument securing this Note, then the Holder of this Note may at its right and option, without notice, declare immediately due and payable the principal balance of this Note, together with reasonable attorneys’ fees and expenses incurred by the Holder of this Note in collecting or enforcing payment hereof, whether by lawsuit or otherwise, and all other sums due hereunder or any instrument securing this Note. The Maker of this Note agrees that the Holder of this Note may, without notice to and without affecting the liability of the Maker, accept additional or substitute security for this Note, or release any security or any party liable for this Note or extend or renew this Note. 5. The remedies of the Holder of this Note as provided herein, and in the Agreement, or any other instrument securing this Note shall be cumulative and concurrent and may be pursued singly, successively, or together, and, at the sole discretion of the Holder of this Note, may be exercised as often as occasion therefor shall occur; and the failure to exercise any such right or remedy shall in no event be 521455v2 JAE RC260-2 B-4 construed as a waiver or release thereof. The Holder of this Note shall not be deemed, by any act of omission or commission, to have waived any of its rights or remedies hereunder unless such waiver is in writing and signed by the Holder and then only to the extent specifically set forth in the writing. A waiver with reference to one event shall not be construed as continuing or as a bar to or waiver of any right or remedy as to a subsequent event. This Note may not be amended, modified, or changed except only by an instrument in writing signed by the party against whom enforcement of any such amendment, modifications, or change is sought. 6. If any term of this Note, or the application thereof to any person or circumstances shall, to any extent, be invalid or unenforceable, the remainder of this Note, or the application of such term to persons or circumstances other than those to which it is invalid or unenforceable shall not be affected thereby, and each term of this Note shall be valid and enforceable to the fullest extent permitted by law. 7. If any Event of Default occurs, and if the Holder engages legal counsel or others in connection with advice to the Holder or the Holder’s rights and remedies under the Agreement or this Note, the Maker shall pay all reasonable expenses incurred by the Holder for such persons, irrespective of whether any suit or other proceeding has been or is filed or commenced. Any such expenses, costs and charges shall constitute additional principal, payable upon demand, and subject to this Note. 8. It is intended that this Note is made with reference to and shall be construed as a Minnesota contract and is governed by the laws thereof. Any disputes, controversies, or claims arising out of this Note shall be heard in the state or federal courts of Minnesota, and all parties to this Note waive any objection to the jurisdiction of these courts, whether based on convenience or otherwise. 9. The performance or observance of any promise or condition set forth in this Note may be waived, amended, or modified only by a writing signed by the Maker and the Holder. No delay in the exercise of any power, right, or remedy operates as a waiver thereof, nor shall any single or partial exercise of any other power, right, or remedy. IT IS HEREBY CERTIFIED AND RECITED that all conditions, acts, and things required to exist, happen, and be performed precedent to or in the issuance of this Note do exist, have happened, and have been performed in regular and due form as required by law. (The remainder of this page is intentionally left blank.) 521455v2 JAE RC260-2 B-5 IN WITNESS WHEREOF, the Maker has caused this Promissory Note to be duly executed as of the date and year first written above. [BORROWER -- entity] By Its [BORROWER – individual] By Printed Name [include spouse if married individual] 521455v2 JAE RC260-2 C-1 EXHIBIT C FORM OF MORTGAGE (Top 3 inches reserved for recording data) MORTGAGE MORTGAGE REGISTRY TAX DUE: $______________ DATE: ________________, 20___  CHECK IF APPLICABLE: NOTWITHSTANDING ANYTHING TO THE CONTRARY HEREIN, ENFORCEMENT OF THIS MORTGAGE IN MINNESOTA IS LIMITED TO A DEBT AMOUNT OF $[…] UNDER CHAPTER 287 OF MINNESOTA STATUTES. THIS MORTGAGE (“Mortgage”) is given by _________________________,a [entity type/individual] [include spouse if married individual], as mortgagor (“Borrower”), to the Richfield Economic Development Authority, a public body corporate and politic under the laws of the State of Minnesota, as mortgagee (“Lender”). In consideration of the receipt of ___________________ Dollars ($____________) (the “Indebtedness”) from Lender, Borrower hereby mortgages, with power of sale, the real property in Hennepin County, Minnesota, legally described as follows: [Insert legal description] Check here if all or part of the described real property is Registered (Torrens)  together with all hereditaments and appurtenances belonging thereto (the “Property”), subject to the following exceptions: (a) Covenants, conditions, restrictions (without effective forfeiture provisions) and declarations of record, if any; (b) Reservations of minerals or mineral rights by the State of Minnesota, if any; (c) Utility and drainage easements which do not interfere with present improvements; (d) Applicable laws, ordinances, and regulations; (e) The lien of real estate taxes and installments of special assessments not yet due and payable; and (f) The following liens or encumbrances, if any: [insert encumbrances] Borrower covenants with Lender as follows: 1. Repayment of Indebtedness. If Borrower (a) pays the Indebtedness to Lender according to the terms of the Promissory Note or other instrument of even date herewith that evidences 521455v2 JAE RC260-2 C-2 the Indebtedness and all renewals, extensions, and modifications thereto (the “Note”), final payment of which is due on ______________, 20___; (b) repays to Lender, at the times as specified, all sums advanced in protecting the lien of this Mortgage, if any; and (c) keeps and performs all the covenants and agreements contained herein, then Borrower’s obligations under this Mortgage will be satisfied, and Lender will deliver an executed satisfaction of this Mortgage to Borrower. No interest shall accrue on the Indebtedness. It is Borrower’s responsibility to record any satisfaction of this Mortgage at Borrower’s expense. 2. Statutory Covenants. Borrower makes and includes in this Mortgage the following covenants and provisions set forth in Minn. Stat. 507.15, and the relevant statutory covenant equivalents contained therein are hereby incorporated by reference: (a) To warrant the title to the Property; (b) To pay the Indebtedness as herein provided; (c) To pay all taxes; (d) That the Property shall be kept in repair and no waste shall be committed; (e) To pay principal and interest on prior mortgages (if any). 3. Additional Covenants and Agreements of Borrower. Borrower makes the following additional covenants and agreements with Lender: (a) Borrower shall keep all buildings, improvements, and fixtures now or later located on all or any part of the Property (collectively, the “Improvements”) insured against loss by fire, lightning, and such other perils as are included in a standard all-risk endorsement, and against loss or damage by all other risks and hazards covered by a standard extended coverage insurance policy, including, without limitation, vandalism, malicious mischief, burglary, theft, and if applicable, steam boiler explosion. Such insurance shall be in an amount no less than the full replacement cost of the Improvements, without deduction for physical depreciation. If any of the Improvements are located in a federally designated flood prone area, and if flood insurance is available for that area, Borrower shall procure and maintain flood insurance in amounts reasonably satisfactory to Lender. Borrower shall procure and maintain liability insurance against claims for bodily injury, death, and property damage occurring on or about the Property in amounts reasonably satisfactory to Lender and naming Lender as an additional insured, all for the protection of the Lender. (b) Each insurance policy required pursuant to Paragraph 3(a) must contain provisions in favor of Lender affording all right and privileges customarily provided under the so-called standard mortgagee clause. Each policy must be issued by an insurance company or companies licensed to do business in Minnesota and acceptable to Lender. Each policy must provide for not less than ten (10) days written notice to Lender before cancellation, non-renewal, termination, or change in coverage. Borrower will deliver to Lender a duplicate original or certificate of such insurance policies and of all renewals and modifications of such policies. (c) If the Property is damaged by fire or other casualty, Borrower must promptly give notice of such damage to Lender and the insurance company. In such event, the insurance proceeds paid on account of such damage will be applied to payment of the amounts owed by Borrower pursuant to the Note, even if such amounts are not otherwise then due, unless Borrower is permitted to make an election as described in the next paragraph. Such amounts will be applied to the principal to be paid as provided in the Note. The balance of insurance proceeds, if any, will be the property of Borrower. (d) Notwithstanding the provisions of Paragraph 3(c), and unless otherwise agreed by Borrower and Lender in writing, if (i) Borrower is not in default under this Mortgage (or after Borrower 521455v2 JAE RC260-2 C-3 has cured any such default); (ii) the mortgagees under any prior mortgages do not require otherwise; and (iii) such damage does not exceed ten percent (10%) of the then assessed market value of the Improvements, then Borrower may elect to have that portion of such insurance proceeds necessary to repair, replace, or restore the damaged Property (the “Repairs”) deposited in escrow with a bank or title insurance company qualified to do business in Minnesota, or such other party as may be mutually agreeable to Lender and Borrower. The election may only be made by written notice to Lender within sixty (60) days after the damage occurs; and the election will only be permitted if the plans, specifications, and contracts for the Repairs are approved by Lender, which approval shall not be unreasonably withheld, conditioned, or delayed. If such a permitted election is made by Borrower, Lender and Borrower shall jointly deposit the insurance proceeds into escrow when paid. If such insurance proceeds are insufficient for the Repairs, Borrower shall, before the commencement of the Repairs, deposit into such escrow sufficient additional money to insure the full payment for the Repairs. Even if the insurance proceeds are unavailable or are insufficient to pay the cost of the Repairs, Borrower shall at all times be responsible to pay the full cost of the Repairs. All escrowed funds shall be disbursed in accordance with sound, generally accepted, construction disbursement procedures. The costs incurred or to be incurred on account of such escrow shall be deposited by Borrower into such escrow before the commencement of the Repairs. Borrower shall complete the Repairs as soon as reasonably possible and in a good and workmanlike manner, and in any event the Repairs shall be completed by Borrower within one (1) year after the damage occurs. If, following the completion of and payment for the Repairs, there remains any undisbursed escrow funds, such funds shall be applied to payment of the amounts owed by Borrower under the Note in accordance with Paragraph 3(c). (e) If all or any part of the Property is taken in condemnation proceedings instituted under power of eminent domain or is conveyed in lieu thereof under threat of condemnation, the money paid pursuant to such condemnation or conveyance in lieu thereof must be applied to payment of the amounts due by Borrower to Lender under the Note as set forth in Paragraph 3(c), even if such amounts are not then due to be paid. (f) Borrower will diligently complete all Improvements, if any, that may now or hereafter be under construction on the Property. (g) Borrower will pay all dues, fees, or assessments, if any, which are due and payable by Borrower to any homeowners or similar association as a result of the Property’s inclusion therein. (h) Borrower will pay any other expenses and attorneys’ fees incurred by Lender pursuant to the Note or as reasonably required for the protection of the lien of this Mortgage. 4. Payment by Lender. If Borrower fails to pay any amounts to be paid hereunder to Lender or any third parties, or to insure the Improvements, and deliver the policies as required herein, Lender may make such payments or secure such insurance. The sums so paid shall be additional Indebtedness, bear interest from the date of such payment at the same rate set forth in the Note, be an additional lien upon the Property, and be immediately due and payable upon written demand. This Mortgage secures the repayment of such advances. 5. Default. In case of default (i) in the payment of sums to be paid under the Note or this Mortgage, when the same becomes due, (ii) in any of the covenants set forth in this Mortgage, (iii) under the terms of the Note, or (iv) under any addendum attached to this Mortgage, Lender may declare the unpaid balance of the Note, together with all sums advanced hereunder, immediately due and payable without notice, and Borrower hereby authorizes and empowers Lender to foreclose this Mortgage by judicial proceedings or to sell the Property at public auction and convey the same in fee simple in 521455v2 JAE RC260-2 C-4 accordance with Minn. Stat. Ch. 580, and out of the monies arising from such sale, to retain all sums secured hereby, with interest and all legal costs and charges of such foreclosure and the maximum attorneys’ fees permitted by law, which costs, charges, and fees Borrower agrees to pay. 6. Residential Mortgages. Notwithstanding the provisions of Paragraph 5, if the Indebtedness is a “conventional loan” as defined in Minn. Stat. 47.20, subd. 2(3), Borrower and Lender further covenant and agree as follows: (a) Lender shall furnish to Borrower a conformed copy of the Note and this Mortgage at the time of execution or within a reasonable time after recordation hereof. (b) Upon default by Borrower of any covenant or agreement under the terms of this Mortgage, Lender shall give notice to Borrower prior to foreclosure as provided in Paragraph 6(c) and such notice shall specify: (i) the nature of the default; (ii) the action required to cure the default; (iii) a date, not less than thirty (30) days from the date the notice is mailed to Borrower, by which the default must be cured; (iv) that failure to cure the default on or before the date specified in the notice may result in acceleration of the sums secured by this Mortgage and sale of the Property; (v) that Borrower has the right to reinstate this Mortgage after acceleration; and (vi) that Borrower has the right to bring a court action to assert the non-existence of the default or any other defense of Borrower to acceleration and sale. (c) In addition to any notice required under applicable law to be given in another manner, (i) any notice to Borrower provided for in this Mortgage shall be addressed to Borrower and given by mailing the notice via certified mail to the Property address (or to such other address as Borrower may designate by written notice to Lender as provided herein), and (ii) any notice to Lender shall be given by mailing the notice via certified mail to the following address (or to such other address as Lender may designate by written notice to Borrower as provided herein): To Lender: Richfield Economic Development Authority 6700 Portland Avenue Richfield, MN 55423 Attn: Executive Director To Borrower: [BORROWER] [ADDRESS] [Attn: ______________________] 7. Governing Law; Severability. This Mortgage shall be governed by the laws of Minnesota. In the event that any provision or clause of this Mortgage or the Note conflicts with applicable law, such conflict shall not affect other provisions of this Mortgage or the Note which can be given effect without the conflicting provision. 8. Additional Terms. Check this box  if Minnesota Uniform Conveyancing Blank 20.2.1 or any other addendum (either one or more) containing additional terms and conditions is attached to this Mortgage. If the foregoing box is not checked, then this Mortgage shall not contain any such additional terms and conditions. The number of additional attached pages is ____________. Terms of this Mortgage will run with the Property and bind the parties hereto and their successors in interest. 521455v2 JAE RC260-2 C-5 IN WITNESS WHEREOF, the Mortgagor has caused this Mortgage to be duly executed as of the day and year first above written. [BORROWER -- entity] By Its [BORROWER – individual] By Printed Name [include spouse if married individual] STATE OF MINNESOTA ) )ss. COUNTY OF HENNEPIN ) The foregoing instrument was acknowledged before me this _____ day of _____________, 20___, by _______________________________, the __________________ of _________________________, a __________________, on behalf of the Mortgagor. Notary Public This document drafted by: Richfield Economic Development Authority 6700 Portland Avenue Richfield, MN 55423 Note: Failure to record or file this mortgage may give other parties priority over this mortgage. AGENDA SECTION:RESOLUTIONS AGENDA ITEM #4. STAFF REPORT NO. 6 ECONOMIC DEVELOPMENT AUTHORITY MEETING 2/23/2022 REPORT PREPARED BY: Melissa Poehlman, Interim Executive Director OTHER DEPARTMENT REVIEW: N/A EXECUTIVE DIRECTOR REVIEW: Melissa Poehlman, Interim Executive Director 2/15/2022 ITEM FOR COUNCIL CONSIDERATION: Consider the adoption of a resolution amending the Bylaws of the Richfield Economic Development Authority to change the annual meeting date, indicate the Rules of Order under which the Board will operate, and make a minor correction related to the title of the Authority. EXECUTIVE SUMMARY: The Bylaws of the Richfield Economic Development Authority (Authority or EDA) are intended to be generally consistent with those of the Housing and Redevelopment Authority (HRA). This year there were a few procedural items identified in the HRA Bylaws that needed updating. To maintain consistency, staff recommends that the EDA make the same changes; these are related to the timing of the annual meeting and the Rules of Order by which the EDA will conduct business. One additional clarification to the name by which the EDA is referred, is also recommended. The Bylaws (as suggested), in their entirety, are attached to this report. RECOMMENDED ACTION: By motion: Adopt a resolution amending the Bylaws of the Richfield Economic Development Authority. BASIS OF RECOMMENDATION: A.HISTORICAL CONTEXT Staff routinely reviews the EDA Bylaws to ensure that they meet both current practice and future needs. B.POLICIES (resolutions, ordinances, regulations, statutes, etc): The amendments will ensure consistency between the Bylaws of the Richfield EDA and HRA. C.CRITICAL TIMING ISSUES: Changes to the HRA Bylaws will have been considered earlier in the evening. D.FINANCIAL IMPACT: N/A E.LEGAL CONSIDERATION: None ALTERNATIVE RECOMMENDATION(S): Do not approve a resolution modifying he EDA Bylaws, or; Approve a modified version of the attached resolution modifying the EDA Bylaws to better reflect the direction of the Authority. PRINCIPAL PARTIES EXPECTED AT MEETING: None ATTACHMENTS: Description Type Resolution Resolution Letter EDA Bylaws (Amended)Backup Material EDA RESOLUTION NO. RESOLUTION AMENDING THE BYLAWS OF THE RICHFIELD ECONOMIC DEVELOPMENT AUTHORITY WHEREAS, the Richfield Economic Development Authority (Authority) has established Bylaws; and WHEREAS, from time to time it is appropriate for the Bylaws to be amended; and WHEREAS, the Authority wishes to change the date of their Annual Meeting from January to March to coincide with appointment terms; and WHEREAS, the Authority wishes to identify the Sturgis Standard Code of Parliamentary Procedure as the Rules of Order by which meetings shall be conducted; and WHEREAS, the Authority wishes to make minor corrections to terminology. NOW, THEREFORE, BE IT RESOLVED by the Richfield Economic Development Authority that its Bylaws be amended as follows: Article II – Section 1 is amended to read: Section 1. Number and Appointment of Commissioners. The Authority shall consist of a governing body of five commissioners (the “Board”). Two commissioners shall be members of the City Council and three commissioners shall be members at large. The terms of the commissioners who are also members of the City Council shall coincide with their terms of office as members of the City Council. The three at large commissioners shall be the three at large commissioners of the Housing and Redevelopment Authority in and for the City of Richfield, Minnesota (the “HRA”). The terms of the commissioners at large shall be six years. At any time an at large commissioner of the Authority is not also a commissioner of the HRA, such commissioner’s term on the Authority shall terminate. Article V – Sections 1 and 5 are amended to read: Section 1. Annual Meeting. The annual meeting of the Authority shall be held at the regular meeting in March immediately following the adjournment of the Housing and Redevelopment Authority in and for the City of Richfield, Minnesota, which commences at 7:00 p.m. at the regular meeting place of the Authority. Section 5. Rules of Order. The meetings of the Authority shall be governed by the latest printed edition of “Sturgis Standard Code of Parliamentary Procedure.” Adopted by the Richfield Economic Development Authority this 23rd day of February 2022. _________________________________ Mary B. Supple, President ATTEST: ____________________________________ Melissa Poehlman, Executive Director BYLAWS OF THE RICHFIELD ECONOMIC DEVELOPMENT AUTHORITY ARTICLE I – THE AUTHORITY Section 1. Name of Authority. The name of the economic development authority shall be the “Richfield Economic Development Authority” (the “Authority”). 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. ARTICLE II – BOARD Section 1. Number and Appointment of Commissioners. The Authority shall consist of a governing body of five commissioners (the “Board”). Two commissioners shall be members of the City Council and three commissioners shall be members at large. The terms of the commissioners who are also members of the City Council shall coincide with their terms of office as members of the City Council. The three at large commissioners shall be the three at large commissioners of the Housing and Redevelopment Authority in and for the City of Richfield, Minnesota (the “HRA”). The terms of the commissioners at large shall be six years. At any time an at large commissioner of the Authority is not also a commissioner of the HRA, such commissioner’s term on the Authority shall terminate. ARTICLE III – OFFICERS Section 1. Officers. The officers of the Authority shall be a President, Vice-President, Treasurer, Secretary, and Assistant Treasurer, each of whom shall have the usual duties and powers of such offices, the duties and powers given to them by the Board from time to time, and those duties and powers prescribed by Minnesota law or these bylaws. The President, Treasurer, and Secretary shall be elected annually by the Board. No commissioner may be both President and Vice-President simultaneously. No commissioner may be both Treasurer and Assistant Treasurer simultaneously. The Secretary and the Assistant Treasurer need not be commissioners. Section 2. President. The President shall preside at all meetings of the Board. Except as otherwise authorized by resolution of the Board, the President shall sign all contracts, deeds, and other instruments made or authorized by the Board. At each meeting the President shall submit such recommendations and information as he or she may consider proper concerning the business, affairs, and policies of the Authority. Section 3. Vice-President. The Vice-President shall perform the duties of the President in the absence or incapacity of the President. In case of the resignation or death of the President, the Vice-President shall perform the duties of the President until such time as the Board shall elect a new President. Section 4. President Pro Tem. In the event of the absence or incapacity of both the President and the Vice-President at any meeting, the Board may appoint any remaining commissioner as President Pro Tem to preside at such meeting. Section 5. Secretary. The Secretary shall keep the minutes of all meetings of the Board and shall maintain all records of the Authority and shall have such other duties and responsibilities as the Board may from time to time prescribe by resolution. Section 6. Treasurer. The Treasurer 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 national or state bank or banks in Minnesota as the Board may select. The Treasurer shall sign all Authority orders and checks for the payment of money and shall pay out and disburse such moneys under the direction of the Board. The Treasurer shall keep regular books of accounts showing receipts and expenditures and shall render to the Board, at least annually (or more often when requested), an account of such transactions and also of the financial condition of the Authority by filing a detailed financial statement with the Secretary. The Treasurer is responsible for the acts of the Assistant Treasurer and must give bond as required by law. Section 7. Assistant Treasurer. The Assistant Treasurer has the powers and duties of the Treasurer if the Treasurer is absent or disabled. Section 8. Executive Director. The Authority shall employ an Executive Director who shall be the chief executive officer of the Authority and shall have general supervision over the administration of the Authority’s business and affairs, subject to the direction of the Authority. He or she shall have such additional responsibilities and authority as the Board may from time to time by resolution prescribe. Regardless of who is appointed as Executive Director, 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 the Executive Director is absent or incapacitated. Section 9. Other Administrative Officers. The Authority may designate a Recording 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 or her 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. Section 10. Additional Employees. The Authority may from time to time such personnel as it deems necessary to exercise its powers, duties, and functions, including but not limited to a chief engineer, other technical experts and agents, and other employees. The selection and compensation of such personnel shall be determined by the Board. Section 11. Advisory Committees. The Authority may by resolution establish one or more advisory committees to the Authority. Section 12. Signature Authority. The following signature authority shall be authorized for transactions executed under direction of the Board: (A) All orders and checks of the Authority for payment of money as directed by the Board shall be signed by the President and the Executive Director. (B) All contracts, deeds, and other instruments made or authorized by the Board, except as otherwise authorized by resolution of the Board, shall be signed by the President and the Executive Director. (C) The Vice-President shall have the capacity to sign as an alternate officer of the Authority under extenuating circumstances such as lengthy executed absence, vacancy, termination, resignation, incapacitation or death of the President or of the Executive Director. The Vice-President may sign as an alternate for only one absent individual for any Authority matter until the absent individual has returned or a successor is appointed to fill the office. The Vice-President may not sign in the capacity of more than one individual for any particular item requiring more than one signature. For purposes of this definition, absent is defined as a period, usually significant in length, during which an officer is away and/or unable to fulfill the officer’s role within the Authority leading to the potential for business issues of the Authority to be delayed and/or deadlines to be missed. ARTICLE IV – FINANCIAL MATTERS Section 1. Fiscal Year. The fiscal year of the Authority shall be the same as the fiscal year of the City. Section 2. Accounting System and Audits; Books and Records. The financial records and financial statements of the Authority shall be prepared, audited, filed, and published or posted in the manner required for the financial statements of the City. The books and records of the Authority shall be public records maintained in accordance with state law and with such rules, regulations, and ordinances adopted by the City for maintaining public records. Section 3. Public Money; Checks. All Authority money is public money. An Authority check must be signed as provided in Section 12 under Article III – Officers. The check must state the name of the payee and the nature of the claim for which the check was issued. Section 4. Reports to the City. Annually, at a time and in a form fixed by the City Council, the Authority shall make a written report to the City Council giving a detailed account of its activities and of its receipts and expenditures during the preceding calendar year, together with additional matters and recommendations the Authority deems advisable for the economic development of the City. The Authority shall also submit a report to the City Council annually within 60 days of the anniversary date of the adoption of the enabling resolution stating whether and how the enabling resolution should be modified. Section 5. Financial Statement. Annually, or more often, the Authority shall examine the Treasurer’s detailed financial statement, together with the Treasurer’s vouchers, filed with the Secretary. The financial statement must show all receipts and disbursements, their nature, the money on hand, the purposes to which the money on hand is to be applied, the Authority’s credits and assets, and the Authority’s outstanding liabilities in a form required for the City’s financial statements. If the Authority finds that the statement and vouchers are correct, it shall approve them by resolution and enter the resolution in its records. Section 6. Budget to the City. The Authority shall annually, at a time fixed by the City, send its budget to the City Council. The budget must include a detailed written estimate of the amount of money that the Authority expects to need from the City to do Authority business during the next fiscal year. The needed amount is what is needed in excess of any expected receipts from other sources. Section 7. Employees, Services, Supplies, and Contracts. The Authority shall have all of the power and do all of the things permitted by Minnesota Statutes, Section 469.097, as amended, including but not limited to employing an Executive Director, a chief engineer, technical experts and other employees as it may require; contracting for the services of consultants, agents, public accountants, legal services, and such other persons or services as it may need to perform its duties and exercise its powers; purchasing supplies and materials; and using City facilities, offices, and staff, including the City engineer and City attorney, in the exercise of its powers and the performance of its duties. Section 8. Execution of Contracts. The Authority may make and enter into contracts pursuant to Minnesota Statutes, Section 469.101, as amended, and other applicable law. All contracts, notes, and other written agreements or instruments to which the Authority is a party or by which the Authority may be bound must be executed as provided in Section 12 under Article III – Officers. If the president or the executive director is absent or otherwise unable to execute a document, the vice president may execute the document in place of one individual but not both. ARTICLE V – MEETINGS Section 1. Annual Meeting. The annual meeting of the Authority shall be held at the regular meeting in March immediately following the adjournment of the Housing and Redevelopment Authority in and for the City of Richfield, Minnesota, which commences 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 immediately following the adjournment of the Housing and Redevelopment Authority in and for the City of Richfield, Minnesota, which commences 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 President or any two commissioners 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 commissioner 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. Rules of Order. The meetings of the Authority shall be governed by the latest printed edition of “Sturgis Standard Code of Parliamentary Procedure.” Section 6. 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. EDA 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 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. Executive Director. 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. A vacancy is created in the membership of the Authority when a commissioner who is also a City Council member ends his or her City Council membership. A vacancy for this or another reason must be filled for the balance of the unexpired term, in the manner in which the original appointment was made. The City Council may set the term of the commissioners who are members of the City Council to coincide with their term of office as members of the City Council. Should the office of President, Vice-President, 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. ARTICLE V – 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. Adopted: May 15, 2017 Amended: October 15, 2018 Amended: January 21, 2020 Amended: February 23, 2022 AGENDA SECTION:OTHER BUSINESS AGENDA ITEM #5. STAFF REPORT NO. 7 ECONOMIC DEVELOPMENT AUTHORITY MEETING 2/23/2022 REPORT PREPARED BY: LaTonia DuBois, Administrative Assistant OTHER DEPARTMENT REVIEW: EXECUTIVE DIRECTOR REVIEW: Melissa Poehlman, Interim Executive Director 2/11/2022 ITEM FOR COUNCIL CONSIDERATION: Consideration of a Memorandum of Understanding for the continued partnership with the Center for Energy and Environment in administering the Richfield Energy Efficient Business Grant. EXECUTIVE SUMMARY: In 2019, the Richfield Economic Development Authority (EDA) directed staff to create a grant program to assist Richfield businesses in making energy efficiency improvements to their property. On January 21, 2020 the EDA approved an initial Memorandum of Understanding (MOU) with the Center for Energy and Environment (CEE) to assist EDA staff in administering this program. This MOU has been approved annually since that time. Staff is recommending that the EDA continue this relationship with the CEE by approving the 2022 MOU (attached). The Richfield Energy Efficient Business Grant provides 20% of the cost of installation of qualified upgrades (primarily in lighting, refrigeration and rooftop HVAC units) to Richfield businesses. These improvements are also eligible for rebates from Minnesota utility companies. CEE receives funding from the utility companies to assist businesses as part of their incentive program, therefore CEE does not charge the EDA for this service. In 2020 and in 2021 the EDA budgeted $20,000 for grants. In fiscal year 2021, the EDA distributed the full $20,000 to 12 businesses or nonprofit entities to improve 15 buildings (see attached list of recipients). For 2022, the approved EDA budget once again includes $20,000 for this program. RECOMMENDED ACTION: By motion: Approve a Memorandum of Understanding with the Center for Energy and Environment to provide professional services related to the administration of the Richfield Energy Efficient Grant in 2022. BASIS OF RECOMMENDATION: A.HISTORICAL CONTEXT The Richfield EDA has identified provision of business assistance activities and funding as a priority since its formation in 2018. The EDA created the Energy Efficient Business Grant in January 2020 and has contracted with the CEE to provide administrative support for the program since that time. B.POLICIES (resolutions, ordinances, regulations, statutes, etc): The Energy Efficient Business Grant is an appropriate activity for an EDA as defined in Minnesota State Statutes. C.CRITICAL TIMING ISSUES: The Current MOU with the CEE has now lapsed. D.FINANCIAL IMPACT: The EDA has budgeted for Business Assistance programming including sufficient funds to provide $20,000 in Energy Efficient Business Grants. E.LEGAL CONSIDERATION: Legal Counsel from Kennedy and Graven reviewed the 2020 MOU which is largely identical to the MOU being considered. ALTERNATIVE RECOMMENDATION(S): Do not approve in order to use the budgeted funds for a different purpose. PRINCIPAL PARTIES EXPECTED AT MEETING: None. ATTACHMENTS: Description Type Memorandum of Understanding Contract/Agreement 2021 Grant Recipients Backup Material CEE- Richfield MOU #3474 MEMORANDUM OF UNDERSTANDING Between: Center for Energy and Environment and the Richfield Economic Development Authority Re: Additional Rebates for Completed Energy Efficiency Upgrades Date: January 20, 2022 This Memorandum of Understanding (MOU) stipulates the intentions of Center for Energy and Environment (CEE) and the Richfield Economic Development Authority (EDA), collectively the Parties, to collaborate on the abovementioned additional rebate program. This MOU is effective as of January 1, 2022 and ends of December 31, 2022. The MOU can be cancelled by either party with 30 days written notice to the enclosed representatives. Services The EDA has earmarked funds for businesses in the City of Richfield that complete upgrades through the One-Stop Efficiency Shop® or Xcel Energy Commercial Refrigeration Assessment product. If a business completes rebate qualifying upgrades, CEE will complete and send a rebate form via DocuSign, signed by the business owner, to the EDA. The EDA has agreed to offer additional rebates of 20% of the cost of rebated measures up to $2,500 to be paid upon completion of upgrade. The EDA will cut the check and send it to the business. CEE Obligations • CEE will work with the EDA to market the program offerings to local businesses within the City of Richfield. • CEE will carry out assessments to qualifying businesses within the City of Richfield as a part of the One-Stop Efficiency Shop and Xcel Energy Commercial Refrigeration Assessment product. • Assessments will include information about the EDA’s additional rebate offering. • CEE will complete all paperwork for participating businesses as is already standard through program practice. • Once business completes the qualifying upgrade, CEE will complete and send the rebate form to the EDA. EDA Obligations • The EDA shall assist in marketing the program offering to local businesses within the City of Richfield. • The EDA will provide an additional rebate to businesses of 20% of the cost of program eligible energy efficiency measures in an amount up to $2500. • The EDA will cut checks to qualifying businesses once a form has been received CEE- Richfield MOU #3809 Budget A total of $20,000 is available from the EDA for rebates through December 31, 2022 under this MOU. Release/Waiver/Indemnification The parties agree that each shall be responsible for its own acts, errors and omissions and those of its officers, directors, employees and agents, as well as any representations, warranties and agreements, made in the performance of this MOU, and neither CEE nor the EDA will be liable in any way for the activities of the other party or the other party’s officers, directors, employees and agents arising out of or in connection with: (a) any failure to perform any of the terms, covenants or conditions of this Agreement; (b) any act, error, omission, misrepresentation or misconduct; (c) the failure to comply with any applicable laws, rules or regulations; or (d) any accidents, claims, damages, losses, injuries or expenses. Contact Information CEE: Laura Bebo-Ekanayake 612.335.5858 lbeboekanayake@mncee.org 212 3rd Avenue N, Suite 560 Minneapolis, MN 55401 Richfield Economic Development Authority: Melissa Poehlman 612.861.9766 mpoehlman@richfieldmn.org 6700 Portland Avenue South Richfield, MN 55423 CEE- Richfield MOU #3809 Center for Energy and Environment By: __________________________________ Title: _______________________________ Date: _________________________________ Richfield Economic Development Authority By: __________________________________ Title: _____President__________________ Date: _________________________________ By: ___________________________________ Title: Executive Director Date: _________________________________ Richfield EDA Energy Efficient Business Grant 2021 Recipient Summary Date Recipient Address Amount 2/10/2021 Erik's Bike Shop 6515 Richfield Pkwy 2,500.00$ 6/14/2021 Fountain Head Apartments 7601 Knox Ave 374.81$ 6/15/2021 Fountain Head Apartments 7621 Knox Ave 137.73$ 6/16/2021 Woodlake Lutheran Church 7525 Oliver Ave 800.55$ 6/22/2021 Fountain Head Apartments 7611 Knox Ave 381.47$ 8/4/2021 Spohn's Automotive 6958 Cedar Ave 2,500.00$ 8/20/2021 Berea Lutheran Church 7538 Emerson Ave 735.80$ 9/9/2021 Dental Health Care Center 1717 E 66th Street 863.00$ 9/9/2021 Dental Health Care Center 1717 E 66th Street 706.66$ 9/10/2021 Richfield Medical Group 6440 Nicollet Ave 2,483.99$ 10/1/2021 American Pie Pizza 6529 Nicollet Ave 1,259.08$ 10/7/2021 Aida Mediterranean 2208 W 66th Street 2,500.00$ 11/4/2021 Village Shores Apartments 6500 Woodlake Dr 2,500.00$ 11/18/2021 Bon Auto Body Glass 7714 5th Ave 969.35$ 11/19/2021 Lerum Auto Spa 6420 Penn Ave 1,287.56$ 20,000.00$