FINAL AGENDA - MHPartners · 12200 Tech Road, Suite 250, Silver Spring, MD 20904 Phone:...

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12200 Tech Road, Suite 250, Silver Spring, MD 20904 Phone: 301-622-2400 Fax: 301-622-2800

BOARD MEETING NOTICE

Date: Tuesday, July 22, 2014

Time: 6:30 p.m. Board Meeting

Place: Pembridge Community Center, 2315 Bluderidge Avenue, Wheaton, MD

RSVP: Please contact April Clemons 301-812-4115 [email protected]

FINAL AGENDA

6:30 I. PRESENTATION – Neighborhood’s Group

7:00 II. GROUP DISCUSSION

III. CONSENT ITEMS

A. Approval of Minutes of April 22, 2014

B. Resolution 14-14 – Board Officers

C. Resolution 14-15 – Board Members for Affiliate Entities

D. Resolution 14-16 – Renewal of Board Terms for Cynthia Bar, Gene Sachs, Chris King,

and Richard Smith

7:30 IV. DISCUSSION AND ACTION ITEMS

A. Resolution 14-12 – Loan from MHP to 610-614 SSA, LLC

B. Resolution 14-13 – 610-614 SSA, LLC Acceptance of Loan from MHP

C. Resolution 14-17 – Community Legacy Application

D. Resolution 14-18 – Nomination of Marnie Abramson to Board of Directors

E. Real Estate Development Project – Lyon Homes

F. MHP Audit and Management Letter

7:45 V. REPORT FROM SUBSIDIARIES

A. Election of Officers – Beall’s, Blair Park, DRHC, EDH, Great Hope, Greenwood,

Halpine, Landings Edge, Maple Towers, MPDU Rental, MPDU Resale, Parkview

Manor, Parkview Towers, Pembridge, Scattered Sites, SSLR, Takoma, and Town Centre

B. Scattered Site, Inc. Audit

7:50 VI. COMMITTEE REPORTS

A. Report from Committees

B. Building Dreams Moment

8:20 VII. INFORMATION EXCHANGE

A. President’s Report

B. Chair’s Report

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VIII. INFORMATION ITEMS

A. Financial Report

B. Fundraising Report

C. Board Calendar

D. MPDU Information Sheet

8:30 IX. ADJOURNMENT

** Directions: Take Georgia Avenue north from the Capital Beltway. Turn right on University Boulevard, then left on

Amherst Avenue. Turn left on Elkin Street and then immediately left again into the Amherst Square Apartments parking lot.

The Pembridge Square Community Center is at the far end of the parking lot.

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TO: MHP Board Members DATE: July 2014 RE: Update from the Neighborhoods Division This memo outlines the key focus areas of the group’s work over the past six months and a projection of the work for the next few months. Environmental Awareness Programs Completed the spring green club at McKendree I & II, including a community cleanup on April

26th, which removed over 230 pounds of trash and recyclables from around the community. Our summer session started on July 7th, and is scheduled to conclude August 5th with a clean-up and National Nights Out celebration.

Glenville Road green club is in full swing. The program started in April, and goes through September. A community cleanup was held on May 23rd, which removed almost 100 pounds of trash and recyclables. A fall festival is currently be planned, date to be determined.

In April we will be conducting Earth day clean ups in Long Branch and McKendree I and II.

Purple Line Work Co-hosted a one-day symposium on March 21, 2014 with the National Center for Smart

Growth/Purple Line Corridor Coalition. Over 250 area stakeholders attended. The day gave us the opportunity to hear from other jurisdictions, such as Denver and Minneapolis/St. Paul, plus time to go in depth on various issues including housing. Since the event, we have supported the Coalition’s application for a Federal TIGER planning grant.

We have developed a policy toolkit, featuring over 45 tools for deeper exploration. The Shared Progress Collaborative, we put together, is currently reviewing the various tools to come up with a shortlist to recommend for implementation.

MHP staff has also been appointed to the County’s Purple Line Implementation Advisory Group.

Long Branch Business League (LBBL) Produced and distributed five Long Branch Business League Newsletters.

Coordinated the Long Branch Earth Day cleanup, which attracted a record number of

volunteers – 95 in total. We also removed from the area over two tons of trash and recyclables.

We will be conducting our annual business survey in August.

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Long Branch Arts Revitalization Project Initiated Danza Latina – a Latin dance night, which occurs every Friday night at el Golfo

restaurant, featuring lessons and open dance time.

Completed the toucan mural outside of el Golfo restaurant.

Planted 40 flower baskets, and hung them on the lamp posts along Flower Avenue. We also hosted a ribbon cutting event on June 7th, featuring remarks by Councilmembers Branson and Leventhal and Rob Goldman, music, a karate demonstration, and the distribution of over 150 flowers, pots, and seeds to local residents.

Replaced the dark glass on the façade of el Gavilan restaurant with clear glass.

We have also just signed contracts with three additional artists. By the end of August we will have two more murals (on the side wall of el Gavilan and Reliable Cleaners), plus a new awning and signage for Rainbow Laundry.

We have also applied for two additional grants to support our work in this area. An impact grant for $10,000 from NeighborWorks, and a $50,000 grant from the Cafritz Foundation.

Additional Activities Hosted a policy breakfast in March 2014 highlighting net-zero capable affordable housing in

Philadelphia.

Worked with Action in Montgomery, Victory Housing, and Habitat for Humanity to push for additional funding for the County’s Housing Imitative Fund. Collectively, we were able to get over 250 people to send in letters/emails asking for $45 million in funding. The budget resulted in $44 million – an increase of approximately $7 million over the previous year allocation.

Hired two new VISTA members - Edgar Alvarado and Armando Sullivan. Who will start on September 2nd. Edgar recently completed his Bachelor’s at the University of Maryland in Architecture and Studio Art, and lives in Long Branch. Armando has a degree in Geography/Urban Studies from Temple University, and grew up in Glenmont.

Received a $20,000 grant from the Meyer foundation to support our policy work.

We were able to get our neighborhoods contract reinstated in the FY15 budget for $120,000,

with $20,000 dedicated to Connecticut Avenue Estates.

We have also applied for $70,000 in funding from NeighborWorks to support additional work in the Connecticut Avenue Estates community.

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12200 Tech Road, Suite 250, Silver Spring, MD 20904 Phone: 301-622-2400 Fax: 301-622-2800 MHP Board Meeting

April 22, 2014

Meeting called to order at 6:51 pm

I. Introductions a. Robert Goldman gave a brief overview of 7610 Maple and surrounding projects. b. MHP note cards were distributed to Board members in attendance for those who would

like to send Thank You notes. II. Real Estate Presentation

a. Artie Harris gave a presentation on Real Estate Acquisition and Due Diligence process. The current goal is to acquire between 100-150 units each year for the next five years. Acquisition deals, as opposed to new construction, are generally cheaper and less risky for investment. Our goal is to create 75-100 new-construction units every 2-3 years. We target properties close to metro stations and community services. Artie gave the board a thorough check-list of Due Diligence that is done on each acquisition property. Staff pays careful attention to zoning, environmental concerns, past financials, and exactly what we are buying when we purchase a property.

III. Consent Items a. Minutes of March 24, 2014 were unanimously approved.

IV. Discussion and Action Items a. Resolution 14-04 Revision to Bylaws to allow for Leave of Absence was unanimously

approved. b. Resolution 14-05 Request for Leave of Absence by Evan Glass was unanimously

approved. After the June 24 local election, Evan will inform the Board if he will resume or resign from the Board.

c. Silver Spring Library Residential Project’s Development Status was reviewed with a discussion on construction and permanent financing. One problem with the project is the lack of parking as the County did not like the original plan for underground parking; MHP worked closely with the county to establish a back-up plan if the lack of parking becomes a serious issue for residents with a possible valet service to the neighboring public garages with $50,000 allocated in the budget for this service.

V. Building Dreams Fundraising Committee a. Staff continue search for a new Director of Fundraising. We are working with head

hunters and looking at a few leads on consultants to provide interim support. Staff held

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a successful Road Show at the end of March with many in attendance becoming actively engaged with MHP.

b. At March’s Board meeting, the Board requested a Bank Holding vs. Donations graph; the figures were reviewed. The Board requests additional information on total Bank donations, not just those we have holdings with. It was also requested we examine our bank fees for each bank we have holdings with. Requests to add Freddie Mac and additional syndicators, maximum lines of credit and what’s been drawn.

c. Golf and Corporate Sponsorship list was reviewed. Rob asked the Board to review the list and make additional suggestions of potential sponsors.

VI. Information Exchange a. Chair’s Report- Vicky Carrasco has been unresponsive for many months, after multiple

outreach attempts by staff and Board. After careful consideration, Vicky is removed from our Board of Directors.

b. President’s Report- On Saturday, April 19, we held a successful ribbon cutting ceremony for Sandy’s Garden at Halpine Hamlet, a community garden pilot program in partnership with Montgomery County with Councilman Ike Legget and the Slavin family in attendance.

VII. Information Items a. Board Calendar –there will only be an Executive Committee meeting in May. On June 17,

we will have a social Board meeting with current and prior Board members at the home of Vicki Davis.

VIII. Adjournment at 8:33 pm

Board Members Present: Cynthia Bar, Vicki Davis, Stephen Holmquist, Linda Kelly, Mike Schlegel, Gene Sachs, Catalina Chavarriaga, Mary Sokolowski , Jorgen Punda, Richard Smith, Rev. Tim Warner (phone)

Board Members Absent: Christopher King, Vicky Carrasco, Evan Glass, Alisa Smedley, Matt Leydig

Staff Members Present: Robert Goldman, April Clemons, Artie Harris, William Chin

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RESOLUTION 14-14

RESOLUTION OF THE BOARD OF DIRECTORS OF MONTGOMERY HOUSING PARTNERSHIP, INC.

The Board of Directors of Montgomery Housing Partnership, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Bylaws call for the election of Officers at the Annual Meeting; WHEREAS, due notice thereof having been provided, the Annual Meeting of the Corporation took place on July 22, 2014; WHEREAS, the Bylaws call for the Chair, Vice Chair, Treasurer and Secretary of the Board to serve as the Executive Committee of the Board. NOW THEREFORE, BE IT RESOLVED, effective September 1, 2014, the Board of Directors elects the following Officers of the Board and of the Corporation: Board Officers: Chair – Cindy Bar

Vice Chair – Treasurer – Linda Kelly Secretary – Gene Sachs Corporate Officers: President – Robert Goldman Assistant Secretary – Jill Goodrich FURTHER, IT IS ACKNOWLEDGED, that effective September 1, 2014, the Chair appoints Vicki Davis, Christopher King, and Stephen Holmquist to serve on the Executive Committee of the Board until the next annual meeting. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this _______ day of July, 2014. _________________________________ Jill Goodrich, Assistant Secretary

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RESOLUTION 14-15


The Board of Directors of Montgomery Housing Partnership, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation has the following affiliate organizations: MHP EDH, Inc., MHP Scattered Site, Inc., MHP Landing's Edge, Inc., MHP Town Centre, Inc., MHP Blair Park Apts., Inc., MHP DRHC, Inc., MHP Great Hope Homes, Inc., MHP Greenwood Terrace Apts., Inc., MHP Maple Towers, Inc., MHP Pembridge, Inc., MHP Parkview Manor, Inc., MHP Parkview Towers, Inc., MHP Takoma, Inc., MHP MPDU Rental, Inc., MHP MPDU Resale, Inc., MHP Halpine, Inc., MHP SSLR, Inc. and MHP Bealls, Inc. WHEREAS, the Corporation is required to appoint the Board of Directors of its affiliate organizations; WHEREAS, MHP Dring's Reach, Inc., MHP Edinburgh House, Inc. and MHP Pembridge Square, Inc. are inactive since Dring's Reach Apartments is now owned by MHP DRHC, Inc., Edinburgh House is now owned by MHP Edinburgh House LP, and MHP Pembridge Square, Inc. was replaced by MHP Pembridge, Inc. Therefore, there is no need to appoint Directors to MHP Dring’s Reach, Inc., MHP Edinburgh House, Inc. and MHP Pembridge Square, Inc.; and NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following persons to serve as Board of Directors for the subsidiary organizations: MHP Scattered Site, Inc. Christopher King Cynthia Bar Linda Kelly Robert Goldman Jill Goodrich MHP Landing's Edge, Inc. Jorgen Punda Lilian Catalina Chavariagga Linda Kelly Robert Goldman Jill Goodrich

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MHP Town Centre, Inc. Matt Leydig Vicki Davis Linda Kelly Robert Goldman Jill Goodrich MHP Great Hope Homes, Inc. Cynthia Bar Jorgen Punda Linda Kelly Robert Goldman Jill Goodrich MHP Blair Park Apt., Inc. Richard Smith Christopher King Linda Kelly Robert Goldman Jill Goodrich MHP Greenwood Terrace, Inc. Stephen Holmquist Richard Smith Linda Kelly Robert Goldman Jill Goodrich MHP DRHC, Inc. Vicki Davis Evan Glass Linda Kelly Robert Goldman Jill Goodrich MHP Pembridge, Inc. Gene Sachs Alisa Smedley Linda Kelly Robert Goldman Jill Goodrich MHP Bealls, Inc. Alisa Smedley Christopher King Linda Kelly Robert Goldman Jill Goodrich


MHP Parkview Manor, Inc. Stephen Holmquist Gene Sachs Linda Kelly Robert Goldman Jill Goodrich MHP Parkview Towers, Inc. Gene Sachs Cynthia Bar Linda Kelly Robert Goldman Artie Harris Jill Goodrich MHP Takoma, Inc. Mary Sokolowski Stephen Holmquist Linda Kelly Robert Goldman Jill Goodrich MHP Maple Towers, Inc. Evan Glass Stephen Holmquist Linda Kelly Robert Goldman Jill Goodrich MHP EDH, Inc. Timothy Warner Vicki Davis Linda Kelly Robert Goldman Jill Goodrich MHP Halpine, Inc. Vicki Davis Gene Sachs Linda Kelly Robert Goldman Jill Goodrich MHP MPDU Resale, Inc. Mike Schlegel Matt Leydig Linda Kelly Robert Goldman


Jill Goodrich MHP MPDU Rental, Inc. Mike Schlegel Matt Leydig Linda Kelly Robert Goldman Jill Goodrich MHP SSLR, Inc. Cynthia Bar Gene Sachs Linda Kelly Robert Goldman Artie Harris Jill Goodrich IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this ________ day of July, 2014. _________________________________ Jill Goodrich, Assistant Secretary



RESOLUTION 14-16 RESOLUTION OF THE BOARD OF DIRECTORS OF

MONTGOMERY HOUSING PARTNERSHIP, INC.

The Board of Directors of Montgomery Housing Partnership, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation elects Board members and sets terms of Board members annually; WHEREAS, the first term for Board members Cindy Bar, Gene Sachs, Chris King, and Richard Smith will expire on August 31, 2014; NOW THEREFORE, BE IT RESOLVED, that the Corporation approves Cindy Bar, Gene Sachs, Chris King, and Richard Smith to a second term on the Board. Their terms on the Board shall expire August 31, 2017. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this _______ day of July, 2014. _________________________________ Jill Goodrich, Assistant Secretary

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To: MHP Board of Directors From: Real Estate Department Date: July Board Meeting RE: MHP Short-Term Loan to MHP 610-614 SSA, LLC _____________________________________________________________________________

MHP, the sole owner of MHP 610-614 SSA, LLC, purchased a 15-unit apartment community at 610-614 Silver Spring Avenue, Silver Spring, MD in December 2011 with the intent to do a major rehab of the property. The County provided a long-term loan to purchase and renovate the property. Once the rehab was completed, MHP was to refinance the property and pay down a portion of the County loan. However, the construction bids were higher than the original estimates, resulting in an initial shortfall in the amount of approximately $255,400. In order to start the work, in December 2013, MHP 610-614 SSA requested a short-term loan from MHP in this amount. The project is nearly 50% complete and will finish in October. Staff is requesting an additional $93,907 in short-term funds—bringing the total to $349,307—to complete the project. MHP 610-614 SSA expects to pay back the money within two years from refinancing proceeds. (See attached board memo for more details.)

The attached Montgomery Housing Partnership, Inc. Resolution 14-12 authorizes MHP increase its short-term (two-year) loan to MHP 610-614 SSA, LLC from $255,400 to $349,307.

The attached Montgomery Housing Partnership, Inc. Resolution 14-13 authorizes MHP 610-614 SSA, LLC to accept the short-term loan from MHP.

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MEMORANDUM

To: Montgomery Housing Partnership’s Board of Directors From: MHP’s Real Estate Department Date: July 22, 2014 Re: Approval for an increase to the two-year loan at Nolte II

(610-614 Silver Spring Avenue, Silver Spring, MD 20910) ___________________________________________________________________________________ Update On June 25, 2014, MHP Staff made a request to the real estate committee to increase the MHP short term loan for MHP 610-614 SSA, LLC to $315,400 (an increase of $60,000 from the already approved short term loan of $255,400)—making the total development budget $2,490,400. The short-term loans were to allow for scope increases during the rehab of the property and would be paid back at the end of construction—from refinancing proceeds and from less of a curtailment of the existing County loan. (The property rehab work will be completed in October.) The Real Estate Committee approved the request, although there was not a quorum. At that time, we did not have formal approval of the financing plan from the County. Since then, we received correspondence from the County that they will approve our plan, and they also added in another approximately $34,000 as additional contingency—for an approved revised budget of $2,524,307. As such, we are now seeking to increase the short term loan in the amount of $93,907 for a total amount of $349,307. Background In December 2011, at the request of the County, MHP acquired Nolte II, a 15 residential community, consisting of all one bedroom units, located within three multi-family, two-story brick buildings. As a result of a budget shortfall, and for additional reasons documented in the memo dated November 26, 2013, construction did not commence until February 2014. At the December 3, 2013 board meeting, the staff requested and, received approval from the board, a short term loan in the amount of $255,400 to cover the short fall between the 2011 closing budget and the 2013 budget. After the board meeting, the County requested that MHP provide an exhaustive list of items that should be completed and suggested the scope of work include site work and drainage, which was not included in the scope of work that was originally presented to the board in 2013. Staff considered using the contingency to fund these additional expenses. However, after the completion of building 610, it has been determined that contingency alone is not enough to fund the additional scope of work and contingency items. In March 20, 2014, Staff met with the County to discuss the budget shortfall and proposed financing plan (as described below). The County provided preliminary approval of the financing plan in the meeting. In July, the County approved the plan. The purpose of this memorandum is to request an increase in the amount of the short-term loan from MHP by $93,907, taking the loan from $255,400 to $349,307, to cover the shortfall between the amount

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the county originally funded and the anticipated remaining costs. Staff is requesting the increase in the loan to cover unanticipated costs that were outside of the scope of work and the additional items discussed with the County earlier this year. These costs include: replacing all ceilings, which began to collapse during the renovation; replacing the sewer lines; replacing all window sills and sashes; hardwiring the units for cable; site work for drainage issues; landscaping; accessibility; relocating the trash to the exterior; and entrance canopies. Construction Update Construction began on February 3, 2014. Building 610 received substantial completion on June 6, 2014 and the residents from 612 moved into building 610 during June 6, 2014 and June 7, 2014. Building 612 is now vacant and in the process of being renovated. As mentioned in the previous memo, the renovation is being completed in vacant buildings. Residents from the existing buildings are being permanently relocated into the newly renovated buildings during the renovation. Once building 612 is completed, residents from 614 will be permanently relocated to building 612. Originally, the construction was scheduled to be completed five months after commencing. However, the additional scope of work has increased the construction timeframe. Construction is anticipated to be completed 9 months from the construction start date, which is October 2014. Financing Plan The property currently has a $2,175,000 zero interest cash flow loan from Montgomery County. The original loan documents required MHP to make the first loan payment June 1, 2013 and a loan curtailment in December 2013. However, on January 10, 2014, the County granted MHP an extension for the first loan payment and curtailment to be due December 31, 2014. As noted in the original memo dated November 26, 2013, the financing plan was to secure a short term, 6% interest, 2 year loan through MHP with the intention of paying back MHP with the loan proceeds when the property is refinanced after the renovation has been completed. We have asked the County to leave in $1,104,307, which is $93,307 more than what they originally anticipated in 2011. The County has approved MHP’s request to: 1) acknowledge the short term loan that MHP is securing to cover the construction costs; and, 2) amend the definition of the Initial payment in the Deed of Trust Note dated December 22, 2011 between the Owner and the County (“Note”) to reflect that MHP will pay the net loan proceeds to the County, as defined as the total proceeds less the short term loan. Risks The final financing plan submitted to the County anticipates a loan in the amount of $720,000, which is based on approved rental increases, which are still below the maximum allowable rental increases, and an interest rate of 5.25%. Given the MHP short term loan is $349,307, there should be sufficient permanent loan proceeds to pay back the MHP short term loan. As such, there is minimal risk.

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Nolte II Apartments 610, 612 and 614 Silver Spring Avenue, Silver Spring, MD 20910 Nolte II Apartments consists of three two-story buildings with a total of 15 one bedroom units. It is located in East Silver Spring, approximately ½ mile outside the downtown area. MHP acquired the property in 2011 with the intent of renovating the property. The renovation is anticipated to be completed by August 2014.

Location Map

Site Plan Exterior Picture

Unit Mix Type of Units # of Units Affordability Average

Rent Market Rent

Maximum Rent

Average Size (SF)

1 Bed 1 Bath 11 55% $815 $945 $1,014 560 1 Bed 1 Bath 4 N/A $995 N/A 560 More than 4 of the in-place tenants currently earn more than 55% AMI. As such, per the regulatory agreement, all vacant units must be leased to households who earn no more than 55% AMI until the property has at least 11 affordable units. Residents will receive a 7% increase in rent effective July 1, or when they move into their renovated unit, whichever is later.

*After renovation is complete Tenants will pay electric, and MHP will pay for Hot Water.

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RESOLUTION 14-12


The Board of Directors of Montgomery Housing Partnership, Inc. (“MHP” or the "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on ___________, 2014, the following resolution: WHEREAS, Montgomery Housing Partnership, Inc. (the “Corporation”), was organized

for the purpose, among others, of developing and operating low-income housing; WHEREAS, the Corporation has formed a limited liability company known as MHP 610-614 SSA, LLC (the “Owner”), in which the Corporation is the sole and managing member, for the purpose of acquiring and operating a certain multi-family rental facility known as 610-614 Silver Spring Avenue, Silver Spring, Maryland (the “Property”);

WHEREAS, the acquisition of the Property was completed by the Owner in December, 2011 with a loan provided by Montgomery County in the amount of $2,175,000 which was anticipated to cover acquisition and renovation costs;

WHEREAS, to complete the renovations properly, it is anticipated that additional funding will be necessary on a short term basis to be repaid through permanent financing with the County and/or a conventional loan when the rehabilitation is completed; WHEREAS, to assist the Owner in promptly completing the renovations to provide improved housing for the residents of the Property, the Corporation deemed it appropriate and in its best interests to make a loan to the Owner in an amount not to exceed $255,400 in December, 2013; WHEREAS, the Corporation has approved an increase in the amount of the initial loan by $93,907;

NOW, THEREFORE, BE IT RESOLVED, that MHP is hereby authorized to enter into

and provide an increase in the loan to the Owner in an amount of $93,907, so that the total loan shall not to exceed $349,307 to be secured by a note with interest to accrue on the amount advanced at the rate of 6% per annum due in full two (2) years with all funds to be applied to the costs of renovations at the Property; and

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BE IT FURTHER RESOLVED, that the President and Vice President-Real Estate of the Corporation be and hereby is authorized, empowered and directed, on behalf of the Corporation for its own account, to take such actions set forth above and execute such documents deemed necessary or appropriate in connection with the matters authorized in the foregoing resolutions. I hereby certify that the foregoing resolution was approved at a duly conducted meeting of Montgomery Housing Partnership, Inc. on the ___ day of _____, 2014 By:______________________________________ Jill Goodrich Assistant Secretary

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RESOLUTION 14-13

RESOLUTION OF THE BOARD OF DIRECTORS OF MONTGOMERY HOUSING

PARTNERSHIP

The Board of Directors of Montgomery Housing Partnership, Inc. (“MHP” or the “Corporation”), a Maryland not-for-profit corporation, hereby adopts by majority vote of the Board of Directors of said corporation on the _____ day of ________________, 2014, the following resolution: WHEREAS, MHP was organized for the purpose, among others, of developing and operating low-income housing; WHEREAS, MHP established MHP 610-614 SSA, LLC (the “LLC”), whose sole member is MHP, to acquire and renovate a multi family apartment facility at 610-614 Silver Spring Avenue, Silver Spring, Maryland (the “Project”); WHEREAS, the LLC acquired the Project in December, 2011 and is about to begin renovations; WHEREAS, MHP in December, 2013 agreed to provide a short term loan to the LLC in an amount not to $255,400 (the “Loan”) secured by a note (the “Note”) for a two year term with interest to accrue at the rate of 6% per annum to assist with the cost of the renovations of the Project; WHEREAS, MHP has agreed to increase the loan by $93,907, so that the total loan amount shall not exceed 394,307. NOW THEREFORE, BE IT RESOLVED, that MHP, as the sole and managing member and acting on behalf of the LLC, authorizes the LLC, to execute the Note to obtain the Loan; and FURTHER RESOLVED, that the President or Vice President-Real Estate of MHP acting together or either one acting alone, are authorized and directed on behalf of and in the name of MHP as the managing member of the LLC to execute, seal, acknowledge, and deliver on behalf of the LLC, the Note and all other documents, instruments, and affidavits of every kind and description in connection with the Loan. I hereby certify that the foregoing resolution was approved at a duly conducted meeting of Montgomery Housing Partnership, Inc. on the ___ day of _____, 2014 By:______________________________________ Jill Goodrich, Assistant Secretary

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. 12200 Tech Road, Suite 250, Silver Spring, MD 20904 Phone: 301-622-2400 Fax: 301-622-2800

Memorandum

7/14/14

TO: MHP Board of Directors

RE: Resolution 14-17

MHP is submitting a FY15 grant application to the State of Maryland DHCD Community Legacy program

in July 2014. It is submitting the application with the sponsorship and guidance of the City of Takoma

Park Planning Department. MHP is requesting $150,000 in Community Legacy funding to implement

streetscape improvements along Maple Avenue in Takoma Park (installation of a rain garden, improved

access to the adjacent Opal Daniels Park, improved parking lot surface, new LED lighting, and other

enhancements) to beautify the lot surrounding Parkview Towers, MHP’s multi-family affordable

property located at the corner of Maple and Lincoln Avenues.

MHP and the City of Takoma Park selected projects that will have a positive environmental impact. For

example, the proposed rain garden will include native species and will improve storm water

management by allowing better water infiltration. The new (LED) lighting for the parking lot will allow

for improved energy efficiency. One of the proposed projects (a new stairway) will enhance pedestrian

access to Opal Daniels Park for residents of Parkview Towers and adjacent multi-family properties. The

proposed improvements will be clearly visible from the street and will enhance the aesthetic appeal of

the neighborhood; they will hopefully spark additional investments by other properties in the

streetscapes of Maple and Lincoln Avenues and adjacent roadways.

Specific projects include the following:

Installation of stairs for residents to access adjacent Opal Daniels Park. These stairs will

provide an alternate entry point to park for residents of Parkview Towers and 7610 Maple

Avenue. This new entryway will allow resident children and their parents to avoid the road

when entering the park, thus enhancing safety and better access to this sought after amenity

($15K).

Landscaping with native vegetation around stairs to beautify the area ($5K).

Landscape architect consultant to design the above projects and to monitor their

implementation ($15K).

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Property cleanup to remove invasive species. Costs will cover tree removal and tree pruning. A

team of volunteers will donate time toward this effort (see details below) ($5K).

Patch and seal parking lot to address the deteriorating asphalt and improve the aesthetics of

the property, especially important since the parking lot is clearly visible from the street ($60K).

Installation of a rain garden to capture water drain off from small creek that transverses the

parking lot and surrounding area. This project will address storm water runoff and improve

erosion management ($10K). Native species will be planted in the garden.

Energy efficiency (LED) lighting for the parking lot, stairs to park, and other outdoor areas of

property will provide added security for residents ($35K). This Resolution gives MHP permission to apply for and accept Community Legacy funding for this

project.

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RESOLUTION 14-17

RESOLUTION OF THE BOARD OF DIRECTORS OF

Montgomery Housing Partnership, Inc.

The Board of Directors of Montgomery Housing Partnership, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is applying for a State of Maryland Community Legacy grant; and WHEREAS, the Community Legacy application requires a Board Resolution authorizing the Corporation to apply for and accept Community Legacy funding; and WHEREAS, the Corporation is applying for Community Legacy funding in order to implement landscaping projects and other physical improvements on the property of Parkview Towers, in order to improve the streetscape of Maple and Lincoln Avenues in Takoma Park. The City of Takoma Park is the “sponsor” for this application. RESOLVED: That the Corporation is hereby authorized to apply for and accept a Community Legacy Award up to the amount of $150,000 (the "Award") from the Department of Housing and Community Development of the State of Maryland ("DHCD"), for the implementation of a Community Legacy Project or Projects (the “Project”) further described in the Community Legacy Application dated 7/15/2014 which Award shall be upon those terms and conditions as the Corporation shall deem appropriate; FURTHER RESOLVED: That the Corporation is hereby authorized to accept the Award on such terms and conditions as DHCD and the Authorized Officer(s) (as identified and defined below) shall deem appropriate for financing the Project; FURTHER RESOLVED: That the approval of this Board of Directors is hereby deemed conclusively evidenced by the execution of any and all documents required to effectuate the Award, including, without limitation, letters of agreement, award agreements and any other documents pertaining to the Award , by the Authorized Officer(s) of the Corporation, and the Secretary or Assistant Secretary of the Corporation , and each of them is, hereby authorized to attest to the signatures of the Authorized Officer(s) and to certify a copy of these resolutions to any party having a valid interest therein. FURTHER RESOLVED: That the Board of Directors approves the inclusion of a confession of judgment clause in favor of DHCD, and the execution and delivery of the Award documents, including a confession of judgment clause by the Authorized Officer(s), shall be conclusive evidence of approval.

FURTHER RESOLVED: That the President of the Corporation and the Vice President of Operations of the Corporation are authorized to sign any and all documents relating to the execution of any award for the Community Legacy Project.

S:\Board\Board Packets & Memos\2014\July 2014 Board Packet\MHP 14-17 (Community Legacy 7 22 14).doc 22

. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this _______ day of July, 2014. ________________________________ Jill Goodrich, Assistant Secretary

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Ms. Abramson is a Principal and Founding Partner of NextGen LED, LLC (NextGenROI.com) a company dedicated to advancing market adaptation of ROI driven energy-savings solutions for real estate and other energy intensive industries through the sourcing and financing of LED products and other high return on investment energy conservation measures.

She is also a founding partner and former instructor at The Institute of Real Estate Executive Education (RE3 Institute), which is now a part of George Mason University’s School of Management Executive Education program. The RE3 Institute provides continuing education to real estate professionals by providing the same technical and analytical skills as those taught in leading graduate real estate programs but in a more focused and cost effective manner.

Prior to this, Ms. Abramson spent 10 years as a Principal and Director of Corporate Communications for The Tower Companies, a family-owned real estate development company committed to socially responsible, environmentally conscious buildings and communities. Her success in that role helped The Tower Companies become recognized as an international authority in the building industry.

In 2008 she was honored with the Washington Business Journal’s prestigious ‘Women Who Mean Business’ Award.

Ms. Abramson earned a Master’s of Science degree in Real Estate Development from Johns Hopkins University. In 2011, her Master’s thesis entitled Sustainability and Graduate Business Education: Best Efforts to Date and Curriculum Recommendations was selected for publication in the third edition of the Journal of Sustainable Real Estate published by the University of San Diego Press.

Ms. Abramson also holds a Master’s of Business Administration from the University of Southern California, where she double-majored in Strategy and Management and Organization, and a BA in Communications from The American University in Washington, DC. She is a LEED Accredited Professional.

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MONTGOMERY HOUSING PARTNERSHIP, INC.

The Board of Directors of Montgomery Housing Partnership, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, members of the Executive Committee have received the nomination of Marnie Abramson, reviewed her credentials, interviewed her, and recommended her for approval to the full Board; NOW THEREFORE, BE IT RESOLVED, Marnie Abramson shall be appointed to the Board of Directors. Her initial term shall begin on September 1, 2014 and end on August 31, 2017. IN WITNESS WHEREOF, This certification has been signed on behalf of the Corporation by its Assistant Secretary, the ________ day of July, 2014. _________________________ Jill Goodrich, Assistant Secretary

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Memorandum To: Montgomery Housing Partnership’s Board of Directors Date: July 22, 2014 Re: Partnering Opportunity, Lyon Homes, Dundalk, MD. Name/Location Lyon Homes/Dundalk MD Strategic Importance Preservation of Affordable Rental Units/Participation in an

important, high-visibility deal in a new market Project Type Acquisition/Rehab of 242 units. Total Development Cost $ 32,880,000 ($136,000/Unit) Rehabilitation Cost $ 15,972,000 ($66,000/Unit) (estimate) Acquisition Cost $ 11,295,000 ($47,000/Unit) Purpose: The purpose of this report is to inform the Board about an opportunity to participate in an important preservation project in Baltimore County and to request approval to move forward with further discussions/negotiations with the owner. Staff had preliminary discussions with the Real Estate Committee on June 23, 2014 about this opportunity. PROJECT DESCRIPTION Lyon Homes is a residential rental community in the Turner Station neighborhood of Baltimore County. Turner Station is a historically African American community dating back to 1888 with a resident base of more than 3,000 people, many of whom are committed and actively engaged in preserving the neighborhood’s historic foundation while also supporting cultural and recreational assets and much needed re-development. Lyon Homes itself consists of 242 townhome and duplex style apartments in 49 buildings with over 500 residents. The units are one-story flats and two-story townhouse like buildings—mostly two and three bedroom units. Lyon Homes was originally built as workforce housing in

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the 1940s during World War II. The resident base primarily consists of stable working class families with deep ties to the community. Numerous long-term, multi-generational families reside in Lyon Homes and throughout Turner Station. The Baltimore County Fleming Recreation Center, a 17,000 sf facility that houses a senior center, recreation facilities, and a Head Start program, is within walking distance of the property. LOCATION Lyon Homes is located just inside the Baltimore beltway (I-695) in Turner Station, a historic blue-collar neighborhood in Dundalk, Md, in Baltimore County. Primary access to the property is via New Pittsburg Avenue, and the neighborhood’s primary transportation arteries are Broening Highway, Dundalk Avenue, and 695 (the Baltimore Beltway). It is somewhat secluded, yet convenient to employment hubs in eastern Baltimore City and Baltimore County, and is just a 15-minute drive from downtown Baltimore. The property is well served by public transit. There is significant redevelopment occurring nearby, including the Amazon Fulfillment Center, which is under construction nearby, and will employ 1,000 workers. (See attached location exhibits.) PROJECT OWNERSHIP The property is owned by a partnership that includes Charles Tini, President of C.T. Management. They have owned the property since 2006. C. T. Management also manages several of MHP’s properties. Charles Tini approached MHP due to our relationship with his company and his respect for our ability to finance, rehab, and preserve affordable housing. He and his partners are very committed to the residents of Lyon Homes, and want to facilitate a major rehabilitation of the property with a competent non-profit partner. They understand that in order to accomplish the scope of work required, financing utilizing the Low Income Housing Tax Credit (LIHTC) will be necessary. Our preliminary analysis and discussions with the owner has determined that a 9% Tax Credit submission would be the best financial solution, as the funding gap is too large when structured as a tax exempt bond deal. It is anticipated that our participation would be as at least a 10% partner in order to achieve a high score in this competitive process. Because of the “ten year ownership rule,” closing on the deal using LIHTC cannot occur before May of 2016. This means that an application would most likely be made for the 9% credits in the fall of 2015. There may be an advantage to phasing the project in two tax credit funding rounds and construction cycles in order to maximize tax credits and fees.

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UNIT MIX Unit Type # of Units Average Rent 1BR Flat 18 $575 2BR Flat 80 $675 2BR Townhome 72 $675 3BR Townhome 72 $775 TOTAL UNITS 242 Note: Tenants pay all utilities with the exception of water and trash. ACQUISITION STRATEGY While this property is geographically outside of our normal footprint, it is an opportunity participate in what will certainly be an important preservation project with a partner with whom we have an ongoing relationship. It will also increase our portfolio significantly, provide significant development fees, and provide experience in a new market. We are currently in very preliminary discussions regarding the structure of a partnership, including roles and responsibilities and guarantees. Chris Wood and Chuck Tini of the current ownership team have some development experience, including in design and entitlement. Therefore, MHP’s only primary role may be the arranging all the financing for the project. DEVELOPMENT STRATEGY The conceptual development plan involves renovating and revitalizing Lyon Homes with the use of Low Income Housing Tax Credits, private capital, additional funding sources dedicated to the preservation of affordable housing, and, potentially, funds available to incentivize energy efficiencies and lead abatement. The renovation scope and revitalization efforts envisioned at this early stage encompasses the following:

1. Renovation of the property and community spaces, including features such as: a. Renovation of interiors and exteriors to become certified Lead Free Housing; b. Installation of new kitchens, bathrooms, and interior fixtures; c. Installation of central HVAC systems; d. Installation of energy efficient appliances as well as upgraded windows and

doors; e. Renovation/improvement of the exterior facade, brick work and porches; f. Installation of expanded landscaping and foundation plantings; and g. Installation and maintenance of community gardens and outdoor community

spaces.

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2. Community Revitalization: a. Improve community health and wellbeing by becoming a certified Lead Free

community; b. Improve energy conservation – reducing costs to residents and minimizing the

environmental impact of property operations; c. Training in and use of community gardens and bee hives to improve local food

production, life skills, and connection to nature; d. Develop long-term community programming that supports community and

individual advancement; and preserve availability of quality affordable housing choices in Baltimore County, both for current residents and in response to the BRAC Base Realignment.

DUE DILIGENCE The owner is very familiar with all aspects of the property, including property condition, and environmental concerns. For example, they know that lead paint and possibly asbestos is present in some of the buildings. They have also had a contractor provide a preliminary cost analysis for the renovation of the property. Our team has visited the property and feel that a thorough renovation of the units, as well as significant site work, will be necessary. MHP will perform a thorough due diligence investigation (including but not limited to the site, buildings and potential partners), if we decide to go forward with the project. FINANCING SUMMARY We have examined several scenarios for financing the project, using income and expense assumption provided by C. T. Management, who runs the property. It is clear that a tax-exempt bond transaction, with 4% LIHTC, will leave too large of a funding gap, given the scope of work required, and acquisition costs necessary to satisfy the current investors in the property. We, therefore, assume that a 9% LIHTC scenario will be the most feasible financing path. We have run very preliminary numbers based on a one phase approach utilizing 9% LIHTC. Preliminary Sources & Uses

Sources Amount Per unit Bank $11,500 $ 47,521 CDA RHW $2,000,000 $ 8,624 Soft Loan (Gap) $1,200,000 $ 4,959 Interim Income $1,093,702 $ 4,519 Deferred Fee $ 211,811 $ 875 Total $32,879,513 $135,866

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Uses Acquisition (incl. closing) Costs

$11,295,000

$ 46,674

Construction Costs $15,972,000 $ 66,000

Soft Costs and Fees (other than developer fee)

$ 887,000 $ 3,665

Developer Fee $ 2,500,000 $ 10,330 Financing costs $ 858,125 $ 3,545 Start up, reserves, escrows

$ 1,242,000 $ 5,132

Total $32,879,513 $135,866 . (Also, see the attached financing summary sheets, including a cash flow analysis.) Summary of Potential Sources The current financing plan involves the following potential sources of development/construction funds:

1) Competitive (9%) Low Income Housing Tax Credits (LIHTC); 2) Baltimore County Project-Based Housing Vouchers; 3) Private capital (221(d)(4) or other insured loans being considered); 4) DHCD Rental Housing Funds; 5) HOME funds; 6) MEEHA/EmPower (energy efficiency) funds; 7) Lead abatement funding (via county fund); and 8) Baltimore County affordable housing fund.

STATUS AND RISK ASSESSMENT Status The owner has been active over the past few months in lobbying for the property and investigating financing sources. The following is a summary of activities to date: County Financing: Two meetings have been held with Baltimore County Department of Planning (BCDP). At these meetings, Deputy Director Elizabeth Glenn expressed great enthusiasm and support for this project. The BCDP explained that they had contacted the prior owners of the property many years ago with regard to developing Lyon Homes, and that prior ownership group had refused to consider any development/capital improvements. Lyon Homes has been on their radar as a prime site in need of capital/re-development ever since. The county has held a series of design charrettes and community meetings centered on ideas for

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improvement of the neighborhoods in this part of Turner Station. Ms. Glenn presented a county vision involving the addition of a couple of cross streets in the Lyon Homes layout to improve community walkability and access. These changes would likely allow a moderate increase in potential density at the property. Anecdotally, Ms. Glenn grew up in Turner Station. A meeting is scheduled with Ms. Marsha Parham, Executive Director of the Baltimore County Housing Office, with respect to securing project-based vouchers for the development. At the Baltimore County Affordable Housing Conference on June 17, 2014, Ms. Parham announced that the county was making hundreds of vouchers available on a project-based basis for the purpose of development and stabilization of affordable housing in Baltimore County. At this same meeting, Andrea Van Arsdale, Director of the County’s Department of Planning, announced that the county was committing $30,000,000 to development and preservation of affordable housing in Baltimore County over the next 10 years, including $6,000,000 in 2014. On June 13, 2014, Buc Thompson of the Baltimore County Lead Abatement Program conducted a preliminary inspection to assess the presence of lead at the property. Further review is currently being completed to assess the potential scope of lead abatement work at Lyon Homes and the availability of county grant funds to address this work. In collaboration with Baltimore County, a HUD Chapter 7 lead assessment will be performed in 2014 to support the abatement grant request. Lead abatement work would be timed/scheduled to coincide with the property rehabilitation. On June 27th a meeting is scheduled with the Baltimore County Department of Planning to discuss potential road/infrastructure changes at Lyon Homes to moderately increase density and improve the community through addition of county cross-streets. A series of community meetings for Lyon Homes residents and the greater Turner Station community are scheduled to begin in late summer/fall 2014. The purpose of these meetings is to provide information to the community with respect to development at Lyon Homes and to seek community feedback on design and programmatic considerations. State Financing: An initial development meeting has been held with the Maryland Department of Housing and Community Development (DHCD) with respect to the Lyon Homes development. DHCD provided feedback on the conceptual plan. At this meeting, Frank Coakely, Assistant Secretary of DHCD Division of Development Finance and Community Development Administration expressed support for the project and encouraged a follow-up meeting with DHCD as the development plans are further refined. A second pre-development meeting with DHCD will be scheduled when the design, construction plans, costs, and potential financing structure are more fully developed.

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Private Capital/Loan Financing: FHA/HUD 221(d)(4)-insured loans are currently being evaluated. Development Sponsorships/Champions The following is a list of county officials who have shown support for the project:

- Liz Glenn, Deputy Director, Neighborhood Improvement, Baltimore County Department of Planning

- Andrea Van Arsdale, Director, Baltimore County Department of Planning - Baltimore County politicians:

- John A. Olszewski Sr., Baltimore County Council Member, District 7; - Norman R. Stone Jr., Maryland State Senator, District 6; - John A. Olszewski Jr., Maryland Delegate, District 6; Maryland Senatorial Candidate,

District 6; & - Kevin Kamenetz, Baltimore County Executive.

Risk Assessment Our initial feeling is that this would be a good partner to work with as we know and have worked with key members of the current ownership. Also, it appears that the project is financial feasible if we could win 9% tax credits, and the project seems like it will score well in a 9% application. In addition, the owner said they had several discussions with County and State officials, including staff at MDDHCD, who awards the LIHTC, and all discussions have been very supportive of moving forward with the project. We would need to confirm that these discussions were indeed positive and that the project would have a good chance of being fully funded. Also, given this would be our first project in the Baltimore area and we will likely not be the long-term owner of the property, our goal would be to limit predevelopment financial commitments and guarantees that we normally give for these types of deals, unless we were compensated accordingly. Staff is requesting that the Board provide their thoughts on MHP participating in this project that is substantially outside of our normal geographic footprint and, if supportive of the concept, authorize staff to have further discussions with the owner to further flush out the feasibility of the project, and to negotiate a partnership structure, including roles and responsibilities.

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Lyon Homes Location Maps, Aerial Photo, Property Photo SITE SITE

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WATERFRONT PARK SENIOR CENTER SITE

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MHP BEALL’S, INC.

Date: Tuesday, July 22, 2014 Time: 7:45 p.m. Board Meeting Place: Pembridge Community Center

2315 Blueridge Avenue Wheaton, MD

RSVP: Please call April Clemons at 301-812-4115 AGENDA Resolution # 14-01 – Annual Election of Officers

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RESOLUTION 14-01

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP BEALL’S, INC.

The Board of Directors of MHP Beall’s, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP Beall’s, Inc. Alisa Smedley - President Christopher King – Secretary Linda Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this ______ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP BLAIR PARK APTS., INC.




37

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP BLAIR PARK APTS., INC.

The Board of Directors of MHP Blair Park Apts., Inc. (The "Corporation"), a Maryland corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP Blair Park Apts., Inc. Richard Smith – President Christopher King – Secretary Linda Kelly – Treasurer Robert Goldman – Vice President Jill Goodrich – Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this __________ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP DRHC, INC.




39

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP DRHC, Inc.

The Board of Directors of MHP DRHC, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP DRHC, Inc. Vicki Davis - President Evan Glass – Secretary Linda Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this _______ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP EDH, INC.




41

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP EDH, Inc.

The Board of Directors of MHP EDH, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP EDH, Inc. Tim Warner - President Vicki Davis – Secretary Linda Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this _______ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP GREAT HOPE HOMES, INC.



RSVP: Please call April Clemons at 301-812-4115

AGENDA

1. Resolution 14-02 –Annual Election of Officers

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RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP GREAT HOPE HOMES, INC.

The Board of Directors of MHP Great Hope Homes, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP Great Hope Homes, Inc. Cynthia Bar - President Jorgen Punda – Secretary Linda Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this _______ day of June 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP GREENWOOD TERRACE APTS., INC.



RSVP: Please call April Clemons 301-812-4115

AGENDA

1. Resolution #14-02 – Annual Election of Officers

45

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP GREENWOOD TERRACE APTS., INC.

The Board of Directors of MHP Greenwood Terrace Apts., Inc. (The "Corporation"), a Maryland corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP Greenwood Terrace Apts., Inc. Stephen Holmquist - President Richard Smith – Secretary Linda Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this ________ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP HALPINE, INC.




47

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP Halpine, Inc.

The Board of Directors of MHP Halpine, Inc. (the "Corporation"), a Maryland corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a Maryland corporation that serves as the general partner for the owner of Halpine Hamlet located at 5501-5531 Halpine Place, Rockville, MD; and WHEREAS, the Board of Directors of the Corporation is required to elect officers to serve until their respective successors shall be elected and qualified, or as otherwise stated in the Corporation’s bylaws; NOW THEREFORE, BE IT RESOLVED, the Board of Directors of the Corporation elects the following officers: MHP Halpine, Inc. Vicki Davis – President Gene Sachs - Secretary Linda Kelly – Treasurer Robert A. Goldman - Vice President Jill Goodrich – Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President, Secretary, and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this _______ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP LANDING’S EDGE, INC.




49

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP LANDINGS EDGE, INC.

The Board of Directors of MHP Landing's Edge, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP Landing's Edge, Inc. Jorgen Punda - President Lilian Catalina Chavariagga – Secretary Linda Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this ________ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP MAPLE TOWERS, INC.




51

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP MAPLE TOWERS, INC.

The Board of Directors of MHP Maple Towers, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP Maple Towers, Inc. Evan Glass - President Stephen Holmquist – Secretary Linda Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this ________ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP MPDU RENTAL, INC.



RSVP: Please call April Clemons at 301-812-4115 AGENDA

1. Resolution 14-01 – Annual Election of Officers

53

RESOLUTION 14-01

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP MPDU RENTAL, INC.

The Board of Directors of MHP MPDU Rental, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP MPDU Rental, Inc. Mike Schlegel - President Matt Leydig – Secretary Lind Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this _______ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP MPDU RESALE, INC.





55

RESOLUTION 14-01

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP MPDU RESALE, INC.

The Board of Directors of MHP MPDU Resale, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP MPDU Resale, Inc. Mike Schlegel - President Matt Leydig – Secretary Linda Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this ________ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

\\mhp-dc\data\Board\RESOLUTIONS\MHP MPDU Resale, Inc\MHP MPDU RESALE Resolution 14-01 (Subcorp Officers).doc 56


MHP PARKVIEW MANOR, INC.




57

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP PARKVIEW MANOR, INC.

The Board of Directors of MHP Parkview Manor, Inc. (The "Corporation"), a Maryland stock corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers:

MHP Parkview Manor, Inc. Stephen Holmquist - President Gene Sachs - Secretary Linda Kelly – Treasurer Robert A. Goldman - Vice President Jill Goodrich – Assistant Secretary

BE IT FURTHER RESOLVED, that the President, Vice President, and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Directors by its Assistant Secretary this ________ day of July, 2014. ________________________________ Jill Goodrich, Assistant Secretary

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MHP PARKVIEW TOWERS, INC.




59

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP Parkview Towers, Inc.

The Board of Directors of MHP Parkview Towers, Inc. (The "Corporation"), a Maryland corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers:

MHP Parkview Towers, Inc. Gene Sachs - President Cynthia Bar - Secretary Linda Kelly – Treasurer Robert A. Goldman - Vice President Artie Harris – Vice President Jill Goodrich – Assistant Secretary

BE IT FURTHER RESOLVED, that the President, Vice President, and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Directors by its Assistant Secretary this ________ day of July, 2014. . ________________________________ Jill Goodrich, Assistant Secretary

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MHP PEMBRIDGE, INC.



RSVP: Please call April Clemons 301-812-4115

UAGENDA

1. Resolution #14-02 – Annual Election of Officers

61

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP PEMBRIDGE, INC.

The Board of Directors of MHP Pembridge Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP Pembridge Inc. Gene Sachs - President Alisa Smedley - Secretary Linda Kelly - Treasurer Robert Goldman – Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this ________ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP SCATTERED SITE, INC.




1. Resolution 14-01 – Annual Election of Officers 2. Audited Financial Statement FYE 12/31/13

63

RESOLUTION 14-01

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP SCATTERED SITE, INC.

The Board of Directors of MHP Scattered Site, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014 the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP Scattered Site, Inc. Christopher King - President Cynthia Bar – Secretary Linda Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this ________ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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MHP SSLR, INC.





65

RESOLUTION 14-04

RESOLUTION OF MHP SSLR, INC.

The Board of Directors of MHP SSLR, Inc. (The "Corporation"), a Maryland stock corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is required to elect Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers:

MHP SSLR, Inc. Cynthia Bar – President Robert A. Goldman - Vice President Artie Harris, Vice President Linda Kelly – Treasurer Gene Sachs - Secretary Jill Goodrich – Assistant Secretary

BE IT FURTHER RESOLVED, that the President, Vice President, and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Directors by its Assistant Secretary this ______ day of July 2014. ________________________________ Jill Goodrich, Assistant Secretary

66


MHP TAKOMA, INC.



RSVP: Please call April Clemons 301-812-4115 AGENDA


67


MHP Takoma, Inc.

The Board of Directors of MHP Takoma, Inc. (the "Corporation"), a Maryland corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a Maryland corporation acting as the managing member of MHP TPP, LLC; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors of the Corporation elects the following officers: MHP Takoma, Inc. Mary Sokolowski - President Stephen Holmquist - Secretary Linda Kelly – Treasurer Robert A. Goldman - Vice President Jill Goodrich – Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President, Secretary, and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this ________ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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68


MHP TOWN CENTRE, INC.




69

RESOLUTION 14-02

RESOLUTION OF THE BOARD OF DIRECTORS OF MHP TOWN CENTRE, INC.

The Board of Directors of MHP Town Centre, Inc. (The "Corporation"), a Maryland non-profit corporation, hereby adopts by majority vote of the Board of Directors of said Corporation on July 22, 2014, the following resolution: WHEREAS, the Corporation is a nonprofit housing organization doing business in Montgomery County, Maryland; and WHEREAS, the Corporation is required to appoint Officers at its annual meeting; NOW THEREFORE, BE IT RESOLVED, the Board of Directors appoints the following Officers: MHP Town Centre, Inc. Matt Leydig - President Vicki Davis – Secretary Linda Kelly - Treasurer Robert Goldman - Vice President Jill Goodrich - Assistant Secretary BE IT FURTHER RESOLVED, that the President, Vice President and Assistant Secretary are authorized to sign, execute, and acknowledge, in the name of the Corporation, deeds, mortgages, bonds, contracts, or other instruments, authorized by the Board of Directors. IN WITNESS WHEREOF, this certification has been signed on behalf of the Corporation by its Assistant Secretary this ________ day of July 2014. _________________________________ Jill Goodrich, Assistant Secretary

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PRESIDENT'S REPORT

1. Parkview Towers (125 units) – Hamel Builders (the contractor) is currently scheduled to complete

construction in early August. Working from the top of the building down (two floors at a time), they have

completed 96 units (floors 11 through 4), and are currently working on floors 3, 2 and 1.

2. Silver Spring Library Residential Project (149-units; mixed family/seniors) – We received HUD’s

financing commitment (for the permanent loan)—the final major piece of the financing puzzle—on June

5th

. We expect to close on the financing and begin construction by August 2014—approximately 30 to 45

days later than we anticipated.

3. 8808 Glenville Road (4 units) – We received building permit approval in late June in anticipation of

starting construction by August. CM Parker’s construction bid recently came in substantially over our

budget. We are currently evaluating ways to reduce costs and potentially obtain additional funding for

the project.

4. Nolte II: 610-614 Silver Spring Avenue (15 units in three buildings) - CM Parker (the contractor)

completed the first building in early June. The project will be completed in October.

5. Olney Springs (114 for-sale homes) – Since early June, 19 more homes have been settled on and

occupied for a total of 79. In addition, 11 homes are under construction. Three lots, located in areas of

temporary storm water management ponds, remain to be sold.

6. Amherst Square (125 units) & Amherst Gardens (22 units) – Staff is evaluating the feasibility of

refinancing and rehabbing and/or redeveloping these MHP properties located in Wheaton. Staff plans to

present a proposal to the real estate committee and board in September.

7. Lyon Homes (242 units in Dundalk, MD) – Staff is evaluating the feasibility of helping the owner

refinance and rehab the property using Low Income Housing Tax Credits. Staff had a brief discussion

with the real estate committee in June about this, and plans to have a discussion with board at the July

meeting.

8. MPDU Rentals - Staff plans to purchase two existing MPDU’s in Clarksburg (Gateway Commons

Subdivision) in late July. We will use the units as rentals.

9. Financial Literacy Training—In April, staff conducted financial literacy workshops at Pembridge.

Thirteen people (all Spanish speaking; ten females and three males; all but one MHP residents) attended

the workshops.

10. Neighborhoods – The Council awarded MHP a contract for $120,000 in the FY15 Budget, beginning in

December, to continue our neighborhood revitalization work. On June 6th

we concluded our Spring

Green Club in Mckendree. Our summer program started on July 7th, and is scheduled to conclude with a

cleanup and National Nights Out event on August 5th

. On June 7th

we held a ribbon cutting in Long

Branch for our Flowers on Flower Avenue project, celebrating the installation of 40 flower baskets on the

Flower Avenue light poles, and the toucan mural outside of el Golfo. On June 17th

, MHP participated in a 71

County Executive Candidates Ask event with Action in Montgomery, bringing over 30 of our residents.

Leggett committed to dedicating 2.5% of property tax revenue for housing, and supporting the

development of a minimum of 1,000 units of affordable housing a year. Shalleck proposed funding

affordable housing by privatizing the liquor market. MHP has received a grant from the Community

Development Network (CDN) of Maryland to work with the Housing Initiative Partnership. Jointly, we

will develop a comprehensive database of community development organizations in Montgomery and

Prince George’s Counties, plan and execute quarterly meetings, and serving as a voice for this region in

CDN’s advocacy efforts. We are also sad to be saying goodbye to our two amazing VISTA members,

William Chin and Shqipe Kajtazi, who will be completing their one year of service with us in August.

We were awarded two new VISTA slots, and will be welcoming Edgar Alvarado and Armando Sullivan

to MHP on September 2nd

.

11. Fundraising – MHP received a grant of $100,000 from E-trade. We were also awarded $30,000 from

the Bank of America Foundation, $20,000 from the Meyer Foundation and $55,000 from Enterprise. The

tours have been continuing; we recently had a house reception/road show in Bethesda and a Road Show

at Humphrey Management Company. MHP had a successful cultivation event at the Big Train baseball

park at Cabin John. We invited about 100 people for a picnic and baseball game.

12. MHP 25th

Anniversary Breakfast – The date for the breakfast has been set for Wednesday, October

29th

at the Silver Spring Civic Center.

13. Community Life – Camp has begun. The Play and Learn camps are scheduled in the mornings from 9 to

12 for 7610 Maple, Amherst, Gilbert, and Great Hope Homes. The elementary age campers attend from

1pm to 5 pm. All camps are fully-enrolled. Amherst, Glenville, Great Hope Homes, Greenwood, and

Pembridge camps run from June 30th to July 31st. Camp Wings started Monday, June 23rd. We were

unable to recruit all the boys for both scheduled camps, even after the staff went door to door, sent out

flyers to the residents several times, and the partners did a community event last month. The staff was

only able to recruit 15 participants. As a result, we canceled Greenwood’s camp and decided to open

7610 Maple only. This camp is for five weeks and ends July 25, 2014.

14. Asset Management – We were able to successfully negotiate a reduction of the tax assessment on

Parkview Manor prior to a hearing with the Maryland Tax Court. Interviews have been conducted for the

Assistant Asset Manager position and we are now down to two potential candidates and hope to have

someone start within the next few weeks. Property insurance for the portfolio was renewed in April and

although a couple of the properties had an increase in premium due to losses within the last three years,

the overall cost was $4,000 less than 2013.

72

UNAUDITED UNAUDITEDINTERNAL

U S E

ASSETS:Cash and cash equivalents (see attached detail) 6,923,149$ Accounts receivable 202,892Accounts receivable Development Fee (current) 375,425Interest Receivable Affiliates Notes 208,336Prepaid expenses and deposits 91,372

Furniture, equipment, improvements+ loan fees 345,683 Less: Accumulated depreciation + amortization (101,278) Net fixed assets 244,406Loans to affiliates NW revolving funds 379,452Deferred Development fees receivable 789,037Notes receivable Affiliates NW funds Unrestricted 566,365Notes receivable Affiliates NW funds Restricted 2,697,314Notes receivable and subsidiary loans 2,728,251 TOTAL ASSETS 15,205,997$

LIABILITIES and NET ASSETSAccounts payable and accrued expenses 85,333Accrued payroll and payroll costs / benefits 83,394Deferral of rent payable + Grants Recpts.in Advance 108,346Notes payable 1,378,272Notes payable Forgivable 191,100 Total liabilities 1,846,446

Unrestricted Net assets 8,848,117 MHP Restricted Net assets Playground Fund 1,600 Temporary Restricted Net Assets 73,117 NeighborWorks Unrestricted Net Assets 1,723,668NeighborWorks Permanent Restricted Net Assets 2,713,049 Total net assets 13,359,551

TOTAL LIABILITIES and NET ASSETS $15,205,997 -

Montgomery Housing Partnership, Inc.Summary Balance Sheet

June 30, 2014

73

UNAUDITEDINTERNAL USE ONLY

Prior Year - May 2013 2014 Total

ACTUALS BUDGET VARIANCE ACTUALS Annual Budget REVENUES (Unrestricted)

Development fees 20,743 514,000 (493,258) 546,522$ 2,470,000$ Government Contract Income 214,924 240,000 (25,076) 71,447 438,000

* Donations and Grants 688,351 249,200 439,151 332,176 607,500 Fees from Affiliated Entities 295,246 1,157,076 (861,830) 1,003,199 1,960,000 Special events - Golf * 28,570 52,100 (23,530) 44,155 50,000 Gain from debt forgiveness 1,314 Interest and investment income 72,989 446,000 (373,011) 193,473 841,000 Other income 5,353 60 5,293 4,546 11,000

TOTAL REVENUES 1,326,176 2,658,436 (1,332,260) 2,196,832 6,377,500

EXPENSESSalaries and Benefits 1,347,845 1,436,512 88,667 1,285,523 3,146,700 Community Life Prog. 179,834 203,508 23,674 95,825 389,200 Program services 110,405 174,460 64,055 98,093 374,100 Fundraising 17,547 20,200 2,653 22,662 68,000 Overhead / Facility costs 279,063 288,728 9,665 235,095 573,000 Interest Expense on Notes - Equity Fund 35,628 74,800 39,172 1,737,198 525,800

TOTAL EXPENSES 1,970,323 2,198,208 227,885 3,474,396 5,076,800

Increase in Net Assets Accrual Basis (644,147)$ 460,228$ (1,104,375)$ (1,277,564) 1,300,700

Net Change12/31/13 06/30/14 Increase

UNRESTRICTED CASH Wells Fargo Operating & Sweep Insvtmt Acct. 3,899,335$ 2,609,796$

M & T (temp. depository) 200,190 106,653

Bank of America checking acct. 409,728 775,785

Less Temp. Restricted Portion (4,660) (276,600)

Bank of Amer. Money Market 97,384 97,394

Capital One Money Market 241,415 241,652

Capital One CDARS Account 882,000 882,000

Wells Fargo Securities ( Cash Deposit ) 3,653 3,653Cash Held 20,878 - Petty cash Accounts ( 2 ) 316 316 Total Unrestricted Operating Cash 5,750,239 4,440,649

CASH INVESTED IN TIME DEPOSITS (Over 90 days maturity)

Wells Fargo Securities ( CDs) nvestmen 1,517,777 1,520,709P N C (Certificate) 103,245 103,503United Bank ( Certificates ) 115,862 115,862Sandy Spring ( Certificate 110,756 110,770

1,847,640 1,850,844

Year 2014 To Date

Montgomery Housing Partnership, Inc.Statement of Revenues and Expenses

For 06 Month Ending June 30, 2014

74

LETTER of CREDIT BANK ACCTS. OFFSET BY LOANS* Bank of Amer. Deposit Acct 0 0

Bank of Amer. Halpine 0 0First Utah Bank 228,141 228,375Loan Loss Reserve Utah 50,000 50,000

Total Collateralized Letter of Credit accounts 278,141 278,375

PERMANENTLY RESTRICTED CASH 0

Bank of America checking acct. 2013 Receipt 275,000

TEMPORARY RESTRICTED CASHWells Fargo IDA Checking 62,410 62,431

Citibank IDA Master Acct 14,250 14,250Playground Fund 4,660 1,600Comm. Life Fundraising event

Total Temp. Restricted Cash 81,320 78,281

7,957,340$ -$ 6,923,149$ Dec. 31, 2013 Total 7,957,340$

Increase (Decrease) in Cash Balances (1,034,191)$

06/30/14

UNRESTRICTED CASH Checking, savings 4,440,649

UNRESTRICTED CASH INVESTED IN TIME DEPOSITS 1,850,844

LETTER of CREDIT BANK ACCTS. OFFSET BY LOANS 278,375

RESTRICTED CASH 275,000RESTRICTED CASH 1,600RESTRICTED CASH (IDA program) 76,681

Total Cash of MHP 6,923,149

LESS: Cash with restricted access: Cash Collateral bank ac 278,375

Restricted Cash N W & 78,281 (356,656)

Unrestricted Cash Balances 6,566,494

Included in Unrestricted Cash balances:

N W Revolving Loan Fund undistributed cash 443,929Note Payable MAHT Grant Bealls 50,000

Rita Morgan Trust Note Payable 25,000Note Payable Calvert Fund $500,000, undistributed portion 500,000 Cash included in Bank accounts with obligations / indebtedness (1,018,929)

MHP Cash without Indebtedness/restriction/obligation 5,547,565

MHP Notes Payable, Funds Loaned to AffiliatesNote Payable NWA-Salt Lake - Purchase N. Fred. Ave. 1,000,000Note Payable Calvert Fund $500,000, (Distributed Portion) 0

75

Indebtedness of MHP, passed through to affiliates 1,000,000

M H P Loan GuaranteesS S I BB&T MPDUs 350,000

Construction Loan Guaranty

Aquisition Debt Guaranty 439 & 425 N.Fred. Ave 5,700,000

Aquisition Debt Guaranty Parkview Towers 8,016,850MPDU Rental, Inc. Guaranty 250,000Operating Deficit Guaranty Gilbert Highlands 381,000

Maple Towers 220,000Edinburgh Hse. 250,000Halpine Hamlet 357,000

Total MHP Guarantees & Repayable Loans 16,524,850

76

Fundraising Goals & Achievements 2014For month ending June 30, 2014

2011 Goal 2011 Actual 2012 Goal 2012 Actual 2013 Goal 2013 Actual 2014 Goal 2014 Actual

Individual Giving

Major Gifts ($1,000+) 60,000 47,627 50,000 53,360 50,000 74,190 94,000 7,000

Individual Gifts (< $1,000) 24,500 12,740 20,000 32,058 20,000 47,659 56,000 4,437

Individual Gifts (Breakfast Event)

Workplace Giving 3,500 3,493 3,500 3,943 4,500 2,661 3,000 2,470

Subtotal 88,000 63,860 73,500 89,361 104,500 124,510 153,000 13,907

Corporate Giving

Corporate Sponsor 66,500 80,000 50,000 105,000 50,000 76,000 90,000 65,000

Corporate gifts – non-sponsor 500 7,813 10,000 7,951 17,000 4,404 10,000 2,750

Corporate gifts – tax credits 3,000 6,000 13,000 26,000 20,000 26,000 26,000 -

Corporate gifts - Breakfast event 10,000 2,500 10,000 1,000

In Kind Gifts 30,753 33,139 25,793 26,000 36,000

Subtotal 70,000 124,566 73,000 182,090 127,000 134,697 162,000 104,750

Organizations -

Faith-based Organizations 6,500 2,000 6,500 2,800 4,500 3,300 3,500 -

Civic Organizations 1,000 23,447 1,000 2,271 2,500 1,225 1,500 250

Subtotal 7,500 25,447 7,500 5,071 7,000 4,525 5,000 250

Foundations -

Fannie Mae 5,000 33,514 34,000 34,205 - 21,150 - -

Foundation grants-programs 520,000 357,700 325,000 400,545 405,000 319,780 435,000 113,750

Neighborwworks 491,944

Subtotal 525,000 391,214 359,000 434,750 405,000 340,930 435,000 605,694

Government

Government contracts 220,000 224,779 220,000 173,542 142,000 222,986 438,000 214,924

Government grants - Debt Draw 160,000 12,227 100,000 8,403 2,502 - Subtotal 380,000 237,006 320,000 181,945 142,000 225,488 438,000 214,924

Events

Community Life 2,000 500 2,000 -

Golf Tournament 40,000 43,475 45,000 53,106 60,000 44,655 50,000 28,570

-

Subtotal 42,000 43,975 47,000 53,106 60,000 44,655 50,000 28,570

TOTAL 1,112,500$ 886,068$ 880,000$ 946,323$ 845,500$ 874,805$ 1,243,000$ 968,095$

CAPITAL FUNDING 2011 Actual 2012 Actual 2013 Actual 2014 Actual

Restricted Donation -Playground Fund 50,010$ 9,340$

NCI Capital Funding 240,000$ 41,456$

NW Capital Funding $730,000 $337,500 $275,000 $275,000TOTAL CAPITAL FUNDING $730,000.00 $387,510.00 $524,340.00 $316,455.75

77

Name Type of Funding Ask Submitted Purpose Decision Award Received Notes

Received in 2014:M&T Charitable Corporate Foundation $5,000 CL Rec'd $ 5,000 1/17/2014TD Bank Foundation $10,000 11/22/2013 Affordable housing work Rec'd $ 10,000 3/12/2014Citi CRA Corporate $25,000 2/28/2014 Multi-family housing development Rec'd $ 25,000 3/31/2014Comm Foundation NCR (Sharing Fund) Foundation

$10,000 8/1/2013 CL approved 3/28/14 $ 10,000 4/7/2014

Takoma Park CDBG Foundation $5,000 9/24/2012 CL - 7610 Maple approved 2012 $ 3,891 6/30/2014 Final payment receivedTotal: 53,891$ Approved in 2013 or 2014: Will receive in 2014.CDBG - Montgomery County

Gov't $45,000 9/21/2012 Play and Learn approved May 2013 $ 35,000 Funds will come in through reimbursements

Mont County Council Gov't $150,000 1/17/2013 Neighborhoods 100K, CL 50K pproved May 2013 $ 15,000 Funds will come in through reimbursements

Enterprise Foundation $50,000 5/24/2013 TOD - Shared Progress Collaborative approved 6/13/13 $ 50,000 Funds will come in through reimbursements

Maryland State Department of Educ, 21st C. Comm Learning Centers

Gov't $285,360 4/30/2013 2 learning centers approved July 2013 $ 256,400 Funds will come in through reimbursements

CITC (2nd Round 2013-14)

Gov't $10,000 8/26/2013 CL approved Nov 2013 $ 10,000 $1000 tax credits balance

EnterpriseFoundation

$77,000 10/15/2013 Asset Management approved 10/31/13 $ 72,179 Funds will come in through reimbursements

CITC (1st round 2014-15) Gov't

$50,000 8/7/2013 Tax Credits for CL 2014-15 approved Dec 2013 $ 30,000 Incentives donor giving to our CL programs

NW Foundation $300,000 10/11/2013 Org. Underwriting approved 2/24/14 $ 82,057 NW Foundation $300,000 10/11/2013 Real Estate - Capital approved 2/24/14 $ 275,000 St. Marks Church $2,000 2/24/2014 CL approved 2/24/14 $ 1,500 Mont County CDBG Gov't $45,000 9/23/2013 CL approved 5/16/14 $ 45,000 Received Grant Agreement 7/3Meyer Foundation $25,000 1/10/2014 Policy work approved 5/2/14 $ 20,000 Mont County Council/County Executive Gov't

$50,000 1/15/2014 CL approved 5/16/14 $ 50,000 Received Grant Agreement 7/3

Mont County Council Gov't

$100,000 1/15/2014 Neighborhoods approved 5/16/14 $ 120,000

Bank of America Foundation $30,000 5/8/2014 Affordable housing work approved 6/18/14 $ 30,000 Etrade $100,000 5/15/2014 Affordable housing work approved 7/2/14 $ 100,000

Enterprise IntegratedFoundation

$225,000 5/7/2014RE Capacity, Long Branch TOD and acquisition, SSLR AND Comm Life - Senior Health)

approved 7/7/14 $55,000

Total: $ 1,247,136

Pending:Weinberg Foundation $2M 4/4/2014 SSLR

NW TA Foundation

approx $18,000 total

5/12/2014MHP Emergency Prep, CL Outcomes tracking, MHP video

Wells Fargo Foundation $20,000 5/22/2014 CL

78

River Road Church $1,500 5/29/2014 CL

NW Round 2 Foundation

$185,000 total 6/2/2014 Neighborhoods- Conn Estates, Long Branch public arts, SSLR and CL- Health

CompassNonprofit

pro bono consultant

6/10/2014 Fundraising/marketing consultant

Cafritz Foundation $50,000 7/1/2014 Long Branch community arts

79

Board Calendar July—September 2014

June 30—July 31 Summer Enrichment Program runs through July 31 at several sites in Wheaton,

Silver Spring, and Takoma Park. Each site will have an end of camp party on

Wed, July 30. VOLUNTEERS NEEDED. Contact Sulema at smiddle-

[email protected].

July 1—30 Annual Back to School Backpack Drive—Nearly 300 students enrolled in

MHP’s Summer Enrichment Program and camps will receive backpacks, school

supplies, and new books from donors. Contact Lesia at [email protected].

July 22 Board Meeting—6:30 pm at Pembridge Square Community Center, 2315

Blueridge Avenue, Wheaton. RSVP to April at [email protected].

August No Board Meeting.

August 5 National Night Out—Several MHP communities will host community block par-

ties, including Dring’s Reach, Beall’s Grant, and 425/439 N. Frederick Ave. Con-

tact Jim Miller at 301-812-4117.

August 5 McKendree Cleanup—Time TBD. The McKendree Green Club will host a sum-

mer cleanup of the neighborhood as part of National Night Out celebrations.

VOLUNTEERS NEEDED. Contact Jose at 301-812-4120.

August 13 Building Dreams Tour—8:30 am at Greenwood Terrace Community Center, Sil-

ver Spring. RSVP to Jose at [email protected].

August 28 Building Dreams Tour—8:30 am at 7610 Maple Community Center, Takoma

Park. RSVP to Jose at [email protected].

August 25 School year resumes for Montgomery County Public Schools

September 8 Community Life Programs Resume for the fall.

September 10 Building Dreams Tours—8:30 am at Pembridge Square Community Center.

2315 Blueridge Avenue, Wheaton. RSVP to Jose Gonzalez at 301-812-4120.

September 23 Board Meeting and Dinner—Dinner welcoming new Board members at 5:30

pm. Meeting will start at 6:30 pm.. Pembridge Square Community Center, 2315

Blueridge Avenue, Wheaton. RSVP to April Clemons at 301-812-4115.

September 24 Building Dreams Tour—12:30 pm at Greenwood Terrace Community Center,

Silver Spring. RSVP to Jose at [email protected].

October TBD Board Meeting —New Board Member Orientation, 6:30 pm at Pembridge Square

Community Center, 2315 Blueridge Avenue, Wheaton. RSVP to April Clemons at

[email protected].

October 29 MHP’s 25th Anniversary Breakfast—8:00—9:00 am, Registration starts at 7:30

at Silver Spring Civic Building. TABLE CAPTAINS NEEDED. Contact Rob or

Jose at [email protected]. 80

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