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Vermont Housing & Conservation Board MINUTES Central Vermont Chamber of Commerce 963 Paine Turnpike Road, Berlin, Vermont Wednesday, May 11, 2016 Board Members: Neil Mickenberg, Billy Coster (designee of Deb Markowitz), David Marvin, Emily Wadhams, Joshua Laughlin, Sarah Carpenter, Tom Yahn, Diane Bothfeld (designee of Chuck Ross), Hannah Sessions VHCB Staff: Gus Seelig, Karen Freeman, Elizabeth Egan, Anne Duffy, Marcy Christian, Larry Mires, Polly Nichol, Pam Boyd, Amanda Moshinskie Moran, Dan Herman, Ariane Kissam, Willa Davidian, Kathleen Kanz, Jenny Hyslop, Jen Hollar, Craig Peltier, Beth Schwarz, Nancy Everhart, Ethan Parke, Kris Hammer, Ron Rupp Others Present: Bob Heiser (Vermont Land Trust); Kathy Beyer, Amy Dohner, Matt Moore (Housing Vermont); Amy Demetrowitz (Champlain Housing Trust); Jesse Bridges (Burlington Parks, Recreation, and Waterfront); John Hollar (Mayor of Montpelier); Eileen Peltier (Downstreet Housing & Community Development); Tim Palmer (Housing Foundation Inc.), Richard Williams, Susan Kuegel (Vermont State Housing Authority); Connie Snow, Peter Paggi (Windham & Windsor Housing Trust); Stephanie Lane (Shires); Cindy Reid, Miranda Lescaze (Cathedral Square Corp), Ken Braverman (Snyder Braverman); Cindy Jerome (Holton Homes),Dennis Frehsee (Architect); Marjorie Power, Karen Lane (Barre Historical Society) Neil Mickenberg called the meeting to order at 9:45 am. PROJECT PRESENTATIONS French Block, Montpelier – Downstreet & HVT Downstreet Housing & Community Development (Downstreet) and Housing Vermont have requested a total of $375,000 in VHCB funds and $225,000 in HOME funds to purchase and rehabilitate the second and third story of the French Block, a historic building in downtown Montpelier, and create eighteen new apartments. James French built the structure that bears his name in 1875 after a fire had destroyed the existing buildings on the lot. The National Historic Register lists this Italianate style brick building as a contributing structure in the Montpelier Historic District. Businesses have occupied the first floor for most of the building’s history, and the second and third floors contained residential apartments originally. However, the top two floors have been unoccupied since the 1940’s and the space now requires significant rehabilitation. The city has been searching for a developer to renovate this space into housing for almost twenty years. Downstreet and Housing Vermont feel that they have developed a feasible plan to create a mixture of efficiency and one-bedroom apartments. This project achieves important community development objectives for the City of Montpelier: creating new housing, transforming vacant space into net new units and renovating an important historic

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Vermont Housing & Conservation Board

MINUTES Central Vermont Chamber of Commerce

963 Paine Turnpike Road, Berlin, Vermont Wednesday, May 11, 2016

Board Members: Neil Mickenberg, Billy Coster (designee of Deb Markowitz), David Marvin, Emily Wadhams, Joshua Laughlin, Sarah Carpenter, Tom Yahn, Diane Bothfeld (designee of Chuck Ross), Hannah Sessions VHCB Staff: Gus Seelig, Karen Freeman, Elizabeth Egan, Anne Duffy, Marcy Christian, Larry Mires, Polly Nichol, Pam Boyd, Amanda Moshinskie Moran, Dan Herman, Ariane Kissam, Willa Davidian, Kathleen Kanz, Jenny Hyslop, Jen Hollar, Craig Peltier, Beth Schwarz, Nancy Everhart, Ethan Parke, Kris Hammer, Ron Rupp Others Present: Bob Heiser (Vermont Land Trust); Kathy Beyer, Amy Dohner, Matt Moore (Housing Vermont); Amy Demetrowitz (Champlain Housing Trust); Jesse Bridges (Burlington Parks, Recreation, and Waterfront); John Hollar (Mayor of Montpelier); Eileen Peltier (Downstreet Housing & Community Development); Tim Palmer (Housing Foundation Inc.), Richard Williams, Susan Kuegel (Vermont State Housing Authority); Connie Snow, Peter Paggi (Windham & Windsor Housing Trust); Stephanie Lane (Shires); Cindy Reid, Miranda Lescaze (Cathedral Square Corp), Ken Braverman (Snyder Braverman); Cindy Jerome (Holton Homes),Dennis Frehsee (Architect); Marjorie Power, Karen Lane (Barre Historical Society) Neil Mickenberg called the meeting to order at 9:45 am. PROJECT PRESENTATIONS French Block, Montpelier – Downstreet & HVT Downstreet Housing & Community Development (Downstreet) and Housing Vermont have requested a total of $375,000 in VHCB funds and $225,000 in HOME funds to purchase and rehabilitate the second and third story of the French Block, a historic building in downtown Montpelier, and create eighteen new apartments. James French built the structure that bears his name in 1875 after a fire had destroyed the existing buildings on the lot. The National Historic Register lists this Italianate style brick building as a contributing structure in the Montpelier Historic District. Businesses have occupied the first floor for most of the building’s history, and the second and third floors contained residential apartments originally. However, the top two floors have been unoccupied since the 1940’s and the space now requires significant rehabilitation. The city has been searching for a developer to renovate this space into housing for almost twenty years. Downstreet and Housing Vermont feel that they have developed a feasible plan to create a mixture of efficiency and one-bedroom apartments. This project achieves important community development objectives for the City of Montpelier: creating new housing, transforming vacant space into net new units and renovating an important historic

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building downtown. It meets the dual goals contained in VHCB’s mission of creating affordable housing and conserving and protecting historic properties. The space will require extensive construction work, including removal of hazardous materials, reconfiguration of the existing units, adding insulation and mechanical systems. The developers will construct a private, accessible entrance in the rear of the building to access the second and third floors that will also include an elevator. The developers plan to retain features such as molded trim, internal stairs, and skylights and keep the existing flat rubber membrane roof in place. The developers will install energy efficient water heaters, a heat pump system and LED lighting throughout; continuous air sealing at the envelope, including walls, roof and windows, will be implemented from second floor to roof. Some structural work to the entire building to ensure adequate capacity for the heavier loads in the upper stories is also required; the sellers reduced the purchase price by $50,000 to compensate for this additional work. John Hollar, the Mayor of Montpelier, Eileen Peltier (Downstreet), Kathy Beyer (Housing Vermont) presented the project. John talked about how housing fits into Montpelier’s priorities in their master plan and how important this project is to the plan. Montpelier has a housing trust fund that helps financially to fund these projects. The new Taylor Street project also fits into this overall plan. There is a strong need for more housing units downtown. Eileen presented the specifics of the project. It is a great location right in the middle of the city. Kathy added that the market study that was done showed the very strong need for housing in the city. They addressed the issues with the National Park Service and Division for Historic Preservation. Since they are applying for a historic tax credit there are several issues that will need to be addressed. They are working on a windows study and also are looking at the Park Service’s requirement to preserve the stairways in the building. Emily asked about the floor plan and the plan that will retain the stairs for the most part. Eileen explained that the preservation of the stairs did reduce the size of some of the units a bit, but they thought the unit space still worked. Neil asked about the parking issues. The City of Montpelier is committed to figure out the parking and will work out with the partners on this issue. Billy asked about the possibilities of hooking into the city heat district system. It is still a possibility under discussion. Tom asked about the one bedroom rent rate vs efficiencies and Kathy explained that the survey showed a strong market for both and that the rent differential depends on whether the apartment is tax credit or market rate. Putney Landing, Putney – WWHT & HVT Windham & Windsor Housing Trust and Housing Vermont (“Developers”) have requested funds for Putney Landing which is a dual-goal project involving new construction and historic rehabilitation, on two separate sites in Putney. On Old Depot Road, a 5.2 acre underutilized site at the southern edge of the village, the developers propose new construction of 18 family rental apartments. This development will consist of three residential two-story town-house style buildings arranged around a central green. The site is within a ½ mile walk of the Putney Food Coop, community gardens, library, and a post office and is served by public transportation. The energy efficient design includes a central biomass system for heat and domestic hot water.

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The Noyes House, located on Kimball Hill, is a historic village property currently comprised of 8 Single Room Occupancy (SRO) Units. This 2 ½ story Georgian Plan house was the boyhood home of John Humphrey Noyes. The house stands prominently atop Kimball Hill, facing the village below. This existing project will be reconfigured to provide 4 one-bedroom apartments and 3 SRO units with supportive services. The acquisition and preservation of this site protects VHCB’s prior investment, prevents the risk of loss of two project based subsidies at the site, and preserves a unique and visible village historic property. Connie Snow (WWHT), Peter Paggi (WWHT), and Matt Moore (HVT) presented the project. The project is addressing affordable housing in Putney and the historic preservation of the Noyes House as affordable housing. There will be a net gain of new family apartments in Putney and there is a very strong demand for these apartments. There was an information session in March and it showed very strong support from the community for the project. Between the two sites there will be primarily family units with three townhouses buildings in addition to the Noyes house. They did not get 9% tax credits in this allocation round but hope to get them in the future. They are still confident enough to move the process forward and will be back in early 2017 with a permitted project with more funding in place. Sarah asked about the single rooms having shared baths and Matt explained that they do. Neil asked about the homelessness issue and how this project is addressing this concern. One of the units has been set aside for the formerly homeless population. Gus noted that the Noyes House would have been lost as affordable housing if Windham & Windsor Housing Trust was not willing to step forward. Putney Cares will continue to operate its community building. Battenkill North, Bennington, Arlington, Shaftsbury – Shires & HVT Shires Housing and Housing Vermont (“Developers”) have requested $265,000 in VHCB and $240,000 in HOME funds for the preservation and rehabilitation of seven buildings involved in two previous low income housing tax credit partnerships (North Bennington Arts, LP and Battenkill Apartments, LP). The properties from these two previous partnerships are being re-syndicated into one new partnership to create an economy of scale in order to reduce syndication, administrative and operating costs as well as vacancy losses. The North Bennington Arts properties (102 Pleasant Street and 212 Safford Street in Bennington, 1930 and 1956 VT Route 67 in Shaftsbury) are the highest energy consumers in the Housing Vermont portfolio; their energy costs total $229 per unit per month. The vacancy rate at the buildings in Battenkill Apartments (30 Battenkill Lane, 409 and 431 VT Route 313W) has been high due to having just eight units in three buildings. Having one vacant unit out of eight results in a 13% vacancy rate, this is a high rate of lost income. Losses in income due to vacancies were also occurring in the North Bennington Arts properties due to a priority selection that was given to artists as residents. This was an admirable goal of the previous co-general partner but the actual demand for artist housing was lower than the projected demand and ultimately the local arts group lacked the capacity to support the project. These losses of rental income, coupled with high operating costs, resulted in deferred maintenance. It is now time to reposition the properties for success by taking measures to reduce the costs and losses. Stephanie Lane (Shires), Kathy Beyer (HVT) and Amy Dohner (HVT) presented the project. The project involves rehab of occupied units that are located throughout Bennington, Arlington and Shaftsbury. There are two historic firehouses among the involved properties. Energy retrofits are a primary focus. Kathy informed the board that the project did get a 9% tax credit award and that

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they will have 90% of project funding secured if they receive awards from VHCB today. They will be able to start this fall. Gus pointed out the uniqueness of the buildings and appreciation that HVT and Shires have stepped in to undertake this project. Kathleen corrected the resolution, changing the number of HOME units in the project. There will be units targeted towards the formerly homeless in this project and Shires is working with the various organizations to fill these spots. Stephanie said that they plan to track outcome with these individuals. Shires has a good working relationship with all the groups that are working with homelessness in the area. Burlington College Site, Burlington - VLT The Vermont Land Trust (VLT) is requesting a grant of $500,000 to reimburse VLT’s funding of, and to acquire of a conservation easement on, 12 acres (with sand beach, bluffs, woods, and open field) now jointly owned by VLTBTV Parkland, LLC and the City of Burlington. The parcel fronts on North Avenue and adjoins Burlington’s urban reserve, which VHCB helped conserve in 1990; it’s also bisected by the Burlington bike path, and abuts a city-owned cemetery. The 12 acres have been informally used by the public for many years. Now it would officially become a city park serving the residents of a proposed major housing development, as well as residents of the nearby Old North End, and the public at large. The park would also provide a new link to the bike path from North End neighborhoods. Bob Heiser and Jesse Bridges presented the project. They updated since the presentation they gave at the February board meeting. There is a new budget and several new funding possibilities are being explored. Burlington’s Old North End has been designated an Enterprise community and also has diverse recreation opportunities. This should help with fundraising. The property was acquired in March. Work has started to restore the property including planting trees to help with erosion. They have decided to add more community garden plots which will double the size of current plots. David asked if the stewardship budget would be enough to steward the property in perpetuity. It has not been decided yet who will be the primary steward. Sarah asked about Parks and Rec and their role and Jessie explained that they will manage the property on a day to day basis. Neil was also concerned about long term stewardship issue. Jesse explained that the property will be classified as urban wilds with connections to current bike bath and North Avenue. Billy and Kris talked about the Urban Reserve in Burlington as another example of this type of property. If the easement is crafted correctly it should handle all of these uses and Kris talked about the great relationship VHCB has with Jesse on these properties. Gus echoed David’s concern and wanted to continue to think about stewardship. The project will be seen by the Board again. Sarah pointed out that the City of Burlington does have ownership interest in this project. Diane asked about design and how it connects to the rest of the property. Jesse said that this will continue to evolve over the next few months. Stone House will be restored and community uses are being explored. New North Avenue, Burlington – CHT & HVT Champlain Housing Trust and Housing Vermont (the "Developers") have requested $900,000 in VHCB funds for acquisition and development of the New North Avenue Project. Located on the northern edge of Burlington’s Old North End, the former Burlington College site is a 27.65 acre property which includes a historic Catholic orphanage, the Burlington College campus, a wooded bluff, terraced fields and sandy beach. A walking path which has historically provided bike path and waterfront access to residents of the Old North End cuts through the property. The project’s

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master plan includes conservation of 12 acres of land including Texaco Beach, existing community gardens, and the wooded bluff. The historic walking path will be maintained and upgraded to provide full accessibility to residents of the project and the public in general. The conserved land will be owned by the City of Burlington, and is the subject of a conservation application also being reviewed at this board meeting. A total of 660 homes are proposed to be developed on the remaining 15.65 acres, serving every income range with options including rental, shared-equity ownership, and full equity ownership. The project in front of the board was the first of four phases of affordable rental housing to be developed by a partnership including the Champlain Housing Trust, Housing Vermont and Cathedral Square Corporation. The affordable rental housing will include 146 units in two buildings – one senior housing, one family housing - each built in two phases on a 2.2 acre site along North Avenue on the southern side of the property. This first phase will include 36 affordable family rental apartments developed by the Champlain Housing Trust and Housing Vermont. Nine of the 36 units will be set aside for households who are homeless and eligible for rental assistance and supportive services through an MOU with the Burlington Housing Authority. In addition to the four phases of affordable rental housing, the development plan includes a future phase of homeownership units, a number of which will be affordable and marketed to households at or below 100% of Area Median Income, which will likely involve a request for VHCB funding. Kathy Beyer and Amy Demetrowitz (CHT) presented the project. This project represents work with many different partners. Cathedral Square will be involved with the senior housing component in a later phase, and Eric Farrell is the private developer involved in the overall project. The City of Burlington is also very involved in all aspects of the project. There has already been a lot of opportunity for public comments and that will continue during the permitting process. Kathy explained that the development has been pulled back from park space a bit. She also talked about the multi phase approach and how there will 146 units in affordable housing when the project is complete. They did get 9% tax credit funding. They plan to set aside 25% of their units for formerly homelessness as well. Emily asked about students and how they factor in to the housing surveys. Sarah explained that many of the single people looking for housing are in the 24 to 37 age range. It will be a very diverse income neighborhood. Emily asked about traffic – hasn’t been addressed yet but will certainly come up as the project proceeds. Hollister Hill, Marshfield - HFI Hollister Hill Apartments is an existing 16 family apartment complex on the Marshfield-Plainfield town line that was purchased in 1986 by the Housing Foundation Inc. (HFI). The Vt. State Housing Authority (VSHA), HFI’s parent corporation, provides project based rental assistance for all of the units. The apartments were built in 1971 by a private developer, apparently to serve the area housing market that grew because of Goddard College’s overall growth. The original design and construction were not of the highest quality and the condition of the buildings has deteriorated over time. The wall of one of the four buildings is currently bowing into an apartment, the sewer lines that were placed in the cement slab upon which the buildings rest are seriously deteriorated and unable to be fixed. The buildings are not energy efficient nor are they accessible to people with physical disabilities. Two of the buildings are split level in design with living space below grade

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and bedrooms on the second floor. The below grade space is dark and unappealing. In addition, the current configuration of 8 two bedroom units and 8 three bedroom units does not meet the current market demand for smaller units. HFI’s architect analyzed the existing buildings and concluded that the best option for redevelopment is demolition and new construction. The redeveloped property will contain 3 one-bedroom apartments, 10 two-bedroom apartments, and 3 three-bedroom apartments, a centralized wood pellet heating system, deep energy efficiency, wastewater system improvements, a PV solar system, a laundry building and possibly a community building. The project will meet current accessibility standards and include two accessible and two adaptable apartments. Tim Palmer (HFI), Richard Williams (VSHA), and Susan Kuegel (VSHA) presented the project. Two new buildings will replace existing units. Creating a community is a focus of the new buildings which will include a new community center. The project is on a bus route with a limited schedule and they are working with area service providers to provide support services to residents. Tax credit funding has been received and the project has full project based rental assistance. Richard said that they will work towards 15% of units housing the formerly homeless. It is a rural site and it may be difficult to reach that level. There is a plan for onsite relocation of residents during construction. Polly explained that staff is not recommending funding now but the application will be back in the fall since this project would be an excellent candidate for National Housing Trust Fund dollars. Neil asked about demolition of existing buildings and whether or not this would affect rental assistance funding. Richard explained that they are discussing that issue with HUD. Ethan Allen Condos, Burlington - CHT Champlain Housing Trust (CHT) requests a total of $513,000 in VHCB funds to provide downpayment assistance for 19 units of housing they plan to rehab and sell as condominiums on the Fort Ethan Allen grounds in Essex. In January of 2016, CHT purchased 31 units of housing from the University of Vermont (UVM). UVM used these buildings as apartments for graduate students who were married or have families, but decided to divest of the buildings. Of the twelve buildings, nine contain very well maintained, attractive units that will need minimal rehab and these 19 units will become homeownership units. Three of the buildings require more renovation, so those 12 units will remain rentals that CHT plans to combine into a partnership with nearby apartments they own. Fort Ethan Allen straddles the towns of Colchester and Essex and the southern edge of the neighborhood borders Route 15. It is very close to the bus line, and major shopping and services are located within a mile. Since the military discontinued using the fort in 1944, the area has become a neighborhood of historic homes that also include a large parade ground for recreation. All of the Ethan Allen Condominiums are on the southeast portion of the neighborhood in Essex. Seventeen of the proposed units are located in the original brick buildings that provided homes for sergeants and their families at the Fort. The properties require limited rehab. CHT will perform some maintenance of the slate roofs and wood trim, but the majority of the work will be upgrading finishes including new flooring, paint, appliances and countertops. CHT will also repave and stripe the alleyways behind the units that contain the parking, and will do some basic air sealing for improve energy efficiency.

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Amy Demetrowitz (CHT) presented the project. It is a historic neighborhood and UVM has done a great job of maintaining the buildings over the years. It is an ideal condo situation that will end up with 19 units as condos and the remaining 12 continuing as rental units. This award would be for five subsidies in this phase of the project. Sarah asked if they would need tax credit funding and Amy said yes that is part of their overall funding plan. Sarah said there is a lot of need right now. Emily asked about historic tax credit funding for the rental units and Amy said they aren’t quite there yet in their process. City Center Senior Housing, South Burlington – CSC The Cathedral Square Corporation (CSC) has requested $600,000 in VHCB and $395,000 in HOME funding for the new construction of thirty-five apartments for seniors located on an undeveloped site in the designated New Town Center of South Burlington, Vermont. This is a turn-key project in which CSC will work with private developers Chris Snyder and Ken Braverman of Snyder Braverman Development Company, LLC. Chris Snyder has worked in partnership with Champlain Housing Trust and Housing Vermont on two turn-key projects that created affordable housing units. Ken Braverman was a general partner in the development of Keen’s Crossing in Winooski, managing the construction of over 200 units of mixed income housing including affordable units. Snyder Braverman will finance and build the project and the tax credit partnership will then purchase the site and building when it is ready for occupancy. CSC has an option agreement with Snyder Braverman and has collaborated on the site plan and scope of work with them. CSC will purchase a building with 33,350 square feet of residential space and common areas on four floors with two elevators and underground parking. There will also be 1,896 square feet of commercial space on the first floor which CSC will sell as a condominium. The senior housing portion of the first floor will have a large multi-purpose room with kitchen facilities, a large lounge area with computer access for residents, a SASH wellness room where residents will meet with the coordinator of services, a property management office, and a covered porch. The second and third floors each have smaller lounge areas with a video screen and a common laundry room. The fourth floor has an exercise room, and all three of the upper floors have resident storage areas. Raised-bed gardens for residents are included in the site plan. The site contains 1.4 acres and will contain two multi-unit residential buildings when complete. Snyder Braverman is in discussions with Champlain Housing Trust (CHT) regarding the development and purchase of the second building. There is no formal agreement yet in place, but CHT is enthusiastic about being part of South Burlington’s City Center development. Cindy Reid (CSC) and Ken Braverman (Snyder Braverman) presented the project. They are ready to go on the permitting front and are continuing to work on funding the project. It will be a public and private partnership involving an infill site right in the middle of South Burlington. It will be a mixed income neighborhood. They have Act 250 waiver designation. Ken explained that they were working through the wetlands process through the fall, and with the funding in place, could start next spring. They did not receive tax credit funding in this round. They have received some funding from the new South Burlington trust fund. Cindy discussed the need for affordable senior housing in Chittenden County. They have over 800 people on their waiting list which is about a 3 year wait. They are beginning to work with ANEW Place and COTS to address the 15% homelessness set-aside and will develop MOUs with both to target the 55 years and up age group

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facing homelessness. Sarah asked about the plan overall and Ken explained that they are in the middle of their master planning process. They are starting with affordable housing to show the importance to the project. Billy asked if this phase is contingent on the later phases happening and Ken assured the board that they don’t depend on each other to proceed. Parking will be available underneath the building and on site; approximately one space per unit. Neil asked how planning of the housing is going since this is a turnkey project. Both Cindy and Ken explained that they are working very closely together in this process. Cindy said that they will have the full right to review the project as it moves forward. Gus asked about open space requirements and Ken said that they are working on that right now. There will be a new park developed by the city right next door to the project. Kathleen noted that the recommended amount on the resolution has been increased by $46.00. Bradley House, Brattleboro – CSC & Bradley House Holton Homes Inc. requests a total of $504,000 in VHCB funds to rehabilitate an existing Level III Residential Care Home in Brattleboro called the Bradley House. Holton Homes, another Level III facility in Brattleboro, merged with Bradley House last year and the new management recognized that the building is outdated, inefficient and in need of additional units to become financially viable in the long term. With the assistance of Cathedral Square Corporation’s development director, Holton Homes seeks funding to upgrade and expand Bradley House. Built by Richard Bradley in 1868, the property overlooks the Connecticut River. In 1964, it became retirement housing. In 1999, it became a licensed Level III Residential Care Home, which provides rooms, services and a nurse on call for persons unable to live wholly independently but who do not need a nursing home. Over the past decade, the building has suffered from deferred maintenance and the organization has struggled with turnover in the executive director position. The building has leaky windows, an old steam central heating system, and the layout is not conducive to accessibility (narrow hallways and small bathrooms) or a well-functioning kitchen. There are also serious fire safety issues. Bradley House has difficulty leasing all of its 28 current units, in part because of the antiquated layout. When Holton Homes merged with Bradley House, they immediately began pursuing this renovation project. Holton Homes rehabilitated and expanded their own facility, which is also an older historic home, several years ago and their long-time executive director oversaw that project. The scope of work includes new insulation, windows, a new biomass heating system, and adding private bathrooms to current units in the older mansion portion of the home. The developers plan an addition on the rear of the building where there is extra land, which will house additional units as well as a new kitchen and one dining room for all the residents. Currently the kitchen is cramped and the residents sit in three different rooms for dinner. After the proposed work, Bradley House can serve 36 residents (35 units with one unit that can house two individuals). The contractors will build the new addition first so that existing residents can move into the rooms there and then they will renovate the rooms in the mansion. Ten bedrooms within the addition require little work, so those residents will not require relocation. Cindy Reid (CSC), Cindy Jerome (Holton Homes) and Denny Frehsee (Architect) presented the project. Cindy Jerome talked about how much Brattleboro needs Bradley Home. The home is in very bad shape but has great residents and a very strong community spirit. Denny explained that

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they need to address life safety issues as soon as possible. The units need private bathrooms and the kitchen needs a major renovation. There are energy upgrades that will make a big difference in the overall efficiency and operating cost of the project. The project also involves building an addition which will help with relocation during renovation of the main house. They are on track to begin construction in the fall with permits and funding being addressed now. Brattleboro has granted $50,000 towards the project and Bradley House will also do private fundraising. Neil asked about how long it will take to do the addition. Denny explained that it should take about six to seven months on each phase. Polly acknowledged CSC and their hard work on project like this and McKnight Lane in Waltham where they are not the developer – thank you so much. Rise Up Bakery, Barre – Barre Historical Society The Rise Up Bakery property, historically known as the Union Co-operative Store Bakery, is located behind the Socialist Party Labor Hall (Old Labor Hall), a National Historic Landmark on Granite Street in Barre. Both properties are owned by the Barre Historical Society (BHS). VHCB funds were awarded in 1995 to assist with the acquisition of the Old Labor Hall property, with the BHS subsequently taking title to the bakery building in 2004. The mission of the Barre Historical Society is “to explore, preserve and popularize Barre’s history and heritage.” These buildings played an important role in Barre's granite industry, Italian cultural history, labor history and early twentieth century cooperative ventures. In reconstructing the bakery, the organization will create a hub for learning about the area's rich heritage as well as wood fired culinary skills. The property includes the bakery building built in 1913 and a flat roofed brick addition added around 1920. The building was used as a bakery until the 1940s and was subsequently used as storage shed for several granite companies. The bakery building retains a high degree of architectural and historic merit, and qualifies for outstanding significance due to its intact nature, and its association with Socialist Labor Party history and the union activities at the adjacent Old Labor Hall. A freestanding board and batten shed, adjacent to the east side of the bakery, was built sometime between 1940-1950 but does not contribute to the building’s historical significance. Marjorie Power and Karen Lane (Barre Historical Society) presented the project. It will be restored and used a community centered bakery. This project is 20 years in the making and the building was rescued from demolition. They have already had a kick starter campaign that was a great success. David asked about whether they would be getting advisory services relating to food safety as they moved forward to establish the bakery. Carolyn Shapiro has been working on the working bakery aspects of the project and has been involved with King Arthur Flour, other baking businesses and several food related organizations, as well as, the health department. There will be a wood fired oven put back in. Emily asked about the budget and how much money needs to be raised. Karen Lane explained there are two phases; first restoring the historic building which will cost about $135,000 and the following phase will bring the bakery up to code as a modern food preparation facility. Neil asked about the responsibility of running the bakery and Marjorie said that there will be professional management of the bakery, and they will not rely on volunteers to oversee operations. Shires EMP Discussion

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Ron Rupp (VHCB Lead Program) and Stephanie Lane (Shires) addressed the EMP situation. Ron updated the board on Shires Housing lead paint issues. Enforcement action was brought against Shires by the Attorney General’s office because of the falsification of Compliance Statements. The buildings were going to be renovated, a couple were vacant, and the person filling out the forms chose not to note that there was existing exterior paint deterioration. They were found to be in violation and they were fined. Ron thinks that Shires and our other non-profit partners are doing a good job with lead paint compliance. Stephanie talked about Shires commitment to providing a safe environment for their residents and that this was an opportunity for learning. Sarah asked about average grant for lead grant for private landlords and Ron explained it was about $9,000 and that it is very difficult to get them to even apply. This experience is a good opportunity for staff training and support. Criteria for releasing property from VHCB restrictions Rick talked about the criteria for releasing property – there are very rare circumstances when a property should be released. Historically1% - 124 units – mostly single family homes have been released. Reasons include:

1. Foreclosure 2. Loss of Service Funding in Specialized Housing 3. Functional Obsolescence/Physical Depreciation/External Impacts

Neil told the board that when these projects come to him it is very obvious that we have no other choices left. Billy asked if we are repaid for our investment and Rick explained “yes if there is money available.” Often the units are converted to other affordable housing uses. Many of the single family units are put up for auction and you get what you get. Neil had several comments on the actual guidelines: Item 3 speaks of “extended poor performance”. Neil suggested that should be defined. Is the reference to financial performance? It should be clarified that $100,000 refers to the original amount of assistance. Lunch Director’s Report/Legislative Update Gus had several updates to include with his written report to the board. It was a good year in the legislature. Also the National Housing Trust Fund money will be a great help to our housing projects in the upcoming year. Jen reviewed her legislative report that was submitted to the board. An additional $1.2 million was appropriated to help the communities of St. Johnsbury and Newport with housing and community development needs. There was also additional $40,000 made available to help with a roadmap to ending homelessness. She talked about the forest study committees and Billy emphasized the work on the forest legislation, which is elevating the importance of forestry to our communities. He also mentioned the energy siting legislation which will allow encourage towns to plan for smart growth development including energy siting. Gus thanked Nancy for introducing the LEAN process to VHCB farmland conservation work. This work has involved staff, board committees and partners working on streamlining and improving our ag land conservation workflow, policies and systems. The Homelessness Planning Grant will be

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used to develop a road map to end homelessness that can be presented to the next Governor as a path to move forward on this issue. Gus talked about Polly and her work with VHCB. She is both the heart and brains of our organization. She has done such important work over all of these years and is an inspiration to all of us. We will miss her deeply. Neil and the board acknowledge her excellent work over the years for the people of the State of Vermont. Neil asked about the money for the roadmap to ending homelessness and how that planning process will move forward. There will be a steering committee that will steward this process looking at the current model and moving on from there. David noted that others in the region have been looking at carbon markets and suggested learning from those efforts. Jen reported that staff have had discussions with the Northern Forest Center. Financials/IT Report Anne reported on the financial statements that had been in the board packet. The Finance Committee will meet at the end of May to look at Budget FY17 with the addition of the Federal Housing Money and also any savings from Budget FY16. We have also put out a request for qualifications for firms interested in doing our next audit. We should have those responses back shortly. We have committed all of our funds for FY 16 and are working on committing FY 17. We have some savings in FY16 at this time. Tom asked about room in budget for staffing changes as we move forward and maybe some changes going forward with some possible LEAN process changes. IT Report Anne gave the IT report. Filehold, the document management system, is up and running. This board mailing was our first big test of the system. The Tech Team will be reviewing that process. Work on the database is moving forward as well. Hardware needs are also being discussed by the Tech Team. Josh asked how everyone is feeling about the process and Anne talked about being pleased with our progress. Larry reported that the filehold work is taking more time as staff learns the system, but finding and recovering documents is greatly improved. Minutes Josh moved approval of the minutes from the February 4th Meeting. David seconded the motion. Discussion. All voted in favor of the motion. Billy, Emily, Diane, and Hannah abstained from the vote, having not been present at the meeting. Hannah moved approval of the minutes from April 12th Meeting on VHCB Pension Plan. Josh seconded the motion. Discussion. All voted in favor of the motion. Billy and Emily abstained from the vote, having not been present at the meeting. Acceptance and administration of AHS Grant or Contract regarding homelessness Billy moved for acceptance and administration of AHS Grant or Contract regarding homelessness. Diane seconded the motion. All voted in favor of the motion. Public Comment Neil asked for public comment. There was no public comment.

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Personnel Committee Report Emily moved to move into Executive Session to discuss a personnel matter. Josh seconded the motion. All voted in favor of the motion. Emily moved to move out of Executive Session. Diane seconded the motion. All voted in favor of the motion. Josh moved to approve the personnel issue discussed. Emily seconded the motion. All voted in favor of the motion. Criteria for releasing property from VHCB restriction – approve the criteria as corrected – Billy moved – Emily second – All in favor Policy Issues David mentioned that policy issues are so important and should be discussed in every conversation we have and maybe as we move forward we could spend less time on deliberations more on these very important issues. Consent Agenda: Josh moved approval of the Consent Agenda; David seconded. The Consent Agenda is comprised of Authorization to receive and administer USDA Housing Preservation grant; Acceptance and administration of VCF award regarding combating homelessness; Authorization to seek $50,000 from the High Meadows Fund to examine how Vermont could access the carbon credit market; HOPE update/South Street discharge; Holy Cross senior housing loan modification; Authorization to apply to USDA Local Food Promotion Program for Farm and Forest Viability Program; Authorization to apply to the Northern Border Regional Commission for Viability Program; Hillside project award; Montpelier (Downstreet); Windmill Hill Pinnacle Association #11; ANR Long-Range Management Planning grant; Westview loan modification; Springfield. All voted in favor of the motion. Billy abstained from the ANR funding vote. Deliberations: Billy made the motion to approve all project recommended resolutions as presented today as a block. Hannah seconded the motion. Discussion. Billy talked about possible wetland issues on the full build out of City Center Project. It sounds like this project is not contingent on the other phases moving forward. Craig added that they do have other plans in place in case there are wetland issues. Sarah pointed out that new builds are a lot more expensive to operate than rehabs in several cases and maybe there is a need to push developers in Chittenden County take on more debt. Sarah said that there is going to be a huge push for new units in Chittenden County going forward. Developers seem to be doing the affordable housing first. Gus talked about the French Block being a very exciting project but hopes that there will be a push by the developers to eliminate a couple of staircases to improve the unit layout. Emily explained that the National Park Service reviews every Historic Tax Credit Project. All voted in favor of the motion. Josh abstained from the Putney Landing Project and David abstained on all of the HVT projects. Other business: There was no other business.

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2:48 Meeting adjourned Respectfully submitted, Marcy Christian

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Board Resolutions

New North Avenue Champlain Housing Trust & Housing Vermont

2016-084 Resolution: To score the application “10” for need, “9” for impact and “9” for quality, and to award Champlain Housing Trust and Housing Vermont (the "Grantee") VHCB funds in the amount of up to seven hundred thousand dollars ($700,000) for acquisition and development. This project involves property located at 351 North Avenue in Burlington and consists of thirty six (36) rental units. This award is subject to the following restrictions and conditions: Affordability Restrictions Grantee shall execute a VHCB Housing Subsidy Covenant of perpetual duration, which will be prepared by VHCB staff counsel and will contain restrictions substantially as follows: VHCB. The owner shall lease all thirty six (36) units to persons whose household income is less than 100% of area median income. The annualized rent for such unit shall not exceed 30% of 80% of area median income for a household consisting of one and one-half persons per bedroom. The owner shall lease thirty four (34) units to persons whose household income is less than or equal to 80% of area median income. The annualized rent for each such unit shall not exceed 30% of 70% of area median income for a household consisting of one and one-half persons per bedroom. Initially, the annualized rent for eleven (11) units shall not exceed 30% of 50% of area median income, and the owner shall make every reasonable effort to maintain the initial level of affordability on said units. The owner shall make every reasonable effort to lease three (3) units to persons whose household income is less than or equal to 30% of area median income, or to persons with special needs. In addition, the owner shall make every reasonable effort to ensure that the annualized rents for all units are "affordable" to the occupying households, as described further in section 7 of the VHCB Housing Subsidy Covenant. Any conveyance of the property shall require the prior written consent of VHCB, which consent shall not be unreasonably withheld if the proposed transferee is an eligible applicant to receive funds from VHCB. Special Conditions: 1. This award is subject to the availability of FY17 funding in the amount of at least $14,104,840.

2. Prior to closing, Grantees will update VHCB on the status of their agreement with the City of

Burlington to provide a playground on the abutting land owned by the City.

3. Prior to closing, Grantees will submit to VHCB a copy of the partnership agreement. VHCB will review the terms of the agreement, including the waterfall provision, to ensure that an appropriate threshold of reserves is maintained (including at minimum a 12 months operating reserve) prior to any disbursements to the partners. 4. Prior to closing, Grantees will provide updated plans incorporating the on-site community

space.

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5. Prior to closing or application for organizational development grant funding, whichever is sooner, Champlain Housing Trust shall inform VHCB regarding the number and percentage of formerly homeless households whom they currently house. In addition, Grantee shall describe the plans and tools they have in place to achieve the goal of making available 15% of the units in their portfolio to those who are homeless. Organizations that are not utilizing 15% of their rental housing for this purpose will be asked to work with VHCB and AHS in the development of a plan for increased support for homeless families over 2-3 years, understanding that success will depend upon partnerships with service providers and in some cases the availability of rental assistance.”

6. Prior to closing, Housing Vermont shall describe the plans and tools they have in place to

achieve the goal of making available at least 15% of the units in their portfolio (exclusive of those developed or managed in partnership with non-profit housing organizations who receive VHCB organizational development grant funding) to those who are homeless. If they are not yet utilizing 15% of their rental housing for this purpose, they will be asked to work with VHCB and AHS in the development of a plan for increased support for homeless families over 2-3 years, understanding that success will depend upon partnerships with service providers.

Standard VHCB Conditions This award is also subject to Standard VHCB Conditions for low income housing tax credit developments.

Putney Landing Windham & Windsor Housing Trust and Housing Vermont

2016-072-001 Resolution: To score the application “9” for need, “8” for impact and “8” for quality, and to award Windham & Windsor Housing Trust and Housing Vermont (the "Grantee") VHCB funds in the amount of up to Eighty Thousand dollars ($80,000) for developer’s fees, and HOME funds in the amount of up to Four Hundred and Ninety Five Thousand dollars ($495,000) for rehabilitation and related expenses, and to invite the developers to submit an application for the remainder of their funding request to be considered at the February, 2017 Board meeting. This project involves property located at 48 Old Depot Road & 52 Kimball Hill, in Putney and will consist of 25 rental units. Six (6) units are designated as HOME units. This award is subject to the following restrictions and conditions: Affordability Restrictions Grantee shall execute a VHCB Housing Subsidy Covenant of perpetual duration, which will be prepared by VHCB staff counsel and will contain restrictions substantially as follows: VHCB. The owner shall lease all twenty five 25 units to those whose household income is less than or equal to 100% of area median income. The annualized rent for each such unit shall not exceed 30% of 80% of area median income for a household consisting of one and one-half persons per bedroom. The owner shall lease twenty three (23) units to persons whose household income is less than or equal to 80% of area median income. The annualized rent for each such unit shall not exceed 30% of 70% of area median income for a household consisting of one and one-half persons per bedroom. Initially, the annualized rent for eight (8) units shall not exceed 30% of 50% of area

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median income, and the owner shall make every reasonable effort to maintain the initial level of affordability on said units. The owner shall make every reasonable effort to lease three (3) units to persons whose household income is less than or equal to 30% of area median income, or to persons with special needs. Further, the annualized rent for each Single Room Occupancy unit shall not exceed 75% of the HUD fair market rent applicable to zero-bedroom units in the area. In addition, the owner shall make every reasonable effort to ensure that the annualized rents for all units are "affordable" to the occupying households, as described further in section 7 of the VHCB Housing Subsidy Covenant. Any conveyance of the property shall require the prior written consent of VHCB, which consent shall not be unreasonably withheld if the proposed transferee is an eligible applicant to receive funds from VHCB. HOME. Six (6) units on the property shall be designated as HOME units and the following restrictions shall apply during the HOME Program affordability period of twenty (20) years. Initially, the HOME units shall consist of three (3) one-bedroom units and three (3) two-bedroom units, but the designation may float with prior approval from HOME staff to units of equal or greater size in order to maintain HOME compliance. The owner shall lease at least two (2) of the HOME units to persons whose household income is less than or equal to 50% of area median income and the annualized rent charged for each such unit shall not exceed the lesser of the applicable HUD fair market rent, or 30% of 50% of area median income for a household consisting of one and one-half persons per bedroom. The owner shall lease the remaining four (4) HOME units to persons whose household income is less than or equal to 60% of area median income and the annualized rent charged for each such unit shall not exceed the lesser of the applicable HUD fair market rent, or 30% of 65% of area median income for a household consisting of one and one-half persons per bedroom. The owner shall also comply with HOME Program requirements regarding calculation of rents, annual tenant income certifications, and payment of additional rent if a tenant's household income increases to more than 80% of area median income. Special VHCB Conditions 1. This award is subject to the availability of FY17 funding in the amount of at least $14,104,840.

2. Disbursement of the $80,000 VHCB award is subject to documentation of expenses incurred by

WWHT, and will be applied toward the total development fee cap for the project.

3. Prior to closing WWHT will provide to VHCB a copy of the final option agreement for Noyes House for staff review and approval, as well as any extension negotiated on the option agreement for the Old Depot Road site.

4. This award is subject to the terms of the existing grant of historic preservation façade easement.

5. Prior to closing or application for organizational development grant funding, whichever is

sooner, Grantee shall inform VHCB regarding the number and percentage of formerly homeless households whom they currently house. In addition, Grantee shall describe the plans and tools they have in place to achieve the goal of making available 15% of the units in their portfolio to those who are homeless. Organizations that are not utilizing 15% of their rental housing for this purpose will be asked to work with VHCB and AHS in the development of a plan for increased

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support for homeless families over 2-3 years, understanding that success will depend upon partnerships with service providers and in some cases the availability of rental assistance.

6. Prior to closing, Housing Vermont shall describe the plans and tools they have in place to

achieve the goal of making available at least 15% of the units in their portfolio (exclusive of those developed or managed in partnership with non-profit housing organizations who receive VHCB organizational development grant funding) to those who are homeless. If they are not yet utilizing 15% of their rental housing for this purpose, they will be asked to work with VHCB and AHS in the development of a plan for increased support for homeless families over 2-3 years, understanding that success will depend upon partnerships with service providers.

Special HOME Conditions 1. This award is contingent upon receipt of FFY2016 HOME funds by VHCB.

2. This project may limit eligibility to the elderly and/or disabled for the 2 SRO units at Noyes

House that have project-based rental assistance, in accordance with 92.253(d)(3). The project may limit eligibility or give preference to a formerly homeless individual for 1 of the SRO units at Noyes House, in accordance with 92.253(d)(3). Prior to closing, Developer shall submit documentation to VHCB staff to verify compliance with this part (see standard condition #9).

3. Prior to closing, Developer shall work with the VT Department of Housing & Community

Development to complete a HUD Environmental Review. Developer shall forward a draft public notice to VHCB staff for review and approval prior to publication.

4. No project hard costs shall be incurred, nor shall any “choice limiting actions” occur, until HUD

has approved the Environmental Review and granted a Release of Funds for HOME, and a copy of the Release has been provided to VHCB.

5. Prior to closing, Developer shall submit documentation for VHCB review and approval that the

VT Division of Historic Preservation has reviewed and signed off on the project with respect to archaeology.

6. Prior to closing, Developer shall submit copies of any outstanding URA compliance

documentation, including a written relocation plan and budget, copies of URA notices sent to tenants (with delivery confirmation), a copy of the voluntary acquisition letter signed by both buyer and seller, and a URA tracking spreadsheet.

7. Regarding the entire project with 25 total units, to comply with Section 504 of the Rehabilitation

Act of 1973 for substantial rehabilitation and new construction projects, Developer is required to provide at minimum two (2) physically accessible units, and at least one (1) additional unit is required to be made accessible to people with sensory impairments. Regarding the new construction building (48 Old Depot Rd) with 18 total units, Fair Housing Act design requirements also apply and require all ground floor units, common spaces, parking, and routes throughout the building and its grounds to meet FHA accessibility requirements.

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8. The new HOME regulations require projects receiving commitments of HOME funds (defined as the execution of a HOME grant/loan agreement) on or after January 24, 2015 to comply with the new property standards requirements; however, HUD has delayed the effective date of this requirement until further notice. If the project closes on or after HUD’s new effective date, the new property standards rules shall apply. Rehabilitation projects will be subject to VHCB’s new HOME Program Rehabilitation Standards, currently in development. (VHCB is waiting for further guidance from HUD regarding this requirement, but will pass along more information to the developer as available.)

9. The new HOME regulations require projects receiving commitments of HOME funds (defined

as the execution of a HOME grant/loan agreement) on or after January 24, 2015 to use a utility allowance developed specifically for the project on an annual basis using HUD’s Utility Schedule Model or otherwise based on actual energy use; however, HUD has delayed the effective date of this requirement until further notice. If the project closes on or after HUD’s new effective date, the new utility allowance rules shall apply. (VHCB is waiting for further guidance from HUD regarding this requirement, but will pass along more information to the developer as available.)

10. Prior to closing, Developer shall submit a completed HOME rent schedule for VHCB review

and approval, to be attached to the grant/loan agreement.

11. Prior to closing, in order to comply with VHCB’s Underwriting Guidelines regarding owner/developer profit evaluation, Developer shall provide documentation from VHFA staff that the tax credit investor’s internal rate of return for this project has been reviewed and determined to be reasonable.

12. In order to meet HUD’s new grant-year specific deadlines that apply to FFY15 and all future

funding years, the project’s legal closing must occur within 24 months of the date HUD executed a FFY16 HOME funding agreement with the State of Vermont (TBD). In addition, HOME funds must be fully expended within 5 years of that date. If, after 18 months of the execution of the HOME agreement, it appears unlikely that the project will meet these deadlines, VHCB reserves the right to decommit the HOME award.

Standard VHCB and HOME Conditions This award is also subject to Standard VHCB Conditions for low income housing tax credit developments and HOME Standard Conditions.

Vermont Land Trust Burlington College Lands

#2106-079

Resolution: To score the application 9 for need, 10 for impact, and 8 for quality, and to award the Vermont Land Trust (the “Grantee”) a loan in the amount of up to Five Hundred Thousand Dollars ($500,000), all for acquisition, to be converted to a grant at a later date if conditions are met. This project involves property known as the Burlington College Lands, in Burlington, Chittenden County, and includes

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12 acres. The primary purpose of the award is public outdoor recreation with associated open space and natural area protection. This award is subject to the following conditions: Special Conditions

1. This award is subject to the availability of FY17 funding in the amount of at least $14,104,840,

and is also subject to the availability of FY18 funding at level funding or greater. 2. This award shall be made in the form of an interest free deferred loan in two disbursements of

$250,000 each. The first disbursement is to be made with FY17 funds and the second disbursement is to be made with FY18 funds. The loan will be evidenced by a promissory note and will be secured by a mortgage on the 12 acres. The loan will have a term extending not longer than December 31, 2018.

3. If at any time BC Community Housing exercises its Option Agreement to repurchase the 12 acres, or if for any other reason the 12 acres becomes unavailable for conservation and public use, VHCB shall recall its loan and demand immediate repayment in full.

4. VHCB will convert the loan to a grant and discharge its mortgage at any time prior to December

31, 2018 if (a) BC Community Housing’s Option Agreement is relinquished, and (b) all mortgages on the property are discharged, and (c) all other prior encumbrances are found by VHCB staff to have minimal or no impact on the public recreational and natural resource values of the property, and (d) a conservation easement in a form acceptable to VHCB staff is conveyed to VHCB either as sole- or co-holder, and (e) VLTBTV Parkland, LLC conveys its interest in the 12 acres to the City of Burlington.

5. The conservation easement shall have public outdoor recreation with associated open space and

natural area protection as its primary purpose. The easement shall allow for trails, community gardens, children’s playgrounds, recreational playing fields, and temporary structures for noncommercial community events. The easement shall accommodate structures associated with the existing Redstone Cottage within a building envelope. If natural community values are documented prior to final disbursement, the easement may, at VHCB staff discretion, contain special protections for the sandplain forest in the northwest corner of the 12 acres, as well as for the sensitive bluff areas. If archeological or cultural resources are documented prior to final disbursement, the easement may, at VHCB staff discretion, contain special language protecting those resources.

6. Prior to discharging its mortgage, VHCB will be satisfied with protections for the Redstone

Cottage, either in the form of a separate historic preservation easement co-held by appropriate partners, or by language within the conservation easement assuring protection of the structure.

7. Prior to first disbursement, the Grantee in conjunction with the City of Burlington shall prepare

an interim management plan.

8. Prior to conversion of the loan to a grant, the Grantee and/or VHCB shall prepare a baseline documentation report.

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This project is also subject to all applicable Standard VHCB Conditions for Nonprofit and Municipal Conservation Projects.

Hollister Hill Apartments ◊ Marshfield, Vermont Housing Foundation Inc.

VHCB #2016-077-001 Resolution: To defer action at this time and invite HFI to apply for funds from the National Housing Trust Fund when that money is available later this year. When the application for NHTF money is submitted HFI should provide a revised site plan that includes plans for improving the walking path to the convenience store, a plan for resident services, a plan for relocation of residents during construction, and a plan to be implemented over time throughout the HFI portfolio for addressing the Governor’s Executive Order regarding making 15% of units available for homeless households.

City Center Senior Housing Cathedral Square Corporation

2016-075-001 Resolution: To score the application “10” for need, “9” for impact and “8” for quality, and to award the Cathedral Square Corporation (the "Developer") $395,046 in HOME funds for construction and related expenses. The project involves property on Market Street in South Burlington, Vermont and consists of thirty-five (35) one-bedroom rental units for seniors. There are six (6) HOME units. This award is subject to the following restrictions and conditions: Affordability Restrictions: Developer shall execute a VHCB Housing Subsidy Covenant of perpetual duration, which will be prepared by VHCB project counsel and will contain restrictions substantially as follows: VHCB. Five (5) units will be unrestricted. The owner shall lease three (3) units to persons whose household income is less than or equal to 100%. The annualized rent for each such unit shall not exceed 30% of 80% of area median income for a household consisting of one and one-half persons per bedroom. The owner shall lease twenty-seven (27) units to persons whose household income is less than or equal to 80%. The annualized rent for each such unit shall not exceed 30% of 70% of area median income for a household consisting of one and one-half persons per bedroom. Initially, the annualized rent for eight (8) units shall not exceed 30% of 50% of area median income, and the owner shall make every reasonable effort to maintain the initial level of affordability on said units. The owner shall make every reasonable effort to lease four (4) units to persons whose household income is less than or equal to 30% of area median income, or to persons with special needs. In addition, the owner shall make every reasonable effort to ensure that the annualized rents for all units are "affordable" to the occupying households, as described further in section 7 of the VHCB Housing Subsidy Covenant. Any conveyance of the property shall require the prior written consent of VHCB, which consent shall not be unreasonably withheld if the proposed transferee is an eligible applicant to receive funds from VHCB.

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HOME. Six (6) units on the property shall be designated as HOME units and the following restrictions shall apply during the HOME Program affordability period of twenty (20) years. Initially, the HOME units shall consist of six (6) one-bedroom units but the designation may float with prior approval from HOME staff to units of equal or greater size in order to maintain HOME compliance. The owner shall lease at least two (2) of the HOME units to persons whose household income is less than or equal to 50% of area median income and the annualized rent charged for each such unit shall not exceed the lesser of the applicable HUD fair market rent, or 30% of 50% of area median income for a household consisting of one and one-half persons per bedroom. The owner shall lease the remaining four (4) HOME units to persons whose household income is less than or equal to 60% of area median income and the annualized rent charged for each such unit shall not exceed the lesser of the applicable HUD fair market rent, or 30% of 65% of area median income for a household consisting of one and one-half persons per bedroom. The owner shall also comply with HOME Program requirements regarding calculation of rents, annual tenant income certifications, and payment of additional rent if a tenant's household income increases to more than 80% of area median income. Special VHCB Conditions 1. Prior to closing or application for organizational development grant funding, whichever is

sooner, Developer shall inform VHCB regarding the number and percentage of formerly homeless households whom they currently house. In addition, Developer shall describe the plans and tools they have in place to achieve the goal of making available 15% of the units in their portfolio to those who are homeless. Organizations that are not utilizing 15% of their rental housing for this purpose will be asked to work with VHCB and AHS in the development of a plan for increased support for homeless families over 2-3 years, understanding that success will depend upon partnerships with service providers and in some cases the availability of rental assistance.

2. Because we are not able to fund the Developer’s request for $600,000 in VHCB, they are invited to return and apply for VHCB funding at the next meeting when housing applications will be considered - January 25, 2017.

Special HOME Conditions 1. This award is contingent upon receipt of FFY2016 HOME funds by VHCB.

2. By May 1, 2017, if 9% Low Income Housing Tax Credits and/or funds from the Vermont

Community Development Program have not been awarded, and it is likely that the project will not be able to begin construction during 2017, the HOME award may be decommitted and returned to the available pool of funds to be awarded to projects at subsequent VHCB board meetings.

3. If the Developer has not been able to assemble the financing necessary to fulfill the Option Agreement with Snyder-Braverman Development Company, LLC (“Optionor”), and/or the Option is terminated for any reason by either party, the HOME award shall be decommitted.

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4. Prior to closing, Developer will submit to VHCB a copy of the partnership agreement. VHCB will review the terms of the agreement, including the waterfall provision, to ensure that an appropriate threshold of reserves is maintained (including at minimum a 12 months operating reserve) prior to any disbursements to the partners.

5. This project may limit eligibility to persons aged 55 and over in accordance with 92.253(d)(3).

Prior to closing, Developer shall submit documentation to VHCB staff to verify compliance with this part.

6. Prior to closing, Developer shall work with the VT Department of Housing & Community

Development to complete a HUD Environmental Review. Developer shall forward a draft public notice to VHCB staff for review and approval prior to publication.

7. No project hard costs shall be incurred, nor shall any other “choice limiting activities” occur

until HUD has approved the Environmental Review and granted a Release of Funds, and a copy of the Release has been provided to VHCB.

8. Prior to closing, Developer shall submit documentation for VHCB review and approval that the

VT Division of Historic Preservation has reviewed and signed off on the project with respect to archaeology.

9. Prior to closing, Developer shall submit a copy of the URA voluntary acquisition letter signed

by both buyer and seller.

10. To comply with Section 504 of the Rehabilitation Act of 1973 for substantial rehabilitation and new construction projects, Developer is required to provide at minimum two (2) physically accessible units, and at least one (1) additional unit is required to be made accessible to people with sensory impairments. Fair Housing Act design requirements for new construction projects also apply and require all thirty-five (35) units, common spaces, parking, and routes throughout the building and its grounds to meet FHA accessibility requirements.

11. The new HOME regulations require projects receiving commitments of HOME funds (defined

as the execution of a HOME grant/loan agreement) on or after January 24, 2015 to comply with the new property standards requirements; however, HUD has delayed the effective date of this requirement until further notice. If the project closes on or after HUD’s new effective date, the new property standards rules shall apply. Rehabilitation projects will be subject to VHCB’s new HOME Program Rehabilitation Standards, currently in development. (VHCB is waiting for further guidance from HUD regarding this requirement, but will pass along more information to the developer as available.)

12. The new HOME regulations require projects receiving commitments of HOME funds (defined

as the execution of a HOME grant/loan agreement) on or after January 24, 2015 to use a utility allowance developed specifically for the project on an annual basis using HUD’s Utility Schedule Model or otherwise based on actual energy use; however, HUD has delayed the effective date of this requirement until further notice. If the project closes on or after HUD’s new effective date, the new utility allowance rules shall apply. (VHCB is waiting for further

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guidance from HUD regarding this requirement, but will pass along more information to the developer as available.)Prior to closing, Developer shall submit a completed HOME rent schedule for VHCB review and approval, to be attached to the grant/loan agreement.

13. Prior to closing, Developer shall submit a completed HOME rent schedule for VHCB review

and approval, to be attached to the grant/loan agreement.

14. Prior to closing, in order to comply with VHCB’s Underwriting Guidelines regarding owner/developer profit evaluation, Developer shall provide documentation from VHFA staff that the tax credit investor’s internal rate of return for this project has been reviewed and determined to be reasonable.

15. In order to meet HUD’s new grant-year specific deadlines that apply to FFY15 and all future

funding years, the project’s legal closing must occur within 24 months of the date HUD executed a FFY16 HOME funding agreement with the State of Vermont (TBD). In addition, HOME funds must be fully expended within 5 years of that date. If, after 18 months of the execution of the HOME agreement, it appears unlikely that the project will meet these deadlines, VHCB reserves the right to decommit the HOME award.

Standard VHCB and HOME Conditions This award is also subject to Standard VHCB Conditions for low income housing tax credit developments and HOME Standard Conditions.

The Windmill Hill Pinnacle Association XI: Brelsford/Bemis parcels

#2016-078-001

Resolution: To score the application 9 for need, 9 for impact, and 9 for quality, and to award the Windmill Hill Pinnacle Association (the “Grantee”) a VHCB grant in the amount of up to Sixty-Eight Thousand and Eight Hundred and Twenty Dollars ($68,820), including $52,000 for land acquisition, $1,750 for WHPA associated costs, $8,070 for other associated costs and $7,000 for stewardship endowment. This project involves property known as the Brelsford and Bemis parcels in Athens, Rockingham and Westminster, Windham County, and includes approximately 67.4 acres. The primary purpose of the award is public outdoor recreation. This award is subject to the following conditions: Special Conditions 1. This award is subject to the availability of FY17 funding in the amount of at least $14,104,840.

2. The 32.72-acre property Brelsford property will be conveyed to the Windmill Hill Pinnacle

Association prior to or simultaneous with disbursement of VHCB funds. The property shall be held solely for public outdoor recreation and education, natural area protection, and forestry uses.

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3. WHPA will convey development rights on the Brelsford property and the abutting Bemis 34.7 Bemis parcel already acquired by WHPA to the Vermont Land Trust and the Vermont Housing and Conservation Board upon disbursement of VHCB funds. This condition shall be secured by a Conservation Easement approved by VHCB staff.

4. Prior to closing on VHCB funds, the WHPA shall submit a preliminary interim management

plan for review by VHCB staff that balances public recreation use and natural area protection, and includes a forest management plan for the property.

5. Prior to closing, Grantee will submit a baseline documentation report for the property, prepared

by the primary easement steward, VLT.

6. Prior to closing, WHPA Board members and VLT and VHCB staff will meet to discuss the challenge of protecting additional ridgeline properties in a cost-effective way, with a goal of fostering better communications, understanding and collaboration among the organizations.

Standard Conditions This award is also subject to VHCB Standard Conditions for Nonprofit Owned Conservation Projects.

Holy Cross Senior Housing, Colchester Cathedral Square Corporation

1996-111-001

Resolution: With regards to the HOME Program Loan of $420,000 with a Maturity Date of April 1, 2027 and accrued interest of $316,290.93 to reduce the interest rate from 4.00% compounding annually to 0% and permit transfer of the property to Cathedral Square Corporation.

VT Agency of Natural Resources Long Range Management Planning Grant FY 2017

#2016-105-001 Resolution: To award the Vermont Agency of Natural Resources (the “Grantee”) a VHCB grant in the amount of up to Twenty Thousand Dollars ($20,000) to support of long range management planning. This award is subject to the following conditions: Special Conditions 1. This award is subject to the availability of FY17 funding in the amount of at least $14,104,840. 2. On March 2017, Grantee shall submit a report, satisfactory to staff, on expenditures related to

Long Range Management Planning and this grant.

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Battenkill North Apartments Shires Housing and Housing Vermont

2016-082-001

Resolution: To award Shires Housing and Housing Vermont (the “Developers") VHCB funds in the amount of up to Three Hundred and Twenty-Five Thousand One Hundred and Fifty-Four dollars ($325,154) for acquisition, construction and related expenses and HOME funds in the amount of up to One Hundred and Seventy-Nine Thousand Eight Hundred and Forty-Six dollars ($179,846) for construction and related expenses, and to forgive $622,014.49 in accrued interest on the VHCB loans associated with VHCB projects #1994-103 and #1998-098. Previous awards at these properties include: Battenkill Apartments (#1994-103) and North Bennington Arts (#1998-098). This award is subject to the following restrictions and conditions: Affordability Restrictions: Developer shall execute a VHCB Housing Subsidy Covenant of perpetual duration, which will be prepared by VHCB project counsel and will contain restrictions substantially as follows: VHCB. The owner shall lease all twenty-two (22) units to persons whose household income is less than or equal to 100% of area median income. The annualized rent for each such unit shall not exceed 30% of 70% of area median income for a household consisting of one and one-half persons per bedroom. The owner shall lease twenty-one (21) units to persons whose household income is less than or equal to 80% of area median income. The annualized rent for each such unit shall not exceed 30% of 70% of area median income for a household consisting of one and one-half persons per bedroom. Initially, the annualized rent for seven (7) units shall not exceed 30% of 50% of area median income, and the owner shall make every reasonable effort to maintain the initial level of affordability on said units. The owner shall make every reasonable effort to lease three (3) units to persons whose household income is less than or equal to 30% of area median income, or to persons with special needs. In addition, the owner shall make every reasonable effort to ensure that the annualized rents for all units are "affordable" to the occupying households, as described further in section 7 of the VHCB Housing Subsidy Covenant. Any conveyance of the property shall require the prior written consent of VHCB, which consent shall not be unreasonably withheld if the proposed transferee is an eligible applicant to receive funds from VHCB. HOME. Three (3) units on the property shall be designated as HOME units and the following restrictions shall apply during the HOME Program affordability period of fifteen (15) years. Initially, the HOME units shall consist of three (3) one-bedroom units but the designation may float with prior approval from HOME staff to units of equal or greater size in order to maintain HOME compliance. The owner shall lease three (3) HOME units to persons whose household income is less than or equal to 60% of area median income and the annualized rent charged for each such unit shall not exceed the lesser of the applicable HUD fair market rent, or 30% of 65% of area median income for a household consisting of one and one-half persons per bedroom. The owner shall also comply with HOME Program requirements regarding calculation of rents, annual tenant income

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certifications, and payment of additional rent if a tenant's household income increases to more than 80% of area median income. Special VHCB Conditions 1. This award is subject to the availability of FY17 funding in the amount of at least $14,104,840.

2. Prior to disbursement, Developers shall obtain commitments for all other funds necessary to

complete the project and shall demonstrate to the satisfaction of VHCB that the committed funds make the project financially viable.

3. Prior to closing, Developers shall develop a plan and timeline for review and approval by VHCB which details the options for the reuse of 14-16 Sage Street. The plan shall identify the potential partners and sources of funding that they are working with or will work with to create a suitable reuse of this historic building. The plan shall provide an evaluation of the risks and benefits of the further potential owners and uses. The plan will also need to address the current VHCB housing subsidy covenant on the property and whether or not it will be maintained in the subsequent use and ownership of the building.

4. Prior to closing, if 14-16 Sage Street is sold in the private market and will not be used as

covenant-restricted affordable housing, the amount earned from the sale of the property shall be returned to VHCB. If the property is sold in the private market or to a housing non-profit organization and shall be used as covenant-restricted affordable housing, the amount earned from the sale of the property shall be applied to the total development cost of Battenkill North Apartments or paid back to VHCB.

5. Prior to closing, Developers shall address the disposition of 14-16 Sage Street from the North

Bennington Arts project (VHCB #1998-098) with regards to the future ownership of the property.

6. Prior to closing or application for organizational development grant funding, whichever is

sooner, Shires Housing shall inform VHCB regarding the number and percentage of formerly homeless households whom they currently house. In addition, Shires shall describe the plans and tools they have in place to achieve the goal of making available 15% of the units in their portfolio to those who are homeless. Organizations that are not utilizing 15% of their rental housing for this purpose will be asked to work with VHCB and AHS in the development of a plan for increased support for homeless families over 2-3 years, understanding that success will depend upon partnerships with service providers and in some cases the availability of rental assistance.

7. By June 27, 2016, Shires Housing shall provide the Memorandum of Understanding between

the Developers and Bennington’s Project Against Violent Encounters (PAVE) to VHCB for review. They shall report on their further conversations and agreements between PAVE and area service agencies that have agreed to be partners to support the six (6) formerly homeless households that shall reside in the Bennington County portfolio of Shires Housing and/or Housing Vermont.

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8. Prior to closing, Housing Vermont shall describe the plans and tools they have in place to achieve the goal of making available at least 15% of the units in their portfolio (exclusive of those developed or managed in partnership with non-profit housing organizations who receive VHCB organizational development grant funding) to those who are homeless. If they are not yet utilizing 15% of their rental housing for this purpose, they will be asked to work with VHCB and AHS in the development of a plan for increased support for homeless families over 2-3 years, understanding that success will depend upon partnerships with service providers.

Special HOME Conditions 1. This award is contingent upon receipt of FFY2016 HOME funds by VHCB.

2. Prior to finalizing the scope of work and signing a construction contract, Developers shall report

to VHCB on the work to be done at 431 Battenkill Drive in Arlington, 102 Pleasant Street and 212 Safford Street in Bennington to increase the flood resilience of these properties.

3. Prior to closing, Developers shall work with the VT Department of Housing & Community

Development to complete a HUD Environmental Review, including HUD’s required 8-Step Process for Floodplain Management for properties located in the 100-year floodplain. Developer shall forward a draft public notice to VHCB staff for review and approval prior to publication.

4. No project hard costs shall be incurred, nor shall any other “choice limiting activities” occur

until HUD has approved the Environmental Review and granted a Release of Funds, and a copy of the Release has been provided to VHCB.

5. Prior to closing, Developers shall submit documentation for VHCB review and approval that the

VT Division of Historic Preservation has reviewed and signed off on the project with respect to archaeology.

6. Prior to closing, Developers shall submit copies of any outstanding Uniform Relocation Act

(URA) compliance documentation, including a written relocation plan and budget, copies of URA notices sent to tenants (with delivery confirmation), a copy of the voluntary acquisition letter signed by both buyer and seller, and a URA tracking spreadsheet.

7. Prior to closing, Developers shall submit to VHCB staff for review and approval documentation that the project is in compliance with federal Section 104(d) one-for-one replacement requirements, including, if necessary, the publication of a one-for-one replacement plan.

8. To comply with Section 504 of the Rehabilitation Act of 1973 for substantial rehabilitation,

Developer is required to provide at minimum two (2) physically accessible units, and at least one (1) additional unit is required to be made accessible to people with sensory impairments.

9. The new HOME regulations require projects receiving commitments of HOME funds (defined

as the execution of a HOME grant/loan agreement) on or after January 24, 2015 to comply with the new property standards requirements; however, HUD has delayed the effective date of this requirement until further notice. If the project closes on or after HUD’s new effective date, the

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new property standards rules shall apply. Rehabilitation projects will be subject to VHCB’s new HOME Program Rehabilitation Standards, currently in development. (VHCB is waiting for further guidance from HUD regarding this requirement, but will pass along more information to the developer as available.)

10. The new HOME regulations require projects receiving commitments of HOME funds (defined

as the execution of a HOME grant/loan agreement) on or after January 24, 2015 to use a utility allowance developed specifically for the project on an annual basis using HUD’s Utility Schedule Model or otherwise based on actual energy use; however, HUD has delayed the effective date of this requirement until further notice. If the project closes on or after HUD’s new effective date, the new utility allowance rules shall apply. (VHCB is waiting for further guidance from HUD regarding this requirement, but will pass along more information to the developer as available.)Prior to closing, Developer shall submit a completed HOME rent schedule for VHCB review and approval, to be attached to the grant/loan agreement.

11. Prior to closing, Developer shall submit a completed HOME rent schedule for VHCB review

and approval, to be attached to the grant/loan agreement.

12. Prior to closing, in order to comply with VHCB’s Underwriting Guidelines regarding owner/developer profit evaluation, Developer shall provide documentation from VHFA staff that the tax credit investor’s internal rate of return for this project has been reviewed and determined to be reasonable..

13. In order to meet HUD’s new grant-year specific deadlines that apply to FFY15 and all future

funding years, the project’s legal closing must occur within 24 months of the date HUD executed a FFY16 HOME funding agreement with the State of Vermont (TBD). In addition, HOME funds must be fully expended within 5 years of that date. If, after 18 months of the execution of the HOME agreement, it appears unlikely that the project will meet these deadlines, VHCB reserves the right to decommit the HOME award.

French Block, Montpelier Downstreet Housing & Community Development/Housing Vermont

2016-071-001 Resolution: To award Downstreet Housing & Community Development and Housing Vermont (the "Developers") VHCB funds in the amount of up to three hundred seventy-five thousand dollars ($375,000) for acquisition, construction and related costs and HOME funds in the amount of up to two hundred twenty-five thousand dollars ($225,000) for construction and related costs. This project involves property located at 32-42 Main Street in Montpelier and consists of 18 independent rental units. This award is subject to the following restrictions and conditions: Affordability Restrictions

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Grantee shall execute a VHCB Housing Subsidy Covenant of perpetual duration, which will be prepared by VHCB staff counsel and will contain restrictions substantially as follows: VHCB The owner shall lease fifteen (15) units to persons whose household income is less than or equal to 80% of area median income. The annualized rent for each such unit shall not exceed 30% of 70% of area median income for a household consisting of one and one-half persons per bedroom. Initially, the annualized rent for five (5) units shall not exceed 30% of 50% of area median income, and the owner shall make every reasonable effort to maintain the initial level of affordability on said units. The owner shall make every reasonable effort to lease two (2) units to persons whose income is less than or equal to 30% of area median income, or to persons with special needs. In addition, the owner shall make every reasonable effort to ensure that the annualized rents for all units are "affordable" to the occupying households, as described further in section 7 of the VHCB Housing Subsidy Covenant. Any conveyance of the property shall require the prior written consent of VHCB, which consent shall not be unreasonably withheld if the proposed transferee is an eligible applicant to receive funds from VHCB. HOME. Three (3) units on the property shall be designated as HOME units and the following restrictions shall apply during the HOME Program affordability period of fifteen (15) years. Initially, the HOME units shall consist of three (3) one-bedroom units but the designation may float with prior approval from HOME staff to units of equal or greater size in order to maintain HOME compliance. The owner shall lease all three (3) HOME units to persons whose household income is less than or equal to 60% of area median income and the annualized rent charged for each such unit shall not exceed the lesser of the applicable HUD fair market rent, or 30% of 65% of area median income for a household consisting of one and one-half persons per bedroom. The owner shall also comply with HOME Program requirements regarding calculation of rents, annual tenant income certifications, and payment of additional rent if a tenant's household income increases to more than 80% of area median income. Special VHCB Conditions 1. This award is subject to the availability of FY17 funding in the amount of at least $14,104,840. 2. Prior to closing, Grantee must demonstrate that the replacement of windows in the units and the

glass in the skylights is in the scope of work.

3. Prior to closing, Grantee must demonstrate to VHCB’s satisfaction that the floor plan and the quality of the living space is not unduly compromised by a desire to keep all five existing interior staircases, which do not meet code.

4. Grantee shall work with providers of services for the homeless to prioritize three apartments for

rental to a homeless family or individual with special housing needs at this or another location by the time the French Block is completed.

5. Prior to closing or application for organizational development grant funding, whichever is

sooner, Grantee shall inform VHCB regarding the number and percentage of formerly homeless households whom they currently house. In addition, Grantee shall describe the plans and tools they have in place to achieve the goal of making available 15% of the units in their portfolio to

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those who are homeless. Organizations that are not utilizing 15% of their rental housing for this purpose will be asked to work with VHCB and AHS in the development of a plan for increased support for homeless families over 2-3 years, understanding that success will depend upon partnerships with service providers and in some cases the availability of rental assistance.

6. Prior to closing, Housing Vermont shall describe the plans and tools they have in place to

achieve the goal of making available at least 15% of the units in their portfolio (exclusive of those developed or managed in partnership with non-profit housing organizations who receive VHCB organizational development grant funding) to those who are homeless. If they are not yet utilizing 15% of their rental housing for this purpose, they will be asked to work with VHCB and AHS in the development of a plan for increased support for homeless families over 2-3 years, understanding that success will depend upon partnerships with service providers.

7. Grantee shall work with the City of Montpelier to explore the possibility of using the City’s

District Heat system for this project.

8. Prior to closing, Grantee shall provide a detailed plan that shows the costs and location of the parking spaces available to tenants.

9. Prior to disbursement, Grantee shall obtain commitments for all other funds necessary to

complete the project, and Grantee shall demonstrate to the satisfaction of VHCB that the committed funds make the project financially viable.

10. Prior to closing, Grantee shall obtain construction bids or an independent cost estimate and

demonstrate to the satisfaction of VHCB that projected construction costs are within the approved budget for the project.

11. Prior to making any changes in the planned rehabilitation scope, the Grantee will seek VHCB

staff input and approval. Special HOME Conditions 1. This award is contingent upon receipt of FFY2016 HOME funds by VHCB. 2. Prior to closing, Developer shall work with the VT Department of Housing & Community

Development to complete a HUD Environmental Review, including documentation of the completed 8 Step Process for Flood Plain Management. Developer shall forward a draft public notice to VHCB staff for review and approval prior to publication.

3. No project hard costs shall be incurred, nor shall any “choice limiting actions” occur, until HUD

has approved the Environmental Review and granted a Release of Funds for HOME, and a copy of the Release has been provided to VHCB.

4. Prior to closing, Developer shall submit documentation for VHCB review and approval that the

VT Division of Historic Preservation has reviewed and signed off on the project with respect to archaeology.

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5. Prior to closing, Developer shall submit a copy of the URA voluntary acquisition letter signed by both buyer and seller. Developer shall also provide an update on the potential impact of the construction to the commercial tenants in the building and nearby.

6. To comply with Section 504 of the Rehabilitation Act of 1973 for substantial rehabilitation,

Developer is required to provide at minimum one (1) physically accessible unit, and at least one (1) additional unit is required to be made accessible to people with sensory impairments.

7. The new HOME regulations require projects receiving commitments of HOME funds (defined

as the execution of a HOME grant/loan agreement) on or after January 24, 2015 to comply with the new property standards requirements; however, HUD has delayed the effective date of this requirement until further notice. If the project closes on or after HUD’s new effective date, the new property standards rules shall apply. Rehabilitation projects will be subject to VHCB’s new HOME Program Rehabilitation Standards, currently in development. (VHCB is waiting for further guidance from HUD regarding this requirement, but will pass along more information to the developer as available.)

8. The new HOME regulations require projects receiving commitments of HOME funds (defined

as the execution of a HOME grant/loan agreement) on or after January 24, 2015 to use a utility allowance developed specifically for the project on an annual basis using HUD’s Utility Schedule Model or otherwise based on actual energy use; however, HUD has delayed the effective date of this requirement until further notice. If the project closes on or after HUD’s new effective date, the new utility allowance rules shall apply. (VHCB is waiting for further guidance from HUD regarding this requirement, but will pass along more information to the developer as available.)

9. Prior to closing, Developer shall submit a completed HOME rent schedule for VHCB review

and approval, to be attached to the grant/loan agreement. 10. Prior to closing, in order to comply with VHCB’s Underwriting Guidelines regarding

owner/developer profit evaluation, Developer shall provide documentation from VHFA staff that the tax credit investor’s internal rate of return for this project has been reviewed and determined to be reasonable.

11. In order to meet HUD’s new grant-year specific deadlines that apply to FFY15 and all future

funding years, the project’s legal closing must occur within 24 months of the date HUD executed a FFY16 HOME funding agreement with the State of Vermont (TBD). In addition, HOME funds must be fully expended within 5 years of that date. If, after 18 months of the execution of the HOME agreement, it appears unlikely that the project will meet these deadlines, VHCB reserves the right to decommit the HOME award.

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Ethan Allen Condominiums Champlain Housing Trust

2016-081 Resolution: To award Champlain Housing Trust (the "Developer") VHCB funds in the amount of up to one hundred thirty-five thousand dollars ($135,000) to assist buyers in the purchase of five affordable homeownership units on Ethan Allen Avenue in Essex. This project involves property located on Ethan Allen Avenue and will consist of 19 affordable homeownership units. This award is subject to the following restrictions and conditions. AFFORDABILITY RESTRICTIONS The initial purchaser(s) of a unit subsidized shall be an “Eligible Household” as defined below. Grantee and the purchaser(s) shall execute a VHCB Housing Subsidy Covenant of perpetual duration. This Covenant will be prepared or reviewed by VHCB staff counsel and shall contain restrictions on conveyance. With respect to the improvements, the Covenant shall include a requirement that whenever an owner intends to sell the unit, the Grantee shall have a right to repurchase the unit at a price determined pursuant to a limited appreciation formula approved by VHCB staff. The Covenant shall also restrict resale, whether by the owner or by Grantee, so that the improvements may only be resold to Eligible Households. Definitions “Eligible Household” shall mean a person or group of persons whose Household Income, at the date of their initial occupancy, is less than or equal to 100% of Median Income, adjusted for family size. “Household Income” shall mean annual income determined in accordance with Title 24, §813.106, of the Code of Federal Regulations. “Median Income” shall mean median income for (i) the Burlington MSA, or (ii) the State of Vermont, whichever is greater, as determined from time to time and published in the Federal Register by the United States Department of Housing and Urban Development. Special VHCB Conditions 1. This award is subject to the availability of FY17 funding in the amount of at least $14,104,840. 2. Prior to disbursement, Grantee shall obtain commitments for all other funds necessary to

complete the project, and Grantee shall demonstrate to the satisfaction of VHCB that the committed funds make the project financially viable.

3. Prior to closing, Grantee shall submit a detailed scope of work outline for VHCB’s review and

approval.

4. Prior to closing, Grantee shall submit an updated budget for the development of the 5 funded units in the project.

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5. Prior to closing, Grantee shall submit a detailed relocation plan for current residents. Standard VHCB Conditions This award is also subject to VHCB Standard Conditions for homeownership.

Rise-Up Bakery Barre Historical Society

VHCB# 2016-087 Resolution: To award the Barre Historical Society a grant of up to Fifty Thousand Dollars ($50,000) for rehabilitation of the rise Up Bakery property in Barre and to Award the Preservation Trust of Vermont a grant of up to $4,500 for baseline documentation and easement stewardship. The first award is subject to the following restrictions and conditions: Special Conditions: 1. This award is subject to the availability of FY17 funding in the amount of at least $14,104,840.

2. Disbursement of VHCB funds are contingent upon completion of indoor air quality sampling

this spring and a plan for remediation developed for any identified environmental hazards detected on the site.

3. Prior to disbursement of VHCB funds, the Grantee shall submit a revised project budget and

scope of work, acceptable to VHCB staff, which considers the Secretary of the Interior's Standards for Rehabilitation (36 CFR 67), all necessary town and state building code requirements, and universal design and accessibility.

4. Prior to disbursement of VHCB funds, the Grantee shall submit a fundraising plan, acceptable to

VHCB staff, based on the revised budget and scope of work required by Special Grant Condition #3, above.

5. Prior to disbursement of VHCB funds, the Grantee will submit for VHCB staff review an

inventory of capital needs for the building and budget for ongoing maintenance.

Standard Conditions: 1. Grantee shall rehabilitate and maintain the structure in accordance with the Secretary of the

Interior's Standards for Rehabilitation (36 CFR 67). Prior to preparing plans and specifications for the rehabilitation of the structure, the Grantee and its architect or contractor shall consult the Secretary of the Interiors Guidelines for Rehabilitating Historic Buildings. Prior to disbursement of VHCB funds, Grantee shall demonstrate to VHCB staff satisfaction that the plans and specifications are consistent with the Secretary’s Standards.

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2. Prior to disbursement of VHCB funds, Grantee shall execute and record in the Town Land Records a historic preservation easement co-held by VHCB and the Preservation Trust of Vermont that covers the exterior facades, significant interior features of the structure and the setting. This easement shall require the owner to follow the Secretary of the Interior's Standards for Rehabilitation, 36 CFR 67, for all renovation, restoration, additions, and physical or structural alterations to the structure and to maintain the safety and structural soundness of the structure.

3. For projects receiving VHCB rehabilitation funds, the award will be disbursed on a percentage

of completion of rehabilitation activities funded. The award will be disbursed in a maximum of three disbursements, documented by invoices submitted by the grantee to VHCB staff. The execution and recording of a historic preservation easement shall occur upon the first disbursement of VHCB funds.

4. Prior to disbursement of VHCB funds, the Grantee shall sign legal documents and record legal

documents prepared by VHCB which require that: (a) the structure will be owned by a qualified nonprofit corporation with tax exempt status under the Internal Revenue Code, a municipality or the State of Vermont and any future conveyance requires VHCB prior written approval; and (b) the public will be provided with reasonable and regular access to the structure and its grounds for charitable, educational, recreational, conservation or cultural purposes.

5. The Preservation Trust of Vermont (“PTV”) shall perform all necessary stewardship monitoring

on the structure. The stewardship award to the Preservation Trust shall be utilized in accordance with the PTV established easement stewardship program and in accordance with all applicable VHCB policies and guidelines, including the Stewardship Policy for Conservation Projects.

6. If funds are awarded for rehabilitation the Grantee shall demonstrate to VHCB staff satisfaction

that the applicant will be able to raise sufficient funds to cover the rehabilitation work prior to disbursement of VHCB funds.

The Bradley House, Brattleboro Holton Homes Inc.

2016-076 Resolution: To award Holton Homes Inc. (the "Developer") VHCB funds for five hundred four thousand dollars ($504,000) for construction and related costs. This project involves property located at 65 Harris Avenue in Brattleboro and property located at 158 Western Avenue in Brattleboro and consists of 70 single room occupancy rental units. This award is subject to the following restrictions and conditions: Affordability Restrictions Grantee shall execute a VHCB Housing Subsidy Covenant of perpetual duration, which will be prepared by VHCB staff counsel and will contain restrictions substantially as follows:

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VHCB The owner shall lease twenty-eight (28) units to persons whose household income is less than or equal to 80% of area median income. Nine (9) of these twenty-eight (28) units shall be leased to persons who household income is less than or equal to 50% of area median income. The owner shall make every reasonable effort to lease three (3) units to persons whose income is less than or equal to 30% of area median income, or to persons with special needs. In addition, the owner shall make every reasonable effort to ensure that the annualized rents for all units are "affordable" to the occupying households, as described further in section 7 of the VHCB Housing Subsidy Covenant. Any conveyance of the property shall require the prior written consent of VHCB, which consent shall not be unreasonably withheld if the proposed transferee is an eligible applicant to receive funds from VHCB. Special VHCB Conditions 1. This award is subject to the availability of FY17 funding in the amount of at least $14,104,840.

2. Funds will not be available for disbursement until AHP funding is further explored.

3. Prior to closing, Grantee will submit a more detailed fundraising plan. Prior to first

disbursement, Grantee shall have commitments for at least $100,000 in fundraising. 4. Prior to disbursement, Grantee shall obtain commitments for all other funds necessary to

complete the project, and Grantee shall demonstrate to the satisfaction of VHCB that the committed funds make the project financially viable.

5. Prior to closing, Grantee shall obtain construction bids or an independent cost estimate and

demonstrate to the satisfaction of VHCB that projected construction costs are within the approved budget for the project.

6. Prior to making any changes in the planned rehabilitation scope, the Grantee will seek VHCB

staff input and approval. Standard VHCB Conditions This award is also subject to VHCB Standard Conditions for rental housing developments. Delegation of Authority to Receive and Expend Funds from the Agency of Human Services

Accepting AHS Grant – Roadmap to Combat Homelessness Be it resolved that the Vermont Housing & Conservation Board hereby authorizes VHCB staff to accept and expend up to $40,000 in from the Agency of Human Services for the purposes of supporting a joint initiative for the development of a systems approach to solutions and a roadmap for success in addressing homelessness.

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Delegation of Authority to Apply for Funds for the Farm & Forest Viability Program Resolutions: Applying for and Accepting USDA Local Food Promotion Program Funds: Be it resolved that the Vermont Housing and Conservation Board hereby authorizes VHCB staff to apply for and accept up to $300,000 of funding from the USDA AMS Local Food Promotion Program for the purposes of providing business planning, marketing consulting, technical assistance and professional development to food hub enterprises which primarily aggregate, process, store, market and/or distribute Vermont farm and food products. Staff are authorized, with the advice and consent of the VHCB Board chair or a Board committee appointed by the VHCB Board chair, to commit these funds as contracts with organizations or consultants. Applying for and Accepting Northern Border Regional Commission Funds: Be it resolved that the Vermont Housing and Conservation Board hereby authorizes VHCB staff to apply for and accept up to $150,000 of funding from the Northern Border Regional Commission for the purposes of providing business planning, and technical assistance to farm, food and forestry enterprises. Staff are authorized, with the advice and consent of the VHCB Board chair or a Board committee appointed by the VHCB Board chair, to commit these funds as contracts with organizations or consultants.

Vermont Carbon Market Program Feasibility Study Funds

Resolution:

For the Board to set aside $25,000 and authorizing VHCB staff to execute and submit a written

proposal to the High Meadows Fund for up to Fifty Thousand Dollars ($50,000) towards a

feasibility and demonstration project for a Vermont program that secures new resources for

forestland protection by combining carbon sequestration and conservation in innovative ways.

USDA Rural Development - Housing Preservation Grant funds Resolution: To ratify the approval made on March 1, 2016 by VHCB Board Chair Neil Mickenberg, and solicited via email from the full board on March 2, 2016, to give VHCB staff the authority to apply for, accept, and administer up to $300,000 in USDA Rural Development - Housing Preservation Grant funds for the rehabilitation of housing in the Northeast Kingdom.

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Westview Terrace, Springfield Springfield Housing Unlimited

VHCB #1994-132-001

Resolution: With regards to the VHCB Loan of $325,000 and accrued interest of $73,473.95 to modify the existing loan as follows: (1) reduce the interest rate from 1.00% compounding annually to 0%; (2) forgive the accrued interest; (3) require quarterly payments in the amount of $4,062.50 over 20 years beginning on October 1,

2016 with any unpaid balance due on the Maturity Date; (4) to establish a Maturity Date of July 1, 2036.

South Street, Bristol HOPE

VHCB #1992-042-002

Resolution: To discharge VHCB’s affordability restrictions on the South Street, Bristol project (VHCB #1992-042-002) in order to permit the demolition of #20 South Street and the sale of #22 South Street. This action is subject to the following conditions: 1. HOPE shall provide a tenant protection plan for the review and approval of VHCB which

includes relocation assistance for the households at #20 South Street and any household at #22 South Street that chooses to move upon sale of the property.

2. Upon sale of #22 South Street, HOPE’s proceeds from the sale shall be utilized in the following order and approved in advance by VHCB: (1) demolition costs for #20 South Street; (2) HOPE’s transaction costs for the sale; (3) feasibility and pre-development costs for the redevelopment of Bristol Family Housing approved by VHCB; (4) repayment of the VHCB and HOME grants for the project. 3. Prior to discharge of VHCB’s affordability restrictions HOPE shall report to VHCB on the status of the disposition of its interest in all affordable housing restricted by VHCB.

Hillside, Montpelier Downstreet Housing

VHCB #2000-087-001

Resolution: To award Downstreet Housing (the "Grantee") VHCB funds in the amount of up to ten thousand dollars ($10,000) for construction and related expenses. This project involves property located at 17 and 21 Northfield Street in Montpelier and consists of eight (8) rental units. This award is subject to the following restrictions and conditions: 1. Prior to disbursement, the Grantee shall document matching funds equal to VHCB’s award. The

matching funds shall be spent first in the implementation of the project.

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2. Upon completion of the work, the Grantee may use any remaining funds for other project capital

needs upon review and approval of VHCB.

Accepting VCF Award – Roadmap to Combat Homelessness Funds Resolution: Be it resolved that the Vermont Housing & Conservation Board hereby authorizes VHCB staff to: accept and expend $25,000 of funding from the Vermont Community Foundation for the purposes of supporting a joint initiative for development of a systems approach to solutions and a roadmap for success for addressing homelessness.

Guidelines for Release of VHCB Housing Restrictions

Resolution: Be it resolved that the Vermont Housing & Conservation Board accepts the Guidelines for Release of VHCB Housing Restrictions as listed below: 1. Grantees are expected to select properties that are suitable for long-term operation as

affordable housing.

2. Grantees are expected to improve, finance and manage properties for long-term operation as affordable housing.

3. Grantees are expected to contact and work proactively with VHCB to address risk factors for long-term operation of the project as affordable housing once they are identified. This may include but is not limited to changes in support service funding, extended poor financial performance, major physical deficiencies, inability to refinance necessary repairs or improvements and major negative impacts related to location.

4. Grantees must document to the satisfaction of VHCB the reasons why a property is no longer feasible to operate as affordable housing. Documentation may include but is not limited to the following:

• evidence of discontinuation of funding for essential support services; • studies, maps, or other evidence of locational hazards or impacts; • cost estimates for repairs and necessary improvements; • analysis of the feasibility of financing repairs; • cash flow analysis of alternative operational scenarios.

5. If VHCB and the Grantee agree that a particular affordable housing use for a project is no

longer feasible, the Grantee is expected to work with VHCB to identify another affordable housing use.

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6. If another affordable housing use cannot be identified, sale of the property and release of the VHCB affordability requirements may be permitted by VHCB upon repayment of VHCB’s original grant and/or loan obligations. If the sale of the property results in a gain in excess of the obligations to VHCB and other lenders VHCB may require payment of a share of the return based upon its participation in the financing of the project.

7. In cases in which VHCB’s original grant or loan obligations cannot be repaid, release of VHCB’s Affordability requirements will be at VHCB’s sole discretion.

For projects that involve VHCB grants, the authority for making the decision to release VHCB restrictions is placed with the Chair of the Board of Directors upon consideration of a staff recommendation. At his or her discretion, the Board chair may elect to refer the decision to the entire Board. In cases involving the grants of over $100,000, review by the entire Board is required. In cases in which the discharge of a VHCB loan is involved, the Board or its authorized designee is required to make the decision.