Bill Text: NY A09088 | 2023-2024 | General Assembly | Introduced
Bill Title: Establishes the New York State social housing development authority as a public benefit corporation to increase the supply of permanently affordable housing in the state through the acquisition of land and renovation or rehabilitation of existing real property, and through the construction of new, permanently affordable housing.
Spectrum: Partisan Bill (Democrat 22-0)
Status: (Introduced) 2024-02-06 - referred to corporations, authorities and commissions [A09088 Detail]
Download: New_York-2023-A09088-Introduced.html
STATE OF NEW YORK ________________________________________________________________________ 9088 IN ASSEMBLY February 6, 2024 ___________ Introduced by M. of A. GALLAGHER, ANDERSON, SIMONE, SHRESTHA, MITAYNES, FORREST, MAMDANI, L. ROSENTHAL, EPSTEIN -- read once and referred to the Committee on Corporations, Authorities and Commissions AN ACT in relation to creating a public benefit corporation for the construction, acquisition, and rehabilitation of permanently afforda- ble housing; and making an appropriation therefor The People of the State of New York, represented in Senate and Assem- bly, do enact as follows: 1 Section 1. Short title. This act shall be known and may be cited as 2 the "permanently affordable social housing for New Yorkers act". 3 § 2. Legislative findings and declaration; statement of policy. The 4 legislature hereby finds and declares that safe, sanitary, plentiful and 5 affordable housing accommodations are necessary for the public health, 6 general welfare, and economy of the state. The legislature further finds 7 and declares that a shortage of available affordable housing in communi- 8 ties across New York undermines the economy of the state as a whole and 9 that a state program to leverage private, local, state, and federal 10 funds to build new, high-quality housing for working families is desper- 11 ately needed in order to cure the shortfall in supply created by the 12 private market. While the private housing market has failed to build 13 enough housing to create affordability across all levels of income in 14 New York, private landlords have also seized upon the opportunity to 15 rapaciously extract rents and profit at the expense of New Yorkers, who 16 have witnessed extraordinary increases in the cost of living in recent 17 years, the largest component of which is the cost of housing, which has 18 increased at annual rates far in excess of gains to wages or income for 19 working-class New Yorkers. 20 Whereas the legislature has previously authorized the creation of 21 transportation authorities, port authorities, and water and sewer 22 authorities, among others, to manage the construction, operation, 23 financing, and improvement of various forms of state infrastructure and 24 public services, and to insulate the provision of such services to New 25 Yorkers from both the vicissitudes of political administrations and the 26 greed of private ownership; and whereas social housing, being permanent- EXPLANATION--Matter in italics (underscored) is new; matter in brackets [] is old law to be omitted. LBD13689-03-4A. 9088 2 1 ly affordable and democratically controlled, represents a superior and 2 more economical form of housing provision when compared to alternative 3 methods of housing subsidy; and whereas prior forms of social housing 4 sponsored by the legislature, including the creation of limited equity 5 cooperatives and the Mitchell-Lama program, have been successful in 6 creating and preserving high-quality, affordable housing for New York's 7 residents; and whereas many areas of the state suffer from housing in 8 dire need of rehabilitation and retrofitting; and whereas the state 9 continues to present the possibility of freedom and economic livelihood 10 to individuals displaced from distant lands by climate change, geopoli- 11 tics, and forces of history; the legislature further finds and declares 12 the necessity of creating a durable and scalable program for the ongoing 13 construction, rehabilitation and maintenance of permanently affordable 14 housing statewide through the creation of a new state authority tasked 15 with such purpose. 16 It shall be the policy of the state to encourage the construction and 17 maintenance of permanently affordable, democratically controlled, high- 18 quality housing statewide through the creation of a new state authority 19 charged with such responsibility. The policy of the state, in creating 20 such an authority and program, shall be to combine all available sources 21 of funding whenever possible and direct subsidies towards both 22 construction and acquisition, in which the authority through its 23 stewardship may hold such subsidy permanently in trust. The policy of 24 the state shall further be to create such authority with a vision for 25 governance that empowers its residents to participate in decision-mak- 26 ing, creates a sense of shared responsibility and public stewardship, 27 and generates a positive feedback cycle for the authority in the imple- 28 mentation and modification of policies. Besides the promotion of new 29 construction, the policy of the state shall further be to promote the 30 preservation of existing affordable housing through the conversion of 31 private housing to social housing models, under the stewardship of the 32 authority, through acquisitions made by the authority in partnership 33 with tenants, wherever tenants of a building shall seek to purchase 34 their building at a fair market value from its owner. In creating this 35 authority, the policy of the state shall further be to minimize the 36 number of New Yorkers who suffer to sleep outside or in shelters without 37 a permanent residence through the allocation of vouchers and units to 38 homeless and migrant New Yorkers; to provide high-quality housing at 39 affordable rates to New Yorkers at extremely low, very low, and low 40 income levels who otherwise are unable to find high-quality or afforda- 41 ble housing in the private market; to deepen the role of government in 42 the stabilization of the housing market and the role of government in 43 sponsoring new construction; and to deepen the proactive involvement of 44 the state in urban planning, collaboration with local governments, agen- 45 cies, and residents, and innovation in housing design and construction. 46 § 3. Definitions. For the purposes of this act, unless otherwise 47 expressly stated or the context or subject matter otherwise requires, 48 the following terms shall have the following meanings: 49 1. "Alternative project delivery contract" means any project delivery 50 method authorized by this act, including construction manager build, 51 construction manager at risk, and design-build, pursuant to which one or 52 more contracts for the provision of design or construction management 53 and construction services are awarded pursuant to an open and compet- 54 itive method of procurement, as specified in section fifteen of this 55 act.A. 9088 3 1 2. "Best value" means the basis for awarding contracts for services to 2 a proposer that optimizes quality, cost and efficiency, price and 3 performance criteria, and which may include, but is not limited to: 4 a. the quality of the proposer's performance on previous projects; 5 b. the timeliness of the proposer's performance on previous projects; 6 c. the level of customer satisfaction with the proposer's performance 7 on previous projects; 8 d. the proposer's record of performing previous projects on budget and 9 ability to minimize cost overruns; 10 e. the proposer's ability to limit change orders; 11 f. the proposer's ability to prepare appropriate project plans; 12 g. the proposer's technical capacities; 13 h. the individual qualifications of the proposer's key personnel; 14 i. the proposer's ability to assess and manage risk and minimize risk 15 impact; 16 j. the proposer's financial capability; 17 k. the proposer's ability to comply with applicable requirements, 18 including the provisions of articles one hundred forty-five, one hundred 19 forty-seven and one hundred forty-eight of the education law; 20 l. the proposer's past record of compliance with federal laws, state 21 and local laws, rules and regulations, licensing requirements, where 22 applicable, and executive orders, including, but not limited to, section 23 three of the federal housing and urban development act of nineteen 24 hundred sixty-eight, as amended, or any successor provision, chapter 25 seventy-nine of the New York city charter, as applicable, article 26 fifteen-A of the executive law and any other applicable laws concerning 27 minority- and women-owned business enterprise participation, the labor 28 law, and any other applicable labor and prevailing wage laws; 29 m. the proposer's record of complying with existing labor standards, 30 maintaining harmonious labor relations, protecting the health and safety 31 of workers, and payment of prevailing wages in accordance with article 32 eight of the labor law; 33 n. a quantitative factor to be used in evaluation of bids or offers 34 for awarding of contracts for bidders or offerors that are certified as 35 minority- or women-owned business enterprises pursuant to article 36 fifteen-A of the executive law or certified pursuant to section thirteen 37 hundred four of the New York city charter as minority- or women-owned 38 business enterprises, or where the bidder is a joint venture including 39 at least one such certified firm. Where the corporation identifies a 40 quantitative factor pursuant to this paragraph, the corporation shall 41 specify that businesses certified as minority- or women-owned business 42 enterprises pursuant to article fifteen-A of the executive law as well 43 as those certified as minority- or women-owned business enterprises 44 pursuant to section thirteen hundred four of the New York city charter, 45 or joint ventures including at least one such certified firm, are eligi- 46 ble to qualify for such factor. Nothing in this paragraph shall be 47 construed to require that such businesses be concurrently certified as 48 minority- or women-owned business enterprises under such article and 49 such section to qualify for such quantitative factor; and 50 o. a quantitative factor to be used in evaluation of bids or offers 51 for awarding of contracts for bidders or offerors that provide economic 52 opportunities for low and very low-income persons in accordance with 53 section three of the federal housing and urban development act of nine- 54 teen hundred sixty-eight, as amended, or chapter seventy-nine of the New 55 York city charter, as applicable, or any successor provision. SuchA. 9088 4 1 basis shall reflect, wherever possible, objective and quantifiable anal- 2 ysis. 3 3. "Board" means the board of the corporation. 4 4. "Bonds" and "notes" mean the bonds and notes respectively issued by 5 the corporation. 6 5. "Clearinghouse" means the website and processes created pursuant to 7 section eight of this act. 8 6. "Civic project" means a project or that portion of a project desig- 9 nated and intended for the purpose of providing facilities for educa- 10 tional, cultural, recreational, community, or other civic purposes. 11 7. "Comptroller" means the comptroller of the state. 12 8. "Construction manager build" means a project delivery method where- 13 by a construction manager, following a declaration of a disaster by the 14 governor or state of emergency by the mayor pursuant to article two-B of 15 the executive law or chapter one of title three of the administrative 16 code of the city of New York, or following an independent cost estimate 17 and a concurrence by the corporation that construction work is required 18 at a residential project to remedy defects to bring the residential 19 project into decent, safe, and sanitary condition: 20 a. serves as part of a team in conjunction with the owner in the 21 design phase of the project; 22 b. under the oversight of the owner, acts as the single source of 23 responsibility to bid, select and hold construction contracts on behalf 24 of the owner during the construction phase; and 25 c. manages the construction project on behalf of the owner. 26 9. "Construction manager at risk" means a project delivery method 27 whereby a construction manager: 28 a. serves as part of a team in conjunction with the owner in the 29 design phase of the project; 30 b. during the construction phase, acts as general contractor for 31 agreed upon compensation as set forth in the construction manager at 32 risk agreement; and 33 c. assumes the risk of construction costs exceeding an amount speci- 34 fied in the construction manager at risk agreement. 35 10. "Corporation" means the New York state social housing development 36 authority created by section four of this act. 37 11. "Cost plus" means compensating a contractor for the cost to 38 complete a contract by reimbursing actual costs for labor, equipment and 39 materials plus an additional amount for overhead and profit. 40 12. "Design-build" means a project delivery method for the design and 41 construction of a project with a single entity, which may be a team 42 composed of separate entities. 43 13. "Distressed" means, with respect to an asset that: (i) the obligor 44 thereof is subject to a bankruptcy, insolvency, liquidation, or other 45 similar action or proceeding; (ii) the obligor thereof has failed to 46 make any payment of principal or interest with respect to such asset 47 when due (whether at scheduled maturity or any accelerated date of matu- 48 rity or any other date fixed for payment or prepayment thereof or other- 49 wise) beyond any period of grace provided with respect thereto; (iii) 50 such asset is classified by the lender as "non-performing" pursuant to 51 generally accepted accounting principles; (iv) such asset is in a phys- 52 ically distressed condition, as shall be defined by the corporation; or 53 (v) such asset is under lien for unpaid municipal arrears. 54 14. "Energy efficiency and housing quality standards" means standards 55 promulgated by the corporation, which shall specify minimum energy and 56 water efficiency requirements for residential real property under theA. 9088 5 1 control of the corporation, in addition to other health and safety stan- 2 dards identified in this act or by the corporation through subsequent 3 regulation, including without limitation compliance with the state 4 building code. 5 15. "Environmental hazard and housing quality inspection" means an 6 inspection, conducted in-person and on-site, by an employee or agent of 7 the corporation, which shall identify a property's degree of compliance 8 with the corporation's energy efficiency and housing quality standards 9 and any other applicable building codes, as well as the work necessary 10 to bring such building or property into compliance with such codes and 11 standards. 12 16. "Environmental hazard and housing quality retrofit" means the 13 process by which the corporation shall bring a building or property into 14 compliance with the corporation's energy efficiency and housing quality 15 standards and any other applicable codes or standards. Environmental 16 hazard and housing quality retrofits shall proceed as expeditiously as 17 necessary to ensure the safety and well-being of occupants, provided 18 that they may occur in stages and upon timelines that the corporation 19 deems convenient. Such retrofit may include, without limitation: 20 a. Replacing or upgrading, as the case may be, appliances, equipment, 21 and appurtenances thereto, which have reached the end of their useful 22 lives or where such replacement or upgrade would help such property meet 23 the corporation's energy efficiency and housing quality standards; 24 b. Weatherization; 25 c. Remediation of any and all environmental hazards present in such 26 building or upon such property, including pests, mold, asbestos, lead, 27 or any other harmful contaminants, as well as brownfield remediation 28 when necessary; 29 d. Upgrading of a building's accessibility for individuals with disa- 30 bilities; and 31 e. Curing of any and all other existing violations of building codes 32 or other applicable health and safety standards. 33 17. "Excess cash flow" means surplus funds derived from the rents or 34 other income of a project after all annual operating costs of the 35 project have been paid, including its maintenance and operations, 36 management fees, debt service, and reserve contributions. 37 18. "Ground lease" means the written instrument pursuant to which the 38 corporation transfers to another party its leasehold interest in a 39 project and ancillary personal property. 40 19. "Housing company" means a company organized pursuant to the 41 provisions of article two, four, or eleven of the private housing 42 finance law. 43 20. "Land use improvement project" means a plan or undertaking for the 44 clearance, replanning, reconstruction, or rehabilitation or any combina- 45 tion of these and other methods, of an underdeveloped or unsanitary area 46 or property, including sites designated as brownfields or which other- 47 wise may pose environmental risks to public health in need of remedi- 48 ation, for the purpose of creating a permanently affordable residential 49 project. 50 21. "Local governing body" means the board of supervisors, county 51 legislature, board of aldermen, common council, commission, city coun- 52 cil, or other elective governing board or body now or hereafter vested 53 by state statute, charter, or other law with jurisdiction to initiate 54 and adopt other local laws whether or not such local laws or ordinances 55 require the approval of the elective chief executive officer or other 56 official or body to become effective.A. 9088 6 1 22. "Mixed-income" means a designation for a residential project, 2 which shall include a mix of affordability levels for units available in 3 such project such that a proportion of the units in such project are 4 reserved for households with low, very low, or extremely low annual 5 incomes, and another proportion are available to individuals with 6 incomes between eighty percent and one hundred sixty-five percent of the 7 area median income. For the purposes of this act, "low," "very low," and 8 "extremely low" annual incomes and "area median income" shall have the 9 same meanings as such terms are defined by the secretary of the federal 10 department of housing and urban development. The proportions reserved 11 for each income category shall be determined at the discretion of the 12 corporation on a per-project basis, and in making such determination the 13 corporation shall seek to maximize the overall affordability of such 14 residential project in relation to the socio-economic characteristics of 15 the community in which it is sited, considering without limitation 16 factors such as local median incomes, rates of unemployment, and esti- 17 mated need among various segments of the population, while ensuring such 18 project can operate in a financially solvent manner for the duration of 19 the mortgage or financing securing such project after accounting for 20 expected subsidies and operating revenues. In any mixed-income residen- 21 tial project constructed by the corporation, the quality of any unit 22 shall not materially differ between units affordable at various levels, 23 nor shall access to services and facilities within such project, nor 24 shall units affordable at various levels be segmented apart from one 25 another or be outwardly identifiable according to affordability level. 26 23. "Mixed-use" means a designation for a project and real property 27 within or upon which a residential project exists in addition to a 28 project designated for commercial purpose or use, which for the purposes 29 of this act shall mean the buying, selling, or other provision of goods 30 and services, or other lawful business or commercial activities. 31 24. "Municipality" means any county, city, town, or village. 32 25. "One hundred percent affordable" means a designation for a resi- 33 dential project exclusively intended for households earning below eighty 34 percent of the area median income, as calculated by the secretary of the 35 federal department of housing and urban development. 36 26. "Permanently affordable" means a designation for a residential 37 project, the affordability of which is preserved through the inclusion 38 of an affordability covenant in the deed to such land and, where appli- 39 cable, any ground lease to the improvements on such land. Such afforda- 40 bility covenant shall limit the profit that may be taken on the sale or 41 resale of leasehold interests to such residential project or any part 42 thereof or dwelling unit therein and the shares, stock, or equity of any 43 corporations holding a leasehold interest in such project, where such 44 shares include or represent a possessory interest to a dwelling unit in 45 such project, to a rate of two percent per annum compounded annually. 46 Increases to rents or fees charged to residents within a permanently 47 affordable unit shall be limited to no more than two percent per year. 48 27. "Project" means a specific work or improvement including lands, 49 buildings, improvements, real and personal properties or any interest 50 therein, acquired, owned, constructed, reconstructed, rehabilitated or 51 improved by the corporation or any subsidiary thereof, including a resi- 52 dential project, a land use improvement project, or a civil project, or 53 any combination thereof. The term "project" or any variation thereof as 54 used herein shall include entire projects, or any portion of a project. 55 28. "Project cost" means the sum total of all costs incurred by the 56 corporation in carrying out all works and undertakings, which the corpo-A. 9088 7 1 ration deems reasonable and necessary for the development of a project. 2 Project costs shall include, but are not necessarily limited to, the 3 costs of all necessary studies, surveys, plans and specifications, 4 architectural, engineering or other special services, acquisition of 5 land and any buildings thereon, site preparation and development, 6 construction, reconstruction, rehabilitation, improvement and the acqui- 7 sition of such machinery and equipment as may be deemed necessary in 8 connection therewith (other than raw materials, work in process or stock 9 in trade); the necessary expenses incurred in connection with the 10 initial occupancy of the project, an allocable portion of the adminis- 11 trative and operating expenses of the corporation, the cost of financing 12 the project, including interest on bonds and notes issued by the corpo- 13 ration to finance the project from the date thereof to the date when the 14 corporation shall determine that the project be deemed substantially 15 occupied, and the cost of such other items, including any indemnity and 16 surety bonds and payments on insurance, legal fees, fees and expenses of 17 trustees, depositories and paying agents for the bonds and notes issued 18 by the corporation, and relocation costs, all as the corporation shall 19 deem necessary. 20 29. "Project labor agreement" shall have the same meaning as described 21 in section two hundred twenty-two of the labor law. 22 30. "Real property" means lands, structures, franchises and interests 23 in land, including lands under water and riparian rights, space rights 24 and air rights and any and all other things and rights usually included 25 within such term. Real property shall also mean and include any and all 26 interests in such property less than full title, such as easements, 27 incorporeal hereditaments and every estate, interest or right, legal or 28 equitable, including terms for years and liens thereon by way of judg- 29 ments, mortgages or otherwise, and also all claims for damages for such 30 real estate. 31 31. "Resident" means a person whose lawful primary residence is a 32 dwelling unit in any residential project or real property owned, leased, 33 or managed by the corporation. 34 32. "Residential project" means a project or that portion thereof 35 designed and intended for the purpose of providing housing accommo- 36 dations and such facilities as may be incidental or appurtenant thereto. 37 33. "Short-sale" means a sale of a residential real property that is 38 subject to a mortgage, deed, trust, or other security interest that 39 secures a residential mortgage loan that: (i) will result in proceeds in 40 an amount that is less than the remaining amount due under the mortgage 41 loan; and (ii) requires authorization by any securitization vehicle or 42 other investment vehicle or holder of the mortgage loan, or the servicer 43 acting on behalf of such a vehicle or holder. 44 34. "Special purpose housing" means a residential project constructed 45 for the purpose of providing affordable or subsidized housing accommo- 46 dations on an expedited schedule at the request of a state agency, local 47 government, or the governor. Special purpose housing projects shall 48 utilize modular housing solutions, or any other available and comparable 49 means, to deliver housing accommodations in a rapid and efficient 50 manner. The delivery of special purpose housing may be exempted at the 51 discretion of the board from certain community feedback processes estab- 52 lished by the corporation for the construction or approval of other 53 residential projects. The delivery of a special purpose housing project 54 shall be contingent upon the negotiation of partial or total funding and 55 financing agreements with local, state, or federal authorities. 56 35. "State" means the state of New York.A. 9088 8 1 36. "State agency" means any office, department, board, commission, 2 bureau, division, public corporation, agency, or instrumentality of the 3 state. 4 37. "Subsidiary" means a corporation created in accordance with 5 section twenty of this act. 6 38. "Underdeveloped" means a real property or part thereof whose high- 7 est and best use, as determined at the sole discretion of the corpo- 8 ration, is as a permanently affordable residential project or civic 9 project which, after a comprehensive review of any relevant factors 10 undertaken by the corporation, the corporation finds is not currently 11 employed in its highest and best use and can feasibly be converted to 12 such use by the corporation. 13 39. "Voting process" means the democratic process whereby residents of 14 a residential project shall make decisions affecting the governance or 15 management of such residential project through a popular election facil- 16 itated and certified by the corporation, which process shall be deter- 17 mined as a matter of regulation by the corporation. 18 40. "Weatherization" means without limitation all improvements neces- 19 sary to protect a home from the elements and improve the energy effi- 20 ciency of heating and cooling systems, such as: sealing bypasses and air 21 ducts; installing or replacing dampers in exhaust ducts; protecting 22 pipes from corrosion and freezing; installing footing drains, foundation 23 waterproofing membranes, interior perimeter drains, sump pumps, gutters, 24 downspout extensions, downward-sloping grading, French drains, swales, 25 and other appurtenances to protect a building from both surface water 26 and groundwater; providing proper ventilation to unconditioned spaces to 27 protect a building from the effects of condensation; installing, replac- 28 ing, or upgrading roofing, building wrap, siding, flashing, skylights or 29 solar tubes; installing, upgrading, or replacing insulation; installing 30 storm doors and storm windows; replacing drafty doors with tightly seal- 31 ing, foam-core doors; retrofitting older windows with a stop or parting 32 bead across the sill; or replacing older windows with low-energy, 33 double-glazed windows. 34 § 4. New York State social housing development authority. 1. There is 35 hereby created the New York state social housing development authority. 36 The authority shall be a corporate governmental agency of the state, 37 constituting a political subdivision and public benefit corporation. 38 2. The corporation shall have a duty to increase the supply of afford- 39 able housing in the state through the acquisition of land and renovation 40 or rehabilitation of existing real property, and through the 41 construction of new, permanently affordable housing. The residential 42 projects under the management or control of the corporation or its 43 subsidiaries shall be and forever remain permanently affordable. The 44 corporation shall take all actions necessary or convenient to ensure the 45 high quality of residential real property under its management or 46 control as well as the maintenance and improvement of conditions or 47 abatement of nuisances therein. 48 3. The membership of the corporation shall consist of a board with a 49 size of nineteen members. The corporation shall be governed and its 50 powers shall be exercised by such board. The board shall establish 51 rules and requirements relative to the attendance and participation of 52 members in its meetings, regular or special, and shall meet in regular 53 session according to a schedule adopted by the board, at a frequency no 54 less often than once per month, and also may meet in special session as 55 convened by the chairman or upon written notice signed by a majority of 56 the sitting members. The board shall elect annually from among itsA. 9088 9 1 members a chairman, vice-chairman, treasurer, and other officers as the 2 board may determine and shall establish their duties as may be regulated 3 by the rules of the board. 4 a. The first eleven members shall be appointed in the following 5 manner. Three members shall be appointed by the governor, three members 6 shall be appointed by the speaker of the assembly, and three members 7 shall be appointed by the temporary president of the senate. The commis- 8 sioner of the department of housing and community renewal and the comp- 9 troller shall have ex officio seats on the board. The remaining eight 10 members of the board shall be elected by the residents of residential 11 projects owned or managed by the corporation. Appointments and member- 12 ship shall be subject to the following restrictions: 13 (i) One of each of the three members appointed by the speaker of the 14 assembly, governor, and temporary president of the senate respectively 15 shall represent the interests of employee organizations in the state; 16 (ii) One of each of the three members appointed by the speaker of the 17 assembly, governor, and temporary president of the senate respectively 18 shall represent the interests of affordable housing advocates, community 19 land trusts, and homeless New Yorkers in the state; 20 (iii) One of each of the three members appointed by the speaker of the 21 assembly, governor, and temporary president of the senate respectively 22 professional or technical expertise in architecture, affordable housing 23 construction and financing, urban planning, or engineering; and 24 (iv) The remaining eight members shall be residents of residential 25 projects owned or managed by the corporation. 26 b. The members of the board shall receive no compensation for their 27 services but shall be entitled to receive their actual and necessary 28 expenses incurred in the performance of their duties. Except for ex 29 officio board members, any member of the board may be removed by the 30 governor for cause, after an opportunity to be heard in their defense. A 31 majority of the members of the board, not including vacancies, shall 32 constitute a quorum for the transaction of any business or the exercise 33 of any power or function of the corporation. The corporation may dele- 34 gate to one or more of its members, or its officers, agents and employ- 35 ees, such powers and duties as it may deem proper. 36 c. Except for the ex officio board members, no member of the board, 37 besides possession of a primary residence or a share representing 38 possession in part or whole thereof, may own, nor profit from, any real 39 property or share thereof, directly or indirectly; provided, however, 40 that beneficial ownership in any real property besides a primary resi- 41 dence may be placed in a blind trust for the duration of a member's 42 tenure on the board. A member's term on the board may not begin until 43 such member's economic or legal interests, if any, in real property 44 located in New York state besides a primary residence shall have been 45 placed in a blind trust. Legal expenses incurred by the creation or 46 administration of a blind trust for a member of the board necessary to 47 comply with the requirements of this subdivision may be reimbursed by 48 the corporation upon the submission of receipts associated with such 49 expenses to the board and the board's approval of such reimbursement 50 request, which shall be made in writing and subject to disclosure pursu- 51 ant to article six of the public officers law. 52 d. The chairman of the board, or the president of the corporation, may 53 request and receive from any department, division, board, bureau, 54 commission or other agency of the state or any political subdivision 55 thereof or any public authority such assistance, information and data asA. 9088 10 1 shall enable the corporation or the board properly to carry out its 2 functions, powers and duties. 3 e. The board shall appoint the president of the corporation, who shall 4 be its executive officer, upon advice and consent of the senate, and may 5 also appoint a secretary, counsel and legal staff, technical experts, 6 and such other agents and employees, permanent or temporary, as it may 7 determine necessary, prescribe their powers and duties, fix their 8 compensation and provide for reimbursement of their expenses within 9 amounts appropriated therefor. The board may, from time to time, create, 10 abolish, transfer and consolidate bureaus and other units within the 11 corporation or the board not expressly established by law as it may 12 determine necessary for the efficient operation of the corporation or 13 the board. 14 f. The corporation and its corporate existence shall continue until 15 terminated by law, consistent with the requirements of section twenty- 16 four of this act; provided, however, that no such law shall take effect 17 so long as the corporation shall have bonds, notes and other obligations 18 outstanding, unless adequate provision has been made for the payment 19 thereof in the documents securing the same. 20 g. Upon termination of the existence of the corporation, its rights 21 and properties shall pass to and be vested in the state. 22 h. Except for the ex officio board members, members of the board shall 23 hold office for terms of five years; provided that of the nine members 24 first appointed, three shall serve for a term of two years, three shall 25 serve for a term of three years and three shall serve for a term of five 26 years commencing January first next succeeding their appointment. No 27 member shall serve for more than ten years. Any member chosen to fill a 28 vacancy created other than by expiration of term shall be appointed for 29 the unexpired term of the member whom they are to succeed. Vacancies 30 caused by expiration of term or otherwise shall be filled in the same 31 manner as original appointments. With the exception of any seat belong- 32 ing to residents, if a seat on the board is vacant for a period exceed- 33 ing ninety days, the members of the board may temporarily fill such seat 34 with a person chosen by a majority of the board. 35 i. Any public officer shall be eligible to serve as a board member and 36 the acceptance of the appointment shall neither terminate nor impair 37 such public office. 38 j. Meetings of the board shall be subject to the requirements of arti- 39 cle seven of the public officers law. Each member of the board shall be 40 considered a public officer for the purposes of sections seventy-three 41 and seventy-four of the public officers law and shall file financial 42 disclosures and oaths of office pursuant to such law. 43 k. Members of the board shall not be personally liable on the bonds or 44 other obligations of the corporation and the rights of creditors shall 45 be solely against the corporation. 46 l. The corporation shall hold elections at its residential projects to 47 fill the eight seats on the board belonging to residents commencing four 48 years after the establishment of voting processes applicable to residen- 49 tial projects owned by the corporation. 50 § 5. Powers of the corporation. 1. To sue and be sued. 51 2. To have a seal and alter the same at its pleasure. 52 3. To make and execute contracts and all other instruments necessary 53 or convenient for the exercise of its powers and functions under this 54 act. 55 4. To make and alter by-laws for its organization and internal manage- 56 ment and, subject to agreements with noteholders or bondholders, to makeA. 9088 11 1 rules and regulations with respect to its projects, operations, proper- 2 ties and facilities, which rules and regulations shall be filed with the 3 department of state in the manner provided by section one hundred two of 4 the executive law. 5 5. To acquire, hold and dispose of personal property for its corporate 6 purposes. 7 6. To appoint officers, agents and employees, prescribe their duties 8 and qualifications and fix their compensation. 9 7. To acquire or contract to acquire from any person, firm, corpo- 10 ration, municipality, federal or state agency, by grant, purchase, 11 condemnation or otherwise, leaseholds, real, personal or mixed property 12 or any interest therein; to own, hold, clear, improve and rehabilitate, 13 and to sell, assign, exchange, transfer, convey, lease, mortgage, or 14 otherwise dispose of or encumber the same. 15 8. To exercise the power of eminent domain for the acquisition of any 16 vacant property whose acquisition shall be reasonably related to the 17 completion of a project approved by the corporation. 18 9. To acquire, construct, reconstruct, rehabilitate, improve, alter or 19 repair or provide for the construction, reconstruction, improvement, 20 alteration or repair of any project. 21 10. To arrange or contract with a municipality for the planning, 22 replanning, opening, grading or closing of streets, roads, roadways, 23 alleys or other places, or for the furnishing of facilities or for the 24 acquisition by a municipality of property or property rights or for the 25 furnishing of property or services in connection with a project. 26 11. To sell, lease, assign, transfer, convey, exchange, mortgage, or 27 otherwise dispose of or encumber any project, and in the case of the 28 sale of any project, to accept a purchase money mortgage in connection 29 therewith; and to lease, repurchase or otherwise acquire and hold any 30 project which the corporation has theretofore sold, leased or otherwise 31 conveyed, transferred or disposed of. 32 12. To grant options to purchase any project or to renew any leases 33 entered into by it in connection with any of its projects, on such terms 34 and conditions as it may deem advisable. 35 13. To prepare or cause to be prepared plans, specifications, designs 36 and estimates of cost for the construction, reconstruction, rehabili- 37 tation, improvement, alteration or repair of any project, and from time 38 to time to modify such plans, specifications, designs or estimates. 39 14. To manage any project, whether then owned or leased by the corpo- 40 ration, and to enter into agreements with the state or any municipality 41 or any agency or instrumentality thereof, or with any person, firm, 42 partnership or corporation, either public or private, for the purpose of 43 causing any project to be managed. 44 15. To provide advisory, consultative, training and educational 45 services, technical assistance and advice to any person, firm, partner- 46 ship or corporation, either public or private, in order to carry out the 47 purposes of this act. 48 16. To lend or donate monies, whether secured or unsecured, to any 49 subsidiary corporation, and to purchase, sell or pledge the shares, 50 bonds or other obligations or securities thereof, on such terms and 51 conditions as the corporation may deem advisable. 52 17. To make mortgage loans, secured by a first mortgage lien, includ- 53 ing temporary loans or advances, to any subsidiary corporation which is 54 a housing company, and to undertake commitments therefor. Any such 55 commitment, mortgage or bonds or notes secured thereby may contain such 56 terms and conditions not inconsistent with the provisions of this act asA. 9088 12 1 the corporation may deem necessary or desirable to secure repayment of 2 its loan, the interest, if any, thereon and other charges in connection 3 therewith. 4 18. Subject to the provisions of any contract with noteholders or 5 bondholders to consent to the modification, with respect to rate of 6 interest, time of payments of any installment of principal or interest, 7 security, or any other term, of any mortgage, mortgage loan, mortgage 8 loan commitment, contract or agreement of any kind to which the corpo- 9 ration is a party. 10 19. In connection with any property on which it has made a mortgage 11 loan, to foreclose on any such property or commence any action to 12 protect or enforce any right conferred upon it by any law, mortgage, 13 contract or other agreement, and to bid for and purchase such property 14 at any foreclosure or at any other sale, or acquire or take possession 15 of any such property; and in such event the corporation may complete, 16 administer, pay the principal of and interest on any obligations 17 incurred in connection with such property, dispose of, and otherwise 18 deal with such property, in such manner as may be necessary or desirable 19 to protect the interests of the corporation therein. 20 20. To borrow money and to issue its negotiable bonds and notes and to 21 provide for the rights of the holders thereof. 22 21. As security for the payment of the principal of and interest on 23 any bonds so issued and any agreements made in connection therewith, to 24 mortgage and pledge any or all of its projects, whether then owned or 25 thereafter acquired, and to pledge the revenues and receipts therefrom 26 or from any thereof, and to assign or pledge the lease or leases on any 27 portion or all of said projects and to assign or pledge the income 28 received by virtue of said lease or leases. 29 22. To invest any funds of the corporation including funds held in 30 reserve or sinking funds, or any monies (including proceeds from the 31 sale of any bonds or notes of the corporation) not required for immedi- 32 ate use or disbursement, at the discretion of the corporation, in: (i) 33 obligations of the state or of the United States government; (ii) obli- 34 gations the principal and interest of which are guaranteed by the state 35 or the United States government; (iii) obligations of agencies and 36 instrumentalities of the state or of the United States; or (iv) certif- 37 icates of deposit of banks or trust companies in this state, secured by 38 any obligations described in this subdivision. 39 23. To procure insurance against any loss in connection with its prop- 40 erty and other assets and operations in such amounts and from such 41 insurers as it deems desirable. 42 24. To engage the services of consultants on a contract basis for 43 rendering professional and technical assistance and advice. 44 25. To contract for and to accept any gifts or grants or loans of 45 funds or property or financial or other aid in any form from the federal 46 government or any agency or instrumentality thereof, or from the state 47 or any agency or instrumentality thereof, or from any other source and 48 to comply, subject to the provisions of this act, with the terms and 49 conditions thereof. 50 26. To make loans, whether secured or unsecured, in connection with 51 the corporation's participation in a project, to any person or entity, 52 whether public or private, and to issue commitments for such loans, 53 provided that such loans and commitments are made or issued in compli- 54 ance with guidelines established by the board of directors of the corpo- 55 ration; to provide for the repayment of such loans on terms and condi- 56 tions that the directors of the corporation deem advisable and toA. 9088 13 1 receive and hold real property or personal property as security for the 2 repayment of such loans. 3 27. Subject to any agreement with noteholders or bondholders, to enter 4 into agreements to pay annual sums in lieu of taxes to any municipality 5 or political subdivision of the state, in respect of any real property 6 which is owned by the corporation or any subsidiary thereof and is 7 located in such municipality or political subdivision. 8 28. To issue and enforce a subpoena and a subpoena duces tecum, admin- 9 ister oaths and examine persons under oath, in accordance with and 10 pursuant to the civil practice law and rules, in relation to matters 11 relevant to projects or activities of the corporation, including the 12 acquisition of property. 13 29. To form subsidiary legal or corporate entities pursuant to section 14 twenty of this act. 15 30. To provide for the administration and oversight of elections by 16 residents concerning matters internal to the corporation or affecting 17 residents. 18 31. To authorize, create, supervise, augment, consolidate, or, upon 19 the resolution of the corporation, dissolve internal governance bodies 20 composed of residents; and to certify and effectuate, to the best of the 21 corporation's ability, the decisions or elections of such bodies. 22 32. To do all things necessary or helpful for the promotion of democ- 23 racy and democratic participation in internal governance structures 24 among residents. 25 33. To visit and cause to be inspected any real property in the state 26 in order to carry out the functions, powers, and duties of the corpo- 27 ration, provided that entry onto such real property shall be conditioned 28 upon the permission of the owner or tenants, as applicable. 29 34. To do any and all things necessary or convenient to carry out its 30 corporate purposes and for exercise of the powers given and granted to 31 it in this act. 32 § 6. Rules and regulations. 1. The corporation shall promulgate rules 33 and regulations in accordance with the state administrative procedure 34 act in order to implement the provisions of this act. 35 2. Such rules and regulations shall be first promulgated no later than 36 one year after the effective date of this act, and thereafter may from 37 time to time be amended, modified, or repealed. 38 3. The announcement of any amendment, modification, or repeal of rules 39 and regulations shall be conspicuously posted in any residential 40 projects owned, leased or managed by the corporation. Residents of such 41 residential projects shall be notified of the time, places and modes by 42 which residents may submit comments or testimony in relation to such 43 proposed changes to the rules and regulations of the corporation. 44 § 7. Acquisition of real property. 1. The corporation shall acquire 45 real property for rehabilitation and conversion to, or construction of, 46 residential projects through whatever lawful means are necessary or 47 convenient for such purposes upon a determination by the corporation 48 that such real property is necessary for its present or future corporate 49 purposes. The corporation may acquire the same in the name of the state 50 by dedication, by agreement, or by eminent domain, and payment therefor 51 shall be made by the corporation from the proceeds of sale of its bonds, 52 notes or other obligations, or from other available moneys therefor. The 53 authority shall hold such property in the name of the state and shall 54 have the right to possess and use such property for its corporate 55 purposes so long as its corporate existence shall continue. Any propertyA. 9088 14 1 held by the corporation shall not be converted or seized for other 2 public use without the prior consent of the corporation. 3 2. Upon a request by the corporation, signed by the president of the 4 corporation, a municipality in the state shall identify each vacant, 5 tax-foreclosed property, or distressed property held by such munici- 6 pality and submit to the corporation a list of such properties. Such a 7 list shall be certified by counsel for the municipality. State agencies 8 shall comply in an identical manner. 9 3. The corporation may acquire property from the state, a munici- 10 pality, or a state agency, notwithstanding if such property may already 11 be devoted to public use. Such governmental entity may offer such real 12 property to the corporation, or the corporation may request the transfer 13 of property after having identified such property as useful, necessary, 14 or convenient to its purposes, which shall be certified in the form of a 15 written request by the president of the corporation. Notwithstanding 16 any law to the contrary, a governmental entity may sell, convey, or 17 otherwise dispose of such property and appurtenances thereto or any 18 interest therein to the corporation without public auction, sealed bids, 19 or public notice. Notwithstanding any local law or charter, any govern- 20 mental entity, by resolution of its governing body, is hereby empowered, 21 without referendum, public auction, or sealed bids to sell, convey, or 22 otherwise dispose of any property and appurtenances thereto or any 23 interest therein to the corporation. Any such sale, grant or conveyance 24 shall be made with or without consideration and upon terms and condi- 25 tions as may be agreed upon between the governmental entity and corpo- 26 ration. 27 4. a. Upon identifying a vacant or underdeveloped property on the 28 private market or at public auction, which property is necessary for the 29 corporation's purposes, the corporation may make an offer for the 30 purchase of such property at a fair market value. 31 b. If such property is not for sale or auction but is necessary for 32 the corporation's purposes, the president shall certify the same to the 33 board in writing and the board may authorize the acquisition of such 34 property by means of eminent domain. Prior to the commencement of 35 condemnation proceedings, the corporation shall cause a survey and map 36 to be made of the property to be condemned and file the same in its 37 office. There shall be annexed thereto a certificate, executed by such 38 officer or employee as the corporation may designate, stating that the 39 property described in such survey and map is necessary for corporate 40 purposes. 41 5. The corporation shall prioritize the acquisition of real property 42 for construction or conversion into a residential project based on a 43 rubric, to be promulgated by the corporation, containing criteria that 44 include the regional housing needs of such community, as determined by 45 the corporation in coordination with the department of housing and 46 community renewal. In prioritizing the acquisition of any individual 47 site or property, the corporation may further consider: the potential 48 number of permanently affordable housing units that could be created by 49 such acquisition or through any project on such site; the feasibility of 50 any potential project on such site, which for the purposes of this act 51 shall mean an assessment of the comparative and holistic project costs, 52 challenges, objectives, and timeline associated with the development of 53 a project or part thereof; associated greenhouse gas emissions; and 54 proximity to forms of public or multi-modal transit. 55 6. The corporation shall develop policies and procedures for engaging 56 with local community members, elected officials, and other leaders inA. 9088 15 1 the determination of project sites and the evaluation of development 2 proposals and shall incorporate community feedback into the development 3 of project proposals. 4 7. The corporation shall perform an environmental hazard and housing 5 quality inspection at the site of any proposed acquisition, prior to the 6 closing of any sale or conveyance of title to the corporation, to estab- 7 lish the property's conditions, rehabilitation needs, and decarboniza- 8 tion potential. Such inspection shall further identify the property's 9 level of occupancy, potential suitability for redevelopment, and a 10 review, where applicable, of documented code violations and recent 11 construction, upgrades, or modifications. At the corporation's 12 discretion, such inspections may be performed by any agent or employee 13 of the corporation or one of its subsidiaries, including any private 14 firm contracted by the corporation for the purposes of such inspection 15 and review. 16 8. Notwithstanding any law to the contrary, the corporation shall 17 qualify as, and may act in the capacity of, a qualified purchaser or 18 fiscal sponsor on behalf of tenants of any building, or any tenant 19 organization representing such tenants, who seek to purchase such build- 20 ing from its current owner, through exercising a right of first refusal 21 or by any other lawful means, and shall create a process therefor; 22 provided, however, that such a purchase on behalf of tenants or a tenant 23 organization representing such tenants shall occur on the condition that 24 such building enters into the corporation's portfolio of permanently 25 affordable residential projects, with all conditions applicable thereto. 26 9. Notwithstanding any state or local law to the contrary, the corpo- 27 ration shall have priority in the acquisition of properties from a land 28 bank created pursuant to article sixteen of the not-for-profit corpo- 29 ration law for the purposes of any project. 30 10. The corporation shall have the authority to purchase or receive 31 tax liens on any real property sold by any governmental entity or poli- 32 tical subdivision of the state, with or without consideration. Upon 33 receipt of tax liens from such entity, the corporation shall take all 34 steps necessary to prevent the involuntary displacement of any existing 35 residents of the property under lien. 36 11. The corporation may acquire distressed properties in accordance 37 with the terms and provisions of section nine of this act. 38 § 8. Clearinghouse. The corporation shall establish a clearinghouse to 39 facilitate the execution of its mandate pursuant to this act. The clear- 40 inghouse shall aggregate and make publicly available information related 41 to real estate assets held by the corporation, including without limita- 42 tion residential projects available to the public for occupancy and 43 opportunities for contractors, housing companies, and other interested 44 parties to submit bids for projects or pre-qualify for future projects, 45 and for the submission of offers of sale pursuant to section nine of 46 this act. Prospective tenants shall be able to submit relevant documen- 47 tation on the clearinghouse in order to apply for occupancy of an avail- 48 able or soon-to-be-available dwelling unit in any residential project 49 owned by the corporation. The clearinghouse shall be accessible by means 50 of a public website and on such website the corporation shall maintain a 51 portal for use by residents and publish other information as may be 52 useful, convenient or in the public interest. 53 § 9. Authority opportunity to purchase. 1. Definitions. For the 54 purposes of this section, the following terms shall have the following 55 meanings, unless otherwise expressly stated or the context or subject 56 matter otherwise requires:A. 9088 16 1 a. "Sale" shall mean, but not be limited to: 2 (i) the execution of any agreement pursuant to which the owner of the 3 property agrees to some, but not all, of the following: 4 (1) Relinquishing possession of the property; 5 (2) Extending an option to purchase the property for a sum certain at 6 the end of the assignment, lease, or encumbrance and providing that a 7 portion of the payments received pursuant to the agreement is to be 8 applied to the purchase price; 9 (3) Assigning all rights and interests in all contracts that relate to 10 the property; 11 (4) Requiring that the costs of all taxes and other government charges 12 assessed and levied against the property during the term of the agree- 13 ment are to be paid by the lessee either directly or through a surcharge 14 paid to the owner; 15 (5) Extending an option to purchase an ownership interest in the prop- 16 erty, which may be exercised at any time after execution of the agree- 17 ment but which shall be exercised before the expiration of the agree- 18 ment; or 19 (6) Requiring the assignee or lessee to maintain personal injury and 20 property damage liability insurance on the property that names the owner 21 as the additional insured. 22 (ii) (1) A master lease which meets some, but not all, of the criteria 23 described in subparagraph (i) of this paragraph or which is similar in 24 effect; and 25 (2) The transfer of an ownership interest in a corporation, partner- 26 ship, limited liability company, association, trust, or other entity 27 which owns a property as its sole or principal asset, which, in effect, 28 results in the transfer of the property pursuant to subparagraph (i) of 29 this paragraph. For the purposes of this clause, the term "principal 30 asset" means the value of the accommodation relative to the entity's 31 other holdings. 32 b. Notwithstanding anything herein to the contrary, "sell" or "sale" 33 shall not include: 34 (i) A transfer, even though for consideration, by a decedent's estate 35 to members of the decedent's family if the consideration arising from 36 the transfer will pass from the decedent's estate to, or solely for the 37 benefit of, charity. For purposes of this subparagraph, "members of the 38 decedent's family" means: 39 (1) A surviving spouse or domestic partner of the decedent, lineal 40 descendants of the decedent, or spouses of lineal descendants of the 41 decedent; 42 (2) A trust for the primary benefit of the persons listed in clause 43 (1) of this subparagraph; and 44 (3) A partnership, corporation, or other entity controlled by the 45 individuals listed in clause (1) of this subparagraph or the trust 46 described in clause (2) of this subparagraph; 47 (ii) An inter-vivos transfer, even though for consideration, between 48 spouses, parent and child, siblings, grandparent and grandchild, or 49 domestic partners; 50 (iii) A transfer of legal title or an interest in an entity holding 51 legal title to a property pursuant to a bona fide deed of trust or mort- 52 gage, and thereafter any transfer by foreclosure sale or deed in lieu of 53 foreclosure pursuant to a bona fide deed of trust or mortgage; 54 (iv) Any transfer of a property directly caused by a change in the 55 form of the entity owning the property, provided that the transfer is 56 without consideration;A. 9088 17 1 (v) The transfer of interests in a partnership or limited liability 2 company that owns the property as its sole or principal asset; provided, 3 that the sole purpose of the transfer is to admit one or more limited 4 partners or investor members who will make capital contributions and 5 receive tax benefits pursuant to 26 U.S.C. § 42, or a comparable 6 program. 7 c. "Bona fide offer of sale" means an offer of sale for a property or 8 interest therein that is either for a price and other material terms 9 that are at least as favorable as those accepted by a purchaser in an 10 arm's length third-party contract, or in the absence of an arm's length 11 third-party contract, an offer of sale with a price and other material 12 terms comparable to that at which a willing seller and a willing buyer 13 would sell and purchase the property, or the appraised value. 14 d. "Matter-of-right" means a land use, development density, or struc- 15 tural dimension to which a property owner is entitled by current zoning 16 regulations or law. 17 e. "Highest and best use" means the reasonably probable legal use of a 18 property that is physically possible, appropriately supported, and 19 financially feasible and that results in the highest value of the prop- 20 erty. 21 2. Notwithstanding any law to the contrary, with respect to a 22 distressed property containing three or more dwelling units that is not 23 owned or managed by a federal, state, or local government or tribal 24 authority, before the owner may sell the property, or issue a notice to 25 vacate for purposes of demolition or discontinuance of use as a housing 26 accommodation, and before a mortgagee or obligee may foreclose on such 27 property or the mortgage, lien, or encumbrance on such property, and 28 before a tax district may commence an in rem proceeding against such 29 property, the owner, mortgagee, obligee, tax district, or other fore- 30 closing party shall provide the corporation an opportunity to purchase 31 the property or the debt securing such property, along with rights and 32 title related thereto, at a price and upon terms that represent a bona 33 fide offer of sale. The corporation shall have a right of first refusal 34 on such sale or conveyance. An offer of sale submitted pursuant to this 35 section shall be submitted on a form to be promulgated by the corpo- 36 ration and shall contain all information as therein may be required. The 37 corporation shall issue written acknowledgement of receipt of an offer 38 of sale. 39 a. In order to exercise its right of first refusal, upon a determi- 40 nation by the corporation that a property may be useful for the corpo- 41 ration's purposes, the corporation shall notify the owner with a written 42 statement of interest certified by the president of the corporation 43 within thirty days of receipt of the offer of sale. 44 b. The corporation shall have not less than one hundred twenty days 45 from receipt of the offer of sale to negotiate a contract for sale. 46 Both parties shall bargain in good faith. For every day of delay in 47 receiving relevant information as required by this section, the negoti- 48 ation period shall be extended by one day. The following constitute 49 prima facie evidence of bargaining without good faith: 50 (i) The failure to offer a price or term to the corporation that is at 51 least as favorable as that offered to a third-party within the periods 52 of time specified by this section without a reasonable justification for 53 such failure; 54 (ii) The failure to make a contract with the corporation which 55 substantially conforms with the price and terms of a third-partyA. 9088 18 1 contract within the periods of time specified by this section without a 2 reasonable justification for such failure; or 3 (iii) The intentional failure of either party to comply with the 4 provisions of this act. 5 (iv) In the event of a transfer of interest in a partnership or corpo- 6 ration or in the event of a master lease or agreement that is considered 7 a sale within the meaning of this section, but which does not involve a 8 transfer of record title to the real property, the owner shall be 9 bargaining in good faith if the owner offers the corporation the oppor- 10 tunity to acquire record title to the real property or offers the corpo- 11 ration the opportunity to match the type of transfer or agreement 12 entered into with the third-party. With respect to either type of offer, 13 all provisions of this section apply; 14 (v) The owner shall not require the corporation to pay a deposit of 15 more than five percent of the contract sales price in order to make a 16 contract. 17 c. If the owner sells or contracts to sell the property to a third- 18 party for a price equal to or greater than ten percent less than the 19 price offered to the corporation or for other terms which would consti- 20 tute bargaining without good faith, the owner shall comply anew with all 21 requirements of this section. 22 d. Upon the execution of a contract for sale, the corporation shall 23 have sixty days to complete settlement. 24 3. Whenever an offer of sale is made pursuant to this section, the 25 following terms shall apply: 26 a. The sales price contained in the offer of sale shall be less than 27 or equal to a price and other material terms comparable to that at which 28 a willing seller and a willing buyer would sell and purchase the proper- 29 ty, or the appraised value of the property as determined pursuant to 30 this subdivision. 31 b. An appraised value shall only be based on rights an owner has as a 32 matter-of-right as of the date of the offer, including any existing 33 right an owner may have to convert the property to another use; 34 provided, however, that an appraised value may take into consideration 35 the highest and best use of the property. 36 c. The owner of the property shall have the burden of proof to estab- 37 lish that an offer of sale is a bona fide offer of sale. 38 d. The corporation may challenge the offer presented by an owner as 39 not being a bona fide offer of sale and request a determination of the 40 appraised value of the property. The owner and the corporation shall 41 thereafter have fourteen days to jointly select an appraiser for such 42 property. If the owner and corporation are unable to jointly agree on an 43 appraiser, the corporation may appoint an independent third-party 44 appraiser from a list of pre-qualified entities within seven days, which 45 appraiser shall be a state certified real estate appraiser or state 46 licensed real estate appraiser with a certificate or license sufficient 47 to appraise the property in question. The owner and the corporation 48 shall pay one-third and two-thirds of the cost of the appraisal, respec- 49 tively. The owner shall give such appraiser unfettered access to the 50 property for the purposes of such appraisal and shall provide all infor- 51 mation requested by the appraiser for the valuation and appraisal of the 52 property within seven days, upon a request for information by the 53 appraiser. The appraisal shall be conducted expeditiously in accordance 54 with standard industry practices. Beginning with the day upon which an 55 appraisal is requested pursuant to this paragraph, for each day until 56 such appraisal is complete, the period of negotiation established byA. 9088 19 1 paragraph b of subdivision one of this section shall be extended by one 2 day. 3 e. The determination of the appraised value of the property made by 4 any appraiser pursuant to paragraph d of this subdivision shall become 5 the sale price of the bona fide offer of sale for the property unless: 6 (i) the owner or foreclosing party and the corporation agree upon a 7 different sale price of the property; 8 (ii) the owner or foreclosing party withdraws the offer of sale or 9 discontinues the action or proceeding to foreclose on such property, 10 vacate or demolish such property, or any other action triggering the 11 corporation's right of first refusal pursuant to subdivision one of this 12 section; provided, however, that the owner or foreclosing property shall 13 reimburse the corporation for the corporation's share of the cost of an 14 appraisal conducted pursuant to paragraph d of this subdivision. 15 § 10. Tenants rights and protections. 1. In any municipality or county 16 with a rent guidelines board created pursuant to the emergency tenant 17 protection act of nineteen seventy-four, residential projects owned by 18 the corporation and operated as rentals shall be placed under the juris- 19 diction of the rent stabilization law and all local laws and codes 20 applicable thereto. Such residential projects shall be registered with 21 relevant agencies as rent stabilized and residents of such residential 22 projects shall be proffered rent stabilized leases and entitled to all 23 the rights and protections thereof. Notwithstanding any other provision 24 of this act, increases in rents charged for a dwelling unit in a resi- 25 dential project owned by the corporation and subject to rent stabiliza- 26 tion shall not exceed increases permitted by the applicable rent guide- 27 lines board for that year. 28 2. In any municipality or county that does not have a rent guidelines 29 board created pursuant to the emergency tenant protection act of nine- 30 teen seventy-four, the board of the corporation shall promulgate, 31 through regulation, a list of rights and protections applicable to 32 tenants of residential projects owned by the corporation and operated as 33 rentals, which list shall be substantially similar to rights and 34 protections afforded to residents of housing units subject to rent 35 stabilization pursuant to the emergency tenant protection act of nine- 36 teen seventy-four, namely including the right to lease renewal on terms 37 of one or two years at the tenant's discretion, protection from eviction 38 without just cause, and the right to receive timely repairs and 39 services. Such rights and protections shall be enumerated in plain 40 language in residential leases to any units entitled to such rights and 41 protections. 42 3. In any dwelling unit or residential project designated as perma- 43 nently affordable, any increase in annual rents or fees greater than two 44 percent per year shall be reviewed and approved by the corporation, 45 which shall reject any application for an annual increase greater than 46 two percent if such increase is not necessary to meet present or antic- 47 ipated maintenance and operating expenses for such project and such 48 expenses are deemed superfluous. 49 4. In a permanently affordable unit, the initial annual rent or sum 50 of fees charged to a household shall be set at twenty-five percent of 51 such household's annual income. 52 5. The corporation shall neither demand nor permit any requirement 53 that the income of residents be recertified after residents have occu- 54 pied a unit; provided, however, that the addition of any new resident to 55 a unit shall require the certification of the income of such resident.A. 9088 20 1 6. Residents shall be afforded the opportunity to correct, clarify, 2 supplement, or defend any documents or information submitted in relation 3 to income certification, residency applications, or other requirements, 4 if the accuracy or validity of such documents or information comes into 5 question. 6 7. The corporation shall create an internal bureau for the administra- 7 tive filing and resolution of resident complaints and petitions. Such 8 complaints or petitions shall be shared with and reviewed by any elected 9 resident body representing residents in the residential project whence 10 such complaint or petition originated, and such body shall issue a 11 recommendation and opinion thereupon. Such complaint or petition shall 12 then be transmitted to an examiner employed by the corporation who shall 13 consider the recommendation received by the elected resident body and 14 render an initial decision upon such recommendation, the facts, and the 15 rules and regulations of the corporation. A tenant may appeal an unsat- 16 isfactory decision received in response to such complaint or petition to 17 a supervisor of the bureau who may adjudicate such appeal on advice of 18 counsel. A final appeal may be taken to an administrative law judge 19 employed by the corporation, whereupon any further challenge to a deci- 20 sion rendered by the corporation shall be made in a court of competent 21 jurisdiction pursuant to article seventy-eight of the civil practice law 22 and rules. Copies of any decisions rendered by the corporation shall be 23 transmitted to the complainant or petitioner as well as to the elected 24 resident body of the residential project whence such complaint or peti- 25 tion originated. 26 a. The corporation shall promulgate, through regulation, a process for 27 the receipt and timely resolution of such complaints or petitions, and 28 the corporation shall utilize information gained through complaints and 29 petitions to improve its own rules and regulations as well as relevant 30 operations within its residential projects, both through a holistic 31 review of complaints and petitions received and in direct response to 32 specific complaints or petitions where such improvements are feasible. 33 b. The corporation may proscribe certain matters from adjudication 34 through the bureau where such matters are not a subject governed by the 35 corporation's rules and regulations, are deemed irrelevant to the corpo- 36 ration's operations, or where such matters are governed or controlled by 37 statutes outside the scope of this act or inapplicable to the corpo- 38 ration. 39 c. The subjects of complaints shall be limited to allegations against 40 the corporation, its subsidiaries, or any of its employees, agents, or 41 contractors for any violation of the corporation's own rules and regu- 42 lations, agreements, or codes of conduct. 43 d. The subjects of petitions shall be limited to requests for improve- 44 ments or interventions in any residential project by the corporation, 45 requests to change contractors and the basis thereupon for such change, 46 and suggestions for the improvement of any service or operation by the 47 corporation. The denial of any petition in whole or part shall not be 48 with prejudice against any suggestion or request included in such peti- 49 tion. 50 8. The corporation shall biannually survey residents of projects owned 51 by the corporation regarding its performance, residents' quality of 52 life, and other subjects relevant to the corporation's operations; 53 provided, however, that responses to such surveys shall be voluntary and 54 anonymous. The aggregated data and findings of such surveys shall be 55 made publicly accessible on the corporation's website.A. 9088 21 1 § 11. New and converted residential housing. 1. The corporation shall 2 create programs for the construction of new high-quality, permanently 3 affordable residential projects, the acquisition, rehabilitation, and 4 conversion of existing real property into high-quality permanently 5 affordable residential projects, and the construction of special purpose 6 housing projects. The corporation shall affix permanently binding 7 affordability covenants into deeds to all properties it acquires and 8 shall retain title to such real properties for the duration of its 9 corporate existence. Such affordability covenants shall regulate permis- 10 sible rental increases and the conditions upon which equity may be taken 11 in a sale of an interest in such property and shall limit the taking of 12 equity in such circumstances. All new and converted residential projects 13 shall be designated as permanently affordable. 14 2. Within these programs, the corporation shall, at its discretion and 15 in its best judgment, designate some projects to be leased by qualified 16 housing companies and others to be leased as rentals by the corporation 17 or one of its subsidiaries. For any project selected to be operated by a 18 housing company, the corporation may partner with local financial insti- 19 tutions to originate affordable financing for the mortgage of shares to 20 prospective residents of such residential project. The corporation shall 21 sell renewable ninety-nine year leasehold interests to qualified housing 22 companies and shall contract property management services for residen- 23 tial projects operated as rentals and leased directly by the corporation 24 or its subsidiaries. 25 3. The corporation may designate new projects as mixed-income or one 26 hundred percent affordable. For residential projects acquired by the 27 corporation that are occupied at the point of sale or transfer, the 28 corporation may elect not to impose mixed-income or one hundred percent 29 affordable designations where the imposition of such requirements would 30 conflict with rents charged and paid by tenants already occupying such 31 project or otherwise risk the financial viability of such acquisition. 32 4. For real properties acquired by the corporation that do not meet 33 the corporation's energy efficiency and housing quality standards, the 34 corporation shall create a plan to bring such property into compliance 35 by means of an environmental hazard and housing quality retrofit. If 36 such property is occupied at the point of sale or conveyance, the corpo- 37 ration shall create such plan in consultation with tenants currently 38 occupying such building or any elected resident body representing such 39 tenants. 40 5. In soliciting bids for construction and rehabilitation contracts, 41 and in awarding such contracts, the corporation shall consider, without 42 limitation: community needs and demands; architectural and historical 43 congruity and sensitivity of design with the neighborhood in which such 44 structure will be situated; innovation in design; the inclusion of civic 45 projects in such design; the number of permanently affordable units 46 created; greenhouse gas emissions; and any other factors warranted by 47 the type of project or contract delivery utilized. 48 6. Across the portfolio of the corporation, no more than one-third of 49 the corporation's units shall be designated for households earning more 50 than one hundred percent of the area median income, and no less than 51 twenty-five percent may be designated for households earning thirty 52 percent or less of the area median income. 53 7. Projects undertaken by the corporation may be financed with: 54 a. The proceeds of bonds or notes issued by the corporation, provided 55 to each project in the form of a repayable loan at an interest rate 56 sufficient to repay creditors. The loan shall be sized to ensure a debtA. 9088 22 1 service coverage ratio of no less than one and fifteen hundredths from 2 the project's underwritten cash flow, including the anticipated payments 3 from any vouchers issued by the corporation to such project or received 4 by any other source. 5 b. A subordinate grant from the corporation sized to fill the gap 6 between the project's cost and the bond-financed loan authorized pursu- 7 ant to paragraph a of this subdivision. Such grant shall be considered a 8 permanent contribution by the corporation to such project. 9 c. Additional financing from outside of the corporation's budget, 10 provided that: 11 (i) Such financing does not place a lien on title to the property; 12 (ii) Such financing does not place financial obligations on the prop- 13 erty that would unduly burden the corporation; and 14 (iii) Such financing does not place a regulatory burden on the proper- 15 ty inconsistent with the corporation's rules, regulations, by-laws, or 16 related provisions of this act. 17 d. Any other financing from the corporation's budget necessary to 18 ensure the successful completion of the project. 19 8. The corporation shall consult with the state department of housing 20 and community renewal and the New York state energy research and devel- 21 opment authority in the development of the corporation's energy effi- 22 ciency and housing quality standards, processes for completing environ- 23 mental hazard and housing quality retrofits, and the identification of 24 projects that may be eligible for grants or assistance from either or 25 both agencies. The department of economic development shall consult 26 with the corporation to anticipate housing needs created by projects 27 sponsored by the department or its subsidiaries and to create plans to 28 meet such needs where necessary. 29 9. It shall be unlawful to knowingly submit false documents or infor- 30 mation to the corporation for any purpose, and the corporation may refer 31 fraud to appropriate authorities at its discretion. It shall also be 32 unlawful to use any dwelling unit or project belonging to the corpo- 33 ration for the purposes of short-term rentals. 34 § 12. Compliance with building codes and local ordinances. 1. The 35 corporation's projects shall conform to building codes and standards of 36 the state and to the corporation's energy efficiency and housing quality 37 standards. A list of applicable standards shall be issued by the corpo- 38 ration and updated regularly. 39 2. Any local law, resolution, or ordinance regulating height, bulk, 40 floor to area ratio, setback, lot size, parking regulations, building 41 codes, permitting, land use, or other related matters shall not apply to 42 any project of the corporation that is designated as permanently afford- 43 able, mixed-income, one hundred percent affordable, or as special 44 purpose housing; provided, however, that any local law, resolution, or 45 ordinance designating land for manufacturing purposes shall not be 46 abridged by the corporation. 47 3. Any local law, resolution, or ordinance prohibiting or regulating 48 mixed-use development or construction shall not apply to any project of 49 the corporation that is designated as permanently affordable, mixed-in- 50 come, one hundred percent affordable, or as special purpose housing. 51 § 13. Resident democracy. 1. Residents of every residential project 52 owned by the corporation shall elect a body of representatives from 53 among the residents of the residential project pursuant to the corpo- 54 ration's voting process, by-laws, and rules and regulations promulgated 55 and maintained by the corporation for the creation of elected resident 56 bodies. Each adult member of each household in such residential projectA. 9088 23 1 shall be guaranteed exactly one vote. The corporation, through regu- 2 lation, shall determine what proportion of eligible adults in residen- 3 tial projects must cast a vote in order for the results of such election 4 to be valid. 5 2. An elected resident body representing tenants in any residential 6 project shall reserve the right to terminate the contract for any prop- 7 erty management service at such residential project through approval of 8 a written resolution by a majority of a quorum of such elected resident 9 body. Such elected resident body may hire another property management 10 service from a list of qualified contractors promulgated by the corpo- 11 ration through an identical process upon terms the corporation deems 12 acceptable. 13 3. The corporation shall create a process whereby residents of any 14 residential project owned by the corporation may apply to be elected to 15 an open resident position on the corporation's board. Candidates shall 16 be elected at-large by all eligible residents within residential 17 projects belonging to the corporation's portfolio. 18 § 14. Contracts with the corporation. 1. No member, officer, employee 19 or agent of the corporation shall profit from contracts entered into by 20 the corporation, and potential conflicts of interest between any member, 21 officer, employee or agent of the corporation shall be reported, in a 22 form to be promulgated by the corporation, to its board and counsel. 23 2. Construction performed under a contract entered into by the corpo- 24 ration, a subsidiary of the corporation, or any third-party acting on 25 behalf of the corporation or a subsidiary of the corporation pursuant to 26 this act shall be deemed a public work to be performed in accordance 27 with the provisions of article eight of the labor law, including without 28 limitation the prevailing wage requirements set forth in section two 29 hundred twenty of the labor law and the reporting, monitoring, and 30 enforcement provisions of article eight of the labor law, except for any 31 projects receiving federal aid which are already required to pay 32 prevailing wages pursuant to federal requirements. 33 3. Any contract entered into through a competitive sealed bidding 34 process or pursuant to any form of contract delivery enumerated in this 35 section, and undertaken pursuant to a project labor agreement, shall 36 include a clause requiring the selected alternative project delivery 37 contractor or the contractor selected on the basis of its sealed bid to 38 obligate every tier of contractor working on the public work to comply 39 with the project labor agreement required pursuant to this subdivision 40 and shall include project labor agreement compliance monitoring and 41 enforcement provisions consistent with any such project labor agreement. 42 4. Construction or building services performed under a contract 43 entered into by the corporation, a subsidiary of the corporation, or a 44 third-party acting on behalf of the corporation or a subsidiary of the 45 corporation pursuant to this act may be exempted by the corporation from 46 the prevailing wage requirements of article eight of the labor law 47 through the use of a project labor agreement. Any project with a project 48 cost of ten million dollars or more shall require compliance by the 49 corporation with section two hundred twenty-two of the labor law. 50 5. a. In each contract for construction, reconstruction, alteration, 51 repair, improvement or maintenance of a project undertaken pursuant to 52 this act, the corporation shall ensure that such contract contains a 53 provision that the structural iron and structural steel used or supplied 54 in the performance of the contract or any subcontract thereto and that 55 is permanently incorporated into the public work, shall be produced or 56 made in whole or substantial part in the United States, its territoriesA. 9088 24 1 or possessions. In the case of a structural iron or structural steel 2 product, all manufacturing shall take place in the United States, from 3 the initial melting stage through the application of coatings, except 4 metallurgical processes involving the refinement of steel additives. For 5 the purposes of this subdivision, "permanently incorporated" shall mean 6 an iron or steel product that is required to remain in place at the end 7 of the project contract, in a fixed location, affixed to the public work 8 to which it was incorporated. Iron and steel products that are capable 9 of being moved from one location to another are not permanently incorpo- 10 rated into a public work. 11 b. The provisions of paragraph a of this subdivision shall not apply 12 if the corporation determines, in its sole discretion, that the 13 provisions would not be in the public interest, would result in unrea- 14 sonable costs, or that obtaining such steel or iron in the United States 15 would increase the cost of the contract by an unreasonable amount, or 16 such iron or steel, including without limitation structural iron and 17 structural steel, cannot be produced or made in the United States in 18 sufficient and reasonably available quantities and of satisfactory qual- 19 ity. 20 6. The corporation shall establish and maintain procurement policies 21 that shall set forth the methods and procedures by which the corporation 22 shall procure contracts for goods and services, including but not limit- 23 ed to services for design, development, construction, reconstruction, 24 improvement, modernization, rehabilitation, repair, maintenance, build- 25 ing services, and operations related to property owned or leased by the 26 corporation, in a manner consistent with the provisions of this act. 27 Such policies shall specifically include: 28 a. A competitive sealed bidding process for the award of contracts in 29 which sealed bids are publicly solicited or solicited from a list of 30 prequalified bidders and opened and a contract is awarded to the lowest 31 responsive, responsible bidder; 32 b. Processes for awarding contracts for goods and services using 33 alternatives to competitive sealed bidding where competitive sealed 34 bidding is not practicable or not advantageous, in which case the corpo- 35 ration shall use the most competitive method of procurement that is 36 appropriate under the circumstances to select the proposer offering the 37 best value to the corporation and the residents of the project; 38 c. A process for prequalifying bidders and proposers based on crite- 39 ria, which may include an entity's experience, past performance, ability 40 to undertake work, financial capability, responsibility, reliability and 41 status as a certified minority- or women-owned business enterprise 42 pursuant to article fifteen-A of the executive law or section thirteen 43 hundred four of the New York city charter; 44 d. Reasonable procedures to secure the meaningful participation of 45 minority- and women-owned business enterprises in the corporation's 46 procurement process. The corporation may use the same measures to 47 enhance minority- and women-owned business enterprise participation as 48 are available pursuant to applicable local law, including section 6-129 49 of the administrative code of the city of New York; 50 e. Processes for awarding alternative project delivery contracts, in a 51 manner consistent with the terms of section fifteen of this act; 52 f. Procedures for the fair and equitable resolution of contract 53 disputes, for appeals of responsiveness and responsibility determi- 54 nations by the corporation, and for appeals of prequalification determi- 55 nations;A. 9088 25 1 g. A process for making purchases off contracts procured by public 2 agencies and public entities, provided that such contract exists between 3 a vendor and (i) the United States General Services Administration, (ii) 4 the state of New York or any of its political subdivisions, (iii) anoth- 5 er public authority or public corporation of the state, (iv) another 6 public housing agency or public housing authority, or (v) any purchasing 7 cooperative where the lead purchasing entity is any of the foregoing, 8 provided that in any case when the corporation under this paragraph 9 determines that obtaining such item thereby would be in the public 10 interest and provide for greater economy and efficiency and sets forth 11 the reasons for such determination. Such rationale shall include, but 12 not be limited to, a determination of need, a consideration of the 13 procurement method by which the contract was awarded, an explanation why 14 a competitive procurement or the use of a centralized contract let by 15 the commissioner of the office of general services is not in the best 16 interest of the corporation, and the reasonableness of cost; and 17 h. A mechanism for procurements without a formal competitive process 18 where: 19 (i) The existence of an emergency involving danger to life, safety or 20 property requires immediate action and cannot await a competitive proc- 21 ess for goods or services to be purchased, including, but not limited 22 to, services for construction, reconstruction, rehabilitation, alter- 23 ation, renovation, maintenance or repairs, which are essential to effi- 24 cient operation or the adequate provision of service by the corporation 25 and as a consequence of unforeseen circumstance such purchase cannot 26 await a competitive process; 27 (ii) A procurement's value does not exceed fifty thousand dollars; 28 (iii) The corporation receives no responsive bids or only a single 29 responsive bid in response to a solicitation for competitive bids or 30 proposals; 31 (iv) A procurement's value does not exceed five hundred thousand 32 dollars and is made from a business certified as a minority- or women- 33 owned business enterprise pursuant to article fifteen-A of the executive 34 law and section thirteen hundred four of the New York city charter. 35 Nothing in this paragraph shall be construed to require that such busi- 36 ness be concurrently certified as minority- or women-owned business 37 enterprises under article fifteen-A of the executive law and section 38 thirteen hundred four of the New York city charter to be awarded such a 39 contract; 40 (v) A duly appointed representative of the corporation determines in 41 writing that, based on a market analysis, only one source for the 42 required goods or services, including but not limited to, services for 43 construction, reconstruction, rehabilitation, alteration, renovation, 44 maintenance and repairs, are available; or 45 (vi) The contract is a contract between the corporation and another 46 governmental entity. 47 i. The provisions of sections one hundred six-b of the general munici- 48 pal law and one hundred fifty-one-a of the public housing law shall 49 apply to the corporation. 50 j. The corporation shall be required to comply with any procurement 51 procedure set forth in this act unless a federal requirement conflicts 52 with such procedure. 53 § 15. Alternative project delivery contracts. 1. Notwithstanding any 54 provision of law to the contrary, including but not limited to section 55 seventy-two hundred ten of the education law, for any project undertaken 56 pursuant to a project labor agreement the corporation, a subsidiary ofA. 9088 26 1 the corporation, or a third-party acting on behalf of the corporation or 2 a subsidiary of the corporation may use alternative project delivery 3 contracts. 4 a. A contractor selected by the corporation to enter into an alterna- 5 tive project delivery contract may be selected through a two-step meth- 6 od, as follows: 7 (i) Step one. The first step shall be the generation of a list of 8 responding entities that have demonstrated the general capability to 9 perform the alternative project delivery contract. Such list shall 10 consist of a specified number of responding entities, as determined by 11 the corporation, and shall be generated based upon the corporation's 12 review of responses to a publicly advertised request for qualifications. 13 The corporation's request for qualifications shall include a general 14 description of the public work, the maximum number of responding enti- 15 ties to be included on such list, the selection criteria to be used and 16 the relative weight of each criteria in generating such list. Such 17 selection criteria shall include the qualifications and experience of 18 the entity or team of entities, organization, demonstrated responsibil- 19 ity, ability of the entity or team of entities or of a member or members 20 of the entity or team of entities to comply with applicable require- 21 ments, including the provisions of articles one hundred forty-five, one 22 hundred forty-seven and one hundred forty-eight of the education law, 23 past record of compliance with the labor law, and such other qualifica- 24 tions the corporation deems appropriate, which may include but are not 25 limited to project understanding, financial capability and record of 26 past performance. The corporation shall evaluate and rate all responding 27 entities to the request for qualifications. Based upon such ratings, the 28 corporation shall list the responding entities that shall receive a 29 request for proposals in accordance with subparagraph (ii) of this para- 30 graph. To the extent consistent with applicable federal law, the corpo- 31 ration shall consider, when awarding any contract pursuant to this 32 section, the participation of: (1) responding entities that are certi- 33 fied as minority- or women-owned business enterprises pursuant to arti- 34 cle fifteen-A of the executive law, or certified pursuant to local law 35 as minority- or women-owned business enterprises; (2) small business 36 concerns identified pursuant to subdivision (b) of section one hundred 37 thirty-nine-g of the state finance law; and (3) business concerns that 38 provide economic opportunities for low and very low-income persons in 39 accordance with section three of the federal housing and urban develop- 40 ment act of nineteen hundred sixty-eight, as amended, or chapter seven- 41 ty-nine of the New York city charter, as applicable, or any successor 42 provision. In addition, nothing in this section shall be deemed to 43 supersede any prequalification policies adopted by the corporation 44 pursuant to this section. 45 (ii) Step two. The second step shall be the selection of the proposal 46 which is the best value to the corporation. The corporation shall issue 47 a request for proposals to the responding entities listed pursuant to 48 subparagraph (i) of this paragraph. If such a responding entity consists 49 of a team of separate entities, the entities that comprise such a team 50 shall remain unchanged from the responding entity as listed pursuant to 51 subparagraph (i) of this paragraph unless otherwise approved by the 52 corporation. The request for proposals shall set forth the public work's 53 scope of work, and other requirements, as determined by the corporation, 54 which may include separate goals for work under the contract to be 55 performed by businesses certified as minority- or women-owned business 56 enterprises pursuant to article fifteen-A of the executive law, orA. 9088 27 1 certified pursuant to local law as minority- or women-owned business 2 enterprises, or goals established pursuant to section three of the 3 federal housing and urban development act of nineteen hundred sixty- 4 eight, as amended, or any successor provision, if applicable. The 5 request for proposals shall also specify the criteria to be used to 6 evaluate the responses and the relative weight of each of such criteria. 7 Such criteria shall include: the quality of the proposal's solution; the 8 qualifications and experience of the proposer; the proposal's cost, 9 which may include factors that may be considered individually or in the 10 aggregate, such as the proposed cost of design phase work, the proposed 11 cost of construction phase work, or cost factors relating to 12 construction phase work, as applicable; and other factors deemed perti- 13 nent by the corporation, which may include, but shall not be limited to, 14 the proposal's manner and schedule of project implementation, the 15 proposer's ability to complete the work in a timely and satisfactory 16 manner, maintenance costs of the completed public work, maintenance of 17 traffic approach, and community impact. The corporation may engage in 18 negotiations or other discussions with all qualified vendors that have 19 expressed interest, provided that the corporation maintains a written 20 record of the conduct of negotiations or discussions and the basis for 21 every determination to continue or suspend negotiations, and further 22 provided that if the corporation determines for a particular contract or 23 for a particular type of contract that it is in the corporation's best 24 interest to negotiate or enter into discussions with fewer proposers, it 25 may make such a determination in writing. If the corporation enters into 26 such negotiations, the corporation shall allow all proposers to revise 27 their proposals upon conclusion of negotiations, and the corporation 28 shall evaluate the proposers' revised proposals using the criteria 29 included in the request for proposals. Any contract awarded pursuant to 30 this section shall be awarded to a responsive and responsible proposer, 31 which, in consideration of these and other specified criteria deemed 32 pertinent, offers the best value as determined by the corporation. The 33 request for proposals shall include a statement that proposers shall 34 designate in writing those portions of the proposal that contain trade 35 secrets or other proprietary information that are to remain confiden- 36 tial, so that the material designated as confidential shall be readily 37 separable from the proposal. Nothing in this subdivision shall be 38 construed to prohibit the corporation from negotiating final contract 39 terms and conditions including cost. All proposals submitted shall be 40 scored according to the criteria listed in the request for proposals and 41 such final scores shall be published on the corporation's website after 42 the date upon which such contract may be implemented. 43 b. The corporation, in awarding an alternative project delivery 44 contract to a contractor offering the best value may use the following 45 types of contracts: 46 (i) A cost-plus not to exceed guaranteed maximum price form of 47 contract in which the corporation shall be entitled to monitor and audit 48 all costs. In establishing the schedule and process for determining a 49 guaranteed maximum price, the contract between the corporation and the 50 contractor shall include terms specifying the price for the design phase 51 of the work, the scope of the work, and any applicable cost factors 52 relating to construction phase work that were included in the contrac- 53 tor's proposal. A fair and reasonable guaranteed maximum price for the 54 construction phase of the work, or portions of the construction phase of 55 the work, may be agreed to as one or more amendments to such contract 56 based on developments in the design of the project that occur after suchA. 9088 28 1 contract is executed. Each guaranteed maximum price amendment shall: (1) 2 describe the scope of the portion of the construction phase work subject 3 to the amendment, the cost of performing such work, and the maximum 4 costs of any contingencies related to such work; (2) include a detailed 5 line item cost breakdown; (3) include a list of all drawings, specifica- 6 tions and other information on which the guaranteed maximum price is 7 based; (4) include the dates of substantial and final completion on 8 which the guaranteed maximum price is based, as applicable; and (5) 9 include a schedule of unit prices. The corporation shall maintain a 10 written record of each guaranteed maximum price amendment, which shall 11 include a summary of the negotiation process and a description of the 12 relevant developments in the design of the project, independent cost 13 estimates prepared by or on behalf of the corporation, as required 14 pursuant to a policy established by the corporation, the contractor's 15 actual cost schedules and unit prices, and any other factors that the 16 corporation considered. If the corporation and the contractor cannot 17 agree upon a guaranteed maximum price for one or more portions of 18 construction phase work, the corporation may direct the contractor to 19 assign all or a portion of the duties and rights under such alternative 20 project delivery contract to another responsive and responsible proposer 21 pursuant to subparagraph (ii) of paragraph a of this subdivision that 22 offered the best value of the remaining proposers and that will agree to 23 accept such assignment. This subparagraph shall not be deemed to 24 prohibit the use of any contract terms or procedures pursuant to any 25 other provision of law, including but not limited to provisions included 26 in this article; 27 (ii) A lump sum contract in which the contractor agrees to accept a 28 set dollar amount for a contract which comprises a single bid without 29 providing a cost breakdown for all costs such as for equipment, labor, 30 materials, as well as such contractor's profit for completing all items 31 of work comprising the public work; 32 (iii) Incentive payments identified in the text of the contract for 33 performance objectives; or 34 (iv) A combination of elements of the contract types authorized pursu- 35 ant to this paragraph. 36 2. All alternative project delivery contracts entered into pursuant to 37 this section shall include a clause requiring that any professional 38 services regulated by articles one hundred forty-five, one hundred 39 forty-seven and one hundred forty-eight of the education law shall be 40 performed and stamped and sealed, where appropriate, by a professional 41 licensed in accordance with the appropriate article. 42 3. The submission of a proposal or responses or the execution of an 43 alternative project delivery contract pursuant to this section shall not 44 be construed to be a violation of section sixty-five hundred twelve of 45 the education law. 46 4. Each alternative project delivery contract entered into by the 47 corporation pursuant to this section shall comply with the objectives 48 and goals relating to the performance of design and construction 49 services by minority- and women-owned business enterprises pursuant to 50 section 6-129 of the administrative code of the city of New York, or, 51 for projects or public works receiving federal aid, applicable federal 52 requirements for disadvantaged business enterprises or minority- and 53 women-owned business enterprises and section three of the federal hous- 54 ing and urban development act of nineteen hundred sixty-eight, as 55 amended, or chapter seventy-nine of the New York city charter, as appli- 56 cable or any successor provision.A. 9088 29 1 5. a. Notwithstanding any provision of law to the contrary, all rights 2 or benefits, including terms and conditions of employment, and 3 protection of civil service and collective bargaining status of all 4 employees of the corporation solely in connection with the use of an 5 alternative project delivery contract pursuant to this section shall be 6 preserved and protected. 7 b. The use of alternative project delivery contracts pursuant to this 8 section shall not result in the: (i) displacement of any currently 9 employed worker of the corporation or loss of position, including 10 partial displacement such as a reduction in the hours of non-overtime 11 work, wages or employment benefits, or result in the impairment of 12 existing collective bargaining agreements to which the corporation is a 13 party; or (ii) transfer of existing duties and functions related to 14 maintenance and operations currently performed by existing employees of 15 the corporation to a contractor. 16 c. Employees of the corporation serving in positions in newly created 17 titles shall be assigned to the appropriate bargaining unit. Nothing 18 contained in this section shall be construed to affect: (i) the existing 19 rights of employees of the corporation pursuant to an existing collec- 20 tive bargaining agreement; (ii) the existing representational relation- 21 ships among employee organizations representing employees of the corpo- 22 ration; or (iii) the bargaining relationships between the corporation 23 and such employee organizations. 24 d. Without limiting contractors' obligations under alternative project 25 delivery contracts to issue their own initial certifications of substan- 26 tial completion and final completion, public employees of the corpo- 27 ration shall review and determine whether the work performed by contrac- 28 tors is acceptable and has been performed in accordance with the 29 applicable alternative project delivery contracts, and if such public 30 employees so determine, such public employees shall accept contractors' 31 substantial or final completion of the public works as applicable. 32 Performance by public employees of the corporation of any review 33 described in this subdivision shall not be construed to modify or limit 34 contractors' obligations to perform the work in strict accordance with 35 the applicable alternative project delivery contract or the contractors' 36 or any subcontractors' obligations or liabilities under any law. 37 § 16. Technical assistance. The corporation shall create an internal 38 office dedicated to creating educational materials and providing techni- 39 cal assistance to residents of its residential projects, housing compa- 40 nies, tenants, tenant organizations, not-for-profit corporations operat- 41 ing in the state of New York, and the general public concerning resident 42 elections, the organization, management, and operation of housing coop- 43 eratives, community land trusts, and tenant organizations, and the meth- 44 od by which tenants, tenant organizations, or owners of distressed or 45 non-distressed properties may engage with the corporation concerning the 46 acquisition of real property, among other subjects deemed relevant by 47 the corporation. Such assistance shall include standard forms and 48 templates that comply with state law and the corporation's rules and 49 regulations. 50 § 17. Vouchers. In order to provide more deeply affordable housing to 51 residents, the corporation may enter into agreements with the management 52 of residential projects owned by the corporation, whether or not such 53 management is an employee or subsidiary of the corporation or a third- 54 party, for the issuance of vouchers by the corporation to such manage- 55 ment, subject to the conditions of this section. Such vouchers shall be 56 issued to a residential project's management on a monthly basis. Vouch-A. 9088 30 1 er payments and associated contracts shall be non-transferable and non- 2 assignable and shall remain tied to the dwelling unit for which they 3 were initially issued. Voucher payments shall be used exclusively to 4 defray maintenance and operating costs or debt service payments on such 5 dwelling unit, if any. Any excess remainder between the sum of a vouch- 6 er payment, the rent collected for such unit, and the costs associated 7 with such unit shall be transmitted back to the corporation forthwith. 8 § 18. Additional provisions related to acquisition. The corporation 9 shall make temporary relocation assistance available to any households 10 of a building slated to be demolished by the corporation in favor of new 11 construction or scheduled for rehabilitation in any manner that will 12 necessarily displace such households. Such assistance shall be in an 13 amount to be determined by the corporation and corresponding to the 14 necessary and actual expenses incurred by such households as a result of 15 such temporary relocation. Such households shall have priority in the 16 selection of tenants for the lease of units available in any residential 17 project newly constructed or rehabilitated on the site of such house- 18 holds' former home or in any other residential project owned by the 19 corporation, which shall be similar in size to the unit from which such 20 household was initially displaced. 21 § 19. Reports and evaluations. The corporation shall submit to the 22 governor, the temporary president of the senate and the speaker of the 23 assembly, no later than thirty days following the submission of the 24 annual independent audit report pursuant to section twenty-eight hundred 25 two of the public authorities law, a complete detailed report or reports 26 setting forth, to the extent such matters are not fully addressed in the 27 annual independent audit report, the following: 28 1. Its financial reports, including: 29 a. Audited financials in accordance with all applicable regulations 30 and following generally accepted accounting principles as defined in 31 subdivision ten of section two of the state finance law; 32 b. Grant and subsidy programs; 33 c. Operating and financial risks; 34 d. Current ratings of its bonds issued by recognized municipal bond 35 rating agencies and notice changes in such ratings; 36 e. Long-term liabilities, including leases and employee benefit plans; 37 and 38 2. An assessment of the effectiveness of its internal control struc- 39 ture and procedures, including: 40 a. Descriptions of the corporation and its major units and subsid- 41 iaries; 42 b. The number of employees, and minority and women employees, for 43 each; 44 c. An organizational chart; 45 d. Its charter, if any, and by-laws; 46 e. The extent of participation by minority- and women-owned enter- 47 prises in corporation contracts and services in accordance with article 48 fifteen-A of the executive law; and 49 f. A listing of material changes in internal operations and programs 50 during the reporting year. 51 § 20. Subsidiaries. 1. The corporation shall have the right to manage 52 properties or projects within its portfolio, and to exercise and perform 53 its powers and functions related thereto, through one or more subsidiary 54 corporations or legal entities. The corporation by resolution may direct 55 any of its members, officers or employees to organize a subsidiary 56 corporation or legal entity whenever, in the sole discretion of theA. 9088 31 1 corporation, it is necessary or convenient to carry out such functions, 2 powers, and duties. 3 2. Each such subsidiary corporation shall be wholly owned by the 4 corporation and shall be organized pursuant to the business corporation 5 law, the not-for-profit corporation law or the private housing finance 6 law. 7 3. The corporation may transfer to any subsidiary corporation any 8 money, real or personal or mixed property or may convey to it any 9 project in order to carry out the purposes and functions related to 10 property management. Each such subsidiary corporation shall have all the 11 privileges, immunities, tax exemptions and other exemptions of the 12 corporation to the extent the same are not inconsistent with the statute 13 or statutes pursuant to which such subsidiary was incorporated. Except 14 as may be inconsistent with the provisions of this act, such subsidiary 15 shall have all the rights and powers granted by any other statute pursu- 16 ant to which such subsidiary corporation was organized. 17 4. No member or officer of the corporation shall receive any addi- 18 tional compensation, either direct or indirect, other than reimbursement 19 for actual and necessary expenses incurred in the performance of such 20 person's duties, by reason of such person's serving as a member, direc- 21 tor, trustee or officer of any subsidiary corporation. 22 5. The board of a subsidiary shall be comprised wholly of the corpo- 23 ration's members, officers, or employees, insofar as such employees' 24 official duties are pertinent or useful to projects managed by such 25 subsidiary. 26 § 21. Monies of the corporation. 1. All monies of the corporation, 27 except as otherwise authorized or provided in this act, shall be paid to 28 the commissioner of taxation and finance as agent of the corporation, 29 who shall not commingle such monies with any other monies. Such monies 30 shall be deposited in a separate bank account or accounts. The monies in 31 such accounts shall be paid out on checks signed by the commissioner of 32 taxation and finance on requisition of the chairman or treasurer of the 33 board or president of the corporation or of such other officer or 34 employee or officers or employees as the corporation shall authorize to 35 make such requisition. All deposits of such monies shall, if required 36 by the commissioner of taxation and finance or the corporation, be 37 secured by obligations of the United States or of the state of a market 38 value equal at all times to the amount of the deposit, and all banks and 39 trust companies are authorized to give such security for such deposits. 40 Notwithstanding the provisions of this section, the corporation shall 41 have power to contract with the holders of any of its notes or bonds, as 42 to the custody, collection, securing, investment, and payment of any 43 monies of the corporation, of any monies held in trust or otherwise for 44 the payment of notes or bonds, and to carry out such contract. Monies 45 held in trust or otherwise for the payment of notes or bonds or in any 46 way to secure notes or bonds and deposits of such monies may be secured 47 in the same manner as monies of the corporation, and all banks and trust 48 companies are authorized to give such security for such deposits. 49 2. Subject to agreements with noteholders and bondholders and the 50 approval of the comptroller, the corporation shall prescribe a system of 51 accounts. 52 3. The comptroller, or his legally authorized representative, is here- 53 by authorized and empowered from time to time to examine the books and 54 accounts of the corporation including its receipts, disbursements, 55 contracts, reserve funds, sinking funds, investments, and any other 56 matters relating to its financial standing. Such an examination shall beA. 9088 32 1 conducted by the comptroller at least once in every five years; the 2 comptroller is authorized, however, to accept from the corporation, in 3 lieu of such an examination, an external examination of its books and 4 accounts made at the request of the corporation. 5 4. The corporation shall submit to the governor, chair of the senate 6 finance committee, chair of the assembly ways and means committee and 7 the comptroller, within thirty days of the receipt thereof by the corpo- 8 ration, a copy of the report of every external examination of the books 9 and accounts of the corporation other than copies of the reports of such 10 examinations made by the comptroller. 11 5. The corporation shall manage the expenses and income of its 12 projects across its portfolio, and the excess cash flow of any project 13 shall be utilized to augment the cash flow of all other projects in any 14 manner or system the corporation deems convenient for its purposes. 15 § 22. Bonds and notes of the corporation. 1. Subject to the provisions 16 of section nineteen of this act, the corporation shall have the power 17 and is hereby authorized from time to time to issue its negotiable bonds 18 and notes in conformity with applicable provisions of the uniform 19 commercial code in such principal amounts, as, in the opinion of the 20 corporation, shall be necessary to provide sufficient funds for achiev- 21 ing any of its corporate purposes, including the payment of interest on 22 bonds and notes of the corporation, establishment of reserves to secure 23 such bonds and notes, and all other expenditures of the corporation 24 incident to and necessary or convenient to carry out its corporate 25 purposes and powers. 26 2. All such bonds shall be designated on their face, "New York State 27 Social Housing Development Authority". The state shall not be liable on 28 notes or bonds of the corporation. Such notes and bonds shall not be a 29 debt of the state and such notes and bonds shall contain on the face 30 thereof a statement to such effect. 31 3. All bonds and notes issued by the corporation may be secured by the 32 full faith and credit of the corporation or may be payable solely out of 33 the revenues and receipts derived from the lease, mortgage or sale by 34 the corporation of its projects or of any thereof, all as may be desig- 35 nated in the proceedings of the corporation under which the bonds or 36 notes shall be authorized to be issued. Such bonds and notes may be 37 executed and delivered by the corporation at any time and from time to 38 time, may be in such form and denominations and of such tenor and matu- 39 rities, may be in bearer form or in registered form, as to principal and 40 interest or as to principal alone, all as the corporation may determine. 41 4. Bonds may be payable in such installments and at such time or times 42 not exceeding fifty years from the date thereof, as shall be determined 43 by the corporation. 44 5. Notes, or any renewals thereof, may be payable in such installments 45 and at such time or times as shall be determined by the corporation, not 46 exceeding ten years from the date of the original issue of such notes. 47 6. Bonds and notes may be payable at such place or places whether 48 within or without the state, may bear interest at such rate or rates 49 payable at such time or times and at such place or places and evidenced 50 in such manner, and may contain such provisions not inconsistent here- 51 with, all as shall be provided in the proceedings of the corporation 52 under which the bonds or notes shall be authorized to be issued. 53 7. If deemed advisable by the corporation, there may be retained in 54 the proceedings under which any bonds or notes of the corporation are 55 authorized to be issued an option to redeem all or any part thereof as 56 may be specified in such proceedings, at such price or prices and afterA. 9088 33 1 such notice or notices and on such terms and conditions as may be set 2 forth in such proceedings and as may be recited in the face of the bonds 3 or notes, but nothing herein contained shall be construed to confer on 4 the corporation any right or option to redeem any bonds or notes except 5 as may be provided in the proceedings under which they shall be issued. 6 8. Any bonds or notes of the corporation may be sold at such price or 7 prices, at public or private sale, in such manner and from time to time 8 as may be determined by the corporation, and the corporation may pay all 9 expenses, premiums and commissions which it may deem necessary or advan- 10 tageous in connection with the issuance and sale thereof. No bonds or 11 notes of the corporation may be sold at private sale, however, unless 12 such sale and the terms thereof have been approved in writing by: (i) 13 the comptroller where such sale is not to the comptroller, or (ii) the 14 state director of the budget, where such sale is to the comptroller. 15 9. Any moneys of the corporation, including proceeds from the sale of 16 any bonds or notes, and revenues, receipts and income from any of its 17 projects or mortgages, may be invested and reinvested in such obli- 18 gations, securities and other investments as shall be provided in the 19 resolution or resolutions under which such bonds or notes are author- 20 ized. 21 10. Issuance by the corporation of one or more series of bonds or 22 notes for one or more purposes shall not preclude it from issuing other 23 bonds or notes in connection with the same project or any other project, 24 but the proceedings whereunder any subsequent bonds or notes may be 25 issued shall recognize and protect any prior pledge or mortgage made for 26 any prior issue of bonds or notes unless in the proceedings authorizing 27 such prior issue the right is reserved to issue subsequent bonds or 28 notes on a parity with such prior issue. 29 11. The corporation is authorized to provide for the issuance of its 30 bonds or notes for the purpose of refunding any bonds or notes of the 31 corporation then outstanding, including the payment of any redemption 32 premium thereon and any interest accrued or to accrue to the earliest or 33 subsequent date of redemption, purchase or maturity of such bonds or 34 notes, and, if deemed advisable by the corporation, for the additional 35 purpose of paying all or any part of the cost of acquiring, construct- 36 ing, reconstructing, rehabilitating, or improving any project, or the 37 making of any mortgage loan on any project. The proceeds of any such 38 bonds or notes issued for the purpose of refunding outstanding bonds or 39 notes, may, in the discretion of the corporation, be applied to the 40 purchase or retirement at maturity or redemption of such outstanding 41 bonds or notes either on their earliest or any subsequent redemption 42 date, and may, pending such application, be placed in escrow to be 43 applied to such purchase or retirement at maturity or redemption on such 44 date as may be determined by the corporation. Any such escrowed 45 proceeds, pending such use, may be invested and reinvested in obli- 46 gations of or guaranteed by the United States of America, or in certif- 47 icates of deposit or time deposits secured in such manner as the corpo- 48 ration shall determine, maturing at such time or times as shall be 49 appropriate to assure the prompt payment, as to principal, interest and 50 redemption premium, if any, on the outstanding bonds or notes to be so 51 refunded. The interest, income and profits, if any, earned or realized 52 on any such investment may also be applied to the payment of the 53 outstanding bonds or notes to be so refunded. After the terms of the 54 escrow have been fully satisfied and carried out, any balance of such 55 proceeds and interest, income and profits, if any, earned or realized on 56 the investments thereof may be returned to the corporation for use by itA. 9088 34 1 in any lawful manner. The portion of the proceeds of any such bonds or 2 notes issued for the additional purpose of paying all or any part of the 3 cost of acquiring, constructing, reconstructing, rehabilitating, or 4 improving any project, or the making of any mortgage loan on any 5 project, may be invested and reinvested in obligations of or guaranteed 6 by the United States of America, maturing not later than the time or 7 times when such proceeds will be needed for the purpose of paying all or 8 any part of such cost, or the making of any such mortgage loan. The 9 interest, income and profits, if any, earned or realized on such invest- 10 ments may be applied to the payment of all or any part of such cost, or 11 the making of any such mortgage loan, or may be used by the corporation 12 in any lawful manner. All such bonds or notes shall be issued and 13 secured and shall be subject to the provisions of this act in the same 14 manner and to the same extent as any other bonds or notes issued pursu- 15 ant to this act. 16 § 23. Debt service reserve funds. 1. The corporation may create and 17 establish one or more reserve funds to be known as debt service reserve 18 funds and may pay into such reserve funds: (i) any moneys appropriated 19 and made available by the state for the purposes of such funds; (ii) any 20 proceeds of sale of bonds and notes to the extent provided in the resol- 21 ution of the corporation authorizing the issuance thereof; and (iii) any 22 other moneys which may be made available to the corporation for the 23 purposes of such funds from any other source or sources. The moneys held 24 in or credited to any debt service reserve fund established under this 25 subdivision, except as hereinafter provided, shall be used solely for 26 the payment of the principal of bonds of the corporation secured by such 27 reserve fund, as the same mature, the purchase of such bonds of the 28 corporation, the payment of interest on such bonds of the corporation or 29 the payment of any redemption premium required to be paid when such 30 bonds are redeemed prior to maturity; provided, however, that moneys in 31 any such fund shall not be withdrawn therefrom at any time in such 32 amount as would reduce the amount of such fund to less than the maximum 33 amount of principal and interest maturing and becoming due in any 34 succeeding calendar year on the bonds of the corporation then outstand- 35 ing and secured by such reserve fund, except for the purpose of paying 36 principal and interest on the bonds of the corporation secured by such 37 reserve fund maturing and becoming due and for the payment of which 38 other moneys of the corporation are not available. Any income or inter- 39 est earned by, or increment to, any such debt service reserve fund due 40 to the investment thereof may be transferred to any other fund or 41 account of the corporation to the extent it does not reduce the amount 42 of such debt service reserve fund below the maximum amount of principal 43 and interest maturing and becoming due in any succeeding calendar year 44 on all bonds of the corporation then outstanding and secured by such 45 reserve fund. 46 2. The corporation shall not issue bonds at any time if the maximum 47 amount of principal and interest maturing and becoming due in a succeed- 48 ing calendar year on the bonds outstanding and then to be issued and 49 secured by a debt service reserve fund will exceed the amount of such 50 reserve fund at the time of issuance, unless the corporation, at the 51 time of issuance of such bonds, shall deposit in such reserve fund from 52 the proceeds of the bonds so to be issued, or otherwise, an amount which 53 together with the amount then in such reserve fund, will be not less 54 than the maximum amount of principal and interest maturing and becoming 55 due in any succeeding calendar year on the bonds then to be issued andA. 9088 35 1 on all other bonds of the corporation then outstanding and secured by 2 such reserve fund. 3 3. To assure the continued operation and solvency of the corporation 4 for the carrying out of the public purposes of this act, provision is 5 made in subdivision one of this section for the accumulation in each 6 debt service reserve fund of an amount equal to the maximum amount of 7 principal and interest maturing and becoming due in any succeeding 8 calendar year on all bonds of the corporation then outstanding and 9 secured by such reserve fund. In order further to assure the mainte- 10 nance of such debt service reserve funds, there shall be annually appor- 11 tioned and paid to the corporation for deposit in each debt service 12 reserve fund such sum, if any, as shall be certified by the chairman of 13 the corporation to the governor and state director of the budget as 14 necessary to restore such reserve fund to an amount equal to the maximum 15 amount of principal and interest maturing and becoming due in any 16 succeeding calendar year on the bonds of the corporation then outstand- 17 ing and secured by such reserve fund. The chairman of the corporation 18 shall annually, on or before December first, make and deliver to the 19 governor and state director of the budget his certificate stating the 20 sum, if any, required to restore each such debt service reserve fund to 21 the amount aforesaid, and the sum or sums so certified, if any, shall be 22 apportioned and paid to the corporation during the then current state 23 fiscal year. 24 4. In computing any debt service reserve fund for the purposes of this 25 section, securities in which all or a portion of such reserve fund shall 26 be invested shall be valued at par, or if purchased at less than par, at 27 their cost to the corporation. 28 § 24. Dissolution of the corporation. 1. The corporation may only be 29 dissolved after a unanimous decision by the board, and a concurrent law 30 effecting the same passed by the members of the assembly and senate, 31 which shall be signed by the governor. The board shall give ninety 32 calendar days' advance notice of any consideration of a resolution to 33 dissolve the corporation, which the corporation shall publish in a news- 34 paper of general circulation in every city with a population greater 35 than five hundred thousand people, post prominently and continuously on 36 the homepage of any website maintained by the corporation, send by 37 certified mail to the trustee of any outstanding bonds of the corpo- 38 ration, and post conspicuously in the common spaces of any residential 39 projects owned by the corporation or its subsidiaries. Residents of 40 residential projects owned by the corporation or its subsidiaries shall 41 be given adequate opportunity to comment on such resolution in advance 42 of its consideration. 43 2. Upon dissolution of the corporation, any residential projects or 44 real property formerly owned by the corporation shall be held in trust 45 by the department of housing and community renewal, which shall assume 46 the former corporation's responsibilities in relation to such residen- 47 tial projects or real properties until such time as the legislature 48 shall create a process by which such properties are fairly and responsi- 49 bly disposed of to residents or third-parties. 50 § 25. Court proceedings. Any action or proceeding to which the corpo- 51 ration or the people of the state of New York may be parties, in which 52 any question arises as to the validity of this act, shall be preferred 53 over all other civil causes except election causes in all courts of the 54 state of New York and shall be heard and determined in preference to all 55 other civil business pending therein except election causes, irrespec- 56 tive of position on the calendar. The same preference shall be grantedA. 9088 36 1 upon application of counsel to the corporation in any action or proceed- 2 ing questioning the validity of this act in which they may be allowed to 3 intervene. The venue of any such action or proceeding shall be laid in 4 the county in which the principal office of the corporation is located. 5 § 26. Actions against the corporation. 1. Except in an action for 6 wrongful death, no action or proceeding shall be prosecuted or main- 7 tained against the corporation for personal injury or damage to real or 8 personal property alleged to have been sustained by reason of the negli- 9 gence or wrongful act of the corporation or of any member of the board, 10 officer, agent or employee thereof, unless: (i) it shall appear by and 11 as an allegation in the complaint or moving papers that a notice of 12 claim shall have been made and served upon the corporation, within the 13 time limit prescribed by and in compliance with section fifty-e of the 14 general municipal law; (ii) it shall appear by and as an allegation in 15 the complaint or moving papers that at least thirty days have elapsed 16 since the service of such notice and that adjustment or payment thereof 17 has been neglected or refused; and (iii) the action or proceeding shall 18 be commenced within the period provided under section fifty-i of the 19 general municipal law. An action against the corporation for wrongful 20 death shall be commenced in accordance with the notice of claim and time 21 limitation provisions of title eleven of article nine of the public 22 authorities law. 23 2. Wherever a notice of claim is served upon the corporation, it shall 24 have the right to demand an examination of the claimant relative to the 25 occurrence and extent of the injuries or damages for which claim is 26 made, in accordance with the provisions of section fifty-h of the gener- 27 al municipal law. 28 3. The corporation may require any person presenting for settlement an 29 account or claim for any cause whatsoever against the corporation to be 30 sworn before a member of the board, counsel or an attorney, officer or 31 employee thereof designated for such purpose, concerning such account or 32 claim and when so sworn, to answer orally as to any facts relative to 33 such account or claim. The corporation shall have power to settle or 34 adjust any claims in favor of or against the corporation. 35 4. The rate of interest to be paid by the corporation upon any judg- 36 ment for which it is liable, other than a judgment on bonds, notes or 37 other obligations, shall not exceed the rate of interest on judgments 38 and accrued claims against municipal authorities as provided in the 39 general municipal law. Interest on payments of principal or interest on 40 any bonds, notes or other obligations in default shall accrue at the 41 rate specified in the general municipal law until paid or otherwise 42 satisfied. 43 § 27. Limited liability. 1. As used in this section, the term "employ- 44 ee" shall mean the members of the board, president, officers, employees, 45 or a former employee, their estate or judicially appointed personal 46 representative. 47 2. Neither the members of the board nor any officers or employee of 48 the corporation acting on behalf thereof, while acting within the scope 49 of such person's authority, shall be subject to any liability resulting 50 from carrying out any of the powers expressly given in this act. 51 3. At the request of the employee, and upon compliance by the employee 52 with the provisions of this section, the corporation shall provide for 53 the defense of an employee in any civil action or proceeding in any 54 state or federal court, arising out of any alleged act or omission which 55 the corporation finds occurred while the employee was acting within the 56 scope of their public employment and in the discharge of their publicA. 9088 37 1 duties and was not in violation of any rule or regulation of the corpo- 2 ration at the time the alleged act or omission occurred. This duty to 3 provide for a defense and indemnification shall not arise where such 4 civil action or proceeding is brought by or on behalf of the corporation 5 against the employee. 6 4. The corporation shall indemnify and hold harmless its employees in 7 the amount of any civil judgment obtained against such employees in any 8 state or federal court, or in the amount of any settlement of a claim 9 approved by the corporation provided that the act or omission from which 10 such judgment or settlement arose occurred while the employee was acting 11 within the scope of their public employment and in the discharge of 12 their public duties and was not in violation of any rule or regulation 13 of the corporation at the time the alleged damages were sustained. The 14 duty to indemnify and hold harmless prescribed by this section shall not 15 arise where the injury or damage resulted from an intentional wrongdo- 16 ing, or recklessness on the part of the employee. Nothing in this 17 section shall authorize the corporation to indemnify or hold harmless an 18 employee with respect to punitive or exemplary damages, fines or penal- 19 ties. 20 5. The duty to defend and indemnify and hold harmless prescribed by 21 this section shall be conditioned upon: (i) delivery by the employee to 22 the president or general counsel of the corporation at the office of the 23 corporation of the original or a copy of any summons, complaint, claim, 24 process, notice, demand or pleading within ten days after the employee 25 is served with such document; and (ii) the full cooperation of the 26 employee in the defense of such action or proceeding and in defense of 27 any action or proceeding against the corporation based upon the same act 28 or omission, and in the prosecution of any appeal. Such delivery shall 29 be deemed a request by the employee that the corporation provide for 30 their defense pursuant to this section. In the event that the corpo- 31 ration shall assume an employee's defense and thereafter the employee 32 fails or refuses to cooperate in the formation or presentation of their 33 defense, the court shall permit the corporation to withdraw its repre- 34 sentation ten days after giving written notice to the employee of its 35 intention to discontinue such representation. 36 6. In the event that the act or omission upon which the court proceed- 37 ing against the employee is based was or is also the basis of a disci- 38 plinary proceeding by the corporation against the employee, represen- 39 tation and indemnification by the corporation, as set forth in this 40 section, may be withheld: (i) until such disciplinary proceeding has 41 been resolved; and (ii) unless the resolution of the disciplinary 42 proceeding exonerated the employee as to such act or omission. 43 7. Subject to the conditions set forth in this section, such employee 44 shall be entitled to representation by the general counsel of the corpo- 45 ration or by any attorney or attorneys designated by the general coun- 46 sel; provided, however, that the employee shall be entitled to be 47 represented by private counsel of their choice in any civil action or 48 proceeding whenever the corporation determines that representation would 49 be inappropriate, or whenever a court, upon appropriate motion or other- 50 wise by a special proceeding, determines that a conflict of interest 51 exists and that the employee is entitled to be represented by private 52 counsel of the employee's choice. The general counsel of the corporation 53 shall notify the employee in writing of such determination that the 54 employee is entitled to be represented by private counsel. Provided, 55 however, that the corporation may require, as a condition to payment of 56 the fees and expenses of such representation, that appropriate groups ofA. 9088 38 1 such employees be represented by the same counsel. Reasonable attorneys' 2 fees and litigation expenses shall be paid by the corporation to such 3 private counsel from time to time during the pendency of a civil action 4 or proceeding. 5 8. Any dispute with respect to representation of multiple employees by 6 a single counsel or the reasonableness of attorneys' fees or the amount 7 of litigation expenses shall be resolved by the court upon motion or by 8 way of a special proceeding. 9 9. The benefits of this section shall inure only to employees as 10 defined in this section and shall not enlarge or diminish the rights of 11 any other party nor shall any provision of this section be construed to 12 affect, alter or repeal any provision of the workers' compensation law. 13 10. The provisions of this section shall not be construed in any way 14 to impair, alter, limit or modify the rights and obligations of any 15 insurer under any policy of insurance. 16 11. Except as otherwise specifically provided in this section, the 17 provisions of this section shall not be construed in any way to impair, 18 alter, limit, modify, abrogate or restrict any immunity available to or 19 conferred upon any unit, entity, member, officer or employee of the 20 corporation, or any right to defense or indemnification provided for any 21 member, officer or employee by, in accordance with, or by reason of, any 22 other provision of state, federal or local law or common law. 23 12. Every action or proceeding instituted pursuant to the provisions 24 of this section shall be commenced pursuant to section twenty-six of 25 this act and subject to any condition or limitation set forth in such 26 section. 27 13. The provisions of this section shall apply to the actions and 28 proceedings set forth herein notwithstanding any inconsistent provisions 29 of state or local law. 30 § 28. Public employer. For the purposes of article fourteen of the 31 civil service law, the corporation shall be deemed to be a public 32 employer and as such shall negotiate with and enter into written agree- 33 ments with employee organizations representing the staff of the corpo- 34 ration that have been certified or recognized under such article. The 35 state public employment relations board shall have exclusive jurisdic- 36 tion for the purpose of administering the provisions of such article and 37 the provisions of section two hundred twelve of such article shall not 38 be applicable to any such negotiations. 39 § 29. Made in New York. To the greatest degree possible, the corpo- 40 ration shall strive to procure materials for the construction of 41 projects which are manufactured in whole or part in the state. If such 42 materials cannot be procured that are manufactured in whole or part in 43 the state, the corporation shall, to the greatest degree possible, 44 strive to procure materials for the construction of projects which are 45 produced in the United States. 46 § 30. Public records and public meetings. 1. The board shall promul- 47 gate policies for compliance with articles six and seven of the public 48 officers law and may update such policies at its discretion. 49 2. Meetings of the board and notes and minutes recorded thereof shall 50 be public record. The board shall publish a schedule for its meetings 51 at least ninety days in advance of such meetings, and shall publish an 52 agenda for any meeting at least two weeks in advance of such meeting. 53 Meetings shall be recorded and broadcast online in a manner accessible 54 by the general public and such recordings shall remain online, together 55 with the associated agendas and minutes for review by the general public 56 after such meetings have occurred.A. 9088 39 1 § 31. Tax exemption. 1. It is hereby determined that the creation of 2 the corporation and the carrying out of its corporate purposes is in all 3 respects for the benefit of the people of the state of New York and is a 4 public purpose. Accordingly, the corporation shall be regarded as 5 performing an essential governmental function in the exercise of the 6 powers conferred upon it by this act, and the corporation shall not be 7 required to pay any fees, taxes, special ad valorem levies or assess- 8 ments of any kind, including, but not limited to, franchise taxes, sales 9 taxes or other taxes, upon or with respect to any property owned by it 10 or under its jurisdiction, control or supervision, or upon the uses 11 thereof, or upon or with respect to its activities or operations in 12 furtherance of the powers conferred upon it by this act, or upon or with 13 respect to any fares, tolls, rentals, rates, charges, fees, revenues or 14 other income received by the corporation. 15 2. Any bonds, notes or other obligations issued pursuant to this act 16 together with the income therefrom shall at all times be exempt from 17 taxation. 18 3. The state hereby covenants with the purchasers and with all subse- 19 quent holders and transferees of bonds, notes or other obligations 20 issued by the corporation pursuant to this act, in consideration of the 21 acceptance of and payment for the bonds, notes or other obligations, 22 that the bonds, notes or other obligations of the corporation issued 23 pursuant to this act and the income therefrom and all revenues, monies, 24 and other property pledged to pay or to secure the payment of such 25 bonds, notes or other obligations shall at all times be free from taxa- 26 tion. 27 4. Notwithstanding any provision in this section to the contrary, the 28 corporation may pay, or may enter into agreements with any municipality 29 to pay, a sum or sums, annually or otherwise, or to provide other 30 considerations to such municipality, with respect to real property of 31 the corporation located within such municipality and provided that any 32 such payment or agreement to pay shall be subject to approval by the 33 corporation. 34 § 32. Construction. This act, being necessary for the welfare of the 35 state and its inhabitants, shall be liberally construed so as to effec- 36 tuate its purposes. 37 § 33. Inconsistent provisions of other laws superseded. Insofar as the 38 provisions of this act are inconsistent with the provisions of any other 39 act, general or special, the provisions of this act shall be control- 40 ling. 41 § 34. Severability. If any provision of this act or its application to 42 any person or circumstance is held unconstitutional or invalid, in whole 43 or in part, by any court, such holding of unconstitutionality or inva- 44 lidity shall in no way affect or impair any other provision of this act 45 or the application of any such provision to any other person or circum- 46 stance, and to this end the provisions of this act are severable. 47 § 35. Appropriation. The sum of sixty million dollars ($60,000,000), 48 or so much thereof as may be necessary, is hereby appropriated to the 49 corporation out of any moneys in the state treasury in the general fund 50 and made immediately available for the purpose of carrying out the 51 provisions of this act, namely in the creation, administration, and 52 staffing of the corporation. Such moneys shall be payable on the audit 53 and warrant of the state comptroller on vouchers certified or approved 54 in the manner prescribed by law. 55 § 36. This act shall take effect immediately.
