HomeMy WebLinkAbout981699.tiff OFFICE OF WELD COUNTY COUNCIL
PHONE (970)356-4000 EXT.4780
915 LOTH STREET
GREELEY,COLORADO 80631
II C.
COLORADO
August 19, 1998
Commissioner Connie Harbert
915 10th Street
Greeley, CO 80631
Dear Commissioner Harbert:
The Weld County Council reviewed your August 3 letter at its August 18 Council
meeting. The Council is herein requesting more information regarding the possible
conflict of interest. The Council requests this information to enable it to reconsider your
letter at its September 15 Council meeting.
The Council is requesting written answers to the following questions:
Who is on the Board of Directors of High Plains Housing Development
Corporation and how was each of them appointed?
To whom does the High Plains Housing Development Corporation Board
report?
What is the source of the money that High Plains Housing Development
Corporation distributes?
How much money does High Plains Housing Development Corporation
distribute and on what schedule is the money distributed? Annually?
Biannually? Quarterly?
What are the criteria to be eligible to receive money from High Plains
Housing Development Corporation?
Does High Plains Housing Development Corporation distribute money for
homes in municipalities as well as for homes in non incorporated areas?
C}C7 ti A_ 981699
Commissioner Harbert
August19, 1998
Page 2
Please send to the Weld County Council meeting minutes from High
Plains Housing Development Corporation dealing with the contract for
Gerardo Ramos and Maria Isabel Gutierrez.
Please distinguish the difference between "a contract with High Plains for
home ownership assistance" and "specific grants by High Plains."
Commissioner Harbert, are you in a position to influence the decisions
made by the Board of High Plains Housing Development Corporation.
Thank you.
Respectfully,
QVS)0t8+-
Judy Curtis
Council President
g�i699
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OFFICE OF BOARD OF COMMISSIONERS
PHONE (970) 356-4000, EXT 4200
FAX: (970) 352-0242
' 915 TENTH STREET
P.O. BOX 758
Q GREELEY, CO 80632
COLORADO
August 27, 1998
Weld County Council
915 Tenth Street
Greeley, CO 80631
Dear Council:
This letter is in response to your letter of August 19, 1998. In your letter, you ask various
questions regarding the High Plains Housing Development Corporation("the Corporation").
Enclosed is a copy of the Corporation's Articles of Incorporation and Bylaws. Both
documents state the method for member appointments to the Corporation's Board of
Directors. The Board of Directors manages the "business and affairs of the Corporation."
The Board of County Commissioners of Weld County has no control over the Corporation.
For answers to the remaining questions stated in your letter, I suggest that you contact the
Corporation's Director, Tom Texiera, at (970) 353-7437.
Sincerely,
Constance L. Harbert
pc: Bruce Barker
95)1999
10-31-1994 01:41PM FF TO 63520242 P.11
_ i Attachment 'B'
i :• BYLAWS OF
. MGR PLAINS HOUSING DEVELOPMENT CORP. •
I
. I . ARTICLE I
MEMBERS AND DIRECTORS
Section 1. Number cif Election and Term of Office of Directors:
'El
• A board of nine (9) directors shall be chosen, three by the City of 3reeley,j Colorado, three by
• W Cotntjy, Colorado, and three by the United Way of Weld County, Colorado. Except for
the initial staggered terms of the directors as provided by the Articles of Incorporation, the term
of face !of said directors shall be three (3) years, or until their successors shall have been
elected add installed in office.
,
Drslmpy reapply for additional terms at the expiration of their current terms. The City,
County, and United Way shall submit names to the Board which Will, from that list, select the
iepiacemntiboard member(s) for the respective entity designation:
The business and affairs of the corporation shall be managed by:its Board of Directors. The
Dii}ectorsI in all cases, shall act as a Board, and they may adopt such rulesf and regulations for
the cgnd of their meetings and the management of the corporation as they deem proper, not
incan;is t.with these Bylaws and the laws of the State of Colorado.
Section 2. 'Vacancies:
Vai:ar ci I in the Board of Directors shall be filled by the appointing entities as noted in;Section
• 1 ak any rpgitiar or special meeting, at which time a director will be chosen Ito fill the unexpired
1I ; ea4 tee a ; J� `I •_ .
Section 3. A uaiMeeu gs ' `
The annual meeting of the member-directors of this Corporation• Shallbe lie.ld at its principal
office in Greeley, Weld County, Colorado, or at any other place designated in the notice of.such
muting, it10:30 a.m. on the 2nd day of August of each year, beginning!with 1995. •
Section 4. Re r lar Meetings and Special Meetings:
i
R tiler meetings of the Board of Directors shall be held on the 2hd Mond�y of each month at
the principal office of the Corporation in the City of Greeley, Colorado. ;Special meetings of
'th Board of Director may be called at any time by the Chair or Vice-Chalk or by the majority
of members of the Board of Directors provided at least 24 hours notice is given to each member
•
in writing, by phone or orally, of such meeting. A majority (5 or more) of the Directors shall
constitute a:quorum at any Board of Directors meeting.
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Section 5. M od di'Meeting Notice: •
. No 'de oft any meeting shall be made orally or in writing and may be delivered by mail,
tel hone far.person-to-person.
•
Section 6. Ad urnre nt
I
If gtuor4 Its not present at any meeting, the directors present may adjourn)to such future time
an placelasi may be agreed upon by them, and notice of such adjournment shall'be delivered
• to e:dirtctbrs not present; but, if a quorum is present. they may adjourn from day to day as
the see fit,land no notice of such adjournment need be given.
)
Section 7. Manner of Voting
•
The voting on all questions coming before the Corporation shall be by voiceivote unless roll call
or secret ballot is requested. Members may also designate orally or in writing a proxy to register
th r vote; An oral proxy will be confirmed in writing within thirty days of!the granting of that
P Y .
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•
Section 8. Or et..of�usiness: •
•
Th order of business at the annual meeting of the member-directors, and so far as possible at
all ether meetings of the member-directors, shall be essentially as follows:;
1. Approval of the minutes of previous meetings of the member-• directors.
2. Correspondence and Statements.
3. Orb Business.
4. New!Business.
5. • el- Staff or Directors Reports. '
6. A journment.
. Section 9. Re ignat14n
•
A •" tar may resign at any time by giving written notice to ;the boa41, the chair or the
_« try ofl the corporation. Unless otherwise specified in the notice, the resignation shall take
u�p4n:re ipt thereof by the board or such officer, and the acceptance of the resignation
. s 111 not be necessary to make it effective.
•• Section 10. C penstion:
N compensation shall be paid to directors, as such, for their services, but by resolution of the
, al fixed sum and expenses for actual attendance at each regular or special meeting may
be authoipzed. .
•
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Seetion 11. Ex tiveland Other Committees: • '
I . .
Th4 by resolution, may designate from among its members, an executive committee and
oth' cotetnitteis, each consisting of one or more directors. Each such committee shall serve at
the pleasdie of the board.
•
' ARTICLE •
II .
•
•
Section 1. En mention: •
l
Th bffice s of the Corporation shall consist of a Chair, a Vice-Chair, and a
• retaryeaEurer, and such other officers as shall from time to time be chosen and appointed
by e of Directors.
• Sebtion 2. Ch ' .
' Th Chair, when present, shall preside at all meetings of the Corporation. Except as otherwise
au razed by resolution of the Corporation, the Chair shall sign all contract!as well as all deeds
otherlinstruments which would add an additional financial responsibiliq to the Corporation
• wluch is not supported by the approved annual budget. By resolution, specific to the instance,
the'Board of Directors may authorize the signing of any deeds, contracts or other instruments
by othe"officer or director without amending these Bylaws. At each meeting, the Chair Shall
su mit sub recommendations and information as he/she may consider prmper concerning the •
bu iness 4ffairs and policies of the Corporation.
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Seti•lion 3. Vide Chair:
•
:The Vice}hair, when present, shall perform the duties of the Chair in the absence or incapacity
'of chair; and in case of the resignation or death of the Chair, the Vice C a hair shall perform
sudh duties as are imposed on the Chair, until such time as the Corporatiop shall select new
Chair; I .
•• Selction 4. Sec+retary{Tteasurer:
• - Th Seed&taty/Treasurer shall be charged with the management of the housing projects of the
• Coporation. T•he Secretary/Treasurer shall keep the records of the Corporation, shall et as
•
• Se4reMfTieasurer of the meetings of the Corporation and record all votes, and shall keep a
record of the proceedings of the Corporation in a journal of proceedings Ito be kept forsuch
• purposes;; and shall keep iit safe custody the seal of the Corporation and shall have power to
• affix such seal to all contracts and instruments authorized to be executed by the Corporation.
III
• Th Secretaiy/Treasurer shall have the care and custody of all funds of the Corporation and':.shall
't the same in the name of the Corporation in such bank or banks as the Corporation may
•
sel The:Secretary/Treasurer shall sign all orders and checks for the payment of money and
„shall pay!ohit and disburse such monies under the direction of the Corporation, all such orders
and chews shill be countersigned by the Chair or his/her designee. TheiSecretary/Treasurer
•
ke regular books of accounts showing receipts and expenditures and shall render to the
•
•
• C rpoi on at each regular meeting (or more often when requested), an account of these
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' sections and also of the financial condition of the Corporation. Secretary/Treasurer shall
• giv such bond for the faithful performance of his/her duties as the Corporation may designate.
Section 5. A 'tiona4 Duties:
II
Thl officers of the Corporation shall perform such other duties and functions as may from time
to ' ' ;be required by the Corporation or the Bylaws or rules and "regulations of the
• Co rati rn
',
Section 6. ton
.tion:or Appointment of Officers:
The Chalk, 'Vice chair and Secretary/Treasurer shall be elected at the annual meeting of the
Cokporatipd from among the Directors of the Corporation, and shall hold office for one year or
until tffeii successors are elected. 1
• I
Section 7. Te-minni4on:
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Th termination of a Director shall occur only after a vote of the directors or the Board, and for
th following reasons:
1. More than three consecutive unexcused absences from the monthly"meetings.
2. Any, acts or omissions considered detrimental to the integrity of the Authority or
Corporation as determined by the membership of the Authority.
1
prior to termination of any Director, a written statemt'ent of the reasons for the
termination shall be issued to the Director detailing he reasons for"the termination and
giving said individual the right to protest the termination'to that director's appointing
' efIlity' .
•
Section 8. i Removal:
1 '
Ahy officer or agent elected or appointed by the directors may be removed by the
directors at any time.
Section 9. . V cancies: •
•
i . Ai vacancy in any office because of death, resignation, removal, termination,
dkIqualification or otherwise, may be filled by the directors for the Unexpired portion of
fly term.
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Section 10. Contracts:
I
The directors may authorize any officer or officers, agent or agen , to enter into any
+tract or execute and deliver any instrument in the name of and on behalf of the
• corporation, and such authority may be general or confined to specific instances.
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ARTICLE III
SEAT,
The corporate Of this;Corporation shall be a circular seal with the name of.the Corporation around the
border, and the rd "leak in the center.
I ARTICLE IV
BUSINESS YEAR
The business y of th, Corporation shall begin on the first day of July of each year and shall end on the
thirtieth day of Jt nel in Cac'h year.
iARTICLE V
WAIVER OF NOTICE
Any member for roily waive, orally or in writing, any notice of meetings required to be given by these
Bylaws.
ARTICLE VI
1
AMENDMENTS
I
A quorum of th Board of directors present and voting shall be required to amend any provision of these
Bylaws. 1 1
1 CERTIFICATE
1
The undersigned h Certifies that he/she is the duly elected, qualified, acting and hereunto authorized
Secrcrary/Treasu be aforesaid Corporation, and that the foregoing and annexed Bylaws constitute a true
and complete .of Bylaws of said Corporation presently in full force and effect.
IN WITNESS WHEREOF, the undersigned has signed this Certificate and affixed theret4 the seal of the said
Corporation. 1
i Date:
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I Secretary/Treasurer of High Plains
Housing Development Corp.
1 .
I ATTEST: j l
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1b-J1-174 bi;Sfrrl rKl"- - - - - - - - - - - IU - - - - - - bS72J24-4 P.b4- - - - - - - -
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t THE ARTICLES OF INCORPORATION •
OF FIL D COPY
• '
. HIGH PLAINS HOUSING DEVELOPMENT COA A78'r.0858 55.q0
a i-05-94 Q8 30
FIRST: A Fred li.. Otis whose post office address is 822 7th Street, Suite 300, Greeley,
• Colorado 1 8463 i tieing at least 18 years of age am hereby forming a corporation finder and by
virtue of the Colorado Non-profit Corporation Act.
SECOND!:The dame of the corporation is HIGH PLAINS HOUSING DEVELOPMNT CORP.
(hereinafter referred tb. as "the Corporation").
ARTICLE I.
•
I
(a) The eixistence of the Corporation shall be perpetual.
(b1 The address of the initial registered office of the Corporation is 1000! 10th Street,
Greeley, Colorado; 80631, and the name of the initial registered agent of the Corporation at such •
address ii Rebecca Safarik. The Board of Directors shall have the power to change the
registered!of'fice!and registered agent from time to time as they see fit.
j • ARTICLE H.
' ` !
(a) The cotporation is organized exclusively for charitable and educational purposes as
defined in(§501(c)(3)of the Internal Revenue Code. These purposes include,but al(e not limited
to, aiding ow and moderate income families by developing programs for new home construction
• and the renotation'of existing homes for sale to low income families on long term, low payment
plans, as Well as assisting low income families eligible for loans under Federal housing programs
in obtaining Such loans, and making homes available to families who cannot qualify!for any type
of mortgage loan; selling or renting housing units to persons of low and moderate income.
Combatting community deterioration by formulating plans for the renewal and rehkbilitation of
those areas in the city and county where the median income level is lower than in dther sections
of the chi and county; and providing housing for the elderly and handicapped.
(b Notwithstanding any other provision of these Articles of Incorporation!
1 No part of the net earnings of the corporation shall inure to thebnefit of any
director of the corporation, officer of the corporation, or any priv to individual
(c&cept that reasonable compensation may be paid for services rendered to or for
the corporation affecting one or more of its purposes); and no director, officer,
• or any private individual shall be entitled to share in the distribution[of any of the
corporation's assets on dissolution of the corporation. No substantial part of the
activities of the corporation shall be the carrying on of propaganda, or otherwise
attempting to influence legislation, and the corporation shall not paaiticipate in or
intervene in (including the publication or distribution of statements):any political
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OCT 31 '94 13: 36 PRGE . 004
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10-J3-1J1', CJ1'.101-11 rm.' IU OJJLULVL r.CJ..,
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' campaign on behalf of any candidate for public office.
ti The corporation shall not conduct or carry on any activities not permitted to
l. Conducted or carried on by an organization exempt from taxation.•under
0(c)(3) of the Internal Revenue Code and its regulations as they$now exist or
• 1 aS they nay hereafter be amended, or by an organization, contributions to which
. ate deductible under §170(c)(2) of the Internal Revenue Cbde and fegulations as
the}t now exist or as they may hereafter be amended.
I
' i 3 Upon dissolution of the corporation or the winding up of its affairs, the assets
1 of the corporation shall be distributed exclusively to charitable organizations
1 v4hiCh would then qualify under the provisions of §501(c)(3) of the Internal •
1 ; Revenue Code and its regulations as they now exist or as they may hereafter be
atnended.
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' ARTICLE HI. 1
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The Corpitatiori is empowered:
I j ;
(al To btjy, own, sell, convey, finance, assign, mortgage, manage, rent, lease or operate
any intersst in real or personal property and to construct, maintain, manage, i nt, Ipa� or
operate ir�p;ovelnents thereon neressary or incident to the accomplishment of th purposes set
• forth in Artible II. hereof.
I I i
(lil To borrpw money and issue evidence of indebtedness in furtherance ofjany or all of
• the objects of its business, and to secure the same by mortgage, pledge or other lien kin the
Corporation's prgllerty. 1
(c To do and perform all acts reasonably necessary to accomplish the puiposes!of the
Corpotatian:.
(d oordinate with the Housing Authority of the City of Greeley, Colorado, the
Housing1. ui o ctho it') of Weld County, Colorado, and any other housing auth my and all
governmental agenbies administering housing programs of any nature whatsoever fojr the purpose
. of promoting better housing; to act as a general contractor or a subcontractor in causing the
• construction Of improvements to existing housing or new housing; to accept gifts, grants and
• bequests(if any nature.
(e)1 To exercise all the rights, powers and privileges now or hereafter conferred upon '
•
nonprofit iporittibns organized under the laws of the State of Colorado, and to do everything
' necessary! or proper for the accomplishment of any such corporate powers, including
investing,trading,I dealing in and with goods, wares and merchandise, and real 'kind personal
property gf'every élan and description not prohibited by the laws of the State of 2olorado.
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(f) In th event of the dissolution of the Corporation or the winding up ofiits affairs or
other liqu.Iidatio 1 of its assets, the Corporation's property.shall not be conveyed to any
' organizat suchtpn or operated for profit or to any individual for less thanassets remainingthe paymentorpor debts s
the fair!market value
. of pttopd all after of the Cation's debhall be
conveyed!or dii tributed only to the organization or organizations created and !operated for
nonprofit IptrrpoSes similar to those of the Corporation or as required by law on by previous
agreement. .' .
1
I ARTICLE IV, °f! t
• I
This Co ration shall have nine Initial Directors of whom three shall be appointed) by the City
of Oreele , Colorado, three shall be appointed by Weld County, Colorado, and three shall be
appointed by United Way of Weld County, Colorado. Each group of Initial Directors shall
contain a 1 year! 2 year and 3 year term.
After the terns Of the Initial Directors, Board appointments shall be for three year dlerms, except
where an lunexplied term is being filled. After the Initial Director selections aretmade by the
appointin4 entities (the names of which are identified in Article V below), the Beard shall fill
all other vacancies. The candidates for said vacancies shall be selected!from a list of names
submitted Ito the'Beard by the City/County/United Way for respective openings.
. The Directors shall serve without compensation and such Directors shall constitute the entire
membership of the Corporation.
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•
I ARTICLE V. .
•
The names and addresses of the Initial Directors of the corporation are as follows:
I .
Nahnq I Address Appointing Agency Term
i
1. Aragon, Marseluigo1'Eddie" 31 Idaho, Johnstown, CO 80534 Weld County 3 years
• 2. Haefeli,Juli 2008 18th Avenue, Greeley, CO 80631 United Wa4' 3.years
3. Jones, P illard. 1959 26th Avenue, Greeley, CO 80631 City of Grtielty 3 years
4. Remme,l Richard 4254.W. 14th St. Dr., Greeley, CO 80634 United We$$' 1:year
5. Leapt, Richards 12117 WCR 36, Platteville,CO 80651 Weld Cougty )'year
6. Longoria, Pete ! 909 C Street,Greeley, CO 80631 City of Greeley l year
7. Martindale, Sid 1912 44th Avenue. Greeley,CO 80634 City of Greeley 2 years
8. Rahmig,I l4enry rater 4706 1Ith Street, Greeley, CO 80634 Weld Coudty 2 years
9. Whisena.td, Mary Lou- 4 Alles Drive, Greeley, CO 80631 United Way 2.years
•
ARTICLE VL
•
• The officers of 4e Corporation, as provided by the Bylaws of the Corporation, shall be elected
by the Directors;of the Corporation in the manner therein set out, and $hall sere until their
surretso are .elected and qualified. The Directors shall elect the regular officers of the
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OCT 31 ' 94 13: 37 PAGE . 006
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Corpoiatipn .for terms of one year. The Secretary and Treasurer may be one and the same
person, and need not be a Director of the Corporation. Other officers must be directors of the
Corporation. I
Ii ARTICLE VII.
Bylaws oQ the Corporation may be adopted or amended by the Directors at any regular meeting
or a special meng;called for that purpose, so long as they are not inconsistent with the
provisions of these Articles.
ARTICLE VIII. •
These Articles may be amended upon the affirmative vote of two-thirds '(2/3) of the members
of the 3rd of Difectors.
I ARTICLE IX.
i
The persoks authorized to execute instruments of conveyance or encumbrance shall be any two
of the following;
Chair
; Vice-Chair
Secretary/Treasurer.
ARTICLE X.
Each Direr ofi this corporation shall not be personally liable to the corpgration or its members
for monet�ry, da I,mages for breach of fiduciary duty as a Director except that this provision shall
not elimiripte the liability of a Director to the corporation for monetary da'rnages fir any breach
of the Director's duty of loyalty to the corporation or its members; acts+or admissions 'not in
good faith or which involved intentional misconduct or a knowing violation of law; acts specified
in CRS 7i24-111; or;any transaction from which the Director derived in imprdper personal
benefit. ! i
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ARTICLE XI.
LL �
The name and a0dress of the incorporator of the Corporation is:
Fred L.. Otis, 822 7th Street, Suite 300, Greeley, CO 80631
I
Ex utedIthis .3 day of , 1994, by the undersigned inckporator.
Fred L. Otis
VERIFICATION
•
STATE OF COLORADO )
) ss.
COUNTYtOF WELD )
tjavicti,
.r Notary Public do hereby certify that Fred L. Otis, who 1s personally
known to� me'Zo be person whose name is subscribed to the foregoing j Articles of
Incorporation, appeared before me this day in person and upon oath swore to theitruth of the
facts there Stateld and acknowledged that he signed and delivered said instrument of writing as
his free an voluntary act.
Gi men under myhand and official seal this n
M O day of A{,LOU.Cf i. 1994.
II
My commission expires: z7-3;3 %7
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Notary Public•
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OCT 31 '94 13: 38 PRGE . 008
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