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HomeMy WebLinkAboutSEOPW CRA 2012-08-06 MinutesCity of Miami City Hall 3500 Pan American Drive Miami, FL 33133 www.miamigov.com Di • IN O9▪ IEP 19 1i? Meeting Minutes Monday, August 6, 2012 12:00 PM CITY HALL, MIAMI CITY COMMISSION CHAMBERS 3500 Pan American Drive Miami, Florida, 33133 SEOPW Community Redevelopment Agency Michelle Spence -Jones, Chair Wifredo (Willy) Gort, Vice Chair Marc David Sarnoff, Commissioner Frank Carollo, Commissioner Francis Suarez, Commissioner SEOPW CRA OFFICE ADDRESS: 1490 NW 3rd Avenue, Suite 105 Miami, FL 33136 Phone: (305) 679-6800, Fax: (305) 679-6835 www.miamicra.com SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 INVOCATION AND PLEDGE OF ALLEGIANCE ORDER OF THE DAY 1. 12-00877 Present: Chair Spence -Jones and Vice Chair Gort Absent: Commissioner Sarnoff, Commissioner Suarez and Commissioner Carollo On the 6th day of August 2012, the Board of Commissioners of the Southeast Overtown/Park West Community Redevelopment Agency of the City of Miami met in special session at the Historic Miami City Hall, 3500 Pan American Drive, Miami, Florida. The meeting was called to order by Chair Spence -Jones at 12:17 p.m. and was adjourned at 12: 45 p.m. Note for the Record: Due to the lack of a quorum, only discussion of the agenda item took place. ALSO PRESENT: Clarence Woods, Executive Director, CRA Michael Weiner, Bond Counsel, CRA Priscilla A. Thompson, Clerk of the Board Chair Spence -Jones: So can we -- before we do that, though, can we open with prayer, 'cause this is a regular meeting? So would you mind opening us up with prayer and we'll do the pledge. Invocation and pledge of allegiance delivered. Chair Spence -Jones: We're going to go ahead and get started. I'd like to officially call the CRA (Community Redevelopment Agency) special meeting into session. And I understand City -- Madam City Clerk, we're not actually taking a vote, but we can have a discussion on the record, right? Priscilla A. Thompson (Clerk of the Board): Okay. The first thing I think you may want to do is to advise individuals that you have members who are absent. Chair Spence -Jones: Yes. Ms. Thompson: You may want to state that on the record who they are. And because of that, you do not have a quorum. Chair Spence -Jones: Right. Ms. Thompson: Without your board members Sarnoff, Carollo and Suarez here, you do not have a quorum. Therefore, you cannot take any action on any item. No votes can be taken. The only thing you have the ability to do is make -- discuss some items. Chair Spence -Jones: Yes. Ms. Thompson: Okay, so whatever you do is just discussion purposes and then you may want to make an announcement as to poss -- well, possibly advertising the meeting again for a later date. Chair Spence -Jones: No problem. CRA RESOLUTION A RESOLUTION OF THE BOARD OF COMMISSIONERS OF THE City of Miami Page 2 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 SOUTHEAST OVERTOWN/PARK WEST COMMUNITY REDEVELOPMENT AGENCY AUTHORIZING THE ISSUANCE OF TAX INCREMENT REVENUE BONDS TO FINANCE OR REFINANCE THE ACQUISITION AND CONSTRUCTION OF COMMUNITY REDEVELOPMENT PROJECTS IN THE REDEVELOPMENT AREA OF SUCH AGENCY; PROVIDING FOR THE PAYMENT AND SECURITY THEREOF; MAKING CERTAIN COVENANTS AND AGREEMENTS IN CONNECTION THEREWITH; AUTHORIZING THE ISSUANCE OF ITS TAX INCREMENT REVENUE BONDS, SERIES 2012 IN THE ORIGINAL AGGREGATE PRINCIPAL AMOUNT NOT TO EXCEED $50,000,000 AS THE INITIAL SERIES OF BONDS HEREUNDER FOR THE PURPOSE OF FINANCING CERTAIN GRANTS TO BE USED FOR THE CONSTRUCTION OR REHABILITATION OF AFFORDABLE HOUSING AND FINANCING THE CONSTRUCTION OF OTHER CAPITAL IMPROVEMENTS IN THE REDEVELOPMENT AREA; PROVIDING CERTAIN OTHER DETAILS WITH RESPECT THERETO; PROVIDING FOR SEVERABILITY; AND PROVIDING AN EFFECTIVE DATE. 12-00877 Complete Legislation Version 1.pdf 12-00877 Attachment A.pdf 12-00877 Complete Legislation Version 2.pdf 12-00877 AttachmentA Version 2.pdf 12-00877 Complete Legislation Version 3.pdf 12-00877 Complete Legislation Version 4.pdf 12-00877 09-17-2012 Cover Memo.pdf 12-00877 Complete Legislation Version 5.pdf DISCUSSED Chair Spence -Jones: All right. Okay, so basically, we're just going to have a discussion on this item. Actually, I am -- Vice Chair, I'm actually happy that we're not actually taking this item to a vote right now 'cause I do feel like we need a little bit more hammering out on this issue. I know you know that I've been communicating that I really feel like we need to do a little bit more on it before we move on this issue at all. So I'm asking the executive director to continue to hammer out -- making sure that we're clear about what this item is all about. I know that you have expressed some concerns as well. I do want to say this that all of the Commissioners are in support of Overtown finally getting something done, so this is no indication about Overtown not moving ahead. It's about making sure that whatever steps we make, we're all comfortable with them. I don't know if the CFO (Chief Financial Officer) -- is she here? Hey, Janice. If you don't mind -- I just want to make sure -- and I know that Commissioner Gort is -- has really taken -- and I want to thank him for taking the leadership on making sure this stuff moves. And finally, for the first time, we're going to see major projects happening in Overtown. But I do want to make sure for the record the key things that our CFO needs to have included in this document so that when it comes back, it's very clean and we're not making amendments on the floor. I would like to make sure that she at least puts that on the record now. Madam City Clerk, I am able to do that, correct? Priscilla A. Thompson (Clerk of the Board): Yes. It's part of your discussion. Commissioner Gort: Yeah. Chair Spence -Jones: Okay, great. Ms. Thompson: It's part of your information. No voting. Chair Spence -Jones: Okay, great. So, Janice, if yozi don't mind. And I have to say this to our CRA (Community Redevelopment Agency) staff and the City staff, even though I know these two City of Miami Page 3 Printed on 3,8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 things are very separate and we've made that very clear that they're separate from a bonding or a loan standpoint. I still would like to make sure Miguel and Clarence, you guys -- and our counsel is working closely with the City because we still -- we're still a part of the same entity no matter what. So I want to make sure that that is happening. So, Janice, if there are some things that you want to make sure are included on there. Janice Larned: Janice Larned, assistant City Manager/Chief Financial Officer. First, I would like to commend the CRA staff because Clarence has been responsive, as Miguel has been extremely supportive in getting the information. This item -- there are some, I think, tightening that needs to be done with some language. It still is within the spirit of cooperation that we set forth in our previous conversations. Chair Spence -Jones: Yes. Ms. Larned: What comes to mind specifically is the obligation related to the City's bonds that are 2011 refunding bonds for the sunshine state loan. Chair Spence -Jones: Yes. Ms. Larned: And what we want to make certain here is that there is acknowledgment of the grant agreement that exists between the CRA and the City for that $8 million, and that we, in the definition of the parity obligation, would request your consideration to specifically identij57 the 2011 City bonds, however which bond counsel wishes to name that, tag that, however you wish to say it; that those are the bonds that are in fact supported by the grants that come from the CRA, its TIF (Tax Increment Fund) revenues. The third thing that we would like to better understand in working forward is that we have parity with these new bonds. We, meaning those City bonds will be paid on equal status with these anticipated bonds. Now there is language -- and I certainly respectfully understand boilerplate language as provided by bond counsel that is in this resolution. To give the CRA flexibility now and in the future, what we wanted for consideration is that the 2011 City bonds be on parity with these bonds, but perhaps be senior to any future bonds that no one's contemplating now. Chair Spence -Jones: Right. Ms. Larned: But yet, those discussions will take place in the future. We want the wishes of this Commission to be reflected in the documents today -- Chair Spence -Jones: Okay. Ms. Larned: -- for going forward in the recent future. Chair Spence -Jones: No problem. Ms. Larned: And then last, but not least, that -- again, there's boilerplate language in there to give flexibility to the CRA, which I certainly understand, that would allow the structure of these bonds to be either variable rate debt obligations or BABs (Build America Bonds) or other kinds of structures. Now in talking with the financial advisor, who I have utmost confidence is, that is not what is contemplated for these bonds, but rather fixed rate bonds. That boilerplate language does exist in this resolution. I would not want there to be any confusion in the marketplace going forward so we would just want to make certain that that language, when it comes back in the form of a specific authorization for the bonds, clearly delineates that it's fixed rate and not these other pieces for this particular issue. Chair Spence -Jones: Okay. City of Miami Page 4 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 Ms. Larned: That's it. There's reasons behind that from a cash waterfall perspective. But unless you want me to go into it, it's very technical and I certainly don't want to bore you. Chair Spence -Jones: No problem. Ms. Larned: Not that I would bore the Commissioner who is very astute in this matter. Vice Chair Gort: But it is my understanding in reading the documents that there -- it is fixed rate that they're going to come up with. Ms. Larned: Yes, sir. Clarence Woods (Director, Community Redevelopment Agency): Yes. Yes, it is a fixed rate. Vice Chair Gort: There's no variable rates or any of that. Mr. Woods: No variable rates. Obviously, all the loan terms, as we explained to Janice, would have to come back before you guys -- Vice Chair Gort: Right. Mr. Woods: -- for approval. Chair Spence -Jones: All right. So I know we have counsel here. Do you want to at least speak on any of the issues that Janice has mentioned and how are we going to go about addressing them? Michael Weiner: Okay, sure. So as Janice and I discussed -- Ms. Thompson: I am so sorry, Madam Chair. If we can get a name for the record. Mr. Weiner: Oh, I'm sorry. Michael Weiner, Holland & Knight, and we're bond counsel for the CRA. So Janice and I spoke about her concerns earlier. She would like that any additional bonds that are issued in the future, that it doesn't dilute the ability of the CRA to repay that. In the supplemental resolution that's approved, we can limit the issuance of additional bonds on a senior basis, so long as the City's obligation is outstanding. If you -- like I suggested to her, I wouldn't change the bond resolution because that becomes a lot harder in the future to amend because you'll have different bond holders. But I think we can address those concerns effectively. Adding the Gibson Park loan to the whereases clauses to make that clearer, that's not at all a problem, and adding additional references to the 2011 bonds -- Chair Spence -Jones: You're talking low. We need you to talk -- Mr. Weiner: Oh, I'm sorry. I'm just looking at my notes. And then the last thing was the 2012 bonds will be fixed rate bonds. All the specific terms will come back to the CRA board at the time that the banks respond, and the board will actually approve whichever bank they feel is the most efficient bank in providing the loan terms to the CRA, so all of those concerns are fine. Chair Spence -Jones: So, Janice, I just really wanted to make sure -- and Vice Chair -- I really wanted to make sure those things were hammered out. And when I started receiving, you know, notes and changes, you know, from Janice, from my chief of staff, I knew that, you know, we still needed some more hammering out. We want to make sure that whatever legislation -- this is too important to Overtown, too important to the City. We have to make sure this is clean and right and ready to go and not having all these additional changes on these things in order to make them happen. So I think that this will give us time to at least make sure you're comfortable, our City of Miami Page 5 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 CFO is comfortable with what's in the document and to make sure the CRA is comfortable as well. So I'm glad we were able to at least make sure we had those changes and additions. Vice Chair Gort: My question, at one time there was discussion that were paid off the whole million dollar at one time, but then the decision, I guess, is to make the yearly payments of principal and where in the documents -- and I'm sorry. I read through the document, but I didn't see it in the bond document where it says -- how (UNINTELLIGIBLE) you address this in the bond documents? Mr. Weiner: The Gibson Park loan you're referring to? Vice Chair Gort: Yes. Mr. Weiner: Okay. Because those bonds were actually issued by the City -- Vice Chair Gort: Right. Mr. Weiner: -- the obligation to repay by the CRA to the City is done pursuant to a grant agreement. Vice Chair Gort: Right. Mr. Weiner: And so the specific reference in the bond resolution is to the grant agreement, which comes into place under the definition of parity obligations. Vice Chair Gort: Okay. Ms. Larned: Madam Chair, ifI may. Clarence Woods (Director, Community Redevelopment Agency): It's on page 11. Commissioner Spence -Jones: Yeah. Ms. Larned: To the Commissioner's point, on page 11, page 28, and page 29 of the resolution, there is the first page which defines the parity obligations, which Mr. Weiner is speaking about as far as encompasses an obligation. It doesn't spec the City bond, and that's what we're requesting to be included. Vice Chair Gort: Right, yeah. Ms. Larned: Then on page 28, when it starts discussing in Section 602 throughout the paragraph how the revenues of the TIF will be used and paid on a parity again with parity obligations, that will be covered by the former and by including the 2011 bonds in specific detail. And then again on page 30, the same issue with respect to Section 704. And what you would know in the vernacular as the waterfall of cash flows that will come in and then it will cascade down into certain buckets, that is in -- described in that section, and again, I believe that will be taken care of by including the definition up front. The only remaining issue that I will continue to work with bond counsel is the replenishment if in fact there should ever be a replenishment to any kind of credit enhancement product. Vice Chair Gort: According to the document that I've been reading and the one you put in the agenda, it's -- some changes are taking place, right? Mr. Woods: I'm sorry. I didn't hear you, Commissioner. City of Miami Page 6 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 Vice Chair Gort: The document, the bond document that I been reading, that you -- were given to me last week is not the -- it's a little different from what I have here today. Some changes have taken place? Chair Spence -Jones: Were there amendments? Mr. Woods: Yeah. We did make some changes when Janice spoke about her issues. We did call Monique, who's actually with Holland & Knight, and ask her to make some changes on that to reflect what Janice's concerns were. Vice Chair Gort: So I'll have to go through this one. Okay. Chair Spence -Jones: Okay. I just have two more -- Thank you, Janice -- while you're there, just so we're all clear and just to remove any -- Ms. Larned: I was this close to getting away. Chair Spence -Jones: That's okay. I just want to be very clear from the CRA's standpoint and the City's standpoint so there's no confusion on this subject matter that the City and the Coun -- the CRA issuing this loan -- 'cause it's not a bond. It is a loan. -- is not going to affect the City in no way; correct? I guess that's a bound -- a bond counsel question or both of you question because Ms. Larned: I will say -- Chair Spence -Jones: -- they're two separate entities, correct? Ms. Larned: Correct. We are separating ourselves as it relates to any kind of backstop or any kind of credit enhancement to this indebtedness. Chair Spence -Jones: Okay. Ms. Larned: And that is what we have asked and it has been agreed to by the CRA staff and that's what instructions have been given to bond counsel to carry out. Chair Spence -Jones: Okay, cool. And then the -- Sure. Mr. Weiner: I apologize. I just want to make clear. You'll be issuing a loan. As part of the loan, you'll actually produce a bond or a note -- Vice Chair Gort: Yes. Mr. Weiner: -- that will actually be delivered to the bank. And that bond will actually represent the loan. So I just want to make sure you were understanding that we're still doing a bond issue, but it's a direct placement with a bank that's technically a loan. Chair Spence -Jones: Okay, okay. Mr. Weiner: So we'll still reference bond and it's a bond resolution, but I know that -- Chair Spence -Jones: And that -- Mr. Weiner: -- sometimes confusing. Chair Spence -Jones: Okay, 'cause I know that was one of the questions my chief of staff had as City of Miami Page 7 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 well on this issue, you know, if it's saying bond and it's really a loan, but I guess you have to reference that in the documents, right. Mr. Weiner: They need a security that they'll actually take and they'll put in their vault and they'll hold on to it. And at the maturity, they'll return that bond to you. Chair Spence -Jones: Okay, cool. You have any --? The other thing that I -- Thank you, Janice. -- wanted to at least make sure from a staffing standpoint, the thing that kind of didn't make me comfortable in this process and hopefully we're going to hammer it out as well, is this issue surrounding nonprofit and, you know, for profit developers having to partner with nonprofit agencies or organizations. I just want to be clear on the record why that's necessary and how this process should actually operate, you know. So let's make it very clear for anybody watching and understanding why is it necessary for this to go through a nonprofit organization as a part of this issuance. I don't know if you had that question or concern. Vice Chair Gort: It was answered. It was a little confusing at first because I didn't understand. I always stated that the non for profit is part of the corporation that 's going to do the development. Chair Spence -Jones: Okay. Vice Chair Gort: And the confusion was that all the disbursement of the funds has got to be through a conduit, which is another non for profit that's got to be created and will be accountable for all the funding and so on, and I think that's what they need to explain. Chair Spence -Jones: And that keeps -- that allows you to have -- get -- okay, but I want counsel to also tell us -- Mr. Weiner: Sure. Chair Spence -Jones: -- now that I have an expert here, but I want to hear it from you -- Mr. Weiner: Sure. Chair Spence -Jones: -- putting it on the record. Vice Chair Gort: I'm still learning. I'm not an expert yet. Mr. Weiner: So there were several different paths that we started working on from the beginning as to how to allocate the funds to the developers. The developers were hesitant to taking an actual grant of proceeds and they wanted it to be done as a loan. And they have reasons for -- tax reasons on their side -- Chair Spence -Jones: Yeah. Mr. Weiner: -- as to how to structure it in a way that allows them to maximize their dollars that they're able to get on their side. And so we could not -- the CRA -- I say we -- could not make a loan directly to the developers because we have constitutional problems with a borrowing done for a private for -profit entity and under which we're lending the funds back. The loan was going to be a for -- possibly a forgivable loan. And so what the developers had requested is that we make a grant -- the CRA makes a grant to the CR -- to the not for profit, who would then be able to loan the proceeds to the developer. So from the CRA's perspective, they will make the grant -- for federal tax purposes will have -- which is termed under tax law as spent all of the proceeds, so you'll have satisfied your requirements there. And from the developer's side, they were satisfied that they were able to structure their transaction as a loan in order to maximize their -- City of Miami Page 8 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 Chair Spence -Jones: Okay. Mr. Weiner: -- benefits. Chair Spence -Jones: Do you understand that? Vice Chair Gort: What I want people to understand is the non for profits that having a joint venture with the private sector, they're part of the corporation. They have a percentage in -- What we're creating -- my understanding is we are creating another non for profit that's going to be -- Mr. Woods: Right. Vice Chair Gort: -- the conduit -- Mr. Woods: Exactly. Vice Chair Gort: -- to (UNINTELLIGIBLE) the funds, and that's got to come back to us with all the criterias [sic], all the guidelines and all the excess, extra extras that got to be done. Mr. Weiner: Right. Chair Spence -Jones: And Vice Chair, I'm just going to -- you know, I've been saying this for three weeks with staff at CRA. I am extremely uncomfortable with having five different nonprofit organizations, you know. I think it's -- and I understand that some of the developers say, well, we have -- we really kind of want to work with, you know, a particular developer, even -- I mean, nonprofit -- even though they're not going to be receiving any direct benefit -- Commissioner Gort: None. Chair Spence -Jones: -- because the nonprofit organizations get no benefit, correct, from -- correct? Mr. Weiner: The nonprofits will be entering into an agreement with the CRA, and I expect that they will be expected to be compensated for their services as acting as that, and they'll have risks associated with that so. Chair Spence -Jones: Right. And see -- and that's the part that I'm uncomfortable with. I'm uncomfortable with five different entities to have to monitor, okay. Vice Chair Gort: Well, I was told they were not being compensated. Chair Spence -Jones: Okay. So everything happens for a reason, so I want to be clear. I just want to be clear on the record. So we have this conversation and I know you're heading up this effort and I'm very excited about you doing that, Vice Chair, but I want to be very clear with the CRA team, with bond counsel, you know. I would prefer -- and I'm just one person -- that we deal with one entity from a monitoring standpoint. It's a lot cleaner. I think that we need to look at from the standpoint of credibility, the organization's ability to not only be properly monitored but also be able to handle the fiscal responsibility that's going to go along with this, you know. This is not my world. This is really more or less your world so you know this better than me. But the worst thing that we can have happen after doing such a great thing to help Overtown and really get things moving is to have something that's messy. So it is my recommendation on the record that we identifir a nonprofit organization that will have the capacity to facilitate this bond issuance. That's just what it needs to be. And five or six of them is just too much, so we need to City of Miami Page 9 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 identifii one that we know will have the capacity to do it. I don't want to step on your -- you know, 'cause I know this is what you're taking the leadership on, but that would be my recommendation, Vice Chair, is that we -- Vice Chair Gort: That was my opinion too; have five different ones to deal with and to serve the money through five different ones and -- Chair Spence -Jones: Don't feel comfortable. So this is a -- we can give a directive, right, Madam City Clerk? Vice Chair Gort: No, but you can give suggestions. Chair Spence -Jones: Oh, suggest -- recommendations. Vice Chair Gort: We're making recommendations and suggestions. Chair Spence -Jones: Okay. I would like to recommend highly to the CRA staff that we have one entity that has the capacity, that has shown their ability to, you know, do major projects or to support major projects so, in the end, we don't have this as an issue. I think it's extremely important and the developers have to really understand that. So that was the one thing that I wanted to mention to you. And I understand now why we have to do it through a nonprofit organization. I understand we'll get more money that way and, you know, it would make more sense, so I understand why we're doing it, but I just felt uncomfortable with it being five. So I would really like to make sure that we, you know, identifii who that is before we have the next meeting. Mr. Woods: Okay. And just for clarity on the issue of compensation. It's not that the nonprofit wouldn't be compensated. They just won't be compensated out of any of the proceeds of the bond. They would have to work that out with whoever it is, whether it's one or five. Chair Spence -Jones: But they will get something -- Mr. Woods: They would work that out. Chair Spence -Jones: -- from it. Mr. Woods: They would work that out with -- Chair Spence -Jones: Yeah. Mr. Woods: -- the developer. Vice Chair Gort: The developer will take care of that. That's not -- Chair Spence -Jones: Yeah. Vice Chair Gort: -- our responsibility. Chair Spence -Jones: That's not coming out of -- Mr. Woods: They just don't get anything out of -- Vice Chair Gort: It's not coming out of the bond issuance. Chair Spence -Jones: Okay, that's fine. So you were clear -- City of Miami Page 10 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 Mr. Woods: Absolutely. Chair Spence -Jones: -- you're correct on your statement -- Mr. Woods: Yes. Chair Spence -Jones: -- but we just -- nobody's going to take that kind of responsibility on and not get something out of it. Mr. Woods: Absolutely. Chair Spence -Jones: So I just don't want to -- I don't want us to be watching five different organizations. I just don't want to be in that position. So that was the other -- the second concern I had. And then the third one we had is we really wanted to have this issue resolved before the September 1. I know the district Commissioner for the County really wanted this to be done before, you know, the September meeting so that we can say all the stuff has been handled. So Madam City Clerk, do we have to have seven days before -- when -- what's the process in issuing the next notice? And I would like for that to be -- if you don't mind, Vice Chair, for it to be in Overtown. I think it's important for the residents -- we need to make sure that they know what's happening in their own community. I would like for it to be in Overtown, if you're okay with that. Vice Chair Gort: I don't have any problem. Chair Spence -Jones: Okay. So if you -- Mr. Woods: So it would be our next board meeting, or you want to have a special meeting in September? Chair Spence -Jones: No. We need to do it -- this has to happen in August. Vice Chair Gort: This got to be -- yeah. Mr. Woods: Oh. Chair Spence -Jones: So I'm asking -- or is it seven --? How many days do you have to have notice? Ms. Thompson: Because this is not an ordinance -- you're talking about a resolution -- you just have to give reasonable notice. And that's -- well, reasonable can be 48 hours, unless your bond counsel or your executive -- Chair Spence -Jones: Okay. Ms. Thompson: -- director says something different, reasonable notice. Chair Spence -Jones: Well, I do know that this is -- August is our off month, so I know a lot of the Commissioners are travelling. I'm actually travelling next week, just got back myself. So I'm going to try to shoot for the -- you want to try to shoot for the 13th or the 20th? Vice Chair Gort: I don't have any problem. My suggestion is make sure your staff calls the -- the Administration calls the Commissioners and see who's going to be here. Chair Spence -Jones: Okay. City of Miami Page 11 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 Vice Chair Gort: I'm available -- I'm not going anywhere. Chair Spence -Jones: Okay, so -- Mr. Woods: Commissioner, ifI might for a second. Actually, because this is a bond resolution, actually the notice requirement is 15 days. Chair Spence -Jones: Fifteen days. Mr. Woods: It has to be 15 days. Chair Spence -Jones: Okay. So we need to make sure the other -- as Vice Chair said, reach out to the other Commissioners. I want to just be on the safe side and say the 20th. That should give us enough time, right? Mr. Woods: Okay, yeah. Well, we can -- yeah, it's -- yeah, we need exactly fifteen. Mr. Weiner: We'll need to publish the notice, so the papers will require the notice a few days in advance in order to get the notice public. Chair Spence -Jones: So the 21st, 22nd? Ms. Thompson: According to my calendar here, if might, the 23rd would -- according to the calendar, and we're counting calendar days -- Is that right, Mr. Wein --? Chair Spence -Jones: Is it calendar days or regular days? Mr. Weiner: Calendar days. Vice Chair Gort: Calendar. Mr. Woods: It's calendar days. Chair Spence -Jones: Okay. Vice Chair Gort: You're talking about three weeks. Ms. Thompson: Okay. From today, your 15 days would be August 23. Chair Spence -Jones: Okay. Ms. Thompson: That's just from today. Your notice isn't out yet. Mr. Woods: Right. Ms. Thompson: So you need to give additional time to get your notice to the papers for publishing. Mr. Woods: Exactly. Vice Chair Gort: Question. This was advertised already. Does it have to be advertised again? Chair Spence -Jones: Yeah, 'cause we just opened the meeting. We just opened the meeting. Can we recess this? City of Miami Page 12 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 Ms. Thompson: No. No, no, no. Vice Chair Gort: No. We don't have a quorum. Ms. Thompson: Right. Chair Spence -Jones: Oh, okay. Mr. Woods: You tried. Chair Spence -Jones: I tried Ms. Thompson: So the question, I think, is to Mr. Weiner. Because this meeting technically is not taking place where any action is done -- it's just discussion -- will that require a readvertising for -- because it is the bond resolution. Mr. Weiner: I would need a minute to review the statutes. It's -- Ms. Thompson: I'm just trying to make sure that we do everything we need to do so that we're doing it right and when the time comes, we'll be covered. Chair Spence -Jones: Okay. He's checking. But I'm going to suggest that it definitely takes place in Overtown. I do not want to be close to Labor Day weekend 'cause I don't want that to be a reason why something doesn't happen. So I'm going to suggest -- unless he's going to say something outside of the 23rd, that gives you the 15 -- more than 15 days, right? Mr. Woods: Well, we probably would need a date beyond the 23rd because -- Chair Spence -Jones: No. He said the 21st would have given you the 15 days, right? So now I'm giving him two extra days, the 23rd Mr. Woods: Yeah, but you wouldn't -- let's say if we were able to get the notice over to the Herald or any other publication by Wed -- let's say even today -- Chair Spence -Jones: Yes. Ms. Thompson: I'm sorry, Madam Chair. No, the 21st is your -- is not your 15th day, if you're -- Chair Spence -Jones: Oh, okay. Ms. Thompson: -- counting from today. Mr. Woods: No. Ms. Thompson: I'm using your calendar. For your -- Mr. Woods: Right. Ms. Thompson: -- 15 business day -- I'm sorry, 15 calendar days from today would be August 23. Mr. Woods: Right. Ms. Thompson: Okay -- City of Miami Page 13 Printed on 3/8/2013 SEOPW Community Redevelopment Agency Meeting Minutes August 6, 2012 Chair Spence -Jones: Okay. Ms. Thompson: -- 'cause we have to count the Saturday and Sundays. Mr. Woods: Right. Vice Chair Gort: Any time after the 23rd. Chair Spence -Jones: Okay. Vice Chair Gort: But you got to check with the other Commissioners. Mr. Woods: Right. Chair Spence -Jones: Okay. Okay, we definitely want to make sure it happens before Labor Day weekend, though. All right, so I guess then our direct -- not a directive -- our recommendation is that the Administration gets with the other Commissioners and that it happens before Labor Day weekend because going into September 1, Audrey definitely wanted to make sure this thing was handled before then. Mr. Woods: So -- Chair Spence -Jones: Okay? All right. So I would assume y'all need to do that before you leave the building today. Okay. All righty, so with that being said -- no? Ms. Thompson: I'm sorry. With that being said, there's nothing else. Vice Chair Gort: Goodbye. Chair Spence -Jones: Okay. Ms. Thompson: No motions or anything. It's just -- Chair Spence -Jones: Right. This meeting is adjourned. City of Miami Page 14 Printed on 3/8/2013