HomeMy WebLinkAboutRes 2021-12-5001 AHFC Co-Developer Formation- Parmore Anna Development, LLCANNA HOUSING FINANCE CORPORATION
RESOLUTION AUTHORIZING THE FORMATION OF PARMORE ANNA
DEVELOPMENT, LLC (THE "Co -DEVELOPER") IN CONNECTION WITH THE
COLLIN COUNTY HOUSING FINANCE CORPORATION (THE "GOVERNMENTAL
LENDER") MULTIFAMILY HOUSING REVENUE NOTES (PARMORE ANNA
APARTMENTS), SERIES 2022A AND SERIES 2022B; AUTHORIZING THE
DESIGNATION OF THE ANNA HOUSING FINANCE CORPORATION (THE
"CORPORATION") AS THE SOLE MEMBER OF THE CO -DEVELOPER;
APPROVING THE FORM AND SUBSTANCE OF A LIMITED LIABILITY COMPANY
AGREEMENT AND THE EXECUTION THEREOF; RATIFYING CERTAIN ACTIONS
HERETOFORE TAKEN IN CONNECTION WITH THE CO -DEVELOPER;
AUTHORIZING THE EXECUTION OF DOCUMENTS AND INSTRUMENTS
NECESSARY OR CONVENIENT TO CARRY OUT THE PURPOSES OF THIS
RESOLUTION; AND CONTAINING OTHER PROVISIONS RELATING THERETO
WHEREAS, the Collin County Housing Finance Corporation (the "Governmental Lender")
and the Anna Housing Finance Corporation (the "Corporation") have each been duly created and
individually organized pursuant to and in accordance with the provisions of the Texas Housing
Finance Corporations Act, Chapter 394, Local Government Code, as amended (the "Act"), for the
purpose of providing a means of financing the costs of residential ownership and development that
will provide decent, safe and sanitary housing for persons of low and moderate income at prices
they can afford; and
WHEREAS, pursuant to the Act, the Governmental Lender intends to issue, sell and deliver
its Multifamily Housing Revenue Notes (Parmore Anna), Series 2022A and Series 2022B, in an
aggregate principal amount not to exceed $ [ ] (the "Notes") to provide for (i) the
financing by Anna Senior Living, LP, a Texas limited partnership (the "Borrower"), of the
acquisition, construction and equipping of a multifamily residential rental development for low-
income seniors to be known as Parmore Anna Apartments, and located in the City of Anna, Collin
County, Texas (the "Development"); and (ii) the payment of certain costs of issuance of the Notes
in accordance with the Constitution and laws of the State of Texas; and
WHEREAS, Parmore Anna Development, LLC (the "Co -Developer"), a Texas limited
liability company whose sole member is the Corporation, will serve as co -developer to the
Borrower in connection with the acquisition, owning, leasing and managing of the Development
pursuant to a Development Agreement (the "Development Agreement") between the Co -
Developer and the Borrower, or an affiliate or designee thereof; and
WHEREAS, as the sole member of the Co -Developer, the Corporation desires to authorize
all action necessary and appropriate to enter into and carry out all actions for the benefit of the
Borrower in connection with the Development, to appoint officers of the Co -Developer; to approve
of the Co -Developer's formation and the form and substance of its Limited Liability Company
Agreement (the "Company Agreement"); and to ratify all actions previously taken on behalf of
the Co -Developer;
co -developer formation resolution 4890-3983-8213 v2.docx
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Now, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE ANNA HOUSING
FINANCE CORPORATION THAT:
Section 1. Formation of Co -Developer. The formation of Parmore Anna Development,
LLC is hereby approved and ratified.
Section 2. Designation of Sole Member. The designation of the Corporation as the sole
member of the Co -Developer is hereby approved and ratified.
Section 3. Approval and Execution of the Company Agreement. The form and substance
of the Company Agreement are hereby approved, and the officers of the Corporation, as sole
member of the Co -Developer, are each hereby authorized to execute the Company Agreement.
Section 4. Appointment of Officers of the Co -Developer. Nate Pike is appointed
President, Lee Miller is appointed Vice President and Kevin Toten is appointed Secretary of the
Co -Developer.
Section S. Execution and Delivery of Financing Documents. The officers of the Co -
Developer are each hereby authorized to negotiate the terms of, execute and attest to the
Development Agreement and any other such agreements, assignments, notes, certificates,
contracts, documents, instruments, releases, financing statements, letters of instruction, written
requests and other papers, whether or not mentioned herein, as may be necessary or convenient to
carry out or assist in carrying out the purposes of this Resolution.
Section 6. Ratification of Previous Actions. The Corporation hereby ratifies, confirms
and adopts all actions previously taken on behalf of the Co -Developer to carry into effect the
transactions contemplated by this Resolution.
Section 7. Effective Date. This Resolution shall be in full force and effect from and
upon its adoption.
Section 8. Severability. If any section, paragraph, clause or provision of this Resolution
shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of
such section, paragraph, clause or provision shall not affect any of the remaining provisions of this
Resolution.
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PASSED AND APPROVED the 14th' day of December, 2021.
AN NA HOUSING FINANCE CO ORATION
By
Nate Pike
President
[Signature Page to Pannore Anna Development, LLC Formation Resolution]
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