MISSOURI HOUSING DEVELOPMENT COMMISSION REGULAR COMMISSION MEETING MONDAY, DECEMBER 10, :00 A.M. SALON A DEVELOPMENT

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1 MISSOURI HOUSING DEVELOPMENT COMMISSION REGULAR COMMISSION MEETING MONDAY, DECEMBER 10, :00 A.M MISSOURI S. PROVIDENCE HOUSING ROAD DEVELOPMENT SALON A COLUMBIA, COMMISSION MO MAIN, SUITE 1400 KANSAS CITY, MO 64105

2 REGULAR MEETING OF THE MISSOURI HOUSING DEVELOPMENT COMMISSION MONDAY, DECEMBER 10, 2018 AT 9:00 A.M. Notice is hereby given that the Missouri Housing Development Commission will conduct its Regular Meeting on Monday, December 10, 2018: Missouri Housing Development Commission 920 Main Street, Suite 1400 Kansas City, MO The agenda of this meeting is attached to this notice. The news media may obtain copies of this notice by contacting: Lynn Sigler Missouri Housing Development Commission 920 Main, Suite 1400 Kansas City, MO (816) MHDC will make reasonable accommodations for persons with disabilities at the public site. To request an accommodation, please contact Lynn Sigler at (816) or

3 REGULAR MEETING OF THE MISSOURI HOUSING DEVELOPMENT COMMISSION MONDAY, DECEMBER 10, 2018 AT 9:00 A.M. AGENDA 1. Roll Call MISSOURI HOUSING DEVELOPMENT COMMISSION 920 MAIN, SUITE 1400 KANSAS CITY, MO Regular Meeting 2. Approval of Minutes a. Approval of minutes for the regular meeting of November 26, Report of Chairman 4. Report of Staff a. RFP for Single Family Market Rate Program Administrator b. RFP for Bond Counsel c. RFP for Financial Advisor d ESG funding recommendations e. RFP to Develop a Five Year Strategic Affordable Housing Plan f. FY2018 Round Two NOFA for Federal 4% Low Income Housing Tax Credits 5. Such other matters that may come before the Commission

4 1) Roll call

5 Missouri Housing Development Commission Roster Governor: Mike Parson Governor Lieutenant Governor: Treasurer: Mike Kehoe Lieutenant Governor Eric Schmitt State Treasurer Attorney General: Chairman: Josh Hawley Attorney General Jeff S. Bay Secretary/Treasurer: Bill Miller Commissioner: Mark Elliff Commissioner: Rick McDowell Page 1 of 1 Rev

6 2) Approval of Minutes a. Approval of minutes for the regular meeting of November 26, 2018

7 MISSOURI HOUSING DEVELOPMENT COMMISSION Regular Meeting Minutes of Meeting Held on Monday, November 26, 2018 The regular meeting of the Missouri Housing Development Commission was held on Monday, November 26, 2018 at 9:00 a.m. at Stoney Creek Hotel, 2601 S. Providence Road, Columbia, MO Those present were: Commissioners and Persons Present to Vote for Ex-Officio Members Others Present Commissioners Absent Staff Members Jeffrey S. Bay, Chairman Mike Kehoe, Lieutenant Governor Jonathan Hensley, on behalf of State Treasurer Schmitt Daniel Hartman, on behalf of Attorney General Hawley Bill Miller, Secretary-Treasurer Mark Elliff, Commissioner Rick McDowell, Commissioner Robert Knodell, Deputy Chief of Staff for Governor Parson Mike Parson, Governor Eric Schmitt, State Treasurer Josh Hawley, Attorney General Kip Stetzler, Executive Director Tina Beer, Director of Operations (via telephone) Marilyn Lappin, Director of Finance Katie Jeter-Boldt, General Counsel Marian Campbell, Director of Asset Management James Kalthoff, Director of Information Technology (via telephone) Sara Turk, Fiscal and Accounting Manager Jennifer Schmidt, Tax Credit Administrator (via telephone) Lynn Sigler, Operations Manager Dustin Allen, Information Technologist Cole Pyatt, Information Technologist Chairman Bay called the meeting to order. Commission meeting roll call was taken by Ms. Sigler. A quorum was present.

8 The first order of business was approval of the minutes of the Regular Meeting held October 5, A motion was made by Commissioner Elliff and seconded by Commissioner Miller. The motion passed unanimously with a vote of 7-0. Chairman Bay advised there were no items to report from the Chairman. The first report of staff was the Selection of Financial Institutions to provide Depository and Safekeeping Services. Mr. Stetzler asked Ms. Lappin to present. Ms. Lappin advised that staff recommended Central Bank for the Community Initiatives Account Group; Commerce Bank for the Production Account Group, Contract Administration Account Group and Safekeeping Services; and UMB Bank for the Operations Account Group. The term of service will be five years, along with one additional 2-year renewal period at the option of the Commission. A motion was made by Commissioner Miller and seconded by Commissioner McDowell. The motion passed unanimously with a vote of 6-0, with Lieutenant Governor Kehoe recusing. Ms. Lappin requested approval to extend the current arrangement with the bond underwriting team, including the selling group members, for an additional 2-year period as permitted by the current agreement. A motion was made by Commissioner Elliff and seconded by Commissioner Miller. The motion passed unanimously with a vote of 7-0. Mr. Stetzler requested approval of the 2019 HeRO NOFA. A motion was made by Commissioner McDowell and seconded by Lieutenant Governor Kehoe. The motion passed unanimously with a vote of 7-0. Mr. Stetzler requested approval of the 2019 Missouri Housing Trust Fund (MHTF) Allocation Plan and NOFA. A motion was made by Commissioner Miller and seconded by Lieutenant Governor Kehoe. The motion passed unanimously with a vote of 7-0. Mr. Stetzler advised that there were no other matters from staff. After inquiring of Commissioners if there were other matters for the Commission to take up, and upon hearing none, Chairman Bay asked if there was a motion to adjourn. A motion was made by Commissioner Elliff and seconded by Lieutenant Governor Kehoe. The motion passed unanimously with a vote of ayes. Jeffrey S. Bay, Chairman

9 3) Report of Chairman

10 4) Report of Staff a. RFP for Single Family Market Rate Program Administrator

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12 Request for Qualifications and Proposals for Single Family Market Rate Program Administrator MISSOURI HOUSING DEVELOPMENT COMMISSION RESPONSE DEADLINE: [Thursday, January 10, 2019 Noon Central Time] Submit electronic copy by to:

13 MISSOURI HOUSING DEVELOPMENT COMMISSION Request for Qualifications and Proposals for Single Family Market Rate Program Administrator I. INTRODUCTION The Missouri Housing Development Commission ( MHDC or the Commission ) is a governmental instrumentality of the state of Missouri and a body corporate and politic. In 1969, the 75th General Assembly of Missouri, in the face of a general housing shortage severely affecting low and moderate income persons, established the Commission in order to increase the availability of decent, safe and sanitary housing at prices within the means of low and moderate income persons. The Commission s authority is derived from Chapter 215 of the Revised Statutes of Missouri, as amended and supplemented. Further information about the Commission and its programs is available on the Commission s website at A core mission of the Commission is to provide affordable homeownership opportunities for low- to moderate-income homebuyers. The Commission originates and finances approximately $200 to $250 million of single family loans annually. Purpose of Request for Qualifications and Proposals (RFP) MHDC is seeking the services of a Single Family Market Rate Program Administrator ( Administrator ) to provide a range of services, which include, agreeing to purchase mortgage-backed securities backed by eligible single family mortgage loans ( Mortgage Loans ) at pre-determined prices, managing and hedging the Commission s Mortgage Loan pipeline, monitoring the Mortgage Loan pipeline and fallout, providing training and information to Commission staff on the means to manage, hedge and monitor the Commission s Mortgage Loan pipeline, and sell and arrange delivery of mortgage backed securities (MBS) to investors. The Administrator will agree to provide the range of services for a fixed percentage of the Mortgage Loans. Inherent in the operation of the program, the Administrator will bear the financial risks and costs associated with timely Mortgage Loan deliveries and pipeline fallout. The Administrator should have a background in administering similar or other innovative programs for housing finance agencies. Term of Service It is anticipated that the selected firm will be retained by the Commission for three years with one additional two-year renewal option, for a total of five years. MHDC reserves the right, at its sole discretion, to end the term of service or change the status and role for any firm selected pursuant to this RFP, at any time prior to the expiration of the stated term of service with or without cause. Anticipated Timetable for RFP and Proposals Release RFP [December 12, 2018] Proposals Due [January 10, 2019 Noon Central] Evaluation Committee Recommendation TBD estimated February 2019 Selection by Board of Commissioners TBD estimated February

14 II. GUIDELINES AND INSTRUCTIONS Form of Response The Commission desires to consider responses to this RFP in a consistent and easily comparable format. Proposals not organized in the manner set forth in this RFP may be considered, at the Commission s sole discretion, as unresponsive. Please do not refer to other parts of your proposal, to information that may be publicly available elsewhere, or to the submitting entity s website or another website in lieu of answering a specific question. The proposal must be accompanied by a cover letter stating that: (a) the information submitted in and with the proposal is true and accurate, and (b) the person signing the letter is authorized to submit the proposal on behalf of the firm. Interested qualified firms are invited to submit proposals that contain information submitted in the order of Section IV. Proposal Submission Completed proposals must be submitted to the Commission electronically by the proposal due date. Prospective bidders shall transmit completed proposals to the Commission by to mlappin@mhdc.com in PDF file format along with the spreadsheet listing in Excel file format of the bidding firm s owners pursuant to Section IV.B.2. The Subject line of the should state [insert firm name] Proposal for Single Family Market Rate Program Administrator. Proposal Due Date [Thursday, January 10, 2019 by Noon Central Time] Standards of Conduct Please refer to the Commission s Standards of Conduct Policy for information regarding contact with MHDC commissioners or staff in connection with this RFP, necessary disclosures thereunder and other policies regulating the actions of interested parties, employees and commissioners during a competitive matter. The Commission s Standards of Conduct Policy is available on MHDC s website at Furthermore, pursuant to the Standards of Conduct, any Response under this RFP shall disclose the name of the individual, entity and/or entities having ownership interests in the Respondent as set forth in Section IV.B.2. Inquiries The Commission will provide responses to inquiries submitted by firms to the Commission s contact person, Marilyn Lappin. All questions must be submitted in writing via to Ms. Lappin at mlappin@mhdc.com and received no later than [Thursday, December 20, 2018, 1:00 p.m. CT]. The Subject line of the should be, 2019 Single Family Market Rate Program Administrator Questions. Questions submitted after the deadline will not receive a response. Responses will be provided by [Thursday, January 3, 2019, 2:00 p.m. CT] to all interested bidders that have provided an address to Ms. Lappin prior to the above deadline for the submission of questions. All inquiries must be submitted by , citing the particular proposal section and paragraph number. Proposers should note that all clarifications and exceptions are to be resolved prior to submission of the proposal. 3

15 Other than the contact person identified herein and except as provided in Sections IV.B.2 and IV.B.13, prospective proposers shall not approach the Commission s employees, managers or board members after the publication of this RFP until the board of Commissioners complete their selection. Public Records Firms responding to this RFP should be aware that the Proposals are public records in accordance with state law, after the evaluation and selection process is completed. Modifications to Proposals Respondents may not modify or correct its Proposal any time after the Proposal Due Date, except in direct response to a request from the Commission for clarification. Revisions to this RFP In the event that it becomes necessary to revise any part of the RFP, MHDC will provide an updated RFP or an addendum to each firm receiving this RFP. Any additional information required to clarify portions of this RFP will be issued in the form of an addendum. Visits and Interviews All firms responding to this RFP must be prepared to schedule a visit to its offices or to another location upon request by the Commission. In addition, firms responding to this RFP may be interviewed by the Commission as a part of the selection process. Expense Relating to Proposals The Commission is not responsible for any expense incurred in preparing and submitting a Proposal or taking any action in connection with the selection process, or for the costs of any services performed in connection with submission of a Proposal. Reservation of Rights The Commission reserves the right to conduct any investigation of the qualifications of any firm that it deems appropriate; negotiate modifications to any of the items proposed in the Proposal; request additional information from any firm; reject any or all Proposals; and waive any irregularities in any Proposal. The Commission retains the right to negotiate the fees and compensation arrangements for its Single Family Market Rate Program Administrator services. The engagement described in this RFP is not exclusive and MHDC expressly retains the right at any time to retain any other firm or firms to provide other Single Family Market Rate Program Administrator services without violating the engagement contemplated by this RFP. At the Commission s sole discretion, the selection of a proposal by the Commission may be cancelled at any time prior to the complete execution of a contract or agreement. If the Commission cancels its selection of a proposal, the Commission may repost this or a similar RFP and re-seek proposals. 4

16 III. BACKGROUND INFORMATION A. PROGRAM DESCRIPTION The Commission seeks to engage an Administrator for Mortgage Loans eligible for GNMA, Fannie Mae, and Freddie Mac securitization (the Program ). The Program currently serves eligible homebuyers with mortgage loans financed by MHDC s first-time homebuyer bond programs (First Place loans) and serves eligible homebuyers, including non-first time homebuyers, with mortgage loans financed through TBA sales of MBS (Next Step loans) using an Administrator. MHDC has Mortgage Credit Certificates available for eligible borrowers as well. Initially MHDC plans to engage an Administrator primarily for its Next Step homebuyer loan program. MHDC reserves the right to use alternate approaches to fund the Program, including issuing debt, if it is in the best interest of MHDC. GNMA Program MHDC is permitted by the Federal Housing Administration ( FHA ) to provide down payment and closing cost assistance to recipients of Mortgage Loans as described below under Cash Assistance. MHDC believes that competitively priced FHA loans coupled with Cash Assistance add a significant benefit to homebuyers in Missouri. The Mortgage Loans will be underwritten and serviced in conformance with all applicable MHDC and FHA, VA, and RD guides and will be pooled and certificated as GNMA securities. The size of the GNMA Program will depend on the extent of lender participation and is not otherwise limited, except for any funding limitations that may apply to the Commission, FHA, HUD or the GNMA program generally. Conventional Program Because MHDC is a state housing finance agency, Fannie Mae and Freddie Mac offer products that enable the Commission to take advantage of certain pricing and underwriting advantages not offered to conventional lenders. Borrowers under this Program may also receive Cash Assistance offered by MHDC. The Commission may provide Fannie Mae/Freddie Mac-eligible conventional loans to be packaged into Fannie Mae/Freddie Mac securities (the Conventional Program ). Eligible Mortgage Loans include the following: 1. Standard Fannie Mae fixed-rate fully-amortizing conventional Mortgage Loans with terms up to 30-years; or 2. Fannie Mae s Home Ready products that are up to 30-years, fixed-rate fullyamortizing Mortgage Loans; or 3. Fannie Mae s HFA Preferred product that are up to 30-years, fixed-rate fullyamortizing Mortgage Loans; or 4. Freddie Mac Home Possible Mortgages that are up to 30-years, fixed-rate fullyamortizing Mortgage Loans; or 5. Freddie Mac HFA Advantage Mortgages that are up to 30-years, fixed-rate fullyamortizing Mortgage Loans 6. Other 30 year fixed-rate loans approved by Fannie Mae or Freddie Mac. Eligible Mortgage Loans must meet the criteria of a special variance agreement that Fannie Mae/Freddie Mac will incorporate into a mortgage selling and servicing contract with the Master Servicer. The Conventional Program will offer the following benefits: 5

17 1. Special pricing and advantageous underwriting guidelines from Fannie Mae/Freddie Mac under terms available to MHDC; 2. Lenders do NOT need to be approved Fannie Mae or Freddie Mac Seller/Servicers; and 3. Lower mortgage insurance coverage requirements. Cash Assistance MHDC will provide cash assistance for down payment and closing costs to eligible homebuyers obtaining a Mortgage Loan under the Programs. The assistance is expected to be 4% of the first mortgages. Assistance amounts can be no greater than amounts determined by MHDC, at its sole discretion. Origination and Servicing Mortgage Loans will be originated by MHDC participating lenders ( Lenders ) and sold to MHDC s Master Servicer, currently ServiSolutions, a department of the Alabama Housing Finance Authority, or any other master service selected by MHDC (the Master Servicer ) in accordance with the Master Servicer s Mortgage Loan delivery requirements at rates established by the Commission based upon the rates and prices provided by the Administrator. The Master Servicer will pool and securitize the Mortgage Loans into GNMA, Fannie Mae, or Freddie Mac MBS that are sold at the direction of MHDC in conjunction with the Administrator. The Master Servicer will service the Mortgage Loans. See Attachment 1 for a list of current participating Lenders. Program Administration Under the Programs, Mortgage Loan purchase and servicing functions will be in accordance with a mortgage purchase and servicing agreement between MHDC and the Master Servicer (the Program Administration and Servicing Agreement ). The GNMA Program Origination Guidelines and the Conventional Program Origination Guidelines are incorporated by reference to the Program Administration and Servicing Agreement, along with all applicable laws, regulations and rules. B. SCOPE OF SERVICES The Administrator will be required to assist MHDC in establishing the necessary procedures and guidelines to facilitate efficient operation of the Programs. MHDC seeks an Administrator that will: Provide a daily mortgage rate sheet ( Rate Sheet ) for Lenders participating in the Programs, subject to adjustment in consultation with MHDC. Commit to take at forward prices set in the Rate Sheets all respective Mortgage Loans reserved pursuant to the Administrator s Rate Sheet and delivered by Lenders and pooled into MBS securities for timely delivery by the Master Servicer, subject only to offset in the amounts of Lender extension fees, when appropriate. Bear the cost, expense and risk that Mortgage Loans reserved pursuant to the Administrator s Rate Sheet are not delivered for any reason without cost, expense or risk to the Commission, provided that the Commission will agree that any Mortgage Loan reserved pursuant to the Administrator s Rate Sheet timely delivered to it as a part of mortgage-backed security will be delivered to the Administrator. Monitor reservations and MBS deliveries in close coordination with the Master Servicer and MHDC. Commit and adjust hedges and manage extensions, as necessary. 6

18 Provide training and information to Commission staff on the means to manage, hedge and monitor the Commission s Mortgage Loan pipeline. Arrange the sale and delivery of MBS in coordination with the Master Servicer and MHDC. Mortgage Loans will be made available on a first-come, first-served basis to MHDC s participating Lenders. No lender participation fee will be required, although delivery extension fees may be instituted, as may be approved by MHDC. Commission staff, working with the Master Servicer, will monitor the ongoing compliance with any set-asides or credit overlays. The Administrator must manage the program with sound practices and as required by the terms and conditions of a Single Family Market Rate Program Administrator Agreement (the "Agreement"). It shall be the sole discretion of MHDC to renew and extend the Agreement at the end of the initial three-year term. The Agreement will be terminable by either party upon 30-day notice. MHDC reserves the right to issue a Request for Proposal for Single Family Market Rate Program Administrator at any time. Termination of the Agreement shall not alter the Administrator s obligation to fulfill the Scope of Services described above for any Mortgage Loans reserved pursuant to the Administrator s Rate Sheet prior to the termination of the Agreement. General Requirements In addition to the specific duties outlined above, the Administrator will also be required to: 1. Assist in informational meetings for participating Lenders. In conjunction with MHDC and the Master Servicer, provide training workshops for participating Lenders and provide program informational materials to each Lender, as applicable. 2. Coordinate with MHDC and the Master Servicer to maintain compliance with loan delivery guidelines and expected level of service. 3. Identify pipeline management issues and notify MHDC as to recommended programmatic changes. 4. Publish mortgage rate sheets as often as necessary based on a pricing structure previously agreed to by MHDC, so that the Administrator will take all interest rate and financial risk inherent in the making of reservations and the future delivery of MBS. MHDC prefers limiting publishing of rate sheets to once per day. 5. Monitor reservations, manage hedges, and recommend the process and timing for the pooling, sale and deliveries of MBS. 6. Purchase at prices set in mortgage Rate Sheets all respective Mortgage Loans reserved pursuant to the Administrator s Rate Sheet and delivered by Lenders and pooled into MBS securities for timely delivery by the Master Servicer, subject only to offset in the amounts of Lender extension fees, when appropriate. 7. Bear the cost, expense and risk that Mortgage Loans reserved pursuant to the Administrator s Rate Sheet are not delivered for any reason without cost, expense or risk to the Commission, provided that the Commission will agree that any Mortgage Loan reserved pursuant to the Administrator s Rate Sheet timely delivered to it as a part of mortgage-backed security will be delivered to the Administrator. 7

19 8. Submit weekly reports to MHDC detailing pool purchase commitment and deliveries and any additional information that may be required in a format and timeframe prescribed by MHDC. These reports should include information regarding the current status of the pipeline, the amount of Mortgage Loans expected for delivery as mortgage-backed securities on or before each settlement or delivery date for forward commitment MBS, any pair-off receipts and expenditures in connection with forward commitment MBS subject to pair-off, current and historic pull-through rate for reserved Mortgage Loans, an accounting of current and historic receipts from sale of mortgage-backed securities, prices paid for the mortgage-backed securities, fees received by the Administrator and all other profits, losses and receipts retained by the Administrator. Administrator compliance with the terms of the agreement and performance will be assessed from submitted reports. 9. Maintain transaction records, and prepare and present detailed monthly status reports to MHDC regarding Program performance including: i. The number and dollar amount of MBS pooled and purchased to date. ii. Additional information or analysis deemed necessary by MHDC. All information shall be submitted in a form and timeframe designated by MHDC. 10. Perform all other duties as set forth in the Single Family Market Rate Program Administrator Agreement. IV. STRUCTURE AND CONTENT OF PROPOSAL A. Cover Letter Include a cover letter (limit to 1 page) stating that: (a) the information submitted in and with the proposal is true and accurate, and (b) the person signing the letter is authorized to submit the proposal on behalf of the Respondent. B. Background and Experience The following information must be submitted with the proposal in the following order to be considered by the Commission: 1. Firm Information. State full name and address of your firm and identify the parent company if you are a subsidiary. Specify the office that will perform, or assist in performing, the work. Indicate whether you operate as a partnership, corporation, or sole proprietorship. Indicate where your company is headquartered and where incorporated as applicable. You must submit evidence of authorization to do business or operate in the State of Missouri. If your firm is not currently authorized to do business in Missouri, please discuss your firm's plan to obtain such authorization. Provide the location(s), extent and capabilities of the firm s offices and employees in Missouri. Discuss any substantive changes in firm organization or ownership within the last three (3) years. Describe any changes anticipated in the next two years in firm organization or ownership. 2. Firm Ownership. Pursuant to the Standards of Conduct (see Section II of this RFP), any response under this RFP shall disclose the name of the individual, entity and/or entities having ownership interests in the Respondent. All entities identified in this disclosure shall be reduced 8

20 to their human being level irrespective of the number of entity layers which may be present for any disclosed entity. Notwithstanding the previous sentence, to the extent any Respondent under this RFP is a publicly traded corporation, such a Respondent may limit this disclosure to all board members, officers (and other key employees) and any shareholders owning or controlling ten percent (10%) or more of the corporation. For purposes of providing firm ownership information, please complete Attachment 2 in spreadsheet format to include a listing of your firm s owners/shareholders. Questions regarding these requirements or any other requirements or restrictions imposed by the Standards of Conduct may be directed to the Commission s General Counsel, Katherine (Katie) Jeter-Boldt, by phone at or at kjeterboldt@mhdc.com. 3. Qualifications and Experience. Provide evidence of qualifications and experience in mortgage-backed securities programs, FHA, VA, RD, and conventional mortgages, and singlefamily programs operated by housing finance agencies, including tax-exempt bond programs. 4. HFA Experience. Provide evidence of qualifications and experience operating market rate programs for housing finance agencies or other governmental entities providing similar functions. Include the volume of mortgage loans purchased through your program with HFAs during each of the past three years. Please provide a list of all housing finance agencies for which you have provided these services. 5. References. Provide names, addresses, telephone numbers and addresses of three clients we can contact concerning your firm s performance as Administrator for similar mortgage loan programs. List references for which you have acted as Administrator, currently or in the past, including name, address, telephone number and contact person including address. 6. Contact Person and Staffing. Provide names and brief resumes of all key personnel who will be assigned to this project and the primary responsibilities assigned to each person. Provide the name, address and telephone number for the contact person in your firm authorized to negotiate agreement terms and render binding decisions on contract matters. Indicate the number of and identify the positions of personnel that will be available to answer questions during the term of the contract. 7. Program Participation. If your firm will be, or intends to become, a participating Lender in the Programs, indicate how many branch offices will be participating and an estimate of the volume of Mortgage Loans you will be originating. 8. Experience with Master Servicer. Describe your firm s past experience providing a market rate and hedging program with the Commission s Master Servicer. Are there any unique characteristics or considerations of the Master Servicer as it relates to the market rate and hedging program that MHDC should consider? 9. Audit Reports. Submit the audited financial statements for the most recent fiscal year of the firm proposing to act as Administrator, and if the proposing company is a subsidiary and/or has any guarantor arrangements, the most recent audited financial statements of its parent company and any applicable guarantors as well. Include the most recent Service Organization Control Report prepared in accordance with AICPA Statement on Standards for Attestation Engagements (SSAE) No

21 10. Capital Sufficiency. Describe the assets, liabilities and net asset position of the firm and the nature of any capital arrangements available to the firm. Because MHDC is relying on the Administrator to acquire all respective Mortgage Loans reserved pursuant to the Administrator s Rate Sheet and delivered by Lenders and pooled into MBS securities for timely delivery by the Master Servicer, describe the source of financial assurance to the Commission that the proposer can honor its obligations to MHDC. Specify the amount of the firm s capital position, the amount of hedges obligated for its loan pipeline for similar programs, the amount of capital pledged to counterparties for those hedges and the total amount of loans reserved or otherwise obligated within its loan pipeline, all as of November 30, Describe the amount of capital available at any one time to hedge the firm s entire loan pipeline for all its clients. Assuming market prices move down seven points on the hedges for the firm s entire loan pipeline at one time, what is the maximum size of the pipeline your firm can hedge with the available capital as described above? What is the largest pipeline your firm has managed to date? 11. Litigation, Investigations and Regulatory Proceedings. Provide a summary of all inquiries, investigations or civil litigation initiated, in progress or closed by any federal or Missouri agency during the past five years regarding the conduct of your firm, your firm s management or personnel, and that of any guarantor or affiliate, and management and personnel of any guarantor or affiliate. Describe with specificity those actions taken against your firm, any guarantor, or any affiliate or any employees of the firm, any guarantor, or any affiliate resulting in fines, suspensions, censure, or similar resolution. Provide a summary of your firm s selfreporting in accordance with the SEC s Municipalities Continuing Disclosure Cooperation (MCDC) initiative, including any related settlements. Provide a summary of any criminal inquiries, investigations, indictments or convictions against your firm or any employee of your firm (in connection with the employee s work responsibilities for the firm) initiated, in progress or closed during the past five years. Provide a summary of any civil litigation initiated, in progress or closed during the past five years involving the firm or any employee s work responsibilities for the firm. Failure to respond fully to this question or to refer to public filings rather than provide the information directly may result in disqualification. If necessary, responses to this question may be included in as a separate appendix to the proposal. 12. Federal Work Authorization Program. Pursuant to Mo.Rev.Stat , the firm selected pursuant to this RFP shall provide MHDC with an affidavit stating that the firm does not employ any person who is an unauthorized alien in conjunction with the contracted services, and that the firm is enrolled in and participating in a federal work authorization program with respect to the employees working in connection with the contracted services. Prior to execution of any agreement contemplated herein, the firm shall provide evidence of participation in a federal work authorization program. Questions regarding this requirement may be directed to the Commission s General Counsel, Katherine (Katie) Jeter-Boldt, by phone at or at kjeterboldt@mhdc.com. In your proposal, please indicate whether your firm is currently enrolled in and participating in a federal work authorization program such as E-Verify. 13. Sample Agreement. Provide a sample of the firm s form of Single Family Market Rate Program Administrator Agreement. 14. Sample Reports. Provide copies or samples of the weekly and monthly reports the firm would provide to MHDC as described in Sections III.B.8 and III.B.9. Provide copies of a 10

22 reconciliation report the firm would provide MHDC each month showing the amounts received by and paid by the Administrator and payments to MHDC. 15. Special Strengths and/or Minority Representation. Include any additional information that will be helpful to the Commission in making a decision, including any special strengths or capabilities of your firm (which may include administering programs for other state housing finance agencies, special expertise with single family finance, the firm s status as a minority or woman-owned firm, the presence of offices or headquarters in Missouri, the number of employees of the firm within Missouri or any other special services or assistance your firm may provide to MHDC) that you believe may be relevant to or helpful to MHDC in financing or administering its Homeownership Loan Program and homeownership lending initiatives. C. Work Plan and Approach 1. Pooling Process and Hedging. Outline and explain the process from loan reservation to the purchase of the loans and issuance of the MBS. Describe how you would propose to hedge the Commission s Mortgage Loan rates under the Programs. Describe any provisions for extensions. Please provide a detailed example of a mortgage rate chart your firm would provide as of [9:00 a.m. CT on Friday, December 14, 2018] for 30-year Mortgage Loans to be included in the Programs with the following assumptions: a. 4% assistance to home buyers, b. a 1% origination fee paid by the borrower and retained by the originating lender (resulting in 3% net assistance to the home buyer), c. a 1.0% SRP fee paid by the Master Servicer (assume this same fee for all servicing fee levels), d. An additional 1.5% lender fee (2.5% total including origination fee described above) to be paid from the SRP/MBS sale premium e. and the proposed fee for your firm detailed in Part D below, showing: i. the proposed price to be received by MHDC for such Mortgage Loans securitized and delivered pursuant to the mortgage rate chart, including a break down of the disbursement related to that price with respect to the assumptions above, ii. the mortgage rate the home buyer will receive, iii. the timeframe within which any Mortgage Loans securitized and delivered pursuant to the mortgage rate chart must be delivered in order to obtain the pricing, iv. all applicable delivery dates, purchase dates, underwriter certification dates and any other timing restrictions applicable to the Mortgage Loan reservation and delivery process applicable to the borrower, the lender, MHDC or any other party, v. any proposed extension fees and the related extension periods, and vi. all other information needed to determine such price and restrictions applicable to the reservation and Mortgage Loan delivery process. Provide a copy of the computer screen or other pricing source confirming the prices upon which the mortgage rate chart for [December 14, 2018], is based. Indicate how you will determine and MHDC will evaluate pricing on future dates to assure the premium is as attractive to MHDC as possible, given market changes from the illustrative date. 11

23 What date each month does the pricing for the daily mortgage rate chart shift one month further into the future? 2. Risks and Responsibilities. Based on your proposal, please describe in detail all risks and responsibilities from the proposed transactions that will remain with MHDC under the Program. What risks does your firm propose to take? Describe any guarantees your firm will be providing. 3. Technology. Provide a description of your organizational and technological approach to performing your firm s responsibilities as Administrator. Identify the software used by your firm to manage and monitor its total pipeline and the pipeline applicable to MHDC. How does your firm interface with the Emphasys software utilized by MHDC to monitor loan reservations, loan closings, cancellations and other activities related to the Mortgage Loans? Because MHDC may continue to fund First-Time Homebuyer loans through the issuance of tax-exempt bonds do you foresee any difficulties operating both programs simultaneously? Provide information regarding your organization s approach to data security, safeguards for protecting personally identifiable information (PII) and overall cyber security, including any cyber liability insurance coverage your organization has in place. 4. Subcontracting. If your organization plans to subcontract any of the services required to be provided as Administrator, please indicate which, if any, will be subcontracted. Also note which services will be subcontracted to minority or women-owned businesses and indicate what percentage of total revenues these comprise. Please identify those firms with which you propose to subcontract and describe the subcontractor s experience with the services being provided. 5. Contingencies. Describe any contingencies in your ability to fully perform all the services set forth for Administrator in this RFP. D. Proposed Fees Provide a proposed itemized cost schedule for the services described in this RFP. 1. Administrator Service Fees. Please provide a fee proposal for your Single Family Market Rate Program Administrator services. Under the fee proposal will the Administrator receive, potentially receive or have the opportunity to receive or otherwise obtain any other revenues, profits or assets through its services to the Commission. Describe in detail. To the extent the Administrator may realize additional revenues from early delivery of Mortgage Loans or securitization into Custom Pools or other structures with above-market value, what portion, if any, of those additional revenues will the firm share with MHDC? 2. Legal Expenses. If your institution is selected and will need counsel for the Agreement and any other documents related to the Program or the Agreement, what is the name and location of the firm and how will they be compensated? MHDC will not bear the cost of any legal fees or expenses of the Administrator without prior written agreement. 3. Other Fees. State, describe, and estimate any other fees, reimbursable expenses and any upfront charges your firm will require to act as Administrator. 12

24 4. Other Compensation and Potential Conflicts of Interest. Indicate any other forms or amount of compensation or profit the Administrator will or may receive from any other party in conjunction with the services hereunder and the sale of the MBS, including from the Investor, Master Servicer, MHDC or any other party. Indicate any potential actual or perceived conflicts of interest that may occur as a result of your serving as Administrator. V. EVLUATION CRITERIA In evaluating proposals submitted by firms pursuant to this RFP, the Commission places high value on the following factors, among others, not necessarily in order of importance: Qualifications and experience of the firm and personnel assigned to develop and manage the Single Family Market Rate Program Administrator services; Financial soundness of the firm, necessary capital resources and ability to meet all eligibility requirements; Experience managing mortgage rate and hedging programs for other housing agencies; The proposed fees for services; Ability to work with the Master Servicer; Presence in Missouri; The firm s inclusion of minority and women participation, including the firm s employees and/or any participation with a minority or woman-owned firm; and The Commission s prior experiences, if any, with the firm and any other factors the Commission believes would be in its best interest to consider. In addition, related investigations and regulatory proceedings and litigation involving the firm will be taken into account, depending upon the nature and significance of the proceedings. There is no additional information requested. Thank you for reviewing this RFP. We look forward to your response. 13

25 ATTACHMENT 1 APPROVED LENDERS Academy Mortgage Corp. AMCAP Mortgage American Pacific Mortgage Corp. Arvest Bank Bancorpsouth Bank Bank of Edwardsville Bank of Little Rock Mortgage Corp. Bank of Sullivan BMO Harris Bank, N.A. BNC National Bank BOKF NA, dba MoBank Busey Bank Caliber Home Loans Cardinal Finanical, LP Carrollton Bank Central Bank of Boone County Central Bank of Sedalia Central Bank of St. Louis Central Bank of the Midwest Central Bank of the Ozarks Central Trust Bank Christensen Financial, Inc. CIBC Bank USA Citizens National Bank of Greater StL CMG Mortgage Inc. Commerce Bank Community Mortgage Cornerstone Home Lending, Inc. DAS Acquisition Co., dba USA Mortgage Delmar Financial Co. Eagle Home Mortgage Enterprise Bank and Trust Envoy Mortgage Everett Financial Inc., dba Supreme Lend F&B Acquisition Group, LLC Fairway Independent Mortgage Corp. First Bank Mortgage First Federal Bank First Integrity Mortgage Services, Inc. First Midwest Bank of Dexter First Midwest Bank of Poplar Bluff First State Bank Mortgage Flat Branch Mortgage, Inc. FortuneBank Frontier Financial Inc DBA Frontier Mort 14

26 Gateway Mortgage Group, LLC Gershman Investment Corp. Great Southern Bank GSF Mortgage Corp. Guaranteed Rate Affinity, LLC Guaranteed Rate, Inc Guild Mortgage Hawthorn Bank Highlands Residential Mortgage, Ltd Home Services Lending, LLC HomeBridge Financial Services, Inc. IberiaBank Inlanta Mortgage, Inc. Jefferson Bank KS StateBank Landmark National Bank Leader One Financial Corp. MegaStar Financial Corp. Michigan Mutual, Inc. Midland States Bank Midwest Bankcentre Midwest Equity Mortgage, LLC. Montgomery Bank, N.A. Mortgage Investment Services Corp. Movement Mortgage, LLC Nations Reliable Lending, LLC NBH Bank New American Funding North American Savings Bank, FSB Oak Star Bank Paramount Mortgage Co., Inc. Peoples Home Equity, Inc. Peoples National Bank, N.A. Perl Mortgage, Inc. PrimeLending, a PlainsCaptial Company Sierra Pacific Mortgage Simmons Bank Southwest Missouri Bank Stifel Bank & Trust U.S. Bank UMB Bank Union Home Mortgage Corp. United Bank of Union Wells Fargo Bank, N.A. 15

27 MHDC - Single Family Market Rate Program Administrator - RFP Firm Information Proposing Firm Owners/Partners/Shareholders * [Firm Name] ATTACHMENT 2 * For publicly traded firms, disclosure may be limited to all board members, officers (and other key employees) and any shareholders owning or controlling ten percent (10%) or more of the corporation

28 4) Report of Staff b. RFP for Bond Counsel

29

30 MISSOURI HOUSING DEVELOPMENT COMMISSION Request for Proposals for Bond Counsel Released: [December 12, 2018] Proposals Due: [January 7, 2019] 1:00 PM Central Time via to: I. INTRODUCTION The Missouri Housing Development Commission ( MHDC or the Commission ) is a governmental instrumentality of the state of Missouri and a body corporate and politic. The Commission s authority is derived from Section RSMo. MHDC administers, and provides financing for, the construction of affordable housing. The Commission also provides funding for home loans to qualified buyers through a network of certified, private mortgage lenders. Mortgage financing is facilitated through the sale of mortgage-backed securities and through the sale of tax-exempt bonds that the Commission is authorized to issue. The Commission administers the federal and Missouri Low-Income Housing Tax Credit (LIHTC) programs, the Affordable Housing Assistance Program Tax Credit (AHAP), federal HOME funds, and the direct funding of several housing assistance programs. Additional information, including financial information, is available on the Commission s website at Purpose of Request for Proposals for Bond Counsel (RFP) The Missouri Housing Development Commission (MHDC) is seeking proposals for service as Bond Counsel for MHDC housing bond issues and related program advice and services. Term of Service It is expected that the firm(s) selected pursuant to this Request for Proposals will serve as Bond Counsel for a period of three years with one additional two-year renewal option, for a total of up to five years. Any transaction initiated prior to the ending date of the term of service, for which a material amount of time or expense has been incurred, will be completed by Bond Counsel although the closing might occur following the end of the term of service. MHDC reserves the right, at its sole discretion, to terminate the agreement with any firm selected pursuant to this RFP prior to the expiration of the term of service, or to extend the agreement (with the concurrence of the firm selected) for an additional two-year period.

31 II. GUIDELINES AND INSTRUCTIONS Anticipated Timetable for RFP and Proposal Release RFP Proposals Due Evaluation Committee Recommendation Selection by Board of Commissioners [December 12, 2018] [January 7, :00 P.M. Central] TBD estimated February 2019 TBD estimated February 2019 Form of Response The Commission desires to consider responses to this RFP in a consistent and easily comparable format. Proposals not organized in the manner set forth in this RFP may be considered, at the Commission s sole discretion, as unresponsive. Please do not refer to other parts of your proposal, to information that may be publicly available elsewhere, or to the submitting entity s website or another website in lieu of answering a specific question. The proposal must be accompanied by a cover letter stating that: (a) the information submitted in and with the proposal is true and accurate, and (b) the person signing the letter is authorized to submit the proposal on behalf of the firm. Interested qualified firms are invited to submit proposals that contain information submitted in the order of Section IV below. Completed proposals must be submitted to the Commission electronically by the proposal due date. Respondents shall transmit completed proposals to the Commission by to mlappin@mhdc.com in PDF file format along with the spreadsheet listing in Excel file format of the bidding firm s owners pursuant to Section IV.B.2. The Subject line of the should state [name of firm] Bond Counsel Proposal. Standards of Conduct This RFP is considered a Competitive Matter as that term is defined in the Commission s Standards of Conduct Policy (the Standards of Conduct ). Further, every Respondent, including, but not limited to, their respective principals, key employees and agents acting on their behalf are considered Interested Parties (as defined in the Standards of Conduct). As a result, every Respondent (including, but not limited to, its principals, key employees and agents) under this RFP is obligated to abide by the rules and restrictions imposed by the Standards of Conduct, including the rules governing contact with Commissioners and MHDC employees. The failure of any Respondent to abide by the rules and restrictions established by the Standards of Conduct may result in the disqualification of that Respondent s Response. Therefore, you are strongly encouraged to review and familiarize yourself with the Standards of Conduct. The Standards of Conduct is available on MHDC s website at Furthermore, pursuant to the Standards of Conduct, any Response under this RFP shall disclose the name of the individual, entity and/or entities having ownership interests in the Respondent as set forth in Section IV.B.2. 2

32 Inquiries The Commission will provide responses to inquiries submitted by firms to the Commission s contact person, Marilyn Lappin. All questions must be submitted in writing via to Ms. Lappin at mlappin@mhdc.com and received no later than [Wednesday, December 19, 2018, 1:00 p.m. CT]. The Subject line of the should be, RFP for Bond Counsel Questions. Questions submitted after the deadline will not receive a response. Responses will be provided by [December 27, 2018, 1:00 p.m. CT] to all interested bidders that have provided an address to Ms. Lappin prior to the above deadline for the submission of questions. All inquiries must be submitted by , citing the particular proposal section and paragraph number. Proposers should note that all clarifications and exceptions are to be resolved prior to submission of the proposal. A list of all substantive inquiries received with relevant responses will be provided to interested bidders. Other than the contact person identified herein and except as provided in Sections IV.B.2 and IV.B.9 below, prospective proposers shall not approach the Commission s employees, managers or board members after the publication of this RFP and before the announcement of a selection about any matters related to the RFP or any proposal submitted pursuant thereto. Public Records Respondents are advised that all submissions may be made available to the public on request upon completion of the process and award of an Agreement. Accordingly, any information which the respondent thinks benefits from an exception to disclosure under the Missouri Sunshine Law (RSMo ) shall be clearly identified as such and segregated from the rest of the proposal. MHDC, in its own discretion, shall determine which information may be disclosed under the Missouri Sunshine Law. By responding to this RFP, respondent agrees that any determination made regarding disclosure of information contained in the response is satisfactory. Modifications to Proposals Respondents may not modify or correct its Proposal any time after the Proposal Due Date, except in direct response to a request from the Commission for clarification. Revisions to this RFP In the event that it becomes necessary to revise any part of the RFP, MHDC will provide an updated RFP or an addendum to each firm receiving this RFP. Any additional information required to clarify portions of this RFP will be issued in the form of an addendum. Expenses Relating to Proposals All costs directly or indirectly related to the preparation of a response to this RFP shall be the sole responsibility of and shall be borne by the respondent. MHDC shall not be liable for any expenses incurred by respondents in replying to this Request. 3

33 Visits and Interviews All firms responding to this RFP must be prepared to schedule a visit to its offices or to another location upon request by the Commission. In addition, firms responding to this RFP may be interviewed by the Commission as a part of the selection process. Reservation of Rights The Commission reserves the right to conduct any investigation of the qualifications of any firm that it deems appropriate; negotiate modifications to any of the items proposed in the Proposal; request additional information from any firm; reject any or all Proposals; and waive any irregularities in any Proposal. The Commission retains the right to negotiate the fees and compensation arrangements for its Bond Counsel services. At the Commission s sole discretion, the selection of a proposal by the Commission may be cancelled at any time prior to the complete execution of a contract or agreement. If the Commission cancels its selection of a proposal, the Commission may repost this or a similar RFP and re-seek proposals. III. SCOPE OF SERVICES MHDC anticipates the need for legal services in connection with the issuance of its homeownership bonds, multifamily housing bonds, occasional refunding bonds, and other bonds or notes. It is anticipated that mortgage revenue bonds may possibly be issued one or two times per year during the term of the agreement. Multifamily housing bonds may be issued at various times during the term of the agreement. Bond Counsel is expected to assign those attorneys and professionals employed by the firm who are best suited to advise the Commission in all matters associated with issuance of housing bonds and with ongoing compliance of trust indentures and other documents and agreements integral to the issuance of bonds. In addition, occasionally the Commission may seek legal assistance for contractual and other technical legal matters in conjunction with its housing programs, including Mortgage Credit Certificates. The scope of services to be provided may also include any or all of the following: 1. Preparation of all board resolutions related to bond issues and mortgage credit certificate programs. 2. Preparation of master and supplemental indentures for ongoing single family and multifamily housing bond issues. 3. Preparation and/or review of all official statements and disclosure documents necessary and appropriate to the authorization, issuance, sale or delivery of multifamily housing bonds. 4. Review of all official statements and other disclosure documents necessary and appropriate to the authorization, issuance, sale or delivery of mortgage revenue bonds and other bonds associated with MHDC s homeownership programs. 5. Delivery of legal opinions regarding the due and lawful authorization and issuance of each bond issue, the exemption from federal and state taxes for those bonds issued on a taxexempt basis, exemption from securities laws, the sufficiency of the disclosure for those portions of the official statement prepared by bond counsel or summarizing documents for which bond counsel is responsible and delivery of such other legal opinions typically provided in connection with similar transactions. 4

34 6. Preparation of all closing documents in connection with each bond issue. 7. Preparation of legal documents and IRS filings in connection with each mortgage credit certificate program. 8. Administration and tracking of private activity volume cap available to the Commission for both homeownership and multifamily transactions. 9. Prepare bond and loan yield analyses and related IRS filings for arbitrage rebate purposes. 10. Participation in meetings and phone conferences regarding specific bond issues and the Commission s bond programs generally. 11. Attendance at meetings with MHDC staff, Commissioners, and others party to MHDC s issuance of bonds, including financial advisors, underwriters and rating agencies. 12. Provision of any other legal services, advice or opinions, as requested, regarding the Commission s bond and other housing finance programs. IV. STRUCTURE AND CONTENT OF PRPOSAL Respondents to this RFP should prepare clear and complete responses to each of the following questions and information requests. Brevity and clarity of responses will be appreciated. Respondents interested in responding to this RFP should submit the following information. A. COVER LETTER (limit to 1 page) Include a Cover Letter stating that: (i) the information included in the Proposal is true and correct to the best of its knowledge and (ii) the person signing the transmittal letter is authorized to execute the Proposal on behalf of the Respondent. B. BACKGROUND AND EXPERIENCE Please submit the following information. 1. Firm Information. Provide a description of your firm that includes the location of the firm s office(s), the length of time your firm has been in business, the number of partners and associates, an overview of the housing legal group and the bond arbitrage and related federal tax group and a discussion of any substantive changes in its ownership, management and housing group, and in any other area of its public finance practice in the last three (3) years. 2. Firm Ownership. Pursuant to the Standards of Conduct (see Section II of this RFP), any Response under this RFP shall disclose the name of the individual, entity and/or entities having ownership interests in the Respondent. All entities identified in this disclosure shall be reduced to their human being level irrespective of the number of entity layers which may be present for any disclosed entity. Notwithstanding the previous sentence, to the extent any Respondent under this RFP is a publicly traded corporation, such a Respondent may limit this disclosure to all board members, officers (and other key employees) and any shareholders owning or controlling ten percent (10%) or more of the corporation. For purposes of providing firm ownership information, please complete Exhibit 1 5

35 (attached) in spreadsheet format to include a listing of your firm s owners/shareholders. Questions regarding this requirement or any other requirements or restrictions imposed by the Standards of Conduct may be directed to the Commission s General Counsel, Katherine (Katie) Jeter-Boldt, by phone at or kjeterboldt@mhdc.com. 3. Contact Person. Provide the name, address, phone number, fax number and address of the firm s contact person for this engagement. 4. Housing Experience. Include general discussion of your firm s experience in single family and multifamily housing bond work, including the number of partners and associates in your tax exempt housing bond practice. 5. Federal Tax Law. Describe your firm s experience with federal tax law related to taxexempt single family and multifamily housing revenue bonds. Include discussion of your firm s experience with the eligibility requirements for single family mortgage revenue bonds, willingness to respond to specific inquiries from lenders, experience with bond and loan yield analysis on both single family and multifamily housing bonds and experience with arbitrage rebate issues on housing bonds. Has your firm ever represented a housing bond issuer on a random audit by the IRS? What was the outcome? Has a federal tax opinion delivered by your firm during the past ten years been invalidated or overturned? Has the firm or any client of the firm entered into any closing or settlement agreements, or similar arrangements, in connection with any federal tax opinions delivered by the firm during the past ten years? 6. Co-counsel and Minority Participation. Describe either your firm s status as a minority or woman-owned firm or describe any relationships that you have with other law firms regarding proposed co-counsel relationships and/or fee splitting arrangements, including the involvement of any minority or woman-owned firms that would assist in any capacity with services to be provided to MHDC. If you have a co-counsel relationship and/or fee splitting arrangement with a minority or woman-owned firm, provide detailed information about your proposed financial and work sharing arrangement with these firms. If none are described, confirm that your firm will provide all services described above without the involvement or assistance of any other firm or lawyers. 7. Professional Liability Insurance. Describe the type and amount of professional liability insurance your firm carries. 8. Investigations and Proceedings. Indicate whether your firm has any knowledge of any active investigations or criminal proceedings by the Internal Revenue Service, the Securities and Exchange Commission or any other state or federal agency with regard to your members or practices. If so, please provide a brief description of such investigation and the name and phone number of a person whom MHDC might contact to obtain more information. Identify any administrative proceeding, investigation or litigation regarding your firm and/or any member of the firm which is ongoing or has been settled or otherwise concluded during the past five years. 9. Federal Work Authorization Program. Pursuant to Mo.Rev.Stat , institution(s) selected pursuant to this RFP shall provide MHDC with an affidavit stating that Respondent does not employ any person who is an unauthorized alien in conjunction with the contracted 6

36 services, and that Respondent is enrolled in and participating in a federal work authorization program with respect to the employees working in connection with the contracted services. Prior to execution of any agreement contemplated herein, Respondent shall provide evidence of participation in a federal work authorization program. Questions regarding this requirement may be directed to the Commission s General Counsel, Katherine (Katie) Jeter- Boldt, by phone at or at kjeterboldt@mhdc.com. In your proposal, please indicate whether your firm is currently enrolled in and participating in a federal work authorization program such as E-Verify. C. SPECIFIC EXPERIENCE AND RESOURCES 1. Tax Exempt Bond Issues. List all tax exempt bond issues for which the firm has acted as bond counsel since January 1, Note issuer, type of issue, dollar amount, and issuance date of each issue. Highlight those issued in Missouri and that are housing bonds (whether within or outside Missouri). In addition, please note those issues for which your firm has given a sole or lead opinion. 2. MHDC Experience. Describe your firm s historical experience in serving MHDC or other state or local issuers of housing bonds. 3. MHDC Staffing. Identify the partners and associates who will serve MHDC (including tax attorneys), including office location, phone number, fax number and address. Provide appropriate resumes and identify their responsibilities in serving MHDC. Please provide evidence that the attorneys that will serve MHDC are licensed to practice law in the state of Missouri and whether or not they are members of the National Association of Bond Lawyers. 4. Analytical Capabilities. Describe the firm s experience and analytical systems with respect to yield verification for mortgage revenue bond issues and multifamily bond issues. 5. IRS Experience. Describe your firm s recent experience in obtaining Internal Revenue Service rulings and clarification of IRS code and regulations. 6. Tax Law Communications. Describe the manner by which your firm regularly communicates changes in tax law to your clients. 7. Federal Legislation Updates. Discuss your firm s ability to monitor and advise MHDC on federal legislation that may affect MHDC s housing operations. 8. Firm Resources. Identify resources of the firm that will be made available to MHDC. 9. Other Information. Discuss any topics not covered in this Request for Proposals that you would like to bring to the attention of MHDC. 7

37 D. COSTS Describe your proposed fee structure. Please include the hourly rate to be charged by the members of the firm for work on related matters not directly resulting in a bond issue. Also state whether the firm will charge in the event a proposed bond or other financing issue is not successfully sold. State whether the firm will charge for attendance at meetings of the Board of Commissioners or other meetings relating to MHDC s bond or other housing finance programs. Provide an estimate of your firm s fees and expenses under a per-bond rate structure for each of the following types of transactions: a $50,000,000 single family new money issue; a $40,000,000 single family taxable refunding issue; a $5,000,000 multifamily housing issue and a $10,000,000 multifamily housing issue. Note that some mortgage revenue bonds and multifamily housing issues may be privately placed and the related fees negotiated. State whether the proposed fees include expenses, or whether expenses will be charged separately (identify those expenses that will be charged separately, if any). State whether the fees submitted are effective for the duration of the expected service period of three years and the additional optional two year period. In the event the proposed fees would not extend for the full duration of the contract, describe your process and expected frequency for rate changes, including maximum percentage increases. V. RFP REVIEW AND SELECTION CRITERIA The Bond Counsel Services Agreement will be awarded to the firm(s) which, in the opinion of MHDC, is (are) the best qualified to provide such services. Proposals will be evaluated on a variety of factors, including: 1. The firm s demonstrated willingness to follow the guidelines in this RFP. 2. Experience and qualifications of both the firm and the staff to be assigned to these financings, as evidenced by formal training; education; appropriate professional licensing and related experience. 3. Firm s ability to provide the required services on a timely basis in light of the anticipated workload, and the availability of adequate personnel and resources of the firm. 4. The firm s experience during the past three years as bond or underwriter s counsel on various housing and mortgage revenue bond financings. 5. The firm s expertise in the area of tax law. 6. Involvement and accessibility of staff to be assigned to the financings. 7. Organization, size and structure of firm. The firm s presence in Missouri. 8. The firm s inclusion of minority and women participation, including the firm s employees and/or any participation with a minority or woman-owned firm. 9. Projected costs and proposed fee structure for services performed. 8

38 10. The Commission s prior experiences, if any, with the firm and any other factors the Commission believes would be in its best interest to consider. 11. Related investigations and regulatory proceedings involving the firm will be taken into account, depending upon the nature and significance of the proceedings. There is no additional information requested. Thank you for reviewing this RFP. We look forward to your response. 9

39 EXHIBIT 1 MHDC Bond Counsel RFP Firm Information Proposing Firm Owners/Partners/Shareholders [Firm Name] 1

40 4) Report of Staff c. RFP for Financial Advisor

41

42 MISSOURI HOUSING DEVELOPMENT COMMISSION Request for Proposals to Serve as Financial Advisor Released: [January 8, 2019] Proposals Due: [February 5, 2019] 1:00 PM Central Time via to: I. INTRODUCTION The Missouri Housing Development Commission ( MHDC or the Commission ) is a governmental instrumentality of the state of Missouri and a body corporate and politic. The Commission s authority is derived from Section RSMo. MHDC administers, and provides financing for, the construction of affordable housing. The Commission also provides funding for home loans to qualifiedbuyers through a network of certified, private mortgage lenders. Mortgage financing is facilitated through the sale of mortgage-backed securities and through the sale of tax-exempt bonds that the Commission is authorized to issue. The Commission administers the federal and Missouri Low-Income Housing Tax Credit (LIHTC) programs, the Affordable Housing Assistance Program Tax Credit (AHAP), federal HOME funds, and the direct funding of several housing assistance programs. Additional information, including financial information, is available on the Commission s website at Purpose of Request for Proposals for Financial Advisor (RFP) The Missouri Housing Development Commission (MHDC) is seeking proposals for financial advisory services. Term of Service It is expected that the firm(s) selected pursuant to this Request for Proposals will serve as Financial Advisor for a period of three years with one additional two-year renewal option, for a total of up to five years. Any transaction initiated prior to the ending date of the term of service, for which a material amount of time or expense has been incurred, will be completed by the Financial Advisor although the closing might occur following the end of the term of service. MHDC reserves the right, at its sole discretion, to terminate the agreement with any firm selected pursuant to this RFP prior to the expiration of the term of service, or to extend the agreement (with the concurrence of the firm selected) for an additional two-year period.

43 II. GUIDELINES AND INSTRUCTIONS Anticipated Timetable for RFP and Proposal Release RFP Proposals Due Evaluation Committee Recommendation Selection by Board of Commissioners [January 8, 2019] [February 5, :00 P.M. Central] TBD estimated March 2019 TBD estimated March 2019 Form of Response The Commission desires to consider responses to this RFP in a consistent and easily comparable format. Proposals not organized in the manner set forth in this RFP may be considered, at the Commission s sole discretion, as unresponsive. Please do not refer to other parts of your proposal, to information that may be publicly available elsewhere, or to the submitting entity s website or another website in lieu of answering a specific question. The proposal must be accompanied by a cover letter stating that: (a) the information submitted in and with the proposal is true and accurate, and (b) the person signing the letter is authorized to submit the proposal on behalf of the firm. Interested qualified firms are invited to submit proposals that contain information submitted in the order of Section IV below. Completed proposals must be submitted to the Commission electronically by the proposal due date. Respondents shall transmit completed proposals to the Commission by to mlappin@mhdc.com in PDF file format along with the spreadsheet listing in Excel file format of the bidding firm s owners pursuant to Section IV.B.2. The Subject line of the should state [name of firm] Financial Advisor Proposal. Standards of Conduct This RFP is considered a Competitive Matter as that term is defined in the Commission s Standards of Conduct Policy (the Standards of Conduct ). Further, every Respondent, including, but not limited to, their respective principals, key employees and agents acting on their behalf are considered Interested Parties (as defined in the Standards of Conduct). As a result, every Respondent (including, but not limited to, its principals, key employees and agents) under this RFP is obligated to abide by the rules and restrictions imposed by the Standards of Conduct, including the rules governing contact with Commissioners and MHDC employees. The failure of any Respondent to abide by the rules and restrictions established by the Standards of Conduct may result in the disqualification of that Respondent s Response. Therefore, you are strongly encouraged to review and familiarize yourself with the Standards of Conduct. The Standards of Conduct is available on MHDC s website at Furthermore, pursuant to the Standards of Conduct, any Response under this RFP shall disclose the name of the individual, entity and/or entities having ownership interests in the Respondent as set forth in Section IV.B.2. Missouri Housing Development Commission - Financial Advisor Request for Proposals Page 2 of 8

44 Inquiries The Commission will provide responses to inquiries submitted by firms to the Commission s contact person, Marilyn Lappin. All questions must be submitted in writing via to Ms. Lappin at mlappin@mhdc.com and received no later than [Wednesday, January 16, 2019, 1:00 p.m. CT]. The Subject line of the should be, RFP for Financial Advisor Questions. Questions submitted after the deadline will not receive a response. Responses will be provided by [January 23, 2019, 1:00 p.m. CT] to all interested bidders that have provided an address to Ms. Lappin prior to the above deadline for the submission of questions. All inquiries must be submitted by , citing the particular proposal section and paragraph number. Proposers should note that all clarifications and exceptions are to be resolved prior to submission of the proposal. A list of all substantive inquiries received with relevant responses will be provided to interested bidders. Other than the contact person identified herein and except as provided in Sections IV.B.2 and IV.B.14 below, prospective proposers shall not approach the Commission s employees, managers or board members after the publication of this RFP and before the announcement of a selection about any matters related to the RFP or any proposal submitted pursuant thereto. Public Records Firms responding to this RFP should be aware that the Proposals are public records in accordance with state law, after the evaluation and selection process is completed. Modifications to Proposals Respondents may not modify or correct its Proposal any time after the Proposal Due Date, except in direct response to a request from the Commission for clarification. Revisions to this RFP In the event that it becomes necessary to revise any part of the RFP, MHDC will provide an updated RFP or an addendum to each firm receiving this RFP. Any additional information required to clarify portions of this RFP will be issued in the form of an addendum. Expenses Relating to Proposals All costs directly or indirectly related to the preparation of a response to this RFP shall be the sole responsibility of and shall be borne by the respondent. MHDC shall not be liable for any expenses incurred by respondents in replying to this Request. Missouri Housing Development Commission - Financial Advisor Request for Proposals Page 3 of 8

45 Visits and Interviews All firms responding to this RFP must be prepared to schedule a visit to its offices or to another location upon request by the Commission. In addition, firms responding to this RFP may be interviewed by the Commission as a part of the selection process. Reservation of Rights The Commission reserves the right to conduct any investigation of the qualifications of any firm that it deems appropriate; negotiate modifications to any of the items proposed in the Proposal; request additional information from any firm; reject any or all Proposals; and waive any irregularities in any Proposal. The Commission retains the right to negotiate the fees and compensation arrangements for its Financial Advisor services. At the Commission s sole discretion, the selection of a proposal by the Commission may be cancelled at any time prior to the complete execution of a contract or agreement. If the Commission cancels its selection of a proposal, the Commission may repost this or a similar RFP and re-seek proposals. III. SCOPE OF SERVICES The Financial Advisor(s) selected will be responsible for providing the following services: 1. Aggressively pursue trends and creative ideas for financing and regularly apprise MHDC of this information. 2. Submit recommendations regarding the feasibility of any financing plan, bond structure, or other idea that might further MHDC's purpose. 3. At the request of MHDC, testify before any legislative body in connection with MHDC's activities. 4. At the request of MHDC, consult with parties assisting MHDC in furthering its mission, including potential investors requesting information about MHDC s bonds, notes or other financial data. 5. In the case of a competitive sale of bonds, provide for the distribution of the Notice of Sale and other financing documents to interested purchasers, and in the case of a negotiated sale, represent MHDC in negotiating the terms of the sale. 6. Attend regularly scheduled meetings of the Board of Commissioners of MHDC and, as requested, other meetings relating to MHDC s financial activities. Be available to offer advice on various financing proposals, as requested. 7. Work with MHDC's Bond Counsel to review and revise, as needed, Official Statements and other documents required for all financial transactions. 8. Maintain responsibility for the cash flow analysis and yield calculations required for each bond issue, and act as primary point of contact with the bond rating agency for this information. 9. Provide periodic analyses of MHDC's financial status, including the ability of MHDC, at a point in time, to loan or grant funds from MHDC's resources to further affordable housing in the state of Missouri. Missouri Housing Development Commission - Financial Advisor Request for Proposals Page 4 of 8

46 10. Assist with other housing programs, including MHDC s single family market rate TBA program and single family mortgage credit certificate (MCC) program. 11. Furnish such other financial advisory services as requested by MHDC. IV. STRUCTURE AND CONTENT OF PROPOSAL Respondents to this RFP should prepare clear and complete responses to each of the following questions and information requests. Brevity and clarity of responses will be appreciated. Respondents interested in responding to this RFP should submit the following information. A. COVER LETTER (limit to 1 page) Include a Cover Letter stating that: (i) the information included in the Proposal is true and correct to the best of its knowledge and (ii) the person signing the transmittal letter is authorized to execute the Proposal on behalf of the Respondent. B. BACKGROUND AND EXPERIENCE Please submit the following information. 1. Firm Information. Provide a description of your firm that includes the location of the firm s office(s), the length of time your firm has been in business, the number of professionals and associates, an overview of the public finance/housing group and a discussion of any substantive changes in its ownership, management and housing group, and in any other area of its public finance practice in the last three (3) years. 2. Firm Ownership. Pursuant to the Standards of Conduct (see Section II of this RFP), any Response under this RFP shall disclose the name of the individual, entity and/or entities having ownership interests in the Respondent. All entities identified in this disclosure shall be reduced to their human being level irrespective of the number of entity layers which may be present for any disclosed entity. Notwithstanding the previous sentence, to the extent any Respondent under this RFP is a publicly traded corporation, such a Respondent may limit this disclosure to all board members, officers (and other key employees) and any shareholders owning or controlling ten percent (10%) or more of the corporation. For purposes of providing firm ownership information, please complete Exhibit 1 (attached) in spreadsheet format to include a listing of your firm s owners/shareholders. Questions regarding this requirement or any other requirements or restrictions imposed by the Standards of Conduct may be directed to the Commission s General Counsel, Katherine (Katie) Jeter- Boldt, by phone at or at kjeterboldt@mhdc.com. 3. Contact Person and Staffing. Provide the name, telephone number, fax number, and address of the primary contact person regarding your firm s proposal. List personnel that would be assigned to perform the services required. Please attach relevant resumes or give brief descriptions of the tax-exempt and taxable housing finance experience of the personnel that would be responsible for this account. 4. Housing Experience. Include general discussion of your firm s experience in single family and multifamily housing finance work. 5. HFA Clients. List all state and local Housing Finance Agencies which your firm has represented as Financial Advisor, and term of service with each. Missouri Housing Development Commission - Financial Advisor Request for Proposals Page 5 of 8

47 6. Bond Issues. List bond issues for which your firm has acted as Financial Advisor since January 1, 2016: a. Name of Issuer; b. Dollar Amount of issue and status as competitive or negotiated; c. Type of housing issue (single family or multifamily, FHA-insured, etc.); d. If other than housing issue, purpose of issue. 7. Computer Analytical Capability. Describe your firm s experience, analytical systems and inhouse computer capability with respect to yield calculation and cash flow verification for both single family and multifamily mortgage revenue bond issues. 8. Special Strengths and/or Minority Representation. Include any additional information that will be helpful to the Commission in making a decision, including any special strengths or capabilities of your firm, which may include innovative ideas, special expertise with housing finance, the firm s status as a minority or woman-owned firm, any relationships that you have with other firms regarding proposed co-financial advisor relationships (including the involvement of any minority or woman-owned firms), the presence of offices in Missouri, the number of employees of the firm within Missouri or any other special services or assistance your firm may provide to MHDC that you believe may be relevant to or helpful to MHDC in financing or administering its housing programs. 9. Professional Liability Insurance. Describe the type and amount of professional liability insurance your firm carries. 10. Proposed Fees. State a fee schedule upon which your firm would base its charges to MHDC. Provide fee quotes for the following examples: $50 million single family mortgage revenue bond new money issue; $40 million single family mortgage revenue refunding bond issue; $5 million multifamily housing revenue bond issue; and $10 million multifamily housing revenue bond issue Please include the hourly rate to be charged by the members of the firm for work on related matters not directly resulting in a bond issue. Please indicate if separate fees would be charged (i) for the services in connection with a note or bond issue which is not successfully sold; (ii) for services performed under Scope of Services not directly related to a note or bond issue; (iii) for cash flow analysis or yield calculation for a particular bond issue; or (iv) for the private placement of a bond issue arranged by the financial advisor. Also state whether any additional compensation would be paid to the financial advisor for expenses incurred in performing the services indicated. If a retainer is to be included or to be an option, so state. Indicate your proposed fees, hourly and/or other arrangement, for services provided in conjunction with MHDC s single family TBA program. MHDC engages a third-party Single Family Market Rate Program Administrator for its TBA program. With this arrangement, MHDC anticipates utilizing the services of its Financial Advisor periodically to manage, evaluate and potentially expand the program. State whether the firm will charge for attendance at meetings of the Board of Commissioners or other meetings relating to MHDC s bond or other housing finance programs. State whether Missouri Housing Development Commission - Financial Advisor Request for Proposals Page 6 of 8

48 the proposed fees include expenses, or whether expenses will be charged separately (identify those expenses that will be charged separately, if any). State whether the fees submitted are effective for the duration of the expected service period of three years and the additional optional two year period. In the event the proposed fees would not extend for the full duration of the contract, describe your process and expected frequency for rate changes, including maximum percentage increases. 11. Investment Management. Indicate if any members of your firm are a Registered Investment Advisor and your capabilities to provide investment management services for float funds and other funds. Indicate what fee arrangement you would propose for these services. 12. RFP Interview. Would a member of the firm, preferably the person(s) who would be responsible for the account, be willing to travel at the firm s expense, for an interview with MHDC staff? 13. Litigation and Investigations. Provide a summary of inquiries, investigations and litigations occurring during the past five years (including those in progress) regarding the conduct of your firm, your firm s management, or any employee or official associated with your firm. Describe any related actions taken against your firm or employees by any federal, state, or municipal governmental entity or court or regulatory authority, including fines, suspensions, censure, etc. 14. Federal Work Authorization Program. Pursuant to Mo.Rev.Stat , institution(s) selected pursuant to this RFP shall provide MHDC with an affidavit stating that Respondent does not employ any person who is an unauthorized alien in conjunction with the contracted services, and that Respondent is enrolled in and participating in a federal work authorization program with respect to the employees working in connection with the contracted services. Prior to execution of any agreement contemplated herein, Respondent shall provide evidence of participation in a federal work authorization program. Questions regarding this requirement may be directed to the Commission s General Counsel, Katherine (Katie) Jeter- Boldt, by phone at or at kjeterboldt@mhdc.com. In your proposal, please indicate whether your firm is currently enrolled in and participating in a federal work authorization program such as E-Verify. Missouri Housing Development Commission - Financial Advisor Request for Proposals Page 7 of 8

49 V. RFP REVIEW AND SELECTION CRITERIA The Financial Advisor Services Agreement will be awarded to the firm(s) which, in the opinion of MHDC, are the best qualified to provide such services. Proposals will be evaluated on a variety of factors, including: 1. The firm s willingness to follow the guidelines in this RFP. 2. Experience and qualifications of both the firm and the staff to be assigned to these financings, as evidenced by formal training; education; appropriate professional experience. 3. Firm s ability to provide the required services on a timely basis in light of the anticipated workload, and the availability of adequate personnel, equipment and facilities of the firm. 4. The firm s experience as financial advisors on various housing and mortgage revenue bond financings or other housing transactions. 5. The firm s expertise in the areas of cash flow and yield calculations, financial modeling and analytical capabilities. 6. Involvement and accessibility of staff to be assigned to MHDC. 7. Organization, size and structure of firm. The firm s presence in Missouri. The firm should provide evidence of its authorization to conduct business in Missouri and should include a copy of relevant public documents, such as a Missouri certificate of good standing, a foreign business registration, a fictitious name filing, or a copy of filed organizational documents. If the firm is not currently authorized to conduct business in Missouri, then the firm should provide its plan to obtain such authorization. 8. The firm s inclusion of minority and women participation, including the firm s employees and/or any participation with a minority or woman-owned financial advisory firm. 9. Projected costs and proposed fee structure for services performed. 10. The Commission s prior experiences, if any, with the firm and any other factors the Commission believes would be in its best interest to consider. 11. Related investigations and regulatory proceedings involving the firm will be taken into account, depending upon the nature and significance of the proceedings. There is no additional information requested. Thank you for reviewing this RFP. We look forward to your response. Missouri Housing Development Commission - Financial Advisor Request for Proposals Page 8 of 8

50 MHDC - Financial Advisor - RFP Firm Information Proposing Firm Owners/Partners/Shareholders * [Firm Name] EXHIBIT 1 * For publicly traded firms, disclosure may be limited to all board members, officers (and other key employees) and any shareholders owning or controlling ten percent (10%) or more of the corporation

51 4) Report of Staff d ESG funding recommendations

52

53 2019 Emergency Solutions Grant Recommended List Balance of State Continuum of Care Grant Number Agency Name Agency City Funding Component Total Recommended Award E Catholic Charities of Southern Missouri, Inc. Springfield Homelessness Prevention $ 100, E Citizens Against Spouse Abuse, Inc. Sedalia Emergency Shelter Rapid Re Housing $ 39, E City of Cape Girardeau $ 3, EB1 The Salvation Army Cape Girardeau Street Outreach $ 7, EB2 Safe House for Women, Inc. Cape Girardeau Emergency Shelter $ 40, EB3 Catholic Charities of Southern Missouri, Inc. Springfield Homelessness Prevention $ 46, EB4 Community Caring Council Cape Girardeau Rapid Re Housing $ 46, E Community Resource Center Chillicothe Emergency Shelter $ 50, E Douglass Community Services, Inc. Hannibal Emergency Shelter Homelessness Prevention $ 100, E Hillcrest Ministries of MidAmerica, Inc. Liberty Rapid Re housing $ 100, E Institute for Community Alliances Jefferson City HMIS $ 87, E Pettis County Community Partnership, Inc. Sedalia Homelessness Prevention Rapid Re Housing HMIS $ 94, E Phoenix Programs, Inc. Columbia Street Outreach HMIS $ 50, E Susanna Wesley Family Learning Center, Inc. East Prairie Emergency Shelter HMIS $ 42, E Synergy Services, Inc. Parkville Street Outreach Emergency Shelter $ 92, E True North of Columbia, Inc. Columbia Emergency Shelter Homelessness Prevention Rapid Re Housing HMIS $ 42, E Voluntary Action Center Columbia Homelessness Prevention Rapid Re Housing $ 50, E Welcome Home, Inc. Columbia Emergency Shelter $ 50, E Metropolitan Lutheran Ministry Kansas City Rapid Re housing $ 34, S COPE Lebanon Emergency Shelter Rapid Re Housing $ 16, S Council on Families in Crisis, Inc. Nevada Emergency Shelter Rapid Re Housing HMIS $ 43, S Delta Area Economic Opportunity Corporation Portageville Emergency Shelter $ 31, S Great Circle Springfield Emergency Shelter Homelessness Prevention $ 76, S Hope Haven of Cass County, Inc. Harrisonville Street Outreach Emergency Shelter Rapid Re Housing Homelessness Prevention HMIS $ 33, S House of Hope, Inc. Lexington Emergency Shelter Rapid Re Housing Homelessness Prevention HMIS $ 30, S Jefferson City Area Community Services dba Common Ground Emergency Shelter Jefferson City Community Building Homelessness Prevention $ 32, S Martha Vance Samaritan Outreach Center West Plains Emergency Shelter $ 26, S Polk County House of Hope, Inc. Bolivar Emergency Shelter Rapid Re Housing Homelessness Prevention $ 54, S The Salvation Army Columbia Emergency Shelter $ 47, S The Salvation Army Jefferson City Emergency Shelter $ 47, S West Central Missouri Community Action Agency Appleton City Emergency Shelter Rapid Re Housing Homelessness Prevention HMIS $ 54, Total Award $ 1,570,967.50

54 2019 Emergency Solutions Grant Recommended List Balance of State CoC by Funding Component Street Outreach $ 113, Emergency Shelter $ 505, Homelessness Prevention $ 339, Rapid Re housing $ 417, HMIS $ 144, Administration $ 51, Total in CoC $ 1,570, Joplin/Jasper, Newton Counties Continuum of Care Grant Number Agency Name Agency City Funding Component Total Recommended Award E Catholic Charities of Southern Missouri, Inc., Springfield Homelessness Prevention $ 90, E Family Self Help Center, Inc. dba Lafayette House Joplin Emergency Shelter HMIS $ 45, E The Salvation Army Joplin Rapid Re housing $ 47, E Institute for Community Alliances Jefferson City HMIS $ 18, S Children's Haven of Southwest Missouri, Inc. Joplin Emergency Shelter $ 44, S Economic Security Corporation of Southwest Area Joplin Emergency Shelter $ 19, Total Award $ 264, Joplin CoC by Category Street Outreach $ Emergency Shelter $ 102, Homelessness Prevention $ 85, Rapid Re housing $ 44, HMIS $ 21, Administration $ 10, Total in CoC $ 264, Kansas City/Independence/Lee's Summit/Jackson and Wyandotte Counties Continuum of Care Grant Number Agency Name Agency City Funding Component Total Recommended Award E Community LINC Kansas City Rapid Re Housing $ 35, E Community Services League of Jackson County Independence Rapid Re Housing $ 38, E Hillcrest Ministries of MidAmerica, Inc. Independence Emergency Shelter Rapid Re Housing $ 32, E Hope House, Inc. Lee's Summit Emergency Shelter $ 34, E Mid America Regional Council Community Services Corporation Kansas City HMIS $ 25, E restart, Inc. Kansas City Emergency Shelter $ 37, E Synergy Services, Inc. Parkville Street Outreach $ 25, E The Salvation Army Independence Emergency Shelter $ 36, S Rose Brooks Center, Inc. Kansas City Emergency Shelter $ 35, Total Award $ 297, Kansas City CoC by Category Street Outreach $ 25, Emergency Shelter $ 130, Homelessness Prevention $ Rapid Re housing $ 107, HMIS $ 29, Administration $ 4, Total in CoC $ 297,657.00

55 2019 Emergency Solutions Grant Recommended List Springfield/Greene, Christian, Webster Counties Continuum of Care Grant Number Agency Name Agency City Funding Component Total Recommended Award E City of Springfield Springfield $ 7, EB3 Council of Churches of the Ozarks Springfield Emergency Shelter $ 26, EB2 Crisis Nursery of the Ozarks Springfield Emergency Shelter $ 21, EB1 Great Circle Springfield Rapid Re housing $ 30, EB5 Springfield Victory Mission Springfield Emergency Shelter $ 15, EB4 The Kitchen, Inc. Springfield Emergency Shelter $ 30, E Catholic Charities of Southern Missouri, Inc. Springfield Homelessness Prevention $ 64, E Institute for Community Alliances Jefferson City HMIS $ 19, Total Award Award $ 214, Springfield CoC by Category Street Outreach $ Emergency Shelter $ 92, Homelessness Prevention $ 61, Rapid Re housing $ 30, HMIS $ 19, Administration $ 11, Total in CoC $ 214, St. Charles, Lincoln, Warren Counties Continuum of Care Grant Number Agency Name Total Recommended Award E Community Council of St. Charles County St. Charles HMIS $ 41, E Our Lady's Inn Defiance Emergency Shelter $ 45, E Sts. Joachim and Ann Care Service St. Charles Street Outreach Rapid Re Housing $ 78, S Sts. Joachim and Ann Care Service St. Charles Rapid Re Housing $ 21, S Youth in Need St. Charles Emergency Shelter $ 45, Total Award $ 231, St. Charles CoC by Category Street Outreach $ 60, Emergency Shelter $ 90, Homelessness Prevention $ Rapid Re housing $ 35, HMIS $ 41, Administration $ 5, Total in CoC $ 231,511.00

56 2019 Emergency Solutions Grant Recommended List St. Joseph/Andrew, Buchanan, DeKalb Counties Continuum of Care Grant Number Agency Name Total Recommended Award E Hillcrest Ministries of MidAmerica, Inc. St. Joseph Rapid Re housing $ 45, E Interfaith Community Services, Inc. dba InterServ St. Joseph Rapid Re housing $ 42, E Mid America Assistance Coalition, Inc. Kansas City HMIS $ 17, E The Salvation Army St. Joseph Emergency Shelter $ 40, S Community Missions Corporation St. Joseph Street Outreach $ 20, S Young Women's Christian Association of St. Joseph, St. Joseph Emergency Shelter Missouri $ 33, Total Award $ 198, St. Joseph CoC by Category Street Outreach $ 19, Emergency Shelter $ 73, Homelessness Prevention $ Rapid Re housing $ 82, HMIS $ 17, Administration $ 5, Total in CoC $ 198, St. Louis City Continuum of Care Grant Number Agency Name Total Recommended Award E ArchCity Defenders, Inc. St. Louis Rapid Re housing $ 47, E Employment Connection St. Louis Rapid Re housing $ 29, E Interfaith Residence dba Doorways St. Louis Homelessness Prevention Rapid Re Housing $ 50, E Institute for Community Alliances Jefferson City HMIS $ 41, E Our Lady's Inn St. Louis Emergency Shelter $ 50, E Peter and Paul St. Louis Emergency Shelter $ 50, S Epworth Children and Family Services, Inc. St. Louis Street Outreach $ 29, Total Award $ 297, St. Louis City CoC by Category Street Outreach $ 29, Emergency Shelter $ 97, Homelessness Prevention $ 21, Rapid Re housing $ 101, HMIS $ 41, Administration $ 6, Total in CoC $ 297,657.00

57 2019 Emergency Solutions Grant Recommended List St. Louis County Continuum of Care Grant Number Agency Name Total Recommended Award E ArchCity Defenders, Inc. St. Louis Rapid Re housing $ 50, E Employment Connection St. Louis Rapid Re housing $ 50, E Interfaith Residence dba Doorways St. Louis Rapid Re housing $ 13, E Institute for Community Alliances Jefferson City HMIS $ 43, S Epworth Children and Family Services, Inc. St. Louis Emergency Shelter $ 32, S Loaves and Fishes For St. Louis, Inc. Maryland Heights Emergency Shelter $ 42, Total Award $ 231, St. Louis County CoC by Category Street Outreach $ Emergency Shelter $ 74, Homelessness Prevention $ Rapid Re housing $ 110, HMIS $ 40, Administration $ 5, Total in CoC $ 231, Recommended Totals Street Outreach Emergency Shelter Homelessness Prevention Rapid Re housing HMIS Administration Total Recommended $ 247, $ 1,167, $ 507, $ 930, $ 354, $ 100, $ 3,307,300.00

58 4) Report of Staff e. RFP to Develop a Five Year Strategic Affordable Housing Plan

59

60 REQUEST FOR PROPOSAL TO DEVELOP A FIVE YEAR STRATEGIC AFFORDABLE HOUSING PLAN FOR THE STATE OF MISSOURI Missouri Housing Development Commission RESPONSE DEADLINE: One (1) hard copy and one (1) electronic copy on a CD ROM / flash drive to MHDC no later than 2:00 p.m. on Thursday, January 10, 2019 SUBMIT RESPONSES TO: Tina Beer Missouri Housing Development Commission 920 Main, Suite 1400 Kansas City, Missouri tbeer@mhdc.com

61 SECTION I. INTRODUCTION The Missouri Housing Development Commission ( MHDC or the Commission ) is a governmental instrumentality of the state of Missouri and a body corporate and politic. The Commission s authority is derived from Section RSMo. The purpose of this Request for Proposal ( RFP ) is to obtain Proposals from qualified individuals/entities ( Respondent(s) ) to provide research, consulting services, and development of a strategic plan for affordable housing throughout the State of Missouri (the State ) for a period of five (5) years commencing from the date the plan is completed. SECTION II. TERMS AND CONDITIONS GOVERNING THIS RFP A. DEFINITIONS 1. AMI Area median gross income, adjusted for family size. 2. Best Value Contracting The award of a contract to one or more qualified Respondents that is based not solely on the lowest price, but rather on an analysis of multiple factors including but not limited to price, quality of work, capacity, experience and references. 3. Commission MHDC s Board of Commissioners. 4. Consolidated Plan The five year planning document, including annual action plans, submitted by the State to HUD pursuant to the requirements of 24 CFR Part 91 providing the State s comprehensive housing affordability strategy and community development plan as it relates to federal formula grant programs. 5. Cost Burdened Households Households paying more than 30% of their income for housing. 6. Final Contract Any contract ultimately negotiated and entered into by and between MDHC and a successful Respondent pursuant to an award under this RFP. 7. HUD The United States Department of Housing and Urban Development. 8. MBE/WBE An entity that is certified as a minority owned business enterprise (MBE) or certified as a womanowned business enterprise (WBE) by the State of Missouri, City of Kansas City, St. Louis Airport Authority, or other certifying agency as deemed appropriate by MHDC in consultation with the Office of Equal Opportunity for the State of Missouri (OEO). Page 1

62 9. MHDC The Missouri Housing Development Commission. 10. Opportunity Area for Family Housing Communities that provide access to high performing school systems, transportation and employment as well as being located in a census tract with 15% or lower poverty rate. 11. Proposal Proposal refers to the complete response, including any exhibits or attachments, submitted by a Respondent in response to this RFP. 12. Quality Affordable Housing Housing that is decent, safe, sanitary, and in good repair and for which the occupant(s) pay no more than thirty percent (30%) of household income for gross housing costs, including utilities. 13. Respondent Respondent refers to any individual or entity submitting a response to this RFP. 14. RFP This Request for Proposal. 15. Scope of Work Scope of Work refers to the instructions and requirements stated in this RFP or portions thereof and any additional supplementary instructions that are developed, published or distributed in connection with this RFP. 16. Special Needs A person who is (a) physically, emotionally or mentally impaired or is diagnosed with mental illness; or (b) developmentally disabled. 17. Standards of Conduct The Standards of Conduct adopted by the Commission on July 31, 2009 and revised on April 29, 2016, a copy of which is available on MHDC s website at as may be further modified by the Commission. 18. State The State of Missouri. 19. Strategic Affordable Housing Plan The plan requested to be developed under this RFP. 20. Vulnerable Populations A person who is (a) homeless, including survivors of domestic violence and human or sex trafficking; or (b) youth transitioning from foster care. 21. Will, Must and Shall The use of the terms must, will, and shall indicate mandatory items and instructions with which Respondents are required to comply. Page 2

63 B. MHDC STANDARDS OF CONDUCT This RFP is considered a Competitive Matter as that term is defined in the Standards of Conduct. Further, every Respondent, including, but not limited to, their respective principals, key employees and agents acting on their behalf are considered Interested Parties (as defined in the Standards of Conduct). As a result, all Interested Parties under this RFP are obligated to abide by the rules and restrictions imposed by the Standards of Conduct, including the rules governing contact with Commissioners and MHDC employees. The failure of any Interested Party to abide by the rules and restrictions established by the Standards of Conduct may result in the disqualification of the Respondent s Response. Therefore, Respondents are strongly encouraged to review and ensure compliance with the Standards of Conduct. Furthermore, pursuant to the Standards of Conduct, any Response under this RFP shall disclose the name of the individual, entity and/or entities having ownership interests in the Respondent entity. All entities identified in this disclosure shall be reduced to their human being level irrespective of the number of entity layers that may be present for any disclosed entity. Notwithstanding the previous sentence, to the extent any Respondent under this RFP is a publicly traded corporation, such a Respondent may limit this disclosure to all board members, officers (and other key employees) and any shareholders owning or controlling ten percent (10%) or more of the corporation. Questions regarding this requirement or any other requirements or restrictions imposed by the Standards of Conduct may be directed to the Commission s General Counsel, Katherine Jeter Boldt, by phone at or at kjeterboldt@mhdc.com. C. PUBLIC RECORDS DISCLAIMER MHDC is subject to Missouri Sunshine Law (RSMo Chapter 610) and is required to disclose public records. Upon conclusion of the RFP process and selection of one or more Respondent(s) in connection with this RFP, all Proposals shall become public record and may be published or otherwise distributed to any individual or entity. No Proposal or associated documentation will be returned to the Respondent(s). D. ADVERTISING AND PUBLICITY Respondents may not issue any news release or otherwise seek publicity regarding this RFP. No Respondent shall use the name or logo of MHDC or any adaptation, extension, or abbreviation of such name for advertising, trade display, or other commercial purposes except as specifically approved by MHDC in writing. E. COSTS AND LIABILITY This RFP does not commit or obligate MHDC to enter into any negotiations, contractual agreement or Final Contract with any Respondent. Each Respondent will be responsible for costs incurred in preparation of its Proposal. MHDC reserves the right to accept or reject any or all Proposals or offers made in response to this RFP. Page 3

64 F. RIGHTS OF MHDC MHDC reserves and may exercise one or more of the following rights and options regarding this RFP: 1. Reject any and all Proposals; 2. Seek additional Proposals; 3. Seek clarification or additional information in connection with any Proposal; 4. Select one or more Respondents based on Best Value Contracting; 5. Enter into negotiations with any Respondent; 6. Enter into a Final Contract with the successful Respondent, or enter into multiple Final Contracts with multiple Respondents; 7. Choose not to award any contract under this RFP; 8. Add to, delete, modify, reduce or enlarge this RFP including any specifications and/or the Scope of Work, or terms or conditions; 9. Modify the terms and conditions of any proposed or executed contract awarded pursuant to this RFP; 10. Cancel or withdraw this RFP without the substitution of another RFP, or alter the terms and conditions of this RFP; 11. Conduct credit checks and investigations as to the qualifications of each Respondent at any time prior to the award of a contract; and/or, 12. Extend deadlines or otherwise modify the required schedule in its sole discretion. G. RFP REVISIONS In the event MHDC deems it necessary or appropriate to revise or clarify the terms or provisions of this RFP, any such revisions or clarifications will be issued in the form of an addendum. Any such addendum issued by MHDC will also be posted on our web site at H. INDEPENDENT AND UNBIASED RESEARCH All research and work performed hereunder must be done so in an independent and unbiased manner. Entities or parties having business, personal or social ties to affordable housing will not be precluded from submitting a Proposal in response to this RFP, but all Proposals must be unbiased toward any special interest group, housing variable category, or population demographic. Any connection to a specific group must be disclosed in the Proposal. I. OTHER LEGAL CONDITIONS Contractual Arrangement By virtue of its signed Proposal to this RFP, the Respondent agrees that, in the event it is selected to develop the Strategic Affordable Housing Plan for MHDC pursuant to this RFP, it will enter into good faith negotiations in pursuit of an acceptable Final Contract. MHDC, at its sole discretion, may incorporate any and all terms and conditions included in this RFP, the Proposal, and any additional provisions required by MHDC into the Final Contract. Any Respondent selected to proceed toward a contract with MHDC will be required to include in the Final Contract, provisions that address issues of liability, indemnification, insurance, payment terms, and such other terms and conditions as are customary for agreements that address the subject matter of this RFP. Page 4

65 Each Respondent must conspicuously state in its Proposal its inability or unwillingness to accept any of the provisions, terms or conditions in this RFP, including any provisions set forth in exhibits, and must include in its Proposal the reason(s) for any such exceptions. The Final Contract shall become effective on the date it is fully executed by MHDC and the successful Respondent(s). The Final Contract and any extensions or modifications thereof shall remain in full force and effect until completion of the Scope of Work and approval of the same by MHDC unless otherwise terminated pursuant to the terms of the Final Contract. MHDC and Respondent may, at any time after a selection is made under this RFP and before the Scope of Work is completed, agree to extend or expand the requirements for the Strategic Affordable Housing Plan under the Final Contract to include additional services or duties, and/or to provide additional time to complete the Scope of Services, provided that all such amendments to the Final Contract must be agreed to in writing by both MHDC and Respondent. Notice Regarding Distribution of Questions and Answers NOTICE: For the purpose of transparency and in an effort to prevent any real or perceived unfair advantage, all questions or requests for additional information submitted to MHDC regarding this RFP and the corresponding answers will be published on MHDC s website or otherwise made available to all Respondents. Interviews, Discussions and Negotiations A Proposal, including any proposed personnel and any required proposal documents may be subject to negotiation by MHDC at any time. MHDC may interview none, one, some, or all of the Respondents who submit a Proposal. RFP responses may be evaluated and the award of a Final Contract may be granted with or without discussions and/or negotiations with Respondents. MHDC reserves the right to request additional information from any or all Respondents. Negotiations by MHDC will not be deemed a counteroffer or a rejection of any Proposal. Waivers MHDC may waive requirements when in the best interest of MHDC to grant the waiver. Any such waiver will be granted to any and all Respondents which are awarded a Final Contract. SECTION III. INSTRUCTIONS TO RESPONDENT A. PROPOSAL SUBMISSIONS 1. Number of Copies, Media, Cover Letter Each Respondent must submit one (1) executed hard copy of its Proposal and one (1) CD Rom and/or flash drive containing the searchable text of its Proposal in Adobe.pdf or Microsoft Word format. Exhibits may be submitted in Adobe.pdf, Microsoft Word or Microsoft Excel format. In addition, each Respondent must provide a cover letter to its Proposal containing: 1. Respondent s name and address 2. Address, , and direct telephone contact information for the Respondent s primary contact for purposes of any questions MHDC may have of Respondent, and 3. A summary of the Respondent s price proposal and timeline for performing the Scope of Work. Page 5

66 2. Delivery Instructions/MHDC Point of Contact Proposals must be delivered to MHDC, 920 Main, Suite 1400, Kansas City, MO MHDC is not responsible for failure of delivery or untimely delivery by UPS, FedEx, USPS, or other delivery or courier service. Proposals must be delivered to MHDC and received by MHDC by the deadline. Proposals must be submitted as outlined herein and will not be accepted via fax, or any other form of electronic delivery. 3. Submission of Questions All questions and requests for additional information must be submitted in writing via and should include a subject line of STRATEGIC PLAN RFP INQUIRY to tbeer@mhdc.com. NOTICE: In order to promote transparency and fairness, no verbal questions will be answered. All questions and inquiries must be in writing. 4. Deadline for Submission of Proposal Each Proposal must be clearly marked STRATEGIC HOUSING PLAN RFP PROPOSAL and must be received by MHDC at its offices at 920 Main, Suite 1400, Kansas City, Missouri no later than 2:00 PM (Central) on Thursday, January 10, Proposals received after 2:00 PM (Central) on Thursday, January 10, 2019 will be deemed ineligible and will not be accepted. No Respondent may modify or correct its Proposal at any time after the Proposal Due Date, except in direct response to a request from MHDC. 5. Extensions of Proposal Deadlines In the event the due date is extended or modified, the new date will be published on the MHDC s website 6. Anticipated Timetable RFP Release Date: December 10, 2018 Final date for submission of requests for additional information: January 3, 2019 Proposal Due Date: Thursday, January 10, 2019 at 2:00 PM (Central) Publication of MHDC selections: February, 2019 or as soon thereafter as possible SECTION IV. PROPOSAL PREPARATION A. MANDATORY PROPOSAL SECTIONS Proposal shall include, at a minimum, the following mandatory, separate sections: Cover Letter Executive Summary and Conclusions Proposed Plan for Developing a Five Year Strategic Affordable Housing Plan Qualifications and Experience References Price Proposal and Estimated time to complete Proposal of Terms, Conditions and Other Requirements Respondents are invited to include additional information or sections in the Proposal which they feel would assist MHDC in the evaluation of the proposal. Page 6

67 B. SCOPE OF SERVICES MHDC is seeking consulting and research services to identify the demand for affordable rental housing, assess the supply or availability of Quality Affordable Housing, and identify gaps between supply and demand including an in depth analysis of the gaps related to various categories as described herein. The consulting and research services must result in the development of a Strategic Affordable Housing Plan report that will include data, the results of data analyses, information designed to quantifiably rank housing unit deficiencies in quantity and quality, and alternative plan strategies to address those deficiencies. Specifically, with regard to data and analysis, MHDC is seeking quantifiable data analyses presented in such a manner that multiple cross section categories of housing gaps or deficiencies will be numerically indexed in a sortable format for the purpose of identifying and ranking the greatest gaps. With regard to the five year Strategic Affordable Housing Plan, MHDC is seeking alternative strategies to address the task of reducing housing deficiencies or gaps over a five year period by incorporating the best and highest use of limited funding resources. The Plan must include numerical data based on number of units, percentage calculations as it relates to the gap between supply and demand, and an analytical index that will numerically rank cross sections of geographic areas with Vulnerable Populations, Special Needs populations or other relevant variables such as cost effectiveness. The data, percentage calculations and indexing should be presented with current calculations upon completion of the plan, but also with projections for each year for the following four years. The Proposal should also include annual updating services for data, percentage calculations and indexing relative to changes occurring as a result of MHDC funded units being approved for construction or placed in service during the year. The Strategic Affordable Housing Plan must include comprehensive data on a county by county basis throughout the state of Missouri including an analysis of the gap between demand and supply of Quality Affordable Housing as it relates to populations and areas. The index should be developed in such a way that results in a numerically sortable ranking system of identifying the greatest gaps between the demand and supply of Quality Affordable Housing or deficiencies in housing units based on multiple variable data including, at minimum, the following variables: 1. Geographic location on a county by county basis 2. Population demographics including, at minimum, Veterans, Elderly, Disabled, Special Needs, Vulnerable Populations, and Families 3. Household income based on 30%, 50% and 60% AMI 4. Poverty and unemployment rates 5. Cost burdened households 6. Unique circumstances such as communities recovering from recent disasters, communities with unique seasonal or cyclical employment characteristics, communities with high rates of mortgage foreclosure and neighborhood decline, or communities experiencing gentrification 7. Cost effectiveness such as savings to the State through reduced expenditure of State resources (such as Medicaid or low income housing tax credits) or maintaining or increasing federal funding to the State (such as preservation and improvement of existing housing stock in order to maintain or renew federal rent subsidy resources or availability of block grants such as CDBG, disaster funding or neighborhood development funding) Page 7

68 8. Areas in current need of workforce housing 9. Proactive efficiencies such as areas with large projected future job growth needing workforce housing 10. Opportunity Areas for Family Housing 11. New construction vs. rehabilitation 12. Housing Type such as multi unit complexes, single family, or independence enabling structures Respondent must include its methodology for developing the index. MHDC participates in the State s Consolidated Plan, the purpose of which is to (i) serve as the comprehensive housing affordability strategy and community development plan for the jurisdiction submitting it and (ii) serve as the application for funding under any or all of HUD s Community Planning and Development formula grant programs (i.e. the Community Development Block Grant (CDBG), HOME Investment Partnership (HOME), Emergency Solutions Grants (ESG), Housing Trust Fund (HTF) and Housing Opportunities for Persons with Aids (HOPWA)). HUD s regulations establishing the requirements for the Consolidated Plan are set forth in 24 CFR Part 91, with which the Respondent must be familiar. Each Respondent is expected to fully review all applicable statutes and regulations applicable to the Consolidated Plan and to factor such requirements into its proposed plan and cost structure. The Strategic Affordable Housing Plan submitted pursuant to the Proposal must be produced in accordance with the requirements imposed upon MHDC under 24 CFR The requirements of this regulation which must be covered in the final Strategic Affordable Housing Plan include, but are not limited to, the following: a) All categories of persons/families specifically identified under 24 CFR (b)(1)(i) must be covered; b) All summaries required pursuant to 24 CFR (b)(1)(ii) must be provided; c) Any disproportionate needs for specific racial or ethnic groups as specifically described in 24 CFR (b)(2) must be fully addressed; d) The full nature and extent of homelessness within the State must be addressed (as specifically detailed in 24 CFR (c)); and, e) Accurate estimates of all housing supportive needs as specifically detailed in 24 CFR (d) and all lead based paint hazards as specifically detailed in 24 CFR (e). Respondent must provide data and analysis for the Analysis of Impediments to Fair Housing. This data should include an analysis of the percentage of families living below the poverty line and the percentage of households receiving public assistance (poverty index); the distance to nearest transportation stations; a review of prior and current activities associated with fair housing programs in the state; home mortgage disclosure act (HMDA) data; an evaluation of public policies and practices affecting the provisions of fair housing including but into limited to, public services, planning and zoning laws, land use regulations, community development policies and practices; and identification of existing barriers and/or impediments to fair housing within the State. The review must be conducted in accordance with existing requirements imposed by HUD for an AI Study pursuant to HUD s Fair Housing Planning Guide, and any updates to the AI Study regulations as published by HUD, located at During the course of research and development of the Strategic Affordable Housing Plan, the Respondent Page 8

69 must seek public input from public and private organizations, business stakeholders, service providers, and/or citizens of Missouri. Respondent s Proposal should include details regarding the populations or organizations from whom input will be sought as well as the method of obtaining such input. Once the Strategic Affordable Housing Plan is completed in draft form, the Respondent shall conduct public hearings in at least six (6) locations throughout the state for the purpose of seeking public comment prior to finalization of the plan. The final Strategic Affordable Housing Plan provided to MHDC should be designed to provide MHDC with clear, accurate and concise data together with conclusions and opportunities that will allow MHDC to proceed with development of affordable housing that will strengthen communities and the lives of Missourians through the financing, development and preservation of affordable housing. C. PROPOSAL DETAILS Respondents, in responding to this RFP, must provide clear and complete responses to each of the following questions and information requests. Brevity and clarity of responses will be appreciated. 1. Location and Personnel. Provide the name, address, telephone number, fax number and address of the Respondent. Identify a primary contact person regarding the response and the proposed project manager for the engagement. Identify all individuals anticipated to be involved in the preparation of the Strategic Affordable Housing Plan and the role each is expected to fill. Provide resumes for each individual so identified and/or a brief summary of each individual s qualifications to perform the work in question. To the extent students or third parties will be utilized in preparing the Strategic Affordable Housing Plan describe their roles and anticipated involvement in each project. 2. Organizational Overview and Documentation. Provide an overview of the Respondent s business entity, including legal structure, full legal name, and state of organization. Provide documentation on Respondent s business entity including organizational documents, federal employer identification number and evidence of Respondent s good standing with the State. If Respondent is an MBE/WBE, provide copies of documentation establishing certification as an MBE/WBE. If Respondent is not a certified MBE/WBE, provide information regarding the percentage of the Respondent organization owned by women and/or minorities and also provide information regarding the percentage of persons employed by the Respondent organization that are women and/or minorities. 3. Unbiased and Independent Work Statement. Provide a disclosure of any business connection or interest in specific populations or connections to affordable housing. For example, if the Respondent is a non profit organization whose mission is to eliminate homelessness of a certain population demographic, then that connection must be clearly disclosed together with a statement of how the Respondent proposes to ensure that its research and work will remain unbiased and independent. 4. Affiliations and Subcontractors. Respondent must identify and fully explain all third party agreements, joint venture arrangements, and/or relationships that will result in the provision of any services in whole or in part by outside parties, third party contractors, affiliates, or subcontractors. Respondent must provide documentation regarding the qualification and experience of all thirdparty firms as a whole, as well as for each staff member proposed to be involved in performing the Scope of Work. In addition, Respondent must clearly delineate the duties and obligations being assumed by which parties in carrying out the Scope of Work. In identifying any such parties, Respondent must include each party s full legal name, state of organization (in the case of an entity), all contact information (e.g. address, phone/fax numbers, address, primary point of Page 9

70 contact, etc.), and must indicate whether the party is an MBE/WBE and provide copies of documentation establishing that certification as an MBE/WBE. Joint ventures are required to designate a single contracting entity with the authority to negotiate, execute and bind the joint venture to any potential future contract and act as the party responsible to MHDC. 5. Ownership Details. Pursuant to the Standards of Conduct, each Proposal submitted under this RFP must disclose the name of the individual, entity and/or entities having an ownership interest in the Respondent. All entities identified in this disclosure must be reduced to their human being level irrespective of the number of entity layers which may be present for any disclosed entity. If a Respondent under this RFP is a publicly held corporation, the disclosure required under this section is limited to disclosure of the names of the members of the Respondent s board of directors, its key employees (including, but not limited to, its chief executive officer, chief financial officer and chief operating officer), and any shareholders owning or controlling ten percent (10%) or more of the corporation. Questions regarding these requirements may be directed to the Commission s General Counsel, Katherine Jeter Boldt, by phone at or at kjeterboldt@mhdc.com. 6. Undocumented Workers. Pursuant to Mo. Rev. Stat , any Respondent selected pursuant to this RFP must provide MHDC with an affidavit stating that the institution does not employ any person who is an unauthorized alien in conjunction with the contracted services, and that the Respondent is enrolled and participates, or who will enroll and participate, in a federal work authorization program with respect to the employees working in connection with the contracted services. A copy of the requisite affidavit is attached hereto as Exhibit A, an original of which must be signed, acknowledged and submitted by each Respondent as part of its Proposal submitted under this RFP. Prior to execution of any agreement contemplated herein, the Respondent selected under this RFP will be required to provide evidence of participation in a federal work authorization program. Additionally, in the event Respondent is utilizing any third party to carry out a portion of the Scope of Work (whether via a sub contract arrangement, joint venture agreement, or otherwise) then each third party entity must also provide an affidavit to MHDC in the form attached hereto, as well as proof of that entity s enrollment and participation in a federal work authorization program and these workforce requirements must be contained in any agreement between the Respondent and said thirdparty. Questions regarding this requirement may be directed to the Commission s General Counsel, Katherine Jeter Boldt, by phone at or at kjeterboldt@mhdc.com. In your proposal, please indicate whether your firm is currently enrolled and participating in a federal work authorization program such as E Verify. If another entity is enrolled in a federal work authorization program such as E Verify on behalf of Respondent, then Respondent must explain the relationship and submit a WEP Affidavit for the entity that is actually enrolled in the federal work authorization program. 7. Authorization to Do Business in Missouri. Respondent should explain its authorization to do business in Missouri and include a copy of relevant public documents, such as a Missouri certificate of good standing, a foreign business registration, a fictitious name filing, or a copy of filed organizational documents. In the event the Respondent is not currently authorized to do business in Missouri, include Respondent s proposed method and timeline for gaining authorization. 8. Scope of Services. Respondent must describe how it will fulfill all requirements and expectations set forth in the Scope of Services, including the processes and procedures it will use to accomplish all tasks required under this RFP. The responses should be as detailed as possible in addressing how all services are to be provided. Page 10

71 9. Institutional Resources. Identify all resources being made available to MHDC by Respondent for the purposes of completing the Scope of Work. 10. MHDC Experience. Describe the Respondent s historical experience in working with or serving MHDC, including descriptions of work previously performed for MHDC. 11. Related Experience. Describe the Respondent s experience in working with other state or federal governmental entities in carrying out tasks similar in nature to preparation of a Strategic Affordable Housing Plan to be conducted under this RFP. 12. Related Qualifications and Knowledge. Describe Respondent s experience and familiarity with HUD s regulations and requirements for development of AI and Consolidated Plans. 13. References. Respondent must provide MHDC with a minimum of two (2) references from entities for which Respondent has performed research and/or consulting work in the past. 14. Other Information. Detail and discuss any other information not specifically covered or requested by this RFP which Respondent requests MHDC s consideration in selection a Proposal. D. STRUCTURE OF PROPOSALS Each Respondent is required to submit a complete Proposal and attest to the accuracy and completeness of its Proposal(s). In all respects, the Respondent must comply with the instructions, formats and stipulations of this RFP including proper submission, proper format, meeting deadlines, inclusion and presentation of pricing information, and the terms and conditions of the proposed Final Contract. MHDC desires to consider Proposal(s) in a consistent and easily comparable format as established in this RFP. Proposal(s) not organized as set forth in this RFP may, at MHDC s discretion, be considered unresponsive. Do not refer to other parts of your Proposal in lieu of answering a specific question. Do not provide references to filings or forms publicly available in lieu of providing specific information in the Proposal. Each Proposal must include a letter ( Certification Letter ) signed by an authorized representative of the Respondent certifying that: 1. The person executing the letter is authorized execute the Proposal and the Final Contract, on behalf of the Respondent; and 2. The Proposal is a firm offer which will remain valid for a minimum period of one hundred twenty (120) days; and 3. All information in the Proposal is true and correct to the best of his or her knowledge; and 4. No owner, principal or employee of the Respondent gave or will give anything of monetary value including a promise of future employment to an MHDC employee or Commissioner, or a relative of an MHDC employee or Commissioner, in an attempt to influence any decision to award a Final Contract or to influence the decision to modify or negotiate any term contained in any such Final Contract; and 5. No elected or appointed official or employee of the Commission is financially interested, directly or indirectly, in the performance of the Scope of Work; and 6. Respondent will fully comply with the provisions of RSMo Chapter 105 addressing Conflicts of Interests; and Page 11

72 7. Respondent will fully comply with the provisions of RSMo Chapter 130 addressing Campaign Finance Disclosure Laws; and 8. Respondents will fully comply with MHDC s Standards of Conduct. Proposal(s) must contain all sections required under Section IV.A. of this RFP and should be organized in the same manner as the individual information requested in Section IV.C. Responses to each numbered question shall be labeled and submitted on a separate page (e.g. answers to Question 1 should begin on a separate page from the response to Question 2). Exhibits containing additional information may be attached to provide a more detailed response to a question, but only if clearly identifiable as a response to a specific question. MHDC may deem any Proposal failing to meet all of these requirements to be unresponsive, resulting in elimination of the Proposal from consideration. E. EVALUATION CRITERIA Each Proposal will be evaluated on a variety of factors, including, but not limited to, the following (in no particular order): 1. Experience and expertise of the Respondent and the specific personnel to be assigned to development of the Strategic Affordable Housing Plan; 2. Relevant experience conducting similar research or providing consulting with other state or federal governmental entities; 3. The location, extent and capabilities of the Respondent s offices and number of employees in the State; 4. Participation by a public or private university or college as a party conducting the research and preparation of data; 5. Respondent s ability and willingness to carry out the full Scope of Work and demonstrated understanding of the federal and State statutory and all applicable regulatory requirements associated with a Consolidated Plan; 6. Innovative ideas or suggestions reflected in the Respondent s Proposal; 7. MHDC s prior experience, if any, in working with the Respondent and any other factors the MHDC believes would be in its best interest to consider; 8. Respondent s proposed fees and charges for performing the full Scope of Work; 9. Respondent s ability to meet MHDC s desired timelines specified in this RFP; 10. Respondent s inclusion of the participation of minorities and women, including Respondent s employees and/or any participation with one or more MBE/WBEs; and, 11. Overall level of professionalism displayed in the Respondent s Proposal. F. PRICE PROPOSAL Provide a price proposal that delineates the following costs: 1. Total fees Respondent intends to charge for completing the Scope of Work including an itemization of fees to be charged for the initial research and development of the Strategic Affordable Housing Plan and the fees to be charged for the annual updates for four years following completion of the plan, and Page 12

73 2. Itemization of any expenses or other charges (including any reimbursable costs) which Respondent anticipates will be charged separate from the fees covered by 1 above along with a proposed cap on such additional charges. Page 13

74 Workforce Eligibility Affidavit State of ) ) ss County of ) The undersigned does, by his/her oath solemnly swear and affirm that he/she is the [title] of [Company Name], and as such officer or agent of such entity he/she is duly authorized to make this affidavit on behalf of said entity. On behalf of such entity and pursuant to the authority recited herein, the undersigned does further solemnly swear and affirm and that [Company Name]: CHECK ONE: 1. Is enrolled and actively using the E Verify system, 2. Does not knowingly employ any person who is an unauthorized alien, and 3. Certifies that all its employees are lawfully present in the United States; OR 1. Is not an employer and does not have any employees, 2. Certifies that any independent contractor and subcontractors of such independent contractor paid for labor performed in connection with the above named MHDC development are properly classified as independent contractors and should not be classified as employees, 3. Certifies that any independent contractor and subcontractors of such independent contractor paid for labor performed in connection with the above named MHDC development are not unauthorized aliens and are lawfully present in the United States, 4. Certifies that if, at any time, it does employ any employees, it will immediately enroll and begin actively using the E Verify system and will not knowingly employ any person who is an unauthorized alien and that all such employees it does hire will be lawfully present in the United States. The undersigned affirms, under penalty of perjury, that all statements made herein are true and correct. [Company Name], a, By: Print Name: Print Title: Subscribed and sworn to before me this day of, 201. Notary Public (SEAL) EXHIBIT A form MHDC 2507 Rev. 09/2010

75 4) Report of Staff f. FY2018 Round Two NOFA for federal 4% Low Income Housing Tax Credits

76