Senate Bill S5674

                             
                     S T A T E   O F   N E W   Y O R K
 ________________________________________________________________________
 
                                   5674
 
                        2025-2026 Regular Sessions
 
                             I N  S E N A T E
 
                             February 27, 2025
                                ___________
 
 Introduced  by  Sens. CLEARE, BRISPORT, COONEY, GONZALEZ, HINCHEY, HOYL-
   MAN-SIGAL, JACKSON, MAYER, MYRIE, RIVERA, SALAZAR, SANDERS,  SEPULVEDA
   -- read twice and ordered printed, and when printed to be committed to
   the Committee on Finance
 
 AN  ACT  in  relation  to  creating a public benefit corporation for the
   construction, acquisition, and rehabilitation of permanently  afforda-
   ble housing; and making an appropriation therefor
 
   THE  PEOPLE OF THE STATE OF NEW YORK, REPRESENTED IN SENATE AND ASSEM-
 BLY, DO ENACT AS FOLLOWS:
 
   Section 1. Short title. This act shall be known and may  be  cited  as
 the "permanently affordable social housing for New Yorkers act".
   §  2.  Legislative  findings and declaration; statement of policy. The
 legislature hereby finds and declares that safe, sanitary, plentiful and
 affordable housing accommodations are necessary for the  public  health,
 general welfare, and economy of the state. The legislature further finds
 and declares that a shortage of available affordable housing in communi-
 ties  across New York undermines the economy of the state as a whole and
 that a state program to leverage  private,  local,  state,  and  federal
 funds to build new, high-quality housing for working families is desper-
 ately  needed  in  order  to cure the shortfall in supply created by the
 private market.
   Whereas the legislature has  previously  authorized  the  creation  of
 transportation  authorities,  port  authorities,  and  water  and  sewer
 authorities,  among  others,  to  manage  the  construction,  operation,
 financing,  and improvement of various forms of state infrastructure and
 public services, and to insulate the provision of such services  to  New
 Yorkers  from both the vicissitudes of political administrations and the
 greed of private ownership; and whereas social housing, being permanent-
 ly affordable and democratically controlled, represents a  superior  and
 more  economical  form of housing provision when compared to alternative
 methods of housing subsidy; and whereas prior forms  of  social  housing
 
  EXPLANATION--Matter in ITALICS (underscored) is new; matter in brackets
                       [ ] is old law to be omitted.
                                                            LBD10340-01-5
              

 S. 5674                             2
 
 sponsored  by  the legislature, including the creation of limited equity
 cooperatives and the Mitchell-Lama  program,  have  been  successful  in
 creating  and preserving high-quality, affordable housing for New York's
 residents;  and  whereas  many areas of the state suffer from housing in
 dire need of rehabilitation and  retrofitting;  and  whereas  the  state
 continues  to present the possibility of freedom and economic livelihood
 to individuals displaced from distant lands by climate change,  geopoli-
 tics,  and forces of history; the legislature further finds and declares
 the necessity of creating a durable and scalable program for the ongoing
 construction, rehabilitation and maintenance of  permanently  affordable
 housing  statewide  through the creation of a new state authority tasked
 with such purpose.
   It shall be the policy of the state to encourage the construction  and
 maintenance  of permanently affordable, democratically controlled, high-
 quality housing statewide through the creation of a new state  authority
 charged  with such responsibility.  The policy of the state, in creating
 such an authority and program, shall be to combine all available sources
 of  funding  whenever  possible  and  direct  subsidies   towards   both
 construction  and  acquisition,  in  which  the  authority  through  its
 stewardship may hold such subsidy permanently in trust.   The policy  of
 the  state  shall  further be to create such authority with a vision for
 governance that empowers its residents to participate  in  decision-mak-
 ing,  creates  a  sense of shared responsibility and public stewardship,
 and generates a positive feedback cycle for the authority in the  imple-
 mentation  and  modification  of  policies. Besides the promotion of new
 construction, the policy of the state shall further be  to  promote  the
 preservation  of  existing  affordable housing through the conversion of
 private housing to social housing models, under the stewardship  of  the
 authority,  through  acquisitions  made  by the authority in partnership
 with tenants, wherever tenants of a  building  shall  seek  to  purchase
 their  building  at a fair market value from its owner. In creating this
 authority, the policy of the state shall  further  be  to  minimize  the
 number of New Yorkers who suffer to sleep outside or in shelters without
 a  permanent  residence  through the allocation of units to homeless New
 Yorkers; to provide high-quality housing  at  affordable  rates  to  New
 Yorkers  at extremely low, very low, and low income levels who otherwise
 are unable to find high-quality or affordable  housing  in  the  private
 market;  to  deepen  the  role of government in the stabilization of the
 housing  market  and  the  role  of   government   in   sponsoring   new
 construction;  and  to  deepen the proactive involvement of the state in
 urban planning, collaboration  with  local  governments,  agencies,  and
 residents, and innovation in housing design and construction.
   §  3.  Definitions.  For  the  purposes  of this act, unless otherwise
 expressly stated or the context or subject  matter  otherwise  requires,
 the following terms shall have the following meanings:
   1.  "Alternative project delivery contract" means any project delivery
 method  authorized  by  this  act, including construction manager build,
 construction manager at risk, and design-build, pursuant to which one or
 more contracts for the provision of design  or  construction  management
 and  construction  services  are awarded pursuant to an open and compet-
 itive method of procurement, as specified in  section  fifteen  of  this
 act.
   2.  "Area  median  income"  and "fair market rent" shall have the same
 meaning as such terms are  defined  by  the  secretary  of  the  federal
 department of housing and urban development.
 S. 5674                             3
 
   3. "Best value" means the basis for awarding contracts for services to
 a  proposer  that  optimizes  quality,  cost  and  efficiency, price and
 performance criteria, and which may include, but is not limited to:
   a. the quality of the proposer's performance on previous projects;
   b. the timeliness of the proposer's performance on previous projects;
   c.  the level of customer satisfaction with the proposer's performance
 on previous projects;
   d. the proposer's record of performing previous projects on budget and
 ability to minimize cost overruns;
   e. the proposer's ability to limit change orders;
   f. the proposer's ability to prepare appropriate project plans;
   g. the proposer's technical capacities;
   h. the individual qualifications of the proposer's key personnel;
   i. the proposer's ability to assess and manage risk and minimize  risk
 impact;
   j. the proposer's financial capability;
   k.  the  proposer's  ability  to  comply with applicable requirements,
 including the provisions of articles one hundred forty-five, one hundred
 forty-seven and one hundred forty-eight of the education law;
   l. the proposer's past record of compliance with federal  laws,  state
 and  local  laws,  rules  and regulations, licensing requirements, where
 applicable, and executive orders, including, but not limited to, section
 three of the federal housing  and  urban  development  act  of  nineteen
 hundred  sixty-eight,  as  amended,  or any successor provision, chapter
 seventy-nine of the  New  York  city  charter,  as  applicable,  article
 fifteen-A  of the executive law and any other applicable laws concerning
 minority- and women-owned business enterprise participation,  the  labor
 law, and any other applicable labor and prevailing wage laws;
   m.  the  proposer's record of complying with existing labor standards,
 maintaining harmonious labor relations, protecting the health and safety
 of workers, and payment of prevailing wages in accordance  with  article
 eight of the labor law;
   n.  a  quantitative  factor to be used in evaluation of bids or offers
 for awarding of contracts for bidders or offerors that are certified  as
 minority-  or  women-owned  business  enterprises  pursuant  to  article
 fifteen-A of the executive law or certified pursuant to section thirteen
 hundred four of the New York city charter as  minority-  or  women-owned
 business  enterprises,  or where the bidder is a joint venture including
 at least one such certified firm. Where  the  corporation  identifies  a
 quantitative  factor  pursuant  to this paragraph, the corporation shall
 specify that businesses certified as minority- or  women-owned  business
 enterprises  pursuant  to article fifteen-A of the executive law as well
 as those certified as  minority-  or  women-owned  business  enterprises
 pursuant  to section thirteen hundred four of the New York city charter,
 or joint ventures including at least one such certified firm, are eligi-
 ble to qualify for such factor.  Nothing  in  this  paragraph  shall  be
 construed  to  require that such businesses be concurrently certified as
 minority- or women-owned business enterprises  under  such  article  and
 such section to qualify for such quantitative factor; and
   o.  a  quantitative  factor to be used in evaluation of bids or offers
 for awarding of contracts for bidders or offerors that provide  economic
 opportunities  for  low  and  very low-income persons in accordance with
 section three of the federal housing and urban development act of  nine-
 teen hundred sixty-eight, as amended, or chapter seventy-nine of the New
 York  city  charter,  as  applicable, or any successor provision.   Such
 S. 5674                             4
 
 basis shall reflect, wherever possible, objective and quantifiable anal-
 ysis.
   4. "Board" means the board of the corporation.
   5. "Bonds" and "notes" mean the bonds and notes respectively issued by
 the corporation.
   6. "Clearinghouse" means the website and processes created pursuant to
 section eight of this act.
   7. "Civic project" means a project or that portion of a project desig-
 nated  and  intended  for the purpose of providing facilities for educa-
 tional, cultural, recreational, community, or other civic purposes.
   8. "Comptroller" means the comptroller of the state.
   9. "Construction manager build" means a project delivery method where-
 by a construction manager, following a declaration of a disaster by  the
 governor or state of emergency by the mayor pursuant to article two-B of
 the  executive  law  or chapter one of title three of the administrative
 code of the city of New York, or following an independent cost  estimate
 and  a concurrence by the corporation that construction work is required
 at a residential project to remedy  defects  to  bring  the  residential
 project into decent, safe, and sanitary condition:
   a.  serves  as  part  of  a  team in conjunction with the owner in the
 design phase of the project;
   b. under the oversight of the owner, acts  as  the  single  source  of
 responsibility  to bid, select and hold construction contracts on behalf
 of the owner during the construction phase; and
   c. manages the construction project on behalf of the owner.
   10. "Construction manager at risk" means  a  project  delivery  method
 whereby a construction manager:
   a.  serves  as  part  of  a  team in conjunction with the owner in the
 design phase of the project;
   b. during the construction  phase,  acts  as  general  contractor  for
 agreed  upon  compensation  as  set forth in the construction manager at
 risk agreement; and
   c. assumes the risk of construction costs exceeding an  amount  speci-
 fied in the construction manager at risk agreement.
   11.  "Corporation" means the New York state social housing development
 authority created by section four of this act.
   12. "Cost plus" means  compensating  a  contractor  for  the  cost  to
 complete a contract by reimbursing actual costs for labor, equipment and
 materials plus an additional amount for overhead and profit.
   13.  "Design-build" means a project delivery method for the design and
 construction of a project with a single entity,  which  may  be  a  team
 composed of separate entities.
   14. "Distressed" means, with respect to an asset that: (i) the obligor
 thereof  is  subject  to a bankruptcy, insolvency, liquidation, or other
 similar action or proceeding; (ii) the obligor  thereof  has  failed  to
 make  any  payment  of  principal or interest with respect to such asset
 when due (whether at scheduled maturity or any accelerated date of matu-
 rity or any other date fixed for payment or prepayment thereof or other-
 wise) beyond any period of grace provided with  respect  thereto;  (iii)
 such  asset  is classified by the lender as "non-performing" pursuant to
 generally accepted accounting principles; (iv) such asset is in a  phys-
 ically  distressed condition, as shall be defined by the corporation; or
 (v) such asset is under lien for unpaid municipal arrears.
   15. "Energy efficiency and housing quality standards" means  standards
 promulgated  by  the corporation, which shall specify minimum energy and
 water efficiency requirements for residential real  property  under  the
 S. 5674                             5
 
 control of the corporation, in addition to other health and safety stan-
 dards  identified  in  this act or by the corporation through subsequent
 regulation.
   16.  "Environmental  hazard  and  housing  quality retrofit" means the
 process by which the corporation shall bring a building or property into
 compliance with the corporation's energy efficiency and housing  quality
 standards.    Environmental  hazard  and housing quality retrofits shall
 proceed as expeditiously as necessary to ensure the safety and  well-be-
 ing  of occupants, provided that they may occur in stages and upon time-
 lines that the corporation deems convenient. Such retrofit may  include,
 without limitation:
   a.  Replacing or upgrading, as the case may be, appliances, equipment,
 and appurtenances thereto, which have reached the end  of  their  useful
 lives or where such replacement or upgrade would help such property meet
 the corporation's energy efficiency and housing quality standards;
   b. Weatherization;
   c.  Remediation  of  any and all environmental hazards present in such
 building or upon such property, including pests, mold,  asbestos,  lead,
 or  any  other  harmful  contaminants, as well as brownfield remediation
 when necessary;
   d. Upgrading of a building's accessibility for individuals with  disa-
 bilities; and
   e.  Curing  of any and all other existing violations of building codes
 or other applicable health and safety standards.
   17. "Excess cash flow" means surplus funds derived from the  rents  or
 other  income  of  a  project  after  all  annual operating costs of the
 project have  been  paid,  including  its  maintenance  and  operations,
 management fees, debt service, and reserve contributions.
   18.  "Ground lease" means the written instrument pursuant to which the
 corporation transfers to another  party  its  leasehold  interest  in  a
 project and ancillary personal property.
   19.  "Housing  company"  means  a  company  organized  pursuant to the
 provisions of article two,  four,  or  eleven  of  the  private  housing
 finance law.
   20. "Land use improvement project" means a plan or undertaking for the
 clearance, replanning, reconstruction, or rehabilitation or any combina-
 tion of these and other methods, of an underdeveloped or unsanitary area
 or  property,  including sites designated as brownfields or which other-
 wise may pose environmental risks to public health in  need  of  remedi-
 ation,  for the purpose of creating a permanently affordable residential
 project.
   21. "Local governing body" means  the  board  of  supervisors,  county
 legislature,  board  of aldermen, common council, commission, city coun-
 cil, or other elective governing board or body now or  hereafter  vested
 by  state  statute,  charter, or other law with jurisdiction to initiate
 and adopt other local laws whether or not such local laws or  ordinances
 require  the  approval  of the elective chief executive officer or other
 official or body to become effective.
   22. "Mixed-use" means a designation for a project  and  real  property
 within  or  upon  which  a  residential  project exists in addition to a
 project designated for commercial purpose or use, which for the purposes
 of this act shall mean the buying, selling, or other provision of  goods
 and services, or other lawful business or commercial activities.
   23. "Municipality" means any county, city, town, or village.
   24.  "Permanently  affordable"  means  a designation for a residential
 project, the affordability of which is preserved through  the  inclusion
 S. 5674                             6
 
 of  an affordability covenant in the deed to such land and, where appli-
 cable, any ground lease to the improvements on such land. Such  afforda-
 bility  covenant shall limit the profit that may be taken on the sale or
 resale  of  leasehold  interests to such residential project or any part
 thereof or dwelling unit therein and the shares, stock, or equity of any
 corporations holding a leasehold interest in such  project,  where  such
 shares  include or represent a possessory interest to a dwelling unit in
 such project, to a rate of two percent per annum compounded annually.
   25. "Project" means a specific work or  improvement  including  lands,
 buildings,  improvements,  real  and personal properties or any interest
 therein, acquired, owned, constructed, reconstructed,  rehabilitated  or
 improved by the corporation or any subsidiary thereof, including a resi-
 dential  project, a land use improvement project, or a civil project, or
 any combination thereof.  The term "project" or any variation thereof as
 used herein shall include entire projects, or any portion of a project.
   26. "Project cost" means the sum total of all costs  incurred  by  the
 corporation in carrying out all works and undertakings, which the corpo-
 ration  deems reasonable and necessary for the development of a project.
 Project costs shall include, but are not  necessarily  limited  to,  the
 costs  of  all  necessary  studies,  surveys,  plans and specifications,
 architectural, engineering or other  special  services,  acquisition  of
 land  and  any  buildings  thereon,  site  preparation  and development,
 construction, reconstruction, rehabilitation, improvement and the acqui-
 sition of such machinery and equipment as may  be  deemed  necessary  in
 connection therewith (other than raw materials, work in process or stock
 in  trade);  the  necessary  expenses  incurred  in  connection with the
 initial occupancy of the project, an allocable portion of  the  adminis-
 trative and operating expenses of the corporation, the cost of financing
 the  project, including interest on bonds and notes issued by the corpo-
 ration to finance the project from the date thereof to the date when the
 corporation shall determine that the  project  be  deemed  substantially
 occupied,  and the cost of such other items, including any indemnity and
 surety bonds and payments on insurance, legal fees, fees and expenses of
 trustees, depositories and paying agents for the bonds and notes  issued
 by  the  corporation, and relocation costs, all as the corporation shall
 deem necessary.
   27. "Project labor agreement" shall have the same meaning as described
 in section two hundred twenty-two of the labor law.
   28. "Real property" means lands, structures, franchises and  interests
 in  land,  including lands under water and riparian rights, space rights
 and air rights and any and all other things and rights usually  included
 within  such term. Real property shall also mean and include any and all
 interests in such property less than  full  title,  such  as  easements,
 incorporeal  hereditaments and every estate, interest or right, legal or
 equitable, including terms for years and liens thereon by way  of  judg-
 ments,  mortgages or otherwise, and also all claims for damages for such
 real estate.
   29. "Resident" means a person whose  lawful  primary  residence  is  a
 dwelling unit in any residential project or real property owned, leased,
 or managed by the corporation.
   30.  "Residential  project"  means  a  project or that portion thereof
 designed and intended for the  purpose  of  providing  housing  accommo-
 dations and such facilities as may be incidental or appurtenant thereto.
   31.  "Senior household" means a household in which at least one member
 is a person sixty-two years of age or older and whose  household  income
 is sixty percent or less of the area median income.
 S. 5674                             7
 
   32.  "Short-sale"  means a sale of a residential real property that is
 subject to a mortgage, deed, trust,  or  other  security  interest  that
 secures a residential mortgage loan that: (i) will result in proceeds in
 an  amount that is less than the remaining amount due under the mortgage
 loan;  and  (ii) requires authorization by any securitization vehicle or
 other investment vehicle or holder of the mortgage loan, or the servicer
 acting on behalf of such a vehicle or holder.
   33. "Special purpose housing" means a residential project  constructed
 for  the  purpose of providing affordable or subsidized housing accommo-
 dations on an expedited schedule at the request of a state agency, local
 government, or the governor.  The delivery of  special  purpose  housing
 may  be  exempted  at the discretion of the board from certain community
 feedback processes established by the corporation for  the  construction
 or  approval  of  other  residential projects. The delivery of a special
 purpose housing project shall be  contingent  upon  the  negotiation  of
 partial  or total funding and financing agreements with local, state, or
 federal authorities.
   34. "State" means the state of New York.
   35. "State agency" means any office,  department,  board,  commission,
 bureau,  division, public corporation, agency, or instrumentality of the
 state.
   36. "Subsidiary"  means  a  corporation  created  in  accordance  with
 section eighteen of this act.
   37. "Underdeveloped" means a real property or part thereof whose high-
 est  and  best  use,  as determined at the sole discretion of the corpo-
 ration, is as a permanently  affordable  residential  project  or  civic
 project  which,  after  a  comprehensive  review of any relevant factors
 undertaken by the corporation, the corporation finds  is  not  currently
 employed  in  its  highest and best use and can feasibly be converted to
 such use by the corporation.
   38. "Voting process" means the democratic process whereby residents of
 a residential project shall make decisions affecting the  governance  or
 management of such residential project through a popular election facil-
 itated  and  certified by the corporation, which process shall be deter-
 mined as a matter of regulation by the corporation.
   39. "Weatherization" means without limitation all improvements  neces-
 sary  to  protect  a home from the elements and improve the energy effi-
 ciency of heating and cooling systems, such as: sealing bypasses and air
 ducts; installing or replacing  dampers  in  exhaust  ducts;  protecting
 pipes from corrosion and freezing; installing footing drains, foundation
 waterproofing membranes, interior perimeter drains, sump pumps, gutters,
 downspout  extensions,  downward-sloping grading, French drains, swales,
 and other appurtenances to protect a building from  both  surface  water
 and groundwater; providing proper ventilation to unconditioned spaces to
 protect a building from the effects of condensation; installing, replac-
 ing, or upgrading roofing, building wrap, siding, flashing, skylights or
 solar  tubes; installing, upgrading, or replacing insulation; installing
 storm doors and storm windows; replacing drafty doors with tightly seal-
 ing, foam-core doors; retrofitting older windows with a stop or  parting
 bead  across  the  sill;  or  replacing  older  windows with low-energy,
 double-glazed windows.
   § 4. New York State social housing development authority. 1. There  is
 hereby  created the New York state social housing development authority.
 The authority shall be a corporate governmental  agency  of  the  state,
 constituting a political subdivision and public benefit corporation.
 S. 5674                             8
 
   2. The corporation shall have a duty to increase the supply of afford-
 able housing in the state through the acquisition of land and renovation
 or   rehabilitation   of   existing   real  property,  and  through  the
 construction of new, permanently  affordable  housing.  The  residential
 projects  under  the  management  or  control  of the corporation or its
 subsidiaries shall be and forever  remain  permanently  affordable.  The
 corporation shall take all actions necessary or convenient to ensure the
 high  quality  of  residential  real  property  under  its management or
 control as well as the maintenance  and  improvement  of  conditions  or
 abatement of nuisances therein.
   3.  The  membership of the corporation shall consist of a board with a
 size of nine members. The corporation shall be governed and  its  powers
 shall  be  exercised by such board.  The board shall establish rules and
 requirements relative to the attendance and participation of members  in
 its  meetings,  regular  or  special,  and shall meet in regular session
 according to a schedule adopted by the board, at  a  frequency  no  less
 often  than  once  per  month,  and  also may meet in special session as
 convened by the chair or upon written notice signed by a majority of the
 sitting members. The board shall elect annually from among its members a
 chair, vice-chair, treasurer, and other officers as the board may deter-
 mine and shall establish their duties as may be regulated by  the  rules
 of the board.
   a.  The first five members shall be appointed in the following manner.
 Three members shall be appointed by the governor by and with the  advice
 and  consent of the senate.  The commissioner of the department of hous-
 ing and community renewal and the commissioner of the office  of  tempo-
 rary and disability assistance shall have ex officio seats on the board.
 Of the members appointed by the governor:
   (i) One shall represent the interests of employee organizations in the
 state;
   (ii)  One  shall  represent  the interests of affordable housing advo-
 cates, community land trusts, or homeless New Yorkers in the state; and
   (iii) One shall have professional or technical expertise in  architec-
 ture,  affordable housing construction and financing, urban planning, or
 engineering.
   b. The remaining  four  members  shall  be  residents  of  residential
 projects  owned  or  managed by the corporation, who shall be elected by
 the residents of such residential  projects  owned  or  managed  by  the
 corporation.
   c.  The  members  of the board shall receive no compensation for their
 services but shall be entitled to receive  their  actual  and  necessary
 expenses  incurred  in  the  performance  of their duties. Except for ex
 officio board members, any member of the board may  be  removed  by  the
 governor for cause, after an opportunity to be heard in their defense. A
 majority  of  the  members  of the board, not including vacancies, shall
 constitute a quorum for the transaction of any business or the  exercise
 of  any power or function of the corporation.  The corporation may dele-
 gate to one or more of its members, or its officers, agents and  employ-
 ees, such powers and duties as it may deem proper.
   d.  Except  for  the ex officio board members, no member of the board,
 besides possession of  a  primary  residence  or  a  share  representing
 possession  in part or whole thereof, may own, nor profit from, any real
 property or share thereof, directly or  indirectly;  provided,  however,
 that  beneficial  ownership in any real property besides a primary resi-
 dence may be placed in a blind trust for  the  duration  of  a  member's
 tenure  on  the  board. A member's term on the board may not begin until
 S. 5674                             9
 
 such member's economic or legal interests,  if  any,  in  real  property
 located  in  New  York state besides a primary residence shall have been
 placed in a blind trust.   Legal expenses incurred by  the  creation  or
 administration  of  a blind trust for a member of the board necessary to
 comply with the requirements of this subdivision may  be  reimbursed  by
 the  corporation  upon  the  submission of receipts associated with such
 expenses to the board and the board's  approval  of  such  reimbursement
 request, which shall be made in writing and subject to disclosure pursu-
 ant to article six of the public officers law.
   e.  The  chair  of the board, or the president of the corporation, may
 request and  receive  from  any  department,  division,  board,  bureau,
 commission  or  other  agency  of the state or any political subdivision
 thereof or any public authority such assistance, information and data as
 shall enable the corporation or the board  properly  to  carry  out  its
 functions, powers and duties.
   f. The board shall appoint the president of the corporation, who shall
 be its executive officer, upon advice and consent of the senate, and may
 also  appoint  a  secretary, counsel and legal staff, technical experts,
 and such other agents and employees, permanent or temporary, as  it  may
 determine  necessary,  prescribe  their  powers  and  duties,  fix their
 compensation and provide for  reimbursement  of  their  expenses  within
 amounts appropriated therefor. The board may, from time to time, create,
 abolish,  transfer  and  consolidate  bureaus and other units within the
 corporation or the board not expressly established  by  law  as  it  may
 determine  necessary  for  the efficient operation of the corporation or
 the board.
   g. The corporation and its corporate existence  shall  continue  until
 terminated  by  law, consistent with the requirements of section twenty-
 two of this act; provided, however, that no such law shall  take  effect
 so long as the corporation shall have bonds, notes and other obligations
 outstanding,  unless  adequate  provision  has been made for the payment
 thereof in the documents securing the same.
   h. Upon termination of the existence of the  corporation,  its  rights
 and properties shall pass to and be vested in the state.
   i. Except for the ex officio board members, members of the board shall
 hold  office  for terms of five years; provided that of the nine members
 first appointed, three shall serve for a term of two years, three  shall
 serve for a term of three years and three shall serve for a term of five
 years  commencing  January  first  next succeeding their appointment. No
 member shall serve for more than ten years. Any member chosen to fill  a
 vacancy  created other than by expiration of term shall be appointed for
 the unexpired term of the member whom they are to  succeed.    Vacancies
 caused  by  expiration  of term or otherwise shall be filled in the same
 manner as original appointments. With the exception of any seat  belong-
 ing  to residents, if a seat on the board is vacant for a period exceed-
 ing ninety days, the members of the board may temporarily fill such seat
 with a person chosen by a majority of the board.
   j. Any public officer shall be eligible to serve as a board member and
 the acceptance of the appointment shall  neither  terminate  nor  impair
 such public office.
   k. Meetings of the board shall be subject to the requirements of arti-
 cle  seven of the public officers law. Each member of the board shall be
 considered a public officer for the purposes of  sections  seventy-three
 and  seventy-four  of  the  public officers law and shall file financial
 disclosures and oaths of office pursuant to such law.
 S. 5674                            10
 
   l. Members of the board shall not be personally liable on the bonds or
 other obligations of the corporation and the rights of  creditors  shall
 be solely against the corporation.
   m. The corporation shall hold elections at its residential projects to
 fill  the four seats on the board belonging to residents commencing four
 years after the establishment of voting processes applicable to residen-
 tial projects owned by the corporation.
   § 5. Powers of the corporation. 1. To sue and be sued.
   2. To have a seal and alter the same at its pleasure.
   3. To make and execute contracts and all other  instruments  necessary
 or  convenient  for  the exercise of its powers and functions under this
 act.
   4. To make and alter by-laws for its organization and internal manage-
 ment and, subject to agreements with noteholders or bondholders, to make
 rules and regulations with respect to its projects, operations,  proper-
 ties and facilities, which rules and regulations shall be filed with the
 department of state in the manner provided by section one hundred two of
 the executive law.
   5. To acquire, hold and dispose of personal property for its corporate
 purposes.
   6.  To  appoint officers, agents and employees, prescribe their duties
 and qualifications and fix their compensation.
   7. To acquire or contract to acquire from  any  person,  firm,  corpo-
 ration,  municipality,  federal  or  state  agency,  by grant, purchase,
 condemnation or otherwise, leaseholds, real, personal or mixed  property
 or  any interest therein; to own, hold, clear, improve and rehabilitate,
 and to sell, assign, exchange, transfer,  convey,  lease,  mortgage,  or
 otherwise dispose of or encumber the same.
   8.  To exercise the power of eminent domain for the acquisition of any
 vacant property whose acquisition shall be  reasonably  related  to  the
 completion of a project approved by the corporation.
   9. To acquire, construct, reconstruct, rehabilitate, improve, alter or
 repair  or  provide  for  the construction, reconstruction, improvement,
 alteration or repair of any project.
   10. To arrange or contract  with  a  municipality  for  the  planning,
 replanning,  opening,  grading  or  closing of streets, roads, roadways,
 alleys or other places, or for the furnishing of facilities or  for  the
 acquisition  by a municipality of property or property rights or for the
 furnishing of property or services in connection with a project.
   11. To sell, lease, assign, transfer, convey, exchange,  mortgage,  or
 otherwise  dispose  of  or  encumber any project, and in the case of the
 sale of any project, to accept a purchase money mortgage  in  connection
 therewith;  and  to  lease, repurchase or otherwise acquire and hold any
 project which the corporation has theretofore sold, leased or  otherwise
 conveyed, transferred or disposed of.
   12.  To  grant  options to purchase any project or to renew any leases
 entered into by it in connection with any of its projects, on such terms
 and conditions as it may deem advisable.
   13. To prepare or cause to be prepared plans, specifications,  designs
 and  estimates  of  cost for the construction, reconstruction, rehabili-
 tation, improvement, alteration or repair of any project, and from  time
 to time to modify such plans, specifications, designs or estimates.
   14.  To manage any project, whether then owned or leased by the corpo-
 ration, and to enter into agreements with the state or any  municipality
 or  any  agency  or  instrumentality  thereof, or with any person, firm,
 S. 5674                            11

 partnership or corporation, either public or private, for the purpose of
 causing any project to be managed.
   15.  To  provide  advisory,  consultative,  training  and  educational
 services, technical assistance and advice to any person, firm,  partner-
 ship or corporation, either public or private, in order to carry out the
 purposes of this act.
   16.  To  lend  or  donate monies, whether secured or unsecured, to any
 subsidiary corporation, and to purchase,  sell  or  pledge  the  shares,
 bonds  or  other  obligations  or  securities thereof, on such terms and
 conditions as the corporation may deem advisable.
   17. To make mortgage loans, secured by a first mortgage lien,  includ-
 ing  temporary loans or advances, to any subsidiary corporation which is
 a housing company, and  to  undertake  commitments  therefor.  Any  such
 commitment,  mortgage or bonds or notes secured thereby may contain such
 terms and conditions not inconsistent with the provisions of this act as
 the corporation may deem necessary or desirable to secure  repayment  of
 its  loan, the interest, if any, thereon and other charges in connection
 therewith.
   18. Subject to the provisions of  any  contract  with  noteholders  or
 bondholders  to  consent  to  the  modification, with respect to rate of
 interest, time of payments of any installment of principal or  interest,
 security,  or  any  other term, of any mortgage, mortgage loan, mortgage
 loan commitment, contract or agreement of any kind to which  the  corpo-
 ration is a party.
   19.  In  connection  with any property on which it has made a mortgage
 loan, to foreclose on any  such  property  or  commence  any  action  to
 protect  or  enforce  any  right conferred upon it by any law, mortgage,
 contract or other agreement, and to bid for and purchase  such  property
 at  any  foreclosure or at any other sale, or acquire or take possession
 of any such property; and in such event the  corporation  may  complete,
 administer,  pay  the  principal  of  and  interest  on  any obligations
 incurred in connection with such property,  dispose  of,  and  otherwise
 deal with such property, in such manner as may be necessary or desirable
 to protect the interests of the corporation therein.
   20. To borrow money and to issue its negotiable bonds and notes and to
 provide for the rights of the holders thereof.
   21.  As  security  for the payment of the principal of and interest on
 any bonds so issued and any agreements made in connection therewith,  to
 mortgage  and  pledge  any or all of its projects, whether then owned or
 thereafter acquired, and to pledge the revenues and  receipts  therefrom
 or  from any thereof, and to assign or pledge the lease or leases on any
 portion or all of said projects and  to  assign  or  pledge  the  income
 received by virtue of said lease or leases.
   22.  To  invest  any  funds of the corporation including funds held in
 reserve or sinking funds, or any monies  (including  proceeds  from  the
 sale  of any bonds or notes of the corporation) not required for immedi-
 ate use or disbursement, at the discretion of the corporation,  in:  (i)
 obligations  of the state or of the United States government; (ii) obli-
 gations the principal and interest of which are guaranteed by the  state
 or  the  United  States  government;  (iii)  obligations of agencies and
 instrumentalities of the state or of the United States; or (iv)  certif-
 icates  of deposit of banks or trust companies in this state, secured by
 any obligations described in this subdivision.
   23. To procure insurance against any loss in connection with its prop-
 erty and other assets and operations  in  such  amounts  and  from  such
 insurers as it deems desirable.
 S. 5674                            12
 
   24.  To  engage  the  services  of consultants on a contract basis for
 rendering professional and technical assistance and advice.
   25.  To  contract  for  and  to accept any gifts or grants or loans of
 funds or property or financial or other aid in any form from the federal
 government or any agency or instrumentality thereof, or from  the  state
 or  any  agency or instrumentality thereof, or from any other source and
 to comply, subject to the provisions of this act,  with  the  terms  and
 conditions thereof.
   26.  To  make  loans, whether secured or unsecured, in connection with
 the corporation's participation in a project, to any person  or  entity,
 whether  public  or  private,  and  to issue commitments for such loans,
 provided that such loans and commitments are made or issued  in  compli-
 ance with guidelines established by the board of directors of the corpo-
 ration;  to  provide for the repayment of such loans on terms and condi-
 tions that the directors  of  the  corporation  deem  advisable  and  to
 receive  and hold real property or personal property as security for the
 repayment of such loans.
   27. Subject to any agreement with noteholders or bondholders, to enter
 into agreements to pay annual sums in lieu of taxes to any  municipality
 or  political  subdivision of the state, in respect of any real property
 which is owned by the corporation  or  any  subsidiary  thereof  and  is
 located in such municipality or political subdivision.
   28. To issue and enforce a subpoena and a subpoena duces tecum, admin-
 ister  oaths  and  examine  persons  under  oath, in accordance with and
 pursuant to the civil practice law and rules,  in  relation  to  matters
 relevant  to  projects  or  activities of the corporation, including the
 acquisition of property.
   29. To form subsidiary legal or corporate entities pursuant to section
 eighteen of this act.
   30. To provide for the administration and oversight  of  elections  by
 residents  concerning  matters  internal to the corporation or affecting
 residents.
   31. To authorize, create, supervise, augment,  consolidate,  or,  upon
 the  resolution  of the corporation, dissolve internal governance bodies
 composed of residents; and to certify and effectuate, to the best of the
 corporation's ability, the decisions or elections of such bodies.
   32. To do all things necessary or helpful for the promotion of  democ-
 racy  and  democratic  participation  in  internal governance structures
 among residents.
   33. To do any and all things necessary or convenient to carry out  its
 corporate  purposes  and for exercise of the powers given and granted to
 it in this act.
   § 6. Rules and regulations. 1. The corporation shall promulgate  rules
 and  regulations  in  accordance with the state administrative procedure
 act in order to implement the provisions of this act.
   2. Such rules and regulations shall be first promulgated no later than
 one year after the effective date of this act, and thereafter  may  from
 time to time be amended, modified, or repealed.
   3. The announcement of any amendment, modification, or repeal of rules
 and  regulations  shall  be  conspicuously  posted  in  any  residential
 projects owned, leased or managed by the corporation. Residents of  such
 residential  projects shall be notified of the time, places and modes by
 which residents may submit comments or testimony  in  relation  to  such
 proposed changes to the rules and regulations of the corporation.
   §  7.  Acquisition  of real property. 1. The corporation shall acquire
 real property for rehabilitation and conversion to, or construction  of,
 S. 5674                            13
 
 residential  projects  through  whatever  lawful  means are necessary or
 convenient for such purposes upon a  determination  by  the  corporation
 that such real property is necessary for its present or future corporate
 purposes.  The corporation may acquire the same in the name of the state
 by dedication, by agreement, or by eminent domain, and payment  therefor
 shall be made by the corporation from the proceeds of sale of its bonds,
 notes or other obligations, or from other available moneys therefor. The
 authority  shall  hold  such property in the name of the state and shall
 have the right to possess  and  use  such  property  for  its  corporate
 purposes so long as its corporate existence shall continue. Any property
 held  by  the  corporation  shall  not  be converted or seized for other
 public use without the prior consent of the corporation.
   2. Upon a request by the corporation, signed by the president  of  the
 corporation,  a  municipality  in  the state shall identify each vacant,
 tax-foreclosed property, or distressed property  held  by  such  munici-
 pality  and  submit to the corporation a list of such properties. Such a
 list shall be certified by counsel for the municipality. State  agencies
 shall comply in an identical manner.
   3.  The  corporation  may  acquire  property from the state, a munici-
 pality, or a state agency, notwithstanding if such property may  already
 be  devoted to public use.  Such governmental entity may offer such real
 property to the corporation, or the corporation may request the transfer
 of property after having identified such property as useful,  necessary,
 or convenient to its purposes, which shall be certified in the form of a
 written  request  by  the president of the corporation.  Notwithstanding
 any law to the contrary, a governmental  entity  may  sell,  convey,  or
 otherwise  dispose  of  such  property  and appurtenances thereto or any
 interest therein to the corporation without public auction, sealed bids,
 or public notice. Notwithstanding any local law or charter, any  govern-
 mental entity, by resolution of its governing body, is hereby empowered,
 without  referendum,  public auction, or sealed bids to sell, convey, or
 otherwise dispose of any  property  and  appurtenances  thereto  or  any
 interest therein to the corporation.  Any such sale, grant or conveyance
 shall  be  made  with or without consideration and upon terms and condi-
 tions as may be agreed upon between the governmental entity  and  corpo-
 ration.
   4.  a.  Upon  identifying  a  vacant or underdeveloped property on the
 private market or at public auction, which property is necessary for the
 corporation's purposes, the  corporation  may  make  an  offer  for  the
 purchase of such property at a fair market value.
   b.  If  such  property is not for sale or auction but is necessary for
 the corporation's purposes, the president shall certify the same to  the
 board  in  writing  and  the board may authorize the acquisition of such
 property by means of  eminent  domain.  Prior  to  the  commencement  of
 condemnation  proceedings,  the corporation shall cause a survey and map
 to be made of the property to be condemned and  file  the  same  in  its
 office.  There  shall be annexed thereto a certificate, executed by such
 officer or employee as the corporation may designate, stating  that  the
 property  described  in  such  survey and map is necessary for corporate
 purposes.
   5. The corporation shall prioritize the acquisition of  real  property
 for  construction  or  conversion  into a residential project based on a
 rubric, to be promulgated by the corporation, containing  criteria  that
 include  the  regional housing needs of such community, as determined by
 the corporation in coordination  with  the  department  of  housing  and
 community  renewal.  In  prioritizing  the acquisition of any individual
 S. 5674                            14
 
 site or property, the corporation may further  consider:  the  potential
 number  of  housing  units  that could be created by such acquisition or
 through any project on such  site;  the  feasibility  of  any  potential
 project  on  such site, which for the purposes of this act shall mean an
 assessment of the comparative and holistic  project  costs,  challenges,
 objectives, and timeline associated with the development of a project or
 part  thereof;  associated  greenhouse  gas  emissions; and proximity to
 forms of public or multi-modal transit.
   6. The corporation shall develop policies and procedures for  engaging
 with local community members, elected officials, and other local leaders
 in  the determination of project sites and the evaluation of development
 proposals and shall incorporate community feedback into the  development
 of project proposals.
   7. The corporation shall inspect the site of any proposed acquisition,
 prior  to  the  closing of any sale or conveyance of title to the corpo-
 ration, to  assess  the  property's  conditions,  rehabilitation  needs,
 compliance with the corporation's environmental hazard and housing qual-
 ity  standards,    level  of  occupancy,  suitability for redevelopment,
 history of code violations, and decarbonization potential,  as  applica-
 ble.  Such  inspections may be performed by any agent or employee of the
 corporation or one of its subsidiaries.
   8. Notwithstanding any law to  the  contrary,  the  corporation  shall
 qualify  as,  and  may  act in the capacity of, a qualified purchaser or
 fiscal sponsor on behalf of tenants  of  any  building,  or  any  tenant
 organization representing such tenants, who seek to purchase such build-
 ing  from its current owner, through exercising a right of first refusal
 or by any other lawful means,  and  shall  create  a  process  therefor;
 provided, however, that such a purchase on behalf of tenants or a tenant
 organization representing such tenants shall occur on the condition that
 such  building  enters  into  the corporation's portfolio of permanently
 affordable residential projects, with all conditions applicable thereto.
   9. Notwithstanding any state or local law to the contrary, the  corpo-
 ration  shall have priority in the acquisition of properties from a land
 bank created pursuant to article sixteen of  the  not-for-profit  corpo-
 ration law for the purposes of any project.
   10.  The  corporation  shall have the authority to purchase or receive
 tax liens on any real property sold by any governmental entity or  poli-
 tical  subdivision  of  the  state,  with or without consideration. Upon
 receipt of tax liens from such entity, the corporation  shall  take  all
 steps  necessary to prevent the involuntary displacement of any existing
 residents of the property under lien.
   11.  The corporation may acquire distressed properties  in  accordance
 with the terms and provisions of section nine of this act.
   § 8. Clearinghouse. The corporation shall establish a clearinghouse to
 facilitate the execution of its mandate pursuant to this act. The clear-
 inghouse shall aggregate and make publicly available information related
 to real estate assets held by the corporation, including without limita-
 tion  residential  projects  available  to  the public for occupancy and
 opportunities for contractors, investors, housing companies,  and  other
 interested parties to submit bids for projects or pre-qualify for future
 projects,  and  for the submission of offers of sale pursuant to section
 nine of this act.  Prospective tenants shall be able to submit  relevant
 documentation on the clearinghouse in order to apply for occupancy of an
 available  or  soon-to-be-available  dwelling  unit  in  any residential
 project owned by the corporation. The clearinghouse shall be  accessible
 by  means  of a public website and on such website the corporation shall
 S. 5674                            15

 maintain a portal for use by residents and publish other information  as
 may be useful, convenient or in the public interest.
   §  9.  Authority  opportunity  to  purchase.  1.  Definitions. For the
 purposes of this section, the following terms shall have  the  following
 meanings,  unless  otherwise  expressly stated or the context or subject
 matter otherwise requires:
   a. "Sale" shall mean, but not be limited to:
   (i) the execution of any agreement pursuant to which the owner of  the
 property agrees to some, but not all, of the following:
   (1) Relinquishing possession of the property;
   (2)  Extending an option to purchase the property for a sum certain at
 the end of the assignment, lease, or encumbrance and  providing  that  a
 portion  of  the  payments  received  pursuant to the agreement is to be
 applied to the purchase price;
   (3) Assigning all rights and interests in all contracts that relate to
 the property;
   (4) Requiring that the costs of all taxes and other government charges
 assessed and levied against the property during the term of  the  agree-
 ment are to be paid by the lessee either directly or through a surcharge
 paid to the owner;
   (5) Extending an option to purchase an ownership interest in the prop-
 erty,  which  may be exercised at any time after execution of the agree-
 ment but which shall be exercised before the expiration  of  the  agree-
 ment; or
   (6)  Requiring  the assignee or lessee to maintain personal injury and
 property damage liability insurance on the property that names the owner
 as the additional insured.
   (ii) (1) A master lease which meets some, but not all, of the criteria
 described in subparagraph (i) of this paragraph or which is  similar  in
 effect; and
   (2)  The  transfer of an ownership interest in a corporation, partner-
 ship, limited liability company, association,  trust,  or  other  entity
 which  owns a property as its sole or principal asset, which, in effect,
 results in the transfer of the property pursuant to subparagraph (i)  of
 this  paragraph.  For  the  purposes of this clause, the term "principal
 asset" means the value of the accommodation  relative  to  the  entity's
 other holdings.
   b.  Notwithstanding  anything herein to the contrary, "sell" or "sale"
 shall not include:
   (i) A transfer, even though for consideration, by a decedent's  estate
 to  members  of  the decedent's family if the consideration arising from
 the transfer will pass from the decedent's estate to, or solely for  the
 benefit  of, charity. For purposes of this subparagraph, "members of the
 decedent's family" means:
   (1) A surviving spouse or domestic partner  of  the  decedent,  lineal
 descendants  of  the  decedent,  or spouses of lineal descendants of the
 decedent;
   (2) A trust for the primary benefit of the persons  listed  in  clause
 (1) of this subparagraph; and
   (3)  A  partnership,  corporation,  or  other entity controlled by the
 individuals listed in clause (1)  of  this  subparagraph  or  the  trust
 described in clause (2) of this subparagraph;
   (ii)  An  inter-vivos transfer, even though for consideration, between
 spouses, parent and child,  siblings,  grandparent  and  grandchild,  or
 domestic partners;
 S. 5674                            16
 
   (iii)  A  transfer  of legal title or an interest in an entity holding
 legal title to a property pursuant to a bona fide deed of trust or mort-
 gage, and thereafter any transfer by foreclosure sale or deed in lieu of
 foreclosure pursuant to a bona fide deed of trust or mortgage;
   (iv)  Any  transfer  of  a property directly caused by a change in the
 form of the entity owning the property, provided that  the  transfer  is
 without consideration;
   (v)  The  transfer  of interests in a partnership or limited liability
 company that owns the property as its sole or principal asset; provided,
 that the sole purpose of the transfer is to admit one  or  more  limited
 partners  or  investor  members  who will make capital contributions and
 receive tax benefits pursuant  to  26  U.S.C.  §  42,  or  a  comparable
 program.
   c.  "Bona fide offer of sale" means an offer of sale for a property or
 interest therein that is either for a price  and  other  material  terms
 that  are  at  least as favorable as those accepted by a purchaser in an
 arm's length third-party contract, or in the absence of an arm's  length
 third-party  contract,  an offer of sale with a price and other material
 terms comparable to that at which a willing seller and a  willing  buyer
 would sell and purchase the property, or the appraised value.
   d.  "Matter-of-right" means a land use, development density, or struc-
 tural dimension to which a property owner is entitled by current  zoning
 regulations or law.
   e. "Highest and best use" means the reasonably probable legal use of a
 property  that  is  physically  possible,  appropriately  supported, and
 financially feasible and that results in the highest value of the  prop-
 erty.
   2.  Notwithstanding  any  law  to  the  contrary,  with  respect  to a
 distressed property containing three or more dwelling units that is  not
 owned  or  managed  by  a  federal, state, or local government or tribal
 authority, before the owner may sell the property, or issue a notice  to
 vacate  for purposes of demolition or discontinuance of use as a housing
 accommodation, and before a mortgagee or obligee may foreclose  on  such
 property  or  the  mortgage,  lien, or encumbrance on such property, and
 before a tax district may commence an in  rem  proceeding  against  such
 property,  the  owner,  mortgagee, obligee, tax district, or other fore-
 closing party shall provide the corporation an opportunity  to  purchase
 the  property  or the debt securing such property, along with rights and
 title related thereto, at a price and upon terms that represent  a  bona
 fide  offer of sale. The corporation shall have a right of first refusal
 on such sale or conveyance. An offer of sale submitted pursuant to  this
 section  shall  be  submitted  on a form to be promulgated by the corpo-
 ration and shall contain all information as therein may be required. The
 corporation shall issue written acknowledgement of receipt of  an  offer
 of sale.
   a.  In  order  to exercise its right of first refusal, upon a determi-
 nation by the corporation that a property may be useful for  the  corpo-
 ration's purposes, the corporation shall notify the owner with a written
 statement  of  interest  certified  by  the president of the corporation
 within thirty days of receipt of the offer of sale.
   b. The corporation shall have not less than one  hundred  twenty  days
 from  receipt  of  the  offer  of sale to negotiate a contract for sale.
 Both parties shall bargain in good faith. For  every  day  of  delay  in
 receiving  relevant information as required by this section, the negoti-
 ation period shall be extended by  one  day.  The  following  constitute
 prima facie evidence of bargaining without good faith:
 S. 5674                            17
 
   (i) The failure to offer a price or term to the corporation that is at
 least  as  favorable as that offered to a third-party within the periods
 of time specified by this section without a reasonable justification for
 such failure;
   (ii)  The  failure  to  make  a  contract  with  the corporation which
 substantially conforms  with  the  price  and  terms  of  a  third-party
 contract  within the periods of time specified by this section without a
 reasonable justification for such failure; or
   (iii) The intentional failure of  either  party  to  comply  with  the
 provisions of this act.
   (iv) In the event of a transfer of interest in a partnership or corpo-
 ration or in the event of a master lease or agreement that is considered
 a  sale within the meaning of this section, but which does not involve a
 transfer of record title to  the  real  property,  the  owner  shall  be
 bargaining  in good faith if the owner offers the corporation the oppor-
 tunity to acquire record title to the real property or offers the corpo-
 ration the opportunity to  match  the  type  of  transfer  or  agreement
 entered into with the third-party. With respect to either type of offer,
 all provisions of this section apply;
   (v)  The  owner  shall not require the corporation to pay a deposit of
 more than five percent of the contract sales price in order  to  make  a
 contract.
   c.  If  the  owner sells or contracts to sell the property to a third-
 party for a price equal to or greater than ten  percent  less  than  the
 price  offered to the corporation or for other terms which would consti-
 tute bargaining without good faith, the owner shall comply anew with all
 requirements of this section.
   d. Upon the execution of a contract for sale,  the  corporation  shall
 have sixty days to complete settlement.
   3.  Whenever  an  offer  of sale is made pursuant to this section, the
 following terms shall apply:
   a. The sales price contained in the offer of sale shall be  less  than
 or equal to a price and other material terms comparable to that at which
 a willing seller and a willing buyer would sell and purchase the proper-
 ty,  or  the  appraised  value of the property as determined pursuant to
 this subdivision.
   b. An appraised value shall only be based on rights an owner has as  a
 matter-of-right  as  of  the  date  of the offer, including any existing
 right an owner  may  have  to  convert  the  property  to  another  use;
 provided,  however,  that an appraised value may take into consideration
 the highest and best use of the property.
   c. The owner of the property shall have the burden of proof to  estab-
 lish that an offer of sale is a bona fide offer of sale.
   d.  The  corporation  may challenge the offer presented by an owner as
 not being a bona fide offer of sale and request a determination  of  the
 appraised  value  of  the  property. The owner and the corporation shall
 thereafter have fourteen days to jointly select an  appraiser  for  such
 property. If the owner and corporation are unable to jointly agree on an
 appraiser,  the  corporation  may  appoint  an  independent  third-party
 appraiser from a list of pre-qualified entities within seven days, which
 appraiser shall be a state certified  real  estate  appraiser  or  state
 licensed  real estate appraiser with a certificate or license sufficient
 to appraise the property in question.  The  owner  and  the  corporation
 shall pay one-third and two-thirds of the cost of the appraisal, respec-
 tively.    The  owner shall give such appraiser unfettered access to the
 property for the purposes of such appraisal and shall provide all infor-
 S. 5674                            18
 
 mation requested by the appraiser for the valuation and appraisal of the
 property within seven days,  upon  a  request  for  information  by  the
 appraiser.  The appraisal shall be conducted expeditiously in accordance
 with  standard  industry practices. Beginning with the day upon which an
 appraisal is requested pursuant to this paragraph, for  each  day  until
 such  appraisal  is  complete,  the period of negotiation established by
 paragraph b of subdivision one of this section shall be extended by  one
 day.
   e.  The  determination  of the appraised value of the property made by
 any appraiser pursuant to paragraph d of this subdivision  shall  become
 the sale price of the bona fide offer of sale for the property unless:
   (i)  the  owner  or foreclosing party and the corporation agree upon a
 different sale price of the property;
   (ii) the owner or foreclosing party withdraws the  offer  of  sale  or
 discontinues  the  action  or  proceeding to foreclose on such property,
 vacate or demolish such property, or any  other  action  triggering  the
 corporation's right of first refusal pursuant to subdivision one of this
 section; provided, however, that the owner or foreclosing property shall
 reimburse  the corporation for the corporation's share of the cost of an
 appraisal conducted pursuant to paragraph d of this subdivision.
   § 10. Tenants rights and protections. 1. In any municipality or county
 with a rent guidelines board created pursuant to  the  emergency  tenant
 protection  act  of nineteen seventy-four, residential projects owned by
 the corporation and operated as rentals shall be placed under the juris-
 diction of the rent stabilization law  and  all  local  laws  and  codes
 applicable  thereto.  Such residential projects shall be registered with
 relevant agencies as rent stabilized and residents of  such  residential
 projects  shall  be proffered rent stabilized leases and entitled to all
 the rights and protections thereof.  Notwithstanding any other provision
 of this act, increases in rents charged for a dwelling unit in  a  resi-
 dential  project owned by the corporation and subject to rent stabiliza-
 tion shall not exceed increases permitted by the applicable rent  guide-
 lines board for that year.
   2.  In any municipality or county that does not have a rent guidelines
 board created pursuant to the emergency tenant protection act  of  nine-
 teen  seventy-four,  the  board  of  the  corporation  shall promulgate,
 through regulation, a list  of  rights  and  protections  applicable  to
 tenants of residential projects owned by the corporation and operated as
 rentals,  which  list  shall  be  substantially  similar  to  rights and
 protections afforded to residents  of  housing  units  subject  to  rent
 stabilization  pursuant  to the emergency tenant protection act of nine-
 teen seventy-four, namely including the right to lease renewal on  terms
 of one or two years at the tenant's discretion, protection from eviction
 without  just  cause,  and  the  right  to  receive  timely  repairs and
 services. Such rights and  protections  shall  be  enumerated  in  plain
 language  in residential leases to any units entitled to such rights and
 protections.
   3. In any dwelling unit or residential project that is not subject  to
 rent  stabilization,  any  increase in annual rents or fees greater than
 two percent per year shall be reviewed and approved by the  corporation,
 which  shall  reject any application for an annual increase greater than
 two percent if such increase is not necessary to meet present or  antic-
 ipated  maintenance  and  operating  expenses  for such project and such
 expenses are deemed superfluous.
 S. 5674                            19
 
    4. The initial annual rent and sum of fees  charged  to  a  household
 shall be set at a rate no higher than twenty-five percent of such house-
 hold's annual income.
   5. The corporation shall recertify the income of each resident occupy-
 ing  an income-restricted unit every three years after such resident has
 occupied a unit for the purpose of assessing or reassessing the  mix  of
 incomes served across its portfolio. The recertification of a resident's
 income shall have no effect on rents charged and paid by such resident.
   6.  Residents  shall  be afforded the opportunity to correct, clarify,
 supplement, or defend any documents or information submitted in relation
 to income certification, residency applications, or other  requirements,
 if  the accuracy or validity of such documents or information comes into
 question.
   7. The corporation shall create an internal bureau for the administra-
 tive filing and resolution of resident complaints  and  petitions.  Such
 complaints or petitions shall be shared with and reviewed by any elected
 resident  body  representing residents in the residential project whence
 such complaint or petition originated,  and  such  body  shall  issue  a
 recommendation  and  opinion thereupon. Such complaint or petition shall
 then be transmitted to an examiner employed by the corporation who shall
 consider the recommendation received by the elected  resident  body  and
 render  an initial decision upon such recommendation, the facts, and the
 rules and regulations of the corporation. A tenant may appeal an  unsat-
 isfactory decision received in response to such complaint or petition to
 a  supervisor  of the bureau who may adjudicate such appeal on advice of
 counsel. A final appeal may be taken  to  an  administrative  law  judge
 employed  by the corporation, whereupon any further challenge to a deci-
 sion rendered by the corporation shall be made in a court  of  competent
 jurisdiction pursuant to article seventy-eight of the civil practice law
 and  rules. Copies of any decisions rendered by the corporation shall be
 transmitted to the complainant or petitioner as well as to  the  elected
 resident  body of the residential project whence such complaint or peti-
 tion originated.
   a. The corporation shall promulgate, through regulation, a process for
 the receipt and timely resolution of such complaints or  petitions,  and
 the  corporation shall utilize information gained through complaints and
 petitions to improve its own rules and regulations as well  as  relevant
 operations  within  its  residential  projects,  both through a holistic
 review of complaints and petitions received and in  direct  response  to
 specific complaints or petitions where such improvements are feasible.
   b.  The  corporation  may  proscribe certain matters from adjudication
 through the bureau where such matters are not a subject governed by  the
 corporation's rules and regulations, are deemed irrelevant to the corpo-
 ration's operations, or where such matters are governed or controlled by
 statutes  outside  the  scope  of this act or inapplicable to the corpo-
 ration.
   c. The subjects of complaints shall be limited to allegations  against
 the  corporation,  its subsidiaries, or any of its employees, agents, or
 contractors for any violation of the corporation's own rules  and  regu-
 lations, agreements, or codes of conduct.
   d. The subjects of petitions shall be limited to requests for improve-
 ments  or  interventions  in any residential project by the corporation,
 requests to change contractors and the basis thereupon for such  change,
 and  suggestions  for the improvement of any service or operation by the
 corporation. The denial of any petition in whole or part  shall  not  be
 S. 5674                            20
 
 with  prejudice against any suggestion or request included in such peti-
 tion.
   8. The corporation shall biannually survey residents of projects owned
 by  the  corporation  regarding  its  performance, residents' quality of
 life, and other  subjects  relevant  to  the  corporation's  operations;
 provided, however, that responses to such surveys shall be voluntary and
 anonymous.  The  aggregated  data  and findings of such surveys shall be
 made publicly accessible on the corporation's website.
   9. Available units in projects belonging to the corporation's  portfo-
 lio  shall  be leased according to a lottery system. Preference shall be
 granted to applicants utilizing a  form  of  public  rental  assistance,
 including  those  forms authorized by paragraph (o) of 42 U.S.C. section
 1437f or any state or local rental assistance program for low-income  or
 qualifying households, including without limitation chapter ten of title
 sixty-eight of the rules of the city of New York.
   10.  Within  any residential project constructed  by  the corporation,
 the quality of individual units shall  be  substantially  equal  between
 units  affordable  at  different  income    levels  excepting incidental
 differences. Access   to   services  and  facilities  shall  not  differ
 between  units  by  income  level  within  such  project nor shall units
 affordable at various income levels be   segmented   apart   from    one
 another or outwardly identifiable according to affordability level.
   11.  The corporation shall make temporary relocation assistance avail-
 able to  any  households of a building slated to be  demolished  by  the
 corporation  in  favor of new construction  or  scheduled  for rehabili-
 tation in any manner that will  necessarily  displace  such  households.
 Such  assistance  shall  be in an amount  to be determined by the corpo-
 ration and corresponding to the necessary and actual  expenses  incurred
 by  such  households  as  a  result of such temporary relocation.   Such
 households shall have priority in the selection of tenants for the lease
 of units available in any residential project newly constructed or reha-
 bilitated on the site of such households' former home or  in  any  other
 residential  project owned by the corporation, which shall be similar in
 size to the unit from which such household was initially displaced.
   § 11. New and converted residential housing. 1. The corporation  shall
 create  programs  for  the construction of new high-quality, permanently
 affordable residential projects, the  acquisition,  rehabilitation,  and
 conversion  of  existing  real  property  into  high-quality permanently
 affordable residential projects, and the construction of special purpose
 housing projects.   The  corporation  shall  affix  permanently  binding
 affordability  covenants  into  deeds  to all properties it acquires and
 shall retain title to such real  properties  for  the  duration  of  its
 corporate  existence.   All new and converted residential projects shall
 be permanently affordable, as reflected in such affordability covenant.
   2. Across the portfolio of the corporation, no less than  one  quarter
 of  the  units shall be designated for households earning thirty percent
 or less of the area median income. No more than one third of  the  units
 in  the  corporation's  portfolio  may  have  no income restriction. The
 remainder shall be affordable to households earning up to eighty percent
 of the area median income or one hundred ten percent of the fair  market
 rent  for such area, whichever is lower. Between ten and fifteen percent
 of the units in the corporation's portfolio shall be reserved for senior
 households.
   3. The corporation shall, at its discretion, designate  some  projects
 to  be  leased by qualified housing companies and others to be leased by
 the corporation or one of its subsidiaries.  The corporation shall  sell
 S. 5674                            21

 renewable  ninety-nine  year  leasehold  interests  to qualified housing
 companies and shall contract property management services  for  residen-
 tial  projects  operated  and  leased directly by the corporation or its
 subsidiaries.
   4. For residential projects acquired by the corporation that are occu-
 pied at the point of sale or transfer, the corporation shall proffer new
 leases  and reset rents charged and paid by residents occupying units in
 such project after such residents have certified incomes to  the  corpo-
 ration.
   5.  For  real  properties acquired by the corporation that do not meet
 the corporation's energy efficiency and housing quality  standards,  the
 corporation  shall  create a plan to bring such property into compliance
 by means of an environmental hazard and  housing  quality  retrofit.  If
 such property is occupied at the point of sale or conveyance, the corpo-
 ration  shall  create  such  plan in consultation with tenants currently
 occupying such building or any elected resident body  representing  such
 tenants.
   6. In soliciting bids for construction contracts, and in awarding such
 contracts, the corporation shall consider, without limitation:  communi-
 ty  needs  and  demands; the endorsement of local member-based community
 groups; architectural and historical congruity and sensitivity of design
 with the neighborhood in which such structure will  be  situated;  inno-
 vation  in  design;  the inclusion of civic projects in such design; the
 number of affordable units created and the  depth  of  affordability  in
 relation to the needs of the surrounding community; greenhouse gas emis-
 sions;  and  any  other  factors  warranted  by  the  type of project or
 contract delivery utilized.
   7. Projects undertaken by the corporation may be financed with:
   a. The proceeds of bonds or notes issued by the corporation,  provided
 to  each  project  in  the  form of a repayable loan at an interest rate
 sufficient to repay creditors.
   b. A subordinate grant from the corporation  sized  to  fill  the  gap
 between  the project's cost and the bond-financed loan authorized pursu-
 ant to paragraph a of this subdivision. Such grant shall be considered a
 permanent contribution by the corporation to such project.
   c. Additional financing from  outside  of  the  corporation's  budget,
 provided that:
   (i) Such financing does not place financial obligations on the proper-
 ty that would unduly burden the corporation; and
   (ii) Such financing does not place a regulatory burden on the property
 inconsistent  with  the  corporation's  rules,  regulations, by-laws, or
 related provisions of this act.
   d. Any other financing from  the  corporation's  budget  necessary  to
 ensure the successful completion of the project.
   8.  It shall be unlawful to knowingly submit false documents or infor-
 mation to the corporation for any purpose, and the corporation may refer
 fraud  to  appropriate  authorities  at its discretion. It shall also be
 unlawful to use any dwelling unit or project  belonging  to  the  corpo-
 ration for the purposes of short-term rentals.
   §  12.  Compliance  with  building  codes and local ordinances. 1. The
 corporation's projects shall conform to building codes and standards  of
 the state and to the corporation's energy efficiency and housing quality
 standards.  A list of applicable standards shall be issued by the corpo-
 ration and updated regularly.
   2. Any local law, resolution, or ordinance  regulating  height,  bulk,
 floor  to  area  ratio, setback, lot size, parking regulations, building
 S. 5674                            22
 
 codes, permitting, land use, or other related matters shall not apply to
 any project of the corporation.
   3.  Any  local law, resolution, or ordinance prohibiting or regulating
 mixed-use development or construction shall not apply to any project  of
 the corporation.
   §  13.  Resident  democracy. 1. Residents of every residential project
 owned by the corporation shall elect  a  body  of  representatives  from
 among  the  residents  of the residential project pursuant to the corpo-
 ration's voting process, by-laws, and rules and regulations  promulgated
 and  maintained  by the corporation for the creation of elected resident
 bodies. Each adult member of each household in such residential  project
 shall  be  guaranteed  exactly one vote.  The corporation, through regu-
 lation, shall determine what proportion of eligible adults  in  residen-
 tial projects must cast a vote in order for the results of such election
 to be valid.
   2.  An  elected  resident body representing tenants in any residential
 project may recommend to the corporation the termination  for  cause  of
 the  contract  for  any  property management service at such residential
 project through approval of a written resolution  by  a  majority  of  a
 quorum of such elected resident body.  The corporation shall hire anoth-
 er  property  management  service  from  a list of qualified contractors
 maintained by the corporation.
   3. The corporation shall create a process  whereby  residents  of  any
 residential  project owned by the corporation may apply to be elected to
 an open resident position on the corporation's board.  Candidates  shall
 be  elected  at-large  by  all  eligible  residents  within  residential
 projects belonging to the corporation's portfolio.
   § 14. Contracts with the corporation. 1. No member, officer,  employee
 or  agent of the corporation shall profit from contracts entered into by
 the corporation, and potential conflicts of interest between any member,
 officer, employee or agent of the corporation shall be  reported,  in  a
 form to be promulgated by the corporation, to its board and counsel.
   2.  Construction performed under a contract entered into by the corpo-
 ration, a subsidiary of the corporation, or any  third-party  acting  on
 behalf of the corporation or a subsidiary of the corporation pursuant to
 this  act  shall  be  deemed a public work to be performed in accordance
 with the provisions of article eight of the labor law, including without
 limitation the prevailing wage requirements set  forth  in  section  two
 hundred  twenty  of  the  labor  law  and the reporting, monitoring, and
 enforcement provisions of article eight of the labor law, except for any
 projects receiving  federal  aid  which  are  already  required  to  pay
 prevailing wages pursuant to federal requirements.
   3.  Any  contract  entered  into  through a competitive sealed bidding
 process or pursuant to any form of contract delivery enumerated in  this
 section,  and  undertaken  pursuant  to a project labor agreement, shall
 include a clause requiring the  selected  alternative  project  delivery
 contractor  or the contractor selected on the basis of its sealed bid to
 obligate every tier of contractor working on the public work  to  comply
 with  the  project labor agreement required pursuant to this subdivision
 and shall include project  labor  agreement  compliance  monitoring  and
 enforcement provisions consistent with any such project labor agreement.
   4.  Construction  or  building  services  performed  under  a contract
 entered into by the corporation, a subsidiary of the corporation,  or  a
 third-party  acting  on behalf of the corporation or a subsidiary of the
 corporation pursuant to this act may be exempted by the corporation from
 the prevailing wage requirements of  article  eight  of  the  labor  law
 S. 5674                            23
 
 through the use of a project labor agreement. Any project with a project
 cost  of  ten  million  dollars  or more shall require compliance by the
 corporation with section two hundred twenty-two of the labor law.
   5.  a.  In each contract for construction, reconstruction, alteration,
 repair, improvement or maintenance of a project undertaken  pursuant  to
 this  act,  the  corporation  shall ensure that such contract contains a
 provision that the structural iron and structural steel used or supplied
 in the performance of the contract or any subcontract thereto  and  that
 is  permanently  incorporated into the public work, shall be produced or
 made in whole or substantial part in the United States, its  territories
 or  possessions.  In  the  case of a structural iron or structural steel
 product, all manufacturing shall take place in the United  States,  from
 the  initial  melting  stage through the application of coatings, except
 metallurgical processes involving the refinement of steel additives. For
 the purposes of this subdivision, "permanently incorporated" shall  mean
 an  iron or steel product that is required to remain in place at the end
 of the project contract, in a fixed location, affixed to the public work
 to which it was incorporated.  Iron and steel products that are  capable
 of being moved from one location to another are not permanently incorpo-
 rated into a public work.
   b.  The  provisions of paragraph a of this subdivision shall not apply
 if  the  corporation  determines,  in  its  sole  discretion,  that  the
 provisions  would  not be in the public interest, would result in unrea-
 sonable costs, or that obtaining such steel or iron in the United States
 would increase the cost of the contract by an  unreasonable  amount,  or
 such  iron  or  steel,  including without limitation structural iron and
 structural steel, cannot be produced or made in  the  United  States  in
 sufficient and reasonably available quantities and of satisfactory qual-
 ity.
   6.  The  corporation shall establish and maintain procurement policies
 that shall set forth the methods and procedures by which the corporation
 shall procure contracts for goods and services, including but not limit-
 ed to services for design,  development,  construction,  reconstruction,
 improvement,  modernization, rehabilitation, repair, maintenance, build-
 ing services, and operations related to property owned or leased by  the
 corporation,  in  a  manner  consistent with the provisions of this act.
 Such policies shall specifically include:
   a. A competitive sealed bidding process for the award of contracts  in
 which  sealed  bids  are  publicly solicited or solicited from a list of
 prequalified bidders and opened and a contract is awarded to the  lowest
 responsive, responsible bidder;
   b.  Processes  for  awarding  contracts  for  goods and services using
 alternatives to competitive  sealed  bidding  where  competitive  sealed
 bidding is not practicable or not advantageous, in which case the corpo-
 ration  shall  use  the  most  competitive method of procurement that is
 appropriate under the circumstances to select the proposer offering  the
 best value to the corporation and the residents of the project;
   c.  A  process for prequalifying bidders and proposers based on crite-
 ria, which may include an entity's experience, past performance, ability
 to undertake work, financial capability, responsibility, reliability and
 status as a  certified  minority-  or  women-owned  business  enterprise
 pursuant  to  article fifteen-A of the executive law or section thirteen
 hundred four of the New York city charter;
   d. Reasonable procedures to secure  the  meaningful  participation  of
 minority-  and  women-owned  business  enterprises  in the corporation's
 procurement process. The  corporation  may  use  the  same  measures  to
 S. 5674                            24
 
 enhance  minority-  and women-owned business enterprise participation as
 are available pursuant to applicable local law, including section  6-129
 of the administrative code of the city of New York;
   e. Processes for awarding alternative project delivery contracts, in a
 manner consistent with the terms of section fifteen of this act;
   f.  Procedures  for  the  fair  and  equitable  resolution of contract
 disputes, for appeals  of  responsiveness  and  responsibility  determi-
 nations by the corporation, and for appeals of prequalification determi-
 nations;
   g.  A  process  for  making purchases off contracts procured by public
 agencies and public entities, provided that such contract exists between
 a vendor and (i) the United States General Services Administration, (ii)
 the state of New York or any of its political subdivisions, (iii) anoth-
 er public authority or public corporation of  the  state,  (iv)  another
 public housing agency or public housing authority, or (v) any purchasing
 cooperative  where  the  lead purchasing entity is any of the foregoing,
 provided that in any case when  the  corporation  under  this  paragraph
 determines  that  obtaining  such  item  thereby  would be in the public
 interest and provide for greater economy and efficiency and  sets  forth
 the  reasons  for  such determination. Such rationale shall include, but
 not be limited to, a determination  of  need,  a  consideration  of  the
 procurement method by which the contract was awarded, an explanation why
 a  competitive  procurement  or the use of a centralized contract let by
 the commissioner of the office of general services is not  in  the  best
 interest of the corporation, and the reasonableness of cost; and
   h.  A  mechanism for procurements without a formal competitive process
 where:
   (i) The existence of an emergency involving danger to life, safety  or
 property  requires immediate action and cannot await a competitive proc-
 ess for goods or services to be purchased, including,  but  not  limited
 to,  services  for  construction, reconstruction, rehabilitation, alter-
 ation, renovation, maintenance or repairs, which are essential to  effi-
 cient  operation or the adequate provision of service by the corporation
 and as a consequence of unforeseen  circumstance  such  purchase  cannot
 await a competitive process;
   (ii) A procurement's value does not exceed fifty thousand dollars;
   (iii)  The  corporation  receives  no responsive bids or only a single
 responsive bid in response to a solicitation  for  competitive  bids  or
 proposals;
   (iv)  A  procurement's  value  does  not  exceed five hundred thousand
 dollars and is made from a business certified as a minority-  or  women-
 owned business enterprise pursuant to article fifteen-A of the executive
 law  and  section  thirteen  hundred  four of the New York city charter.
 Nothing in this paragraph shall be construed to require that such  busi-
 ness  be  concurrently  certified  as  minority- or women-owned business
 enterprises under article fifteen-A of the  executive  law  and  section
 thirteen  hundred four of the New York city charter to be awarded such a
 contract;
   (v) A duly appointed representative of the corporation  determines  in
 writing  that,  based  on  a  market  analysis,  only one source for the
 required goods or services, including but not limited to,  services  for
 construction,  reconstruction,  rehabilitation,  alteration, renovation,
 maintenance and repairs, are available; or
   (vi) The contract is a contract between the  corporation  and  another
 governmental entity.
 S. 5674                            25
 
   i. The provisions of sections one hundred six-b of the general munici-
 pal  law  and  one  hundred  fifty-one-a of the public housing law shall
 apply to the corporation.
   j.  The  corporation  shall be required to comply with any procurement
 procedure set forth in this act unless a federal  requirement  conflicts
 with such procedure.
   §  15.  Alternative project delivery contracts. 1. Notwithstanding any
 provision of law to the contrary, including but not limited  to  section
 seventy-two hundred ten of the education law, for any project undertaken
 pursuant  to  a project labor agreement the corporation, a subsidiary of
 the corporation, or a third-party acting on behalf of the corporation or
 a subsidiary of the corporation may  use  alternative  project  delivery
 contracts.
   a.  A contractor selected by the corporation to enter into an alterna-
 tive project delivery contract may be selected through a two-step  meth-
 od, as follows:
   (i)  Step  one.  The  first  step shall be the generation of a list of
 responding entities that have demonstrated  the  general  capability  to
 perform  the  alternative  project  delivery  contract.  Such list shall
 consist of a specified number of responding entities, as  determined  by
 the  corporation,  and  shall  be generated based upon the corporation's
 review of responses to a publicly advertised request for qualifications.
 The corporation's request for qualifications  shall  include  a  general
 description  of  the public work, the maximum number of responding enti-
 ties to be included on such list, the selection criteria to be used  and
 the  relative  weight  of  each  criteria  in generating such list. Such
 selection criteria shall include the qualifications  and  experience  of
 the  entity or team of entities, organization, demonstrated responsibil-
 ity, ability of the entity or team of entities or of a member or members
 of the entity or team of entities to  comply  with  applicable  require-
 ments,  including the provisions of articles one hundred forty-five, one
 hundred forty-seven and one hundred forty-eight of  the  education  law,
 past  record of compliance with the labor law, and such other qualifica-
 tions the corporation deems appropriate, which may include but  are  not
 limited  to  project  understanding,  financial capability and record of
 past performance. The corporation shall evaluate and rate all responding
 entities to the request for qualifications. Based upon such ratings, the
 corporation shall list the responding  entities  that  shall  receive  a
 request for proposals in accordance with subparagraph (ii) of this para-
 graph.  To the extent consistent with applicable federal law, the corpo-
 ration shall consider, when  awarding  any  contract  pursuant  to  this
 section,  the  participation of: (1) responding entities that are certi-
 fied as minority- or women-owned business enterprises pursuant to  arti-
 cle  fifteen-A  of the executive law, or certified pursuant to local law
 as minority- or women-owned business  enterprises;  (2)  small  business
 concerns  identified  pursuant to subdivision (b) of section one hundred
 thirty-nine-g of the state finance law; and (3) business  concerns  that
 provide  economic  opportunities  for low and very low-income persons in
 accordance with section three of the federal housing and urban  develop-
 ment  act of nineteen hundred sixty-eight, as amended, or chapter seven-
 ty-nine of the New York city charter, as applicable,  or  any  successor
 provision.  In  addition,  nothing  in  this  section shall be deemed to
 supersede any  prequalification  policies  adopted  by  the  corporation
 pursuant to this section.
   (ii)  Step two. The second step shall be the selection of the proposal
 which is the best value to the corporation. The corporation shall  issue
 S. 5674                            26
 
 a  request  for  proposals to the responding entities listed pursuant to
 subparagraph (i) of this paragraph. If such a responding entity consists
 of a team of separate entities, the entities that comprise such  a  team
 shall  remain unchanged from the responding entity as listed pursuant to
 subparagraph (i) of this paragraph  unless  otherwise  approved  by  the
 corporation. The request for proposals shall set forth the public work's
 scope of work, and other requirements, as determined by the corporation,
 which  may  include  separate  goals  for  work under the contract to be
 performed by businesses certified as minority- or  women-owned  business
 enterprises  pursuant  to  article  fifteen-A  of  the executive law, or
 certified pursuant to local law as  minority-  or  women-owned  business
 enterprises,  or  goals  established  pursuant  to  section three of the
 federal housing and urban development act  of  nineteen  hundred  sixty-
 eight,  as  amended,  or  any  successor provision, if applicable.   The
 request for proposals shall also specify the  criteria  to  be  used  to
 evaluate the responses and the relative weight of each of such criteria.
 Such criteria shall include: the quality of the proposal's solution; the
 qualifications  and  experience  of  the  proposer; the proposal's cost,
 which may include factors that may be considered individually or in  the
 aggregate,  such as the proposed cost of design phase work, the proposed
 cost  of  construction  phase  work,  or  cost   factors   relating   to
 construction  phase work, as applicable; and other factors deemed perti-
 nent by the corporation, which may include, but shall not be limited to,
 the proposal's  manner  and  schedule  of  project  implementation,  the
 proposer's  ability  to  complete  the work in a timely and satisfactory
 manner, maintenance costs of the completed public work,  maintenance  of
 traffic  approach,  and community impact.  The corporation may engage in
 negotiations or other discussions with all qualified vendors  that  have
 expressed  interest,  provided  that the corporation maintains a written
 record of the conduct of negotiations or discussions and the  basis  for
 every  determination  to  continue  or suspend negotiations, and further
 provided that if the corporation determines for a particular contract or
 for a particular type of contract that it is in the  corporation's  best
 interest to negotiate or enter into discussions with fewer proposers, it
 may make such a determination in writing. If the corporation enters into
 such  negotiations,  the corporation shall allow all proposers to revise
 their proposals upon conclusion of  negotiations,  and  the  corporation
 shall  evaluate  the  proposers'  revised  proposals  using the criteria
 included in the request for proposals. Any contract awarded pursuant  to
 this  section shall be awarded to a responsive and responsible proposer,
 which, in consideration of these and  other  specified  criteria  deemed
 pertinent,  offers  the best value as determined by the corporation. The
 request for proposals shall include a  statement  that  proposers  shall
 designate  in  writing those portions of the proposal that contain trade
 secrets or other proprietary information that are  to  remain  confiden-
 tial,  so  that the material designated as confidential shall be readily
 separable from the  proposal.  Nothing  in  this  subdivision  shall  be
 construed  to  prohibit  the corporation from negotiating final contract
 terms and conditions including cost. All proposals  submitted  shall  be
 scored according to the criteria listed in the request for proposals and
 such  final scores shall be published on the corporation's website after
 the date upon which such contract may be implemented.
   b. The  corporation,  in  awarding  an  alternative  project  delivery
 contract  to  a contractor offering the best value may use the following
 types of contracts:
 S. 5674                            27
 
   (i) A cost-plus  not  to  exceed  guaranteed  maximum  price  form  of
 contract in which the corporation shall be entitled to monitor and audit
 all  costs.  In  establishing the schedule and process for determining a
 guaranteed maximum price, the contract between the corporation  and  the
 contractor shall include terms specifying the price for the design phase
 of  the  work,  the  scope  of the work, and any applicable cost factors
 relating to construction phase work that were included in  the  contrac-
 tor's  proposal.  A fair and reasonable guaranteed maximum price for the
 construction phase of the work, or portions of the construction phase of
 the work, may be agreed to as one or more amendments  to  such  contract
 based on developments in the design of the project that occur after such
 contract is executed. Each guaranteed maximum price amendment shall: (1)
 describe the scope of the portion of the construction phase work subject
 to  the  amendment,  the  cost  of performing such work, and the maximum
 costs of any contingencies related to such work; (2) include a  detailed
 line item cost breakdown; (3) include a list of all drawings, specifica-
 tions  and  other  information  on which the guaranteed maximum price is
 based; (4) include the dates of  substantial  and  final  completion  on
 which  the  guaranteed  maximum  price  is based, as applicable; and (5)
 include a schedule of unit prices.  The  corporation  shall  maintain  a
 written  record  of each guaranteed maximum price amendment, which shall
 include a summary of the negotiation process and a  description  of  the
 relevant  developments  in  the  design of the project, independent cost
 estimates prepared by or on  behalf  of  the  corporation,  as  required
 pursuant  to  a  policy established by the corporation, the contractor's
 actual cost schedules and unit prices, and any other  factors  that  the
 corporation  considered.  If  the  corporation and the contractor cannot
 agree upon a guaranteed maximum  price  for  one  or  more  portions  of
 construction  phase  work,  the corporation may direct the contractor to
 assign all or a portion of the duties and rights under such  alternative
 project delivery contract to another responsive and responsible proposer
 pursuant  to  subparagraph  (ii) of paragraph a of this subdivision that
 offered the best value of the remaining proposers and that will agree to
 accept such assignment.   This  subparagraph  shall  not  be  deemed  to
 prohibit  the  use  of  any contract terms or procedures pursuant to any
 other provision of law, including but not limited to provisions included
 in this article;
   (ii) A lump sum contract in which the contractor agrees  to  accept  a
 set  dollar  amount  for a contract which comprises a single bid without
 providing a cost breakdown for all costs such as for  equipment,  labor,
 materials,  as well as such contractor's profit for completing all items
 of work comprising the public work;
   (iii) Incentive payments identified in the text of  the  contract  for
 performance objectives; or
   (iv) A combination of elements of the contract types authorized pursu-
 ant to this paragraph.
   2. All alternative project delivery contracts entered into pursuant to
 this  section  shall  include  a  clause requiring that any professional
 services regulated by  articles  one  hundred  forty-five,  one  hundred
 forty-seven  and  one  hundred forty-eight of the education law shall be
 performed and stamped and sealed, where appropriate, by  a  professional
 licensed in accordance with the appropriate article.
   3.  The  submission  of a proposal or responses or the execution of an
 alternative project delivery contract pursuant to this section shall not
 be construed to be a violation of section sixty-five hundred  twelve  of
 the education law.
 S. 5674                            28
 
   4.  Each  alternative  project  delivery  contract entered into by the
 corporation pursuant to this section shall comply  with  the  objectives
 and  goals  relating  to  the  performance  of  design  and construction
 services by minority- and women-owned business enterprises  pursuant  to
 section  6-129  of  the administrative code of the city of New York, or,
 for projects or public works receiving federal aid,  applicable  federal
 requirements  for  disadvantaged  business  enterprises or minority- and
 women-owned business enterprises and section three of the federal  hous-
 ing  and  urban  development  act  of  nineteen  hundred sixty-eight, as
 amended, or chapter seventy-nine of the New York city charter, as appli-
 cable or any successor provision.
   5. a. Notwithstanding any provision of law to the contrary, all rights
 or  benefits,  including  terms  and  conditions  of   employment,   and
 protection  of  civil  service  and  collective bargaining status of all
 employees of the corporation solely in connection with  the  use  of  an
 alternative  project delivery contract pursuant to this section shall be
 preserved and protected.
   b. The use of alternative project delivery contracts pursuant to  this
 section  shall  not  result  in  the:  (i) displacement of any currently
 employed worker of  the  corporation  or  loss  of  position,  including
 partial  displacement  such  as a reduction in the hours of non-overtime
 work, wages or employment benefits,  or  result  in  the  impairment  of
 existing  collective bargaining agreements to which the corporation is a
 party; or (ii) transfer of existing  duties  and  functions  related  to
 maintenance  and operations currently performed by existing employees of
 the corporation to a contractor.
   c. Employees of the corporation serving in positions in newly  created
 titles  shall  be  assigned  to the appropriate bargaining unit. Nothing
 contained in this section shall be construed to affect: (i) the existing
 rights of employees of the corporation pursuant to an  existing  collec-
 tive  bargaining agreement; (ii) the existing representational relation-
 ships among employee organizations representing employees of the  corpo-
 ration;  or  (iii)  the bargaining relationships between the corporation
 and such employee organizations.
   d. Without limiting contractors' obligations under alternative project
 delivery contracts to issue their own initial certifications of substan-
 tial completion and final completion, public  employees  of  the  corpo-
 ration shall review and determine whether the work performed by contrac-
 tors  is  acceptable  and  has  been  performed  in  accordance with the
 applicable alternative project delivery contracts, and  if  such  public
 employees  so determine, such public employees shall accept contractors'
 substantial or final completion  of  the  public  works  as  applicable.
 Performance  by  public  employees  of  the  corporation  of  any review
 described in this subdivision shall not be construed to modify or  limit
 contractors'  obligations  to perform the work in strict accordance with
 the applicable alternative project delivery contract or the contractors'
 or any subcontractors' obligations or liabilities under any law.
   § 16. Technical assistance. The corporation shall create  an  internal
 office dedicated to creating educational materials and providing techni-
 cal  assistance to residents of its residential projects, housing compa-
 nies, tenants, tenant organizations, not-for-profit corporations operat-
 ing in the state of New York, and the general public concerning resident
 elections, the organization, management, and operation of housing  coop-
 eratives, community land trusts, and tenant organizations, and the meth-
 od  by  which  tenants, tenant organizations, or owners of distressed or
 non-distressed properties may engage with the corporation concerning the
 S. 5674                            29
 
 acquisition of real property, among other subjects  deemed  relevant  by
 the  corporation.  Such  assistance  shall  include  standard  forms and
 templates that comply with state law and  the  corporation's  rules  and
 regulations.
   §  17.    Reports and evaluations. The corporation shall submit to the
 governor, the temporary president of the senate and the speaker  of  the
 assembly,  no  later  than  thirty  days following the submission of the
 annual independent audit report pursuant to section twenty-eight hundred
 two of the public authorities law, a complete detailed report or reports
 setting forth, to the extent such matters are not fully addressed in the
 annual independent audit report, the following:
   1. Its financial reports, including:
   a. Audited financials in accordance with  all  applicable  regulations
 and  following  generally  accepted  accounting principles as defined in
 subdivision ten of section two of the state finance law;
   b. Grant and subsidy programs;
   c. Operating and financial risks;
   d. Current ratings of its bonds issued by  recognized  municipal  bond
 rating agencies and notice changes in such ratings;
   e. Long-term liabilities, including leases and employee benefit plans;
 and
   2.  An  assessment of the effectiveness of its internal control struc-
 ture and procedures, including:
   a. Descriptions of the corporation and its  major  units  and  subsid-
 iaries;
   b.  The  number  of  employees,  and minority and women employees, for
 each;
   c. An organizational chart;
   d. Its charter, if any, and by-laws;
   e. The extent of participation by  minority-  and  women-owned  enter-
 prises  in corporation contracts and services in accordance with article
 fifteen-A of the executive law; and
   f. A listing of material changes in internal operations  and  programs
 during the reporting year.
   §  18. Subsidiaries. 1. The corporation shall have the right to manage
 properties or projects within its portfolio, and to exercise and perform
 its powers and functions related thereto, through one or more subsidiary
 corporations or legal entities. The corporation by resolution may direct
 any of its members, officers  or  employees  to  organize  a  subsidiary
 corporation  or  legal  entity  whenever,  in the sole discretion of the
 corporation, it is necessary or convenient to carry out such  functions,
 powers, and duties.
   2.  Each  such  subsidiary  corporation  shall  be wholly owned by the
 corporation and shall be organized pursuant to the business  corporation
 law,  the  not-for-profit corporation law or the private housing finance
 law.
   3. The corporation may transfer  to  any  subsidiary  corporation  any
 money,  real  or  personal  or  mixed  property  or may convey to it any
 project in order to carry out the  purposes  and  functions  related  to
 property management. Each such subsidiary corporation shall have all the
 privileges,  immunities,  tax  exemptions  and  other  exemptions of the
 corporation to the extent the same are not inconsistent with the statute
 or statutes pursuant to which such subsidiary was incorporated.   Except
 as  may be inconsistent with the provisions of this act, such subsidiary
 shall have all the rights and powers granted by any other statute pursu-
 ant to which such subsidiary corporation was organized.
 S. 5674                            30
 
   4. No member or officer of the corporation  shall  receive  any  addi-
 tional compensation, either direct or indirect, other than reimbursement
 for  actual  and  necessary expenses incurred in the performance of such
 person's duties, by reason of such person's serving as a member,  direc-
 tor, trustee or officer of any subsidiary corporation.
   5.  The  board  of a subsidiary shall be composed wholly of the corpo-
 ration's members, officers, or employees,  insofar  as  such  employees'
 official  duties  are  pertinent  or  useful to projects managed by such
 subsidiary.
   § 19. Monies of the corporation. 1. All  monies  of  the  corporation,
 except as otherwise authorized or provided in this act, shall be paid to
 the  commissioner  of  taxation and finance as agent of the corporation,
 who shall not commingle such monies with any other monies.  Such  monies
 shall be deposited in a separate bank account or accounts. The monies in
 such  accounts shall be paid out on checks signed by the commissioner of
 taxation and finance on requisition of the chair  or  treasurer  of  the
 board  or  president  of  the  corporation  or  of such other officer or
 employee or officers or employees as the corporation shall authorize  to
 make  such requisition.   All deposits of such monies shall, if required
 by the commissioner of taxation  and  finance  or  the  corporation,  be
 secured  by obligations of the United States or of the state of a market
 value equal at all times to the amount of the deposit, and all banks and
 trust companies are authorized to give such security for such deposits.
   Notwithstanding the provisions of this section, the corporation  shall
 have power to contract with the holders of any of its notes or bonds, as
 to  the  custody,  collection,  securing, investment, and payment of any
 monies of the corporation, of any monies held in trust or otherwise  for
 the  payment  of notes or bonds, and to carry out such contract.  Monies
 held in trust or otherwise for the payment of notes or bonds or  in  any
 way  to secure notes or bonds and deposits of such monies may be secured
 in the same manner as monies of the corporation, and all banks and trust
 companies are authorized to give such security for such deposits.
   2. Subject to agreements with  noteholders  and  bondholders  and  the
 approval of the comptroller, the corporation shall prescribe a system of
 accounts.
   3.  The  comptroller,  or  their legally authorized representative, is
 hereby authorized and empowered from time to time to examine  the  books
 and  accounts  of the corporation including its receipts, disbursements,
 contracts, reserve funds, sinking  funds,  investments,  and  any  other
 matters relating to its financial standing. Such an examination shall be
 conducted  by  the  comptroller  at  least once in every five years; the
 comptroller is authorized, however, to accept from the  corporation,  in
 lieu  of  such  an examination, an external examination of its books and
 accounts made at the request of the corporation.
   4. The corporation shall submit to the governor, chair of  the  senate
 finance  committee,  chair  of the assembly ways and means committee and
 the comptroller, within thirty days of the receipt thereof by the corpo-
 ration, a copy of the report of every external examination of the  books
 and accounts of the corporation other than copies of the reports of such
 examinations made by the comptroller.
   5.  The  corporation  shall  manage  the  expenses  and  income of its
 projects across its portfolio, and the excess cash flow of  any  project
 shall  be utilized to augment the cash flow of all other projects in any
 manner or system the corporation deems convenient for its purposes.
   § 20. Bonds and notes of the corporation. 1. Subject to the provisions
 of section seventeen of this act, the corporation shall have  the  power
 S. 5674                            31
 
 and is hereby authorized from time to time to issue its negotiable bonds
 and  notes  in  conformity  with  applicable  provisions  of the uniform
 commercial code in such principal amounts, as, in  the  opinion  of  the
 corporation,  shall be necessary to provide sufficient funds for achiev-
 ing any of its corporate purposes, including the payment of interest  on
 bonds  and notes of the corporation, establishment of reserves to secure
 such bonds and notes, and all  other  expenditures  of  the  corporation
 incident  to  and  necessary  or  convenient  to carry out its corporate
 purposes and powers.
   2. All such bonds shall be designated on their face, "New  York  State
 Social  Housing Development Authority". The state shall not be liable on
 notes or bonds of the corporation. Such notes and bonds shall not  be  a
 debt  of  the  state  and such notes and bonds shall contain on the face
 thereof a statement to such effect.
   3. All bonds and notes issued by the corporation may be secured by the
 full faith and credit of the corporation or may be payable solely out of
 the revenues and receipts derived from the lease, mortgage  or  sale  by
 the  corporation of its projects or of any thereof, all as may be desig-
 nated in the proceedings of the corporation under  which  the  bonds  or
 notes  shall  be  authorized  to  be issued. Such bonds and notes may be
 executed and delivered by the corporation at any time and from  time  to
 time,  may be in such form and denominations and of such tenor and matu-
 rities, may be in bearer form or in registered form, as to principal and
 interest or as to principal alone, all as the corporation may determine.
   4. Bonds may be payable in such installments and at such time or times
 not exceeding fifty years from the date thereof, as shall be  determined
 by the corporation.
   5. Notes, or any renewals thereof, may be payable in such installments
 and at such time or times as shall be determined by the corporation, not
 exceeding ten years from the date of the original issue of such notes.
   6.  Bonds  and  notes  may  be payable at such place or places whether
 within or without the state, may bear interest at  such  rate  or  rates
 payable  at such time or times and at such place or places and evidenced
 in such manner, and may contain such provisions not  inconsistent  here-
 with,  all  as  shall  be provided in the proceedings of the corporation
 under which the bonds or notes shall be authorized to be issued.
   7. If deemed advisable by the corporation, there may  be  retained  in
 the  proceedings  under  which any bonds or notes of the corporation are
 authorized to be issued an option to redeem all or any part  thereof  as
 may  be specified in such proceedings, at such price or prices and after
 such notice or notices and on such terms and conditions as  may  be  set
 forth in such proceedings and as may be recited in the face of the bonds
 or  notes,  but nothing herein contained shall be construed to confer on
 the corporation any right or option to redeem any bonds or notes  except
 as may be provided in the proceedings under which they shall be issued.
   8.  Any bonds or notes of the corporation may be sold at such price or
 prices, at public or private sale, in such manner and from time to  time
 as may be determined by the corporation, and the corporation may pay all
 expenses, premiums and commissions which it may deem necessary or advan-
 tageous  in  connection  with the issuance and sale thereof. No bonds or
 notes of the corporation may be sold at private  sale,  however,  unless
 such  sale  and  the terms thereof have been approved in writing by: (i)
 the comptroller where such sale is not to the comptroller, or  (ii)  the
 state director of the budget, where such sale is to the comptroller.
   9.  Any moneys of the corporation, including proceeds from the sale of
 any bonds or notes, and revenues, receipts and income from  any  of  its
 S. 5674                            32
 
 projects  or  mortgages,  may  be  invested and reinvested in such obli-
 gations, securities and other investments as shall be  provided  in  the
 resolution  or  resolutions  under which such bonds or notes are author-
 ized.
   10.  Issuance  by  the  corporation  of one or more series of bonds or
 notes for one or more purposes shall not preclude it from issuing  other
 bonds or notes in connection with the same project or any other project,
 but  the  proceedings  whereunder  any  subsequent bonds or notes may be
 issued shall recognize and protect any prior pledge or mortgage made for
 any prior issue of bonds or notes unless in the proceedings  authorizing
 such  prior  issue  the  right  is reserved to issue subsequent bonds or
 notes on a parity with such prior issue.
   11. The corporation is authorized to provide for the issuance  of  its
 bonds  or  notes  for the purpose of refunding any bonds or notes of the
 corporation then outstanding, including the payment  of  any  redemption
 premium thereon and any interest accrued or to accrue to the earliest or
 subsequent  date  of  redemption,  purchase or maturity of such bonds or
 notes, and, if deemed advisable by the corporation, for  the  additional
 purpose  of  paying all or any part of the cost of acquiring, construct-
 ing, reconstructing, rehabilitating, or improving any  project,  or  the
 making  of  any  mortgage  loan on any project. The proceeds of any such
 bonds or notes issued for the purpose of refunding outstanding bonds  or
 notes,  may,  in  the  discretion  of the corporation, be applied to the
 purchase or retirement at maturity or  redemption  of  such  outstanding
 bonds  or  notes  either  on their earliest or any subsequent redemption
 date, and may, pending such application,  be  placed  in  escrow  to  be
 applied to such purchase or retirement at maturity or redemption on such
 date  as  may  be  determined  by  the  corporation.  Any  such escrowed
 proceeds, pending such use, may be  invested  and  reinvested  in  obli-
 gations  of or guaranteed by the United States of America, or in certif-
 icates of deposit or time deposits secured in such manner as the  corpo-
 ration  shall  determine,  maturing  at  such  time or times as shall be
 appropriate to assure the prompt payment, as to principal, interest  and
 redemption  premium,  if any, on the outstanding bonds or notes to be so
 refunded. The interest, income and profits, if any, earned  or  realized
 on  any  such  investment  may  also  be  applied  to the payment of the
 outstanding bonds or notes to be so refunded. After  the  terms  of  the
 escrow  have  been  fully satisfied and carried out, any balance of such
 proceeds and interest, income and profits, if any, earned or realized on
 the investments thereof may be returned to the corporation for use by it
 in any lawful manner. The portion of the proceeds of any such  bonds  or
 notes issued for the additional purpose of paying all or any part of the
 cost  of  acquiring,  constructing,  reconstructing,  rehabilitating, or
 improving any project, or  the  making  of  any  mortgage  loan  on  any
 project,  may be invested and reinvested in obligations of or guaranteed
 by the United States of America, maturing not later  than  the  time  or
 times when such proceeds will be needed for the purpose of paying all or
 any  part  of  such  cost,  or the making of any such mortgage loan. The
 interest, income and profits, if any, earned or realized on such invest-
 ments may be applied to the payment of all or any part of such cost,  or
 the  making of any such mortgage loan, or may be used by the corporation
 in any lawful manner. All such  bonds  or  notes  shall  be  issued  and
 secured  and  shall be subject to the provisions of this act in the same
 manner and to the same extent as any other bonds or notes issued  pursu-
 ant to this act.
 S. 5674                            33
 
   §  21.  Debt  service reserve funds. 1. The corporation may create and
 establish one or more reserve funds to be known as debt service  reserve
 funds  and  may pay into such reserve funds: (i) any moneys appropriated
 and made available by the state for the purposes of such funds; (ii) any
 proceeds of sale of bonds and notes to the extent provided in the resol-
 ution of the corporation authorizing the issuance thereof; and (iii) any
 other  moneys  which  may  be  made available to the corporation for the
 purposes of such funds from any other source or sources. The moneys held
 in or credited to any debt service reserve fund established  under  this
 subdivision,  except  as  hereinafter provided, shall be used solely for
 the payment of the principal of bonds of the corporation secured by such
 reserve fund, as the same mature, the purchase  of  such  bonds  of  the
 corporation, the payment of interest on such bonds of the corporation or
 the  payment  of  any  redemption  premium required to be paid when such
 bonds are redeemed prior to maturity; provided, however, that moneys  in
 any  such  fund  shall  not  be  withdrawn therefrom at any time in such
 amount as would reduce the amount of such fund to less than the  maximum
 amount  of  principal  and  interest  maturing  and  becoming due in any
 succeeding calendar year on the bonds of the corporation then  outstand-
 ing  and  secured by such reserve fund, except for the purpose of paying
 principal and interest on the bonds of the corporation secured  by  such
 reserve  fund  maturing  and  becoming  due and for the payment of which
 other moneys of the corporation are not available. Any income or  inter-
 est  earned  by, or increment to, any such debt service reserve fund due
 to the investment thereof may  be  transferred  to  any  other  fund  or
 account  of  the corporation to the extent it does not reduce the amount
 of such debt service reserve fund below the maximum amount of  principal
 and  interest  maturing and becoming due in any succeeding calendar year
 on all bonds of the corporation then outstanding  and  secured  by  such
 reserve fund.
   2.  The  corporation  shall not issue bonds at any time if the maximum
 amount of principal and interest maturing and becoming due in a succeed-
 ing calendar year on the bonds outstanding and then  to  be  issued  and
 secured  by  a  debt service reserve fund will exceed the amount of such
 reserve fund at the time of issuance, unless  the  corporation,  at  the
 time  of issuance of such bonds, shall deposit in such reserve fund from
 the proceeds of the bonds so to be issued, or otherwise, an amount which
 together with the amount then in such reserve fund,  will  be  not  less
 than  the maximum amount of principal and interest maturing and becoming
 due in any succeeding calendar year on the bonds then to be  issued  and
 on  all  other  bonds of the corporation then outstanding and secured by
 such reserve fund.
   3. To assure the continued operation and solvency of  the  corporation
 for  the  carrying  out of the public purposes of this act, provision is
 made in subdivision one of this section for  the  accumulation  in  each
 debt  service  reserve  fund of an amount equal to the maximum amount of
 principal and interest maturing  and  becoming  due  in  any  succeeding
 calendar  year  on  all  bonds  of  the corporation then outstanding and
 secured by such reserve fund.  In order further to  assure  the  mainte-
 nance of such debt service reserve funds, there shall be annually appor-
 tioned  and  paid  to  the  corporation for deposit in each debt service
 reserve fund such sum, if any, as shall be certified by the chair of the
 corporation to the governor and state director of the budget  as  neces-
 sary  to  restore  such  reserve  fund to an amount equal to the maximum
 amount of principal and  interest  maturing  and  becoming  due  in  any
 succeeding  calendar year on the bonds of the corporation then outstand-
 S. 5674                            34
 
 ing and secured by such reserve fund. The chairman  of  the  corporation
 shall  annually,  on  or  before December first, make and deliver to the
 governor and state director of the budget a certificate stating the sum,
 if  any,  required to restore each such debt service reserve fund to the
 amount aforesaid, and the sum or sums so certified,  if  any,  shall  be
 apportioned  and  paid  to the corporation during the then current state
 fiscal year.
   4. In computing any debt service reserve fund for the purposes of this
 section, securities in which all or a portion of such reserve fund shall
 be invested shall be valued at par, or if purchased at less than par, at
 their cost to the corporation.
   § 22. Dissolution of the corporation. 1.  Upon the passage of any  law
 dissolving or substantially modifying the corporation, and prior to such
 law's effective date if such law is not effective immediately, the board
 shall  immediately  give  notice  of  such law and its details which the
 corporation shall publish in a newspaper of general circulation in every
 city with a population greater than five hundred thousand  people,  post
 prominently  and  continuously on the homepage of any website maintained
 by the corporation, send  by  certified  mail  to  the  trustee  of  any
 outstanding  bonds  of  the  corporation,  and post conspicuously in the
 common spaces of any residential projects owned by  the  corporation  or
 its subsidiaries.
   2.  Upon  dissolution  of the corporation, any residential projects or
 real property formerly owned by the corporation shall be held  in  trust
 by  the  department of housing and community renewal, which shall assume
 the former corporation's responsibilities in relation to  such  residen-
 tial  projects  or  real  properties  until such time as the legislature
 shall create a process by which such properties are fairly and responsi-
 bly disposed of to residents or third-parties.
   § 23. Court proceedings. Any action or proceeding to which the  corpo-
 ration  or  the people of the state of New York may be parties, in which
 any question arises as to the validity of this act, shall  be  preferred
 over  all other civil causes except election causes in all courts of the
 state of New York and shall be heard and determined in preference to all
 other civil business pending therein except election  causes,  irrespec-
 tive  of  position on the calendar. The same preference shall be granted
 upon application of counsel to the corporation in any action or proceed-
 ing questioning the validity of this act in which they may be allowed to
 intervene.  The venue of any such action or proceeding shall be laid  in
 the county in which the principal office of the corporation is located.
   §  24.  Actions  against  the  corporation. 1. Except in an action for
 wrongful death, no action or proceeding shall  be  prosecuted  or  main-
 tained  against the corporation for personal injury or damage to real or
 personal property alleged to have been sustained by reason of the negli-
 gence or wrongful act of the corporation or of any member of the  board,
 officer,  agent  or employee thereof, unless: (i) it shall appear by and
 as an allegation in the complaint or moving  papers  that  a  notice  of
 claim  shall  have been made and served upon the corporation, within the
 time limit prescribed by and in compliance with section fifty-e  of  the
 general  municipal  law; (ii) it shall appear by and as an allegation in
 the complaint or moving papers that at least thirty  days  have  elapsed
 since  the service of such notice and that adjustment or payment thereof
 has been neglected or refused; and (iii) the action or proceeding  shall
 be  commenced  within  the  period provided under section fifty-i of the
 general municipal law. An action against the  corporation  for  wrongful
 death shall be commenced in accordance with the notice of claim and time
 S. 5674                            35
 
 limitation  provisions  of  title  eleven  of article nine of the public
 authorities law.
   2. Wherever a notice of claim is served upon the corporation, it shall
 have  the right to demand an examination of the claimant relative to the
 occurrence and extent of the injuries or  damages  for  which  claim  is
 made, in accordance with the provisions of section fifty-h of the gener-
 al municipal law.
   3. The corporation may require any person presenting for settlement an
 account  or claim for any cause whatsoever against the corporation to be
 sworn before a member of the board, counsel or an attorney,  officer  or
 employee thereof designated for such purpose, concerning such account or
 claim  and  when  so sworn, to answer orally as to any facts relative to
 such account or claim. The corporation shall have  power  to  settle  or
 adjust any claims in favor of or against the corporation.
   4.  The  rate of interest to be paid by the corporation upon any judg-
 ment for which it is liable, other than a judgment on  bonds,  notes  or
 other  obligations,  shall  not exceed the rate of interest on judgments
 and accrued claims against municipal  authorities  as  provided  in  the
 general  municipal law. Interest on payments of principal or interest on
 any bonds, notes or other obligations in default  shall  accrue  at  the
 rate  specified  in  the  general  municipal law until paid or otherwise
 satisfied.
   § 25. Limited liability. 1. As used in this section, the term "employ-
 ee" shall mean the members of the board, president, officers, employees,
 or a former employee, their  estate  or  judicially  appointed  personal
 representative.
   2.  Neither  the  members of the board nor any officers or employee of
 the corporation acting on behalf thereof, while acting within the  scope
 of  such person's authority, shall be subject to any liability resulting
 from carrying out any of the powers expressly given in this act.
   3. At the request of the employee, and upon compliance by the employee
 with the provisions of this section, the corporation shall  provide  for
 the  defense  of  an  employee  in any civil action or proceeding in any
 state or federal court, arising out of any alleged act or omission which
 the corporation finds occurred while the employee was acting within  the
 scope  of  their  public employment and in the discharge of their public
 duties and was not in violation of any rule or regulation of the  corpo-
 ration  at  the  time the alleged act or omission occurred. This duty to
 provide for a defense and indemnification shall  not  arise  where  such
 civil action or proceeding is brought by or on behalf of the corporation
 against the employee.
   4.  The corporation shall indemnify and hold harmless its employees in
 the amount of any civil judgment obtained against such employees in  any
 state  or  federal  court, or in the amount of any settlement of a claim
 approved by the corporation provided that the act or omission from which
 such judgment or settlement arose occurred while the employee was acting
 within the scope of their public employment  and  in  the  discharge  of
 their  public  duties and was not in violation of any rule or regulation
 of the corporation at the time the alleged damages were  sustained.  The
 duty to indemnify and hold harmless prescribed by this section shall not
 arise  where  the injury or damage resulted from an intentional wrongdo-
 ing, or recklessness on the  part  of  the  employee.  Nothing  in  this
 section shall authorize the corporation to indemnify or hold harmless an
 employee  with respect to punitive or exemplary damages, fines or penal-
 ties.
 S. 5674                            36
 
   5. The duty to defend and indemnify and hold  harmless  prescribed  by
 this  section shall be conditioned upon: (i) delivery by the employee to
 the president or general counsel of the corporation at the office of the
 corporation of the original or a copy of any summons, complaint,  claim,
 process,  notice,  demand or pleading within ten days after the employee
 is served with such document; and  (ii)  the  full  cooperation  of  the
 employee  in  the defense of such action or proceeding and in defense of
 any action or proceeding against the corporation based upon the same act
 or omission, and in the prosecution of any appeal. Such  delivery  shall
 be  deemed  a  request  by the employee that the corporation provide for
 their defense pursuant to this section. In the  event  that  the  corpo-
 ration  shall  assume  an employee's defense and thereafter the employee
 fails or refuses to cooperate in the formation or presentation of  their
 defense,  the  court shall permit the corporation to withdraw its repre-
 sentation ten days after giving written notice to the  employee  of  its
 intention to discontinue such representation.
   6. In the event that the act or omission upon which the court proceed-
 ing  against  the employee is based was or is also the basis of a disci-
 plinary proceeding by the corporation against  the  employee,  represen-
 tation  and  indemnification  by  the  corporation, as set forth in this
 section, may be withheld: (i) until  such  disciplinary  proceeding  has
 been  resolved;  and  (ii)  unless  the  resolution  of the disciplinary
 proceeding exonerated the employee as to such act or omission.
   7. Subject to the conditions set forth in this section, such  employee
 shall be entitled to representation by the general counsel of the corpo-
 ration  or  by any attorney or attorneys designated by the general coun-
 sel; provided, however, that  the  employee  shall  be  entitled  to  be
 represented  by  private  counsel of their choice in any civil action or
 proceeding whenever the corporation determines that representation would
 be inappropriate, or whenever a court, upon appropriate motion or other-
 wise by a special proceeding, determines that  a  conflict  of  interest
 exists  and  that  the employee is entitled to be represented by private
 counsel of the employee's choice. The general counsel of the corporation
 shall notify the employee in writing  of  such  determination  that  the
 employee  is  entitled  to  be represented by private counsel. Provided,
 however, that the corporation may require, as a condition to payment  of
 the fees and expenses of such representation, that appropriate groups of
 such employees be represented by the same counsel. Reasonable attorneys'
 fees  and  litigation  expenses shall be paid by the corporation to such
 private counsel from time to time during the pendency of a civil  action
 or proceeding.
   8. Any dispute with respect to representation of multiple employees by
 a  single counsel or the reasonableness of attorneys' fees or the amount
 of litigation expenses shall be resolved by the court upon motion or  by
 way of a special proceeding.
   9.  The  benefits  of  this  section  shall inure only to employees as
 defined in this section and shall not enlarge or diminish the rights  of
 any  other party nor shall any provision of this section be construed to
 affect, alter or repeal any provision of the workers' compensation law.
   10. The provisions of this section shall not be construed in  any  way
 to  impair,  alter,  limit  or  modify the rights and obligations of any
 insurer under any policy of insurance.
   11. Except as otherwise specifically provided  in  this  section,  the
 provisions  of this section shall not be construed in any way to impair,
 alter, limit, modify, abrogate or restrict any immunity available to  or
 conferred  upon  any  unit,  entity,  member, officer or employee of the
 S. 5674                            37

 corporation, or any right to defense or indemnification provided for any
 member, officer or employee by, in accordance with, or by reason of, any
 other provision of state, federal or local law or common law.
   12.  Every  action or proceeding instituted pursuant to the provisions
 of this section shall be commenced pursuant to  section  twenty-four  of
 this  act  and  subject to any condition or limitation set forth in such
 section.
   13. The provisions of this section shall  apply  to  the  actions  and
 proceedings set forth herein notwithstanding any inconsistent provisions
 of state or local law.
   §  26.  Public  employer.  For the purposes of article fourteen of the
 civil service law, the corporation  shall  be  deemed  to  be  a  public
 employer  and as such shall negotiate with and enter into written agree-
 ments with employee organizations representing the staff of  the  corpo-
 ration  that  have  been certified or recognized under such article. The
 state public employment relations board shall have  exclusive  jurisdic-
 tion for the purpose of administering the provisions of such article and
 the  provisions  of section two hundred twelve of such article shall not
 be applicable to any such negotiations.
   § 27. Made in New York. To the greatest degree  possible,  the  corpo-
 ration  shall  strive  to  procure  materials  for  the  construction of
 projects which are manufactured in whole or part in the state.  If  such
 materials  cannot  be procured that are manufactured in whole or part in
 the state, the corporation  shall,  to  the  greatest  degree  possible,
 strive  to  procure materials for the construction of projects which are
 produced in the United States.
   § 28. Public records and public meetings. 1. The board  shall  promul-
 gate  policies  for compliance with articles six and seven of the public
 officers law and may update such policies at its discretion.
   2. Meetings of the board and notes and minutes recorded thereof  shall
 be  public record.   The board shall publish a schedule for its meetings
 at least ninety days in advance of such meetings, and shall  publish  an
 agenda  for  any  meeting at least two weeks in advance of such meeting.
 Meetings shall be recorded and broadcast online in a  manner  accessible
 by  the general public and such recordings shall remain online, together
 with the associated agendas and minutes for review by the general public
 after such meetings have occurred.
   § 29. Tax exemption. 1. It is hereby determined that the  creation  of
 the corporation and the carrying out of its corporate purposes is in all
 respects for the benefit of the people of the state of New York and is a
 public  purpose.  Accordingly,  the  corporation  shall  be  regarded as
 performing an essential governmental function in  the  exercise  of  the
 powers  conferred  upon it by this act, and the corporation shall not be
 required to pay any fees, taxes, special ad valorem  levies  or  assess-
 ments of any kind, including, but not limited to, franchise taxes, sales
 taxes  or  other taxes, upon or with respect to any property owned by it
 or under its jurisdiction, control or  supervision,  or  upon  the  uses
 thereof,  or  upon  or  with  respect to its activities or operations in
 furtherance of the powers conferred upon it by this act, or upon or with
 respect to any fares, tolls, rentals, rates, charges, fees, revenues  or
 other income received by the corporation.
   2.  Any  bonds, notes or other obligations issued pursuant to this act
 together with the income therefrom shall at all  times  be  exempt  from
 taxation.
   3.  The state hereby covenants with the purchasers and with all subse-
 quent holders and transferees  of  bonds,  notes  or  other  obligations
 S. 5674                            38
 
 issued  by the corporation pursuant to this act, in consideration of the
 acceptance of and payment for the bonds,  notes  or  other  obligations,
 that  the  bonds,  notes  or other obligations of the corporation issued
 pursuant  to this act and the income therefrom and all revenues, monies,
 and other property pledged to pay or  to  secure  the  payment  of  such
 bonds,  notes or other obligations shall at all times be free from taxa-
 tion.
   4. Notwithstanding any provision in this section to the contrary,  the
 corporation  may pay, or may enter into agreements with any municipality
 to pay, a sum or sums,  annually  or  otherwise,  or  to  provide  other
 considerations  to  such  municipality, with respect to real property of
 the corporation located within such municipality and provided  that  any
 such  payment  or  agreement  to pay shall be subject to approval by the
 corporation.
   § 30. Construction. This act, being necessary for the welfare  of  the
 state  and its inhabitants, shall be liberally construed so as to effec-
 tuate its purposes.
   § 31. Inconsistent provisions of other laws superseded. Insofar as the
 provisions of this act are inconsistent with the provisions of any other
 act, general or special, the provisions of this act  shall  be  control-
 ling.
   § 32. Severability. If any provision of this act or its application to
 any person or circumstance is held unconstitutional or invalid, in whole
 or  in  part, by any court, such holding of unconstitutionality or inva-
 lidity shall in no way affect or impair any other provision of this  act
 or  the application of any such provision to any other person or circum-
 stance, and to this end the provisions of this act are severable.
   § 33. Appropriation. The sum of sixty million  dollars  ($60,000,000),
 or  so  much  thereof as may be necessary, is hereby appropriated to the
 corporation out of any moneys in the state treasury in the general  fund
 and  made  immediately  available  for  the  purpose of carrying out the
 provisions of this act, namely  in  the  creation,  administration,  and
 staffing  of the corporation.  Such moneys shall be payable on the audit
 and warrant of the state comptroller on vouchers certified  or  approved
 in the manner prescribed by law.
   § 34. This act shall take effect immediately.