2023 New York Laws › PVH - Private Housing Finance › Article 12 - New York City Housing Development Corporation › 654-C - Housing New York Corporation.

§ 654-c. Housing New York corporation. 1. Definitions. As used in this
section, unless a different meaning clearly appears from the context:
(a) "Housing New York program" shall mean the housing New York program
established  pursuant  to  section  four of the housing New York program
act.
(b) "City"  shall  mean  the  city  of  New  York,  its  agencies  and
instrumentalities  (other than the housing New York corporation) and the
New York city housing development corporation.
(c) "Residential housing facilities" shall mean one or more  works  or
improvements   containing   one  or  more  residential  dwelling  units,
including,  but  not  limited  to,  single  room  occupancy  units,  and
including  the  real and personal property acquired, owned, constructed,
equipped, improved, enlarged, rehabilitated or renovated to provide such
accommodations and such incidental and appurtenant  commercial,  social,
recreational  or  communal facilities, to be located without the Battery
Park project area, as defined in the Battery Park  city  authority  act,
and within the city.
(d)  "Excess  revenues"  shall mean all revenues from the Battery Park
project area, as defined in the Battery  Park  city  authority  act,  in
excess  of  those  needed  (i) to satisfy bond and note covenants (other
than as they relate to bonds and notes issued pursuant to  this  section
and  section  one  thousand  nine  hundred  seventy-four-c of the public
authorities law)  including  those  covenants  which  require  that  the
Battery  Park  city authority maintain its revenues and reserve funds in
an  amount  necessary  to  permit  it  to  discharge  its  debt  service
obligations,  (ii)  to  fulfill its legal and financial commitments, and
(iii) to pay its operating and maintenance expenses.
2. There is hereby established a public benefit corporation  known  as
the  "housing  New  York corporation" as a subsidiary corporation of the
corporation solely for the purpose of borrowing money and granting  such
moneys  to  the  city  for  the  purposes  and  in  accordance  with the
provisions of the housing New York program.
3. It is hereby found and declared that the legislature,  pursuant  to
the  housing  New  York  program act, has established a housing New York
program under which the city will cause the  acquisition,  construction,
equipping,   improving,   rehabilitation   and  renovation  of  dwelling
accommodations within the city of New York for persons and families  for
whom  the  ordinary  operations of private enterprise cannot supply such
accommodations; that such program is necessary in order to increase  the
presently  inadequate supply of dwelling accommodations in such city for
such persons and families; that such program shall require a substantial
commitment of funds from public sources; and  that  the  need  for  such
moneys  necessitates  that  the  subsidiary  corporation created by this
section be granted the powers and be made subject to the requirements of
this section. The  legislature  therefore  finds  that  such  subsidiary
corporation,  subject  to  the  terms  and  conditions specified herein,
should be given the power to borrow funds and grant such moneys  to  the
city  of New York, and any agency or instrumentality thereof (other than
such subsidiary corporation) or the corporation for use by  such  entity
in  the  housing  New  York  program;  that the financing of residential
housing facilities in accordance with the housing New York program is  a
public  purpose  for  which  moneys  may be granted, and exemptions from
taxation on the income of bonds or notes of such subsidiary  corporation
and  on  such  subsidiary  corporation's income and property granted, as
specified herein; and that the powers  and  duties  of  such  subsidiary
corporation  as  recited  in  this  section are necessary and proper for
achieving the ends herein recited. Therefore such subsidiary corporation
is hereby authorized and empowered:
(a) to borrow money by issuing bonds and notes for the purposes of (i)
granting  such  moneys  to  the  city  to   finance   the   acquisition,
construction,  equipping,  improvement,  enlargement, rehabilitation and
renovation of residential housing facilities for  the  purposes  and  in
accordance  with the provisions of the housing New York program and (ii)
refunding any bonds or  notes  of  such  subsidiary  corporation  issued
pursuant to this section;
(b)  to  grant  moneys  to  the  city for the purpose of financing the
acquisition,   construction,   equipping,   improvement,    enlargement,
rehabilitation  and renovation of residential housing facilities for the
purposes and in accordance with the provisions of the housing  New  York
program  and to enter into any agreement specifying terms and conditions
with respect thereto;
(c) subject to the provisions of any contract with the holders of  any
of  its  bonds  or  notes,  to  pledge  any  revenues  or assets of such
subsidiary corporation,  including,  but  not  limited  to,  any  excess
revenues  of the Battery Park city authority as shall be payable to such
subsidiary corporation pursuant to an agreement between the Battery Park
city authority  and  such  subsidiary  corporation  as  such  subsidiary
corporation shall deem necessary, to secure any bonds or notes issued or
any  agreements  entered  into  pursuant to this section; (d) to procure
insurance, letters of credit or other credit enhancements  with  respect
to  its  bonds  or  notes issued pursuant to this section and to pay the
premiums and fees therefor;
(e) to adopt, amend or rescind rules and  regulations  appropriate  to
carry  out its corporate purposes and to establish such requirements and
enter into such agreements to achieve the objectives  of  this  section;
and
(f)  to  exercise  any and all other powers authorized by this section
and not inconsistent with the provisions of this section.
4. In addition to the foregoing, such subsidiary corporation may:
(a) receive  moneys  from  the  corporation,  the  Battery  Park  city
authority,  any other public benefit corporation, the federal government
or any other source for the purpose of  paying  its  obligations  issued
pursuant  to  this  section  in  order  to  provide  residential housing
facilities to low and moderate income  persons  for  whom  the  ordinary
operation  of  private  enterprise  cannot  supply  safe,  sanitary  and
affordable housing accommodations,
(b) enter into agreements with the Battery Park city authority or  any
other  entity  for  the  purpose  of  receiving  moneys  as described in
paragraph (a) of this subdivision, and
(c) transfer, lend, pledge or assign moneys to a trustee, fiduciary or
similar entity for the purpose of securing obligations as referenced  in
paragraph (a) of this subdivision.
5.  The  membership  of  such  subsidiary corporation shall consist of
seven members, five of whom shall be members of the  corporation  (other
than members thereof appointed by the governor) and two of whom shall be
appointed  by  the governor. Neither of the two members appointed by the
governor shall be members or officers of the Battery Park city authority
or any subsidiary corporation organized  pursuant  to  section  nineteen
hundred  seventy-four-a  of  the public authorities law. The two members
first appointed by the governor shall serve for terms of  two  and  four
years  respectively from January first next succeeding the date of their
appointment. Their successors shall serve for terms of four years  each.
The  governor shall fill any vacancy which may occur by reason of death,
resignation or otherwise of a member appointed  by  the  governor  in  a
manner  consistent  with the original appointment. A member appointed by
the governor (i) shall continue in office until such member's  successor

has been appointed and qualified and (ii) may be removed by the governor
for  cause,  but  not without an opportunity to be heard in person or by
counsel, in such member's defense, upon not less than ten days'  notice.
The   commissioner   of  the  department  of  housing  preservation  and
development shall serve as chairperson of  the  subsidiary  corporation.
The  powers  of  the  subsidiary  corporation  shall  be  vested  in and
exercised by no less than four of the members thereof  then  in  office.
The  subsidiary  corporation may delegate to one or more of its members,
or its officers, agents and employees, such duties and powers as it  may
deem proper.
6.  Notwithstanding  any  inconsistent provisions of this or any other
general, special or local law, no officer or employee of the city or the
state,  or  of  any  public  corporation,  as  defined  in  the  general
construction  law,  shall  be  deemed to have forfeited or shall forfeit
such person's office or employment by reason of such person's acceptance
of membership on or  by  virtue  of  such  person's  being  an  officer,
employee or agent of the subsidiary corporation. No officer or member of
the   corporation   shall   receive   any  additional  salary  or  other
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  or
officer of such subsidiary corporation.
7.  The  corporation  may  transfer to such subsidiary corporation any
real, personal or mixed property in order to carry out the  purposes  of
this section.
8. The subsidiary corporation also shall have the power to:
(a) sue and be sued;
(b) have a seal and alter the same at pleasure;
(c)   make  and  alter  by-laws  for  its  organization  and  internal
management and make rules and  regulations  governing  the  use  of  its
property and facilities;
(d)  make and execute contracts and all other instruments necessary or
convenient for the exercise of  its  powers  and  functions  under  this
section;
(e)  acquire,  hold  and  dispose of real or personal property for its
corporate purposes;
(f) engage the services of private consultants on a contract basis for
rendering professional and technical assistance and advice;
(g)  procure  insurance  against  any  loss  in  connection  with  its
activities,  properties and assets in such amount and from such insurers
as it deems desirable;
(h) appoint officers, agents and employees, prescribe their duties and
qualifications and fix their compensation subject to the  provisions  of
the  civil  service law and the rules of the civil service commission of
the city;
(i) invest any funds, or other moneys under its custody and control in
the same manner as the corporation; and
(j) to do any and all things necessary or convenient to carry out  its
purposes  and  exercise  the  powers expressly given and granted in this
section.
9. The  subsidiary  corporation  and  its  corporate  existence  shall
continue  until  terminated  by  law;  provided,  however,  that no such
termination shall take effect as long as obligations of  the  subsidiary
corporation  remain outstanding, unless adequate provision has been made
for the payment  thereof  in  the  documents  securing  the  same.  Upon
termination  of  the  existence of the subsidiary corporation all of its
rights and properties shall pass to and be vested in  the  city  of  New
York.
10.  The  city and the corporation shall have the power to transfer to
such subsidiary corporation, agents, employees  and  facilities  of  the
city  or  corporation  to  enable  it  to  fulfill  the purposes of this
section.
11.  (a)  Subject  to  the  provisions of this section, the subsidiary
corporation shall have power and is hereby authorized to issue from time
to time its notes and bonds in such principal amount as  the  subsidiary
corporation  shall determine to be necessary to provide sufficient funds
for achieving its corporate purposes, including the providing of  moneys
to  the  city,  the  payment  of  interest  on  notes  and  bonds of the
subsidiary corporation, the establishment of  reserves  to  secure  such
notes  and  bonds,  and  the  payment  of all expenses of the subsidiary
corporation incident thereto.
(b) The subsidiary corporation shall have  the  power,  from  time  to
time,  to  issue  (i)  notes to renew notes and (ii) bonds to pay notes,
including  the  interest  thereon  and,  whenever  it  deems   refunding
expedient, to refund any bonds by the issuance of new bonds, whether the
bonds to be refunded have or have not matured, and to issue bonds partly
to  refund  bonds  then  outstanding and partly for any of its corporate
purposes. The refunding bonds may be  exchanged  for  the  bonds  to  be
refunded or sold and the proceeds applied to the purchase, redemption or
payment of such bonds.
(c)  Except  as  may otherwise be expressly provided by the subsidiary
corporation, every issue  of  its  notes  and  bonds  shall  be  general
obligations of the subsidiary corporation payable out of any revenues of
such  corporation,  subject  only  to any agreements with the holders of
particular notes or bonds pledging any particular revenues.
(d)  The  notes  and  bonds  shall  be  authorized  by  resolution  or
resolutions of the subsidiary corporation, shall bear such date or dates
and shall mature at such time or times as such resolution or resolutions
may  provide,  except  that  no note or any renewal thereof shall mature
more than nine years after the date of issue of the original note and no
bond shall mature more than fifty years from the date of its  issue.  No
refunding  bonds  shall  mature  later than fifty years from the date of
original issuance of the bonds being refunded. The bonds may  be  issued
as  serial bonds payable in annual installments or as term bonds or as a
combination thereof. The notes and bonds shall  bear  interest  at  such
rate  or rates, be in such denominations, be in such form, either coupon
or registered, carry such registration privileges, be executed  in  such
manner,  be  payable in such medium of payment, at such place or places,
and be subject to  such  terms  of  redemption  as  such  resolution  or
resolutions  may  provide.  The  notes  and  bonds  may  be  sold by the
subsidiary corporation at public or  private  sale,  at  such  price  or
prices as the subsidiary corporation shall determine; provided, however,
that  the  subsidiary  corporation shall consult with the comptroller of
the city of New York as to the timing of any sale; and provided  further
that  no  notes  or bonds of the subsidiary corporation may be sold at a
private sale unless such sale and the terms thereof have  been  approved
in  writing  by  (a)  such  comptroller,  where such sale is not to such
comptroller, or (b) the director of the budget of the city of New  York,
where such sale is to such comptroller.
(e)  Any  resolution  or resolutions authorizing any notes or bonds or
any issue thereof may contain provisions, which shall be a part  of  the
contract or contracts with the holders thereof, as to:
(i)  pledging all or any part of the revenues to secure the payment of
the notes or bonds or of any issue thereof, subject to  such  agreements
with  noteholders or bondholders as may then exist; (ii) pledging all or
any part of the assets of  the  subsidiary  corporation  to  secure  the

payment of the notes or bonds or of any issue of notes or bonds, subject
to such agreements with noteholders or bondholders as may then exist;
(iii)  the  setting  aside  of  reserves  or  sinking  funds  and  the
regulation and disposition thereof;
(iv) limitations on the purpose to which the proceeds of sale of notes
or bonds may be applied and pledging such proceeds to secure the payment
of the notes or bonds or of any issue thereof;
(v) limitations on the issuance of  additional  notes  or  bonds;  the
terms  upon  which  additional notes or bonds may be issued and secured;
and the refunding of outstanding or other notes or bonds;
(vi) the procedure, if any, by which the terms of  any  contract  with
noteholders  or  bondholders  may be amended or abrogated, the amount of
notes or bonds the holders of which must consent thereto, and the manner
in which such consent may be given;
(vii) limitations on the amount  of  moneys  to  be  expended  by  the
subsidiary   corporation   for  operating  expenses  of  the  subsidiary
corporation;
(viii) vesting in a trustee or trustees such property, rights,  powers
and  duties  in trust as the subsidiary corporation may determine, which
may include any or all of the rights, powers and duties of  the  trustee
appointed  by  the  bondholders pursuant to this section and limiting or
abrogating the right of the bondholders to appoint a trustee under  this
section or limiting the rights, powers and duties of such trustee;
(ix)  the acts or omissions to act which shall constitute a default in
the obligations and duties of the subsidiary corporation to the  holders
of  the  notes or bonds and providing for the rights and remedies of the
holders of the notes or bonds in the event of  such  default,  including
the  right  to  appointment of a receiver; providing, however, that such
rights and remedies shall not be inconsistent with the general  laws  of
the state and the other provisions of this section; and
(x)  any  other  matters, of like or different character, which in any
way affect the security or protection of the holders  of  the  notes  or
bonds.
(f)  Any  pledge made by the subsidiary corporation shall be valid and
binding from the time when the pledge is made; the revenues or  property
so  pledged  and thereafter received by the subsidiary corporation shall
immediately be subject to the lien of such pledge without  any  physical
delivery  thereof  or further act, and the lien of any such pledge shall
be valid and binding as against all parties having claims of any kind in
tort,  contract  or  otherwise  against  the   subsidiary   corporation,
irrespective  of  whether  such parties have notice thereof. Neither the
resolution nor any other instrument by which a pledge is created need be
recorded.
(g) Neither the members of the subsidiary corporation  nor  any  other
person  executing  such  notes or bonds shall be subject to any personal
liability or accountability by reason of the issuance thereof.
(h) The  subsidiary  corporation,  subject  to  such  agreements  with
noteholders  or  bondholders  as may then exist, shall have power out of
any funds  available  therefor,  to  purchase  notes  or  bonds  of  the
subsidiary corporation which shall thereupon be cancelled.
(i)  In the discretion of the subsidiary corporation, the bonds may be
secured by a trust indenture by and between the  subsidiary  corporation
and  a  corporate trustee, which may be any trust company or bank having
the powers of a trust company in the state.  Such  trust  indenture  may
contain  such  provisions  for  protecting  and enforcing the rights and
remedies of the bondholders as may be reasonable and proper and  not  in
violation  of  law,  including covenants setting forth the duties of the
subsidiary corporation in relation to  the  exercise  of  its  corporate

powers  and the custody, safeguarding and application of all moneys. The
subsidiary corporation may provide  by  such  trust  indenture  for  the
payment  of  the  proceeds  of the bonds and the revenues to the trustee
under  such  trust  indenture or other depository, and for the method of
disbursement thereof, with such safeguards and restrictions  as  it  may
determine.  If  the  bonds  shall  be  secured by a trust indenture, the
bondholders shall have no authority to appoint  a  separate  trustee  to
represent them.
(j)  Whether or not the notes and bonds are of such form and character
as  to  be  negotiable  instruments  under  the  terms  of  the  uniform
commercial  code,  the  notes  and  bonds  are  hereby  made  negotiable
instruments within the meaning of  and  for  all  the  purposes  of  the
uniform commercial code, subject only to the provisions of the notes and
bonds for registration.
12.  No  moneys  may  be borrowed by issuing bonds or notes to finance
residential housing facilities pursuant  to  this  section  unless  such
subsidiary  corporation has entered into an agreement or agreements with
the mayor on  behalf  of  the  city  and  with  the  Battery  Park  city
authority, which provide, in addition to any other terms and conditions,
that:
(a)  such  residential  housing  facilities  are  to  provide dwelling
accommodations which are to be occupied by persons and families for whom
the ordinary operations of private enterprise cannot provide an adequate
supply of safe, sanitary and affordable housing accommodations;
(b) unless otherwise specifically provided by law, neither  the  state
nor  the authority are to have any responsibility as to the financing of
such residential housing facilities and neither the state, the authority
nor the subsidiary corporation are to have any responsibility as to  the
operation, maintenance, repair or use of such facilities;
(c)  the  city  shall  use  the  moneys granted to it pursuant to this
section to finance residential housing facilities in accordance with the
provisions of the housing New York program and  shall  comply  with  the
terms  and  conditions  of  the  housing  New  York program act and this
section; and
(d) the timing, amount, maturity schedule  and  all  other  terms  and
conditions  of  any  issuance  of  bonds  or  notes  by  the  subsidiary
corporation pursuant to this section, will provide for the Battery  Park
city  authority's  requirements  as  to  the  development, management or
operation of the project and the effect of such terms and conditions  on
the  availability  of  excess  revenues  and  the  pledge  or assignment
thereof.
13. Commencing on or before  January  thirty-first,  nineteen  hundred
eighty-seven,  and  on  or  before  January  thirty-first  of  each year
thereafter during which the city utilizes moneys which are  provided  to
it  pursuant to this section, such subsidiary corporation shall, for the
prior and current calendar year, submit a report to  the  governor,  the
temporary  president  of  the  senate,  the speaker of the assembly, the
minority leader of the senate, the minority leader of the assembly,  the
mayor  and  the comptroller, which shall include, but not be limited to,
the total principal amount of bonds and notes which have  been  and  are
expected  to  be  issued  pursuant  to  this  section  and a copy of any
agreement and any amendments thereto among such subsidiary  corporation,
the  Battery  Park  city  authority and the city pursuant to subdivision
twelve of this section. Such report may be a part of  any  other  report
that such subsidiary corporation is required to make.
14.  For  the  purposes  of  financing  the acquisition, construction,
equipping, improvement, enlargement, rehabilitation  and  renovation  of
residential housing facilities pursuant to this section, such subsidiary

corporation  may  borrow money by issuing bonds or notes in an aggregate
principal amount not exceeding  four  hundred  million  dollars  plus  a
principal  amount  of bonds or notes issued (i) to fund any related debt
service reserve fund, (ii) to provide capitalized interest, and (iii) to
provide  fees  and  other  charges and expenses, including underwriters'
discount, related to the  issuance  of  such  bonds  or  notes  and  the
maintenance  of  such  reserves,  all  as  determined by such subsidiary
corporation, excluding bonds or notes issued to refund outstanding bonds
or notes issued pursuant to this section. Any bonds  or  notes  of  such
subsidiary  corporation  shall  not be or be deemed to be obligations of
the corporation or subject to or included in  any  authorization  of  or
limitation on indebtedness of the corporation.
In  computing the total principal amount of bonds or notes that may at
any time be issued for any purpose under this section, the amount of the
outstanding bonds or notes that constitutes interest  under  the  United
States  Internal Revenue Code of nineteen hundred fifty-four, as amended
to the effective date of this section, shall be excluded.
15. The state does hereby pledge to and agree with the holders of  any
bonds  or  notes issued under this section that the state will not limit
or alter the rights hereby vested in such subsidiary corporation or  the
Battery  Park city authority to fulfill the terms of any agreements made
with or for the benefit of the said  holders  thereof,  or  in  any  way
impair  the  rights  and  remedies  of  such holders until such bonds or
notes, together with the interest thereon, with interest on  any  unpaid
installments  of interest, and all costs and expenses in connection with
any action or proceeding by or on behalf of such holders, are fully  met
and  discharged.  Such  subsidiary  corporation is authorized to include
this pledge and agreement of the state in any agreement with the holders
of such bonds or notes.
16. The bonds or notes of such subsidiary corporation shall not  be  a
debt  of either the state of New York, the city of New York, the Battery
Park city authority or the corporation, and neither the state, the  city
of New York, such authority nor the corporation shall be liable thereon,
nor  shall  they  be  payable  out of any funds other than those of such
subsidiary corporation; and such bonds or notes  shall  contain  on  the
face thereof a statement to such effect.
17.  The  subsidiary  corporation established pursuant to this section
shall have all the privileges,  immunities,  tax  exemptions  and  other
exemptions   of   the  corporation  to  the  extent  the  same  are  not
inconsistent with this section.