OVERSIGHT BOARD R ESO LU TIO N N U M B ER OB-2012-11 A R ESO LU TIO N O F TH E O V ER SIG H T B O A R D FO R C ITY OF SA N DIEGO R ED EV ELO PM EN T SUCCESSOR AGENCY A PPR O V IN G A REVISED VERSION O F TH E SECOND R EC O G N IZED OBLIGATION PA Y M EN T SCHEDULE. (OB-2012-11) WHEREAS, the form er R edevelopm ent A gency of the C ity of San D iego (Form er RDA) adm inistered the im plem entation of various redevelopm ent projects, program s, and activities w ithin designated redevelopm ent project areas throughout the C ity of San D iego (City); and W H ER EA S, in accordance w ith A ssem bly B ill x1 26 (A B 26 ), the Former RDA dissolved as o f February 1, 20 12, at w hich tim e the City of San D iego, solely in its capacity as the designated successor agency to the Form er R D A (Successor A gency), assum ed the Former R D A 's assets and obligations; and W H ER EA S, A B provides for the appointm ent of a seven-m em ber oversight board (O versight B oard) w ith specific duties to approve and direct certain actions of the Successor A gency pursuant to C alifornia H ealth and Safety C ode sections and 34 181; and W H ER EA S, pursuant to R esolution N o.

R-307378 adopted effective A pril12 , 20 12, the C ity C ouncil, acting as the board of the Successor A gency, adopted all of the following documents: (

i) the Third A m ended and R estated Enforceable O bligation Paym ent

Schedule (Third BOPS), w hich reflects paym ents tow ard enforceable obligations during the period of time from January 1, 2012 through June 30 , 2012; (ii) an updated version of the initial draft of the first R ecognized Obligation Paym ent

Schedule (RO PS 1 ), which also reflects paym ents tow ard enforceable obligations during the period of tim e from January 1, 2012 through June 30 , 2012, and describes the specific source of funding for all such paym ents; and (iii) a draft of the second R ecognized O bligation Paym ent

Schedule (RO PS 2), w hich reflects paym ents tow ard D ocum ent N um ber: 377969 (OB-2012-11) enforceable obligations during the period of tim e from July 1, 20 through D ecem ber 31, 2012, and describes the specific source of funding for all such paym ents; and W H ER EA S, in accordance w ith C alifornia H ealth and Safety C ode

section 34 177, the O versight B oard approved the Third EOPS, RO PS 1, and RO PS 2, subject to a reservation of rights, during its first regular m eeting held on A pril2 5, 20 12; and W H ER EA S, in response to recent input from the State D epartm ent of Finance, Successor A gency staff has prepared a revised version ofROPS 2 (Revised RO PS 2), reflecting a greatly reduced reliance on funding from the R edevelopm ent Property Tax Trust Fund for the Successor A gency's paym ent o f enforceable obligations during the period of tim e from July 1, 2012 through D ecem ber 31, 2012; and W H ER EA S, the State Department of Finance approved the R evised RO PS 2, w ith a reservation o f rights, and assum ed the O versight B oard's approval.

N O W , TH ER EFO R E, B E IT R ESO LV ED by the O versight B oard as follows: 1. Subject to the reservation of rights in Paragraph below , the Revised RO PS is hereby approved. A dditionally, in recognition of the Oversight Board's selection of the law firm o f Meyers N ave to serve as independent legal counsel to the O versight B oard, Successor A gency staff is authorized to include a line item in the R evised RO PS and each future Recognized O bligation Paym ent

Schedule seeking to provide a funding source for services to be rendered by the selected independent legal counsel . A copy of the Revised RO PS shall be filed in the Oversight B oard's records w ith the C ity C lerk as D ocum ent N o. D- ____ _ 2. The O versight B oard's approval ofthe Revised R O PS is conditioned upon the follow ing reservation o f rights: The O versight B oard recognizes that it is being asked by the State D epartm ent of Finance to approve the Revised RO PS in a chronological sequence at odds Document Number: 37796 9 (OB-2012-11) w ith the process established in A B 26.

For instance, the intent of A B is that the Oversight B oard w ill consider approval ofROPS only after the contents ofROPS have been certified in an independent audit perform ed at the direction of the San D iego C ounty Auditor-Controller. The line item s in the R evised RO PS generally pertain to the sam e enforceable obligations listed in RO PS 1.

G iven this unusual circum stance, the O versight B oard approves the Revised RO PS at this tim e, but reserves the right to revisit the content of the Revised RO PS in the future based on any objections or questions subsequently raised by the San D iego County A uditor-C ontroller, m em bers of the public, and m em bers of the O versight Board. 3.

The Successor A gency shall cause w ritten notification of the approval ofthe R evised RO PS to be transm itted to the State D epartm ent of Finance, the State Controller's O ffice, and the San D iego County A uditor-C ontroller, and also shall post a copy of such docum ents on the Successor A gency's website. PASSED AND ADOPTED by the O versight B oard at a duly noticed m eeting of the O versight B oard held on May 31, 20 12, by a unanim ous vote of to 0 , w ith one board position vacant. Chair, Oversight Board D ocum ent N um ber: 377969