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File #: R13605    Version: 0
Type: Housing Authority Resolution Status: Passed
File created: 6/18/2025 In control: HOUSING AUTHORITY
On agenda: 6/24/2025 Final action: 6/24/2025
Effective date:    
Title: Resolution approving amended and restated Bylaws and Articles of Incorporation for Travaux, Inc.
Sponsors: THE CHAIR
Attachments: 1. Travaux Inc. Restated Articles of Incorporation - Redline, 2. Travaux Inc. Restated Articles of Incorporation - All Changes Accepted, 3. Travaux Inc. Amended and Restated Bylaws - Redline, 4. Travaux Inc. Amended and Restated Bylaws - All Changes Accepted
Date Ver.Action ByActionResultTallyAction DetailsMeeting DetailsVideo
6/24/20250 HOUSING AUTHORITY ADOPTED

Minutes note: Ken Barbeau, HACM’s Interim Secretary-Executive Director, explained that the U.S. Department of Housing and Urban Development’s (HUD) Sustainability Plan recommended an update to the Bylaws of each of HACM’s instrumentalities, one of which is Travaux, Inc. Tom Gartner, counsel at Michael Best & Friedrich, explained that the All-Changes-Accepted version of the Travaux Bylaws is correct, however the Redline has two or three words on the last page which didn’t get changed, but that said, the Commissioners could still advance the correct Bylaws. The main changes are related to ensuring the delineation of HACM’s and Travaux’s duties and responsibilities are consistent across both sets of Bylaws, as well as to making the structure of Travaux Inc., into a non-Member entity, which will make it easier for the staff to administer the organization. This then meant the Articles of Incorporation for Travaux, Inc. also had to be changed to remove the references to a Member entity. Staff has heard from HUD that they have no initial objections or changes to suggest to the amendments made in the attached drafts. Mr. Barbeau added that the Bylaws and Articles of Incorporation for HACM’s other instrumentality, Crucible, Inc., are being amended and will match the changes made to Travaux’s documents. It is anticipated that the completed Crucible, Inc. amendments will be brought to the Board for the July 9th Board Meeting, and that staff will share this information with HUD in June’s Sustainability Plan update. Chair Hayslett thanked all those involved in the updates of Travaux’s Bylaws and Articles of Incorporation.
Pass4:0 Action details Meeting details Not available
Number
R13605

Version
Original

Reference
R13599

Sponsor
The Chair

Title
Resolution approving amended and restated Bylaws and Articles of Incorporation for Travaux, Inc.

Analysis

Body
WHEREAS, based on its 2022 Public Housing Assessment System (“PHAS”) Assessment (the “2022 PHAS Assessment”), the United States Department of Housing and Urban Development (“HUD”) required the Housing Authority of the City of Milwaukee (HACM) to execute a Recovery Agreement with HUD; and

WHEREAS, HACM and HUD entered into that Recovery Agreement dated January 31, 2025 (the “Recovery Agreement”); and

WHEREAS, the Recovery Agreement established certain performance standards and timelines and was developed based upon the 2024 Public Housing Agency Recovery and Sustainability (“PHARS”) Assessment results and determinations dated October 18, 2024 (the 2024 “PHARS Assessment”); and

WHEREAS, HACM and HUD also agreed to a Sustainability Plan with required tasks that were designed to assist in meeting the Recovery Agreement goals, and the Sustainability Plan included specific changes in instrumentality bylaws as described in Item GOV-04 of the Sustainability Plan; and

WHEREAS, proposed changes to the Bylaws and Articles of Incorporation (Articles) for Travaux, Inc. have been made to address HUD’s concerns and these changes were presented to the Travaux Board of Directors at their May 29, 2025 meeting; and

WHEREAS, the Amended and Restated Bylaws and Articles of Incorporation are recommended to the HACM Board of Commissioners for their review and approval; and

WHEREAS, immediately following the adoption of this Resolution, the Amended and Restated Bylaws and Articles will be submitted to HUD for review and approval; and

NOW, THEREFORE, BE IT RESOLVED, by the Commissioners of the Housing Authority of the City of Milwaukee that the Amended and Restated Bylaws and Articles are hereby approved; and be it

FURTHER RESOLVED, that the Secretary-Executive Director is authorize...

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