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File #: T179    Version:
Type: Travaux Resolution Status: Passed
File created: 11/6/2020 In control: TRAVAUX INC. BOARD OF DIRECTORS
On agenda: 11/11/2020 Final action: 11/12/2020
Effective date:    
Title: Resolution approving Amended and Restated Bylaws of Travaux, Inc.
Sponsors: THE CHAIR
Attachments: 1. Travaux Inc Amended and Restated Bylaws - Redline - Dated 11/3/20, 2. Travaux Inc Amended and Restated Bylaws - Clean w- Changes - Dated 11/3/20, 3. Travaux Inc Amended and Restated Bylaws - Redline - Dated 11-12-20, 4. Travaux Inc Amended and Restated Bylaws - Clean w- Changes - Dated 11-12-20
Date Ver.Action ByActionResultTallyAction DetailsMeeting DetailsVideo
11/12/20201 TRAVAUX INC. BOARD OF DIRECTORS AMENDED

Minutes note: Tom Gartner, Attorney at Michael Best and Friedrich, who worked on the changes explained that most were technical in nature and that the initial impetus was a mention from HUD about clarifying that any HACM assets transferred to Travaux would revert back to HACM should anything happen to Travaux. Fernando Aniban added that there hasn’t been any transfer of assets to date, and both noted that since HACM is the sole member, any assets would revert in any case, but the changes will make that more clear. Fernando explained that there may be transfers from HACM to Travaux in the future, possibly Section 18 Dispositions, and that any third party-acquired assets would also revert to HACM in the event of a Travaux dissolution. Other changes were made to match the language of HACM’s other instrumentality, Crucible, Inc., so the language for both will be consistent. Director Hurtado did a proof review of the documents and made some clerical, non-substantial suggestions which Mr. Gartner incorporated into new bylaws that were added and sent to the Directors earlier today. Director Hurtado offered a friendly amendment incorporating those proofing edits into the Bylaws, and changing the last paragraph of the resolution to read “RESOLVED, subject to the Housing Authority’s approval as sole Member of Travaux, the Board of Directors of Travaux hereby approves the updated Amended and Restated Bylaws of Travaux, Inc. in the form attached to this Resolution.” Director McCarthy accepted the friendly amendment and moved for the amended language to be brought to a vote. Director Hurtado seconded.
Pass10:0 Action details Meeting details Not available
11/12/20201 TRAVAUX INC. BOARD OF DIRECTORS ADOPTED

Minutes note: As amended.
Pass10:0 Action details Meeting details Not available

Number

T178

 

Version

Substitute 1

 

Reference

R12757

 

Sponsor

The President

 

Title

Resolution approving Amended and Restated Bylaws of Travaux, Inc.

 

Analysis

After Directors' review, insubstantial clerical changes were made to the document.

 

Body

WHEREAS, pursuant to Resolution R 12757 adopted on February 10, 2016 the Housing Authority of the City of Milwaukee approved the appointment of the initial Board of Directors for Travaux, Inc.; and

 

WHEREAS, Amended and Restated Bylaws of Travaux, Inc. were attached to Resolution R 12757; and

 

WHEREAS, pursuant to this Resolution the Board of Directors of Travaux, Inc. desires to approve new and updated Amended and Restated Bylaws of Travaux, Inc., in the form attached to this Resolution.

 

NOW, THEREFORE, BE IT

 

RESOLVED, subject to the Housing Authority’s approval as sole Member of Travaux, the Board of Directors of Travaux hereby approves the updated Amended and Restated Bylaws of Travaux, Inc. in the form attached to this Resolution.

 

Requestor

 

Drafter

Office of the President, October 30, 2020