DHCR CONSENT TO INCORPORATE AN HDFC Section 573 of

Hampton Plaza, 38-40 State St., Albany NY 12207 │www.nyshcr.org

ANDREW M. CUOMO

Governor

RUTHANNE VISNAUSKAS

Commissioner/CEO

HOUSING DEVELOPMENT FUND PROGRAM:

PROCESS FOR OBTAINING DHCR CONSENT TO INCORPORATE AN HDFC

Section 573 of New York State Private Housing Finance Law (PHFL) provides that a sponsor seeking to

establish a housing development fund company (HDFC) must obtain the approval or consent of the

Commissioner of the New York State Division of Housing and Community Renewal (Commissioner or

DHCR) or certain officials within a locality, prior to filing a certificate of incorporation to incorporate an

HDFC with the New York State Department of State. The agency which provides this consent or approval

serves as the supervising agency of the HDFC which is incorporated.

The statute requires that the provision of the consent to the filing of the certificate of incorporation of the

HDFC shall be based upon findings by the Commissioner or supervising agency as to the character and

competence of the sponsor.

An applicant seeking financing from DHCR and/or the Housing Trust Fund Corporation (HTFC) must obtain

the consent of the Commissioner to the creation of an HDFC to be used in that project. An applicant must

obtain the consent of the NYC Department of Housing Preservation and Development (HPD) if financing is

not being sought from DHCR/HTFC and the project is located in New York City. An applicant may seek

consent of either the Commissioner or the supervising agency if the project is not in New York City and is

not seeking financing from DHCR/HTFC.

In order to obtain the Commissioner’s consent for the formation of a HDFC, the documentation cited below

must be submitted by the sponsor or its legal representative, to the attention of Mr. Kurian Chattathil at the

address noted below or via email at kurian.chattathil@nyshcr.org. This documentation will be reviewed by

DHCR’s legal and program staff to determine consistency with statute and if the character and competence of

the sponsor has been demonstrated, at the sole discretion of the Commissioner. Be advised that a sponsor

which has previously incorporated an HDFC with the consent of the Commissioner or a supervising agency

must still submit a complete package of the documentation requested below, regardless of the timeframe of

the last approved submission.

The Commissioner reserves the right to deny provision of consent to incorporate if DHCR determines in its

sole discretion that the sponsor has not satisfactorily demonstrated its character and competence.

The following documentation must be submitted either electronically or via mail delivery with each such

request:

1. An executed copy of the proposed HDFC Certificate of Incorporation containing the address of the

incorporator, which demonstrates to the satisfaction of the Commissioner that the HDFC complies with

the not-for-profit corporation law and Section 573 of the PHFL. A recommended format for an HDFC

Certificate of Incorporation is available at https://hcr.ny.gov/housing-development-fund-corporation-hdfc.

Hampton Plaza, 38-40 State St., Albany NY 12207 │www.nyshcr.org

2. A copy of the sponsor's Certificate of Incorporation, or, if unincorporated, a copy of the sponsor's by-laws;

3. Proof of the sponsor corporation's good standing in the form of a Certificate of Good Standing from the

Secretary of New York State, or an attorney's opinion letter (the form may not be dated more than 60 days

prior to submission of the HDFC incorporation package);

4. A copy of the board resolution (with appropriate notarized signature) authorizing the sponsor to organize

the proposed HDFC;

5. An executed Omnibus Certification (current format available at https://hcr.ny.gov/housing-development-

fund-corporation-hdfc) with separate forms completed for the sponsor, its Board Chairperson and

Executive Director. Please note that responses to these Certifications will be compared to any

issues/findings reflected on a LexisNexis search of public records pertaining to the sponsor. Any such

issues reflected in the LexisNexis search will be brought to the attention of the sponsor for further

explanation if not previously addressed. Further, inconsistencies raised by a comparison of the search to

the responses on the Certifications will require the sponsor’s explanation/justification. Any such items

which are not addressed to the satisfaction of DHCR may result in the Commissioner’s denial to provide

the requested consent to the incorporation;

6. The sponsor's current financial statement indicating the sponsor’s assets and liabilities (an explanation will

be required for any such statement which is dated more than one year past the end of the most recently

completed calendar year);

7. An Organization's Relevant Experience exhibit (current format available at https://hcr.ny.gov/housing-

development-fund-corporation-hdfc) which is completed for the sponsor. If the sponsor does not have prior

housing experience, the form must be submitted for other pertinent members of the project development

team. Corporate resumes which outline specific housing development projects completed and experience will

be accepted in lieu of this form. Sponsor’s must be able to demonstrate their wherewithal to complete the

proposed project based on their previous track record or that of the development team;

8. An Organizational Chart of the project’s ownership entity, including the proposed HDFC. The specific role

and percentage of ownership interest of the HDFC in the project must be indicated.

9. A narrative which describes and details the proposed housing project, its proposed scope, use, and tenure,

income levels of the households served, ownership structure, financing and the sponsor. This project

summary must also include the proposed housing project’s plan of finance regardless of the HDFC’s

proposed term of duration. The plan of finance should identify the governmental agencies which are

anticipated to be involved in the financing of the proposed housing project. (Note: If NYS Housing Finance

Agency is anticipated as a funding source in the plan of finance, a copy of the entire submission package

must be provided to HFA, to the attention of Multifamily – Finance, concurrent with submission to DHCR.)

This information will be reviewed for consistency with Statute;

Hampton Plaza, 38-40 State St., Albany NY 12207 │www.nyshcr.org

10. Evidence of permanent firm funding commitment(s), if the HDFC term is proposed as perpetual. The

sponsor may request an HDFC term of three (3) years, as reflected in the proposed HDFC Certificate of

Incorporation, if all such permanent funding commitments have not been obtained (such certificates may be

amended subsequently to provide for perpetual duration if funding commitments are subsequently received).

DHCR/HTFC reserves the discretionary authority to contact other project funding sources in regard to the

provision of Consent to the incorporation of the proposed HDFC;

11. A completed federal tax return (IRS Form 990 for a non-profit organization) for the sponsor, whether

a non-profit or for-profit entity, for the last applicable calendar year.

Corporations seeking the Commissioner’s consent to incorporate an HDFC, who wish to receive an HDFC

incorporation package (also available at https://hcr.ny.gov/housing-development-fund-corporation-hdfc)

and/or clarification of any of the above-stated requirements should contact:

NYS Homes and Community Renewal

38-40 State Street

Albany, NY 12207

Attn: Mr. Kurian Chattathil 518.486.5024

kurian.chattathil@nyshcr.org

Updated October 2019