Project History
The
following information is extracted from documents filed with the
Alameda County Superior Court in response to the claims by GM Tyner
and the MWPHGL. For the
information of the craft they can go to the reports made during the
cited Grand Lodge sessions or to the minutes of the Board of Grand
Directors (GBD) meetings which are also cited.
1.
The
minutes of the GBD meeting March 5-6, 1993 when East Gate Lodge #44
made a presentation proposing a partnership between MWPHGL and East
Gate to allow them to renovate their building.
2.
The counsel for MWPHGL, Chalmers E. Lones, Esq. in a
letter dated March 29, 1993, advised that a partnership Between
MWPHGL and East Gate could not be legally consumed.
In the letter he proposed a method that would allow East Gate
to renovate its building with the assistance of MWPHGL.
3.
In a letter from the Chairman of the Board, Johnny
Gentry, April 10, 1993, and a subsequent letter dated May 24, 1993,
options for developing the property and outlining an agreement
between MWPHGL and East Gate were presented.
4.
In a letter dated June 11, 1993, East Gate Lodge #44
accepted a “Gentleman’s Agreement” to develop the properties
owned by MWPHGL and East Gate by combining the properties owned by
each entity.
5.
The proposal was presented to the MWPHGL at its Annual
Communication in 1993. Grand
Director Edward Boynton moved and Past Master Charles E. Tyner
seconded the tabling of the item.
The motion carried.
6.
During the 1993 Annual Communication the MWPHGL
directed the GBD to review the proposal which had been tabled in
1993. A presentation was
made to the GBD by Twenty First Century Development, Inc, (PM James
Gaskins, owner) regarding the construction of a multi-purpose
building designed to house a complex consisting of rental units for
Senior Citizens, A Grand Lodge Office, and a Masonic Meeting Hall.
The GBD recommended to the MWPHGL that the project be
approved. The report
from the GBD was accepted by the MWPHGL.
7.
7.
GD Young, Chairman of Business Management North, wrote a
letter to Chalmers E. Lones, Esq. asking for his review of the
agreement between MWPHGL and East Gate.
In his response in a letter dated September 20, 1994, Atty.
Lones recommended a redraft of the development agreement between
MWPHGL and East Gate. In
summary the recommendation was that East Gate Lodge #44 would convey
its property to MWPHGL for development by the Prince Hall Grand
Lodge a low rent senior citizen’s housing project, incorporating
meeting rooms and office space for lodge use.
MWPHGL would provide start-up money for the beginning of the
project development; a housing management board would be formed
consisting of representatives from MWPHGL, East Gate Lodge, as well
as such other entities, agencies or persons as may be required by
law or regulations relating to the development and management of the
project.
8.
Any surplus derived from the property after payment of
indebtedness, development and maintenance costs following completion
of the project, as determined by the Board of Directors of the
Prince Hall Grand Lodge, shall be distributed 70% to the Prince Hall
Grand Lodge and 30% to East Gate Lodge #44.
Should the project be sold, any surplus shall be so divided.
The Property Development Agreement was
signed by Grand Master
Harold D. Mure, Grand Secretary Louis J. Carter, and GD Frederick B.
Young, Jr. representing MWPHGL and Malcolm Westbrook and Donald
Westbrook representing East Gate.
9.
East Gate executed a grant deed September 7, 1994,
deeding its property to MWPHGL.
10.
At a Board of Directors meeting September 9-11, 1994,
the modified agreement with East Gate Lodge #44 was accepted.
11.
The minutes for every Board of Directors meeting and every
report to Grand Lodge at its annual communication contained
information updates and status reports on the project.
These reports started with the September 1994 board meeting
and continued up to the Grand Board of Directors meeting held during
the annual communication in 2007.
12.
After the death of Atty. Lones two other attorneys
were utilized by the MWPHGL, Past Master, Judge Harry Downes and
Sandra Jones-Anderson, Esq. Both
of them had reviewed and rendered legal opinions of the agreements
and operations of the MWPHA, Inc.
Their opinions were particularly sought when the Grand Lodge
was informed that in order for the project to receive Federal
funding administered by the California Tax Credit Allocation
Commission that we had to establish 501(c) (3) status.
13.
13.
The Board of
Directors of MWPHGL adopted a resolution in 1998 authorizing Grand
Director Young to negotiate contracts for financing, construction,
and any other action requested to complete the project.
The resolution was signed by the Grand Secretary on August
15, 1999.
14.
The corporate formation documents were prepared by Mrs.
Dianne Jackson McLean, Esq. Incorporator, a member of the law
offices of Goldfarb & Lipman,
San Francisco
,
CA
. The documents were endorsed by the Secretary of State of
California on August 7, 1999.
15.
The GBD reported to the MWPHGL during the 2001 Annual Session
that MWPHA, Inc. had been incorporated to meet the tax credit rules.
The report also included information on the various
investment companies and developers who had signed letters of intent
to construct the building but subsequently withdrew from their
commitments.
16.
On March 23, 2005, the Board of Directors of MWPHGL
adopted a resolution granting to MWPHA, Inc. the right to obtain the
parcels previously combined by MWPHGL and East Gate Lodge #44 for
the purpose of completing the construction of the senior housing
project identified as MW Prince Hall Arms.
The resolution also authorized the Chairman of the Board of
MWPHGL, Frederick B. Young, Jr. and the Vice-President of MWPHA,
Inc. Malcolm Westbrook to do any and all of the activities
contemplated in the resolution, i.e., negotiate contracts, arrange
financing, etc. Download resolution HERE.
17.
During a GBD meeting convened via teleconference on April 17,
2005, the Board agreed to cosign a predevelopment loan for
$500,000.00. The
agreement was validated by a resolution.
18.
The loan was repaid and a letter of Full Reconveyance
releasing MWPHGL from its obligation as a cosigner for the loan was
sent via certified mail to Billy G. Harrington, Grand Secretary, on
June 27, 2007.
19.
A second predevelopment loan was acquired by MWPHA, Inc. from
Sean Buckley Real Estate, Inc. March 21, 2007. The loan application
included the Entity Status of MWPHA, Inc. which was provided to
establish the right of MWPHA, Inc. to operate as a separate
organization to enter contracts and to conduct other business under
its own name, independently of MWPHGL.
The loan is current.
20.
No funds have been received from MWPHGL since 1997.
Money spent from that date were funds received through loans
made against the property and advances from the City of
Berkeley
from its Housing Trust Funds.
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