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HomeMy WebLinkAboutMINUTES - 07082008 - C.114 1 y To: BOARD OF SUPERVISORS Contra FROM: Silvano B. Marchesi, County Counsel - Costa County DATE: June 24, 2006 ,x SUBJECT: Consent To Joint Representation by Goldfarb & Lipman SPECIFIC REQUEST(S) OR RECOMMENDATION(S)& BACKGROUND.AND JUSTIFICATION RECOMMENDATIONS CONSENT to joint representation of Contra Costa County and the Contra Costa County Redevelopment Agency by Goldfarb & Lipman on various, specified projects in which the.law firm will either provide joint representation to the County or Agency and another public agency or nonprofit corporation, or in which the law firm also has an attorney-client relationship with a nonprofit developer on another transaction outside Contra Costa County. APPROVE and AUTHORIZE County Counsel or his designee to execute the attached acknowledgment of potential conflicts of interest and to consent to joint representation. BACKGROUND/REASONS FOR RECOMMENDATIONS Over the years, the County has entered into contracts with Goldfarb.& Lipman for consulting services in connection with the CDBG, HOME and HOPWA programs. Because Goldfarb & Lipman's concentration of work is in affordable.housing and redevelopment, it is not uncommon.for the firm to have an attorney-client relationship with more than 'one party to a complicated redevelopment or housing transaction. .Attached is a letter from Goldfarb & Lipman describing the upcoming projects in which.the.law firm will be assisting the County or its Redevelopment Agency, disclosing existing attorney-client relationships, and requesting the County and Agency's acknowledgment and consent. Redevelopment Agency.Director concurs in this recommendation. CONTINUED ON ATTACHMENT: YES SIGNATURE: 25�& RECOMMENDATION OF COUNTY ADMINISTRATOR . RECOMMENDATION &F BOARD COMMITTEE APPROVE OTHER SIGNATURE(S): ACTION OF BOARD ON �� .� V APPROVED AS RECOMMENDED._ OTHER VOTE OF.SUPERVISORS k .. UNANIMOUS (ABSENT n()V-"v ) AYES: _ NOES: ABSENT: ABSTAIN: IHEREBY CERTIFY.THAT THIS IS A TRUE AND CORRECT COPY OF.AN ACTION TAKEN AND ENTERED N THE MINUTES.OF THE BOARD OF SUPERVISORS ON THE DATE SHOWN. ATTESTED 0 aW JOHN B. CULLEN, CLERK OF THE BOARD OF SUPERVISORS AND COUNTY cc: Contact: Jim Kennedy, Redevelopment ADMINISTRATOR (335-1255) Goldfarb.& Lipman (via County Counsel) County Administrator BY County Counsel DEPUTY HABoard Orders\Goldfarb&LipmanConsent To Joint Representation.wpd g o l d f a r b 1300 Clay Street, Ninth Floor l i p m a n Oakland, California 94612 attorneys 510 836-6336 MAR 1 0 2008 COUNTY COUNSEL MARTINEZ CALIF. M David Kroot March 7, 2008 Lee C. Rosenthal VIA U. S. MAIL John T. Nagle Polly V. Marshall Sharon Anderson, Esq. Lynn Hutchins Chief Assistant County Counsel Karen M. Tiedemann Contra Costa County Thomas H. Webber County Administration Bldg. John T. Haygood 651 Pine St., 9`h Floor Dianne Jackson McLean Martinez, CA 94553 Michelle D. Brewer Re: Joint Representation and Potential Conflicts of Interest Jennifer K. Bell in the Provision of Legal Services to the County Robert C. Mills Isabel L. Brown Dear Sharon: James T. Diamond, Jr. This letter requests the consent of the County of Contra Costa(the "County") and the William F. DiCamillo Contra Costa County Redevelopment Agency(the "Agency")to legal representation by Margaret F. Jung Goldfarb & Lipman LLP on various projects in which our law firm will either provide Heather J. Gould joint representation to the County or Agency and another public agency, or in which Juliet E. Cox Goldfarb & Lipman will represent the County or Agency in a situation in which our Erica Kyle Williams firm has an attorney/client relationship with another public agency on another transaction unrelated to the transaction involving the County. Amy DeVaudreuil Barbara E. Kautz Because of the specific nature of our work for the County and the Agency on affordable Luis A. Rodriguez housing and redevelopment projects, and because Goldfarb & Lipman's concentration Xochitl Marquez of work is in affordable housing and redevelopment, it is fairly common for us, with the informed consent of all involved, to have attorney/client relationships with more than Rafael Yaquian one party on complicated redevelopment or housing transactions. We have successfully represented the County and the Agency for over 20 years, including numerous instances in which we may also have represented a local city or redevelopment agency or nonprofit housing developer. We greatly value our relationship with the County and the Facsimile Agency, and hope to continue working together for many years to come. 510 836-1035 San Francisco For your convenience, I have described in Part A below all upcoming projects for which 415 788-6336 we are requesting County consent to joint representation.. Part B lists projects where we Los Angeles are disclosing attorney/client relationships on other matters. 213 627-6336 This letter supplements our letters sent in August of 2003, August of 2004, and San Diego February of 2006, requesting County and Agency consent to joint representation on 619 239-6336 other projects, some of which have been completed and some of which are ongoing. Goldfarb & Lipman LLP 863\01\442302.3 Sharon Anderson, Esq. March 7, 2008 Page 2 A. Proposed Joint Representation Goldfarb & Lipman requests County consent to joint representation on the following projects. Please note that it is Goldfarb & Lipman's policy that different attorneys in the firm will work with the different clients in a joint representation situation; no one attorney will work with both represented entities on the same project. However, as attorneys, we are governed by specific rules relating to our representation of clients where we have a financial relationship with more than one party in connection with the same matter. According to Rules 3-310(A), (B), (C), and (E) of the Rules of Professional Conduct of the State Bar of California, we must disclose certain information and obtain the written consent of both clients in order to represent both clients. 1. .Los Medanos Apartments, Pittsburg— The City of Pittsburg Redevelopment Agency has requested our services in the preparation of a disposition and development agreement and loan documents for a redevelopment agency loan for this 71-unit new construction apartment project which is being developed by the non-profit developer Resources for Community Development. We are not representing Resources for Community Development on this project. The County is providing HOME funding for this project. We are requesting County approval of joint representation by Goldfarb & Lipman of the County and the City of Pittsburg Redevelopment Agency. 2. El Cerrito Public Library. The El Cerrito Redevelopment Agency has requested our services in connection with the construction of a new public library to be constructed by the El Cerrito Redevelopment Agency and the City of El Cerrito, and to be operated by the County. The El Cerrito Redevelopment Agency and the County are parties to an agreement which requires the Redevelopment Agency to construct the library. 3. Grove Point,North Richmond. The County and the Agency have requested our services in connection with this housing development proposed to be developed by the Community Housing Development Corporation of North Richmond(CHCDC). CHCDC may also request us to provide legal services in connection with this development. We are requesting County and Agency approval of joint representation of the County and Agency and CHCDC, in the event CHCDC does request our services. Because the interests of the County and the parties listed above are potentially adverse, there is a potential conflict of interest for Goldfarb & Lipman. At this point, we feel that we can competently represent the County and the other parties listed above. There are, however, some consequences of joint representation that the County should consider, and for which the advice of independent legal counsel should be sought. If any actual adverse interest develops among the County and another Goldfarb & Lipman client, then we will have to determine whether we can continue our representation. If we decide that the interests are too divergent and that we can no longer provide competent legal representation to each of the respective interests, then we will have to withdraw from representing any party in connection with this transaction. Sharon Anderson, Esq. March 7, 2008 Page 3 Also, with joint representation, the County and the jointly represented client waives the attorney- client privilege. This means that in the event of litigation between the County and another client in connection with a particular transaction, Goldfarb & Lipman could be compelled to testify against a party and cannot maintain confidentiality of information among the County and the other represented parties. Each of the parties would, however, maintain the attorney-client privilege against other parties we are not representing. B. Acknowledgement and Consent of Relationship with Other Parties to a Transaction There are several other pending projects in the County where we are not requesting approval of joint representation, but instead we wish to disclose to the County and the Agency that Goldfarb & Lipman has a client relationship with one of the parties on an unrelated matter. These projects are described in this Part B. 1. Section 8 First time Homebuyergram, Pittsburg - The County has allocated funding to the Housing Authority of the City of Pittsburg of County HOME and ADDI funds for five silent second loans for first time homebuyer assistance. We do not represent the Housing Authority of the City of Pittsburg; however, we have provided legal advice to the City of Pittsburg and the Redevelopment Agency of the City of Pittsburg regarding homebuyer questions. We are requesting County approval of joint representation by Goldfarb & Lipman of the County, the City of Pittsburg Redevelopment Agency and the City of Pittsburg. 2. Rental Rehabilitation Loan Program, Urban County—The Housing Authority of Contra Costa County has requested funding of CDBG funds from the County in order to subsidize the loans for the rehabilitation of 15-25 units of rental housing affordable to and occupied by extremely, very and low-income households. We are not representing the Housing Authority of Contra Costa County on this project, but we wish to disclose to the County that we have represented the Housing Authority of Contra Costa County on a project in the community of Bay Point, property tax exemption issues for this project, and on other unrelated legal matters. We are requesting County.acknowledgment of this relationship and waiver of any potential conflict of interest. 3. Las Deltas Reuse, North Richmond - The Housing Authority of Contra Costa County may request funding from the County for this mixed-income rental and for sale housing development. We are not representing the Housing Authority of Contra Costa County on this project, but we wish to disclose to the County that we have represented the Housing Authority of Contra Costa County on a project in the community of Bay Point, property tax exemption issues, and on other unrelated legal matters. We are requesting County acknowledgment of this relationship and waiver of any potential conflict of interest. 4. Bay Point Homes, Bay Point. The County and the Agency are providing funding for this project, to be constructed by Habitat for Humanity East Bay. While Goldfarb & Lipman has not been requested to work on this project for Habitat East Bay, we do represent Habitat East Bay on other projects in the County; consequently we wish to disclose to the County our 863\01\442302.3 Sharon Anderson, Esq. March 7, 2008 Page 4 relationship with Habitat for Humanity East Bay. We are requesting County acknowledgment of this relationship and waiver of any potential conflicts of interest. 5. Lafayette Senior Housing. The County and the Agency may provide funding for this project, to be constructed by Eden Housing, Inc. While Goldfarb & Lipman has not been requested to work on this project for Eden , we do represent Eden on other projects outside the County; consequently we wish to disclose to the County our relationship with Eden. We are requesting County acknowledgment of this relationship and waiver of any potential conflicts of interest. 6. Martinez Senior Housing. The County and the Agency may provide funding for this project, to be constructed by Resources Community Development (RCD). While Goldfarb & Lipman has not been requested to work on this project for RCD, we do represent RCD on other projects outside the County; consequently we wish to disclose to the County our relationship with RCD. We are requesting County acknowledgment of this relationship and waiver of any potential conflict of interest. 7. Concord Base Reuse. Goldfarb & Lipman has been retained by the City of Concord and the Concord Reuse Authority to assist those agencies in the homeless accommodation negotiations in connection with the closure of the Concord Naval Weapons Center(CNWC). Although we are not representing the County on this matter, the County Department of Health Services and the County Homeless Program are both of the members of the Contra Costa County Homeless Base Conversion Collaborative which has submitted a Notice of Interest to the Concord Reuse Authority to provide homeless accommodation at the CNWC. We are requesting County acknowledgement that we are representing the City of Concord and the Concord Reuse Authority on the CNWC homeless accommodation. The interests of the County and/or Agency and the public agencies or nonprofit housing developers listed above in Part B of this letter,with respect to the projects listed above, are adverse; thus, there is a potential conflict of interest for Goldfarb & Lipman. At this point, we feel that we can competently represent the County since we are not representing the public agencies or nonprofit developers on these projects and have no special information from them concerning these transactions. However, if an actual conflict between the County or Agency and the public agency or nonprofit developer should arise related to a specific project, and if the issue of dispute is substantially related to the same issue on which we have represented the public agency in another transaction, then we would require the additional written consent of the County or Agency and the public agency or developer before we could continue to represent the County or Agency. In addition, if we concluded that we could not competently or adequately represent the County's interests in that situation, we would be obliged to withdraw as counsel for the County or Agency. 863\01\442302.3 Sharon Anderson, Esq. March 7, 2008 Page 5 If, after considering the foregoing, you are willing to consent to Goldfarb &Lipman's representation of the County and/or the Agency in connection with the transactions listed in Parts A and B of this letter above, please sign and return to us the enclosed copy of this letter acknowledging that the County and Agency: 1. Have been advised of Rules 3-310 (A), (B), (C), and (E) with respect to the joint representation of the respective interests described in Part A of this letter, and of the consequences of joint representation, and agree to joint representation in connection with the matters discussed in Part A above; and 2. Have been advised that potential conflicts of interest exist in the matters described in Part B of this letter and has been informed of the possible consequences of these conflicts, and consent to Goldfarb & Lipman's representation of the County and/or the Agency in connection with these matters. If you have any questions regarding this letter, please call me before signing and returning the enclosed copy of this letter. Sincerely, / k I POLLY V. MARSHALL cc: James Kennedy—Contra Costa County Redevelopment Agency(via U.S. Mail) Kara Douglas—Contra Costa County(via U.S. Mail) 863\01\442302.3 CONSENT 1. Goldfarb & Lipman LLP has apprised the County of Rules 3-310 (A.), (B), (C), and (E) with respect to the joint representation of the respective interests described in Part A of this letter, and of the consequences of joint representation, and the County agrees to joint representation in connection with the matters discussed in Part A of this letter; and 2. Goldfarb & Lipman LLP has apprised the County and Agency that a potential conflict of interest exists concerning the matters described in Part B of this letter and has informed the County and Agency of the possible consequences of this conflict, and the County and Agency consent to Goldfarb & Lipman's representation of the County in connection with these matters. The County understands that it has the right to seek independent counsel before signing this consent or at any future time. Dated: CONTRA COSTA COUNTY, a political subdivision of the State of California and CONTRA COSTA COUNTY REDEVELOPMENT Agency, a public body, corporate and politic By: Sharon Anderson Chief Assistant County Counsel 863\01\442302.3