Town of Wayland, MA Municipal Affordable Housing Trust Fund

[Amended 5-15-2022 ATM by Art. 26]

The Trust shall be governed by a board consisting of seven trustees (the Board). At least one trustee shall be a member of the Select Board. In making appointments to fill the remaining positions, the Select Board shall give preference to the following: (i) a member of the Wayland Housing Authority; (ii) a member of the Planning Board; (iii) a member of the Housing Partnership; (iv) a real estate law specialist licensed to practice law in the Commonwealth of Massachusetts; and (v) two residents. The Trustees shall be appointed by the Select Board and shall serve for terms of two years beginning on July 1 and expiring on June 30, except as hereinafter provided. The initial terms of four of the Trustees shall be for one year and three of the Trustees shall be for two years. The Select Board shall strive for geographical diversity for the benefit of the entire Town. Thereafter, the terms of all Trustees shall be for two years, except for Trustees who are appointed to fill the unexpired term of a Trustee whose position has become vacant before the end of the term. There shall be no limit on the number of terms served by an individual.

The Board shall have the powers set forth herein for the Trust which is on file in the office of the Town Clerk, and the following powers, all of which shall be carried out as fiduciaries through the exercise of due diligence and prudence and in furtherance of the purposes of MGL c. 44, § 55C:

To accept and receive real property, personal property or money, by gift, grant, contribution, devise or transfer from any person, firm, corporation or other public or private entity, including but not limited to money, grants of funds or other property tendered to the Trust in connection with any by-law or any general or special law or any other source, including money from said Chapter 44B, provided, however, that any such money received from said Chapter 44B shall be used exclusively for community housing and shall remain subject to all the rules, regulations and limitations of that chapter when expended by the Trust, and such funds shall be accounted for separately by the Trust; and, provided further, at the end of each fiscal year, the Trust shall ensure that all expenditures of funds received from said Chapter 44B are reported to the community preservation committee of the Town for inclusion in the community preservation initiatives report, Form CP-3, to the department of revenue; except that transfers of Town-owned real property to the Trust shall be approved by a two-thirds supermajority vote of a Town Meeting pursuant to MGL c 40, § 15A;

[Amended 5-15-2022 ATM by Art. 26]

To purchase and retain real or personal property, including, without restriction, investments that yield a high rate of income or no income;

To sell, lease, exchange, transfer or purchase real property. The purchase and/or development of more than two dwellings must be approved jointly by the Select Board and Planning Board;

[Amended 5-15-2022 ATM by Art. 26]

To execute, acknowledge and deliver deeds, assignments, transfers, pledges, leases, covenants, contracts, loan agreements, promissory notes, releases, grant agreements and other instruments sealed or unsealed, necessary, proper or incident to any transaction in which the Board engages for the accomplishment of the purposes of the Trust;

[Amended 5-15-2022 ATM by Art. 26]

To employ advisors and agents, such as accountants, appraisers and lawyers as the Board deems necessary;

To pay reasonable compensation and expenses to all advisors and agents and to apportion such compensation between income and principal as the Board deems advisable;

To apportion receipts and charges between incomes and principal as the Board deems advisable, to amortize premiums and establish sinking funds for such purpose, and to create reserves for depreciation depletion or otherwise;

To participate in any reorganization, recapitalization, merger or similar transactions; and to give proxies or powers of attorney with or without power of substitution to vote any securities or certificates of interest; and to consent to any contract, lease, mortgage, purchase or sale of property, by or between any corporation and any other corporation or person;

To deposit any security with any protective reorganization committee, and to delegate to such committee such powers and authority with relation thereto as the Board may deem proper and to pay, out of trust property, such portion of expenses and compensation of such committee as the Board may deem necessary and appropriate;

To carry property for accounting purposes other than acquisition date values;

To borrow money on such terms and conditions and from such sources as the Board deems advisable, to mortgage and pledge trust assets as collateral, except that (i) the Board shall not mortgage or pledge as security an amount greater than the total current assets of the Trust, unless such greater amount is approved by the Select Board and by the Planning Board by a majority vote and (ii) no money borrowed and no debt issued by the Board shall be an obligation of the Town of Wayland.

[Amended 5-15-2022 ATM by Art. 26]

To make distributions or divisions of principal in kind;

To comprise, attribute, defend, enforce, release, settle or otherwise adjust claims in favor or against the trust, including claims for taxes, and to accept any property, either in total or partial satisfaction of any indebtedness or other obligation, and subject to the provisions of this act, to continue to hold the same for such period of time as the Board may deem appropriate;

To manage or improve existing real property; and to abandon any property which the Board determined not to be worth retaining;

To hold all or part of the Trust property uninvested for such purposes and for such time as the Board may deem appropriate; and

To extend the time for payment of any obligation to the Trust.