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A Proposed Project between the: CHAMORRO LAND TRUST COMMISSION And HIMALAYA HOLDING GROUP

YPAO POINT DEVELOPMENT PROJECT A Planned Unit (Mixed Used) Development Project _____________________________________________________________ Hotel-Residential-Commercial-Retail Cultural Center , Museum & Chamorro Shrine (Naftan I Manainata). A Proposed Project between the:

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A Proposed Project between the: CHAMORRO LAND TRUST COMMISSION And HIMALAYA HOLDING GROUP

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  1. YPAO POINT DEVELOPMENT PROJECTA Planned Unit (Mixed Used) Development Project_____________________________________________________________Hotel-Residential-Commercial-RetailCultural Center , Museum & Chamorro Shrine (Naftan I Manainata) A Proposed Project between the: CHAMORRO LAND TRUST COMMISSION And HIMALAYA HOLDING GROUP ______________________________________ As Mandated by Public Law 25-179 and the Request for Development Proposal Prepared by: Felixberto R. Dungca Jr. PROJECT PLANNER

  2. Objectives for the Chamorro Land Trust Commission This Presentation was prepared to assist the Commission in their review of documents relative to the Ypao Point Development Project. Objective- There are 2 objectives of this document: 1. To familiarize the Commission with certain mandates as outlined in the RFDP relative to (a) The CLTC Commitments and (b)The Master Developers’ Responsibilities (slides 3 -6); and To advise the Commission on the 7 Phases of the proposed Project (slides 7 – 21), and certain government approval processes.

  3. REQUEST FOR DEVELOPMENT PROPOSALExerts from page 4 - CLTC Commitments • “ Redeveloping Ypao Point is a complex challenge. The Government of Guam has continuously staffed this effort since the late 1980’s but has been unsuccessful in redevelopment due to the lack of consensus on the use of the property. The demolition of the former hospital facility located on site, Guam’s current economic situation and the enactment of Public Law 25-179 which allows CLTC to maximize the property’s revenue generating potential, are significant recent factors now driving development of Ypao Point.” As a result, CLTC with the support of the Government of Guam commits to the following: • To seek Legislative approval of a full range of economic incentives for the selected developer provided that the Master Developer commits to expeditious performance of negotiated obligations; • To change the zone designation of the property to accommodate the development plan if deemed necessary, provided that legal requirements for zone changes are met.

  4. CLTC Commitments- continue______________________________________ To establish a developer assistance desk to expedite processing and compliance with all regulatory, land use, environmental, business, building and other local and federal permitting requirements; To designate a local government entity to secure all federal grants that are available that can reduce developer costs for off-site infrastructure improvements, highway improvements, manpower development, energy conservation, arts and humanities, technical assistance and other appropriate federal grant programs.

  5. REQUEST FOR DEVELOPMENT PROPOSALExerts from page 4 -Master Developer Responsibilities The Master Developer is required to: • Utilize the property in accordance with a to-be-negotiated Development Agreement (DA), which will have a schedule for actual property development. The DA will contain a specific formula for direct rental payments by the Master Developer to CLTC and may include a participation agreement by which the CLTC shares in gross revenues from the development. • Accept management and maintenance responsibility for the property that preserves the value and revenue generating capacity of the property. • Prepare a Master Plan for the property and secure, with assistance from CLTC and the government of Guam, all necessary development permits. It is expected that the Master Developer will secure funding to support and execute all phases of the master planning process, with the assistance of the government as outlined above.

  6. Master Developer’s Responsibilities- continue_________________________________________ 4. Create for itself and for CLTC, a Business Plan. The Business Plan will contain a project pro forma consistent with the Master Plan covering the period of time required by the developer for development and operation. 5. Achieve, to the maximum extent possible, the objectives as indicated in Section I of this RFDP. (Refer to Appendix A-last side for Section I language) 6. Pay a non-refundable fee of USD Five Hundred Thousand Dollars ($500,000) to the CLTC upon approval of the DA by the CLTC, such fee shall be applied to annual rent covering the first few years of the lease, depending upon the fair market rental value of the property. 7. Upon selection as Master Developer by the CLTC, submit to CLTC, a performance bond in the amount of $50,000.

  7. The Process (steps) • Phase 1- Chamorro Land Trust Commission • Phase 2- Guam Land Use Commission (land use approval) • Phase 3- A/E & Construction Drawings (Design Stages) • Phase 4- Government of Guam Permitting Process • Phase 5- CM (The Construction Management) • Phase 6- Government Business Licenses • Phase 7- Other Related Functions (i.e. Marketing Plan) • Estimated Time Frame (Phase 1 – 6) = 3 years

  8. Phase 1- CLTC • Request for Development Proposal (“RFDP”) • Negotiation of conceptual master plan, marketing plan, cultural design, etc. • Approval of Development Agreement & General Lease *Establish separate bank account for proceeds (550K), and expected annual rentals. • Legal review of documents (Attorney General); • Approval of Final Development Master Plan, as required; • Approval of Master Covenants, Conditions & Restrictions (MCCR), as required; • Other related tasks;

  9. Phase 2- Guam Land Use Commission • Developer must apply to GLUC for a Planned Unit Development (PUD) zone change; • The GLUC Process- i. Submittal of a complete application to Planning Division-DLM ii. Review by the Application Review Committee (ARC) iii. Mandatory Public Hearing (Tamuning Mayor’s Office) iv. GLUC Hearing (Notice of Action) ____________________________ The ARC/PH/GLUC/GSPC process is governed by EO 96-26 and the Commission’s Rules & Regulations, as adopted. Note- additional land use applications may be required by the Master Developer based on the Final Development Plan accepted by the CLTC, and related supporting documents. Those land use applications may include: a. Horizontal Property Regime (HPR) under Chapter 45, Title 21 GCA; and b. Time Sharing Ownership (TSO) under Chapter 47, Title 21 GCA. c. Temporary Housing Facility for Alien Workers (Conditional Use)

  10. Phase 2 (GLUC Process)- continue The MasterDeveloper may have to apply for at least four (4) different types of land use applications through the Guam Land Use Commission process:1.Planned Unit Development (PUD) Zone Change – Master Plan Layout/Design Chapter 61, Zoning Law)2. Time Share Ownership (Chapter 47, Title 21 GCA), and possibly3. Condominium Approval (Chapter 45- Horizontal Property Act)4. Conditional Use Application for Temporary Workers Housing Facility (TWHF) to house construction employees.Note: TSO and HPR applications are considered consent items since the use is permitted in the applicable zone. Public Hearing is not required.

  11. Phase 2- continue The Application Review Committee (ARC) serves as the technical advisory body to the GLUC, and makes recommendations to the Commission on all land use applications based on their respective mandates. • ARC Members (13 agencies/depts.) Permanent Members- • Department of Land Management-Planning Division (Chairperson) DLM • Department of Public Works-Capital Improvements DPW-CI • Department of Public Works-Division of Highways DPW-HW • Guam Environmental Protection Agency GEPA • Bureau of Statistics & Plans BS&P • Department of Agriculture DOAGRI • Guam Power Authority GPA • Guam Waterworks Authority GWA • Department of Parks & Recreation DPR Ex-Officio Members- • Guam Economic Development & Commerce Authority GEDCA • Department of Chamorro Affairs DCA • Guam Fire Department GFD • Department of Public Health & Social Services DPH&SS • Department of Education DOE

  12. Phase 3- A/E & Construction Drawings • The Architectural & Engineering Phase (Duenas & Associates, Andy Laguana, AIA) [Contract Between Owner & Architect, Contractor, Engineer, etc] • Development of construction drawings, preliminary archeological and engineering studies, surveying, site inspection, etc. • Alien Labor Certification- General Contractor to work with Dept. of Labor, on importing required skilled labor in compliance with: a. Ref: Federal Registrar, Vol. 50, #3 dated 01-04-85, Government of Guam Administrative Policy for Temporary Alien Employment Certification; and b. Guam Administrative Rules & Regulations- Title 17,Chapter 7

  13. Phase 4- The Permitting Process • Primary Contractor to apply for all necessary and required government permits applicable to Project- - Clearing & Grading Permit; - Construction (Building) Permits; - Etc. (All other applicable government permits)

  14. Phase 4-Continued: The Building Permit Process • Building Permit (Clearing Agencies) • Guam Fire Department GFD • Guam Power Authority GPA • Guam Waterworks Authority GWA • Guam Environmental Protection Agency GEPA • Dept. of Land Management - Planning Division DLM-Planning • Dept. of Parks & Recreation DPR • Dept. of Public Works DPW- Building Permit • Dept. of Public Health & Social Services DPH&SS (*) * Depending on proposed project

  15. Phase 4- ContinuedCertificate of Completion & Occupancy Permit Process Occupancy Permit Process (Clearing Agencies) Guam Fire Department GFD Guam Power Authority GPA Guam Waterworks Authority GWA Guam Environmental Protection Agency GEPA Dept. of Land Management -Planning Division DLM-Planning Dept. of Parks & Recreation DPR Dept. of Public Works DPW-Building Permit Dept. of Revenue & Taxation DRT DPW-Building Permit will schedule a final inspection of the project and issue an Occupancy Permit once all clearing agencies sign off on occupancy permit application.

  16. Phase 4- Continued: Business License Clearance Process • Business Licenses (Clearing Agencies) • Dept. of Land Management-Planning Division DLM-Planning • Department of Revenue & Taxation DRT • Guam Fire Department GFD • Dept. of Public Health & Social Services DPH&SS • Department of Public Works DPW-Building Permit

  17. Phase 5- CM/PMThe Construction Management & Project Management • The actual construction period of the Project- Contractor may construct Project in “phases” (i.e. 7-Star Hotel & commercial facilities first, residential condos/time sharing units second, etc.) [Contract Between Owner & Contractor] • As required in the DA, CLTC Project Managers’ role is to monitor the Project in coordination with the General Contractor; [Contract Between CLTC & Project Manager (i.e. Construction Management) ] • Upon completion of Project, Contractor applies for a Certificate of Completion and Occupancy Permits for all structures.

  18. Phase 6- Business Licenses • Prior to opening any establishment for operation, the new owners of each individual business (i.e. Hotel, Restaurant, Shops, etc.) must apply for individual and applicable business licenses, liquor licenses, employee health certificates, etc.

  19. Phase 7- Other Related Functions • Simultaneously with Phases 1 – 6, the Master Developer and/or his designated marketing representative company may decide to begin the Advertisement, Marketing, Pre-Selling of Units for the Project, after the GLUC approval (Phase 2). [Contract Between Developer & Marketing Firm]

  20. Appendix ASection Invitation and Development Objectives (RFDP) • The Chamorro Land Trust Commission (CLTC) invites developers to submit responses to this Request for Development Proposal (RFDP) for Ypao Point. RFDP responses shall address the development objectives for this area and the developer’s financial and management commitment, and site specific and community development issues. DEVELOPMENT OBJECTIVES- Two objectives have been identified to guide development of Ypao Point. These objectives should be viewed as a starting point for the future discussions concerning Ypao Point and CLTC strongly encourages and welcomes input from the respondents to ensure that CLTC and developer objectives compliment each other. Continue on next page….

  21. Appendix- Continued Master Objective #1. To develop the property to its highest and best use in order to be profitable for the developer and to generate jobs and increased economic activity for the Guam economy. Development plans for the Business Park should emphasize environmentally clean, mixed-use, and sustainable development in a fashion that allows the developer to achieve objectives and maximize financial returns on developer investments; Master Objective #2. To generate revenue to fund the operations of the Chamorro Land Trust Commission (CLTC). The CLTC requires funding for its operations, infrastructure improvements and to implement three revolving funds (Chamorro Home Loan Fund, Commercial Loan Fund and Home Repair Fund) and three special funds (Chamorro Home Development Fund, Educational Assistance Fund and Loan Guarantee Fund). The amount of funding will be based on the fair market rent for the property and participation rent.

  22. End of Presentation Property of CHAMORRO LAND TRUST COMMISSION Government of Guam P.O. Box 2950 * Hagatna, Guam 96910 ________________________________ Suite 103, Anigua Commercial Center Facsimile 671-477-8082 Telephones 671-475-4251 or 4257

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