Agenda: April 17 Board of Directors Meeting

BOARD OF DIRECTORS MEETING
San Pedro Municipal Building
638 S. Beacon Street, San Pedro, CA 90731
Friday April 17, 2015, 10:00 A.M.

BOARD MEMBERS:
Sean Hecht, Chair; Michele Prichard, Vice Chair; Jesse Marquez, Secretary; Dr. Silvia Prieto, Treasurer; Peter Peyton, Director; David Sloane, Director, and Kathleen Woodfield, Director
LEGAL COUNSEL: Michael Jenkins, Jenkins & Hogin LLP HCBF: Mary Silverstein, Executive Director

AGENDA

ITEM A. PUBLIC COMMENT ON NONAGENDA ITEMS

ITEM B. EXECUTIVE DIRECTOR REMARKS

  • Marchem settlement status ‐ $20,000
  • 2014 Community Benefit Report -­‐ Distributed

ITEM C. BOARD MEMBER REMARKS       

ITEM D. GUEST PRESENTATIONSLA CONSERVATION CORPS
Larry Smith, Community Development Director for the LA Conservation Corps and the Project Manager for the Greater Downtown San Pedro Urban Greening Project will make a presentation on the Draft “Greater Downtown San Pedro Urban Greening Implementation Plan”. The community based plan will identify urban greening opportunities, and recommendedmeansbywhichtheseopportunitiescanbeimplemented.

ITEM E. BOARD PRESENTATION FAREWELL TO BOARD MEMBERS PETER PEYTON AND DR. SILVIA PRIETO & EXECUTIVE DIRECTOR MARY SILVERSTEIN
After 4 years of service, Founding Board Members Peter Peyton and Dr. Silvia Prieto will be leaving the HCBF board, and founding Executive Director Mary Silverstein, who is moving to Fort Myers, Florida, will be leavingtheorganization.Inappreciationoftheirservice,theBoardofDirectorsandHCBFStaffinvitethepublictojoininacelebratoryfarewell.

CONSENT ITEMS

1. REVIEW AND APPROVE MINUTES OF HCBF BOARD MEETING DATED FEBRUARY 20, 2015

Recommendation to Board: Approval of the minutes of the HCBF Board meeting dated February 20, 2015.

2. CONTRACT RENEWAL WITH INDEPENDENT AUDITOR
Summary: Board shall renew the annual contract with RBZ, LLP, as an independent certified public accountant (CPA), to satisfy that the financial affairs of the Corporation were in order for Calendar Year 2014; to conduct field work, meet with the audit committee, prepare the annual financial statements, and complete the requisite state and federal tax filings for the Corporation.

Recommendation to Board: Board to ratify the execution of the professional services agreement between RBZ, LLP and Harbor Community Benefit Foundation, dated February 20, 2015, for the calendar year 2014 audit, financial statement preparation and tax filings, in an amount not to exceed $21,630.

REGULAR ITEM

3. REVIEW OF 2014 ANNUAL FINANCIAL REPORTS/AUDIT & TAX
Summary: Presentation from RBZ, LLP, independent auditors, of the December 31, 2014 Financial Reports and the calendar year-­‐end 2014 tax filings. Staff and HCBF Audit Committee have reviewed all of the Financial Reports and filings.

Recommendation to Board: The Board shall consider, receive, and file the reports.

4. AGREEMENT FOR PROFESSIONAL SERVICES FOR THE PREPARATION OF A LAND USE STUDY IN THE COMMUNITIES OF SAN PEDRO AND WILMINGTON
Staff Presentation: Ata Khan
Summary: HCBF proposes to contract for professional services with an independent contractor to perform a study of the off-­‐port impacts from operations in and near the Port of Los Angeles on land use in the communities of Wilmington and San Pedro, in the City of Los Angeles (study referenced in the TraPac MOU Section VI).

On February 20, 2015, the Board authorized the Executive Director, with guidance from counsel and the Board Chair, to negotiate a Contract and Scope of Work between Harbor Community Benefit Foundation and Raimi and Associates, to conduct an Off-­‐Port Impact Land Use Study, to be presented, in substantial form, for review and approval by the Board of Directors, in an amount not to exceed $165,000.

An ad-­‐hoc committee, consisting of Sean Hecht, Chair; David Sloane, Director; and Kathleen Woodfield, Director, provided guidance in the development of the Scope of Work.

Staff shall present an overview of the proposed Scope of Work. Board shall review and consider the Agreement. The consultant, Raimi & Associates, will be available, via phone to respond to questions.

Recommendations to Board:

    1. Review and approve, in substantial form, an Agreement for Professional Services for the preparation of a Land Use Study (“Agreement”) by and between Harbor Community Benefit Foundation (HCBF) and Raimi + Associates (Consultant), in an amount not to exceed $165,000.
    2. Authorize the Board Chair to finalize the Agreement and its Exhibits, including the Scope of Work and Timeline.
    3. Authorize the Executive Director and/or Board Chair/President, to fully execute and administer the Agreement, with guidance from counsel as needed, in an amount not to exceed $165,000.

5. TRANSITION PLANNING

Summary: Presentation from Board Chair/President Sean Hecht regarding transition plans. Request that the Board form an ad-­‐hoc committee to advise the Board Chair/President on management and planning issues during the period when HCBF will be transitioning from the outgoing Executive Director to a new Executive Director.

Recommendation to Board: Board to form a temporary Executive Transition Ad-hoc Committee to consist of Chair/President Sean Hecht, ViceChair Michele Prichard, and Board Member David Sloane.

6. CLOSED SESSION
Summary: The Board will recess to closed session
Government Code Section 54957 Employee Appointment
Title: Executive Director

7. CLOSED SESSION REPORT
The Board will report on any action taken in closed session.

8. MEETING ADJOURNED

Next Meeting:
Friday, May 15, 2015

PUBLIC BOARD MEETINGS:
Public Input: An opportunity for the public to address the Board on Agenda items or other items germane to the business of the Board will be provided before or during consideration of the item. Members of the public who wish to speak on any item are requested to complete a speaker card for each item they wish to address, and present the completed card(s) to the Staff. A speaker will be limited to (3) minutes to speak on public interest items.

Agendas: Agendas contain a brief description items to be considered. Where Staff recommendations are made, please note that the Board may exercise its discretion to take action on any action item, up to and including final approval.

Quorum: 4 members of the Board constitute a quorum for the transaction of business. Consent items may be approved without discussion.

Regular Meetings: The Board shall meet regularly, typically on a monthly basis (times and locations To Be Determined). Agenda is subject to revision in accordance with the Brown Act. Agendas will be available in hard copy at the meeting.

Harbor Community Benefit Foundation does not discriminate on the basis of disability and, upon request, will provide reasonable accommodation to ensure equal access to its programs, services, and activities. Sign language interpreters, assistive listening devices, and translation services may be provided. If you require special assistance to participate in this meeting, you must submit your request in writing to the above address at least one week prior to the meeting.

HCBF can be contacted at (310) 997-­‐7116. www.hcbf.org or info@hcbf.org