Agenda: August 21 Board of Directors Meeting

BOARD OF DIRECTORS MEETING
Wilmington Chamber of Commerce
544 N. Avalon Blvd., Wilmington, CA 90744
Friday, August 21st, 2015, 10:00 A.M.

BOARD MEMBERS:

Sean Hecht, Chair; David Sloane, Vice Chair; Jesse Marquez, Secretary; Michele Prichard, Treasurer; Silvia Prieto; Director; David Thornburg, Director; and Kathleen Woodfield, Director

HCBF: Ben Schirmer, Meghan Reese, and Ata Khan

LEGAL COUNSEL: Michael Jenkins, Jenkins & Hogin LLP

AGENDA

ITEM A. PUBLIC COMMENT ON NON-AGENDA ITEMS

ITEM B. EXECUTIVE DIRECTOR REMARKS

ITEM C. BOARD MEMBER REMARKS

ITEM D. GUEST PRESENTATIONS
South Coast AQMD, Patricia Kwon
Harbor Schools Air Filtration Program

A special presentation providing the status of the TraPac MOU funded program in the schools, administered by South Coast AQMD.

CONSENT ITEM(S)

ITEM 1. REVIEW AND APPROVAL OF MINUTES OF HCBF BOARD MEETING DATED JULY 30, 2015

 Recommendation to Board: Approval of the minutes of the HCBF Board meeting dated July 30, 2015.

 REGULAR ITEM(S) 

ITEM 2. BOARD OF DIRECTORS ELECTION

SUMMARY: In accordance with the bylaws, the seven-member Board shall hold an annual meeting, to include “the appointment or election of Directors, appointment of Officers, review of the annual budget and transaction of other business”.

On May 31, 2011, the HCBF Board of Directors convened for the first time. Board members are limited to three terms. In 2013, Director A, Jesse Marquez, and Director B, Kathleen Woodfield were re-elected to a second two-year term, concluding in May 2015. Under HCBF’s bylaws, appointments and reappointments to these Board member seats require nomination by outside entities.

Under Bylaw 7.3, a Director serves “until the appointment or election and qualification of a successor.” Thus, all current directors, including those with terms that expire this year, continue to serve continuously until their term is renewed or a successor is elected or appointed.

Recommendations to Board:

  1. Board shall consider and vote on the nomination or renewal of Director seats A and B for a term of no more than two years, if the prerequisites for such a vote are met by the time of the Board meeting.

ITEM 3. REVIEW AND APPROVAL OF THE COMMUNITY BENEFIT ROUND 3 REQUEST FOR PROPOSAL (RFP)

Summary: HCBF Staff, with the guidance of ad-hoc committee, drafted an RFP for Round 3 of Community Benefit Grants.

Recommendations to Board:

  1. Board shall consider and vote on the substance of the Community Benefit Round 3 Request for Proposal, in substantial form.
  2. Board shall consider and vote to authorize the release of the RFP by HCBF Staff, following approval at the Board meeting.

ITEM 4. APPROVAL FOR RESOLUTION TO GRANT AUTHORITY TO BEN SCHIRMER AS SIGNATOR

Summary: Ben Schirmer became the Executive Director of HCBF on June 15, 2015. The Board shall vote to retroactively grant authority to him as signator on behalf of HCBF, as provided in HCBF’s by-laws sections 13.1 and 13.2.

Recommendations to Board:

  1. Board shall consider and vote to authorize B. Bennett Schirmer, in his capacity as the Executive Director, to enter into any contract or execute and deliver any instrument in the name of and on behalf of the Corporation, and such authority may be general or confined to specific instances as detailed in the proposed Resolution.
  2. Board shall consider and vote to authorize B. Bennett Schirmer, in his capacity as the Executive Director, to sign checks, drafts, promissory notes, orders for the payment of money, and other evidence of indebtedness on behalf of the Corporation as detailed in the proposed Resolution.

ITEM 5. APPROVAL OF AMENDMENT OF CONTRACT WITH TOBERMAN NEIGHBORHOOD CENTER

Summary: Toberman Neighborhood Center was awarded a total grant award of $40,000 in Round 2 of Community Benefit grants. The grant began on November 1, 2014, and is currently scheduled to end on October 31, 2015. On May 29, 2015, in the 6-month report, Staff was notified of proposed revisions to the scope of work contained in the original grant proposal. In August, Toberman submitted an amended budget and budget narrative in support of their revised project. To better understand the proposed revisions, on Tuesday, August 2, 2015, HCBF Staff visited Toberman Neighborhood Center.

The initial project included $15,600 for a retaining wall. The proposed, amended project no longer contains the retaining wall. Additionally, several items in the proposed project were not included in the original project and/or fall outside the scope of HCBF’s grant priorities. Therefore, Staff, along with the Board’s Ad Hoc Grant committee, is recommending that the second disbursement be canceled and that the grant agreement be modified to reflect a total grant of $25,000, and that the proposed revisions be modified to ensure that the project’s elements are consistent with those approved in the original grant agreement, and appropriate to HCBF’s priorities and its mission of mitigating port impacts.

Recommendations to Board:

  1. Board shall consider and vote on Staff’s recommendation to forgo the second disbursement in the amount of $15,000.
  2. Board shall consider and vote to amend the grant period end date to April 29, 2016.
  3. Board shall authorize Staff to enter into a contract amendment with Toberman that is consistent with the recommendations above.
  1. MEETING ADJOURNMENT 

Next Meeting:

Friday, September 18, 2015
San Pedro Municipal Building
638 S. Beacon Street, Room 452
San Pedro, CA 90731

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