Board of Directors Annual Meeting
10:00 A.M., May 19, 2014
302 West 5th Street, San Pedro, CA 90731
Board of Directors Annual Meeting
Sean Hecht, Chair; Michele Prichard, Vice Chair; Jesse Marquez, Secretary; Dr. Silvia Prieto, Treasurer;
Peter Peyton, Director; David Sloane, Director, and Kathleen Woodfield, Director
Michael Jenkins, Jenkins & Hogin LLP
Mary Silverstein, Executive Director
Item A. Public Comments on Non-Agenda Items
Item B. Staff Presentations & Executive Director Remarks
- Recap: Community Benefit Grant workshop in San Pedro
- 2013 Community Benefit Annual Report – Released
Item C. Board Member Remarks
CONSENT ITEMS (1-4)
1. REVIEW AND APPROVE MINUTES OF HCBF BOARD MEETING DATED APRIL 25, 2014
Recommendation: Board resolves to approve the minutes of the HCBF Board meeting dated April 25, 2014
2. OFFICE LEASE – SECOND AMENDMENT
SUMMARY: Staff recommends an amendment to its office lease at 150 W. 6th Street, Suite 203, San Pedro, CA to extend the term to May 31, 2015, and increase the rentable office space from 700 to 850 square feet. The address will not change.
Recommendation: Board resolves to approve and authorize execution of the second amendment to the office lease for space located at 150 W. 6th St., Suite 203, San Pedro, CA 90731, extending the term to May 31, 2015.
3. GOVERNANCE PRACTICES – HCBF RECORDS RETENTION POLICY
Staff Presentation: Mary Silverstein, Executive Director
SUMMARY: To fulfill the requirements of auditing best practices, HCBF staff has drafted a “Records Retention Policy,” with a framework for the length and manner by which Staff manages, archives, and destroys physical and electronic records. HCBF embraces green practices with numerous paperless strategies. Its Records Retention Policy has been tailored to focus on electronic records.
Recommendation: Board resolves to approve and adopt HCBF’s Records Retention Policy.
4. HCBF FINANCIALS FOR FIRST QUARTER 2014
Prepared by NFM Solutions.
Recommendation: Receive and File Report.
5. SPECIAL PRESENTATION: GRANTEE, Sharefest, Chad Mayer
Community Benefit Round 1 Grantee, Sharefest, will highlight events from their 11th Annual Workday; collaborations with HCBF Grantees Pacific Unicomm, Clean Wilmington, and Broad Avenue Elementary.
6. REVIEW OF 2013 ANNUAL FINANCIAL REPORTS/AUDIT & TAX
Auditor Presentation, Renee Ordeneaux, RBZ
SUMMARY: Presentation by independent auditors, RBZ, LLP, of the December 31, 2013 Draft Financial Reports and the calendar year-end 2013 tax filings. Staff and the HCBF Audit Committee have reviewed all of the Financial Reports and filings.
Recommendation: The Board shall consider, receive, and file the reports.
7. HCBF ANNUAL MEETING – BOARD OF DIRECTORS & OFFICERS 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 terms have been staggered, with limits of no more than three terms, inclusive of partial terms, whether or not such terms are consecutive. Board members may serve in an Officer position for no more than four years.
In 2013 four founding Director seats, A, Jesse Marquez; B, Kathleen Woodfield; C, Peter Peyton; and D, Michele Prichard were re-elected to a second two-year term, concluding in May 2015. Three Directors’ seats, E, David Sloane; F, Silvia Prieto; and G, Sean Hecht; opted for a partial, one-year term, concluding in May 2014. Appointments to seats E, F, and G received BOHC concurrence on June 13, 2013.
Seats E, F, and G have been nominated to serve an additional term.
Recommendation: Board shall consider and vote on the nomination and renewal of elected and appointed Board Members seats E, F, and G for a term of no more than two years. (Appointments E, F, and G are contingent on BOHC concurrence); and
Board shall consider and vote on the Officers for a one-year term concluding on or about May 31, 2015:
Chair, Vice Chair, Secretary and Treasurer
8. GOVERNANCE GUIDANCE: HCBF BOARD OF DIRECTORS ANNUAL SELF EVALUATION
Consultant: David Norgard, OD180 Consulting
SUMMARY: HCBF’s 2013-2016 Strategic Plan Section 12.3 requires a performance evaluation of the board, overall, and of individual board members, with a report of findings and recommendations for consideration by the board.
Recommendation: HCBF Board will review and consider the board self-evaluations and recommendations from the Consultant to achieve and maintain strong board leadership.
9. STRATEGIC PLAN: INTERACTIVE PLANNING SESSION
Interactive planning session conducted by Consultant, Staff, and Board.
Board Chair, Sean Hecht
SUMMARY: HCBF’s 2013-2016 Strategic Plan – interactive planning session to review the adopted 2013-2016 Strategic Plan; review spending plan and actual and projected budget materials; evaluate the progress of the organization toward meeting strategic goals; review board fiduciary responsibilities; strategize about building collaborative relationships, developing resources for organizational sustainability, and otherwise leading the organization; and discuss board involvement in fundraising to support and enhance the foundation’s research, grant making, and community engagement and to develop new funding sources in support of our mission and vision.
Recommendation: HCBF Board will review and consider the recommendations from the staff and Consultant, including the formation of an ad-hoc Resource Development Committee, to focus on earned income strategies and an ad-hoc Advisory Council focused on contributed income strategies, to support the strategic growth of the organization.
10. Meeting Adjourned
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 firstname.lastname@example.org