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Home My WebLink About87/04/21 RANCHO CUCAMONGA COP4IUNITY FOUNDATION AGENDA Lions Park Cc®unity Center 9161 Base Line Road Rancho Cucamonga, California 91701 April 21, 19@7 - 7:00 p_.m. A. CALL TO ORDHR 1. Dennis L. Stout, Mayor, City of Rancho Qicamonga B. FOUNDATIOR RUSIN633 • 7. Introduetlon of New Foundation Nembers: Cuy Beyersdorf Ra1ph~Lewisv Betty McKay Gary Schafer Paula Grigsby Jeanne Barton 2. Presentation of Appointment Certificates to new Foundation Members. 3. Presentation of Articles of Ineor ration - Presentation by John Francis, oundet on ncorpora or, 4. Adoption of Bylaws - A Resolution adopting the Bylaws of the Rancho Cucamonga Cosmu~ty Foundation. Au~knrLmlOH N0. ••°.CCF @i 001 A RESOLUTION OF THE RANCHO CUCAMONGA CClMUNITY FONNDATION ADOPTIN, BYLAWS FOR SAID FOUNDATION 5. Election of Officers - Selection of the Commmity Foundation Chair, ce r an re ary-Treasurer. • 6. Ado tlon of Account~in_g_Year - A flesolutlon establishing the beglnning and en ng a ea or the ~aainting Year of Lhe flencho Cucamonga Comity Foundation. Rancho Cucamonga Community Foundation Agenda April 21, 1987 Page 2 RESOLUTION N0. RCCF 87-002 A RESOLUTION OF THE RANCHO CUCAMONGA CQ4AUNITY FOUNDATION APPROVING AN ACCOUNTING YEAR 7. Selection of Office Location - A Resolution establishing the office location or a nc camonga Community Foundation. - RESOLUTION N0. RCCF 87-003 A RESOLUTION CF THE RANCHO CUCAMONGA COPMUNITY FOUNDATION APPROVING THE PP.INCIPAL 0.~'FICE LOCATION 8. Establishment of Sank Account - A Resolution providing for the deposit and tli sburseaent o corporate unds. It is recratmended that the Chairperson and Secretary-Treasurer of the Community Foundation be authorized, jointly, to create an appropriate bank account and deposit and disburse corporate Funds. RESOLUTION N0. RCCF 8T-OOY A RESOLUTION CP THE RANCHO CUCAMONCA COMMUNITY FOUNDATION APPROVING THE ESTABLISHMENT ~ A BANK ACCOUNT • 9. establishment of Tax Ex t Status - A Aesolution establishing Taz Exemption for the ncho cemonga nity Foundation. FFC(1t IITTlIa N!1 FrrF av_nna A RES0LUTION OF THE RANCHO CUCAMONGA COMSUNITY FOUNDATION APPROVING APPLICATION FOR TAX EXEMPTION 10. Selection of Scheduled Monthl Meetin s - A Resolution establishing regu ar y sc a meet ngs o t e one Cucamonga Community Eoundatien on every third Tuesday of each month at 7:00 p.m. at Lions Park Community Center. RESOLUTION N0. RCCF 87-006 A RESOLUTION DF THE RANCHO CUCJIMONGA CQMUNITX FOUNDATION APPROVING TINE AND PLACE FOR REGULARLY SCHEDULED MEETING C. IDESTIFICISIOS OF ITESS FOR SETT MEE7ISG This is the time for the Fo:a:datLon Members to identify the items they wish to discuss at the next meeting. These items will not be discussed et this meeting, only identified for the next meeting. Rancho Cucamonga Community Foundation Agenda April 21, 1987 Page 3 • D. COlAIUNICAtIOAS FAOM 7AE PUALIC '[his is the time and place for the general public to address the Rancho Cucamonga Communlty Foundation Members. E. AD.IODAAlAdAT I, Beverly A. Authelet, City Clerk of Lhe City of Aancho Cucamonga, hereby certify that a true, accurate copy of the foregoing agenda was posted on April 17, 1987r seventy-two (72) hours prior to the meeting per A,B. 2674 at 9320-C Base Line Road. i RANCHO CUCAMONGA COt~A1UNITY FOUNDATION AGENDA Licns Park Ce~unity Center 9161 Base Line Road Rancho Cucamonga, California 91701 April 21, 1987 - 7:00 p.m. A. CALL TO ORDER 1. Dennis L. Stout, Mayor, City of Rancho Cucamonga B. FOUNDATION BUSINESS ,. Ir production of ;7ew Foundation McNnbers: Guy Beyersdorf Robert Dutton Ralph Lewis Betty McKay Gary Schafer Paula Grigsby Jeanne Barton 2. Presentation of Appointment Certificates to new Foundation Members. 3. Presentation of Articles of Incorporation - Presentation by John Franeis, Fou'~n anion Yncorporator. 4. Adoption of Bylaws - A Resolution adopting the Bylaws of the Rancho Cucamong~Foundation. RESOLtrTIOR N0. P,CCF B7-C01 A RESOLUTION OF THE RANCHO CUCAMONGA COM~RINITY FOUNDATION ADOPTING BYLAWS FOR SAID FOUNDATION 5. Election of Officers - Selection of the Community Foundation Chair, ce a r an retary-Treasurer. 6. Ado tion of Accountin Year - A Resolution establishing the beginning and en ng ~atea or a ecounting Year of the Rancho Wcamonga Community Foundation. i::. Rancho Cucamonga Commmity Foundation Agenda April 21, 1987 Page 2 RESOLUTION N0. RCCF 87-002 A RESOLUTION OF THE RANCHO CUCAMONGA COMMUNITY FOUNDATION APPROVING AN ACCOUNTING YEAR 7. Selection of Office Location - A Resolution establishing the office 1....eh'n r - ....~... _______.. __. __._ ._._._ ~_,. c;o ,,,.....,.a ty o,.a..e~.or. RESOLUTION N0. RCCF 87-003 A RESOLUTION OF THE RANCHO CUCAMONGA COMMUNITY FOUNDATION APPROVING TFRi PRINCIPAL OFFICE LOCATION 8. Establishment of Bank Account - A Resolution providing for the deposit and d sbursement of corporate unds. It is recommended that the Chairperson and Secretary-Treasurer of the Ce®unity Foundation be authorized, ,fointly, to create an appropriate bank account and deposit and disburse corporate funds, RESOLUTION N0. RCCF 87-004 A RESOLUTION OF THE RANCHO CUCANONGA CCP4AUNITY FOUNDATION APPROVING THE ESTABLISHMENT OF A BANK ACCOUNT 9. Establishmert of Tax Ex t Status - A Resolutior, establishing Ta% Exemption for t e ne camonga nlty Foundation. RESOLUTION N0. RCCF R7-005 A RESOLUTION OF THE RANCHO CUCAMONGA COMMUNITY FOUNDATION APPROVING APPLICATION FOR TAX EXQIPTION ?0. Selection of Scheduled Monthly Meetings - A Resolution establishing regularly scheduled meetings oT the ne Cucamonga Community Foundation on every third Tuesday of each month at 7:00 p.m. at Lions Park Community Center. RESOLUTION N0. RCCF 87-006 A RESOLUTION OF THE RANCHO CUCAMONGA CCMIUNITY FOUNDATION APPROVING TIME AND PLACE FOR REGULARLY SCH®ULED MEETING C. IDENTIFICATION OF ITEMS FOE NEST MEETING This is the time for the Foundation Members to identify the items they wish to discuss at the next meeting. These items will not be discussed at this meeting, only identified for the next meeting. 'f . Rancho Cucamonga Community Foundation Agenda April 21, 1987 Page 3 D. CDlBIUt1ICA7IOM3 FHON iBE PUBLIC this is the time antl place for the general public to address the Rancho Cucamonga Community Foundation Members. F.. ^hdOUaYMEII'f I, Beverly A. Authelet, City Clerk of the City of Rancho Cucamonga, hereby certify that a true, accurate copy of the foregoing agenda was posted on April 17, 1987, seventy-two (72) tours prior to the meeting per A. B. 2674 at 9320-C Base Line Road. ti Irv: 'ii° 9 .. DATE: April 14, 1987 CITY OF RANCHO CUCAMONGA MEMORANDUM T0: Foundation Hoard of Directors ,•,- ' FRCM: Mark R. Inrimar_ pdmi nistrative Analyst Y~*~-- SUBJECT: BOAAD MEMBER ROSTER ~c~ce,yo,~ 4 c~ ~ A 2 U; y :gn In preparation for the upcoming April 21 Foundation meeting, staff is providing you with the names and addresses of all seven Foundation members so that you may ec®unicate with any or all of your colleagues prior to the first Foundation meeting. This roster is confidential and for your use only. As we discussed at the pre-meeting luncheon. most of tl,^ itom, ,_... rr,e e....~, ~i agenea will be routine and require little or no diacusaion. However, it will be necessary for the Board to select a chairman, vice chairman and secretary/treasurer at the beginning of the meeting. In preparation, staff suggests that you informally disease this matter with other members of the Board prior Lo the meeting Lo gain a consensus of the selection of officers. Aa requested at the luncheon meeting, staff has discussed with the Clty ••-, .t proasias u: G.o W unrr iu:e and ipw cneY aPP1Y to the Board of Directors.~`Jim Markman, our City Attorney, finds little application of the Brown Act to a nonprofit organization. However, Jahn Francis, the Foundation incorporator and attorney, reccamends that the Board of Directors act conservatively and apply the provisions of the Brown Act when discussing Foundation matters. IC is suggested that the Board of Directors certainly use discretion, and whenever possible, choose to refrain from any actions which may conflict with the Brown Act. A conservative approach seems to be appropriate. The April 21 Foundation Agenda and supporting materials will be sent to each Board member prior to that meeting. Should you have any questions or ca,ments regarding the Agenda or the supporting information, please do not hesitate to contact Lauren Wasserman or me at g89-1851. Staff looks forward to a very productive kl ek-off meeting for the Rancho Cucamonga Cc~mlty Foundation. MRL/d,Ia Attached +1 RANCHO CUCAMONCA COMMUNITY FOUNDATION BOARD OF DIRECTORS Committee Members Jeanne Barton 5552 Canistel Rancho Cucamonga, California 91701 989-2573 Cuy Beyersdorf 9051 Appaloosa Court Rancho Cucamonga, California 91701 983-0511, ext. zoo nob Dutton 9617 Carrari Court Rancho Cucamon~, California 91701 983-9601 Paula Grigsby 8480 ULSCa Avenue Rancho Cucaimns9, r^lifor..-.iu 9i`!jV 989-3433 Ralph Levis P.O. Hox 670 Upland, California 91785 985-0971 Betty Me Nay 7600 Calle Casino Rancho Cucamonga, California 91730 982-3078 Gary Schafer 1481 E. 213th Street Carson, California 90810 (213) 835-7231 Staff Members tauten Wassermsn, City 4arager 989-1851 Mark Lorimer, Administrative Analyst 989-1851 ~'FV l ARTICLES OF INCORPORATION OF THE RANCHO CUCAMONGA COMMUNITY FOUNDATION Z The name of this corporation 1s: THE RANCHO CDCANONGA COMMUNITY FOUNDATION II This corporation is a nonprofit public benefit corporation and is not organized !or the privat• gain of any parson. it is organized under the Nonprofit Public Benefit Corporation Law Por public and charitabl• purposes. Thia corporation shall never operate for the primary ~ purpose of carrying on n trade or business for profit. III The public and charitable ovroowww tnr m~t..g thi_ ^_^_~caic. is organized are to lessen the burdens of government and to promote and support the cultural, recreational and human services needs of the city of Rancho Cucamonga. IV This corporation is not organized, nor shnll it ba operated, Yor pecuniary gain or profit, and done not contemplate the distribu- tion of gain a, profits or 8lvidends to its msmbers or to any private shareholder or individual. The property, ass eta, pro- fits, and net income of thi• corporation ere irrevocably -1- >~.,, dedicated to the public and charitable purposes set forth in Article III, and no part of the profits or net income of this corporation shall ever inure to the banef it of any private share- holder or individual except that this provision shall not be construed so as to prevent the payment to directors, officers, or employees of reasonable eompensaticn for services actually rendered to this corporation. V No substantial part of the activities of this corporation shall consist of the carrying on of propaganda, or otherwise attempting to influence legislation, nor shall this corporation participate or intervene in any political campaign {including publishing or distribution of statements) on behalf of any candidate for public office. Notwithstanding any other provision of these articles, trie corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt Erom Federal irw,.we *•Y under section 5o1(c)(3) o! the internal Revenue Code of 1954 (ar the corresponding Yi:.~i-°{cn of any future United States Internal Ravanua Law) or (b) by a corpora- tion contributions to which are deductible under section 170{c)(2} of the Internal Ravenna Code of 1954 (or the corres- ponding provision of any future United States Internal Revenue Law). VI The name of the initial agent of this corporation for service of process is John W. Francis 1901 R. Lambert Rd., Suite 102 La Habra, C1- 90631 -2- :. :~~. y,~_ '~~;F VII The number of directors, the maMer in which they shall be chosen and removed Prom office, their qualifications, powers, duties, compensation and tenors of office, the manner oP Pilling vacancies on the Hoard, and the manner of calling and holding meetings of directors, shall be as stated in the Byla »~s. No member cP the Rancho Cucamonga City Council shall be eligible to serve as a director of this corporation. VIII (1) This corporation shall have no members other than the persons constituting its Board o! Directors. The parsons consti- tuting its Hoard o! Directors shall, for the purpose of any statutory provision or rule oP law relating to nonprofit eorpora- tiona otherwise, be taken to be the members o! such corporation and exercise all the rights and~~powers of members thereof. (2) The Hoard of Directors shall have the powers !r) ~^ _a~itp a::~ .•ncricuon or condition on the distri- bution oP funds Por any specified charitable purposes or to specified organizations, if in their solo judgment (without the approval of any trustee, custodian, or agent), such restriction or condition becomes, in effect, unnecessary, incapable of ful- fillment, or inconsistent with the charitable needs of the City oP Rancho Cucamonga; (b) to replace any participating trustee, custodian, or agent for breach of fiduciary duty under the lows of the Htat• o! California; and -3- (c) to replace any participating trustee, custodian, or agent for failure to produce a reasonable (as determined by the Board oP Directors) return of net income (or appreciation when not inconsistent with this community trust's need for current income) with due regard to safety of principal, over a reasonable period ... ... r.a (,;- ..c,.orWi ~ ~ t.*.c bc_rd of 3lrcctc s). ~i (3) In determining whether there is a reasonable return of net income with respect to the exercise of the power described in subparagraph (c) of Paragraph (2) of this Article, (a) there shall be excluded Prom such determination such assets ae are held for the active conduct of this community trust's exempt activities; and (b) such determination shall be made separately with re- spect to each restricted fund and shall bs made in the aggregate with respect to the unrestricted funds of this community trust. A "restricted fund^ means a fund, env income of which has been designated by the donor of the gift or bequest to which such income is attributable as being available only for the use or benefit oP a named charitable organization or agency or for the use or benefit of n particular class of charitable organiza- tions or agencies, the members of which are readily ascertainable and are lase than iiva in number. (4) if it appears that theta may 6a grounds for exercising the power described in aubparagrapha (b) or (c) of Paragragh (2) of this Articl• with raapact to any fund, the Hoard of Diractora shall notily the participating truataa, custodian, or ~`- i;- agent involved and provide a reasonable opportunity for explana- tion and/or correction. Before exercising the power granted to the board of directors under subparagraphs (b) or (c) of Para- graph (2) of this Article, the Board of Directors may seek advice oL legal counsel ae to whether a breach or failure has been committed under the laws o! the Btnta of California. The Board o! Directors shall exercise a power described in this Article only upon the vote of a majority of the members of the Board of Directors. (5) Upon the exert is• of the power under subparagraphs (b) or (c) or Paragraph (2) of this Article to raplac• any par- ticipating truataa, custodian, or agent, the Hoard of Directors shall have the power to aalact a successor truataa, custodian, or agent to whose custody the fund or funds held by the Pormer trustee, custodian, or agent shall be transterrad. IX The directors shall not be personally liable !or the debts, liabilities, or obligations of this corporation. X Each member of the Board of Directors shall have one vote. Thera shall be no proxy voting permitted for the transaction of any of the business o! this corporation. XI Upon dissolution o! this eorpozation, net assets other than trust lands shall ba QSstributad to one or more nonprofit corporations organized and operated for the banatlt of the City o! Rancho -5- Cucamonga, such corporation or corporations to ba selected by the City Council. Such nonprofit corporation or corporations must be qualified for tederel income tax exemption under Section 501(c)(9) o! the United States Internal Revenue Code Of 1954, and ba organized and oparatnd exclusively for charitable, scientific, literary, or educational purposes, or fora combination of said =r?====• a,: i.na ai cernative, upon dissolution of the corpora- tion, net assets other than trust funds shall be distributed to the City o! Rancho Cucamonga. In no event shall any assets be distributed to any member, director, or otlicer o! this corporation. XII The Articles of Incorporation o! this corporation shall not be amended without the vot• of a maiority of the total voting membership of the Board of Directors. IN WITNESS WHEREOF, for th• nu rneee ~r r...-.. ~.,.. ..~,_ nonprofit corporation under the laws of the Stets of California, I, the undersigned, constituting the incorporator of this corporation, have executed those Articles of incorporation this day of , 1986. soNH w. gRaarexs Incorporator -6- t't~ s ..: 6yLAN3 OP • THB gd11CH0 G9CANONGA COlDNNITR PODNDATI06 ABTIQ,g I Name The name of thi• corporation shall be The Rancho Cucamonga Coumity Fomdation. ANTICLB II Principal Office The principal office of thin corporation for tranaaetion of busineu is looted in the City of Nancho Cucuonga and the Comty of Sao Bernardino, California, at 9320 Hanel ins Swd, Paneho Cucamonga, California 91730. The board of Director. hu furl carer and authority to ehanae the Drincieal offic,. of t~.:• corporation from we location to another in the City of gaucho Cneuonga, California. AgTICLg III Purpose The purposes of The 14ncho Cucamonga Coemi[y Pomdation are to lessen the burdens oP goverment and to promote and support the cnl coral, recreational and hman ^erv ices needs of the City of !nacho Cacnoap. • AgTICLg 19 Ne.bmrahip Thin corporation shall have nn memMre n[6.. tw... .~_.. Board of Director. The Hoard of Iflreetors shall, uoder~aoyystl[ute~oryrulelof lar, be the member of chic corporation and shall have ^11 the righu and pores ambers rould othanriae have. egTl¢g v Board of Direetora Section j.a. Numhez ~ Directors. 1'he 6wrd of Mrectors shall consist of aer eo (7) voting mmbera. Sectio° 3.a Pores PL Director. 8ubjece to the provid on of the Gliforafa Nwprof it Corporation Lp and soy limirations in the drticlea of Incorporation end there Bylama, the bwineaa and afldr of this corporation shall be managed, and all corporate pores shall be ezercised by or mder the direeefoe of the Mard of Mreatora. ,~ n I.J ~..- ~.' YaBe 2 .. The Hoard of Directors eay delegate the perforeance of soy duties or the • exercise of as)r pores to snob offices or agens a eay from lice to tine by rewlution be dN igwted. Section ~, Selection Sg¢ ~~ ~ Office. The Board of Mrect ors shall be comprised of seven (7) .embers elected by a majority vote of the full Ci t7 Couaci 1. Bach board ember shall serve Eor a ten of four (4) years; a:eepc for the first acv en (7) webers elected to the Board of Mrectors, of rhieh four (4) members shall nerve tern of four (B) yearn each and three (3) seebera shall nerve tern of fro (2) yearn each. Tern of office for the first seven (1) members .ball be determined by a random drn. Seccio° ~ Vacancies. A vacancy in any tti[rector poaicioo bears of reravat, death, resigoation, ezpiration of sere or otherwise, ahail be filled by a threrfif the U/5) vote oP the 4ncbo CucsmooN City Comd1. day perann - - •g±, ...c.nev on the Dwrd of Mrectora shall hold office for the unexpired' term of 4ia of her pradeeesaor to of lice, ^ubjenr co cne paver or reso-al contained herein. Section ~ poti°e• Haeh ma^bet of the board of Mrectora shall hne one vote. There shall be ao prosy votieg permitted for the trnsactio^ of say of the bw i~ee4-0l-t-hi-n corporative. Sectie'~ n ¢~, ~ there shall be an annwl meeting of tha Dwrd of %~Directors on the Chi Lewp eacb year. gwctiw ja tleeti~. 14atinga of the Hoard of IN rectors for a% purpose or • purposes shall be wlltd at a~ time by tha chairpezeoe. The cbairpason shall be requited to call . meeting apon tha joint request o! any esbet of the Board. All meetiats of the Hoard of Directors shill be go-eraed by Robert's Rules of user, ;uo:odll:.'L' ~ -..i •I,ma theteof as may from time to time be publ isbed, a:ceps insofat o nosh roles are inconsistent witty fosse oyim, wit4 the Ar ticlea of Incorporation, or with appt icable lar. 8ectioe 8. Place ,qj Neetinaa. Naetinge of the Board of Directors shall be held at say place within this H4ta which bu been designated from time to fife by resolution o! the Board or by written consent of all eembera of the board. In the absence of awh designation, eeetinp shall be Geld at the Rancho Cucuonga City gall. motion py ~pj~ yj, Maatinaa. (a) gcitten notice o! ovary regular meeciag .ball be given to eacb Di sector ae lent seem (y) dqa balote oath meeting. Rotica uy be delivered pasonally or by wail to the last keowa addreu of tba addraasee and, if oiled, b complete upon mat liog. Kr ittea notice of say seating shall also be given puswnt to Chia subsection to any yatsve rho sputata sack notice in rriting. • 9 'lF~~ 4. page a (b) M agenda tinting the utters to be coast dared at each meeting ^hall be • given to each Director, and to any person so requesting, at leant aeveo (y) days before the meeting. (c) Botwitha Gndiag anything in the acct ion to the contrary, tke chairperson may call an emergency meeting of the Board without giving the normal notice if each a meeting is neceuary to diatoms nay wforeseea emergency condition. M emergency condition fot the pwpose of thin aubaeetion is any condi lion tba[, if not addrea sad by the Board promptly, uy result in a detriment to thin corporation or to the City of Baneho Cucamonga. Botice of any mergency meeting may be delivered peraowlly, telephone or mailed, and shall be received a. .^.a. ,.aacy-fc (?4) he•••• before cbe time of ouch meeting. Section j~ 0?e° Neet~a_ All uetiags of the Board shalt be opra and public, sad all peraow shall be permitted to «tead nay acting of the board, prw ided, hwev er, that [he bard may hold cloned sessions during any acting . - -=a.r eb^^. Batten that mq lawfully be considered in such sessions wder^ Chapter 9 of part 1 or Div xsxoa s of Ii .:c :... .c ^a^^r^••^• Code. comwencing with Section 56950. s~tipg, j,}~ Quorum. A majority of the total nwber of voting Directors shall con«ttute • gwrom for the ttamattion of busineu at every meeting. Bretz act or deciai oa done or ude by a majority of the Directors present at meeting at whie6 a goorom is present shall be regarded a the act of the Board of Mreeton. • Section ~ Yemwal pf birectotn. Mrectora of tbia corporation uy be rmwed ae any tiu without cave by the vote of three (3) Directors, subject to the approval by a threrfif tha (J!S) vote of the City Cowci 1. Shia section is not subject to amendment, change or alteration in coy of its clawea or prom tai ona without the consent of the Eaneho Cuwwega City Council. 9ectio° .{~ camoeou~i..,.. ...:. ^:cee!^•• ^f the coruoratiw shall be allayed and paid their a«wl and necenary eapmaea incurred in «teadiog tae meeting. of the Board and ouch other amowu as uy be fined from time to time by the vote of a majority of the Board. AETI4.E vI Officers Bention b,,, Off ieera. She of fieera of this corporation shall be a chairperson, vice chairperson, and secretary-treasurer. Section 2y Election. 'fie Boned of Directors shall elect alt officers of thin corporation for tens of one year, or wtil their anceesaoxs are elected and gwltf ied. She annwl elective shall be held ov the third Nondq in Janwry. l.11 of fieera shall be draw from the Boatd msbersbip. • Page 4 g-.S_fLj3g ~c Chairneram. 8object to the control of the gwrd of Dt recton, the chairperson shall Ptuide at Ql weetings of the Bomrd, avd •h41 hne such other pwen avd dutin a na7 be prneribed fro. tine to ti.e b~ the Board of Director. The chef eperoa shall hne a vote on all rotten. gece;on 4. gjsq Chairnenm. Iv the absence of disabiliq of the cbe{rperon, the vice chairpezsoe shall perforce all the duties of the ehairperaoa. the vice chef rperwv shall hne ouch other pwen avd perforce •ueh other dvtin a awl be prescribed from tiro to time b7 the Board of Mrectora. 9ectlom ,f.~ Beczetarv-14eunrer The ^ecretat7-treasurer shall assist the cpairpersoa in the preparation of the agendas for the aeetiaga, shall keep • full and complete record of the Proceedings of all aeetings of the Bard of Di recton, shall keep the seal of thin corporation and affiz the u.e ~~ ....h Da9e ra •nA i...~~_--. __ _.... shall "'> '^' regaa red iv the regular costae of 6uaiveaa, provide such aotieu a w~ be ucenar~ avd proper, shall auperiae the keeping of the boolu of this corporation and shill discharge aueh other duties u Persia eo the office of a prescribed ~ the Board of Directors. The secretarl-treasures shill be tba chief tinavcial officer of this corporation and, if ao required ~ the board of Dirctara, shall give a bond for cbe faf thful diachar;e of his or her defies iv sash ad avd with aueh surety a the Bomrd of Mrectora shill Ge• appropriate. She aecretarT-treasurer shall •abait an anvml report to the Bomrd ov of about the first Monday in October of each Cdr. Iv uaa of the abaseca or digbiliq of the teeretarytraaserer, or 61a or her refwal or wgleet to act, such notices .q be pro-idad b~ the chef rpeeron, or ~ the cbairpanon oe ~ a~ person thereinto awthorirad b~ the chairperon or b7 the vice ebdrpessoa, or ~ tba board of bisectors. unms PII Deteaae and Indeaniticatiom This corponcion shill defend env Di rectos who i• • panel or i• threatened to be cede • puff to and proceeding, other than av action bl or in the right of the corporation, bl reason of the fact that such Dl rector is or ru a agent of this corporation, sad will indamitl avl aueh Director aµinst ezpenau, judµe¢u, fines, settie.mG and a~ other uomts •ctualll and zeuova6ll incurred in correction with •neb proceeding if aueh Director acted in good faith and in • urrer sash Dltaetor reasowbl- belfned to be in the beat ivtereat of Chic corporatirr sod, iv the cue of a ctisdwl proceeding, !f such M rector had sot ruaonable uue to beline eba crrdact was mlawful. • • ~2 • Yege 5 • AHTIQ.E VIII Conflict of Interest Ho memher of the Bard of Dl zetton shall be financially interested in any contract or other transaction entered into by the Board of Di rectors, and any contract or tranuction entered into in viola ion of thin is void. Ho Mcector may uti lire iffiorution obtained by reuon of Hoard membership for personal gain, and the Hoerd of Di rectors say recover any ouch gain realised. dgTIQ.E IE dmeadment of Bylaws • These By lace nay be oended at soy regular meeting of the board of Mreet ors by a majority voce of the total voting membership of the Doard of Dl rest ore, providing that the amendment has been submitted in writing at the prey iow regular meetiug. Revised -Council meeting 2/4/87 • RESOLOTION N0, RCCP B7-0Ol A RESOLOT20N 08 1'liE RANCNO COCAMONCA CONNTRfITY FODNDATZON ADOPTING BYLANS FOR SAID 80DNDATION WHEREAS, the Directors of thin corporation have not yet adopted av) b)lara for the corporstive; snd NHEREAB. the beat iataraau of ehia corporative rill be aetved by the adoption of the bylps; NOW, TAEREFORE, BE ZT R8301.8ED by the Swrd of Diraeton of the Ranedo Cucemanga Cemacniry FouadaLive that the b)lars preasnud to this aeeting and diacoued are adopted a the bylwa of thin corporative. PORTAER, BE IT RESOL9E0, that eha Sacraur8-Trwarar of thin corporation is authorised and directed to ezecata a certificate of the adoption of those bylars and to inert thou b)lers u eo certified in eha book of ainntea of this Corporative, and to sea that a cop) of the b)lra, siailarl) certified, is kept at the principal office for the szavaactioa of basinua of this corporation. PASSED, APPROVED and ADOPTED tbia *e dq of April, 198). AYES: NOBS: AB SBNT: ABSTAIN: ATTBST: •, SeereGry w, ~: • RESOLDTION NO. ACCP 87-002 A RESOLOTION OP TEE RANCHO COCAMONGA COIBANITY POIItB1ATION APPItWING AN ACCODNTING SEAR The Hoard of Directors of iha Rancho (S:caeonga Coaaamity Foundation hereby reaolva as folloas: Section 1. That the Corporation accouatiag year ba a follora: Dau acco®ting ynt ba8lna: (dq and soath) Date accounting ynz wda: (dq and south) PASS®, APPROPED and ADOPTIDI thin +- day of Aptil, 1987. AYES: NOES: ABSENT: . ABSTAIN: •. Chaisun ATTEST: +, Secretary L q~. ?, .. • RESOLDYTON N0. RCCP 87-003 A R830LOTION OP THE RANCHO COCANONGA CONlONITY POONDATION APPROVING THE PRINCIPAL OFFICE LOGTION The Rancho Cueatooga Com±q Pomdation harehy raaolvee es foliwe: Section 1. That the Officaa of the City of Rancho Cncuooga, located at 9320 Saaa Line Road, Snita C, Rancho Cnouooga, Calitornia, 91730 is hereby designated and fizad u the principal office for the tranaaotion of the bUtillata of Chia eBrporaiiw. PAS589. APPRCAED, and ADOPTED thin • dq of Aptil, 1987. AYES; NOBS: AE SmiT: ABSTAINt •. Chairaan ATTEST: !, Skratary • RESOLDTION N0. RCCP 87-004 A RESOLUTION OP THE RANCHO COCAltlNCA COMMONITS POONDATION APp90pZ~ii ^.?!*_ wcys~Lry~re,~ew 0^ A BANK 'oC.C:CL'L*T Tba Board of Directors of the Rancho Cacaaonga Cosmnity Ponodation hereby resolves u follors: Section 1. That the Chairyeraoa sad Secretary-Trwarar of this corporation, acting jointly on behalf of the cozporatioa, an authorised to open auc6 bank aeeomb u ag ba naeuury or appropriate !or the condact of ffii. corporation's hnsinna, provided tMt a~ ancD bank accoanu shall rquire the signatnra of ac lout Ao officers o! this coryoratioa on ail chacb dram on each acconnU, that all ruolatiow squired by the dapoHta~ banks rith rnpact to such accounts era hereby adopted, sad that the Secretary-Trwnrar of thin corporation is authorised eo certify to a~ Dank the adoption o! the rnolation in the fort wed Dy that bank. PASSED, APPEOVED, wd ADOPTED this se dq of April, 1987. • A2E8 NOES: ABSTAIN: •. Chairnsn ATTESTS *, Secretary r~ l ~:!, • RESOLDTION N0, RCCp 87-005 A RESOLOITON OP TRS RANCHO COCAMDNOA COMMONZTY 800NOATZON APPRWINC APPLICATION POR TAE BREMPTION S7NP.RPr3, thin ccrrcratioa organi~,aS .,,;. C'naritabie purpoua rithia the meaning of Section S01 (c) (1) o! the Intarnd Ravew Code of 1986: snd NIffiRBAS, that Coda provide for the araiption fsoa Padard inewa ta:atiom. NON T[DIRSPORE, BB IT RHSOL9ED, h1 the Board of Diracton of eha Ranchn Gucaaoaar Goao..oity Farauecion cuac rha a.craur7-Ttaenrar of Cha corporation in ccaaalcation rith Lard Conned, ba and is harabT anthor$ad to aaka appli- cation foz aoch saaption, and to do a~ and dl thiosa rhataoavar rhich aty be aecaoaar7 to app17 for ed etablish aoch arwptioa, iaclndiag the cartitics- tioa and tranwiaaion to the Internal Rnew 8awica copiaa of eha Article of Incorporation, b~lara, and finaacid •trtaawnu of thv corporation. PASS®, APPRWBD, ed AD0P1'BD thin ++ dq of April, 1987. AYES: NOBS: • AB SENT: ABSTAIN: p, Chairfaa ATTEST: •, Sacratat7 ?y:. RESOLUTION N0. RCCF 87-006 A RESOLUTION ~' THE RANCHO CUCAMONGA COfR1UMTY FOUNDATION APPROVING TIME AND PLACE FOR REGULARLY SCHEDULED MEETINGS The Rancho Cucamonga Cemm~mity Foundation hereby resolves as fol lo~+s: Section 1. Regular meetings of the Board of Mrectora of the Rancho Cucamonga Co®wnity Foundation shall be held on the third Tuesday every month at 7:00 p.m. unless the same shall be a legal holiday in whlch event pueh ~eguim' meebing snail oe Held on the next succeeding calendar day. Section 2. Said meetings shall be held in the Lions Park Co®.mity Center, 9161 Bas~ne Road. PASSED, APPROVED, and ADOPTED thin ;~ day of April, 1987• AYES: NOES: ABSENT: ABSTAIN: Chairman ATTEST: Secretary r u RANCHO CUCAMONGA COMMUNITY FOUNDATION AGENDA Lions Park Community Center 9161 Base Line Road Rancho Cucamonga, California 91701 April 21, 1987 - 7:00 p.m. A. CALL TO ORDER 1. Dennis L. Stout, Mayor, City of Rancho Cucamonga B. FOUNDATION BUSINESS • 1. Introduction of New Foundation Members: GLy Beyersdorf Robert A~tton nalpn Lewis Betty McKay Gary Schafer Paula Grigsby Jeanne Barton 2. Presentation of Appointment Certificates to new Foundation Members. 3. Presentation of Articles of Incorporation - Presentation by John Francis, Foun ed on~orpora or. 4. Adoption of B~aws - A Resolution adopting the Bylaws of the Rancho Cucamonga ~n ~oundetion. RESOLUTION N0. RCCF 87-001 A RESOLUTION OF THE RANCHO CUCAMONGA CCAARINITY FOUNDATION ADOPTING BYLAWS FOR SAID FOUNDATION 5. Election of Officers - Selection of the Caomunity Foundation Chair, ce a r an retary_Traaaurer. • 6. Adop6lon of Ac___ _ __cauiti~ - A Resolution .establishing the beginning and en ng etas or £ e counting Year of the Rancho Cucamonga comma,ity Foundation. Rancho Cucamonga Community Foundation Agentla April 21, 7987 Page 2 • RESOLUTION N0. flCCF 87-002 A RESOLUTION OF THE RANCHO CUCAMONGA COMMUNITY FOUNDATION APPR07iNG AN ACCOUNTING YEAR 7. Selection of Office Location - A Resolution establishing the office location or a nc camonga Ccoownity Foundation. A RESOLUTION OF THE RANCHO CUCAHONGA COt~PiUNITY FOUNDATION APPROVING THE PRINCIPAL OFFICE LOCATION 8. Establishment of Bank Account - A Resolution providina for tha no~..°1« ~;,, uidUUrsemenc of corporate funds. St is recommended that the Chairperson and Secretary-Treasurer of the Caamunity Foundation be authorized, jointly, to create an appropriate bank account and deposit and disburse corporate funds. RESOLUTION N0. RCCF 87-004 A RESOLUTION CF THE RANCHO CUCAMONGA CpMUNITY FOUNDATION APPROVING THE ESTABLISHMENT OF A BANK ACCOUNT • 9. Establishment of Tax Exert Status - A Resolution establishing Tax Eze+nptian for the rancho Cucamonga~cmmunity Foundation. RESOLUTION N0. RCCF 87-005 A RESOLUTION OF THE RANCHO CUCAMONGA COMMUNITY FOUNDATION APPROVING APPLICATION FOR TA% E70••MPfION 70. Selection of Scheduled Monthl}~ Meetings - A Resolution establishing reg~arl y schedu-~ ngs o the to Fi Cucamonga Crmwni ty Foundation on every third Tuesday of each month at 7:00 p.m. at Lions Park Comanmity Center. RE30LUTION N0. RCCF 87-006 A RESOLUTION OF THE RANCHO CUCAMONGA COMMUNITY FOUNDATION APPflOYING TIME AND PLACE FOR REGULARLY 3CHEDULED MEETING C. IDEMTIFIClTION OF IT@L4 F08 NEIY MEE7IMG This is the time for the Foundation Members to identify the items they wish to discuss at the next meeting. 7heee items will not be discussed at this meeting, only identified for the next meeting. Rancho Cucamonga Community Foundation Agenda April 21, 1987 Page 3 • D. COlMUMICITION3 FEOM iBE PUBLIC 1t~is is the time and place for the general public to address the Rancho Cucamonga Community Foundation Members. E. ADJOUNNMENt ~J • :, °.a~a: ly iwL'neiei, vi i.y Cleric of the Gicy of itancin Cucamonga, nes-wy certify that a *.rue, accurate copy of the foregoing agenda was posted on April 17, 1987, seventy-two (72) hours prior to the meeting per A.B. 2674 at 9320-C Base Line Road. :~c .; ~,: .&t:,