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Home My WebLink About06/02/13 (Agn) Library Fnd Board i C LIBRARY FOUNDATION BOARD AGENDA CITY OF RANCHO CUCAMONGA REGULAR MEETING Second Monday 6:00 p.m. February 13, 2006 Training Room City of Rancho Cucamonga 10500 Civic Center Drive Rancho Cucamonga, California 91730 City Councilmembers William J. Alexander, Mayor Diane Williams, Mayor Pro Tem Rex Gutierrez, Councilmember L. Dennis Michael, Councilmember Sam Spagnolo, Councilmember Foundation Members Ruth Leal, President Frances Howdyshell, Vice President Teresa Akahoshi, Member Bruce Bowne, Member Stefani Carrasco, Member Rebecca Davies, Member Gino Filippi, Member Ned Leonard, Member Ron Sakala, Member Gilda Silver, Member Paul Williams, Member Ravenel Wimberly, Member LIBRARY FOUNDATION BOARD AGENDA FEBRUARY 13, 2006 1 RANCHO CUCAMONGA A. CALL TO ORDER 1. Roll Call: Akahoshi , Bowne , Carrasco Davies , Filippi , Howdyshell Leal Leonard , Sakala , Silver, , Williams and Wimberly B. CONSENT CALENDAR The following Consent Calendar items are expected to be routine and non-controversial. They will be acted upon by the Library Foundation Board at one time without discussion. Any item may be removed by a Member or member of the audience for discussion. 1. Approval of Library Foundation Treasurer's Report: January, 2006. 1 2. Approval of Minutes: August 8, December 12, 2005 and January 9, 4 2006. C. LIBRARY DIRECTOR'S STAFF REPORTS The following items do not legally require any public testimony, although the President may open the meeting for public input. 1. Update on Victoria Gardens Cultural Center Project: Oral report by Deborah Clark, Library Director D. BOARD BUSINESS The following items have been requested by the Library Foundation Board for discussion. They are not public hearing items, although the President may open the meeting for public input. 1. Update on Library Board request to transfer $150,000 into a LAIF account. Report by Library Director. a. Approval of Amended Bylaws Altering the Dissolution 17 Clause. 2. PAL Campaign Reports: a) PAL Campaign Account Update. January, 2006 attached. b) PAL Campaign Events i) Kickoff for Cultural Center Performing Arts Season: Calendar Thursday, March 30", 2006. ii) PAL Campaign Cabinet Meetings. Oral report by attendees. i. Meeting on January 18th, 2006. LIBRARY FOUNDATION BOARD AGENDA FEBRUARY 13, 2006 2 RANCHO CUCA.MONGA c) Library Foundation Ad Hoc Subcommittee Reports i) Raffle Subcommittee Report. Approval to undertake House Raffle. Oral report and handouts by Director Ned Leonard. ii) Event Subcommittee: Update by Chair. iii) Marketing Subcommittee Report: Update by Chair. iv) School Subcommittee: Update by Chair. d) Library Foundation Members Campaign Activities i) Oral report by each Member: contacts made, stories to share, etc. ii) Approval to purchase donor brick for Library Foundation Board. Oral report by staff. E. IDENTIFICATION OF ITEMS FOR THE NEXT MEETING This is the time for Library Foundation Board 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. PUBLIC COMMUNICATIONS This is the time and place for the general public to address the Library Foundation Board. State law prohibits the Board from addressing any issue not previously included on the Agenda. G. ADJOURNMENT I, Vivian R. Garcia, Library Administrative Secretary of the City of Rancho Cucamonga, or my designee, hereby certify that a true, accurate copy of the foregoing agenda was posted on Thursday, February 9, 2006, seventy two (72) hours prior to the meeting per Government Code 54954.2 at 10500 Civic Center Drive. T H E C I T Y O F QANCIf 0 C U C A M 0 N G A Staff Report DATE: February 13, 2006 TO: Presidental an embers of the Library Foundation Board FROM: Deborah aye L' rary Director SUBJECT: Treasurer's Report—January 2006 CASH REPORT BEGINNING MTD MTD ENDING January, 2006 CASH BALANCE REVENUES EXPENDITURES CASH BALANCE FUND General $41,192.67 $914.39 0.00 $42,107.06 Children's Books Endowment $40,000.00 $40,000.00 Victoria Gardens Books $83,000.00 $83M0.00 Adult Literac $6,415.00 $6,415.00 Operating Reserve Fund $5,000.00 $5,000.00 TOTAL $175.607.67 $914.39 $0.00 $176.522.06 Revenues Received: Interest Earned: $ 14.47 General Fund Rental Check: $ 750.00 General Fund L. Edward Wasserman Trust:$ 100.00 General Fund Coin Box at Circulation: $ 49.92 General Fund Expenditures: None. 02/01/2006 12:06 9094772845 CITYRANCHOCUCAMONGA PAGE 02 Rancho Cucamonga Public Library Foundation CASH REPORT JANUARY 2006 Beginning Balance $175,607.67 Deposits 1/512006 149.92 1/17/2006 750.00 899.92 Interest 14.47 Less Checks $$ 1769522-06 Statement Ending Balance $ 178,522.06 Less Outstanding Checks Adjusted Bank Balance $$ 176,522.06 02/01/2006 12:06 9094772845CITYRANCHOCUCAMONGA PAGE 03 Bank of America OoW- H Your Bank of America Business Interest -- 0629 P Checking Statement _ E 0-a Statement-Period: December 29,2004 through January 27,2006 Account Number: RANCHO CUCAMONGA PUBLIC LIBRARY FOU priority Customer Service 10500 CIVIC CENTER OR Ca11:,1.800.678.1433 RANCHO CUCAMONGA CA 91729 Written Inquiries Bank of America Riverside Main Office PO Box 37176 San Francisca. CA 94137-0001 Customer since 1977 Bank of America appreciates your business and we enjoy serving You. Our free Online Banking service allows you to check balances, track account activity, pay bills and more. With Online Banking you can also view up to 18 months of this statement online. Enroll at www.bankofamertca.00m/smallbusinem. lease 0 Summary of Your Business Interest Checking Account Beginning Balance on 12/29/05 $175,607.67 Annual Percentage Yield earned this period 0.10'/0 Total Deposits and Other Credits + 899.92 Interest paid year-to-date ;94.47 Interest Paid + 14.47 Number of 24 Hour Customer Service Calls 0 Self-service 0 Ending Balance $176,522.06 Assisted 0 Important Information About Your Account Based on the minimum balance you've maintained in this account, your monthly service charge has been waived. Total interest paid to your account in 2005 : $174.41 3 Continued on next page California Page 1 of 3 0142171.001.T2i 0 R A N C H O C U C A M O N G A P U B L I C L I B R A R Y Staff Report DATE: February 13, 2006 TO: President and Members of the Library Foundation FROM: Deborah Kaye Clark, Library Director SUBJECT- APPROVAL OF MINUTES RECOMMENDATION A9proval of the minutes of the meetings of August 8, December 12, 2005 and January 9t ' 2006. BACKGROUND/ANALYSIS Attached, please find the minutes for the regular meetings of the Library Foundation Board taken and compiled by Library Administrative Secretary, Vivian Garcia. FISCAL IMPACT None. Re pectfully submitted, eborah Kaye CI Library Director I CITY OF RANCHO CUCAMONGA RANCHO CUCAMONGA PUBLIC LIBRARY FOUNDATION BOARD Adjourned Meeting A. CALL TO ORDER An adjourned meeting of the Rancho Cucamonga Public Library Foundation Board was held on Monday, August 8, 2005, in the Training Room of the City Hall, located at 10500 Civic Center Drive, Rancho Cucamonga, California. The meeting was called to order at 6 p.m. Present were Members Bowne, Filippi, Leal, Sakala, Williams and Wimberly. Deborah Clark, Library Director and Vivian Garcia, Administrative Secretary, were also present. B. CONSENT CALENDAR Bl. Approval of Library Foundation Treasurer's Report, July, 2005. On discussion and review of the Treasurer's Report, Member Sakala asked if some of the money could be put in a Laif account to gain greater interest. MOTION: Moved by Member Sakala for staff to move $150,000 into an investment account, seconded by Member Bowne, motion carried, 6-0-4 (with Akahoshi, Davies, Howdyshell and Leonard absent). MOTION: Moved by Member Sakala to accept the Treasurer's Report for July, 2005, seconded by Bowne, motion carried, 6-0-4 (with Akahoshi, Davies, Howdyshell and Leonard absent). B2. Approval of Minutes: July 11, 2005 (Sakala abstained). Member Bowne asked for corrections to be made on the Motion listed above D2. on Pagel. He stated that he was present for the meeting and not absent as reflected in the minutes. MOTION: Moved by Member Williams to approve the minutes with the corrections, seconded by Member Filippi, motion carried, 5-0-4-1 (with Akahoshi,Davies, Howdyshell and Leonard absent). C. LIBRARY DIRECTOR'S STAFF REPORTS Cl. Update on the Victoria Gardens Cultural Center Project. Oral report by Deborah Clark, Library Director. Library Foundation Board Minutes August 8, 2005 Page 2 Deborah Clark, Library Director, gave an oral update on the Victoria Gardens Cultural Center Project. C2. Authorization to release a check to the City in support of the Literacy Program for the sum of$2,000. Presented by Deborah Clark, Library Director. Report attached. Deborah Clark, Library Director, reviewed with the Board the request for $2,000 to support the Literacy program. She explained that the $2,000 request was in addition to the traditional $10;000 in support. She also noted that the $2,000 request was a line item in the budget passed by the Board in July and that the funds will be used to support the bi-annual Literacy Celebration and to create a new video to replaced the dated MOTION: Moved by Member Williams to approve the check for$2,000 for the Literacy Program, seconded by Member Wimberly, motion carried, 6-0-4 (with Akahoshi, Davies, Howdyshell and Leonard absent). D. BOARD BUSINESS DI. Approval and Board participation on Sub-committees. Continued from July report attached. President Leal reviewed the list with the Board. Member Sakala asked to be an alternate on the PAL Campaign Steering Committee. President Leal asked to be placed on the PAL Campaign Steering Committee. Member Bowne volunteered to be on the Telethon Production Committee. Member Sakala volunteered to be on the Special Event Committee. MOTION: Moved by Member Wimberly to approve the sub-committee list with the new changes, seconded by Member Bowne, motion carried, 6-0-4 (with Akahoshi, Davies, Howdyshell and Leonard absent). President Leal asked if anyone outside of the Library Foundation Board could be on the sub- committees. Deborah Clark, Library Director, stated yes. Library Foundation Board Minutes August 8, 2005 Page 3 President Leal suggested that there could be a representative from the Inland Valley Daily Bulletin on the Marketing and Publicity Committee and that she would follow up with Jackie Amsler to invite her participation. D2. Discussion of next Winery Event. Member Filippi to start this discussion. Member Filippi stated that December I" and 2°d were open for the Holiday Winery Event. After discussion, the Board decided on Friday, December 2, 2005. D3. PAL Campaign Reports: a) PAL Campaign Account Update. June, 2005 attached. b) PAL Campaign Events i) Golf Tournament: Oral report from staff. Deborah Clark, Library Director, asked for volunteers for this event. She stated that their donation to the Library Foundation Board would be $10,000 this year. ii) Concert Under the Stars: Oral report from Member Williams. Member Williams stated that all thirty (30) tickets for the event had been sold for $55 each and that the event will occur on the upcoming weekend (August 12 and 13, 2005). C) PAL Campaign Cabinet Meetings. Oral report by attendees. i) Meeting of July 13, 2005 Member Williams gave an oral report on July's meeting of the PAL Campaign meeting to the Board. d) Library Foundation Sub-committee Reports i) Raffle Sub-committee Report. Update by Member Ned Leonard. Member Leonard was absent, but committee members present stated that there had not been another meeting since the last report to the full Board. Member Bowne stated that he had some concerns about legal issues he has researched on raffle methodology. First, there needed to be registration by September I if there was to be a raffle during the next year until August 31. Second, listed on some of the papers, was that ninety percent of the gross receipts must be used by the PAL Campaign. Member Bowne stated that he would look further into the wording on "gross receipts" and would have information ready for the next Committee meeting. Library Foundation Board Minutes August 8, 2005 Page 4 e) Library Foundation Members Campaign Activities i) Oral report by each Member: contacts made, stories to share, etc. Each Member presented an oral update to the Board. E. IDENTIFICATION OF ITEMS FOR NEXT MEETING E1. The names of the Chairs to each committee. E2. An update on the architectural element for Victoria Gardens referred to as the "exterior books". E3. Updated sub-committees list. F. COMMUNICATIONS FROM THE PUBLIC None received. G. _ADJOURNMENT MOTION: Moved by Member Sakala to adjourn, seconded by MemberFilippi,motion carried,6-0- 4 (with Akahoshi, Davies, Howdyshell and Leonard absent). The meeting adjourned at 6:45 p.m. Respectfully submitted, Vivian Garcia Administrative Secretary Approved: O CITY OF RANCHO CUCAMONGA RANCHO CUCAMONGA PUBLIC LIBRARY FOUNDATION BOARD Adjourned Meeting A. CALL TO ORDER An adjourned meeting of the Rancho Cucamonga Public Library Foundation Board was held on Monday, December 12, 2005, in the Training Room of City Hall, located at 10500 Civic Center Drive, Rancho Cucamonga, California. The meeting was called to order at 6 p.m. Present were Members Cairasco, Davies, Leal, Leonard, Sakala, Williams and Wimberly. Deborah Clark, Library Director, and Vivian Garcia, Administrative Secretary, were also present. B. CONSENT CALENDAR B 1. Approval of Library Foundation Treasurer's Report: October and November, 2005. MOTION: Moved by Member Williams to approve the Treasurer's Reports, seconded by Member Davies, motion carried, 7-0-5 (with Akahoshi, Bowne, Filippi, Howdyshell and Silver absent). B2. Approval of Minutes: August 8, October 10 and November 10, 2005. Unable to pass the minutes due to lack of quorum of those who attended the meeting. C. LIBRARY DIRECTOR'S STAFF REPORTS Cl. Update on the Victoria Gardens Cultural Center Project. Oral report by Deborah Clark, Library Director. Deborah Clark, Library Director, provided an update on the Victoria Gardens Cultural Center Project. D. BOARD BUSINESS D1. Update on Library Board request to transfer$150,000 into a LAIF account. Oral report by Library Director. Library Foundation Board Minutes December 12, 2005 Page 2 Deborah Clark, Library Director, stated that Finance has not moved the money at this time. Staff will keep the Board updated on the LAIF account. D2. Approval of recommended changes to the Donor Recognition Program. Report presented by Library Director. Deborah Clark,Library Director,reviewed the recommended changes to the sponsorship and naming opportunities chart. Member Sakala recommended that the Teen Scene be listed on the chart under both sponsorship and naming rights with the appropriate differentiating dollar amounts. If a donation is offered under naming rights, the decision to accept or not accept will be made then using the existing approval policy. MOTION: Moved by Member Williams for the addition of the study rooms by name, Shakespeare Room at$25,000,Jane Austen and Mark Twain Study rooms at$20,000 each,Big Cozy Book Play Area at$50,000 and the Teen Scene to be listed under both categories, seconded by Member Sakala, motion carried, 7-0-5 (with Akahoshi, Bowne, Filippi, Howdyshell and Silver absent). D3. PAL Campaign Reports: a) PAL Campaign Account Update. September and October, 2005 attached. b) PAL Campaign Events i) Winery Event: Winery Event Analysis Report attached. Presented by Member Fi lippi. Deborah Clark, Library Director, reviewed the report with the Board. Due to Member Filippi's absence, the Winery Event will be brought to the next meeting. ii) PAL Campaign Cabinet meetings. Oral report by attendees. i. Meeting on December 14th, 2005, was cancelled. C) Library Foundation Ad Hoc Sub-committee Reports i) Raffle Ad Hoc Sub-committee Report. Update by Chair Ned Leonard. Member Leonard presented an oral update to the Board. President Leal requested from the Raffle Ad Hoc Sub-committee a revised budget and an in-depth presentation to the Library Foundation Board at the next meeting. ii) Marketing Ad Hoc Sub-committee Report: Update by Chair. Library Foundation Board Minutes December 12, 2005 Page 3 Chair Leal presented an oral report on their meeting. iii) School Ad Hoc Sub-committee Report: Update by Chair. Chair Davies presented an oral report on their meeting to the Board. d) Library Foundation Members Campaign Activities i) Oral report by each Member: contacts made, stories to share, etc. Oral updates were given by each Member. E. IDENTIFICATION OF ITEMS FOR NEXT MEETING E1. Winery Event Revisited E2. Raffle Ad Hoc Sub-Committee Budget and Presentation. E3. Brick for the Rancho Cucamonga Library Foundation. F. COMMUNICATIONS FROM THE PUBLIC None received. G. ADJOURNMENT MOTION: Moved by Member Williams to adjourn,seconded by Member Sakala,motion carried,7- 0-5 (with Akahoshi, Bowne,Filippi,Howdyshell and Silver absent). The meeting adjourned at 7:06 p.m. Respectfully submitted, Vivian Garcia Administrative Secretary Approved: CITY OF RANCHO CUCAMONGA RANCHO CUCAMONGA PUBLIC LIBRARY FOUNDATION BOARD Adjourned Meeting A. CALL TO ORDER An adjourned meeting of the Rancho Cucamonga Public Library Foundation Board was held on Monday, January 9, 2006, in the Training Room of City Hall, located at 10500 Civic Center Drive, Rancho Cucamonga, California. The meeting was called to order at 6:04 p.m. Present were Members Akahoshi,Bowne, Davies,Filippi,Howdyshell,Leal,Leonard, Williams and Wimberly. Deborah Clark, Library Director, and Vivian Garcia, Administrative Secretary, were also present. B. CONSENT CALENDAR BI. Approval of Library Foundation Treasurer's Report: December, 2005. MOTION: Moved by Member Williams to approve the Treasurer's Report, seconded by Member Davies, motion carried, 9-0-3 (with Carrasco, Sakala and Silver absent). B2. Approval of Minutes: August 8,October 10,November 10(Davies abstained)and December 12, 2005. Unable to pass the minutes for August 8 and December 12 due to lack of quorum of those who attended the meeting. MOTION: Moved by Member Davies to approve the minutes for October 10,seconded by Member Howdyshell, motion carried, 9-0-3 (with Carrasco, Sakala and Silver absent). MOTION: Moved by Member Wimberly to approve the minutes for November 10, seconded by Member Williams, motion carried, 8-0-1-3 (with Carrasco, Sakala and Silver absent). C. LIBRARY DIRECTOR'S STAFF REPORTS Cl. Update on the Victoria Gardens Cultural Center Project. Oral report by Deborah Clark, Library Director. Deborah Clark, Library Director, provided an update on the Victoria Gardens Cultural Center Project. J02 Library Foundation Board Minutes January 9, 2006 Page 2 D. BOARD BUSINESS D1. Update on Library Board request to transfer$150,000 into a LAIF account. Oral report by Library Director. After discussion of the different investment options offered by the City Finance Department, the Library Foundation made the following motion. MOTION: Moved by Member Williams to direct the Library Director to change the wording in the Bylaws for application purposes for the LAIF account and to proceed with the application process needed for the LAIF account, seconded by Member Wimberly,motion carried,9-0-3 (with Carrasco, Sakala and Silver absent). D2. PAL Campaign Reports: a) PAL Campaign Account Update. November, 2005 attached. b) PAL Campaign Events i) Winery Event: Winery Event Analysis Report attached. Presented by Member Filippi. Member Filippi presented an oral report on the Event to the Board. ii) PAL Campaign Cabinet meetings. Oral report by attendees. i. Meeting to be announced. C) Library Foundation Ad Hoc Sub-committee Reports i) Raffle Ad Hoc Sub-committee Report. Update by Chair Ned Leonard. Member Leonard reviewed a handout with questions and answers he and Member Williams had prepared for the Members of the Board. Member Leonard asked all the Members to please review this packet in more detail and to call or e- mail him with any concerns or questions they have. ii) Marketing Ad Hoc Sub-committee Report: Update by Chair. Chair Leal stated that the Marketing Ad Hoc Sub-committee will be meeting in the future. They will be discussing the newsletter and putting together a calendar for the Members listing all of the events. iii) School Ad Hoc Sub-committee Report: Update by Chair. /3 Library Foundation Board Minutes January 9, 2006 Page 3 Member Akahoshi stated that the School Ad Hoc Sub-committee met prior to the Library Foundation meeting. They have invited the four school districts for tours of Victoria Gardens Cultural Center. Central School District will have the tour on January 19. Cucamonga School District will have the tour on January 26. d) Library Foundation Members Campaign Activities i) Oral report by each Member: contacts made, stories to share, etc. Oral updates were given by the Members. E. IDENTIFICATION OF ITEMS FOR NEXT MEETING E1. Raffle Ad Hoc Subcommittee E2. Spring— Wine Dinner Event E3. Telethon/Gala 2006 E4. School Ad Hoc Subcommittee E3. Brick for the Rancho Cucamonga Library Foundation. F. COMMUNICATIONS FROM THE PUBLIC None received. G. ADJOURNMENT MOTION: Moved by Member Williams to adjourn,seconded by Member Filippi,motion carried,9- 0-3 (with Carrasco, Sakala and Silver absent). The meeting adjourned at 7:15 p.m. Respectfully submitted, Vivian Garcia Administrative Secretary Approved: /(! / 7 PAL CASH REPORT DECEMBER 2005 Beginning Cash Balance $ 132,250.98 Deposits 12/1/2005 11,197.57 12/12/2005 3,579.53 12/13/2005 14,135.73 12/20/2005 5,697.23 34,610.06 Merchant Service Fee (97.66) Merchant Service Fee Credd Less Checks Ending Cash Balance 166,861.04 Checking Account Balance $ 166,861.04 Less Outstanding Checks Deposits in Transit Adjusted Bank Balance $ 166,861.04 Pal Laif investment through RCCF-$1,049,892.16 Pat Total Account Balance-$1,216,753.20 BankofAmenc H_ BANK OF AMERICA, N.A. ' Account Number 1655 GRANT STREET BLDG. ATTTTTOTH FLOOR 01 01 44619 E CONCORD, CA 94520-2445 Last Statement: 11/30/2005 This Statement: 12/30/2005 Customer Service 1-800-325-4296 RANCHO CUCAMONGA COMM. FOUNDATION RANCHO CUCAMONGA LIBRARY FOUNDATION DBA PAL CAMPAIGN Page 1 of 1 10500 CIVIC DR P . O. BOX 807 RANCHO CUCAMONGA CA 91729-0807 NON-PROFIT CHECKING Account Summary Information Statement Period 12/01/2005 - 12/30/2005 Statement Beginnin Balance 132,250.98 Number of Deposits/Credits 8 Amount of DepositsCredits 34,707.72 Number--of Checks__ . - 0 Amount of Checks .00 Number of Other Debits 1 Amount of Other Debits " "" ` 97.66' -- Statement Ending Balance 166,861.04 Number of Enclosures 0 Service Charge .00 Deposits and Credits Date Customer Bank Posted Reference Amount Description - Reference 12/01 1,058.33 BOFA MS 1922 DES:MERCH SETL ID:430132313591041533353350885317 INDN:PAL CAMPAIGN CO ID:1210001922 CCD REF:00145951338712110825002005335088531705120122 12/05 97.66 aFAju-Adjustments : reversing merchant'fees 123302460000878 12/05 10,139.24 CA VAULT DEPOSIT 152106560824043 12/13 100.00 BOFA MS 1922 DES:MERCH SETL ID:430132313591041533353470325434 INDN:PAL CAMPAIGN CO ID: 1210001922 CCD REF:00145951338712110825002005347032543405121322 12/13 3,479.53 CA VAULT DEPOSIT - 152106660730355 12/14 10,300 .00 BOFA MS 1922 DES:MERCH SETL ID:430132313591041533353480622774 INDN:PAL CAMPAIGN CO ID: 1210001922 CCD REF:00145951338712110825002005348062277405121422 12/20 3,835.73 CA VAULT DEPOSIT 152106660032422 12/21 5,697.23 CA VAULT DEPOSIT 152106460131600 Withdrawals and Debits Other Debits Date Customer Bank Posted Reference Amount Description Reference 12/01 97.66 BOFA MS 1922 DES:MERCH FEES ID:430132313591041 53350997697 INDN:PAL CAMPAIGN CO ID:3210001922 CCD- . REF: 00145951338712110825002005335099769705120127 Daily Balances Date Ledger Balance Collected Balance Date Ledger Balance Collected Balance 11/30 132,250.98 132,250 .98 12/15 157,328. 08 157,320.20 12/01 133,211 .65 133,211 .65 12/16 157,328. 08 157,328.08 12/05 143,448.55 134,169.31 12/20 161,163.81 158,375.00 12/06 143,448.55 134,869 .31 12/21 166,861 .04 164,272.23 12/07 143,448.55 143,349 .55 12/22 166,861 .04 166,711 .04 12/08 143,448.55 143,448 .55 12/23 166,861 . 04 166,861 .04 . 12/13 147,028. 08 145,416.55 12/30 166,861 .04 166,861 .04 12/14 157,328.08 .156,081 .66 / R A N C H O C U C A M O N G A P U B L I C L I B R A R Y Staff Report DATE: February 13, 2006 TO: President Leal and Members of the Library Foundation Board FROM: Deborah Kaye Clark, Library Director SUBJECT: Approval of Amended Bylaws Altering the Dissolution Clause RECOMMENDATION: That the Board members review the attached Bylaws of the Library Foundation and approve the change in the dissolution clause, (see bolded printing Page 11 of attached bylaws and strike-through printing on Page 13 of the Articles of Incorporation) and instruct the Library Director to make any additional changes recommended by the City Attorney prior to reapplying for LAIF investment opportunities. BACKGROUND: At their regular October meeting, the Library Foundation instructed the Library Director to work with the Finance Department to shift $100,000 from the checking account into a LAIF Account, a process earlier initiated by the Community Foundation with PAL funds. During an investigative pursuit of LAIF opportunities for the Library Foundation, Sandra Ramirez, Management Analyst III with the Finance Division, discovered that the Library Foundation was not eligible for LAIF investment opportunities. Ms. Ramirez challenged that decision, resulting in a delay in the transfer process while the issue of eligibility was reviewed. The end result of the review was a determination that the Library Foundation was not currently eligible to participate in LAIF. (E-mail Memo from LAIF staff attached.) At the meeting of January 9, 2006, the Library Foundation voted to challenge this determination, and requested the Library Director amend the existing bylaws and Articles of Incorporation to reflect a dissolution that would return all funds to the City of Rancho Cucamonga, and to make any other alterations recommended by LAIF to proceed with the transfer. �7 Staff at LAIF declined to make any recommendations to staff and Administrative Services advised the Library Director to work with the City Attorney on any further alterations to bylaws to pursue LAIF investments. CONCLUSION: Based on conversations with LAIF and Administrative Services, the Library Director requests the Board approve the changes in the Bylaws and Articles of Incorporation as attached and instruct her to pursue any additional changes recommended by the City Attorney prior to resubmitting a second request to the LAIF Board to allow investment opportunities for the Library Foundation. FISCAL IMPACT: No negative impact. Si erely, Deborah Kaye Clark Library Director - 2 - • From: PARK, Eileen [mailto:EPark@treasurer.ca.gov] Sent: Wednesday, December 28, 2005 4:21.PM . To: Ramirez, Sandra (Sandy) Cc: YEE, Marian Subject: LAIF and the Rancho Cucamonga Public Library Foundation Dear Sandra: Thank you for contacting the California State Treasurer's Office Investment Division regarding your interest in the Local Agency Investment Fund (LAIF) for the Rancho Cucamonga Public Library Foundation funds. Based on the "Bylaws of the Rancho Cucamonga Public Library Foundation" you have provided and previous conversations with my staff, it does not appear that the Foundation qualifies for participation in LAIF. Government Code section 16429.1(c) provides that "an officer of a qualified quasi-governmental agency, with the consent of the governing body of that agency, having money in its treasury not required for immediate needs, may remit the money to the Treasurer for deposit in the Local Agency Investment Fund for the purpose of investment." Section 16429.1(g) states that the "Local Investment Advisory Board shall determine those quasi-governmental agencies which qualify to participate in the Local Agency Investment Fund." • The LAIF program was created by statute for the benefit of California local agencies. The LAIF staff, in consultation with legal counsel, use a number of factors to determine if the agency that wishes to participate in LAIF, qualifies as a quasi-governmental agency. The analysis of the Foundation's documents and information to the determining factors on whether the agency is a "quasi- governmental agency" looks at the following criteria: Does the statute, ordinance or resolution pursuant to which the Foundation formed recognize a government purpose of organization? Does the Foundation's net earnings inure to any private person and are they irrevocably dedicated to a political subdivision? What happens to the Foundation's funds or earnings if the Foundation is dissolved? Did a political subdivision approve the formation, articles, bylaws, members, directors, and officers of the Foundation? Does a political subdivision approve the Foundation's of financing or investment? Does the Foundation notify representatives of a political subdivision of meetings of directors or members and allowed to attend and make comments on board matters? Is a political subdivision required to approve the Foundation's's (or reserves right of disapproval) amendments to articles or bylaws and new • officers or directors? /9 . . Is the Foundation recognized by other government agencies as a political instrumentality? While not all of the above factors need be present to indicate that an entity is a political instrumentality, it is generally considered essential that a political subdivision have thorough provisions of law, charter documents or indentures, control over management, operations, and future amendments to charter documents or indentures. Based on our initial review and analysis of the Foundation's bylaws, we are not able to determine if the Library Foundation is eligible to come into the LAIF program. If there is further information and documents that you can provide; we would be pleased to look at this matter again. Your application may also require review and approval by the Local Investment Advisory Board, which is not scheduled to meet until the spring. If you have further questions, please contact me or Marian Yee of my staff. Sincerely, Eileen L. Park, LAIF Administrator California State Treasurer's Office Investment Division 915 Capitol Mall, Room 106 Sacramento, CA 95814 • epark@treasurer ca gov <mailto•epark@treasurer.ca gov> LAIF (916) 653-3001 FAX (916) 654-9931 Investments (916) 653-3147 (FAX (916) 653-0092 • a� BYLAWS OF THE RANCHO CUCAMONGA PUBLIC LIBRARY FOUNDATION ARTICLE I - NAME AND ADDRESS SECTION 1. NAME The name of this corporation shall be the Rancho Cucamonga Public Library Foundation,hereinafter referred to as the "Foundation". SECTION 2: CHANGE OF ADDRESS The address of the principal executive office of.the Foundation shall be located at the Rancho Cucamonga Public Library,7368 Archibald,Rancho Cucamonga,California,or at such other place as the Board of Directors hereafter may designate by noting the changed address and effective date below, and such changes of address shall not be deemed an amendment of these Bylaws: Dated: 120- Dated: 20Dated: 20 ARTICLE II - PURPOSES AND LIMITATIONS SECTION 1: PURPOSE The purpose of the Foundation is to provide support to: (a) Aid and assist the Rancho Cucamonga Public Library, hereinafter referred to as the "library", in any manner which will benefit the Library and its programs and which will improve its potential to provide service to the citizens of the City of Rancho Cucamonga. (b) Undertake any programs or projects which will serve the purpose stated above and are deemed appropriate and advisable by the Library Director and the duly appointed members of the Rancho Cucamonga Public Library Board of Trustees; (� Operate exclusively for charitable, literary, or educational purposes, including but not limited to, merchandising and to soliciting and receiving contributions, gifts, endowments, or bequests in any negotiable form, banking or investing the receivables, and distributing these assets for the benefit of the Library; (d) Encourage understanding and appreciation of the work of the Rancho Cucamonga Public Library 1 To accomplish these purposes the corporation may receive,hold and disburse gifts,bequests,devises and other funds and may own and maintain or lease suitable real estate and buildings, and any personal property which is deemed necessary for these purposes;and to enter into,make and perform and carry out contracts of any kind for any lawful purpose without limit as to amount. SECTION 2: LIMITATIONS The Foundation is organized, and at all times shall be operated, exclusively for the benefit of, to perform the function of, and to carry out the purposes of, the Library, within the meaning of 509(a) (3) (A) of the Internal Revenue Code of 1954, as amended, the Regulations thereunder, and the corresponding provision of any applicable future United States Internal Revenue Law and Regulations, such Code and Regulations hereinafter collectively referred to as the "Code". In carrying out such purpose, the Foundation shall not, in any manner, be utilized to discharge the obligation of the City of Rancho Cucamonga,hereinafter to be referred to as the"City". The support, promotion and advancement of the Library afforded by this Foundation is in addition to, and supplementary to, any budgeting program sponsored by the City. No part of the Foundation shall inure to the benefit of any private individual,and no part of the direct or indirect activities of this Foundation shall consist of carrying on propaganda, or otherwise attempting to influence legislation,or of participating in,or intervening in(including the publication or distribution of statements), any political campaign on behalf of any candidate for public office. Notwithstanding any other provision hereof, this Foundation shall not conduct or carry on any activities not permitted to be conducted or carried on by an organization exempt under Section 501 (c)(3)of the Code or by an organization contributions to which are deductible under Section 170(c) (2) of such Code. ARTICLE III - SHARES SECTION 1: SHARES The corporation shall not have or issue shares of stock and shall declare no dividends. ARTICLE IV - MEETINGS SECTION 1: BROWN ACT REQUIREMENTS All meetings, regular and special shall be notified, posted and conducted in every way consistent with the requirements set forth in the Brown Act. SECTION 2: QUORUM as 2 A majority of the actual number of directors constitutes a quorum. SECTION 3: REGULAR MEETINGS Annual Meeting of the Foundation. The Board shall conduct an annual meeting in the month of June for all members of the Foundation. Held at such time and place designated by the Board, at a minimum, the Board shall present a summary of the events and activities of the year, a Treasurer's report of the receipts, expenditures, and state of the monies and property of the Foundation,present and adopt a budget for the upcoming fiscal year and elect the officers of the Board for the ensuing year. Other Regular Meetings. Other regular meetings of the Board of Directors shall be held each month on a day and time agreed upon by the Board of Directors then seated. SECTION 4: SPECIAL MEETINGS Authority to Call. Special meetings of the Board of Directors for any purpose may be called at any time by the President, the Vice President or any two directors. Notice. Written notice, stating the time and place of any special meeting and its purpose shall be given to each member of the Board at least four days before such meeting. Action Without Meeting. Any action required or permitted to be taken by the Board of Directors may be taken without a meeting,if all members of the Board,individually or collectively,consent in writing to that action. Such action by written consent shall have the same force and effect as a unanimous vote of the Board of Directors. Such written consent or consents shall be filed with the minutes of the proceedings of the Board. ARTICLE V - BOARD OF DIRECTORS SECTION 1: POWERS Authority. The decisions and acts of a majority of the members of the Board of Directors qualified and serving shall constitute an exercise of the Foundation powers and discretions conferred upon the Board of Directors and the decisions and acts of such majority of the Board of Directors shall constitute and be taken as the decisions and acts of the entire Board of Directors. Rules of Procedure. The Board of Directors may adopt rules of procedures which shall not be inconsistent with the terms of this Foundation. Amending of Bylaws. A simple majority of the Board may amend the Bylaws at any meeting. However, no such amendment or modification shall alter the intention of the Donors that this Foundation be operated exclusively for charitable,literary and educational purposes,and in a manner which shall make this Foundation tax exempt and the donations to it deductible from taxable income 023 3 to the extent allowed by the provisions of the Code and other applicable legislation and regulations as they now exist or as they may hereafter be amended. Every amendment or modification of these bylaws shall be in writing, shall be signed by a majority of the Board of Directors then serving and shall be delivered to each of the members of the Board then in office and to the Investment Trustee then in office. SECTION 2: NUMBER The total number constituting the Board of Directors shall be no less than 9 and no more than 21. The Library Director shall serve as an ex officio member of the Board. SECTION 3: QUALIFICATIONS OF DIRECTORS One (1) member of the Board of Directors shall be the elected President of the Library Board of Trustees or his/her designee from the Library Board of Trustees. One (1) member of the Board of Directors shall be filled by a member of the Friends of the Rancho Cucamonga Public Library, appointed by the President of that organization. The remaining members of the Board of Directors shall be filled by individuals through an application and selection process and must be appointed by the City Council. SECTION 4: TERMS The terms shall be four(4)years. The terms of office for board members shall be offset so that one- quarter of the board members would be up for election or re-election each year. Note: to that end board members were classified by lot so that two of their number go out of office at the end of the first year,three at the end of one year thereafter,two at the end of two years thereafter, and two at the end of three years thereafter. SECTION 5: VACANCIES All vacancies occurring because of the expiration of terms or for other reasons will be filled by the appointing body. SECTION 6: REMOVAL OF DIRECTORS Directors missing three consecutive meetings, without good cause, may be replaced by a majority vote of the remaining Directors on the Board and the appointing body asked to appoint a new candidate to the Board. Any Director of the Library Foundation may be removed at any time by a majority vote of the entire council. SECTION 7. CHANGES IN BOARD OF DIRECTORS o2`f 4 Any change in the number and qualifications of members of the Board of Directors shall be made only by amendment to these Bylaws. SECTION 8. STATEMENT OF NON-LIABILITY No Investment Trustee or member of the Board of Directors shall be answerable for loss in investments made in good faith. No Investment Trustee or member of the Board of Directors shall be liable for the acts or omissions of any other member of the Board, or of any accountant, agent, counsel or custodian selected with reasonable care. Each Investment Trustee or member of the Board shall be fully protected in acting upon any instrument, certificate, or paper, believed by him/her to be genuine and to be signed or presented by the proper person or persons and no Investment Trustee or member of the Board shall be under any duty to make any investigation or inquiry as to any statement contained in any such writing but may accept the same as conclusive evidence of the truth and accuracy of the statement therein contained. SECTION 9. COMPENSATION AND EXPENSES Compensation. The Board of Directors shall serve without compensation in pursuit of their regular duties. However,Directors and members of committees may receive compensation,if any,for their services and such reimbursement of expenses, as may be determined by resolution of the Board of Directors to be just and reasonable. ARTICLE VI - OFFICERS SECTION 1. NUMBER OF OFFICERS The Board shall elect a President and a Vice President at the annual meeting. SECTION 2. TERM OF OFFICE Their terms of office are one year. Officers may serve for only eee two terms. After that tefffl, One year must pass before a Director may again assume the same office. SECTION 3. REMOVAL OF OFFICERS Officers may be removed from office with or without cause by a majority of the Foundation Board at any meeting. SECTION 4. DUTIES OF THE PRESIDENT The President shall preside at all meetings of the Board and have responsibility for general supervision of its activities. oZ� 5 The President, with assistance from the Library Director and the Investment Trustee, shall.present a budget for approval of the Board at the annual meeting. SECTION 5. DUTIES OF THE VICE PRESIDENT The Vice President shall preside at meetings in the absence of the President. ARTICLE VII - COMMITTEES SECTION 1. COMMITTEES OF DIRECTORS The Board of Directors may, by resolution adopted by a majority of the directors then in office, designate one or more committees,each consisting of two or more directors,to serve at the pleasure of the Board. Such committees may consist of persons who are not also members of the board. These additional committees shall act in an advisory capacity only to the board and shall be clearly titled as"advisory" committees. By a majority vote of its members then in office,the Board may at any time revoke or modify any or all of the authority so delegated, increase or decrease but not below two (2) the number of its members, and fill vacancies therein from the members of the Board. The Committee shall keep regular minutes of its proceedings, cause them to be filed with the corporate records and report the same to the board from time to time as the board may require. SECTION 2: EXECUTIVE COMMITTEE At the discretion of the Board, an Executive Committee may be established by the Board. If so established it shall be chaired by the President, shall consist of the President, Vice president,Library Board representative and Friends of the Library representative. The Executive committee shall have the power to act between meetings of the entire Board, to make recommendations to the Board, to pay bills, answer legal and taxing authority correspondence, and to accept gifts, bequeaths, endowments, and donations less than $50,000. Authority remains with the Board and any interim action must be ratified by the Board at its next meeting. The Executive Committee, to the extent provided in the resolution of the Board, shall have all the authority of the Board, except that no committee, regardless of board resolution, may: (a) Take any final action on matters which,under the Nonprofit Corporation Law of California, requires approval of the entire Board; (b) Fill vacancies on the Board of Directors or in any committee; (c) Amend or repeal Bylaws or adopt new Bylaws; oZ� 6 (d) Amend or repeal any resolution of the Board of Directors which by its express terms is not so amendable nor repealable; (e) Appoint any other committees of the Board of Directors or the members of these committees; (f) Approve any transaction (a) to which the corporation is a party and one or more of the directors have a material financial interest;or(b)between the corporation and one or more of its directors or between the corporation or any person in which one or more of its directors have a material financial interest. By a majority vote of its members then in office,the Board may at any time revoke or modify any or all of the authority so delegated, increase or decrease but not below two (2) the number of its members. The Executive Committee shall keep regular minutes of its proceedings,cause them to be filed with the corporate records and report the same to the board from time to time as the board may require. ARTICLE VIII - USE OF THE FOUNDATION SECTION 1. POWERS OF THE BOARD The Board of Directors shall have power to apply the Foundation for the purposes set forth in Article H. In furtherance thereof, the Board of Directors shall have the power and authority and is directed to distribute the distributable income of the Foundation as they may determine, to the uses and purposes set forth in Article H. SECTION 2. DEFINITION OF DISTRIBUTABLE INCOME Unless the restricted donation provides otherwise,as used in Section 1, "distributable income"means the total holdings of the Foundation, principle and interest, less $2,500 which will serve as the minimum holding of the Foundation. ARTICLE IX - EXECUTION OF INSTRUMENTS, INVESTMENTS, DEPOSITS AND DONATIONS SECTION 1. EXECUTION OF INSTRUMENTS The Board of Directors,except as otherwise provided in these Bylaws, may by resolution authorize any officer or agent of the corporation to enter into any contract or execute and deliver any instrument in the mane of and on behalf of the corporation, and such authority may be general or confined to specific instances. Unless so authorized, no officer, agent, or employee shall have any power or authority to bind the corporation by any contract or engagement or to pledge its credit or to render it liable monetarily for any purpose or in any amount. a7 7 SECTION 2. INVESTMENTS Investment Trustee. The Finance Director of the City of Rancho Cucamonga shall serve as the Investment Trustee for the Foundation. He/she shall have the powers and authority set out in Section 2. Powers and duties of the investment trustee. The powers of the Investment Trustee shall be limited to investment of the Foundation property and shall have the following discretionary powers: (a) To hold the principal and all money or property given to the Trustee to invest and reinvest, unless the deed or legacy of a particular gift or gifts specifically authorizes or requires its retention and/or use for a specific project. (b) To invest and reinvest the principal and undistributed income of the Foundation funds on deposit with the Trustee in such property, real, personal or mixed and in such manner as it shall deem proper for the growth of capital and the production of income,and from time to time to change investments as he/she shall deem advisable; to invest in or retain any stocks, shares, bonds, notes, obligations, or personal or real property bonds, notes, obligations, or personal or real property (including without limitation any interest in or obligations of any corporation, association,business trust, investment trust, common trust fund or investment company) although some or all of the property so acquired or retained is of a kind or size which but for this express authority would not be considered proper and although all of the Foundation funds are invested in the securities of one company. No principal or income,however, shall be loaned,directly or indirectly,to the Investment Trustee or any member of the Board or to anyone else, corporate or otherwise, who has at any time made a contribution to this Foundation, nor to anyone except on the basis of an adequate interest charge and with adequate security. (c) To sell, lease, or exchange any personal, mixed, or real property, at public auction or by private contact,for such consideration and on such terms as to credit or otherwise, and to make such contracts and enter into such undertakings relating to the Foundation property, as it considers advisable,whether or not such leases or contracts may extend beyond the duration of the Foundation. (d) To borrow money for such periods, at such rates of interest, and upon such terms as it considers advisable, and as security for such loans to mortgage or pledge any real or personal property with or without power of sale; to acquire or hold any real or personal property, subject to any mortgage or hold any real or personal property, subject to any mortgage or pledge on or of property acquired or held by this Foundation. (e) To execute and deliver deeds, assignments, transfers, mortgages, pledges, leases, covenants,contracts,promissory notes,releases, and other instruments, sealed or unsealed,incident to any transaction in which it engages. (f) To vote, to give proxies, to participate in the reorganization, merger or consolidation of any concern or in the reorganization, merger or consolidation of any concern or in the sale, lease, disposition, or distribution of its assets; to join with other security holders in acting through a committee, depositary, voting trustees, or otherwise and in this connection to delegate authority to 8 �8 such committee, depositary, or trustees and to deposit securities with them or transfer securities to them; to pay assessments levied on securities or to exercise subscription rights in respect of securities. (g) To hold Foundation property without indication of fiduciary capacity but only in the name of a registered nominee,provided the Foundation property is at all times identified as such on the books of the Foundation fund;to keep any or all of the Foundation property or funds in any place or places in the United States of America. SECTION 3. CHECKS AND NOTES Except as otherwise specifically determined by resolution of the Board of Directors,or as otherwise required by law, checks, drafts, promissory notes, orders for the payment of money, and other evidence of indebtedness of the corporation shall be signed by the Investment Trustee or his/her agent and the signature of either the President or the Vice President. SECTION 4. DEPOSITS All funds of the corporation shall be deposited from time to time to the credit of the corporation in such banks, trust companies or other depositories as the Investment Trustee selects. SECTION 5. ACCEPTANCE OF DONATIONS General Donations. The Board of Directors may receive donations from the Donors or from any other source in cash or in other property acceptable to them. All donations so received shall be deposited with an Investment Trustee by the Board of Directors and thereafter held, managed, administered and disposed of by the Investment Trustee and the Board of Directors pursuant to the terms of the Agreement. Restricted Use Donations. The Board of Directors may accept donations which restrict their uses and purposes, provided such restrictions are within the uses and purposes set forth in Article 11,and which limit the time, manner, amount, or other terms of distribution; but, unless otherwise specifically required, the Board of Directors may mingle such restricted donations with other assets of the Foundation. ARTICLE X - CORPORATE RECORDS AND REPORTS SECTION 1. MAINTENANCE OF CORPORATE RECORDS The corporation shall keep at its principal office: (a) Minutes of all meetings of directors and of committees of the board,indicating the time and place of holding such meetings,whether regular or special,how called,the notice given,and the names of those present and the proceedings thereof; 9 �-9 (b) A copy of the corporation's Articles of Incorporation and Bylaws as amended to date,which shall be open to inspection by the members,if any,of the corporation at all reasonable times during office hours. The corporation shall keep at the office of the Investment Trustee: (a) Adequate and correct books and records of account,including accounts of its properties and business transactions and accounts of its assets, liabilities,receipts,disbursements,gains and losses; SECTION 2. DIRECTORS' INSPECTION RIGHTS Every director shall have the absolute right at any reasonable time to inspect and copy all books, records and documents of every kind. SECTION 3. REGULAR ACCOUNTING REPORTS The Investment Trustee shall render an accounting of the investment transactions concerning the Foundation to the Board of Directors at least annually. No person or entity other than the Board of Directors may require an accounting or bring any action against the Investment Trustees with respect to the Foundation. The Investment Trustee may at any time initiate legal action or proceedings for the settlement of its accounts and, except as otherwise required by law, the only necessary party defendant to such action or proceedings shall be the Board of Directors. SECTION 4. ANNUAL REPORT The Board of Directors shall make a report annually of its uses of the Foundation and shall distribute copies thereof to all members at the regular annual meeting held in June. ARTICLE XI FISCAL YEAR The fiscal year of the Foundation shall be from July 1 through June 30th. ARTICLE XII - TERM OF FOUNDATION SECTION 1. TERM OF THE FOUNDATION The Foundation shall continue in perpetuity;it may however,at any time be dissolved and the assets distributed with the assent of two-thirds of the Board of Directors,the Library Board of Trustees and the Rancho Cucamonga City Council. SECTION 2. DISSOLUTION 10 Upon any such dissolution, the assets of this Foundation shall revert to the City of Rancho Cucamonga, to be distributed exclusively for such purpose or purposes, as are consistent with the purpose of the Foundation. ARTICLE XIII - AMENDMENT OF BYLAWS SECTION 1. AMENDMENT Subject to.any provision of law applicable to the amendment of Bylaws of public benefit nonprofit corporation, these Bylaws, or any of them, may be altered, amended, or repealed and new Bylaws adopted by approval of the Board of Directors. ARTICLE XIV — AMENDMENT OF ARTICLES SECTION 1. AMENDMENT OF ARTICLES Any amendment of the Articles of Incorporation may be adopted by approval of the Board of Directors. SECTION 2. CERTAIN AMENDMENTS Notwithstanding the above sections of this Article, this corporation shall not amend its Articles of Incorporation to alter any statement which appears in the original Articles of Incorporation of the names and addresses of the first directors of this corporation, nor the name and address of its initial agent, except to correct an error in such statement or to delete such statement after the corporation has filed a "statement by a Domestic Non-Profit Corporation" pursuant to Section 6210 of the California Nonprofit Corporation Law. 2/ 11 ARTICLES OF INCORPORATION OF THE RANCHO CUCAMONGA PUBLIC LIBRARY FOUNDATION I The name of this corporation is the Rancho Cucamonga Public Library Foundation. II A. This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for charitable purposes. B. The specific purpose of this corporation is to lessen the burdens of government of the City of Rancho Cucamonga by assisting the Rancho Cucamonga public Library in improving the quality of library services to the citizens of the City of Rancho Cucamonga. III The name and address in the State of California of this corporation's initial agent for service of process is: Deborah Kaye Clark, 7368 Archibald, Rancho Cucamonga CA 91730. IV A. This corporation is organized and operated exclusively for Library purposes within the meaning of Section 501 (c) (3) of the Internal Revenue Code. B. No substantial part of the activities of this corporation shall consist of carrying on propaganda or otherwise attempting to influence legislation and the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office. C. Not withstanding any other provision of these articles,the corporation shall not carry on any other activities not permitted to be carried on [a] by a corporation exempt from Federal income tax under section 501 (c) (3) of the Internal Revenue Code of 1986 [or the corresponding provision of any future United States Internal Revenue law] or [b] by a corporation contributions to which are deductible under section 170 (c) (2) of the Internal Revenue Code of 1986 [or corresponding provision of any future United States Internal Revenue law]. V The property of this corporation is irrevocably dedicated to Rancho Cucamonga Public Library purposes and no part of the net income or assets of this corporation shall ever inure to the benefit of any director,officer,or member thereof or to the benefit of any private person. Upon the dissolution 12 3� or winding up of the corporation,its assets remaining after payment,or provision for payment,of all debts and liabilities of this corporation shall be distributed to the City of Rancho Cucamonga--a nonprefit ..... . faundatien or eefperatiefi hieh is organized and operated exclusively for public library purposes. and ......,h. has, ..,. .,lisped itstagi e3iempt status • nder ceetion 501(,.)(3) e f the Date (Signature of Incorporator) (Type name of Incorporator) I hereby declare that I am the person who executed the foregoing Articles of Incorporation, which execution is my act and deed. (Signature of Incorporator) 13 Absenteeism See Board of Directors: Restricted.............................................10 Removal of Directors Executive Committee Accounting Reports 11 Duties of.................................................7 Action Without Meeting See Meetings: Limitations of Authority ........................7 Written Consent Minutes ..................................................7 Address Fiscal Year 11 Change of...............................................1 Friends of the Library Principal Address of the Foundation......l Representation on the Foundation .........4 Annual Report 11 Inspection Rights See Board of Directors: Articles of Incorporation 10, 13 Inspection Rights Amendment..........................................12 Investment Trustee 6 Initial Agent for Service of.Process .....13 Powers and Duties......................8, 10, 11 Board of Directors Investments See Investment Trustee Appointed by..........................................4 Liability See Board of Directors: Compensation ........................................5 Liability Duties...................................................11 Library Board of Trustees 1 Inspection Rights..................................10 Representation on the Foundation .........4 Liability..................................................5 Library Director 1, 6 Number ..................................................4 Ex Officio...............................................4 Power.....................................................3 Limitations 2 Powers....................................................8 Loans to Trustees Qualifications.........................................4 Prohibition Against................................9 Reimbursement......................................5 Meetings Removal of Directors.............................5 Annual....................................................3 Terms .....................................................4 Minutes ................................................10 , Vacancies...............................................5 Notice.....................................................3 Brown Act See Meetings: Brown Act Quorum..................................................3 Requirements Regular...................................................3 Budget 6 Special....................................................3 Bylaws l0 Written Consent.....................................3 Amendments....................................4, 11 Minimum Holding 8 Checks and Notes Officers Signatures Required.............................10 Cause for Removal.................................6 City, Responsibility of 2 Duties of.................................................6 Committees Number of..............................................6 Advisory Members.................................6 Terms of Office......................................6 Executive........ See Executive Committee Political Campaigns 2, 13 Membership of.......................................6 Purpose 1 Minutes ..................................................7 Quorum See Meetings: Quorum Contracts 2 Real Estate 2, 9 Corporate Records 10 Rules of Procedure 4 Dissolution 11, 14 Shares 2 Distributable Income 8 Term of the Foundation See Dissolution Donations Treasurer General.................................................10 Reports...................................................3 14 3'� RECORD OF BYLAWS AMENDMENTS Amended February 13, 2006 Approved by: President Ruth Leal Vice President Frances Howdyshell Theresa Akahoshi Bruce Bowne Stefani Carrasco Rebecca Davies Gino Filippi Ned Leonard Ron Sakala Gilda Silver Paul Williams Ray Wimberly 15