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HomeMy WebLinkAbout09/02/11 Community Foundation Board Agenda COMMUNITY FOUNDATION BOARD OF DIRECTORS AGENDA File CITY OF RANCHO CUCAMONGA REGULAR MEETING February 11 , 2009 5:00 p.m. Civic Center 10500 Civic Center Drive Rancho Cucamonga, CA 91730 Board Members Tony Mize, Chair Linda Bryan, Member Charles Buquet, Member Harvey Cohen, M.D., SecretatpTreasurer Brad Firle, Member Thomas Galindo, Vice Chair Judy Gibson, Member Lupe Jaramillo, Member Marian Nelson, Member City Offices: (909)477-2760 COMMUNITY FOUNDATION BOARD OF DIRECTORS 2 February 11, 2009 1. Pledge of Allegiance 2. Roll Call: Linda Bryan _ Judy Gibson Charles Buquet _ Lupe Jaramillio Harvey Cohen, M.D. _ Tony Mize Brad Firle Marian Nelson Thomas Galindo None This is the time and place for the general public to address the Community Foundation. State law prohibits the Board from addressing any issue not previously included on the Agenda. The Board may receive testimony and set the matter for a subsequent meeting. Comments are to be limited to five minutes per individual. The following Consent Calendar item is expected to be routine and non-controversial. It will be acted upon by the Board atone time without discussion. Any item may be removed by a Boardmember or member of the audience for discussion: 1. Approval of the Minutes of the Special Community Agenda pages Foundation Meeting held January 14, 2009. 1-4 The following items are not public hearing items, although the Chair may open the meeting for public input: COMMUNITY FOUNDATION RAW BOARD OF DIRECTORS 3 February 11, 2009 1. Update on the 2009 Gala for the Arts scheduled for May 16, 5-7 2009, at the Victoria Gardens Cultural Center. 2. Update on the Community Foundation's 2009 Golf 8 Tournament to be held on November 16, 2009, at Red Hill Country Club. 3. Discussion regarding the Community Foundation's support 9-10 for the 2009/2010 Fiscal Year. 4. Discussion regarding the Community Foundation's By-Laws 11-18 Governing Members' Attendance. 5. Review of the Community Foundation's Schedule of 19-22 Meetings for the period of February through June 2009. 6. Discussion of items for the Community Foundation's Annual 23 Board Meeting to be held on June 10, 2009. This is the time for the 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 a future meeting: I, Melissa Morales, Community Foundation Secretary, hereby certify a true, accurate copy of the foregoing Community Foundation agenda was posted on February 7, 2009, seventy-two (72) hours prior to the meeting per A.B. 2674 at 10500 Civic Center Drive, Rancho Cucamonga, California. ��ppowd COMMUNITY FOUNDATION MINUTES OF THE JANUARY 14, 2009, SPECIAL MEETING A. CALL TO ORDER A special meeting of the Rancho Cucamonga Community Foundation was held on Wednesday, January 14, 2009, in the Tri-Communities Room, Civic Center, located at 10500 Civic Center Dr., Rancho Cucamonga, California. The meeting was called to order at 5:03 p.m. by Chair Mize. Present were: Board Members: Bryan, Buquet, Firle, Galindo, Nelson and Mize. Absent: Cohen, Gibson (due to a personal matter)and Jaramillo. Staff: Kevin McArdle, Community Services Director; Francie Palmer, Community Services Marketing Manager; Nettie Nielsen, Community Services Superintendent; Paula Pachon, Management Analyst III and Melissa Morales, Senior Administrative Secretary. B. ANNOUNCEMENTS/PRESENTATIONS None C. COMMUNICATIONS FROM THE PUBLIC There were no communications from the Public. D. CONSENT CALENDAR 1. To approve the Minutes of the Special Community Foundation Meeting held December 10, 2008. 2. To receive and file Treasurer's Report for the months of October, November and December 2008. MOTION: Moved by Chair Mize, seconded by Member Buquet,to approvethe Consent Calendar, as submitted. Motion carried: 6-0-3(Absent: Cohen, Gibson and Jaramillo). E. FOUNDATION BUSINESS 1. The review and request for approval of a budget, proposed sponsorships and added value items for the Community Foundation's 2009 Golf Tournament was opened by Director McArdle. He asked that Members consider fee and branding adjustments from last year's successful tournament and deferred to Committee Chair Buquet and Consultant Stephen Wagner. Chair Buquet called on Consultant Wagner to present his recommended opportunities to meet the adjusted fundraiser goal for this year's tournament. Consultant Wagner addressed the Board on proposed upgrades to the tournament including a name change from "$100,000"to '$150,000 Golf Tournament"; adding an additional $5,000 of raffle prizes (which could be lowered if Members anuary IT 2VVY P1 successful solicit for donations); an increased gift pack for the golfers; additional beverage stations and doubling the "Hole-In-One" prize. He reviewed the 2009 vs 2008 sponsorship inventory comparison and recommended confirming the major sponsorship by Burrtec for possible announcement at the upcoming City Council meeting. In addition, Consultant Wagner discussed the addition of non-golfing sponsorships and estimated a profit to exceed $101,000.00. He requested the Board's approval of the recommendations and to authorize him to proceed. Committee Chair Buquet added that this year the efficiency in processing the credit cards will be a addressed and reminded the Board that he needs everyone's help in finding auction items. Brief discussion was held on the suggestion to replace monetary awards with trophies,which Consultant Wagner did not recommend. Director McArdle asked the Board not to forget to utilize the Playhouse volunteers and to be cautious based on the current state of the economy. MOTION: Moved by Member Firle, seconded by Vice Chair Galindo, to approve the proposal of changes for the Community Foundation's 2009 Golf Tournament, as recommended by Committee Chair Buquet and Consultant Wagner. Motion carried: 6-0-3 (Absent: Cohen, Gibson and Jaramillo). 2. Discussion regarding the 2009 Gala for the Arts was presented by Committee Chair Nelson who distributed a spreadsheet which included 2008's budget and estimates for this year's budget. She reviewed proposed expenditures estimated between $38,000 and $56,000 based on the type of entertainment and projected revenues of $82,828 which includes monies raised from a raffle and also a decrease in the price of individual tickets to$100 each to help increase ticket sales. Director McArdle helped clarify how the raffle could be administered including sending the tickets with the invites and asking anyone interested in purchasing to return the check and ticket stub. He also explained that the City could waive the exclusivity clause for the Cultural Centers caterer and would cover the costs for postage for invites. A question was raised on the prize for the raffle, and Chair Nelson responded that a $2,000 shopping spree was one possibility and that she would allocate volunteers to concentrate solely on the raffie. A suggestion was also made that the photographer's quote be analyzed to possibly reduce costs and Manager Palmer added that she is not sure if she will have a trade agreement with the local newspaper which might affect ad costs. Discussion ensued regarding the entertainment component. Committee Chair Nelson distributed a budget proposal with various options for the Gala performance that included hosting a Broadway Trio, Large Concert, "Recognizable' comedian or "No Name" comedian in either the Playhouse or Celebration Hall. Comments from Members include support in keeping the event elegant, keeping costs down, as well as concern with booking only one comedian if they are not successful. The need to have a recognizable name in order to sell tickets was also mentioned. anuary 14, ZUUY P2 Following their input, staff was requested to explore booking a Broadway Trio or Comedian within the budget of$25,000 to$30,000 total cost. Staff was also requested to research the feasibility of booking Rockapella or Collin Raye. Due to a prior engagement, Member Buquet left the meeting at 5:55 p.m. and did not return. MOTION: Moved by Member Bryan, seconded by Vice Chair Galindo, to approve the budget for the 2009 Gala for the Arts as presented by Chair Nelson. Motion carried: 5-0-4 (Absent: Buquet, Cohen, Gibson and Jaramillo). 3. Consideration of Community Foundation support of the Fiscal Year 2009/10 Playhouse Season was presented by Superintendent Nielsen. She referenced staffs report which included information on programming supported by the Foundation for the 2008/09 season and potential 2009/10 programming that could be sponsored including: Playhouse performances; Studio Theatre performances (Black Box) and an Arts Accessibility Program. She responded to questions from Members regarding Black Box performances,tours by the students and the Artist in Residency program. She clarified that"Black Box" performances are smaller performances held in the studio theatre;that due to the number of students that attend the school shows, backstage tours are usually not possible and noted that first Artist in Residency program with David Wood was a great success. A question was also raised on the number of school districts that have sent students to attend Theater for Young Audiences (TYA) performances. Manager Palmer was requested to provide the information via e-mail and to also include the number of schools that have participated. Superintendent Nielsen also confirmed the proposed $56,000 sponsorship consideration was an increase from last year's support. Following their discussion, the following motion was presented: MOTION: Moved by Vice Chair Galindo, seconded by Member Nelson,to approve the Community Foundation's support of programming for the 2009/10 Lewis Family Playhouse Season in the amount of$56,000.00, as presented by staff: Motion carried: 5-0-4 (Absent: Buquet, Cohen, Gibson and Jaramillo.) 4. Consideration of appointments to various Community Foundation committees was introduced by Director McArdle. He briefly reviewed the current memberships on the Membership/Nominating, Fund Development, Finance, Gala for the Arts and Golf Tournament committees and encouraged the new Members to join Committees of interest. Following each Members comments the Committee Memberships were approved as follows: Membership/Nominating Committee—Cohen(Chair), Bryan, Fide and Galindo; Fund Development — Mize (Chair), Galindo, Jaramillo and Nelson; Finance—Buquet(Chair) Cohen, Firle and Galindo; Gala for the Arts— Nelson, Bryan, Firle and Gibson and Golf Tournament— Buquet, Galindo, Gibson and Jaramillo. No other action was taken. January 14, 2UUY P3 F. IDENTIFICATION OF ITEMS FOR FUTURE MEETINGS 1. Director McArdle informed the Board that the Artist in Residency program would be highlighted at the City Council's February 0 meeting starting at 7:00 p.m. He encouraged those interested to attend. He added that presentation of major sponsors of the recent Golf Tournament would be held on February 18th at 6:00 p.m. G. ADJOURNMENT Chair Mize adjourned the Special Community Foundation Meeting. The meeting adjourned at 6:35 p.m. with all Members present except Buquet, Cohen, Gibson and Jaramillo. Respectfully submitted, Melissa Morales Senior Administrative Secretary 0nual , ZUUY P4 STAFF REPORT COMMUNITY SERVICES DEPAR'T'MENT RANCHO Date: February 11, 2009 CUCAMONGA To: Rancho Cucamonga Community Foundation From: Kevin McArdle, Community Services Director T By: Paula Pachon, Management Analyst III y Subject: UPDATE ON THE 2009 GALA FOR THE ARTS SCHEDULED FOR MAY 16, 2009, AT THE VICTORIA GARDENS CULTURAL CENTER RECOMMENDATION This item has been placed on the Community Foundation's February meeting agenda to facilitate discussion between the Gala Committee and the Foundation's Board of Directors. BACKGROUND/ANALYSIS At the Foundation's January meeting the Board approved a program plan, as well as a budget and revenue projections for the 2009 Gala for the Arts that is scheduled to take place on May 16, 2009, at the Victoria Gardens Cultural Center. A copy of the approved budget and revenue projections are attached for your information. Staff has included this item on the Foundation's February agenda to facilitate discussion regarding planning efforts for this upcoming fundraising event. Respectf Ily submitted, 26Ard0 Community Services Director Attachment— Budget/Revenue Projections I ICOMMSERIAGouncd86oardslcommumryFoundahonlStaff ReportSS'2009WpdateGale 2 11 09.doc P5 A B C D E F 1 Expenditures 2008 Gala 2008 Notes 2009 Estimates Notes Impressions-300 people Bistro Roti Quote- 2 Reception $3,26992 Impressions $13,605.05 $21,280.20 3 Dinner $12,390.30 Impressions-240 people+C20 N/A Impressions-Office Depot 4 Meet&Greet $418.00 Lanyards N/A Entire Printing package from 5 Sponsor Letters $1,236.83 Alphagraphics-400 printed $1,135 40 Alphagraphics-400 Alphagraphics =$5,000.00 Quote from Faust Printing = 6 Invitation package $3,565 36 Alphagraphics-1500 printed $2,689.22 Alphagraphics-1500 $4,500 7 Newspaper Ads $246.00 Alphagraphics $250.00 estimated 8 Dinner Program $1,068.66 Alphagraphics N/A Alphagraphics-400 9 Playbill $2,92985 Alphagraphics-600 printed $858.00 includes poster 10 Save the Date Postcard N/A $341.00 Alphagraphics-1000 no live entertainment-used 11 Dinner Entertainment N/A cds N/A use cd's $12,810 Comedian in Playhouse 12 Performance $25,00000 $31,160.00 Broadway Trio Transportation-$357.00 Hotel-$1,958.00 Talent included in performance 13 Hospitality $2,80300 Food-$487 89 $0.00 cost above Lights-$800 Lights Equipment-$500 Pipe & Drape-$3,400 Flowers- Flowers-$1,70494 $2,056.75 Pipe& Drape-$3,400 14 Decoration $6,945.53 Recpt.Centerpieces-$188.78 $6,500.00 Lights -$1,300 15 Linens $901.00 $395.00 16 Photographer $687.50 $125 per hour(5-10 30 p m.) 17 Total: _$61,462 12 $38,583.67 w/Comedian 18 $56,933.67 w/Broadway Trio 19 20 21 22 23 24 U) W A B C D E F 25 Revenue 2008 Gala 2008 Notes 2009 Projected Notes 26 Host Sponsor-5K $10,00000 2 at$5,000 each $10,000.00 2 at$5,000 each 27 Event Sponsor-31( $15,00000 5 at$3,000 each $12,000 00 4 at$3,000 each 28 Table Sponsor-1 K $19,000.00 19 at$1,000 each $20,000.00 20 at$1,000 each 29 Tickets-$125 per person $5,875.00 8 at$125 each $12,000.0012 at$100 each 51 tickets at$60 each 5 30 Performance only tickets $3,160.00 tickets at$20 each N/A 31 Silent&Live Auction $10,782.00 N/A 32 1 Raffle N/A $28,828.00 33 Total: $64,317.00 $82,828.00 34 35 Net 2008 Gala Notes 2009 Projected Notes 36 $2,854.88 $44,244.33 w/Comedian 37 $24,894 33 w/8roadwa Trio V STAFF REPORT x COMMUMTY SERVICES DEPARTMENT RANCHO Date: February 11, 2009 CUCAMONGA To: Rancho Cucamonga Community Foundation From: Kevin McArdle, Community Services Director By: Paula Pachon, Management Analyst III py Subject: UPDATE ON THE COMMUNITY FOUNDATION'S 2009 GOLF TOURNAMENT TO BE HELD ON NOVEMBER 16, 2009, AT RED HILL COUNTRY CLUB RECOMMENDATION This item has been placed on the Community Foundation's February meeting agenda to facilitate discussion between the Golf Committee and the Foundation's Board of Directors. BACKGROUND/ANALYSIS At the Foundation's January meeting the Board approved some minor changes to the sponsorship packages for the 2009 Golf Tournament that is scheduled for November 16, 2009, at the Red Hill Country Club. In addition at that meeting the Board approved the change in the Tournament's potential participant winnings from $100,000 to $150,000. Staff has included a copy of the new logo for the Tournament with this report for the Board's information and use. Staff has included this item on the Foundation's February agenda to facilitate discussion regarding planning efforts for this fundraising event. 4tResp fuI submitted, Kevin cArdle Community Services Director I.ICOMMSERVICouncilBBoar slCommunityFoundationlStaff Reports120091Go1L2.11.09 doc PS cuc � O� o�� STAFF REPORT - Coi,wuNITY SERvicEs DEPARTMENT RANCHO Date: February 11, 2009 CUCAMONGA To: Rancho Cucamonga Community Foundation From: Kevin McArdle, Community Services Director By: Paula Pachon, Management Analyst III Subject: DISCUSSION REGARDING THE COMMUNITY FOUNDATION'S SUPPORT FOR THE 200912010 FISCAL YEAR RECOMMENDATION This Item has been placed on the Community Foundation's February meeting agenda to facilitate discussion amongst the Foundation's Board of Directors. BACKGROUNDIANALYSIS At the Foundation's January Board Meeting the Board of Directors approved $56,000 in support for the 2009/2010 Lewis Family Playhouse Season (see attached) In preparation for the Foundation's adoption of their annual operating budget in June 2009, staff is requesting that the Board discuss other areas that they may want to support, i.e., visual arts, during upcoming fiscal year. Staff will provide the Foundation with a listing of possible funding opportunities at their February Board meeting to help facilitate discussion. Respec Ily submitted, Kevin McArdle Community Services Director Attachment: Approved Rancho Cucamonga Community Foundation Support 2009 I:ICOMMSERVICounolBBoardsICommumtyFoundationIStah Repcds120091FundingSuppon..2 11 09 doc PS Rancho Cucamonga Community Foundation Support Lewis Family Playhouse 2009/2010 Season Approved January 14, 2009 Playhouse Performances Presenting Sponsor—January 9, 2010 Headline Performance $10,000 Presenting Sponsor 2009/2010 Community Theatre Series $20,000 3 shows — 16 performances (not including Summer Musical) Studio Theatre Performances Presenting Sponsor— Black Box Theatre Performances $ 3,000 4 shows— 8 performances Arts Accessibility Program Presenting Sponsor—Courtyard World Music Series (4) $14,000 Artist in Residency Program $ 7,500 Tickets for Underserved Students and Families $ 1,500 Total: $56,000 1\COMMSERVACounol&BoardslCommuniLyFoundahon\PlayhouseSponsomhipSupwa\2009 doc P10 STAFF REPORT - COMMUNITY SERVICES DEPARTMENT RANCHO Date: February 11, 2009 CUCAMONGA To: Rancho Cucamonga Community Foundation From: Kevin McArdle, Community Services Director Subject: DISCUSSION REGARDING THE COMMUNITY FOUNDATION'S BY-LAWS GOVERNING MEMBERS' ATTENDANCE BACKGROUND/ANALYSIS Staff was requested to provide information concerning the Board's By-laws specifically related to governance of Members' attendance. Upon review of the By-laws, which have been attached for the Board's information, the requirements for attendance are not specifically setout. Staff did some preliminary research on how other Committees, Commissions and Boards regulate their Members attendance and determined that many of these organizations also do not stipulate in their By-laws specific rules for attendance. In addition, many of the organizations defer the matter to the Chair to address individually with the Member in question when these types of concerns arise. Staff has placed this item on the agenda to facilitate discussion. ResWcAry bmitted, eKev Community Services Director Attachment: Community Foundation By-laws I ICouncil&BoardsICammunilyFoundahonIStaB ReWHs120090yLaws.021109 doc P71 BYLAWS OF THE RANCHO CUCAMONGA COMMUNITY FOUNDATION ARTICLE I — NAME AND ADDRESS Section 1. The name of this corporation shall be the Rancho Cucamonga Community Foundation, hereinafter referred to as the "Foundation". Section 2. The address of the principal executive office of the Foundation shall be located at Rancho Cucamonga City Hall, 10500 Civic Center Drive, Rancho Cucamonga, California, or at such place as the Board of Directors hereafter may designate. ARTICLE II — PURPOSE AND LIMITATION Section 1. The purpose of the Foundation is to establish a permanent endowment fund to assist the government of the City of Rancho Cucamonga, hereinafter referred to as the "City", in improving the cultural and recreational services to the citizens of the City. Section 2. The primary responsibility of the Board of Directors will be fundraising for cultural and recreational services. Section 3. 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 City, within the meaning of Section 509(a)(3)(A) of the Internal Revenue Code of 1954, as amended, the Regulation there under, and the corresponding provision of any applicable future United States Internal Revenue Law and Regulations hereinafter collectively referred to as the "Code". Section 4. In carrying out such purpose, the Foundation shall not, in any manner, be utilized to discharge the obligation of the City. The support, promotion and advancement of cultural and recreational services afforded by this Foundation is in addition to, and supplementary to any budgeting program sponsored by the City, and the use of this Foundation in routine operations shall be a violation of the purposes herein expressed. If the Board of Directors is of the opinion that the City causes the terms of the Foundation to be violated by causing income of the Foundation to be used for routine operation, then the Board of Directors may direct that the income be used for the benefit of cultural and recreational service organizations that are not under the jurisdiction of the City. These organizations must be charitable organizations under Section 501(c)(3) of the Code and must be consistent with the purpose of the Foundation. ARTICLE III — MEETING Section 1. All meetings, regular and special shall be notified, posted and conducted in every way consistent with the requirements set for in the Brown Act. Section 2. The Board of Directors of the Foundation shall hold an annual meeting in the month of June at such time and place as designated by the board. Section 3. Adoption of a budget for the upcoming fiscal year shall occur at the annual meeting. P12 Section 4. Special meetings may be called at any time by a majority of the Board. Written notice, stating the time and place of any such meeting and its purpose shall be given to each member of the Board at least four days before such meeting. Section 5. A majority of the Board constitutes a quorum. ARTICLE IV— MEMBERSHIP AND SHARES Section 1. The corporation shall have no membership. Section 2. The corporation shall not have or issue shares of stock and shall declare no dividends. Section 3. 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 V— BOARD OF DIRECTORS Section 1. The total number constituting the Board of Directors shall be a maximum of thirty (30). Section 2. The members of the Board of Directors shall be filled by persons interested in improving cultural recreational services in the City of Rancho Cucamonga and shall be appointed by the City Council. Section 3. The terms shall be four (4) years. Directors may be appointed for an additional four-year term, after which they may not be reappointed until an intervening one- year period. All vacancies occurring because of the expiration of terms or for other reasons will be filled by the appointing body. Section 4. Terms of office for the members of the Board appointed shall be staggered so as to maintain a mix of experienced and new Directors. Section 5. Board member(s) filling vacancies shall serve the remainder of the original term and will then be eligible for appointment to a subsequent full term. If a replacement Board member assumes office for less than one year from the end of the original term, he/she shall be eligible for appointment to two additional terms. Section 6. Any Director of the Foundation may be removed at any time by a majority vote of the City Council. Section 7. All terms as prescribed in this Article shall commence with the date the member is appointed and shall expire at the date of the annual meeting in June. P13 Section 8. Any change in the number and qualifications of members of the Board of Directors shall be made only by amendment to this Bylaw. ARTICLE VI — OFFICERS Section 1. The Board shall elect a Chairperson, Vice Chairperson, and Secretary/Treasurer at the annual meeting. Their terms of office are one (1) year. Members' terms as Chairperson may not exceed two consecutive years. Section 2. Officers may be removed from office for cause by a majority of the Foundation Board at any meeting. Section 3. The Chairperson shall preside at all meetings of the Board and have responsibility for general supervision of its activities. Section 4. The Chairperson, with assistance from the Community Services Director of the City of Rancho Cucamonga and the Investment Trustee, shall present a budget for approval of the Board at the annual meeting. Section 5. Disbursement of money in excess of $500, unless specifically budgeted at the annual meeting, requires the signature of either the Chairperson or the Secretary(freasurer. Section 6. The Vice Chairperson shall preside at meetings in the absence of the Chairperson. Section 7. The Secretary/Treasurer shall give notice to all members and shall maintain a permanent set of minutes to all meetings. ARTICLE VII — POWERS Section 1. The decisions and acts of a majority of the members of the Board of Directors qualified and serving shall constitute and exercise of the Foundation powers and discretions conferred upon the Board of Directors and the decisions an 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. Section 2. The Board of Directors may adopt rules, which shall not be inconsistent with the terms of this Foundation. Section 3. 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, cultural, recreational service purposes, and in a manner which shall make this Foundation tax exempt and the donations to it deductible from taxable income 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. P14 ARTICLE VIII — COMMITTEES Section 1. The Board of Directors, may, by action approved by a majority of the directors then in office, designate one or more committees, to serve at the pleasure of the Board. Such Committees shall consist of a minimum of two members of the Board of Directors and shall act in an advisory capacity to the full Board. Section 2. At the discretion of the Board of Directors, an Executive Committee may be established. If so established it shall be chaired by Chairperson of the Board, and shall consist of the Chairperson, Vice-Chairperson and Committee Chairs of any Board established Committees. Duties of the Executive Committee shall be approved by the Board of Directors in accordance with the purposes set forth in their By-Laws. ARTICLE IX - COMPENSATION AND EXPRESS Section 1. The Board of Directors shall serve without compensation. ARTICLE iX— INVESTMENT TRUSTEE Section 1. The Finance Officer 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. Section 2. 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 a 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 undertaking relating to the Foundation property, as it considers advisable, whether or not such leases or contracts may extend beyond the duration of the Foundation. P15 (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 asses; to join with other security holders in acting through a committee, depository, voting trustees, or otherwise and in this connection to delegate authority to such committee, depository, 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 and all of the Foundation property or funds in any place or places in the United States of America. ARTICLE XI - ACCOUNTING Section 1. 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 Trustee with respect to the Foundation. The Investment Trustee may at any time initiate legal action or proceedings for the settlement of it 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 2. The fiscal year of the Foundation shall be from July 1 through June 30. Section 3. 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. Pis ARTICLE XII — LIABILITY OF TRUSTEES/DIRECTORS Section 1. No Investment Trustee or member of the Board of Directors shall be answerable for loss in investment made in good faith. No Investment Trustee or member of the Board of Directors shall be liable for the act or omissions of any other member of the Board, or of any accountant, agent, council 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. ARTICLE XIII — FOUNDATION Section 1. The Board of Directors may receive donations from 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. 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 ll, and which limit the time, manner, amount, or other terms of distribution; but, unless otherwise specifically required, the Board of Directors may mingle such restrictions donations with other assets of the Foundation. ARTICLE 14 XIV— USE OF THE FOUNDATION Section 1. The Board of Directors shall have the power to apply the Foundation for the purposes set forth in Article II. 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 Il. Section 2. Unless the restricted donation provides otherwise, as used in Section 1, "distributable income" means the total holdings of the Foundation, principal and interest, less $2,500, which will serve as the minimum holding of the Foundation. ARTICLE XIV— TERM OF FOUNDATION Section 1. The Foundation shall continue in perpetuity; it may however, at any time be wound up and the assets distributed with the assent of two-thirds of the Board of Directors and the City Council. Upon any such winding up, the assets of this Foundation shall be distributed exclusively for such purpose or purposes, as are consistent with the purpose of the Foundation. Amended by the Community Foundation: July 28, 2004 P17 Amended by the Community Foundation: January 21, 2003 Amended by the Community Foundation: July 28, 2004 Tony Mize, Chairman Dr. Harvey D. Cohen, Vice Chair Patricia Carlson, Secretary/Treasurer Michael Arreguin, Member Charles J. Buquet, Member Jo Dutton, Ph.D., Member David Parker, Member I ICOMMSERVICouncralBBoardslCommunityFoundabonlMiscellaneousOylaws-Amendmenfl.28 04 doc P18 STAFF REPORT COUMUNITY SERVICES DEPARTMENT RANCHO Date: February 11, 2009 CUCAMONGA To: Rancho Cucamonga Community Foundation From: Kevin McArdle, Community Services Director By: Paula Pachon, Management Analyst III 21 Subject: REVIEW OF FOUNDATION'S SCHEDULE OF MEETINGS FOR THE PERIOD OF FEBRUARY—JUNE 2009 RECOMMENDATION It is staffs recommendation that the Board establish regular meeting dates and times for their Committees for the period of February 2009 through June 2009. BACKGROUND/ANALYSIS At the January Board Meeting, Committee assignments were selected by individual Board Members. The attached table provides a listing of the Foundation's Committees, suggested start- up tasks and a listing of what Board Members serve on each of the Committees. In addition, a listing of the responsibilities for each of the Committees, which was distributed to the Board this past week via e-mail, is also attached for the Board's information and use. It is staffs recommendation that Board Members bring their calendars with them to the February meeting and that time be set aside for the Committees to meet and create a regular meeting schedule for the timeframe of February 2009 —June 2009 Respec Ily submitted, VIMA Community Services Director Attachments I ICOMMSEROCounctlBBoartlslCommunityFoundationlStaB Reportsl20091RegularMeehngSchedule,Commfttees.2.11 09.doc P79 Rancho Cucamonga Community Foundation 2009 Committee Assignments L'Bryan C:Buquet H.Cohen.- , 13,Fide, cy T:Galindo. J.Gibson. L Jaramillo T.Mize M. Nelson Committees; '_S. Suggested-Tasks Executive X X X Chair X Board Member Recruitment Committee Goals 11-Mar-09 GalwGob Oversight Vision for Giving Outstanding ,Pledge Pa enl 13-May-09 12-Au -09 18-Nov-09 Finance Chair x X X Review Current Investment Pracbces Review Financial February Dale Reporting TBD Pracbces/Format Review Recommended Budget 2009-2010 March Dale:TBD A nl DaleTBD May Dale:TBD June Dale:TBD - Membership/ Nominating X Chair x X February Date: Prospect from TBD Union Bank March Dale TBD April Date:TBD Ma Date:TBD TBD June Data N O Rancho Cucamonga Community Foundation 2009 Committee Assignments L. Bryan C.-Buquet H:Cohen B. Firle -_.: T:Galindo - J.Gibson - L.Jaramillo' T.Mize +-% M.Nelson Committees:'. :- Suggested Tasks Fund Development X X Chair X February Date Planned Giving TBD Pr ram March Dale.TBD April Date TBD May Date:TBD June Date:TBD Gala for the Arts X X X X Chair 5-Feb-09 Determine Entertainment Mid-Feb Date TBD Early March Date: TBD Mid-March Date TBD Early April Date. TBD Mid-Apnl Date TBD Early May Date TBD Mid-May Date TBD Golf Tournament Chair X �X X February Dale TBD March Date TBD April Date:TBD May Dale:TBD June Date:TBD July Date TED August Date TBD September Date TBD October Dale TBD November Dale. TBD W N Rancho Cucamonga Community Foundation Committees and Meeting Schedule — 2009 Regular Full Board Meetings: 2nd Wednesday of the months of February, June & October @ 5:00 pm 2009: Next Meeting - February 111h; June 101h; and October 14`h Special meetings may be called by the Chair. All Community Foundation Board Members are requested to attend. Executive Committee: Regular Meeting Schedule to be Determined 2009: First meeting - March 11`h at 9:00 am Committee Members Include: Tony Mize, Board Chair and Chair of the Fund Development Committee, Thomas Galindo, Vice-Chair, Harvey Cohen, Secretary/Treasurer and Chair of the Membership/Nominating Committee, Chuck Buquet, Chair of Finance and Golf Tournament Committees, and Marian Nelson, Chair of the Gala for the Arts Committee. Membership/Nominating Committee: Regular Meeting Schedule to be Determined Committee Members Include: Harvey Cohen, Committee Chair, Linda Bryan, Brad Fine and Thomas Galindo. Fund Development Committee: Regular Meeting Schedule to be Determined Committee Members Include: Tony Mize, Committee Chair, Thomas Galindo, Lupe Jaramillo and Marian Nelson. Finance Committee: Regular Meeting Schedule to be Determined Committee Members Include: Chuck Buquet, Committee Chair, Harvey Cohen, Brad Fine and Thomas Galindo. Gala for the Arts Committee: Regular Meeting Schedule to be Determined 2009: Next meeting - February 51h at 5'00 p.m. at 10681 Foothill Blvd, Suite 340, Rancho Cucamonga. Committee Members Include: Marian Nelson, Committee Chair, Linda Bryan, Tracy Elefante (community volunteer), Brad Fine, Judy Gibson, Lupe Jaramillo, Dee Matreyek-Kurth (community volunteer), Janice Mizuhara (community volunteer), and Nan Rider(community volunteer). Golf Tournament Committee: Regular Meeting Schedule to be Determined Committee Members Include: Chuck Buquet, Chair, Brad Fine, Thomas Galindo and Judy Gibson. I'ICOMMSERNCouncil&BoardslcommumtyFoundationlCommrdeesl2009mM .1ingSchedule2009.doc P22 STAFF REPORT COMMUNITY SERVICES DEPARTMENT RANCHO Date: February 11, 2009 CUCAMONGA To: Rancho Cucamonga Community Foundation From: Kevin McArdle, Community Services Director By: Paula Pachon, Management Analyst III ? 7-, Subject: DISCUSSION OF ITEMS FOR THE FOUNDATION'S ANNUAL BOARD MEETING TO BE HELD ON WEDNESDAY, JUNE 10, 2009 RECOMMENDATION This item has been placed on the Community Foundation's February meeting agenda to facilitate discussion amongst the Foundation's Board of Directors. BACKGROUND/ANALYSIS The annual meeting of the Rancho Cucamonga Community Foundation's Board of Directors in held in June each year. In accordance with the Foundation's By-Laws, the Board adopts their annual operating budget for the upcoming fiscal year at their June meeting and generally spends a significant portion of the meeting either having a guest speaker or an in-depth discussion regarding the future direction of the Foundation. It is staff's recommendation that the Board consider utilizing their upcoming annual meeting as an opportunity to start the process of developing a strategic plan for the Community Foundation. Respec Ily sub itted, Kevin MIcArdle Community Services Director I'ICOMMSERI Counral8aoardslCommunityFoundabonlStaff Repods12009WnnualMeehng Stateg¢Plan 2 1109 doc P23