2016/04/13 Successor Agency Oversight Board Agenda Packet Distribution(ec/cc):
Board Members(7); City Manager;
City orney; Board erk7:br
es.,„L,I fi rFinance;Att Board Cilic Binder;
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City of Rohnert Park ♦ 130 Avram Avenue • Rohnert Park, California 94928
PHONE: (707) 588-2227 ♦ FAX: (707) /94-9248 • WEB:www.rpcity.org
OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY
CITY OF ROHNERT PARK
(Successor Agency of the Former Community Development Commission of the
City of Rohnert Park)
REGULAR MEETING AGENDA
Wednesday, April 13, 2016, 2:00 p.m.
MEETING LOCATION: CITY HALL - COUNCIL CHAMBER
130 Avram Avenue, Rohnert Park, California
The Oversight Board welcomes your attendance, interest and participation at its public meetings.
Oversight Board agendas and minutes may be viewed at the City of Rohnert Park website at:
www.rpcity.org.
PUBLIC HEARINGS
The Oversight Board may discuss and/or take action on any or all of the items listed on this agenda. If
you challenge decisions of the Oversight Board or the Successor Agency City of Rohnert Park in court,
you may be limited to raising only those issues you or someone else raised at public hearing(s) described
in this agenda, or in written correspondence delivered to the Successor Agency City of Rohnert Park, at,
or prior to the public hearing(s).
PUBLIC COMMENTS
For public comment on items listed or not listed on the agenda, or on agenda items if unable to speak at
the scheduled time(limited to three minutes per appearance and a 30 minute total time limit,or allocation
of time based on number of speaker cards submitted)
PLEASE FILL OUT A SPEAKER CARD PRIOR TO SPEAKING
*SEE NOTE AT THE END OF THIS AGENDA
Copies of all staff reports and documents subject to disclosure that relate to each item of business referred
to on the agenda are available for public inspection before each regularly scheduled Board meeting at City
Hall, located at 130 Avram Avenue. Any writings or documents subject to disclosure that are provided to
all, or a majority of all, of the members of the Board regarding any item on this agenda after the agenda
has been distributed will also be made available for inspection at City Hall during regular business hours.
ANNOUNCEMENT: Please turn off all pagers, cellular telephones and all other communication devices
upon entering the Rohnert Park Council Chamber. Use of these devices causes electrical interference with
the sound recording and TV broadcast systems.
OAK#4828-9933-4938 v2
Regular Meeting Agenda April 13,2016
Oversight Board for the Successor Agency City of Rohnert Park Page 2 of 3
2:00 PM
1. CALL TO ORDER/ROLL CALL(Cerreta Jolley Masterson_ Pawson
Zane_Thompson_ Mackenzie )
2. PLEDGE OF ALLEGIANCE
3. PUBLIC COMMENTS
Persons wishing to address the Board on any Consent Calendar item or on Successor Agency
City of Rohnert Park business not listed on the Agenda may do so at this time. Each speaker will
be allotted 3 minutes.Those wishing to address the Oversight Board on any report item listed on
the Agenda should submit a "Speaker Card"to the Clerk before announcement of agenda item.
4. APPROVAL OF MINUTES
A. Special meeting of Oversight Board for Successor Agency City of Rohnert Park held on
January 27,2016,at 11:30 AM
1. Board Motion/Discussion/Vote(Cerreta Jolley Masterson Pawson
Zane Thompson Mackenzie )
5. MEETING ITEMS
A. Election of Officers
1. Staff Report
2. Nomination and Election of Officers
3. Resolution for adoption: Resolution No. OSB 2016-02 A Resolution of the
Oversight Board to the Successor Agency City of Rohnert Park Affirming
Selection of Officers
a. Board Motion/ Discussion/Roll Call Vote(Cerreta Jolley
Masterson_Pawson Zane_Thompson Mackenzie_)
B. Consider Amending Bylaws
1. Staff Report
2. Consideration of Resolution:
a. Resolution for adoption: Resolution No. OSB 2016-03 A Resolution of the Oversight
Board for the Successor Agency City of Rohnert Park Adopting Amended and
Restated Bylaws for the Oversight Board for the Successor Agency City of Rohnert
Park
(1) Board Motion/Discussion/Roll Call Vote(Cerreta Jolley
Masterson Pawson Zane__Thompson Mackenzie_)
6. NEW MATTERS FOR FUTURE CONSIDERATION
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Regular Meeting Agenda April 13,2016
Oversight Board for the Successor Agency City of Rohnert Park Page 3 of 3
7. PUBLIC COMMENT ON NON-AGENDA ITEMS
Members of the public may address the Oversight Board on matters that are within the Oversight
Board's jurisdiction and not on today's calendar. Each speaker shall have up to three minutes to
make pertinent public comments unless the Oversight Board adopts a shorter period. It is strongly
recommended that members of the public who wish to address the Oversight Board should till
out a"Speaker Card" provided by the Clerk, and submit the completed card to the Clerk.
8. ADJOURNMENT
DISABLED ACCOMMODATION
If you have a disability which requires an interpreter or other person to assist you while attending this Board
meeting,please contact the Clerk of the Board at(707)588-2205 at least 72 hours prior to the meeting to ensure
arrangements for accommodation by the City. Please notify the Clerk's Office as soon as possible if you have a
visual impairment requiring meeting materials to be produced in another format(Braille,audio-tape,etc.)
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• - BACK TO AGENDA PAGE 2
ITEM 4A
�Oµ.ERT Pq Ak
CALI FORS'Is
MINUTES OF THE SPECIAL MEETING
OVERSIGHT BOARD
TO THE SUCCESSOR AGENCY CITY OF ROHNERT PARK
Wednesday,January 27, 2016
Rohnert Park City Hall, Council Chambers
130 Avram Avenue, Rohnert Park, California
1. CALL TO ORDER
The regular meeting of the Oversight Board to the Successor Agency City of Rohnert Park was
called to order by Vice Chair Mike Thompson at 11:30 a.m. on January 27, 2016, in the Council
Chambers, Rohnert Park City Hall, 130 Avram Avenue, Rohnert Park, California.
Present: Kate Jolley, Board Member Absent: James Cerreta, Board Member
Brian Masterson, Board Member .lake Mackenzie,Chair
Mary Grace Pawson, Board Member
Shirlee Zane, Board Member
Mike Thompson, Vice Chair
Staff present: City Manager Jenkins,Clerk of the Board Tacata. Oversight Board Counsel Strauss
(via telephone), Finance Director Howze, Senior Analyst Bryce Atkins.
Public representatives present: None.
2. PLEDGE OF ALLEGIANCE
Led by Finance Director Betsy Howze.
3. PUBLIC COMMENTS
There were no comments from the public.
4. APPROVAL OF MINUTES
A. Special meeting of Oversight Board for Successor Agency City of Rohnert Park held on
Thursday, September 24, 2015, at 1:00 p.m.
ACTION: Moved/seconded (Pawson/Masterson) to approve minutes of the special meeting of
September 24, 2015. Motion carried by the following 4-0-2-1 vote: AYES: Jolley, Masterson,
Pawson, and Thompson; NOES: None; ABSENT: Cerreta and Mackenzie;ABSTENTIONS:
Zane.
5. MEETING ITEMS
A. Receive Series 2007R Excess Bond Proceeds Expenditure Report
Vice Chair Thompson announced the item. City Manager Jenkins gave the staff report. The
Board acknowledged and received the Series 2007R Excess Bond Proceeds Expenditure
Statement as presented.
Oversight Board— Minutes of Regular Meeting(Page 2 of 2) January 27,2016
Successor Agency City of Rohnert Park
B. Consider Approving the Recognized Obligation Payment Schedule("ROPS") 16-17 of the Successor
Agency City of Rohnert Park for the Period July 1, 2016—June 30,2017
Vice Chair Thompson announced the item. City Manager Jenkins gave the staff report.
ACTION: Moved/seconded (Zane/Pawson)to adopt Resolution No. OSB 2016-01 A Resolution
of the Oversight Board for the Successor Agency City of Rohnert Park Approving the Annual
Recognized Obligation Payment Schedule For July 1, 2016—June 30, 2017, ("ROPS 16-17"),
Pursuant To Section 34177(o) of the California Health And Safety Code. Motion carried by the
following 5-0-2-0 roll call vote: AYES: Jolley, Masterson, Pawson,Zane, and Thompson;
NOES: None; ABSENT: Cerreta and Mackenzie; ABSTENTIONS: None.
6. NEW MATTERS FOR FUTURE CONSIDERATION
A. Scheduling of Regular Meeting of Oversight Board on April 13, 2016.
City Manager Jenkins reminded the board that the upcoming regular meeting will have the
election of officers on the agenda.
7. PUBLIC COMMENT ON NON-AGENDA ITEMS
There were no comments from the public.
S. ADJOURNMENT
ACTION: Vice Chair Thompson adjourned the meeting at 11:54 a.m.
Eydie Tacata, Clerk of the Board Michael Thompson, Vice Chair
Successor Agency City of Rohnert Park Oversight Board for the Successor Agency of
Rohnert Park
BACK TO AGENDA PAGE 2
Mission Statement ITEM NO. SA
"We Care for Our Residents by Working Together to Build a
Better Community for Today and Tomorrow."
CITY OF ROHNERT PARK
OVERSIGHT BOARD AGENDA
Meeting Date: April 13, 2016
Submitted By: Darrin Jenkins,City Manager
Prepared By: Ellen Beardsley, Administrative Assistant
Agenda Title: Election of Officers
RECOMMENDED ACTIONS:
(1) Elect one member of the Oversight Board of the Successor Agency City of Rohnert Park
("Board") to serve as Chair for a one-year term effective the next regularly scheduled or special
meeting;
(2) Elect one member to serve as Vice Chair of the Board for a one-year term; and
(3) Consider and adopt attached Resolution affirming the selection of Board officers.
BACKGROUND:
On April 11, 2012,the Board elected Shirlee Zane as Chair and Jake Mackenzie as Vice Chair of the
Board. On June 22, 2012,the Board approved Resolution No. OSB 2012-07:Adopting Bylaws for
the Oversight Board for the Successor Agency City of Rohnert Park and Naming Officers.
Article II, Section 5 of the Bylaws of the Oversight Board state:
"The Chair and Vice Chair shall he elected from among the members of the Board at the first
regular meeting of the Board. Thereafter. the Chair and Vice Chair shall be elected from
among the members of the Board at each annual meeting. Each officer shall hold office until
the next annual meeting of the Board following his/her election and until his/her successor is
elected and in office. Any such officer shall not be prohibited from succeeding himself or
hersellf but no person shall be elected as an officer for more than two consecutive terms."
At its annual meeting in April 2013.the Board elected Shirlee Zane as Chair and Jake Mackenzie as
Vice Chair to serve their second consecutive term.
On April 9, 2014, the Board elected Marilyn Ponton as Chair and Michael Thompson as Vice Chair
to serve their first term,and on April 8, 2015, both were elected to serve their second terms.
Due to the resignation of Chair Ponton, a special meeting was held on September 24, 2015, and Jake
Mackenzie was elected as Chair of the Oversight Board by a majority vote.
Today's meeting is designated as the regular annual meeting of the Board at which election of
officers is to take place.
DISCUSSION:
A majority of the total membership of the Board (four members)constitutes a quorum for the
transaction of business. Four affirmative votes are required to approve any action taken by the Board.
It is recommended that the Chair open and close nominations to the Board for the election of Chair.
Votes will be cast for the nominee(s) by roll call vote. The nominee receiving at least four
ITEM NO, 5A
affirmative votes will be elected as Chair. The same process would be facilitated by the Chair for the
election of a Vice Chair.
Per the Bylaws, Vice-Chair Thompson is not eligible to be elected as an officer because he has
served two consecutive terms. All other Board Members are eligible to be elected to the office of
Chair and Vice-Chair including current Chair Mackenzie.
City Manager Approval Date: 3/29/2016
Board Attorney Approval Date:3/29/2016
Attachments: Resolution No.OSB 2016-02
RESOLUTION NO. OSB 2016-02
A RESOLUTION OF THE OVERSIGHT BOARD FOR THE
SUCCESSOR AGENCY CITY OF ROHNERT PARK
AFFIRMING SELECTION OF OFFICERS
WHEREAS, the Oversight Board for the Successor Agency City of Rohnert Park (the
"Board") organized itself pursuant to Chapter 4 (commencing with Section 34179) of Part 1.85 of
Division 24 of the Health and Safety Code;
WHEREAS, at the Board's initial meeting on April 11, 2012, the Board members were
sworn in as public officials, and by a majority vote of the Board, Shirlee Zane was elected Chair and
Jake Mackenzie elected Vice Chair of the Board;
WHEREAS, on June 22, 2012, the Board adopted Bylaws for the Oversight Board for the
Successor Agency City of Rohnert Park which established that at each annual meeting the Chair and
Vice Chair shall be elected from among the members of the Board;
WHEREAS, an annual meeting of the Board was held on April 10, 2013, and Shirlee Zane
was elected Chair and Jake Mackenzie was elected Vice Chair by a majority vote of the Board to
serve their second term;
WHEREAS, an annual meeting of the Board was held on April 9, 2014; Marilyn Ponton and
Michael Thompson were elected as Chair and Vice Chair, respectively, by a majority vote of the
Board;
WHEREAS, an annual meeting of the Oversight Board was held on April 8, 2015, Marilyn
Ponton and Michael Thompson were elected as Chair and Vice Chair, respectively, by a majority
vote of the Board to serve their second term;
WHEREAS, on September 24, 2015, due to the resignation of Chair Marilyn Ponton, a
special meeting of the Board was held, and Jake Mackenzie was elected as Chair by a majority vote
of the Board; and
WHEREAS, an annual meeting of the Oversight Board was held on April 13, 2016, and the
Chair and Vice Chair of the Oversight Board were elected.
NOW, THEREFORE, THE OVERSIGHT BOARD FOR THE SUCCESSOR
AGENCY CITY OF ROHNERT PARK DOES HEREBY RESOLVE AS FOLLOWS:
Section 1. The officers of the Board, elected in accordance with the Bylaws, are as follows:
Chair:
Vice Chair:
Section 2. This Resolution shall be effective the next regularly scheduled or special
meeting.
DULY AND REGULARLY ADOPTED this 131h day of April, 2016.
ATTEST: OVERSIGHT BOARD FOR THE SUCCESSOR
AGENCY CITY OF ROHNERT PARK
Eydie Tacata, Clerk of the Board Jake Mackenzie, Chair
Cerreta: Jolley: Masterson: Pawson: Zane: Thompson: Mackenzie:
AYES: ( ) NOES: ( ) ABSENT: ( ) ABSTAIN: ( )
BACK TO AGENDA PAGE 2
„„„NR•i PAR* ITEM NO. 5B
=7,4160,4,11
• Mission Statement
=+ "We Care for Our Residents by Working Together to Build a
Better Community for Today and Tomorrow."
CITY OF ROHNERT PARK
OVERSIGHT BOARD AGENDA
Meeting Date: April 13, 2016
Submitted By: Darrin Jenkins,City Manager
Prepared By: Ellen Beardsley,Administrative Assistant
Agenda Title: Consideration of Amending Bylaws
RECOMMENDED ACTION:
Consider approving Resolution No. OSB 2016-03 Adopting Amended and Restated Bylaws for
the Oversight Board for the Successor Agency City of Rohnert Park.
BACKGROUND:
The Bylaws for the Oversight Board were established via Resolution No. OSB 2012-07 at the
Board's meeting of June 22, 2012. The Bylaws provide the general operating framework of the
Oversight Board, including, but not limited to, descriptions of the Board members' roles and
responsibilities; rules for the conduct of meetings and the designation of officers;time, frequency
and location of meetings; and other organizational matters.
Staff is recommending that three(3)changes be made to the current Bylaws.
1. The first recommended amendment is to the language in ARTICLE I, Section 3.b. Duration:
The Board shall be and remain established
1l d.bt +th l r(`.....mission has hoer, r aid r (2l July 1 20 1�
t h' h t the Board shall be dissolved and r placed by gle o rsight
hoard For au o ithin the County oc-Sonoma in accordance
with the provisions of State law.
2. A second proposed amendment would permit Board members to serve more than two
consecutive years as officers giving the Board flexibility to elect any Board member as Chair and
Vice Chair regardless of the number of years they have served as officers. Staff recommends
amending ARTICLE 11—OFFICERS, Section 5. Election as follows:
The Chair and Vice Chair shall be elected from among the members of the
Board at the first regular meeting of the Board. Thereafter, the Chair and Vice
Chair shall be elected from among the members of the Board at each annual
meeting. Each officer shall hold office until the next annual meeting of the
Board following his/her election and until his/her successor is elected and in
office. Any such officer shall not be prohibited from succeeding himself or
herself,
consecutive te..m
ITEM NO. 5B
3. The final staff recommendation is to change ARTICLE Ill — MEETINGS, Section 1.Regular
Meetings. This proposed amendment would reduce the meeting frequency from the current two
meetings per year in April and October to just one annual meeting in January. The proposed
January meeting would coincide with the deadlines imposed by the Department of Finance for
the submission of the Annual ROPS. In addition, the election of officers would also take place at
this meeting. If the Board approves this change, a slight edit would also be required to Section 2.
Additional Meetings.
Section 1. Regular Meetings Regularshall be held on the se na
An annual regular meeting shall be held on
the second Wednesday in January of each year at the hour of 2:00 p.m., at
Council Chambers, Rohnert Park City Hall, Rohnert Park, California, provided,
however, that should said date be a legal holiday, then any such annual meeting
shall be held on the next business day thereafter ensuing which is not a legal
holiday. At the € st annual meeting of each year, the Chair and Vice Chair
shall be elected. Notices of regular meetings shall be provided in accordance
with Section 6 below.
Section 2. Additional Meetings In addition to the regulates annual
regular meeting required by Section 1 above, the Board shall at each such
fegulaf annual meeting schedule additional meetings as needed to fulfill the
obligations and responsibilities of the Oversight Board. Such additional
meetings shall be held at the Council Chambers, Rohnert Park City Hall,
Rohnert Park, California. Notices of such additional meetings shall be provided
in accordance with Section 6 below.
FISCAL IMPACT/FUNDING SOURCE:
There are no budgetary impacts associated with the amendment of the Bylaws.
City Manager Approval Date: 3/25/2016
Board Attorney Approval Date: 3/29/2016
Attachments: Resolution No. OSB 2016-03 with "Exhibit A" (Draft Amended and Restated
Bylaws)
RESOLUTION NO. OSB 2016-03
A RESOLUTION OF THE OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY CITY
OF ROHNERT PARK ADOPTING AMENDED AND RESTATED BYLAWS
FOR THE OVERSIGHT BOARD FOR THE
SUCCESSOR AGENCY CITY OF ROHNERT PARK
WHEREAS, the Oversight Board for the Successor Agency City of Rohnert Park organized itself
pursuant to Chapter 4 (commencing with Section 34179) of Part 1.85 of Division 24 of the Health and
Safety Code (the"Board");
WHEREAS,the Board established bylaws for the conduct of its business by adoption of Resolution
No. OSB 2012-07 on June 22, 2012 ("Bylaws"); and
WHEREAS,the Board desires to amend the following sections of the Bylaws:
1. ARTICLE ] -THE OVERSIGHT BOARD, Section 3.b. Duration
2. ARTICLE II -OFFICERS, Section 5. Election
3. ARTICLE 111 - MEETINGS, Section 1. Regular Meetings and Section 2. Additional
Meetings.
NOW,THEREFORE,THE OVERSIGHT BOARD FOR THE SUCCESSOR AGENCY CITY
OF ROHNERT PARK DOES HEREBY RESOLVE that the"Amended and Restated Bylaws of the
Oversight Board for the Successor Agency City of Rohnert Park," in substantially similar form to the
draft Amended Bylaws attached hereto as"Exhibit A", and incorporated herein by reference, are
hereby adopted.
DULY AND REGULARLY ADOPTED this 13th day of April. 2016.
OVERSIGHT BOARD FOR THE SUCCESSOR
AGENCY CITY OF ROHNERT PARK
Jake Mackenzie, Chair
ATTEST:
Eydie Tacata, Clerk of the Board
Ccrreta: Jolle}: Masterson: Pam,son: Zane: "Thompson: Mackenzie:
AYES:( ) NOES:( ) ABSENT: ( ) ABSTAIN: ( )
EXHIBIT"A"TO RESOLUTION NO. OSB 2016-03
AMENDED AND RESTATED BYLAWS
OVERSIGHT BOARD
FOR THE
SUCCESSOR AGENCY CITY OF ROHNERT PARK
(Successor Agency of the Former Community Development
Commission of the City of Rohnert Park)
ARTICLE I- THE OVERSIGHT BOARD
Section 1. Name of Oversight Board
The name of the Oversight Board shall be the "Oversight Board for the Successor
Agency City of Rohnert Park"(hereinafter referred to as the"Board").
Section 2. Purpose
The Board shall perform the duties described in Chapter 4 (commencing with Section
34179)of Part 1.85 of Division 24 of the Health and Safety Code in connection with the winding
down of the affairs of the former Community Development Commission of the City of Rohnert
Park (hereinafter the "Commission") by the City of Rohnert Park in its capacity as the successor
agency of the former Commission (hereinafter the"Successor Agency").
a. Duties and Responsibilities
The duties and responsibilities of the Board are to direct the Successor Agency to
do all of the following:
(1) Dispose of all assets and properties of the former Commission that were
funded by tax increment revenues expeditiously and in a manner aimed at
maximizing value; provided, however, that the Board may instead direct
the Successor Agency to transfer ownership of those assets that were
constructed and used for a governmental purpose to the appropriate public
jurisdiction pursuant to any existing agreements relating to the
construction or use of such an asset, with any compensation for the asset
governed by the agreements relating to the construction or use of that
asset;
(2) Cease performance in connection with and terminate all existing
agreements that do not qualify as enforceable obligations, as that term is
defined in subdivision (d)of Section 34171 of the Health and Safety Code;
(3) Transfer housing responsibilities and all rights, powers, duties and
obligations related thereto to the entity designated by the City of Rohnert
Park pursuant to Section 34176 of the Health and Safety Code:
EXHII3I I "A"TO RI SOLUTION NO.OSI3 2016-03
(4) Terminate any agreement between the former Commission and any public
entity located in the County of Sonoma that obligates the former
Commission to provide funding for any debt service obligations of the
public entity or for the construction or operation of facilities owned or
operated by such public entity, in any instance where the Board finds that
early termination would be in the best interests of the taxing entities; and
(5) Determine whether any contracts, agreements or other arrangements
between the former Commission and any private parties should be
terminated or renegotiated to reduce liabilities and increase net revenues to
the taxing entities, and present proposed termination or amendment
agreements to the Board for consideration and approval; the Board may
approve any amendments to or early termination of such agreements
where it finds that amendments or early termination would be in the best
interests of the taxing entities.
b. Approvals Required
The following actions of the Successor Agency shall first be approved by the
Board:
(1) The establishment of new repayment terms for outstanding loans where
the terms have not been specified prior to February 1, 2012;
(2) Refunding of outstanding bonds or other debt of the former Commission
by the Successor Agency in order to provide for savings or to finance debt
service spikes; provided, however, that no additional debt is created and
debt service is not accelerated;
(3) Setting aside of amounts in reserves as required by indentures, trust
indentures, or similar documents governing the issuance of outstanding
bonds of the former Commission;
(4) Merging of project areas of the former Commission;
(5) Continuing the acceptance of federal or state grants, or other forms of
financial assistance from either public or private sources, where assistance
is conditioned upon the provision of matching funds by the Successor
Agency, as successor to the former Commission, in an amount greater
than five percent (5%);
(6) Agreements between the City of Rohnert Park and other taxing entities
permitting the City of Rohnert Park to retain properties of the former
Commission in exchange for compensation as determined by subdivision
(I) of Section 34180 of the Health and Safety Code;
F.XIIIRIT \" 10 RIS011 TIO\X0.OSB2016.03
(7) Establishment of the recognized obligation payment schedule pursuant to
Section 34177 of the Health and Safety Code;
(8) A request by the Successor Agency to enter into an agreement with the
City of Rohnert Park; and
(9) A request by the Successor Agency or a taxing entity to pledge, or to enter
into an agreement for the pledge of, property tax revenues pursuant to
subdivision (b) of Section 34178 of the Health and Safety Code.
c. Review by State Department of Finance
The State Department of Finance (hereinafter "DOF") may review any action of
the Board. The Board shall designate an official to be the point of contact between the Board
and DOF, and shall provide his/her telephone and email contact information to DOF. Actions
taken by the Board shall not be effective for three (3) business days, pending a request for review
by DOF. In the event that DOF requests review of an action taken by the Board, DOF shall have
ten (10) days from the date of its request to approve the action or return it to the Board for
reconsideration, with suggested modifications. In the event that DOF returns the action to the
Board for reconsideration, the Board shall consider the modified action, and resubmit the
modified action to DOE for approval; the modified action shall not become effective until
approved by DOF.
Section 3. Membership/Du ra lion
a. Total Membership/Appointment
The total membership of the Board shall be seven (7), selected as follows:
(1) One member shall be appointed by the Board of Supervisors of the County
of Sonoma;
(2) One member shall be appointed by the Mayor of the City of Rohnert Park;
(3) One member shall be appointed by the largest, by property tax share,
special district(as defined in Revenue and Taxation Code Section 95) with
territory in the territorial jurisdiction of the former Commission;
(4) One member, to represent schools, shall be appointed by the elected
County of Sonoma Superintendent of Education or. if the County
Superintendent is appointed, then this member shall be appointed by the
County of Sonoma Board of Education:
EXHIBIT"A"TO RESOLUTION NO.OW 2016.03
(5) One member shall be appointed by the Chancellor of the California
Community Colleges to represent community college districts in the
County of Sonoma;
(6) One member shall be a member of the public appointed by the Board of
Supervisors of the County of Sonoma;and
(7) One member, to represent the employees of the former Commission, shall
be appointed by the Mayor of the City of Rohnert Park from the
recognized employee organization representing the largest number of
former Commission employees employed by the Successor Agency at the
time of appointment.
The Governor may appoint individuals to fill any member position identified
herein that has not been filled by May 15, 2012. Following its initial formation, the Board shall
report the names of its officers and other members to DOF.
The members shall serve without compensation and without reimbursement for
expenses. Each member shall serve at the pleasure of the entity that appointed such member.
b. Duration
The Board shall be and remain established in accordance with the provisions of
State law.
Section 4. Local Entity
Pursuant to subdivision (e) of Section 34179 of the Health and Safety Code, the Board
shall be deemed to be a local entity for purposes of the Ralph M. Brown Act, the California
Public Records Act, and the Political Reform Act of 1974.
Section 5. Personal Immunity
Board members shall have personal immunity from suit for their actions taken within the
scope of their responsibilities as members of the Board.
Section 6. Fiduciary Responsibilities
Board members shall have fiduciary responsibilities to holders of enforceable obligations,
as that term is defined in subdivision (d) of Section 34171 of the I lealth and Safety Code, and the
taxing entities that benefit from distributions of property tax and other revenues pursuant to
Section 34188 of the Health and Safety Code.
FXHI811"A"TO RIiSOLI;l ION NO OSB 2O16-113
Section 7. Resi<2nation
Any Board member may resign at any time by giving written notice to the Chair, who
shall forward such notice to the Successor Agency and to DOF. Any such resignation will take
effect upon receipt or upon any date specified therein. The acceptance of such resignation shall
not be necessary to make it effective.
Section 8. Filling of Vacancies
In the event of a vacancy on the Board, the appointing entity for the vacant seat shall
select a member to fill such vacancy as soon as reasonably practicable, provided, however, that
the Governor may appoint individuals to fill any member position that remains vacant for more
than sixty(60) days.
Section 9. Staff
The Board may direct the staff of the Successor Agency to perform work in furtherance
of the duties and responsibilities of the Board including,without limitation, designating a clerk to
perform clerical duties in support of the Board ("Clerk"). Such duties shall include preparing
agendas and minutes and keeping a record of the meetings of the Board in a journal of
proceedings, posting notices of meetings, attesting to documents, and such other duties as
directed by the Board. The Successor Agency shall pay for all of the costs of the meetings of the
Board and may include those costs in the administrative budget of the Successor Agency.
ARTICLE II-OFFICERS
Section 1. Officers
The officers of the Board shall consist of a Chair and a Vice Chair, who shall be elected
in the manner set forth in this Article II.
Section 2. Chair
The Chair shall preside at all meetings of the Board, and shall submit such agenda,
recommendations and information at such meetings as are reasonable and proper for the conduct
of the business affairs and policies of the Board. The Chair shall sign all documents necessary to
carry out the business of the Board except as such authority may be delegated to the Vice Chair
pursuant to Section 3.
Section 3. Vice Chair
The Vice Chair shall perform the duties of the Chair in the absence or incapacity of the
Chair. The Vice Chair may, with the Chair's concurrence, sign documents on the Chair's behalf
if time is of the essence. or as a matter of convenience. In the event of the death, resignation or
removal of the Chair. the Vice Chair shall assume the Chair's duties until such time as the Board
shall elect a new Chair.
EXIIIBIT-A"TO RESOLUTION NO.OSB 20I6-03
Section 4. Additional Duties
The officers of the Board shall perform such other duties and functions as may from time
to time be required by the Board, these Bylaws, or other rules and regulations, or which duties
and functions are incidental to the office held by such officers.
Section 5. Election
The Chair and Vice Chair shall be elected from among the members of the Board at the
first regular meeting of the Board. Thereafter, the Chair and Vice Chair shall be elected from
among the members of the Board at each annual meeting. Each officer shall hold office until the
next annual meeting of the Board following his/her election and until his/her successor is elected
and in office. Any such officer shall not be prohibited from succeeding himself or herself.
Section 7. Vacancies
Should the office of the Chair or Vice Chair become vacant, the Board shall elect a
successor from among the Board members at the next regular or special meeting, and such office
shall be held for the unexpired term of said office.
ARTICLE III- MEETINGS
Section 1. Regular Meetings
An annual regular meetings shall be held on the second Wednesday in January of each
year at the hour of 2:00 p.m., at Council Chambers, Rohnert Park City Hall, Rohnert Park.
California, provided, however, that should said date be a legal holiday, then any such annual
meeting shall be held on the next business day thereafter ensuing which is not a legal holiday.
At the annual meeting of each year, the Chair and Vice Chair shall be elected. Notices of regular
meetings shall be provided in accordance with Section 6 below.
Section 2. Additional Meetings
In addition to the annual meetings required by Section 1 above, the Board shall at each
such regular meeting schedule additional meetings as needed to fulfill the obligations and
responsibilities of the Oversight Board. Such additional meetings shall be held at the Council
Chambers, Rohnert Park City Hall, Rohnert Park, California. Notices of such additional meetings
shall be provided in accordance with Section 6 below.
Section 3. Special Meetings
Special meetings may be held upon call of the Chair or Vice Chair, or by an affirmative
vote by a majority of the members of the Board present at a regular or special meeting of the
Board at which a quorum is present, for the purpose of transacting any business designated in the
call, after notification of all members of the Board by written notice personally delivered or by
ENO]BIT"A"TO RESOLUTION NO.OSB 2016-03
mail at least twenty-four (24) hours before the time specified notice for a special meeting. At
such special meeting, no business other than that designated in the call shall be considered.
Section 4. Adjourned Meetings
Any meeting of the Board may be adjourned to an adjourned meeting without the need
for notice requirements of a special meeting, provided the adjournment indicates the date, time
and place of the adjourned meeting. Board members absent from the meeting at which the
adjournment decision is made shall be notified by the Clerk of the adjourned meeting.
Section 5. All Meetings to be Open and Public
All meetings of the Board shall be open and public to the extent required by law,
provided however that the Board may from time to time convene in closed session as permitted
pursuant to the Ralph M. Brown Act.
Section 6. Posting Agendas/Notices
The Clerk of the Board, or his/her authorized representative, shall post an agenda for each
regular Board meeting or a notice for each special Board meeting containing a brief description
of each item of business to be transacted or discussed at the meeting together with the time and
location of the meeting. Agendas/notices shall be posted at Rohnert Park City Hall, 130 Avram
Avenue, Rohnert Park, California (a location readily accessible to the public) at least seventy-
two (72) hours in advance of each regular meeting and at least twenty-four(24) hours in advance
of each special meeting.
All notices required by law for proposed actions by the Board shall also be posted on the
Successor Agency's internet web site or the Board's internet web site, if one exists.
Section 7. Right of Public to Appear and Speak
At every regular meeting, members of the public shall have an opportunity to address the
Board on matters within the Board subject matter jurisdiction. Public input and comment on
matters on the agenda, as well as public input and comment on matters not otherwise on the
agenda, shall be made during the time set aside for public comment; provided, however, that the
Board may direct that public input and comment on matters on the agenda be heard when the
matter regularly comes up on the agenda.
The Chair may limit the total amount of time allocated for public discussion on particular
issues and/or the time allocated for each individual speaker.
Section S. Non-Agenda Items
Matters brought before the Board at a regular meeting which were not placed on the
agenda of the meeting shall not be acted upon by the Board at that meeting unless action on such
matters is permissible pursuant to the Ralph M. Brown Act (Gov. Code §54950 et seq.). Those
I\IIIRI"I"A"TO RESOLUTION.\O OSB 21116.03
non-agenda items brought before the Board which the Board determines will require Board
consideration and action and where Board action at that meeting is not so authorized shall be
placed on the agenda for the next regular meeting.
Section 9. Quorum
The powers of the Board shall be vested in the members thereof in office from time to
time. A majority of the total membership of the Board shall constitute a quorum for the purpose
of conducting the business of the Board, exercising its powers and for all other purposes, but less
than that number may adjourn the meeting from time to time until a quorum is obtained. An
affirmative vote by a majority of the total membership of the Board shall be required for
approval of any questions brought before the Board.
Section 10. Order of Business
All business and matters before the Board shall be transacted in conformance with
Rosenberg's Rules of Order, Revised.
Section 11. Minutes
Minutes of the meetings of the Board shall be prepared in writing by the Clerk of the
Board. Copies of the minutes of each Board meeting shall be made available to each member of
the Board and the Successor Agency. Approved minutes shall be filed in the official book of
minutes of the Board.
ARTICLE IV- REPRESENTATION BEFORE PUBLIC BODIES
Any official representations on behalf of the Board before the Successor Agency, the
Sonoma County Auditor-Controller, the State Controller, DOF, or any other public body shall be
made by the Chair or the Chair's designee.
ARTICLE V- AMENDMENTS
These Bylaws may be amended upon an affirmative vote by a majority of the total
membership of the Board, but no such amendment shall be adopted unless at least seven (7) days
written notice thereof has previously been given to all members of the Board. Notice of the
amendment shall identify the section or sections of these Bylaws proposed to be amended. The
Successor Agency shall be notified of any amendments to these Bylaws.
rx►uerr r .ro RESOLUTION N0 OSB 2016-03