Board Packet

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Board Packet NOTICE OF MEETING The 22nd District Agricultural Association Board of Directors meeting Tuesday, January 12, 2021 1:30pm Mission Tower via ZOOM Del Mar Fairgrounds 2260 Jimmy Durante Boulevard Del Mar, California As permitted by Executive Order N-25-20 (issued by Governor Newsom on March 12, 2020), the Del Mar Fairgrounds (DMF) will conduct the January 12, 2021 Board Meeting via ZOOM teleconference. If you wish to attend and participate in the meeting via teleconference, accommodations will be made. Please check the DMF website later this week for updated information and instructions on how to participate in the meeting via ZOOM/teleconference. 22ND DAA BOARD OF DIRECTORS Richard Valdez, President Sam Nejabat, Director Lisa Barkett, Vice-President G. Joyce Rowland, Director Michael Gelfand, Director Frederick Schenk, Director Kathlyn Mead, Director Pierre Sleiman, Director Don Mosier, Director Secretary-Treasurer 22nd DAA Counsel Carlene Moore Josh Caplan Interim Chief Executive Officer/General Manager Office of the California Attorney General 22nd District Agricultural Association Mission Statement To manage and promote a world-class, multi-use, public assembly facility with an emphasis on agriculture, education, entertainment and recreation in a fiscally sound and environmentally conscientious manner for the benefit of all. Persons wishing to attend the meeting and who may require special accommodations pursuant to the provisions of the Americans with Disabilities Act are requested to contact the office of the General Manager, (858) 755-1161, at least five working days prior to the meeting to insure proper arrangements can be made. Items listed on this Agenda may be considered in any order, at the discretion of the chairperson. This Agenda, and all notices required by the California Bagley-Keene Open Meeting Act, are available on the internet at: www.delmarfairgrounds.com BOARD OF DIRECTORS MEETING January 12, 2021 1:30 p.m. AGENDA 1. CALL TO ORDER – PRESIDENT RICHARD VALDEZ 2. ROLL CALL 3. NOMINATING COMMITTEE – Frederick Schenk, Chair A. Election of Officers (Informational/Action) PAGE 4. CONSENT CALENDAR A. Minutes, Regular Meeting, December 8, 2020 4-6 B. 22nd District Agricultural Association (DAA) Contracts Approval (nothing for approval) ---- 5. MANAGEMENT REPORT The Board may take approval action on the Manager’s Report: A. CEO’s Report (Informational/Action) – verbal report ---- B. Employee Recognition (Informational) 7 C. Events Report (Informational) 8-9 D. Don Diego Scholarship Foundation Report (Informational) 10 6. COMMITTEE REPORTS The Board may take approval action on Committee Reports and New Committee Assignments: A. Horsepark Committee – Sam Nejabat & Michael Gelfand, Co-Chairs 1. Committee Report (Informational/Action) – verbal report ---- B. Strategic Planning Committee – Pierre Sleiman, Chair 1. Committee Report (Informational/Action) ---- C. Fair Operations Committee – Frederick Schenk, Chair 1. Committee Report (Informational/Action) 11-12 D. DMTC Liaison Committee – Richard Valdez, Chair 1. Committee Report (Informational) – verbal report ---- E. Contracts Oversight Committee – Richard Valdez, Chair 1. Committee Report (Informational/Action) ---- F. Food & Beverage Committee – Kathlyn Mead, Chair 1. Premier P&L Statement – November 2020 (Informational/Action) 13 G. Community Relations Committee – Don Mosier, Chair 1. Committee Report (Informational/Action) – verbal report ---- 22nd DAA Board of Directors Meeting Agenda January 12, 2021 H. Sustainability Committee – Don Mosier, Chair 1. Alternative Energy Provider Request for Proposal (RFP) (Informational/Action) 14 I. Finance Committee – Richard Valdez, Chair 1. Financial Report (Informational/Action) 15-18 2. 2021 Budget (Informational/Action) – will be presented at meeting ---- J. Legal Committee – Richard Valdez, Chair 1. Committee Report (Informational/Action) ---- 7. PUBLIC COMMENT Speakers are requested to sign in prior to the start of the meeting and are limited to three minutes. Speaker’s time may be modified based on the number of public speakers. No speaker may cede their time to another speaker. Public comments on agenda items will be accepted during the meeting as items are addressed. Public comment on issues NOT on the current Agenda is allowed. However, no debate by the Board shall be permitted on such public comments and no action will be taken on such public comment items at this time, as law requires formal public notice prior to any action on a docket item. 8. CLOSED EXECUTIVE SESSIONS (NOT OPEN TO THE PUBLIC) Pursuant to the authority of Government Code section 11126(a), (b), and (e), the Board of Directors will meet in closed executive sessions. The purpose of these executive sessions is: A. To confer with and receive advice from legal counsel regarding potential litigation involving the 22nd DAA. Based on existing facts and circumstances, there is significant exposure to litigation against the 22nd DAA. B. To confer with counsel, discuss, and consider the following pending litigation to which the 22nd DAA is a party. Cabezuela, et al., v. 22nd District Agricultural Association, San Diego County Superior Court, Case No. 37-2020-0022179. To conC. To confer with counsel, discuss, and consider the following pending litigation to which the 22nd DAA is a party. Jerry Hollendorfer, et al., v. Del Mar Thoroughbred Club, et al., San Diego County Superior Court, Case No. 37-2019-00036284. D. To confer with counsel, discuss, and consider the following pending litigation to which the 22nd DAA is a party. Bell v. 22nd District Agricultural Association, San Diego County Superior Court, Case No. 2019-00055846. E. Personnel: The Board will meet in closed session to consider those items permitted under Government Code section 11126(a) related to the General Manager/CEO 9. RECONVENE TO OPEN SESSION A. Report on actions, if any, taken by the Board in closed executive session. 10. DIRECTORS REQUEST & CLOSING COMMENTS A. Board Communication/Correspondence (Informational/Action) B. Discussion on setting a Special Meeting in February to award the Midway Operator Contract (Information/Action) – verbal discussion 11. FOR YOUR INFORMATION A. Correspondence 19-49 12. ADJOURNMENT 22nd DAA Board of Directors Meeting Agenda January 12, 2021 22nd DISTRICT AGRICULTURAL ASSOCIATION Board of Directors Meeting Del Mar Fairgrounds 2260 Jimmy Durante Boulevard Del Mar, Ca 92014 December 8, 2020 MINUTES The 22nd District Agricultural Association (DAA), Board of Directors met via ZOOM in the Mission Tower Building at the Del Mar Fairgrounds on December 8, 2020 at 1:30 p.m. OFFICERS PRESENT: Richard Valdez, President Lisa Barkett, Vice President (via ZOOM) Carlene Moore, Interim Chief Executive Officer, Secretary-Treasurer DIRECTORS PRESENT VIA ZOOM Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Joyce Rowland, Frederick Schenk and Pierre Sleiman DIRECTORS/OFFICERS ABSENT OTHERS PRESENT Josh Caplan, Deputy Attorney General (via ZOOM) Katie Mueller, Business Services Officer – 22nd DAA Melinda Carmichael, Business Development Officer – 22nd DAA Donna O’Leary, Executive Assistant - 22nd DAA CALL TO ORDER President Richard Valdez called the meeting to order at 1:30 p.m. with a quorum present. ROLL CALL All Directors were present. CLOSED EXECUTIVE SESSION The Board adjourned to Executive Session at 1:35 p.m. RECONVENE TO OPEN SESSION The Board reconvened to Open Session at 3:06 p.m. President Valdez said the Board conferred with and received advice from counsel on the items listed on the closed-session portion of the agenda and have nothing to report. CONSENT CALENDAR Director Michael Gelfand moved to approve items A & B on the consent calendar. A. Minutes, Regular Meeting, November 10, 2020 B. 22nd District Agricultural Association (DAA) Contracts Approval Before the vote President Richard Valdez requested that the following corrections be made to the minutes regarding the Crossroads of the West Gun Show last sentence: that it be changed to read “There was discussion about the Crossroads of the West Gun Show scheduled for December 12-13, 2020, under the settlement agreement and COVID-19 restrictions.” Director Kathlyn Mead seconded the motion. President Richard Valdez, Directors Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Joyce Rowland, Frederick Schenk were in favor and the motion carried. Vice- President Lisa Barkett had to leave the meeting after Executive Session. Page 4 22nd DAA Board Meeting Minutes December 8, 2020 Page 2 MANAGEMENT REPORT CEO’s Report Interim CEO Carlene Moore reported that staff continues to gather information and meet with committees on long range planning issues. She and Dustin Fuller, Supervising Environmental Planner, and the Land Use Committee recently met with the Coastal Commission staff and with interested parties regarding long-term uses of the facilities as part of the overall recovery plan which includes looking at opportunities that help to diversify from being so dependent of a mass-gatherings business model. The Strategic Planning Committee present at an upcoming Board meeting next-steps to reengage the process with the Board and public. Events Report Business Development Officer Melinda Carmichael reviewed the events in detail for December and January as listed on pages 8-9 of the board packet. Don Diego Scholarship Foundation (DDSF) Report Executive Director Chana Mannen was unable to attend the meeting. COMMITTEE REPORTS FAIR OPERATIONS COMMITTEE – Frederick Schenk, Chair Committee Report Director Frederick
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