Board Packet
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NOTICE OF MEETING The 22nd District Agricultural Association Board of Directors meeting Tuesday, November 10, 2020 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 November 10, 2020 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 November 10, 2020 1:30 p.m. AGENDA 1. CALL TO ORDER – PRESIDENT RICHARD VALDEZ 2. ROLL CALL PAGE 3. CONSENT CALENDAR 4-8 The items on the Consent Calendar will be enacted in accordance with recommended action under one motion unless trailed from the Consent Calendar by the Board. Any member wishing to trail an item from the Consent Calendar should notify the General Manager prior to the meeting. Trailed items will be considered after the motion to approve the Consent Calendar. A. Minutes, Regular Meeting, October 20, 2020 5-8 4. MANAGEMENT REPORT 9-13 The Board may take approval action on the Manager’s Report: A. CEO’s Report (Informational/Action) --- B. Employee Recognition (Informational) 10 C. Scream Zone Final Wrap-up (Informational) --- D. Events Report (Informational) 11-12 E. Don Diego Scholarship Foundation Report (Informational) 13 5. COMMITTEE REPORTS 14-37 The Board may take approval action on Committee Reports and New Committee Assignments: A. DMTC Liaison Committee – Richard Valdez, Chair 14 1. DMTC Race Meet Report (Informational/Action) 15-37 B. Contracts Oversite Committee – Richard Valdez, Chair 26 1. Consideration and vote on whether to approve the Grant for General Support Memorandum of Understanding between the 22nd District Agricultural Association and the California Department of Food & Agriculture. (Action item) C. Food & Beverage Committee – Kathlyn Mead, Chair 27 1. Premier P&L Statement – September 2020 (Informational/Action) 28 D. Community Relations Committee – Don Mosier, Chair 29 1. Committee Report (Informational/Action) E. Horsepark/Horse Show Committee – Sam Nejabat & Michael Gelfand, Co-Chairs 30 1. Del Mar National Horse Show Update (Informational/Action) 31 F. Finance Committee – Richard Valdez, Chair 32 22nd DAA Board of Directors Meeting Agenda November 10, 2020 1. Financial Report (Informational/Action) 33-36 G. Legal Committee – Richard Valdez, Chair 37 1. Committee Report (Informational/Action) 6. 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. 7. 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 C.con 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 8. RECONVENE TO OPEN SESSION A. Report on actions, if any, taken by the Board in closed executive session. 9. DIRECTORS REQUEST & CLOSING COMMENTS ---- A. Board Communication/Correspondence (Informational/Action) 10. FOR YOUR INFORMATION 38 A. Correspondence 39-48 11. ADJOURNMENT 22nd DAA Board of Directors Meeting Agenda November 10, 2020 3. CONSENT CALENDAR The items on the Consent Calendar will be enacted in accordance with recommended action under one motion unless trailed from the Consent Calendar by the Board. Any member wishing to trail an item from the Consent Calendar should notify the Interim Chief Executive Officer prior to the meeting. Trailed items will be considered after the motion to approve the Consent Calendar. A. Minutes, Regular Meeting – October 20, 2020 Staff requests approval of the minutes. Page 4 22nd DISTRICT AGRICULTURAL ASSOCIATION Board of Directors Meeting Del Mar Fairgrounds 2260 Jimmy Durante Boulevard Del Mar, Ca 92014 October 20, 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 October 20, 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 None 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. President Valdez announced that due to the number of people signed up for public comment and the full agenda, public comment will be limited to two minutes. President Valdez reported that the Board voted unanimously to approve the separation agreement between Tim Fennell and the 22nd DAA during the Executive Session at the September Board meeting. Mr. Fennell’s official retirement date is November 2. The Board thanked Mr. Fennell for his 27-plus years of service and dedication to the Fairgrounds and wished him the very best going forward. CONSENT CALENDAR Vice President Lisa Barkett moved to approve items A and B on the consent calendar. A. Minutes, Regular Meeting, September 15,2020 B. 22nd District Agricultural Association (DAA) Contracts Approval Director Kathlyn Mead seconded the motion. President Richard Valdez, Vice-President Lisa Barkett, Directors Michael Gelfand, Kathlyn Mead, Don Mosier, Sam Nejabat, Joyce Rowland, Frederick Schenk and Pierre Sleiman were in favor and the motion carried. MANAGEMENT REPORT Employee Recognition Interim CEO Carlene Moore recognized and thanked Ray Renteria Jr., for his 20 years of outstanding service to the District. Page 5 22nd DAA Board Meeting Minutes October 20, 2020 Page 2 Scream Zone Business Services Officer Katie Mueller reported that Scream Zone started on October 1 and will continue through October 31. Ms. Mueller reviewed the operation plan for Scream Zone and said that it has been sold out every night it’s been open including Opening Night. Events Report Melinda Carmichael reviewed the events in detail for October and November as listed on pages 18-19 of the board packet. Don Diego Scholarship Foundation (DDSF) Report Executive Director Chana Mannen said there is still time to create a new endowed scholarship. Don Diego will match a $10,000 donation two for one which will create a $30,000 endowed scholarship. Other Interim CEO