Thousand Oaks Education Facilities Endowment Fund TOPASS Foundation – A Non Profit Corporation – City of Thousand Oaks – Conejo Valley Unified School District

Special Meeting of Thousand Oaks Plan to Assist School Sites (TOPASS) Thursday May 8, 2014 Board Room, City Hall Minutes

I. Call to Order at 1:11 p.m. by Dr. Jeff Baarstad

II. Present: Mayor Pro Tem Al Adam, Councilmember Claudia Bill-de la Peña, CVUSD Board Member Mike Dunn, CVUSD Board Member Timothy G. Stephens

Staff: Finance Director John Adams, CVUSD Superintendent Dr. Jeff Baarstad, Deputy City Clerk Antoinette Mann, Administrative Secretary Julie Prince

Superintendent Dr. Jeff Baarstad will serve as Chair of the Board until a permanent chair is elected.

Deputy City Clerk Antoinette Mann swore in Officers of the TOPASS Board Adam, Bill-de la Peña, Dunn and Stephens.

Pledge of Allegiance.

The Chair announced a quorum was present.

III. Public Comments: None

IV. History of TOPASS: Presented by John Adams accompanied with attachments #1 and #2 in the packet provided to attendees. In 1984 the City of Thousand Oaks and the Conejo Valley Unified School District entered into an agreement for pass through of funds from the Redevelopment Agency. This agreement included the formation of a Foundation, TOPASS, and was granted $500,000 in pass through funding as well as a $500,000 interest-free loan from the City’s General Fund. He noted the last activity was in 1998- 1999. $500,000 was expended by the School District and the “loan” ($500,000) was invested earning interest. The Endowment reached $1,000,000+ in December 2013. This prompted the reconvening of the Foundation Board to determine how to use the $500,000 in earned interest. There were several questions about the status of pass through funding and successor agencies to the Redevelopment Agency as well as whether the Foundation is restricted to using only $500,000. It was noted that a $500,000 promissory note is due the City in 2044 (the original loan from the General Fund). Staff will research whether the original loan amount is restricted.

Minutes of TOPASS Foundation Meeting May 8, 2014 Page 2

V. Appointment of Public Member: John Adams outlined the process of candidate solicitation. Notice was advertised in several venues and opened February 7, 2014 and closed on February 27, 2014. There were three applicants Jim Bruno, Stephen Gross and Nick Iqbal Quidawai, two of whom were in attendance. Staff recommended applicants have an opportunity to make a brief statement. The Board can ask questions, there can be discussion and then a vote. The two attendees spoke and were asked questions.

Board Member Timothy Stephens moved Jim Bruno’s nomination as the Public Member. Board Member Al Adam seconded. Motion carried 4-0 by the following vote: Ayes – Adam, Bill-de la Peña, Dunn and Stephens. For Noes: None.

Board Member Claudia Bill-de la Peña moved appointment of Nick Iqbal Quidwai as an alternate public member. There was discussion as to whether this was permitted by the By-Laws and that will be researched. Board Member Tim Stephen seconded . Motion carried 4-0 by the following vote: Ayes – Adam, Bill-de la Peña, Dunn and Stephens. For Noes: None.

Deputy City Clerk Mann administered the oath of office to public members Bruno and Quidwai.

VI. Selection of Officers:

Board Member Al Adam moved to nominate Claudia Bill-de la Peña as President and Mike Dunn as Vice President. Board Member Tim Stephens seconded. Motion carried 5-0 by the following vote: Ayes – Adam, Bill-de la Peña, Dunn, Stephens, and Bruno. For Noes: None.

Board Member Claudia Bill-de la Peña assumed the role of President/Chair at this point in the meeting and asked for nominations for Secretary.

Board Member Al Adam moved to nominate Jim Bruno as Secretary. Board Member Mike Dunn seconded. Motion carried 5-0 by the following vote: Ayes – Adam, Bill-de la Peña, Dunn, Stephens, and Bruno. For Noes: None.

Board Member Al Adam moved John Adams as the Chief Financial Officer. Board Member Tim Stephens seconded. Motion carried 5-0 by the following vote: Ayes – Adam, Bill-de la Peña, Dunn, Stephens and Bruno. For Noes: None.

Minutes of TOPASS Foundation Meeting May 8, 2014 Page 3

VII. Use of Endowment Funds: Superintendent Baarstad noted that the School District staff has a primary and a secondary recommendation. The primary recommendation is to utilize the funds to relocate the existing Conejo Valley High School at Kelley Road so that property could be sold as commercial real estate. He noted that the use of that land is a joint vision of both the School District and the City of Thousand Oaks. The School District is actively looking for an office facility to relocate the school. The other alternative is to build on existing school property at Janss Road. It is possible that the sale of the Kelley Road site and other properties would be sufficient to assist in this relocation. Therefore, the School Districts secondary recommendation would be to allocate $250,000 each to the Newbury Park Performing Arts Center and the Thousand Oaks Performing Arts Center for extensive modernization.

The above recommendations will be set out in a written report for TOPASS to consider at future meetings, as well as a possible recommendation to have funds spread over the district.

VIII. Next Meeting Date: A tentative date of June 4th at 1:00 PM at the same location was set.

IX. Adjournment: 2:22 PM

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