HomeMy Public PortalAbout20150506 - Minutes - Board of Directors (BOD)
Board Meeting 15-11
*Approved by the Board of Directors on June 24, 2015
SPECIAL MEETING
BOARD OF DIRECTORS
MIDPENINSULA REGIONAL OPEN SPACE DISTRICT
Administrative Office
330 Distel Circle
Los Altos, CA 94022
May 6, 2015
APPROVED MINUTES*
SPECIAL MEETING – STUDY SESSION
CALL TO ORDER
President Siemens called the Special Meeting of the Midpeninsula Regional Open Space District
Board of Directors to order at 5:36 p.m.
ROLL CALL
Members Present: Jed Cyr, Nonette Hanko, Cecily Harris, Larry Hassett, Yoriko Kishimoto,
Curt Riffle, and Pete Siemens
Members Absent: None
Staff Present: General Manager Steve Abbors, General Counsel Sheryl Schaffner,
Assistant General Manager Kevin Woodhouse, Controller Mike Foster
Interim District Clerk Kim Marie Smith
INFORMATIONAL PRESENTATION
1. Informational Presentation on General Obligation Bonds (R-15-78)
General Manager Steve Abbors stated that this meeting was for the Board to receive a high-level
informational presentation that explains the financing process, including the relevant
responsibilities and obligations of the District and of each individual Board member, to further
prepare the Board for its responsibilities under Measure AA. Mr. Abbors introduced Chris
Lynch wi th Jones Hall and Sohail Bengali with BPF Capital, LLC.
Mr. Lynch and Mr. Sohail presented the Board with a PowerPoint presentation highlighting the
available financing tools, bond issuance process, and initial and continuing disclosure. The Bond
consultants provided detailed description about the two broad categories of items how bonds
work and the Securities and Exchange Commission. The District has three financial tools
Meeting 15-11 Page 2
available to use: Promissory Notes, Lease Revenue Bonds and the General Obligation Bonds.
Finally, they discussed the annual debt service profile.
Controller, Mike Foster, informed the Board that the Preliminary Official Statement, as well as
other financing documents, will be brought to the Board on May 13, 2015 for review and
approval. Bonds are expected to go to sale at the end of July with proceeds delivered in mid-
August.
Director Harris asked if the sales of the Bonds are expected for sale in July when will the
property taxes likely show.
Mr. Sohail reported that it will appear late November with a line item showing Midpeninsula
Regional Open Space District.
Director Harris inquired if according to Rule 15c2-12, would the disclosure documents be posted
on the District’s website.
Mr. Lynch responded that the District’s website does not meet the requirements of Rule 15c2-12.
There is a separate website called EMMA, or Electronic Municipal Market Access, hosted by the
Municipal Securities Rulemaking Board where the documents would be posted.
Mr. Lynch summarized that under federal and state securities laws, the District, including the
issuing staff and Board of Directors, are ultimately legally responsible for the accuracy of
statements of facts provided in these documents, and if the disclosure provided contains material
misstatements or omissions, members of the staff and the Board of Directors can face civil or
even criminal penalties, depending on the nature of the omissions and the underlying
circumstances.
Mr. Lynch also mentioned that the Board should take the opportunity to go to the Municipal
Securities Rulemaking Board website as it is a useful resource page to help the Board learn the
terminology.
Director Cyr questioned if the District would have the sufficient staff to work on the bonds in a
timely manner.
General Manager Abbors reported the District does have adequate staff, and he is working with a
Budget and Finance team comprised of the two Assistant General Managers and staff from the
finance team. Mr. Abbors also indicated the District will be hiring a Chief Financial Officer.
Mr. Foster informed the Board to please ask him any questions they may have in regards to the
bonds.
Director Hassett inquired as to the type of training or background required for members of the
Bond Oversight Committee.
General Manager Abbors stated that the Oversight Committee will be tasked with ensuring the
District is spending the money on the projects included in Measure AA’s Expenditure Plan.
Meeting 15-11 Page 3
ADJOURNMENT
President Siemens adjourned the study session at 6:50 p.m.
CLOSED SESSION
CALL TO ORDER
President Siemens called the closed session of the Midpeninsula Regional Open Space District
Board of Directors to order at 7:00 p.m.
ROLL CALL
Members Present: Jed Cyr, Nonette Hanko, Cecily Harris, Larry Hassett, Yoriko Kishimoto,
and Pete Siemens
Members Absent: Curt Riffle
1. CONFERENCE WITH LABOR NEGOTIATORS (Government Code Section
54957.6)
Agency Designated Representatives: Steve Abbors, General Manager, Kevin
Woodhouse, Assistant General Manager, Sheryl Schaffner, General Counsel, Jack
Hughes, Liebert Cassidy Whitmore
Employee Organization: Field Employee Association
2. CONFERENCE WITH LEGAL COUNSEL (Government Code Section 54956.9)
Pending Litigation – One matter: Mahronich v. Presentation Center, et al.
ADJOURNMENT
President Siemens adjourned the meeting of the Board of Directors of the Midpeninsula
Regional Open Space District at 8:45 p.m.
________________________________
Maria Soria
Deputy District Clerk