HomeMy WebLinkAbout04.b. Review of Finance Committee and Board of Director responsibilities for review of expenditures Page 1 of 11
Item 4.b.
,orVIOIN SAN
March 23, 2021
TO: FINANCE COMMITTEE
FROM: KEVIN MIZUNO, FINANCE MANAGER
PHILIP LEIBER, DIRECTOR OF FINANCE AND ADMINISTRATION
REVIEWED BY: KENTON L. ALM, DISTRICT COUNSEL
ROGER S. BAILEY, GENERAL MANAGER
SUBJECT: REVIEW OF FINANCE COMMITTEE AND BOARD OF DIRECTOR
RESPONSIBILITIES FOR REVIEW OF EXPENDITURES
This memorandum addresses the issue of Finance Committee/Board responsibility for review of
expenditures, and whether this responsibility is being met through current practice.Also addressed are
certain discrepancies in expenditure reports noted since the go-live of the Oracle Enterprise Resource
Planning (ERP) system earlier in Fiscal Year 2020-21.
Documents Reviewed
Staff reviewed the following sources (see Attachment 1)to outline Finance Committee/Board
responsibilities regarding oversight of expenditures:
Part Page Document Findings Compliance?
1 1 District Code No relevant language noted. N/A
2 2 Board Committee Responsibility to "Review Yes
Charter Expenditures"
3 3 CA Health & Safety Sections 6487, 6794 are most Yes
Code relevant. Payments to be issued
by Treasurer upon written request
by Board President, or as
delegated to district manager.
4 6 BP 037 - GM Board delegates to the General Yes
Delegation of Manager responsibility to execute
Authority I warrants.
Based on review of the above documentation, it would appear that the Finance Committee/Board
responsibilities are being met by current practice. Commentary related to the above documents is
summarized below:
1. The District Code did not provide guidance regarding Board review of expenditures.
No relevant language was noted in this document.
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2. The Finance Committee Charter lists the responsibility to "Review Expenditures."
The scope or procedures related to this review are not further delineated in this document.
Subsequent documents provide some guidance on what may be appropriate for this review.
3. The California Health & Safety (H&S) Code specifies the basis upon which the County Treasurer
disburses funds at the request of the District.
H&S Code Section 6794 provides that the treasurer shall pay out money of the district only upon
written order of the board signed by the president of the board and that the order shall be entered in
the minutes and specify:
* the person to whom the money is to be paid
* the fund from which it is to be paid
* generally the purpose
This information is provided to the Finance Committee in the form of the "Expenditures for Approval"
Summary Sheet, and the "Account Payables Payment Register" (see Part 3 of the attachment to
this document).
The County disburses funds upon the order of the General Manager/Secretary of the District
through checks signed by those individuals (see Part 4 of the attachment to this document). Finance
Committee and Board review follows.
4. The General Manager Delegation of Authority delegates Board responsibility for signing of warrants.
H&S Code section 6487 provides that all "contracts, deed, warrants..." shall be signed by the board
president and secretary and goes on to further provide that the board may by resolution authorize the
district manager or other employee to "sign contracts, warrants ...and similar documents in the name
of the district." The District has adopted such a resolution and further incorporated this delegation
into Board Policy BP 037 - Delegation ofAuthority to General Manager.
Given that H&S Code section 6487 provides for the delegation of signing documents on behalf of the
District, the Board has historically accepted that the General Manager and staff have the authority to
provide the direction to the County Treasurer to issue checks and warrants in the name of the District prior
to the formal approval by the Board of the expenditures. The County Treasurer has accepted this process
and it has been followed for at least 35 to 40 years, as it facilitates the timely processing of expenses and
payment of the obligations.
It can be argued that the language of H&S Code sections 6794 and 6487 are not easily reconciled,
resulting in some ambiguity of whether there is in fact a legal requirement for the obligations/expenditures
report to be delivered to the Board for review and approval. California cities faced a similar issue in regard
to their city councils' role in the approval of regular expenditures. Accordingly, in 1986 a specific provision
was added to the Government Code (Section 37208) eliminating the obligation for city councils to audit or
approve expenditures. This provision also states that the city council's approval of the annual audited
financial statements is a sufficient substitute for approving the obligations regularly. Perhaps unfortunately,
no similar specific provision has been adopted that applies to sanitary districts.
Staff notes that at the recent California Society of Municipal Finance Officers conference, one
presentation noted that the process of approving obligations at public meetings of the governing body is
considered a "high effort, low value" activity from a finance officer perspective.
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At some point, should the Board be interested in pursuing this further, it may be in Central San's interest to
take steps to request some amendments to the law to clarify and address these administrative issues.
Oracle Expenditure Report Discrepancies
Since the transition to Oracle, staff has identified three issues where apparent discrepancies existed
between summary level information (page 1 of the report provided monthly) and detail (subsequent
pages). These three instances are described below, the third of which has been resolved with
configuration modifications in the new system:
1. P-Card Supplemental Detail Does Not Tie with Payment to US Bank for P-Cards
The discrepancy noted between those documents and the "CCCSD P-Card Expense Report—
Summary" and "CCCSD P-Card Expense Report- Board " (for March, a total of$9,613.34) is due to a
timing issue of when individual P-Card holders may submit regarding documentation related to the
expenditures, and does not result in a material breach of responsibilities of the Finance Committee in its
oversight responsibility to "Review Expenditures":
• P-Cards expenditures are a relatively small portion of the overall expenditures;
• Detail of expenditures by card holder;
• Additional detail of expenditures by type is provided, and this report by type is close to, but does not
exactly equal the total paid to US Bank due to timing issues.
The additional detail on those latter documents is informative as to the "and shall state generally the
purpose," but the lack of it for the minor difference of$9,613.34 is not a material shortcoming.
2. Fund Split Summary versus Detail Discrepancies.
Payments to a single vendor that are funded from more than one sub-fund (for example Running Expense
and Sewer Construction)will be listed in the "Account Payables Payment Register" as being disbursed
from only one sub-fund, while the amount will be allocated between the two sub-funds in the "Expenditures
for Approval" Summary Sheet. This is a current Oracle system reporting limitation; staff is continuing to
look forward to corrective workarounds. While staff believes the responsibility of the Finance Committee
to "Review Expenditures" is still met, the second issue of providing information to the County Treasurer
(and then the Finance Committee) related to disbursements of "person to whom the money is to be paid,
the fund from which it is to be paid, and shall state generally the purpose" is somewhat impacted; however,
the total payments by fund on the "Expenditures for Approval" Summary Sheet are accurate. Instances of
this have been limited to certain vendors involved in both capital projects and operations and maintenance
work.
3. Construction Retention Payments
Previously, there was also a known issue with the new Oracle reports where retentions withheld on
payments to construction contractors were not shown as being withheld on the expenditures detail report.
The reasoning for this issue is that the report was designed to show the full expenditure incurred which,
pursuant to accounting principles, includes amounts withheld on retention. At that time, staff could have
provided a simplified Oracle check register that would have reflected payments net of retention; however,
it would lack the additional payment details historically requested by the Finance Committee (i.e., invoice
description, account description, project information, etc.). Since then, staff has worked with the Oracle
system implementers to re-configure and customize the Oracle expenditures to back-out amounts
pertaining to retentions. The full amounts paid are still reflected as expenses in the general ledger per
accounting pronouncements, despite the new Account Payables Payment Register only showing the net
amount actually paid to the vendor. This fix was completed and implemented in January 2021.
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Standard or Duty of Care
Finally, the issue of the Board's standard or duty of care with respect to executing the responsibility of
reviewing expenditures was discussed at the March 4, 2021 Board meeting. District Counsel Kent Alm
said the issue was not one of fiduciary duty because that would relate to a conflict of interest or deceit,
neither of which was the issue. More appropriately, it was an issue of standard or duty of care for Board
Members. I n short, he said it appeared that the duty of care for Board Members was to ask the types of
questions that Finance Committee Members have been asking all along. It was not expected that Board
Members possess the skills of an auditor, nor that they have accounting or business backgrounds. The
duty of care was basically to try to ensure there are competent people carrying out the policies and
procedures of the District in a relatively rigorous manner. The fact that the Committee has been asking
such questions was indicative of meeting the duty of care.
Concluding Remarks
There is no particular set of criteria or standard for a Board-level review and approval of expenditures or
really any other action of the staff. The Board Members' responsibility is to use reasonable diligence to
review and have a basic understanding of that which is put before them and then use their best judgment to
make decisions that are in the interest of the public they serve.
Strategic Plan Tie-In
GOAL THREE: Fiscal Responsibility
Strategy 2—Ensure integrity and transparency in financial management
ATTACHMENTS:
1. Documents Addressing Board Responsibility for Expenditure Review
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Attachment 1
Index:
Part Pae Description
1 1 District Code
2 2 BP 013 Standing Committee Charters / Finance Committee Extract
3 3 California Health & Safety Code Extracts
4 6 BP 037 General Manager Delegation of Authority
Page 0
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Part 1: District Code
No Relevant Language Noted
Page 1
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Part 2:
Board Committee Charters
BP 013 Standing Committee Charters
CHARTER
FINANCE COMMITTEE
Scope
Review and address staff recommendations. May direct the General Manager to
conduct additional research within the Committee's Policy Areas.
The Committee is tasked to:
• Oversee proper use of financial resources
• Ensure regulatory compliance with federal, state and public financing requirements
• Review financial reports for completeness, accuracy and clarity
• Review development, implementation and oversight of investment policies and
practices
• Provide recommendations related to the annual budget, its implementation and future
projections
• Review expenditures
• Ensure adequate public outreach of certain program-related matters within the scope
of the Committee, as referred by the General Manager
• Oversee Risk Management and associated legal matters
https://www.sancentral.org/sites/main/files/file-
attachments/bp 013 standing committee protocols guidelines and charters.pdf?1598033713
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Part 3:
California Health & Safety Code
Section 6487
All contracts, deeds, warrants, releases, receipts, and documents shall be signed
in the name of the district by its president, and countersigned by its secretary,
except that the board may, by resolution, authorize the district manager or other
district employees specified by the board to sign contracts, warrants, releases,
receipts, and similar documents in the name of the district.
Section 6794
The treasurer shall pay out money of the district only upon the written order of
the board, signed by the president and countersigned by the secretary.
The order shall specify the name of the person to whom the money is to be paid,
the fund from which it is to be paid, and shall state generally the purpose for
which the payment is to be made.
The order shall be entered in the minutes of the board.
Director of Finance&Administration Commentary:
At present, the County disburses funds upon the order of the General Manager/ Board Secretary
through checks signed by those individuals. Finance Committee and Board review follows. This is
permitted by Section 6487, which allows delegation for issuance of warrants to the district manager.
Central San's BP 037 creates this delegation.
The detail that we provide to the Finance Committee related to payments on the "Accounts Payables
Payment Register" lists the fund, the recipient, and the purpose, as shown below, therefore meeting the
above requirement.
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Attachment
1 of 59
CENTRAL SAN CCCSD Account Payables Payment Register
Fund Fund 30 FUND
To Oahe 03-28-2021
Payment ALL Date'. 2021-01-281:43',30 PM
Wood
Supplier ALL
PURPOSE
PERSONIPAYEE
Fund: 30
Check Payment SupplierlPayee Paid Invoice Invoice Number Invoice Description Account Org Unit Project
Number Gate Amount Descri ions Ifo Iicable ifapplicable)
100025 0112812021 EYERS,NAVE,RIBACK,SILVE $16.426.35 2020118650 SERVICES FOR NOV Legal Services-Staff None
&WILSON 2020 Llogaticn
Total Counl of l—cd c
Total Pa ment Amount Check For Fund 36 $16 426.35
The total payments issued during the period are summarized on the summary sheet, and this agrees
with the detail on the "Account Payables Payment Register".
Date Prepa�ea
March 4,2021 OW912021
Self-Insurance Fund 3405=
Regular Checks: Fund Amount
Dated tram 01128121 to 02109121
No.Fram 100025 l0 109025 $ 16.426.35
100026 to 100029 5 0.0,779.74
Fun Total S 57,206.09
Running Expense Fund 3406:
Regular Checks:
Gated from 01122121 to 02109121
Na.From 301574 to 301575 $ 331,349.08
301576 to 301576 $ 1,589.51
301577 to 301691 $ 3.385,66011
301692 to 301692 $ 9,49200
301693 to 301694 S 320,22197
301695 to 301777 1
4,575,714 00
nd tel
Fuo5,624,0 .76
Sewer Construction Fund 3407:
ReOukar Check.:
Dated from 01122@1 to 02109121
No.From 200395 m 200395 $ 50,770.25
200396 to
20M6200423 $ 1.392.664.93
200424 10 200450 $ 1,216,758.34
Fund Total 2,660,91,52
Payroll Fund 3408:
Pay Period: 01122/21&02105/21
Manual Checks: to
Regular Cbecks: 60487 to 60619 $ 57,732-37
Direct OePo%1t: $ 3,172,322.91
c' -go—, /2021
Submitted for approvak:
I.—I.—
Approved
u,v.eBoa.Approved by Finance Committee:
In the most recent report dated March 4, 2021, a discrepancy between the amount paid to US Bank
(totaling$156,428.29), and the sub-detail of the p-card purchases by individual (Totaling$146,814.95)
exists,totaling$9,613.34. This is due to untimely submission of detail by the p-card holding
employees. That said,this is not a problem in terms of compliance with Section 6794; which only
requires:
• person to whom the money is to be paid (US Bank)
• the fund from which it is to be paid (Running Expense)
• and shall state generally the purpose (Accrued Liabilities-Procurement Cards-Name of
Employee)
The sub-detail on the reports entitled "CCCSD P-Card Expense Report-Summary"and "CCCSD P-Card
Expense Report-Board "show MORE information about the nature of the p-card payments beyond the
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summary by employee. But the 3 requirements from Section 6794 appear to be met without this
additional detail.
The sub-detail provides the nature of the expense beyond the name of the employee provided in the
"Account Payables Payment Register", and this is intended to provide more information about the
nature of the expense; but this information is only available when the amounts are input, coded and
approved in Oracle, which may be AFTER the payment to US Bank is required to be made. Accordingly,
discrepancies between the amount paid to US Bank and the detail in the CCCSD P-Card Expense Report-
Summary" and "CCCSD P-Card Expense Report—Board" can occur. Staff have encouraged timely
submission of that information, and will continue to do so. Closing this timeliness gap appears to be the
best way to keep the discrepancy to a minimum.
Section 6795: CA Health & Safety Code § 6795 (through 2013 Leg Sess)
The treasurer shall keep the order as his voucher, and shall keep a specific account of
receipts and disbursements for the district. (Enacted by Stats. 1939, Ch. 60.)
Section 6801 : CA Health & Safety Code § 6801 (through 2013 Leg Sess)
As an alternative to the functions of the treasurer, the district board may elect to
disburse funds of the district. Such election shall be made by resolution of the board
and the filing of a certified copy thereof with the treasurer. The treasurer shall thereupon
and thereafter deliver to the district all funds of the district. Such funds shall be
deposited by the board in a bank or banks, or savings and loan association or savings
and loan associations, approved for deposit of public funds and shall be withdrawn only
by written order of the district board, signed by the president and secretary. The order
shall specify the name of the payee, the fund from which it is to be paid and state
generally the purpose for which payment is to be made. Such order shall be entered in
the minutes of the board. The district board shall appoint a treasurer who shall be
responsible for the deposit and withdrawal of funds of the district. The treasurer shall
deposit with the district, prior to October 1 st of each year, a surety bond in the annual
amount fixed by the district board. The deposit and withdrawal of funds of the district
shall thereafter be subject to the provisions of Article 2 (commencing at Section 53630),
Chapter 4, Part 1, Division 2, Title 5, of the Government Code. (Amended by Stats.
1976, Ch. 349.)
Director of Finance&Administration Commentary:
Central San has not yet elected to disburse funds directly in lieu of the County Treasurer
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Part 4. BP 037 General Manager Delegation of Authority
PURPOSE
The proper functioning of the Central Contra Costa Sanitary District ("Central San")
requires that the General Manager and his or her staff have adequate authority to carry
out both the routine and reoccurring functions as well as the emergency functions of
Central San. With the exception of the Board's delegation of authority and limitations on
staff authority through the approval and adoption of the Central San Budget as well as
Board Policy No. BP 036 — Informal Bidding, this policy consolidates and clarifies the
Board's delegation of authority to the General Manager and his or her designee and
helps to ensure the efficient operation of Central San.
POLICY
The General Manager and his or her designee shall have the authority to carry out the
functions of Central San as follows:
1. General Authorization
The General Manager is authorized to execute all deeds, contracts, warrants, releases,
receipts and similar documents for and on behalf of Central San in accordance with
California Health and Safety Code §6487, including all documents prepared and
circulated as part of the public competitive bidding process. Nothing in this Section 1 is
intended to alter or eliminate any other statutory or District Code procedural
requirements which may exist.
Director of Finance&Administration Commentary:
The requests for the County Treasurer to disburse funds has been delegated to the General Manager in
language above. This is permissible under Health &Safety Code Section 6487, and has been
effectuated in the GM Delegation of Authority as noted above.
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