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HomeMy WebLinkAboutFinance MINUTES 05-25-21 Page 2 of 16 F CENTRAL SAN CONTRACENTRAL •STA SANITARY DISTRICT 5019 IMHOFF REGULAR MEETING OF THE BOARD OF DIRECTORS: TAD J PILECKI CENTRAL CONTRA COSTA President SANITARY DISTRICT DAVID R. WILLIAMS President Pro Tens FINANCE COMMITTEE BARBARA D.HocKETT MARIAHN LAURITZEN MICHAEL R.MCGILL MINUTES PHONE: (925)228-9500 Tuesday, May 25, 2021 FAX: (925)372-0192 2:00 p.m. www.centralsan.org (All attendees participated via videoconference) Committee: Chair Tad Pilecki Member Mike McGill Guests: Mitch Barker, PARS (left after Item 5.a.) Andrew Brown, HighMark Capital (left after Item 5.a.) Dave Fama, Jones Hall Eric Heidel, PFM Sarah Hollenbeck, PFM (joined during Item 4.d., left after Item 5.a.) Nicholas Jones, PFM (joined during Item 4.d., left after Item 5.a. Angela Tang, PARS (left after Item 5.a.) James Wawrzyniak, Jones Hall Staff. Roger S. Bailey, General Manager Kenton L. Alm, District Counsel (left after Item 5.b.) Katie Young, Secretary of the District Philip Leiber, Director of Finance and Administration Steve McDonald, Director of Operations Jean-Marc Petit, Director of Engineering and Technical Services Danea Gemmell, Planning and Development Services Division Manager Edgar Lopez, Capital Projects Division Manager (left during Item 4.d.) Stephanie King, Purchasing and Materials Manager Kevin Mizuno, Finance Manager Shari Deutsch, Risk Management Administrator Laci Kolc, Rish Management Specialist (joined during Item 5.a., left during Item 5.b.) Russ Leavit, Engineering Assistant III Amelia Berumen, Provisional Assistant to the Secretary of the District June 3, 2021 Regular Board Meeting Agenda Packet- Page 623 of 646 Page 3 of 16 Finance Committee Minutes May 25, 2021 Page 2 1. Notice This meeting was held in accordance with the Brown Act as in effect under the State Emergency Services Act, the Governor's Emergency Declaration related to COVID-19, and the Governor's Executive Order N-29-20 issued on March 17, 2020 that allowed attendance by Board Members, District staff, and the public to participate and conduct the meeting by teleconference, videoconference, or both. The agenda included instructions for options in which the public could participate in the meeting. 2. Call Meeting to Order Chair Pilecki called the meeting to order at 2:00 p.m. 3. Public Comments No public comments. Mr. Bailey requested that Items 4.d., 5.a., and 5.b. be heard as the first items of business. Chair Pilecki concurred. 4. Items for Committee Recommendation to the Board Item 4.a. and the balance of the agenda was heard after the conclusion of Item 5.b. a.* Review and recommend approval of expenditures incurred April 15, 2021 through May 13, 2021 Chair Pilecki provided a list of expenditure questions and staff responded with the attached memorandum in advance of the meeting. He stated he appreciated the information ahead of time and had no further questions. Staff responded to several questions posed by Member McGill at the meeting. Carahsoft Technology Corporation (Check 302379): Staff stated the expense was an annual fee for 38 separate DocuSign software licenses. An increase of licenses occurred during the pandemic to continue business operations with signatory approvals. Mr. Leiber stated that internal discussion has begun to evaluate the number of required licenses and other potential cost- effective program options. He shared that with the implementation of the Oracle system this year, invoice approvals are now generated via Oracle rather than DocuSign; however, the latter is used for a variety of other signatory needs. In the interim, staff will evaluate user need and may decrease the number of licenses for optimization. June 3, 2021 Regular Board Meeting Agenda Packet- Page 624 of 646 Page 4 of 16 Finance Committee Minutes May 25, 2021 Page 3 Gilmour& Company (pages 12 and 13 of the expenditures listing): Member McGill noted the number of line items and asked why multiple entries are made versus a consolidated payment. Gilmour& Company is the supplier of the lime chemical, which is heavily used at the plant, and is seemingly invoiced per delivery. Staff noted that it is routine to have multiple invoices from the vendor and is nothing of concern or backlog. Other similar multi-line vendor entries were also discussed. Hanson Bridqett (pages 13 and 14): Staff provided a prompt and acceptable answer of two-line entries. Chair Pilecki requested an update on the overall FY 2020-21 Hanson Bridgett budget and expenditures to-date at the next meeting. PacWest Security Services (Invoice 105714): Ms. Deutsch answered Member McGill's question regarding the payment by stating the fee is a monthly charge of vehicle and software usage and not a one-day's rate. Member McGill asked staff to note this as a description entry issue for the expenditure report that needs to be improved for clarity of the expenses. Due to time constraints, staff was asked to provide an update at the next meeting of the following questions by Member McGill: • Check 302415, Mc Campbell Analytical, Inc. — Similar to previous inquiries of multiple line entries, this payment includes minimal invoice amounts. What is this for and is there a manner to consolidate? o Mr. Mizuno acknowledged Member McGill's inquiry and stated he is researching a manner to consolidate payments to Staples for office supplies, which also invoices per order. • Questions posed on p-card transactions were ceased pending independent review of p-card expense detail information provided in Attachment 3. It was asked how this information could be more user- friendly. COMMITTEE ACTION: Recommended Board approval and requested additional information as noted above. b. Receive Quarterly Financial Review for Quarter Ended March 31, 2021 Mr. Mizuno reviewed the information provided in the agenda materials. During review of slide 4 that discussed vacancy rates, Mr. Mizuno noted a slight reduction from the previous quarter and explained that it was due to vacancies starting to be filled that had been on hold during the onset of the pandemic. He further explained the graph reflects a point-in-time rate and is not reflective of the fiscal year in a weighted average format. There was discussion on the value of this particular graph and whether there is a more June 3, 2021 Regular Board Meeting Agenda Packet- Page 625 of 646 Page 5 of 16 Finance Committee Minutes May 25, 2021 Page 4 meaningful way to present the information staff is attempting to portray. Mr. Leiber stated staff will find a way to better present the information. Mr. Mizuno stated that although revenues were over the year-to-date budget through March 2021, the FY 2021-22 budget projected that FY 2020-21 revenues would fall just shy of the budget, largely due to the O&M portion of the City of Concord reimbursement falling shy of the budget. It was emphasized the relatively minor, unfavorable revenue variance is expected to be entirely offset by the favorable budget variance expected for expenditures in FY 2020-21 and that this scenario had been taken into consideration in reserve assumptions for the FY 2021-22 budget. COMMITTEE ACTION: Recommended Board receipt. C. Review draft Position Paper to consider revising the interest rate charged in certain Sewer Development and Connection Fee Financing Programs Ms. Gemmell provided a brief overview, noting that earlier this year, the Board approved the Septic-to-Sewer pilot program with a 2.74% interest rate and updated the District Code in March, which included an establishment of non-residential financial agreements and will utilize the lower interest rate. This item was to provide an opportunity to discuss and consider whether any finance rate adjustments are necessary associated with existing Contractual Assessment Districts (CADs), Alhambra Valley Assessment Districts (A VAD), or septic-conversion connection promissory notes. Mr. Leavitt offered there are 129 participants in the various programs. During the discussion of potential alternatives, staff noted it did not intend to adjust rates each year, which is labor intensive and would likely not provide a beneficial outcome to either party. The Committee concurred to maintain the financing terms for the existing agreements without any rate adjustments. COMMITTEE ACTION: Directed staff to maintain the financing terms for the existing sewer development agreements, no action required. d. Continue Discussion of 2021 Debt Issuance Structuring Matters, Review of Transaction Documents and Review Draft Position Paper to Recommend Approval of the Bond Related Documents Due to time sensitivity and the nature of this topic, it was heard out of order as the first item of business. Mr. Leiber provided an in-depth review of the materials provided in the agenda materials. The Preliminary Official Statement (POS) is of time June 3, 2021 Regular Board Meeting Agenda Packet- Page 626 of 646 Page 6 of 16 Finance Committee Minutes May 25, 2021 Page 5 significance and importance (Attachment 6). Staff and advisors will finalize the amount and maturity schedule on the various bond items closer to issuance. In response to Chair Pilecki's question of Board approval timing, Mr. Leiber stated there would be a two-part decision: 1) whether to issue the debt, and 2) what to do with the proceeds (i.e., paydown UAAL' by paying either CCCERA2 in full, or partially by maintaining some funds in the Pension Prefunding Trust, or some other beneficial use). By June 3 the decision needs to be finalized on whether to proceed with the debt issuance. The use of proceeds topic can be determined by the end of June. Mr. Leiber noted that interest rates have held steady (about 1%) and staff is keeping a close watch on the impact of inflation as it is important to consider. Although advisors opine inflation is more of a concern now than six months prior, it is likely not to be a persistent, long-term matter that will have an ongoing impact on investment returns. Ms. Hollenbeck stated her firm has watched inflation very closely. She concurred that although inflation is on the rise, it should be a short-term phenomenon. With respect to its impact on investment returns, it would not be a surprise over the next five years to receive a 5% return rather than the 7% return targeted by CCCERA. There was an extensive discussion of this entire matter, including bond debt issuance and the various options to best allocate funds when received, the potential advantages of some options, full versus incremental payments, concerns of superfunding, benefits to depositing funds to the Pension Prefunding Trust, and document edits. Mr. Leiber stated the Committee did not need to make a recommendation regarding fund allocation today as there is some time to make that determination. Rather, the essential recommendation sought is whether to approve the bond issuance and finalize the POS. He also emphasized that even if the UAAL was paid in full, it would not mean that discussion of URAL would cease, as it may come back again but at a lesser level if actuarial assumptions change or investment returns fall short of expectations in any given year. Mr. Bailey offered that it would be best to have agreement regarding the bond offering and maintain flexibility for the allocations. The Committee concurred to proceed with the bond issuance. UAAL = Unfunded actuarial accrued liability 2 CCCERA = Contra Cosa County Employees' Retirement Association June 3, 2021 Regular Board Meeting Agenda Packet- Page 627 of 646 Page 7 of 16 Finance Committee Minutes May 25, 2021 Page 6 Further detailed discussion followed with input from Mr. Fama on the nature of the documents, the content within, and that the standard format that is being used. In response to Chair Pilecki's question pertaining to the separate resolutions that require Central San Board and Facilities Financing Authority (FFA) approvals, Mr. Fama stated that the matters can be separated for action and the content of each Position Paper is an internal decision. He noted that the resolutions from both Central San and the FFA would need to be signed and duly authorized. Chair Pilecki requested for clarity of action, one Position Paper be used as backup for another and requested staff separate the resolutions for appropriate action. Mr. Alm concurred that the Board would adjourn the regular meeting and reconvene as the FFA to take separate action, and that one Position Paper could have the content with a simpler paper for the FFA portion to reference the prior, or vice versa. Chair Pilecki reviewed items within the POS for staff and advisors to clarify or correct prior to issuance. Mr. Leiber stated the changes will be incorporated for the Board agenda packet. As a Committee Member, Member McGill requested confirmation and clarification on how much can he rely on staff and hired experts to have reviewed the documents to ensure their accuracy. Mr. Fama noted that the financing team had conducted a thorough review, and the Board Members should provide an overall review regarding significant matters of omissions of the material inaccuracies that would affect an investor decision. There is no need for the Committee to independently verify the details. Mr. Alm concurred with Mr. Fama, and briefly reiterated his direction earlier this year that the Committee and the Board are not expected to have the financial background or expertise to evaluate and can generally rely upon staff and consultants that are providing the information for consideration. Mr. Fama stated the Board would be presented with an updated form of each document for the June 3 agenda packet. It was noted that some blank areas will remain, especially in the bond offering documents, which are subject to pricing and is standard protocol. He stated terminology will be added to each resolution to give authority to the General Manager and/or staff to finalize. The Committee restated their concurrence with the procedure and all matters presented. COMMITTEE ACTION: Recommended Board and Facilities Financing Authority approvals of the debt issuance as proposed. June 3, 2021 Regular Board Meeting Agenda Packet- Page 628 of 646 Page 8 of 16 Finance Committee Minutes May 25, 2021 Page 7 5. Other Items a. Review Highmark Other Post-Employment Benefits (OPEB) and Pension Prefunding Sub-Trust Reports for the First Quarter of calendar year 2021 Mr. Barker and Ms. Tang from PARS and Mr. Brown of HighMark Capital presented the information included with the agenda materials. Overall, the economic outlook looks favorable. Mr. Brown noted that economic recovery this year will be strong and that the wide discussion of inflation has investor attention. Such discussion led to a sell-off in the bond market, however, April and May saw a rally in the market. He expects to see bond prices come down at some point. Mr. Brown also noted that the District's decision to launch the pension trust plan in April 2009 was great timing. Moreover, he stated that the District's portfolio returns at 30.13% is the best 12-month return he has seen and was pleased with the benchmark returns as well (slide 10). The Committee expressed their appreciation to the advisors for the report information and their attention to detail. COMMITTEE ACTION: Received the information. b.* Receive update of recent insurance market conditions and provide direction regarding alternative risk financing options Ms. Deutsch stated that the District's current policy term expires July 1; general liability premium rates are significantly higher than anticipated. Moreover, the current insurer providing the first $5 million coverage, Argonaut, will not renew the policy as it is withdrawing coverage from California. Further, a temporary extension is not an alternative. She continued that staff was expecting some increases, but that the insurance market was looking to be even more unfavorable than anticipated. She provided the attached comparison chart to discuss the rate increase, staff concerns, and alternatives; adding that other agencies are facing similar challenges. Alliant, Central San's insurance broker, reported that Safety National offered a rate which was a 61% increase over the current policy based on $5 million over a $500,000 SIR (self-insured retention) policy. For emphasis, staff anticipated a 30% increase. The other figures, shown as blanks on the handout, were not available at this time. However, not only is the increase of concern but is compounded with a caveat that Safety National may remove coverage for inverse condemnation and earth movement and may require an June 3, 2021 Regular Board Meeting Agenda Packet- Page 629 of 646 Page 9 of 16 Finance Committee Minutes May 25, 2021 Page 8 increase to a $1 million SIR. She emphasized the importance for the District to have inverse condemnation coverage and preference to maintain a lower SIR. Mr. Alm agreed with Ms. Deutsch's statement and stated inverse condemnation coverage is important and a necessity for public agencies. Historically, the District would have selected a firm based on those that would provide such coverage. He added that a relatively low self-retention level is also very important, especially for common claims received. For example, inverse coverage provides payment of attorney's fees; thus, should the District lose a case, the cost of attorney's fees alone could exceed the $500,000 SIR. Mr. Alm emphasized the difference between a $500,000 and a $1 million SIR is not a matter that should be be ignored. A lengthy discussion ensued about the option to join a general liability pool, such as California Sanitation Risk Management Authority (CSRMA). Initial information shows CSRMA would provide coverage at a $500,000 SIR and provided an initial quote of$418,000 for$10 million above SIR. Staff requested other quotes from CSRMA broken out in $5 million increments. Ms. Deutsch discussed the pros and cons of joining a liability pool, which were not necessarily negative, simply different than the current claim handling protocol, in addition to requiring a three-year commitment. It was noted that time is of the essence to provide direction as the current policy expires in July; however, additional information will not be available until after the second June Board meeting. Ms. Deutsch shared that although staff is not suggesting one way or another, given the differences, Central San needs to carefully consider both options. Therefore, staff was seeking Committee direction on the preferred course for staff to pursue. Mr. Leiber stated that the current self-insurance budget does not reflect the substantial increase that is now being seen; therefore, a budget revision may need to be done in July to include this increase for insurance coverage among other matters. Member McGill asked for Mr. Alms'opinion regarding satisfaction of participants in the insurance pools. Mr. Alm stated that, generally speaking, all members he is aware of that are in the pool have been pleased with the service. His initial response is that should the District get a good set of policies from non-CSRMA independent insurance companies and that if those are not too expensive, he would suggest going that route this year and discuss moving to a pool later. However, the District may find it has no other option than to pursue CSRMA. The District needs to have insurance and the inclusion of quite important. June 3, 2021 Regular Board Meeting Agenda Packet- Page 630 of 646 Page 10 of 16 Finance Committee Minutes May 25, 2021 Page 9 Mr. Bailey summarized the three problems: 1) increase in premium costs, 2) potential loss of inverse condemnation coverage, and 3) increase in retention limits. He is requesting the Committee and Board provide him the flexibility to proceed with seeking the best carrier coverage that includes the necessary and preferred provisions and compare to CSRMA to the extent they are comparable. Assuming the two blanks on the handout for the second and third insurance layers also increase, the rates would be compared to those requested from CSRMA. However, if coverage can be obtained independently at the same SIR threshold and include inverse condemnation, he opined pursuing that arrangement would be preferred. In parallel, staff would continue evaluating other alternatives for future coverage. Chair Pilecki stated his uneasiness to make a quick decision that may have long-term repercussions. With that said, as long as staff can maintain the $500,000 SIR and inverse condemnation coverage for this coming year, he opined to stay the current course, even if it may be more expensive, and provide staff time to continue its research about participating in the pool. He was uncomfortable committing to a three-year term without further information. Member McGill concurred. COMMITTEE ACTION: Received the update and provided direction to staff. C. Review Risk Management Loss Control Report as of May 6, 2021 COMMITTEE ACTION: Received the report. 6. Announcements None. 7. Suggestions for Future Agenda Items a. Receive list of upcoming agenda items and provide suggestions for any other future agenda items As touched upon in Item 4.a., the following updates were requested: • A follow-up at the next meeting on questions associated with certain expenditures summarized above. • For a future meeting, review a potential solution to simplify the number of expenditure entries made to the same vendor. COMMITTEE ACTION: Received the list and provided input to staff. June 3, 2021 Regular Board Meeting Agenda Packet- Page 631 of 646 Page 11 of 16 Finance Committee Minutes May 25, 2021 Page 10 8. Future Scheduled Meetings Tuesday, lune Q 2021 at 2:00 p.m. Cancelled Tuesday, June 22, 2021 at 2:00 p.m. Tuesday, July 14, 2021 at 10:00 a.m. 9. Adjournment— at 4:57 p.m. * Attachment June 3, 2021 Regular Board Meeting Agenda Packet- Page 632 of 646 Page 12 of 16 Item 4.a. (Handout) ,01N` CENTRAL SAN May 25, 2021 TO: FINANCE COMMITTEE FROM: KEVIN MIZUNO, FINANCE MANAGER PHILIP LEIBER, DIRECTOR OF FINANCE & ADMINISTRATION SUBJECT: RESPONSES TO QUESTIONS ASKED REGARDING SPECIFIC EXPENDITURES FOR MAY 25, 2021 FINANCE COMMITTEE MEETING In advance of the May 25, 2021 , Committee Members inquired about various expenditures. Questions and responses are provided on the attached page, in advance of the meeting in order to provide ample time for discussion of other substantive agenda items. Strategic Plan Tie-In GOAL THREE: Be a Fiscally Sound and Effective Water Sector Utility Strategy 2 - Manage costs June 3, 2021 Regular Board Meeting Agenda Packet- Page 633 of 646 Board # Packet Page# Chk# Check Payee/ Specific Question, District Response Member Amt/Charge Description if applicable Questions I Pilecki 1 9 302380 $784.81 CCCERA Penalty Per T. O'Malley: Retirement With the go live of the Payroll module,the Contribution report was not allocating retirement Reporting- contributions correctly for each employee and What is penalty needed Emtec support to redo the report for? before sending the final allocations to CCCERA. With that delay,we were subject to a penalty for reporting late. This issue has since been rectified. 2 12 302402 Gilmour& ' Gilmour&Co -is Per A. Weer: Co. this the lime Gilmour Lime did not go out of business. It was supplier that is their subcontractor tasked with going out of hauling/delivering lime to our treatment plant business? If so, that went out of business. A new who is new subcontractor was hired by Gilmour and is now supplier? Are delivering our lime. Gilmour is still the general; we going to quality of product remains good with have quality numerous sources producing our lime. issues?We had significant quality issues with other suppliers in the past. 3 20 302443 $4,309 Tina Bauer- Reimburse SSC- Per Payment Authorization: Ochoa Please provide APN 166-291-013-0 this parcel previously had a background house and an ADU (accessory dwelling unit). info? Staff confirmed that there was a remodel which combined the house and ADU into a June 3, 2021 Regular Board Meeting Agenda Packet- Page 634 of 646 single structure. Due to a potential issue with the local building department the District did not see the plans and no adjustment to billing was made.Authorization was approved to refund this resident back to FY 2006-07. 4 28 302460 $8,516.03 Air Systems CSO boiler repair Per J. DeGroot: -What was this Boilers are 9 years old. South boiler keeps for? Relatively tripping out and will not restart. Air Systems is new facility recommending that both boilers be replaced due to age and condition. 5 28 302462 $6,800 Ambio What is this for? Per D.Wellner(Maintenance Division, Maintenance Biofiltratrion Planner): This was for the Biofilter media for the DAF area biofilter pond. It is an odor control unit to keep odors from getting airborne. We have to replace this media approx. every 3 years. 6 34 302488 $1,869.28 CSI What is this for? Per J. Ledbetter: Ergonomic While the invoices description per the report Furniture was singular, inspection of the invoice showed this was for the purchase and delivery of two ergonomic chairs for two CSO division employees. Both employees had chairs that were over 10 years old. Chairs delivered were fully assembled and included ergonomic accessories (tailbone seat, seat foam, independent back angle) 7 34 302492 5799 EBIX Annual Fee, Per L. Kolc: what is this for? The company provides notification to current vendors prompting them to submit the required insurance documents in compliance with their contract with Central San. The June 3, 2021 Regular Board Meeting Agenda Packet- Page 635 of 646 vendors respond directly to EBIX and EBIX checks the insurance for compliance with our insurance requirements.This is the annual fee associated with the service. Switching to this service was part of a multi-year effort to outsource a function that can be performed more efficiently by an outside specialist than by using CCCSD staff time. i i r 8 34 302493 $1,038.34 I EDD Notice of Per T. O'Malley: Assessment, This one was a late fee for Unemployment What is this for? contributions since the invoice wasn't processed on time due to ERP transitional issues. Assessment pertains to the quarter ending 12/31/20. The unemployment contributions for the subsequent quarter ending 3/31/21 were calculated, reported and paid on time. r P- Attachment ER- $986.47 fr pants for 1 S. Sullivan P-Card Card 3 0039880163 E.Goin -$986.47 The description submitted by the p-card holder 9 - please provide was unclear. Upon inspection of the receipt,this back-up info was for 11 flame resistant Signature Denim Dungaree pants @$79.99 each. June 3, 2021 Regular Board Meeting Agenda Packet- Page 636 of 646 Page 16 of 16 Item 5.b. (Handout) General Liability Coverage by Layer Expiring Renewal Offer Allied World Allied World $82,190 $ $5 mil xs$10.5 mil $5 mil xs$10.5 mil Safety National � Safety National $77,435 $5mil xs$5.5 mil $5 mil xs$10.5 mil $ Argonaut Safety National $430,456 $267,364 $5 mil xs SIR $5 mil xs$5.5 mil (61%) $426,992 $500,000 SIR $500,000 SIR Matters of Concern: • Argonaut Refusal to Renew Coverage • Known and Unknown Price Increases • Potential Required SIR Increase to $1 million • Potential Loss of Coverage for Inverse and Earth Movement • Short Window to Seek Board Approval/Authorization CSRMA GL Pool Cons Safety National Pros • Membership Subject to Exec $15 mil xs$10.5 • Keep$500,000 SIR Committee Approval (late June) • Minimum 3 yr Commitment • Keep Coverage for Inverse . 6 Months Advance Written • Potentially More Stable Notice to Leave Pool Munich Re Premiums • SIR Becomes a Deductible $10 mil xs SIR • Seat on the Executive . Lose Control of Claims Handling Committee* Beyond Initial Response * • Program Administration . Must use Panel Counsel * $418,000 same as Workers Comp Pool • Settlement Authority Reduced to $500,000 $5,000 Timeline and Recommendations 6/3 Board Meeting 6/17 Board Meeting 5/25 Finance Committee • Report on Options • Select Option and Authorize • • Consider O Payment of Premium OR Consider Options Options,Authorize premium • Provide Direction to Staff payment NTE$$OR * Authorize GM to make decision when more info is available • wait for more information re:cost June 3, 2021 Regular Board Meeting Agenda Packet- Page 637 of 646