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Ohlone College Foundation Full Board Meeting

Building 7, Room 7101 Wednesday, March 20, 2019

11:30am – 1:00pm

MINUTES

Present:

Investment Consultants

Farhad Sabit, Executive Director, Business Services

Desire Andjou, Accounting Manager

Donna Payne, Grant and Foundation Accountant

Vanessa Bocog, Interim Institutional Advancement Officer

Not Present: Desrie Campbell Teresa Cox, Trustee Dr. Christopher Dela Rosa,

Wing Lam Vivien Larsen, Trustee Anita Pirrone

CALL TO ORDER/INTRODUCTIONS Chair, Dr. Rakesh Sharma called the meeting to order at 11:37am.

APPROVAL OF MINUTES B.1 Approval of Minutes of Full Board Meeting of Wednesday, January 9, 2019.

(0), Abstain: (0) motion passed.

AGENDA MODIFICATIONS

Greg Bonaccorsi, Trustee Dr. Gari Browning,

Guests Present: President/Superintendent Bill Altavilla, Pacific Dr. Rakesh Sharma, Chair

Brad Hatton, Secretary Interim VP, Administrative Dr. Jim Wright, Finance Chair Services / AVP, IT Services

Staff Present: Sue Dziedzic Al Huezo Sylvia Jimenez Shirley Sisk Sam Sepah Jennifer Toy Harrison Jean Louie Willett Gloria Villasana Fuerniss Lou Willett, Legal Counsel

Julie Zhu, Vice Chair Ex-Officio Present: Binh Nguyen, Executive

Director, Foundation

A.

B.

The Board reviewed the Full Board Minutes of Wednesday, January 9, 2019. Shirley Sisk moved to approve the minutes, Gloria Villasana Fuerniss seconded. Ayes: Bonaccorsi, Browning, Hatton, Jimenez, Nguyen, Sharma, Sisk, Villasana Fuerniss, Wright (9), Noes:

C. There were no agenda modifications.

D. COMMUNICATIONS FROM THE PUBLIC No communication from the public.

E. GUEST PRESENTATION Dr. Jim Wright introduced Mr. Bill Altavilla from Pacific Investment Consultants. Dr. Wright noted that Mr. Altavilla gave a good presentation to the Executive Committee and the Finance Committee regarding Legacy Giving. Mr. Altavilla began his presentation. He went over Legacy

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Giving and what it would look like to be successful, he continued on with bequests, beneficiaries, designations, and life estates. His last slide asked the question, “How do we move forward?” Mr. Altavilla noted that moving forward could be by way of newsletters, seminars, mailers, items of that nature.

Al Huezo arrived at 11:46. Jennifer Toy Harrison arrived at 11:48. Sue Dziedzic arrived at 11:51.

F. FOUNDATION CHAIR REPORT Dr. Rakesh Sharma reported that the Capital Campaign is moving along nicely.

G. COLLEGE PRESIDENT REPORT Dr. Gari Browning reported on the Frontage Property Project, the Academic Core Buildings, and the new Funding Formula. She began with the Frontage Property Project. She informed the Foundation Board that the College had met with the Planning Commission on January 31. She noted that the biggest concern for the community is traffic. The next step will be for the project to go to the City Council. Farhad Sabit added that this project would give the College about $1 million annually.

Dr. Browning continued her report with the Student Centered Funding Formula. She noted that the formula has shifted and is no longer 100% enrollment based. Now the equation includes metrics on enrollment, the College’s low-income student population, and student success. She added that there will be a three year “hold harmless” period where no changes will happen, but after that, the College will be hit with a 10.9% cut, which translates to $5.4 million. Dr. Browning shared the Three-Pronged Approach the College is implementing to address the effects of the new funding formula. This approach includes, growing and cutting appropriate programs, growing enrollment and financial aid eligible students, and working with legislation to try to change the formula.

Trustee Chair, Greg Bonaccorsi added that the College needs the legislation to re-examine this formula and that everyone’s help is needed.

Dr. Sharma noted that the College could draft a letter and the Foundation can help and send it out to support.

Dr. Browning concluded her report with an update on the Academic Core Buildings. She noted that the buildings are drawing toward their completion stages and that the College is hopeful about moving in during the Summer term to begin classes in the Fall term.

H. EXECUTIVE DIRECTOR REPORT Binh Nguyen began his report with an update on the Academic Core Capital Campaign. The Foundation met with Sun Graphics, the company that created and installed the signs at the Newark Campus. They will help with the creation and installation for the Academic Core donor signs here at the Fremont Campus.

He added that the Foundation scholarship application has been running as of February 1 and will

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I.1 Approval of 2nd Quarter 2018-2019 Financial Statements Farhad Sabit began to review the balance sheet. He highlighted the $9.8 million donation from Mr. Frank DiMino. He added that the Business Office reached out to the auditors and asked for their professional recommendation as to whether this donation be tracked as a liability in the Foundation accounts. They recommended against tracking the funds as a liability. Gloria added that she wanted to be sure the funds are allocated and used for their purpose and not for anything else. Binh noted that all the invoices that will be paid out of these funds will be kept and recorded for tracking. Shirley Sisk moved to accept the Financial Statements, Gloria Villasana Fuerniss seconded. Ayes: Bonaccorsi, Browning, Dziedzic, Hatton, Huezo, Jimenez, Nguyen, Sharma, Sisk, Toy Harrison, Villasana Fuerniss, Wright (12), Noes: (0), Abstain: (0) motion passed.

I.2 Foundation Form 990 Report Farhad Sabit informed the Foundation board that the 990 is available for view.

ACTION ITEMS J.1 Acceptance of In-Kind Donations

Dr. Sharma presented the in-kind donations. Sylvia Jimenez moved to accept the in-kind donations, Jennifer Toy Harrison seconded. Ayes: Bonaccorsi, Browning, Dziedzic, Hatton, Huezo, Jimenez, Nguyen, Sharma, Sisk, Toy Harrison, Villasana Fuerniss, Wright (12), Noes: (0), Abstain: (0) motion passed.

NEW ITEMS Dr. Sharma noted that everyone needs to fill out the annual conflict of interest form.

run through to March 31. He thanked Shirley, Sylvia, and Vivien for being scholarship application evaluators and noted that the Foundation still needs more evaluators.

He noted that Washington Hospital representative, Chris Brown is no longer with Washington Hospital and will no longer serve on the Foundation board. He added that Ms. Stephanie Williams of Washington Hospital will take his place. In addition to Stephanie Williams, Mr. Justin Sha has also expressed interest in joining the Foundation Board.

Binh updated the Board on upcoming events. The Ohlone College Tri-City Street Fair will be held on April 13. On April 25 the Ohlone College Career Fair will take place. Currently, the Career Fair has 30 employers registered; the goal is to have 50-60.

I. OHLONE COLLEGE FOUDNATION FINANCIAL REPORTS

J.

K.

L. BOARD COMMENTS There were no comments from the Board.

M. NEXT MEETING Dr. Sharma noted that the next meeting will be on Wednesday, June 19, 2019.

N. ADJOURNMENT Dr. Sharma adjourned the meeting at 12:49PM.

__________________________

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Respectfully submitted,

Brad Hatton, Secretary

Pursuant to Government Code 54957.5: Supplemental materials distributed less than 72 hours before this meeting, to a majority of the Foundation Board will be made available for public inspection at this meeting and at the Foundation’s Office located in Bldg. 20, room 203, 43600 Mission Blvd., Fremont, CA 94539, during normal business hours. Materials prepared by Foundation staff and distributed during the meeting are available for public inspection at the meeting or after the meeting if prepared by some other person. Documents related to closed session items or are exempt from disclosure will not be made available for public inspection.

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Ohlone College FoundationUnaudited Balance Sheet

As of 03/31/19

Current Assets: Foundation Checking Foundation Short Term Investment DiMino Short Term Investment Accounts/Pledge Receivable Prepaid Expenses

Total Fund 83 All Funds General Fund

$ 599,266.18 156,797.23 468,313.13 8,005,450.52 125,450.52 354,000.00 -300,920.00 920.00

Fund 88

Temp Restricted

447,496.81 468,313.13 7,880,000.00 354,000.00 300,000.00

Fund 89

Endowed Fund

(5,027.86)

Total Current Assets 9,727,949.83 283,167.75 9,449,809.94 (5,027.86)

Long Term Assets: Assets Held in Trust (CRTs) DiMino Program Support DiMino Scholarships Pacific Investment Fremont Bank Hyman Hall Fremont Bank Weiner

730,149.00 907,114.72 906,501.54 1,989,637.43 720,672.79 574,944.52

730,149.00 907,114.72 906,501.54

1,989,637.43 720,672.79 574,944.52

Total Long Term Assets 5,829,020.00 0.00 2,543,765.26 3,285,254.74

Total Assets: $ 15,556,969.83 $ 283,167.75 $ 11,993,575.20 $ 3,280,226.88

Current Liabilities: Accrued Liabilities Accounts Payable Short Term Liability to Beneficiary (CRTs)

Total Current Liabilities

$ 109,705.26 292.09

59,765.00

169,762.35

-292.09

292.09

109,705.26

59,765.00

169,470.26 0.00

Long Term Liabilities: Long Term Liability to Beneficiary (CRTs) Long Term - Scholarships Total Long Term Liabilities

299,226.00 55,849.00 355,075.00 0.00

299,226.00 55,849.00 355,075.00 0.00

Total Liabilities 524,837.35 292.09 524,545.26 0.00

Fund Balance: Beginning Fund Balance Net Activity for All Funds Total Ending Fund Balance

4,557,592.82 10,474,539.66 15,032,132.48

199,907.04 82,968.62 282,875.66

1,078,600.22 10,390,429.72 11,469,029.94

3,279,085.56 1,141.32

3,280,226.88

Total Liabilities & Fund Balance $ 15,556,969.83 $ 283,167.75 $ 11,993,575.20 $ 3,280,226.88

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Ohlone College Foundation Unaudited Statement of Activities and Fund Balances

As of 03/31/19

Fund 10 Fund 83 Fund 88 Fund 89

District Total Funds In-Kind General Fund Temp Restricted Endowed Fund

REVENUE: Contributions $ 10,604,153.38 202,145.58$ 10,397,544.66$ 4,463.14$ Net Interest & Investment Income 163,499.57 33,317.31 3,965.40 126,216.86 Administrative Fee 129,575.76 129,575.76 0.00 0.00 District Support 184,739.24 184,739.24 0.00 0.00 In-kind Contributions 40,108.00 40,108.00

Total Revenue: 11,122,075.95 184,739.24 405,146.65 10,401,510.06 130,680.00

EXPENDITURES: Wages (In-kind District) 124,003.29 124,003.29 0.00 0.00 0.00 Employee Benefits (In-kind District) 49,381.25 49,381.25 0.00 0.00 0.00 Office and Misc Supplies 652.38 0.00 652.38 0.00 0.00 License Agreement 6,385.00 0.00 6,385.00 0.00 0.00 Travel, Conference & Related 175.00 0.00 175.00 0.00 0.00 Dues and Memberships 1,216.16 0.00 1,216.16 0.00 0.00 Facility Rentals/Utilities Cost 11,354.70 11,354.70 0.00 0.00 0.00 Audits/Tax Return/Legal 7,293.00 0.00 7,293.00 0.00 0.00 Financial Institution Serv Charge 931.52 0.00 905.32 26.20 0.00 Advertising 1,993.68 0.00 1,993.68 0.00 0.00 Hospitality 2,912.80 0.00 2,912.80 0.00 0.00 Fundraising 36.59 0.00 36.59 0.00 0.00 Event Expense 200,962.33 0.00 200,962.33 0.00 0.00 Sponsorship 6,000.00 0.00 6,000.00 0.00 0.00 Investment Fees 32,863.67 0.00 7,163.19 1,204.73 24,495.75 College Support In-Kind Donations 789.00 0.00 789.00 0.00 0.00 Distributions to District Programs 183,560.00 0.00 42,500.00 17,555.00 123,505.00 Obligation Distribution 59,429.30 0.00 59,429.30 0.00 0.00 Scholarships 3,550.00 0.00 0.00 3,150.00 400.00 Total Expenditures: 693,489.67 184,739.24 338,413.75 21,935.93 148,400.75 Transfers In 0.00 0.00 0.00 0.00 0.00 Transfers Out 0.00 0.00 0.00 0.00 0.00

Net In/Out 0.00 0.00 0.00 0.00

Net Income (before losses/gains) 10,428,586.28 0.00 66,732.90 10,379,574.13 (17,720.75)

Unrealized Gain/(Loss) 45,953.38 16,235.72 10,855.59 18,862.07

Total Net Activities All Funds $ 10,474,539.66 -$ 82,968.62$ 10,390,429.72$ 1,141.32$

Beginning Fund Balance 4,557,592.82 - 199,907.04 1,078,600.22 3,279,085.56

Ending Fund Balance $ 15,032,132.48 -$ 282,875.66$ 11,469,029.94$ 3,280,226.88$

NOTE: Event Expense includes $39,319 Inkind Contributions items.

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Ohlone College Foundation Investment Report Net of Investment Management Fees

As of March 31, 2019

Financial Institution  Investment Type Year to Date (Calendar Year)

Latest Year (1 year)

Latest 3 Years Inception

Fremont Bank Hyman Hall Endowment  9.50% 2.20% 7.76% 6.00%

Fremont Bank Weiner Endowment 5.65% 3.42% 4.95% 4.49%

Pacific Investment (began 12/15/16) Endowment  8.19% 3.70% N/A 4.90%

Fremont Bank Short Term Investment Operational 4.76% 2.72% 3.36% 2.38%

Foundation Policy

Ohlone College Foundation Endowment Spending Policy August 2018

For all permanently restricted accounts (Fund 89) held by the Ohlone College Foundation (the “Foundation”), the Foundation will allow an annual spending limit of no more than 6% of the trailing twelve quarter’s average of the total investment portfolio value (4% for the designated fund purpose as specified in endowment agreements; and 2% Foundation management fee). The Foundation’s Finance Committee will review the spending rate annually at the April Finance Committee meeting, and, if any change is deemed prudent, will submit such change to the Foundation Board of Directors in time for approval at the Foundation’s June quarterly meeting.

The date of March 31 of each year will be used in determining the value for the twelve quarter average calculation as referenced in paragraph 1 (above).

The basis for calculating spending is sanctioned by the Uniform Prudent Management of Institutional Funds Act (“UPMIFA”), under which guidelines the Foundation is permitted to allow an expenditure of amounts in excess of the current yield (interest and dividends earned), including either realized or unrealized appreciated.

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Foundation Procedure

Ohlone College Foundation Endowment Spending Procedure August 2018

The annual procedure will be as follows:

1) In preparation to bring a recommendation to the Finance Committee, conduct a joint Foundation and Business Services investment analysis in March to determine if the 6% total spending target should be adjusted for the year.

2) Consult with the investment manager (currently Pacific Investment Consultants and Fremont Bank Investment Services) to make sure the requested amount is prudent. Also confirm that he/she believes that the amount can be liquidated by June 15 without negatively impacting the investment progress. Document his/her suggestions and rework the figures if necessary.

3) The Finance Committee will be presented with the proposed spending in their April Finance Committee meeting. The Finance Committee will approve or adjust as necessary.

4) The Foundation will contact the investment manager in writing to start the liquation process for funds to be fully released by June 30.

5) Once the Foundation receives the funds, distribute the funds to each endowment account.

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6) Business Office will reconcile Foundation books to the investment and add the CPI (based on each endowments corpus) to each funds principle and share a summary report with the Finance Committee and the Foundation Board of Directors.

7) Share the summary report with the Ohlone Community College District to show funding available to distribute to the programs in the coming fiscal year.

                                                 

                                                           

                                                           

                                                 

                                                              

                                                                                                                                                                                                                                                     

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 2018‐2019 Endowment Investment Analysis

Hyman Weiner Mid/Pacific Period Endng 3/31/2019 1.49% 3.13% 4.88% Fiscal Year Ending 6/30/2018 6.86% 2.51% 1.58% Fiscal Year Ending 6/30/2017 13.21% 8.20% 4.31% Avg Investment growth % over 3 years 7.19% 4.61% 3.59%

Max up to 6% of Portfolio to release 6.00% 4.61% 3.59% Management Fee (2% Max) 2.00% 2.00% 2.00% Available for Corpus and Spending 4.00% 2.61% 1.59%

EXAMPLE: If applied to 03/31/19  statement balances Hyman Weiner Pacific

Value on 03/31/19 720,672.79 574,944.52 1,989,637.43 % to release 6.00% 4.61% 3.59% Amount to release per each investment 43,240.37 26,504.94 71,427.98

Calculation of Manangement Fee: 2% of Statement balances 14,413.46 11,498.89 39,792.75

Growth of Corpus per endowments:

 Corpus amount 536,395.79 510,055.46 1,188,532.51

 CPI 2018 to be applied to Corpus 1.90% 1.90% 1.90%

 CPI on Non‐expendible Corpus 10,191.52 9,691.05 22,582.12

Division of Released Funds:

 Management Fee (2% ) 14,413.46 11,498.89 39,792.75

 CPI to Corpu s 10,191.52 9,691.05 22,582.12

 19/20 increase in distribution/spending  18,635.39 5,315.00 9,053.12

 Amount to release per each investment 43,240.37 26,504.94 71,427.98

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Organization Name: Ohlone College Foundation PY 19-20 Projected Budget

2018-2019 2018-2019 2018-2019 2018-2019 2018-2019 2018-2019 2019-2020 2019-2020

Description

Fund 10 District

Inkind Final Budget

Fund 83 Final Budget

Fund 10 District Inkind Actual

Q3 Fund 83 Actual Q3

Fund 10 District Inkind Projected Q4

Fund 83 Projected Q4

Fund 10 District Inkind

Fund 83 Projected

Budget

Revenues: District Inkind (Salaries/Benefits 269,000 190,395 224,141 236,250 Inkind Contribution 15,000 40,108 40,108 35,000 Contributions 10,000 21,473 22,000 20,000 Adminstrative Fees (5%) 1,000 129,576 131,000 5,000 Interest Income/ ST Investment 15,000 33,317 35,000 35,000 Management Fees 54,500 - 0 60,000 Misc Income 10,000 - 0 3,000 Events: 325,000 180,537 182,173 257,500

Total Revenues 269,000 $ 430,500 $ 190,395 $ 405,147 $ 224,141 $ 410,281 $ 236,250 $ 415,500 $

Expenditures: Salaries/Benefits Obligation Distribution 134,500 59,429 112,207 120,000 Golf Tournament Distribution 30,000 25,000 25,000 25,000 General College Support Distribution 20,000 17,500 20,000 20,000 Events 173,000 161,643 161,651 162,500 Salaries & Benefits 269,000 190,395 224,414 236,250 License Software 8,000 6,385 6,385 8,000 Office Supplies 2,000 652 1,362 2,000 Fundraising, Sponsorship, Hospitality 25,000 8,949 20,000 20,000 Audit/Informational Taxes 8,000 7,293 8,568 8,000 Other Operational 15,000 11,453 15,000 15,000 Inkind Expense 15,000 40,108 40,108 35,000

Total Expenditures 269,000 $ 430,500 $ 190,395 $ 338,414 $ 224,414 $ 410,281 $ 236,250 $ 415,500 $

Net Activity: 0 -$

Beginning Fund Balance: 195,192

0 66,734 $ 0 -$

195,192 195,192

0 -$

195,192

Ending Fund Balance: 195,192 $ 261,925 $ 195,192 $ 195,192 $

Fund 83 This is the Foundation’s General Fund, and is funded primarily through unrestricted donor gifts, thus allowing the Foundation the greatest flexibility in use. The majority of operational expenses are charged to Fund 83. Fund 83 is also used to track ongoing events such as the Golf Tournament.