HomeMy WebLinkAbout1998-06-02; City Council; 14694; Agreement With Boys & Girls Club For CDBG FundsCITY OF CARLSBAD - AGEWA BILL
4B# /y to ci 4 TITLE:
WTG. b-7. * %? APPROVAL OF 1997-98 SUBRECIPIENT AGREEMENT
WITH THE BOYS & GIRLS CLUB OF CARLSBAD FOR
DEPT. H/RED FEDERAL COMMUNITY DEVELOPMENT BLOCK
GRANT FUNDS
RECOMMENDED ACTION:
CITY MGRW
Adopt Resolution No. 9 6 - / 5 k to approve a Subrecipient Agreement with the Boys & Girls Club of
Carlsbad for 1997-I 998 federal Community Development Block Grant Funds.
ITEM EXPLANATION:
On April 1, 1997, the City Council selected the organisations to receive federal Community Development
Block Grant (CDBG) Entitlement funding for the 1997-98 program year. Prior to disbursing CDBG funding
for the subrecipients, the City must complete the appropriate environmental reviews and execute a written
agreement for the various approved project(s).
A Subrecipient agreement with the Boys & Girls Club of Carlsbad has been prepared and is attached as
Exhibit 2 for City Council review and approval at this time. The Boys & Girls Club of Carlsbad will receive
$11,000 in 1997-98 CDBG funds for the operation of the Teen Scene Program located at 3115 Roosevelt
Street, Carlsbad, California.
As required by federal regulations, staff has completed the required environmental review documentation
for the above CDBG funded project. Staff has determined that the grant for this project is exempt from
environmental review under 24 CFR Section 58.34 (a)(4). The environmental review documentation for
this project is on file in the Housing and Redevelopment Department.
FISCAL IMPACT:
No fiscal impact on the General Fund. The Boys & Girls Clubs Teen Scene Program will be funded
through the CDBG program.
EXHIBITS:
1. Resolution No. 3 b - / 5 b approving a Subrecipient Agreement with the Boys & Girls Club of
Cartsbad for 1997-98 federal CDBG funds.
2. 1997-98 Subrecipient Agreement Between City & Boys & Girls Club of Cansbad
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RESOLUTION NO. 98-158
A RESOLUTlON OF THE CITY COUNCIL OF THE CITY OF CARLSBAD,
CALIFORNIA, APPROVING A SUBRECIPIENT AGREEMENT BETWEEN
THE CITY OF CARLSBAD AND THE BOYS BE GIRLS CLUB OF CARLSBAD
FOR 1997-98 FEDERAL COMMUNITY DEVELOPMENT BLOCK GRANT
PROGRAM.
WHEREAS, on April 1, 1997, the City Council of the City of Carl&ad, California, selected the
programs to receive funding under the City’s 1997-98 Community Development Block Grant (CDBG)
Program;
WHEREAS, the City Council of the City of Carlsbad, California, has considered the required
subrecipient agreements for 1997-98 Community Development Block Grant funds;
WHEREAS, the City has determined that these Community Development Block Grant funded
activities are exempt from enviromnental review under 24 CFR Section 58.34 (a)(4); and,
WHEREAS, the City Council has taken all testimony into account;
NOW, THEREFORE, BE IT RESOLVED as follows:
1. That the above recitations are true and correct.
2. That the City Council hereby approves the 1997-98 Community Development Block Grant
Subrecipient Agreement, on file in the City Clerk’s office, for the Boys & Girls Club of
Carlsbad for the operation of the Teen Scene Program located at 3 115 Roosevelt Street,
Carlsbad, California
3. That the Mayor is authorized to sign the Community Development Block Grant Subrecipient
Agreement on behalf of the City of Carlsbad.
PASSED, APPROVED AND ADOPTED by the City Council of the City of Carlsbad, California,
on the 2nd day of June , 1998, by the following vote, to wit:
AYES: Council Members Lewis, Finnila, Nygaard, Kulchin and Hall
NOES: None
ABSENT: None
ABSTAIN: None
ATTEST:
ALETHA L. RAUTENKRANZ, CITY CLERK
AGREEMENT BETWEEN TI-IE CITY OF CARLSBAD AND
BOYS & GIRLS CLUB OF CARLSBAD FOR 1997-98
FEDERAL COMMUNIT Y DEVELOPMENT BLOCK GRANT FUNDS
THIS AGREEMENT, made and entered into as of this 2 WD JIjM E day of
1998, by and between the CITY OF CARLSBAD, a municipal corporation, hereinafter referred to as
“City”, and BOYS & GIRLS CLUB OF CARLSBAD, a non-profit organization, hereinafter referred
to as “Subrecipient”.
RECITALS
WHEREAS, the City has applied for and received funds from the United States Government
under Title I of the Housing and Community Development Act of 1974, Public Law 93-383 as
amended to fund eligible activities which benefit persons of low and moderate income;
WHEREAS, the City has the need to provide assistance to non-profit public service providers
who offer day care, after-school care, cultural enrichment, recreation, health care/immunization or
self-improvement for lower income children living in Carlsbad
WHEREAS, the Subrecipient can provide these services for low and moderate income children
with some assistance from the City;
WHEREAS, the City has determined that the Teen Scene program offered by Boys & Girls
Club of Carlsbad is exempt from environmental review under 24 CFR Part 58, Section 58.34(a)(4);
and,
WHEREAS, the U.S. Department of Housing and Urban Development has approved the
City’s Annual Consolidated Funding Strategy and Plan for Community Development Block Grant
funds (hereinafter referred to as the “Annual Consolidated Plan”);
NOW, THEREFORE, in consideration of these recitals and the mutual covenants contained
herein, City and Subrecipient agree as follows:
1. STATEMENT OF WORK
The City has allocated 1997-98 federal Community Development Block Grant (CDBG) funds,
in the amount of eleven thousand dollars ($11,000) to the Subrecipient for operation of the
Teen Scene program located at 3 115 Roosevelt Street, California for the period beginning July
1, 1997 and ending June 30, 1998. The Subrecipient agrees to use all federal funds provided
by the City to the Subrecipient pursuant, to the provisions of this Agreement, the Scope of
Work, attached hereto as Exhibit “A”, and in accordance with the terms of the Annual
Consolidated Plan.
Every effort shall be made by the Subrecipient to expend the allocated funds in their entirety by
June 30, 1998. If the Subrecipient will be unable to expend all of the funds allocated to the
project by the noted date, the Subrecipient shall request an extension from the City for
continued use of the funds on the approved project based on progress made by the Subrecipient
towards completing the subject project, the City will either agree to grant the extension or
notify the Subrecipient that the funds must be reallocated to another eligible activity due to slow
project progress.
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2. DISBURSEMENT OF FUNDS
The City shall reimburse the Subrecipient with CDBG funds for necessary and reasonable costs
related to the provision of services for eligible residents of Carlsbad for the term of this
Agreement. The reimbursements for costs shall not exceed a total of $11,000. However, no more than 90 percent of the total agreed upon compensation will be paid during the
performance of this Agreement. The balance due (remaining 10 percent) shall be paid upon
final certification by the City that Subrecipient has administered the services and activities in
compliance with all applicable Federal, state, and local rules and regulations governing these
funds, and in a manner satisfactory to the City.
Payment for eligible expenses shall be made in accordance to budget information provided in
Exhibit “B” and in accordance with performance. Subrecipient represents that the budget
includes only allowable costs and an accurate analysis of costs applicable to the CDBG funds
pursuant to 24 CFR Part 502.
Subrecipient shall submit a “Request for Reimbursement” to the City for compensation of
eligible and actual expenses incurred. The City shall not provide any payments/reimbursements
in advance of. actual expenditures by the Subrecipient. Subrecipient may request
reimbursements anytime after this agreement is approved by the City Council and continue
until the expiration date, or amended expiration date, of this agreement.
Each request for reimbursement shall include documentation to verify expenditure of funds are
consistent with this Agreement, the Statement of Work, the Annual Consolidated Plan, and with
all applicable Federal, state, and local rules and regulations governing these funds. Payroll
records, receipts, paid invoices including an itemized statement of all costs are samples of
appropriate methods of reimbursement documentation.
3. PROGRAM INCOME
The Subrecipient shall report, to the City, any interest, or other income, earned as a direct
result of the use of federal CDBG funds for the program outlined within this agreement. All
reported program income may be retained by the Subrecipient for costs related to the subject
program activities. However, the program income, retained by the Subrecipient, must be
expended before additional funds are requested from the City. The requirements are set forth
in the federal regulations Section 570.504 which are incorporated herein by reference.
4. LABOR. MATERIALS AND SUPPLIES:
The Subrecipient shall furnish all labor, materials and services and bear all expenses necessary
to provide the subject program as outlined in this agreement. Under this agreement, the City’s
only financial obligation to the Subrecipient is to provide the CDBG funds of $11,000
maximum as allocated by the City Council for program year 1997-98.
5. RECORDS AND REPORTS
The Subrecipient shall maintain all records required by the Federal regulations specified in 24
CFR Part 570.506 that are pertinent to the activities to be funded under this Agreement. Such
records shall include but not be’ limited to:
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e.
f.
h.
Records providing a full description of each activity undertaken;
Records demonstrating each activity undertaken meets on of the National Objectives of the
CDBG program;
Records required to determine the eligibility of activities;
Records demonstrating compliance with Section 570.505 regarding change of use of real
property acquired or improved with CDBG assistance;
Records demonstrating compliance with the requirements in Section 570.606 regarding
acquisition, displacement, relocation, and replacement housing;
Records documenting compliance with the fair housing and equal opportunity components
of the CDBG program;
Documentation of all CDBG funds received from the City, eligible expenses incurred for
administration of each activity, and other financial records as required by 24 CFR Part
570.502, and OMB Circular A-l 10; and,
Any other related records as the City shall require to demonstrate compliance with
applicable Federal, state, and local rules and regulations governing these funds.
The Subrecipient shall submit quarterly “Progress Reports” within fifteen (15) calendar days of
the end of each quarter for the full term of this Agreement. The final progress report is due no
later than July 15, 1998. The report must include sufficient information to assist the City in
monitoring the Subrecipient’s performance. The Subrecipient must demonstrate satisfactory
performance prior to reimbursement for expenditures.
At a minimum, the performance reports shall include the following information:
a.
b.
C.
d.
e.
Total number of persons/households participating in the program during reported
period;
Total number of participants from Carlsbad;
Number of low/moderate income Carlsbad persons/households participating in the
program during the reporting period;
Age and ethnic background of Carlsbad participants; and,
Summary of program(s) provided to Carlsbad participants.
The Subrecipient shall maintain client data demonstrating client eligibility for services
provided. Such data shall include at the minimum client name, address, ethnic@, income level
or other basis for determining eligibility, and description of service provided. This data shall
assist the Subrecipient in completing the required quarterly progress reports to be submitted to
the City.
The Subrecipient shall maintain separate accounting records for the federal CDBG funds
provided by the City. The City, Federal Grantor Agency, Comptroller General of the United
States, or any of their duly-authorized representatives shall have access to all books,
documents, papers and records maintained by the Subrecipient which directly pertain to the
above project for the purpose of audit, examination, excerpts and transcriptions.
Unless otherwise notified by the City, the Subrecipient shall retain all financial records,
supporting documents and statistical reports related to the project identified under this
agreement for a period of four (4) years after the termination of all activities funded under this
Agreement. All records subject to litigation, claims, audit findings, negotiations, or other
actions must be retained for four (4) years from the date such action commenced or until
completion of the action and resolution of all issues by the appropriate officials and the
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Subrecipient has been given official written notice, whichever occurs later.
If the Subrecipient shall receive more than $25,000 in total federal funds in one fiscal year
from the City of Carlsbad and/or any other city or agency, the Subrecipient is required to
submit a Single Audit Report. As required by the Federal Single Audit Act, the Subrecipient
shall be required to submit, to the City, a comprehensive financial audit prepared by an
independent, neutral third-party auditor. The audit shall cover financial operations of the
Subrecipient for the term of this Agreement and is due not later than one year after expiration
of the agreement. The Subrecipient shall also be required to submit a second audit for the
following period covered under fiscal year beginning July 1, 1998 and ending June 30, 1999
for any funds received in fiscal year 1998-99 per this Agreement.
6. PROGRAM REOUIREMENTS
The Subrecipient agrees to comply with the requirements of Title 24 of the Code of Federal
Regulations, Part 570 (the Housing and Urban Development regulations concerning
Community Development Block Grants). The Subrecipient also agrees to adhere to the terms
of the City’s CDBG Application and Subrecipient Agreement and with assurances and
agreements made, by the City, to the United States Department of Housing and Urban
Development.
The Subrecipient shall comply with applicable Uniform Administrative Requirements as
described in Section 570.502 of the federal regulations for the CDBG Program; the federal
requirements are set forth, by reference, as a provision of this agreement.
The Subrecipient shall carry out all activities in compliance with all Federal laws and
regulations as described in Subpart K of the CDBG Program Regulations, such as afftrmatively
furthering fair housing, labor standards (Davis Bacon Act), displacement, relocation and
acquisition, and employment and contracting opportunities, except that:
a. The Subrecipient will not assume the City’s environmental responsibilities as described
in Section 570.604; and
b. The Subrecipient will not assume the City’s responsibility for initiating the review
process required under the provisions of 24 Code of Federal Regulations Part 52.
The provisions of Subpart K, of the CDBG Program Regulations, are set forth, by reference, as
a condition of this agreement.
The Subrecipient shall comply with all federal regulations related to the use of CDBG funds by
religious organizations, if applicable to this agreement and the approved project outlined
herein.
7. CTIANGES IN USE OF FUNDS
Changes in the use of CDBG funds must be approved by the City Council and the U.S.
Department of HUD. If the Subrecipient desires a change in the use of the CDBG funds
following approval of this agreement, a written request must be submitted to the City for
review by the Council. No change in use of the CDBG funds will be permitted by the City
without prior formal approval by the Council.
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8. NONDISCRIMINATION CLAUSE
The Subrecipient shall comply with all state and federal laws regarding nondiscrimination in the
provision of services and the equal opportunity employment of personnel.
9. SUSPENSION AND TERMINATION OF AGREEMENT
In accordance with Section 24, Parts 85.43 and 85.44 of the Code of Federal Regulations, this
agreement may be suspended or terminated if the Subrecipient fails to comply with any term(s)
of the award and/or the award is terminated for convenience. Section 24, Parts 85.43 and
85.44 of the Code of Federal Regulations are set forth, by reference, as provisions of this
agreement.
10. REVERSION OF ASSETS
Upon expiration of the agreement, the Subrecipient shall transfer to the City any CDBG funds
on hand at the time of expiration and any accounts receivable attributable to the use of CDBG
funds. The Subrecipient shall be required to use any real property under the Subrecipient’s
control that was acquired or improved in whole or in part with CDBG funds in excess of
$25,000 to either be:
a) Used to meet one of the national objectives in 24 CFR Section 570.208 of the federal
regulations until five (5) years after expiration of the agreement; or,
b) Disposed of in a manner that results in the City being reimbursed in the amount of the
current fair market value of the property less any portion of the value attributable to
expenditures of non-CDBG funds for acquisition, or improvement to, the property.
Reimbursement is not required after the period of time specified in paragraph (a) of this
section.
11. HOLD HARMLESS AGREEMENT
The City, its officers, and employees shall not be liable for any claims, liabilities, penalties,
fines, or any damage to goods, properties, or effects of any person whatsoever, nor for
personal injuries or death caused by, or claimed to have been caused by, or resulting from, any
intentional or negligent acts, errors or omission of Subrecipient or Subrecipient’s agents,
employees, or representatives in completion of the project outlined in this agreement.
Subrecipient agrees to defend, indemnify, and save free and harmless the City and its offtcers
and employees against any of the foregoing liabilities or claims of any kind and any cost/and
expense that is incurred by the City on account of any of the foregoing liabilities, including
liabilities or claims by reason of alleged defects in any plans and specifications for the project
or facility.
12. ASSIGNMENT OF AGREEMENT
The Subrecipient shall not assign this agreement or any monies due thereunder without the
prior written consent of the City.
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13. SUCCESSORS OR ASSIGNS
Subject to the provisions of this Subrecipient Agreement Paragraph 11, “Hold Harmless
Agreement,” all terms, conditions, and provisions hereof shall insure to and shall bind each of
the parties hereto, and each of their respective heirs, executors, administrators, successors, and
assigns.
14. INSURANCE
If the Subrecipient shall receive more than $5,000 from the City in CDBG funds and/or other
funds, the Subrecipient shall obtain and maintain policies of general liability insurance and a
combined policy of worker’s compensation and employers liability insurance from an insurance
company authorized to do business in the State of California which meets the requirements of
City Council Resolution No. 91-403 in an insurable amount of not less than one million dollars
($l,OOO,OOO) each, unless a lower amount is approved by the City Attorney or the City
Manager.
This insurance shall be in force during the term of this agreement and shall not be canceled
without thirty (30) days prior written notice to the City sent by certified mail.
The City shall be named as an additional insured on these policies. The Subrecipient shall
furnish certificates of insurance to the City before commencement of work.
IN WITNESS WHEREOF the parties hereto have caused this agreement to be executed as of
SBAD, a non-profit organization,
ATTEST:
&&HA bkAdJTE@ktAlVZ, City Clerk
KAREN R. KUNDTZ, Assistant City Clerk
APPROVED AS TO FORM:
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EXIHIBT “A”
CITY OF CARLSBAD
COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM
Contract Term:
Subrecipient Name:
Address:
SCOPE OF WORK
July 1, 1997 to June 30, 1998
BOYS & GIRLS CLUB OF CARLSBAD
3 115 Roosevelt Street
Carlsbad CA 92008
Project Description: Provide the Teen Scene program, which provides positive alternatives, focused
on young people between the ages of 13 and 16:
Project Goals & Objectives: (Please Attach Additional Sheets As Necessary.)
1.
2.
3.
CDBG funds will be used to fund the following activities in compliance with the project description
outlined and in conformance with the Federal regulations for the CDBG program: (Please specify
if CDBG funds will be used to fund costs associated with stafing, rents, utilities, supplies, etc.)
Community Development Block Grant funds will be used primarily to offset staffing costs associated with the Teen Scene program.
Project objectives to be accomplished during the contract period: (Please describe the speci#c
services or activities to be provided to low/moderate income Carlsbad residents with the CDBG
funds awarded. If applicable, please provide a target objective for the number of
persons/householtis to benefit from the Subrecipient’s services/project.)
The primary objective of the Teen Scene Program is to provide
an array of programs specifically targeted towards teens in the
areas of education, socialization, athletics,arts anC crafts and recreation. The programs encourage the development of life skills in the areas of leadership, decision making, conflict resolution, tolerance and empowerment.
Activities are directed by professionally trained staff who offer guidance and direction. Project objectives performance measures: Over 150 teens will be served.
a. Provide quarterly performance reports to the City of Carlsbad, Housing and Redevelopment
Department on the CDBG Quarterly Performance Report form as provided.
b. Maintain records, invoices, and relevant statistics supporting the quarterly reports.
c. Provide a final performance report, including an evaluation report of the program’s success in
meeting established goals, to the City of Carlsbad Housing and Redevelopment Department
within 15 days of termination of the contract date on the CDBG Annual Performance Report
form as provided.
d. Provide notification to the City of any audits or investigations including results, findings,
and/or liens.
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EXIHIBT “B”
Contract Term:
CITY OF CARLSBAD
COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM
BUDGET
July 1, 1997 to June 30, 1998
Subrecipient Name:
Address:
BOYS AND GIRLS CLUB OF CARLSBAD
3 115 Roosevelt Street
Carlsbad CA 92008
Project Description: Provide the Teen Scene program, which provides positive alternatives, focused
on young people between the ages of 13 and 16.
CATEGORY DESCRIPTION I AMOUNT
Cash Receipts
El7
Total CaSci Receipts
1 Cash Disbursements
Total Cash Disbursements
1 EXCESS(DEFICIT) CASH RECEIPTS ] . 1
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BOYS & GIRLS CLUB OF CARLSBAD
Teen Scene Program
for the fiscal year ending June 30,1998
INCOME
Club Sponsored Income
Membership Fees
Other
Total Club Sponsored Income
Grants & Contributions
United Way
Donations
Special Events
Foundations/Grants
Building Fund
Other/Board Dues
Total Grants & Contributions
TOTAL INCOME 64625
EXPENSES
Payroll & Benefits
Administration
Program Coordinators
Part-time & Seasonal
Payroll Tax Expense
Life & Hospitalisation
Workers’ Compensation
Other
Total Payroll & Benefits
Operating Expenses
Accounting
Advertising
Bank Charges
pues to BCGA
Other Dues & Supscriptions
Insurance
OffIce Supplies
Outside Services
Postage
Printing
Repairs & Maintenance
Staff Training
35000
22625
0
0
64625
11798
8333
17221
3343
773
1109
0
42577
1050
600
150
900
75
5591
750
375
450
750
2500
200
Telephone 1000
Utilities 3300
Vehicle Expense 266
Program Supplies 3000
Miscellaneous Expense 300
Total Operating Expenses 21257
TOTAL EXPENSES 63834
NET INCOME 791
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December 9, 1996
Ms Leilani Hines,
CDBG Coordinator
Housing and Redevelopment Department
City of Carlsbad
2965 Roosevelt Street, Suite B
Carlsbad. California 92008
Dear Ms. Hines,
Please be advised that on November 20, 1996, the Board of Directors
of the Boys & Girls Club of Carlsbad authorized the submittal of a
Community Development Block Grant (CDBG) funding proposal for
$20,000 to the City of Carlsbad for the purpose of continuing and
expanding the Teen Scene Program. The program, which provides
critical educational, social, artistic, athletic and recreational services to
“at risk” teenagers, is available free of charge at the Village Branch
which is located at 3115 Roosevelt Street, Carlsbad, California.
Primarily, the Teen Scene Program has served individuals from low
income families that reside in Carlsbad.
Should you have any questions or need any additional information,
please don’t hesitate to contact me directly at the Capital Bank of North&u/y e{ 434-0198.
S$&rely, 1
Luke D. Matteson, President
Board of Directors
LDM: tjm
BOYS & GIRLS CLUB
OF CARLSBAD
Administrative Office
Post Office Box 913
Cartsbad, CA 92018
(619) 729-0207
FAX (619) 729-2279
La Costa Branch
7605 Centella Street
Carlsbad, CA 92009
(619) 944-9211
FAX (619) 944-0150
Village Branch
3115 Roosevelt Street
Carlsbad, CA 92006
(619) 729-0956
Board of Directors
Officers
Luke Matteson
President
Ann J. Kulchin
Vice- President
Bob Grimes
Vice-President
Richard Macgurn
Vice-President
Steven K. Krogh. CFP
Secretary &
Chief Financial Officer
Members
Bruce Bandemer
Tom Betz
Ofelia Escobedo
Bob Grimes
John Haednch
Tim Jochem
Bruce Jordan, D.D.S.’
Steven K. Krogh, CFP
Ann J. Kulchin
Rett LeMoult
Richard Macgurn
Luke Matteson’
Greg Nelson*
David Oas
A. Sandy Parsons, Ph.D.
Conrad B. Pawelski
*Past President
Executive Director
Canan Cedola
The mission of the Boys & Girls Club of Curlsbad is to provide actioities
and experiences that enrich the lioes of&l young people in our community. A United Way Agency
4
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December 9. 1996
Ms. Leilani Hines,
CDBG Coordinator
Housing and Redevelopment Department
City of Carlsbad
2965 Roosevelt Street, Suite B
Carlsbad, California 92008
Dear Ms. Hines,
Please be advised that on November 20, 1996, the Board of Directors
of the Boys Sr Girls Club of Carlsbad authorized me to negotiate any
relevant documents and contractually obligate the Boys & Girls Club
of Carlsbad regarding Community Development Block Grant (CDBG)
funding proposals with the City of Carlsbad.
Should you have any questions or need any additional information,
please don’t hesitate to contact me directly at the Capital Bank of
North County at (619) 434-0198.
Sin&
Luke D. Matteson, President
Board of Directors
LDM: tjm
BOYS 81 GIRLS CLUB
OF CARLSBAD
Administrative Office
Post Office Box 913
Carlsbad, CA 92018
(619) 729-0207
FAX (619) 729-2279
La Costa Branch
7805 Centella Street
Cartsbad. CA 92009
(619) 944-9211
FAX (619) 944-0150
Village Branch
3115 Roosevelt Street
Carlsbad, CA 92008
(619) 729-0956
Board of Directors
Officers
Luke Matteson
President
Ann J. Kulchin
Vice-President
Bob Grimes
Vice-President
Richard Macgurn
Vice-President
Steven K. Krogh, CFP
Secretary &
Chief Financial Officer
Members
Bruce Bandemer
Tom Betz
Ofelia Escobedo
Bob Grimes
John Haedrich
Tim Jochem
Bruce Jordan, D.D.S.’
Steven K. Krogh, CFP
Ann J. Kulchin
Rett LeMoult
Richard Macgurn
Luke Matteson’
Greg Nelson’
David Oas
A. Sandy Parsons, Ph.D.
Conrad B. Pawelski
‘Past President
Executive Director
Carman Cedola
The mission of the Boys & Girls Club of Curlsbad is to prouide activities
and experiences that enrich the liues of all young people in our community. A Unlted Way Agency
S-Ii@-1 998 1 : 07l+! FROM @PITAL BAN< NO CTY 619 A34 5921 - P. 1
BY-L&/S
Revised April 16, 1979
The name of the corporation shall be Boys’ Club of Carlsbad, CaUfornia, Incorporated.
This corporation is faaned solely ard exclusively for non-proflt purposes, and not for peaWary @n or profit, and no pecuniary gain or profit shall ever lrure frcxn its business to any &rector or member of this ccrslporation, arxl the earnings, If any, of this corporation, shall be used exclusively
for the purposes for which this corporation is formed, as hereInbefore described. Nomemberofdlrector of this corporation shallhave any personal, proprietary, or beneficial interest in the property of this corporation, either during 33s corporate existence, or upon its dissolution, it being hereby expressly provided that aLl promy acquAred by the corpora- tion, real or personal, an3 all increments, interests, or earnings thereof, are and shall be devoted irrevocabljr, an3 in perpetuity dedicated exclusively to charitable purposes; ard in the event of the liquidation, dissolution, or abarxivnt of tMs corporation, aU property in the possession of this corporation or the proceeds of the sale of arly such property shall be transferred, assigned, or set over to a corporation -2~33 an3 operated solely for ctiftable purposes whose articles of incorparation sl@J. include a dedication sWUar to that which Is herein pzwlded; such transfer, asslgn- ment, or setting over to be made by a 2/3 vote of the individuals who are the members of the last Board OZ Directors of tHs corporrttion.
Any adult person of gpod mon3.l character in sympathy with the work of the Club, who Is approved by the Board of Directors, may becane a me&er of the CarporWdon.
In the b&rmlng, the membership .of the CorpoPation shall consist of those persons who signed the Articles of Incorporation. At the first meeting of the Corporation and at any meeting thereafter, ,the Boerd of Directors may elect addltlonal mezubers by a two-thirds vote of the members of the Board of Directors present ard voting.
Any member may be removed fPaa membership on recunner&tion of the Board of Directors by a two-thirds vote of the members tresent and v&ix at am special meeting or anwal meeting.
6-08-l 998 1 : 08PM FROMXAPITAL BANK No CTY 619 434 591!
. n 9 . 1.’ Byxa.ws, Page
1. BCARDOFDIHEcllclRs -The or&zation shallbe governedby aBoard of DIrectore+ which s&U. consist of twenty-five (25) members.
2. In the case of alrly VACANCY ABBE THE DIRETIQRS t&cugh death, resmtlon, dLsqualiF;lcation or other cause, the remaWIng Directors by a majority vote the-f at any regular meeting, may elect a successor.
3. A member of the Board of Directors may be removed by a decision of two-thirds (2/3) oftheBoardofDlrectors when intheirjudgemerrtthe member has had consLstent absenteeism from Directors meetings, is guilty of lrmroral conduct, or by his actions has brought discredit to the Boys1 Club, or has ccmitted corporate waste.
4. TheBoardofDlrectorsshallemployan-DIRECIOR or manager who shall serve at the pleasure of the Board, ti for such cmpensation as the Baard may detennlne. Such executive director or w shall have, subject to the approval of the Board of Directors, entire charge of the club work, including the power of employing anti dLscharging his assistants and teachers.
1. The officers of the corporation shall be the President, the Vice President, the Secretary an3 the Treasurer.
2. The officers -1 be elected at the last regular meeting of the fiscal year by the Board of Directors and shall be Installed at the next regular-meet& They shall hold office for the term of
until their successor has been elected.
3. Vacancies occurring among the officers may be filled vote of the Wers of the Board of Directors present at llW%iXlg.
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1. The annual meeting of the membersblp of this organizatlon for the ,transaction of such business as may 1egaUy ccme before it shall be held on the 4th Mor&y in July, at 12:00 noon at the Boys' Club, Carl&ad, CaUfornia, or at w other place as may be designated by the Board of Directors. Specialmeetings ofthemembershipmaybecalledbythe President of not less than 13 members of the Board of Directors upon written notice mailed to each mgnber at Ns address given on the records of the organization at least five days prior to the day of said meeting.
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By-Iaws, Page 3
Article VI, Meetl.ngs/contlnued
2. Meetings of the Board of Directors: the regular meeting of the Board ofDirectors shallbeheld onthe 4thMorxIay ofeachcalendar month at 12:OO noon at the Boys' Club, Carl&ad, CaMfornia, or at such hour an3 place as may be desigMted by the President; wrltten notice of such other hour arid place shall be given to the Directors atleasttwo days prlca, to theday'of saidmeet-.
3. The President, or a majority of the Dlrectars may caU. special meet- ofthe Board of Dlrectorsatanytime. Notice of such meetings shall be malled to each of the Directors at the address appear- upon the records of the corporaMon at least 48 hours pri& to said meeting. Whenever all theDirectors arepresentatany Directors~meeting,ard signawrltten consent thereto on the records of such meeting, or, if a majority of the Directors arepresent, and if those not present signlnwritingawaiver of notice of such meeting, whether priar to or after the holdlng of such meeting, which said waiver shall be flied with the Secretary of the Corpora- tion, the transactiansthereofareasvalidasifhadameeting been regalarly called and noticed.
4. At all meetings of the Eoard of Directors, whether regular or special, a majority of the D3rectoz-s shall constitute a quorum for the transaction of business, but if at any meeting less than a quorum be present, a ma,jor- i'cy of thosepresentmayadjourntheme&lng fkmtlmetotlme.
5. All meetings will be conducted under the Roberts Rules of order.
1. TheMof Directars shallhavecanpletepower,managementti control of all the affairs arxi activities of the Corporation.
2. It shall be the duty of the Board of Directors to be caused to be keptac~leterecordofallminaztes andacts oftheCorporatXonand to designate the duties of the executive director or manager,
3. ~~~OfDirectorss~prepareard~~t~t~~ers~ at the annual meeting a detailed statesnent of assets and llabilitles of the Corporatlonandanaudited statement of the operating expenditures far the fiscal year.
4. TheBoardofMrectca?sshdllhavefullpower~the~ofthe organlzationto borrowmoney as the gen~~J. interestofthe Corporation may require and to Issue notes or other evid&ces of'obligations so lncurredarrltotirtgage its prgpertyto securepaymentofany such obl+tions.
5. 'Ihe Board ofDlrect*s shallhave full authorlty in the LUTE of this corporation to acqutie by purchase, lease, gift or otherwise, real and per?sonal property a& to hold, manage, control, sell., dispose of the same In f'u&herance of the interest and obJects of the Corporation.
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Article VII, Board of Direotors/contlnu~
6. -Board of Illrectors shalIhsve f~lauthoritytodo a~zytiall othe things which they deem necessary or desirable for the general papase for M&h W mzation is established.
1. President It shall be the duty of the President to preside at all meetings
Directors. b. It shall be his duty to, at all times, act as the representative head of the or@nizMon. c. He shall sign aa President all papers, contracts, or lnstwnents of writing appoved by the Eoard of DLrectors. d. He shaUcalltheBoard ofDirectorstogetherwheneverhed.eans it necessary or desirable and, subject to the advice of the Board of Directors, shall have direction df the aff'alrs of the corporation and shall generally discharge such other duties as may be required of h%m by these by-laws. The President shall have the power to appoint cmttees subject to t& approval of the Bard of Dfrectors and shall be an exofficio member of all. such carmittees so appointed.
2. Vice-Presiderrt a. It shall be the duty of the Vice-President to perform the dutles of the President Zn case of Ms absence or inabiUty to act.
3. T!rwurer a. It shall be the duty of the trwsurer to receive a& have the custody of all money, bm, notes and other ~UIY~S and securities of the corporatloll. He shallkeepanaccountof'the sameand shall pay such bills as are approved by the President ard the Executive Director aM
authorized by the M of Directors. Check drawn on corporation fur& shall be signed by any one of the following three officers: President, Vice-President, ti Secretary with the signature of the Treasurer. He
shall rerrler a canplete accounting of all receipts and disbursements ti deposit all f"uMs In a baring institution authtxized by the Board ofDIrectors. b. HenPlstrerderaflnancial statementateachregularmeetingof theBxm3ofDirectors. . Thebooks arrlrecords oftheT!reasurer shallbeaudi.tedarmuaUy by G Accountant selected by the Bard of Mrectors.
4. secretary a. It shall be the duties of the Secretary to issue notices of meetings of the corporatlonandBoasd of Directors; notify lndlvlduals elected to offlce, the corporation tid board; keep complete records of meetings of the corporationardthe Board; act as custodianofallrecords of the corporatlon and baard; and perform other duties incidental to his office.
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The coqoratlon shall have a seal consisting of a circle having on it the worda rrEoysp Club of Carlsbad,. California, Incorporated, 1953”.
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AMENcMENIls To THE ARITCLES OF .INCSRFORATION
Arg amedment to the Articles of IncorpoGationmay be propo3ed in writing atanyregdarmeetlngofthe BardofDirectora tia copy of such proposed amerdment shall be sent to each member of the Boardardmaybeactedupon atanyrqgdarorcalledmeetingone week cr more subsequent. Atwcdhlrdsvotetillberequired for any anmdment to the Articles of Incorporation.
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The by-laws may be ameded or new by-laws adopted at any regular or spedaJ.meetIngofthe Boardof Directorsbya two-thirds vote.
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BOYS & GIRLS CLUB OF CAFESBAD
Minutes of the Board of Directors Meeting
J&16, ,l997
BOARD MEMBERS PRESENT Tom Beth, &man Cedoia, tie1 Dewhurst, OfE fsc\obedo, Bob Grimes, John Haedrich,
Tim Jochem. Steve Krogh, Martha taw&Wards, Luke Matteson, Baiiey Noble, Mike Ripley, and Gordon Schmidt.
STAfF MEMBERS PRESENT: Tammy Marine and Denise Lamb
The Board of Directors meeting was called to order by Luke Mat&on at 7ACl a.m. at the Vii Branch of the Boys & Girls Club
of Carisbad. Immediately foIlowing, &he minutes of the Meeting of the Board of Directors on June 18, 1997 were then
unanimously approved.
MANAGEMENTREPOIW
Luke Matteson revieu& ‘the finandai statement for the twelve months ended Jurre 30. 1997 which reflected a cumulative net
profit of $12.986.50 largely due to success in the area of grants and foundations. Operating expenses remain fairly consistent
with the budgeted forecast Payroll and benefits were under budget by $20,000 due to the unexpected absence of an Executive
Director for three months. Fundraising continues to be under budget with only $88,477 collected towards the projected goal of
$122,000.
Matteson a&o gave an update on th;search for a new Executiw Director. The Search Committee, comprised of Luke Mat&son,
Jeff Kasschau, Bob Grimes and Carman Cedoh wiIl continue with the final interviewing and hope to have a recommendatian by
the end of the month. As soon as a fin&t is selected, an Open House will be scheduled to $ve the Board the opportunity to give
feedback before a final selection is made.
Denise Lamb, Program Coordinator of the Village Branch, gave an ovexview of the w and activities taking place at the
Branch. Summer session is in fulI swing with daiIy attendance averaging 70 children per day. Special activities taking place
intlude the newly implemented &am-to-swim program which has been running at full capacity and a golf clinic scheduied to take
place for three weeks in July with Golf Professional Eke Snider.
BOARDDEVELOPMENT:
The election of the officers of ihe Board of Directors for 1997-1998 was held A motion was made and unanimously approved to
elect the following:
Luke Matteson, President
Jeff Kasschau, Vice President.
Richard Macgum. Vi Resident.
&b Grimes, Vice President.
Steven Kmgh. vice Resident.
4atteson again. discussed the new structure of the Board of Dire&xx which entail the formation of the following four basic
~onunit&ees:
I Fundraising Committue
n Program and Volunteer Staff Committee m Grants and Foundations Committee m Building and FaciWs Committee
ach Board Member will be required to skive on at least one of these committees. It was noted that participation on the committees
,ill not be limited to the Board of Directors but will be open to other volunteers as well. Matteson will be contactin each Board
June IO,1998
Boys & Girls Club of Carlsbad
Luke D. Matteson, President
Board of Directors
PO Box 913
Carlsbad, CA 92018
RE: 1997-98 C.D.B.G. SUBRECIPIENT AGREEMENT
On June 2,1998 the Carlsbad City Council discussed Agenda Bill No. 14,694, and
adopted Resolution No. 98-158, which approved a Subrecipient Agreement for
Community Development Block Grant Funds with the Boys and Girls Club of Carlsbad.
Enclosed for your records are copies of the Agenda Bill and Resolution, and also a
copy of the signed agreement.
Additionally, Mr. Matteson, I would like to thank you for your speedy response to my
request for a document showing your authority to “bind” the Boys and Girls Club with
the above referenced agreement.
KATHLEEN D. SHOUP
Sr. Office Specialist
1200 Carlsbad Village Drive - Carlsbad, California 92008-1989 - (760) 434-2808