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HomeMy WebLinkAboutItem No. 16 CDBG Allocation and Community Support Program for FY 2018-19Text File City of Lake Elsinore 130 South Main Street Lake Elsinore, CA 92530 www.lake-elsinore.org File Number: ID# 17-394 Agenda Date: 10/24/2017 Status: BusinessVersion: 1 File Type: ReportIn Control: City Council / Successor Agency Agenda Number: 16) Page 1 City of Lake Elsinore Printed on 10/19/2017 REPORT TO CITY COUNCIL To:Honorable Mayor and Members of the City Council From:Grant Yates, City Manager Prepared by: Brendan Rafferty, Fiscal Officer Date:October 24, 2017 Subject:Community Development Block Grant (CDBG) Allocation and Community Support Program for Fiscal Year (FY) 2018-2019 Recommendation Adopt the CDBG Program for FY 2018-2019; and direct staff to submit the application. Background Each year the City of Lake Elsinore City receives an allocation of CDBG funds. These allocations are based on population and are designed for assistance to low and moderate- income residents and areas. On June 27, 2017, the City Council (Council) renewed its Joint-Recipient Cooperation Agreement (Metropolitan Cities Agreement) with the County of Riverside. Participation in the Joint-Recipient Cooperation Agreement allows the City to receive its portion of funds allocated by HUD, minus a 12 percent administration fee by the County of Riverside. The 2018-2019 Fiscal Year will be the first of the three fiscal years covered by the renewed Metropolitan Cities Agreement. To qualify for funding, eligible projects must largely benefit low and moderate-income persons, prevent or eliminate slums and blight, or meet a need having a particular urgency. Economic Development Agency has stated that “In order to ensure the effective, efficient, and appropriate allocation and use of the County’s CDBG funding, the County may reject any proposed cooperating city CDBG activity in an amount less than $10,000.” The only exceptions to this policy include: traditionally county-wide activities (city/county, multiple city, etc.) or a project or activity serving a very remote location. On September 19, 2017, staff held a public meeting at City Hall for prospective organizations requesting CDBG funds. Notice of the public meeting was e-mailed to previously funded organizations and other interested persons on September 8, 2017, was published in the Press- Enterprise on September 8, 2017 and was posted on the City’s web site. The organizations represented by persons attending the public meeting were the Assistance League of Temecula Valley, Studio 395, Helping Our People in Elsinore, Inc. (H.O.P.E), Rancho Damacitas, Vista Community Clinic, Boys and Girls Club of Southwest County, Dream Center Lake Elsinore and COPS for Kids. Staff met individually with representatives of Habitat for Humanity Inland Valley. CDBG FY 2018-19 Allocation October 24, 2017 Page 2 of 4 At the meeting, City staff also encouraged the organizations to apply to the City’s Community Support Funding Program. The organizations were instructed to submit their applications for Community Support Funds along with their CDBG applications due on October 6, 2017. On October 6, 2017, the City received a total of five applications for CDBG Funds and one application for Community Support Funds. Two organizations that received CDBG funding in the past, did not apply for 2018-2019 CDBG Funds. A list of past CDBG and Community Support Funding allocations is attached. Discussion For the FY 2018-2019 funding program, the City hopes to receive approximately $454,335 which is slightly less than the total that was awarded to the City for FY 2017-2018 of $468,408. It should be noted that this amount is an estimate and the actual amount of CDBG funds received by the City could fluctuate depending on how the United States Congress approves the national budget. Based on an allocation of $454,335 and CDBG requirements, 12 percent or $54,520 would be required by the County of Riverside for administrative costs. Additionally, the City can earmark a maximum of 8 percent or $36,347 towards CDBG program administration costs and 15 percent or approximately $68,150 towards public service programs. However, in order to maximize the amount of CDBG funds available for the City projects, Staff is proposing to use none of the CDBG funds for the City’s administrative costs. This will allow a balance of $331,665 for the following City project: 1. Road and Sidewalk Improvements – Various Locations ($331,665). The proposed project involves the use of CDBG funds in conjunction with street maintenance funds. These funds will be used to rehabilitate roads and/or construct sidewalks, curbs and bus shelters at various locations in the downtown area. As of the filing deadline of October 6, 2017, the City received five outside public service agency applications for a total requested allotment of $130,000. The agencies requesting funds are as follows: 1. Assistance League of Temecula Valley ($25,000). The agency is located in Temecula and the organization’s Operation School Bell provides clothing and shoes to disadvantaged children in the Murrieta, Lake Elsinore, Menifee and Temecula School Districts. The requested CDBG funds would be used to service children in Lake Elsinore. 2. Boys and Girls Club of Southwest Riverside County ($10,000). Located in Lake Elsinore, the organization is requesting funds for Boys & Girls Club Program Scholarships for before and after school programming and transportation to serve underserved youth in the City of Lake Elsinore. The activities are provided at the Boys and Girls Club’s Alberhill Ranch Clubhouse located at 3711 Nichols Road in the City of Lake Elsinore 3. Helping Our People in Elsinore, Inc. (H.O.P.E) ($50,000). Located in Lake Elsinore, the organization is requesting funds for its Pantry Program that distributes a balanced menu of groceries to low income families, seniors and individuals in Lake Elsinore and the surrounding communities. CDBG FY 2018-19 Allocation October 24, 2017 Page 3 of 4 4. Habitat for Humanity Inland Empire ($25,000). Serving Lake Elsinore residents, Habitat for Humanity Inland Valley requesting funds for it’s the Critical Home Maintenance & Repairs Program to provide major and minor home repair and maintenance services for low to moderate income families, seniors and veterans. 5. Vista Community Clinic ($20,000). This organization’s request for CDBG funds to meet the costs of a Certified Enrollment Counselor who links uninsured low-income residents of Lake Elsinore to health insurance and a medical/dental home, thereby providing access to comprehensive healthcare services. Services would be provided at Vista Community Clinic's health center at 30195 Fraser Drive. The total amount of CDBG funds available is only 52.4 percent of the total amount requested. Additionally, as described above, the minimum allocation has been set at $10,000 by County EDA. For these reasons, staff is recommending the funding for “Public Service Programs” that allocates only the available funds. A breakdown of CDBG funding requests and proposed allocations for FY 2018-2019 are reflected in the following table. FY 2018-2019 CDBG Program Year – Proposed Allocation Agency Requested Amount 2018-2019 Proposed Allocation 2017-2018 Allocation PUBLIC SERVICE PROGRAMS Assistance League of Temecula Valley $25,000 $15,000 $15,000 Boys and Girls Club of Southwest Riverside County $10,000 $10,000 $10,000 Helping Our People in Elsinore, Inc. (H.O.P.E) $50,000 $18,150 $18,150 Habitat for Humanity Inland Valley $25,000 $10,000 $10,000 Vista Community Clinic $20,000 $15,000 $15,000 Subtotal $130,000 $68,150 $68,150 PUBLIC FACILITY PROJECT Road and Sidewalk Improvements $331,665 $331,665 $331,665 Subtotal $331,665 $331,665 $331,665 ADMINISTRATIVE COSTS Riverside County EDA $54,520 $54,520 $54,520 Subtotal $54,520 $54,520 $54,520 GRAND TOTAL $516,185 $454,335 $454,335 The above recommendations have been shared with the City Council’s Budget Subcommittee. Fiscal Impact As indicated above, the City of Lake Elsinore's CDBG allocation is anticipated to be $454,335 for the 2018-2019 Fiscal Year. These funds will be available on or about July 1, 2018. CDBG FY 2018-19 Allocation October 24, 2017 Page 4 of 4 There is $40,000 available in the General Fund for Community Support Funding in the Community Support Budget. Exhibits: A. Summary Matrix of Public Service B. Summary Matrix of Community Support C. Assistance League of Temecula Valley D. Boys and Girls Club E. Helping Our People in Elsinore, Inc. (H.O.P.E) F. Habitat for Humanity Inland Empire G. Vista Community Clinic H. Community Support Funding Application – Vista Community Clinic Applicant Requested Amount      Recommended AmountTotal = $68,150Use of CDBG Funds2017‐2018Allocation2016‐2017Allocation2015‐2016Allocation2014‐2015Allocation2013‐2014Allocation2012‐2013Allocation2011‐2012Allocation2010‐2011Allocation2009‐2010Allocation2008‐2009Allocation2007‐2008Allocation2006‐2007Allocation2005‐2006Allocation2004‐2005AllocationAssistance League (Operation School Bell)$25,000$15,000Purchase of new clothing for disadvantaged (low‐income) school children (K‐12, ages 5‐17) within Lake Elsinore Unified School District (USD), Menifee Union School District, Murrieta Valley USD and Temecula USD.$15,000 $12,500 $12,500 $12,500 $13,300 $5,000 $0 $0 $0 $0 $0 $4,982 $4,000$5,000Boys & Girls Club of Southwest Riverside County$10,000$10,000Client scholarships for annual membership, before andafter school fees, and transportation costs related to "TASC"‐Transportation, Academics, Social Skills, and Character program. Program provided at the Boys and Girls Club’s Alberhill Ranch Clubhouse located at 3711 Nichols Road in the City of Lake Elsinore. $10,000 $10,000 $10,000 $7,500 $0 $16,660 $12,661 $12,661 $12,661 $13,605 $10,000 $6,228 $0 $0Helping Our People in Elsinore, Inc. (HOPE)$50,000$18,150Pantry Program that distributes a balanced menu of groceries to low income families, seniors and individuals in Lake Elsinore and the surrounding communities.        $18,150 $18,612 $28,500 $27,772 $28,500 $29,990 $17,483 $17,483 $17,483$18,606 $15,000 $12,455 $6,000 $6,000Habitat for Humanity Inland Empire$25,000$10,000Funds to be used for the Critical Home Maintenance &Repairs Program to provide major and minor home repair and maintenance services for low to moderate income families, seniors and veterans.$10,000 $10,000 N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/AVista Community Clinic $20,000$15,000CDBG funds to be used for Linking Low‐Income LakeElsinore Residents to a Medical & Dental Home through Insurance program whose goals are to link uninsured low‐ income residents of Lake Elsinore to health insurance and a medical/dental home, thereby providing access to comprehensive healthcare services.                                                             $15,000 $12,500 N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/A N/ACops for Kids (1)$0$0Emergency housing (1 to 3 days) for parents and their children, assists with emergency food and clothing when absolutely necessary and with a select number of RTA bus passes for students to get to high school.N/A N/AN/A $5,250 $4,750 N/A N/A N/A N/A N/A N/A N/A N/A N/AStudio 395 (1)$0$0Studio 395 proposes to provide a Business of Arts Education Program that will educate/enhance new and existing home/family‐based businesses. The goal of the program is to increase the opportunities for low to moderate income families that have a handcrafted product to reach the appropriate market.N/A N/AN/A $5,000 $4,750 N/A N/A N/A N/A N/A N/A N/A N/A N/ATOTALS$130,000 $68,150$68,150 $63,612 $51,000 $58,022 $51,300 $51,650 $30,144 $30,144 $30,144$32,211 $25,000 $23,665 $10,000 $11,000(1) Attended public meeting. No application received. Community Development Block Grant (CDBG)2018‐2019 Program Year                                                                                                                                                                                                                                                                                                                                                                               Past Grants                                                                                                                                                                                          Applicant Requested Amount      Recommended AmountTotal = $40,000Use of Community Support Funds2016‐2017Allocation2015‐2016AllocationTrauma Intervention Program $0$0Provides emotional first aid to survivors of tragedy in order to ease their immediate suffering and facilitate their healing and long term recovery.$10,000 $10,000Cops for Kids (1)$0$0Emergency housing (1 to 3 days) for parents and their children, assists with emergency food and clothing when absolutely necessary and with a select number of RTA bus passes for students to get to high school.$5,000 $10,000Salvation Army $0$0Back to School Child Spree provides at risk and needy school age children with the clothing and supplies they need to start school.$8,000 $0Helping Our People in Elsinore, Inc. (HOPE) (1)$0$0Pantry Program that distributes a balanced menu of groceries to low income families, seniors and individuals in Lake Elsinore and the surrounding communities.        $0 $10,000Vista Community Clinic $5,000$5,000Linking Low‐Income Lake Elsinore Residents to a Medical & Dental Home through Insurance program whose goals are to link uninsured low‐ income residents of Lake Elsinore to health insurance and a medical/dental home, thereby providing access to comprehensive healthcare services.                                                                                         $0 $0TOTALS $5,000 $5,000 $23,000 $30,000AMOUNT BUDGETED $40,000 $0 $30,000 $30,000(1) Attended public meeting. No application received.2017‐2018 Program YearPast Grants COUNTY OF RIVERSIDE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM APPLICATION FOR CITY OF LAKE ELSINORE 2018- 2019 CITY CDBG ALLOCATION GENERAL INFORMATION: Applying Organization Name: Assistance League of Temecula Valley Type of Organization: Non -Profit Organization Organization Address: 28720 Via Montezuma City: Temecula, CA Zip Code: 92590 Mailing Address: 28720 Via Montezuma City: Temecula, CA Zip Code: 92590 Telephone Number: 951-694-8018 Fax Number: 951-694-8298 Executive Director: Dorcas Shaktman, VP of Finance, Operation School Bell Contact Telephone Number: 951-970-6034 E-mail: dshaktin4n@verizon.net Program Manager: Denise Lanier, VP Philanthropic Programs Telephone Number: 951-694-8018 E-mail: grammysings@msn.com Grant Writer: Caasi Algazi, GIFT Consult Address (If different from above): Telephone Number: 951-445-0002 E-mail: graftmein@graftwriter.com Il. ORGANIZATIONAL HISTORY: (This is applicable only if you are a non-profit organization) Date Organization founded: 6/15/89 Date Organization incorporated as a non-profit: 6/15/89 Federal identification number: 33-0360419 DUNS Number: 868952920 Organization Web Address: http://assistanceleague.org/temecula-valley/ Does your Organization expend $750,000 or more a year in federal funds? Number of paid staff: 0 Number of volunteers: 220 Members/Board of Directors: (attached) NO A. Name of Project: Operation School Bell (OSB) 2018-19 B. Specific Location of Project- Attachment 3 (include street address, if a street address has not been assigned provide APN) Street: 28720 Via Montezuma City: Temecula Zip Code: 92590-2510 APN: C. CDBG Funds Requested: $25,000 D. Where will the proposed activity occur (be specific as to the geographic boundaries)? If the project involves a new or existing facility, what is the proposed service/benefit area for the facility? Beneficiaries are served within five (5) school districts (Lake Elsinore USD, Menifee Union SD, Murrieta Valley USD, Temecula Valley USD, Romoland SD) and closest retail locations. E. In which City(ies)/Communities does the activity occur? City (ies): Canyon Lake, Lake Elsinore, Menifee, Murrieta, Temecula, Wildomar, Perris (southern portions), Romoland (northern section of Menifee) Community (ies): Murrieta Hot Springs, French Valley, Glen Oaks, Diamond Valley, Pauba Valley, Sage and unincorporated areas NOTE: EDA will make the final determination of the appropriate service area of all proposals. F. If this project benefits the residents of more than one community or jurisdiction, have requests been submitted to those other entitlement jurisdictions? (i.e., County district(s) 1St 2nd, 3rd 4th, and/or 5th, City of Palm Springs, City of Moreno Valley, City of Riverside, etc.) YES- Federal: CDBG County of Riverside, City of Lake Elsinore, City of Wildomar, City of Murrieta; Entitlement cities: City of Temecula and City of Menifee; Riverside County Supervisor CID Funding District 1, 3, 5; City of Lake Elsinore G. Check ONLY the applicable category your application represents: ❑x Public Service ❑ Homeless Activities ❑ Real Property Acquisition (Must consult with EDA prior to submitting application) ❑ Housing ❑ Rehabilitation/Preservation (please provide picture of structure) ❑ Public Facilities (construction) 4 ❑ Infrastructure (i.e. Streets, Sewer, Sidewalk, etc.) ❑ Other: (provide description) H. Respond to A & B 2ji& if this application is for a gUWic service project. (a) Is this a NEW service provided by your agency? NO (b) If service is not new, will the existing public service activity level be substantially increased or improved? Public service activity will be substantially increased due to extremely low or low income levels of families within the five school districts. A. Provide a detailed Project Description. The description should only address or discuss the specific activities, services, or project that is to be assisted with CDBG funds. If CDBG funds will assist the entire program or activity, then provide a description of the entire program or activity: Operation School Bell, a program of ALTV, maintains public service agreements with five school districts within the Southwest Riverside County Economic Development Region and offers shopping events, providing new school clothing ($125.00 value each) for students (K-12) from extremely -low to low- income families. Parents check-in at designated store location and provide proof of income and completed self -certification forms. Once qualified, student shops for clothing of up to $125.00 value with retail discounts provided. At check-out, a shopping event evaluation form is completed and signed. In 2018-2019, ALTV will provide new school clothing to the following number of students in each district: Lake Elsinore School District (800); Menifee Union School District (424); Murrieta Valley Unified School District (530); Temecula Valley Unified School District (460); Romoland School District (92). The five (5) school districts are located in the following service areas of Riverside County District 1, 3, 5, and include cities, communities and unincorporated areas of each district B. Provide a detailed description of the proposed use of the CDBG funds only (e.g. client scholarships, purchase of specific equipment, rent, supplies, utilities, salaries, etc.): ALL CDBG funds awarded are used exclusively to purchase new school clothing and shoes for low- income students (K-12) within the five school districts (Lake Elsinore USD, Menifee USD, Romoland School District, Murrieta VUSD and Temecula Valley USD). 2,300 low-income students will be qualified to shop for clothing and shoes in the five school districts with a spending allowance of $125.00 (2,300x$125=$287,500). Clothing and shoes are purchased and documented at OSB program "shopping events" held by the Assistance League of Temecula Valley during the academic year. 100% of program recipients are verified/qualified as living with parents who are designated as low-income, very low income or extremely low income per US HUD tables. Proof of income is mandatory and confirmed at each shopping event. C. What are the goals and objectives of the project, service, or activity? How will you measure and evaluate the success of the project to meet these goals and objectives (measures should be qualitative)? 3 Goals: provide shopping events to clothe 2,300 (FYI8-19)students in 5 school districts Objective: (1) obtain funding to provide new school clothing to 2,300 students in five school districts; (2) train school district personnel on program eligibility requirements and scheduling procedures; (3) procurement - negotiate retail service agreements and set-up shopping events at retail locations; (4) check proof of income/self-certification forms at check-in, assist with shopping, ensure completion of evaluation forms, assist with check-out. Measurements: (1) Number of beneficiaries are tracked at each "shopping event" and compared to total goal; (2) Quality of service is determined by analyzing information on the evaluation form. 99.8% parents/students respond positively to the entire experience, from school outreach, documentation sent home in both English and Spanish, to the actual "shopping event" and clothes/shoes obtained. In addition, parents are asked what they will spend their savings on: Over 95% respond they spend monies saved on basic needs such as food and housing. D. Please identify the project milestones using an Estimated Timeline for Project Implementation: 2/2018-9/2018 Planning & Coordination 8/2018-9/2018 Volunteer Training 9/2018 -10/2018 -Fall "Shopping" Events 11/2018-12/2018 Reporting & Compliance 01/2019 -02/2019 -"Winter Shopping Events" 02/2019 -03/2019 -Follow-up & Close-out 03/2019 -03/2019 -Final Reporting V. PROJECT BENEFIT: A. Indicate the number of people or households that will directly benefit from your proposal using CDBG funds: 200 students in Lake Elsinore will directly benefit from $25,000 in Lake Elsinore CDBG Funding; 2,300 total students will benefit from CDBG funds in five (5) school districts. NOTE: This is based on the expected number of clients to be served if the County funds your project for the requested amount: B. Indicate the number of unduplicated clients that will be served (An unduplicated client is counted only once, no matter how many direct services the client receives during a funding year): 200 students in Lake Elsinore will directly benefit from $25,000 in Lake Elsinore CDBG Funding; 2,300 total students will benefit from CDBG funds in five (5) school districts. C. Length of proposed CDBG-funded activities or service (weeks, months, year): 1 year; 6/01/2018-5/31/2019 D. Service will be provided to (check one or more): ❑ Men ❑ Women 4 IJP 0x Children (Range of children's ages:( 5-18 ❑ Families ❑ Seniors ❑Severely Disabled Adults ❑ Migrant Farm Workers ❑ Homeless (Number of beds at facility: ) E. What methods will be used for community involvement to assure that all who might benefit from the project are provided an opportunity to participate? ALTV's volunteers continue to outreach to communities, government agencies, school districts, foundations, corporate sponsors, private donors, parents and students about Operation School Bell to ask for donations, assistance with program preparation and volunteers at "shopping events". All materials, from hand-outs at the schools that are sent home to the parents to the evaluation form signed at the end of shopping check-out by the parent, are printed in both English and Spanish. F. What evidence is there of a long-term commitment to the proposal? Describe how you plan to continue the work (project) after the CDBG funds are expended? Operation School Bell is in its 29th year of operation. ALTV's thrift store provides a consistent source of funds from sales at the ALTV thrift store. ALTV Board and Finance Committee diligently pursue funding including government and foundation grants, corporate sponsors, private donors and fund-raising events. National Obiective: All CDBG-funded activities must meet at least one of the following National Objectives of the CDBG program. Indicate the category of National Objective to be met by your activity: CATEGORY A: Benefit to low -moderate income persons (must be documented). Please choose either subcategory 1 or 2: 1. Limited Clientele: The project serves clientele that will provide documentation of their family size income and ethnicity. Identify the procedure you currently have in place to document that at least 51 % of the clientele you serve are low -moderate income persons. Eligible students are identified by school personnel in each of the five (5) school districts and "Notice of Selection" and CDBG self -certification forms are sent home to parents. On shopping date, parents bring completed forms with proof of income, all of which is verified against school schedule of recipients. ALTV volunteers verify all documentation and classify income levels prior to the student participating in the shopping event. In addition, there is always a multi-lingual ALTV volunteer on- site at the shopping event. If the proof of income is not provided or if the income is too high, then the parent and student are not allowed to participate in the shopping event. 2. Clientele presumed to be principally low- and moderate -income persons: The following groups are presumed by HUD to meet this criterion. You will be required to submit a certification from the client (s) that they fall into one of the following presumed categories. 5 The activity will benefit (check one or more) ❑ Abused children ❑ Battered spouses ❑ Elderly persons ❑ Severely disabled adults Describe clientele to be served by this activity: ❑ Homeless persons ❑ Illiterate adults ❑ Persons living with AIDS ❑ Migrant Farm workers All Operation School Bell program beneficiaries are from extremely low, very low, and low income families. The students (K-12) attend the five (5) school districts identified in Lake Elsinore USD, Murrieta Valley USD, Temecula Valley USD, Menifee Union SD, and Romoland SD all in Riverside County. In FY 2016-2017, 80% of recipients were classified as extremely low, 10% very low and 10% low income. Discuss how this project directly benefits low- and moderate- income residents: OSB addresses a critical human services need, promotes school attendance and educational achievement by providing "shopping events" where the student and parent can choose new clothing needed for school, such as shirts, pants, dresses, underwear, socks, sweaters, jackets or shoes. Operation School Bell has each parent fill out an evaluation form before check-out which asks the question "how will you spend your savings that you gained from this program". 95% of the parents answer that they spend the savings on basic needs (food and housing). CATEGORY B: Area Benefit - The project or facility serves, or is available to, ALL persons located within an area where at least 51 % of the residents are low/moderate-income. 2010 Census Tract and Block Group numbers: NA Total population in Census Tract(s) / block group(s): NA Total percentage of low -moderate population in Census Tract(s) / block group(s): NA _ (Applicant is welcome to contact a County of Riverside, EDA CDBG Program Manager for Census Information) CATEGORY C: Activities undertaken to create or retain permanent jobs, at least 51% of which will be made available to or held by low/moderate-income persons: Proposed Job Creation/Retention Total Jobs Expected to Create: NA Total Jobs Expected to Retain: NA CATEGORY D: Activities that provide assistance to micro -enterprise owners/developers G who are low/moderate-income: Proposed Assistance to Businesses New Businesses expected to assist: NA Existing Businesses expected to assist: NA Enter Total Businesses expected to assist: NA ►k 1 �:L, � fSii� A. Proposed Project Budget Complete the following annual program budget to begin July 1, 2018. If your proposed CDBG- funded activity will start on a date other than July 1, 2018, please indicate starting date. Provide total Budget information and distribution of CDBG funds in the proposed budget. The budgeted items are for the specific activity for which you are requesting CDBG funding - NOT for the budget of the "entire" organization or agency. (EXAMPLE: The Valley Senior Center is requesting funding for a new Senior Nutritional Program. The total cost of the program is $15, 000 and $10,000 in CDBG funds is being requested for operating expenses associated with the proposed activity. The total ActivitylProject Budget will include $5, 000 of other non-CDBG funding and $10, 000 in CDBG funds for a Grand Total of $15, 000). 7 TOTAL ACTIVITY/ PROJECT BUDGET CDBG FUNDS (Include non-CDBG Funds REQUESTED -Only and CDBG Funds) I. Personnel A. Salaries & Wages $0 $ B. Fringe Benefits $0 $ C. Consultants & Contract Services $2,000 $ III. Other A. Architectural/Engineering Design $ $ B. Acquisition of Real Property $ $ C. Construction/Rehabilitation $ $ D. Indirect Costs $ $ E. Other $ $ SUB -TOTAL: $302,900 $25,000 GRAND TOTAL: $302,900 $25,000 (Note: CDBG funds requested must match amount requested in Project Activity, Section III -C above.) B. Leveraging List other funding sources and amounts (commitments or applications), which will assist in the implementation of this activity. Current and pending evidence of leveraging commitments/applications must be submitted with application. Attacnmew Federal: CDBG funds from EDA Riverside County, City of Wildomar, City of Lake Elsinore, City of Murrieta; Entitlement -City of Temecula, City of Menifee- submitting 8 SUB -TOTAL $2,000 $ II. Non -Personnel A. Space Costs $12,400 $ B. Rental, Lease or Purchase of Equipment $ $ C. Consumable Supplies $1,000 $ D. Travel $ $ E. Telephone $ $ F. Utilities $ $ G. Other Costs $287,500 $25,000 SUB -TOTAL: $302,900 $25,000 III. Other A. Architectural/Engineering Design $ $ B. Acquisition of Real Property $ $ C. Construction/Rehabilitation $ $ D. Indirect Costs $ $ E. Other $ $ SUB -TOTAL: $302,900 $25,000 GRAND TOTAL: $302,900 $25,000 (Note: CDBG funds requested must match amount requested in Project Activity, Section III -C above.) B. Leveraging List other funding sources and amounts (commitments or applications), which will assist in the implementation of this activity. Current and pending evidence of leveraging commitments/applications must be submitted with application. Attacnmew Federal: CDBG funds from EDA Riverside County, City of Wildomar, City of Lake Elsinore, City of Murrieta; Entitlement -City of Temecula, City of Menifee- submitting 8 State/Local: CID Funds from Riverside County Supervisors District 1, 3, and 5 pending Private: Roripaugh Foundation, Subaru, Gunnerson Foundation, United Way of Inland Valleys, SC Edison -pending Fees: NA Donations: $30,000 Other: Thrift Store Sales = $158,996 C. What type of long-term financial commitment is there to the proposal? Describe how you plan to continue the work (project) after the CDBG funds are expended? The Operation School Bell program is in its 29th year of operation and ALTV annually undertakes every effort to seek corporate, government and foundation financial support to supplement current operating OSB costs and allow for a growth rate in students served who need new school clothing. Together with ALTV thrift shop income, grants, donations and revenues from fundraising events, the program has been sustainable for 28 years and will continue to be. D. Provide a summary by line item of your organization's previous year's income and expense statement Attacnment8 E. If this project benefits the residents of more than one community or jurisdiction, have requests been submitted to those other jurisdictions? Yes If yes, identify sources and indicate outcome. CDBG applications will be submitted to City of Lake Elsinore, City of Murrieta, City of Temecula, City of Menifee, City of Wildomar and County of Riverside. If no, please explain F. Was this project or activity previously funded with CDBG? Yes If yes, when? FY 2017-2018 Is this activity a continuation of a previously funded (CDBG) project? No If yes, explain: A. Describe your organization's experience in managing and operating projector activities funded with CDBG or other Federal funds: ALTV has operated the OSB program with CDBG (cities and County) funding for 28 years; successfully tracks all activity, completes all required documentation and submits for reimbursement, proof of income of client population and other data needed and/or required. B. Management Systems Does your organization have written and adopted management systems (i.e., policies and procedures) including personnel, procurement, property management, record keeping, financial management, etc.? ALTV maintain extensive policies and procedures including national organization & local chapter regulations/policies, bylaws, committee rules and detailed job descriptions. E Financial policies related to procurement, internal controls, disbursements, deposits and investments are in place. The Board of Directors oversees organizational budgets/expenditures; Treasurer manages daily/monthly/annual financials and CPA conducts audits. Extensive detailed governance, financial and program records are maintained. C. Capacity Please provide the names and qualifications of the person(s) that will be primarily responsible for the implementation and completion of the proposed project: Denise Lanier: Vice President of Philanthropic Programs; a long-time employee in Human Resources for the City of Temecula, active volunteer and has served on the Board of Directors of Assistance League. Dorcas Shaktman: Vice -President of Finance and past President for Assistance League; responsible for overseeing all financial activities, statements and results reporting, and is retired Senior Vice -President from the Financial Banking Industry. Is] L, : f► Undersigned hereby certifies that (check box after reading each statement and digitally sign the document): X 1. The information contained in the project application is complete and accurate. X 2. The applicant agrees to comply with all Federal and County policies and requirements imposed upon the project or activity funded by the CDBG program. X 3. The applicant acknowledges that the Federal assistance made available through the CDBG program funding will not be used to substantially reduce prior levels of local, (NON-CDBG) financial support for community development activities. X 4. The applicant fully understands that any facility built or equipment purchased with CDBG funds shall be maintained and/or operated for the approved use throughout its economic life, pursuant to CDBG regulation. X 5. If CDBG funds are approved, the applicant acknowledges that sufficient non-CDBG funds are available or will be available to complete the project as described within a reasonable timeframe. X 6. On behalf of the applying organization, I have obtained authorization to submit this application for CDBG funding. (DOCUMENTATION ATTACHED Minute Action and/or written Board Approval signed by the Board President). DATE: October 3rd. 2017 Signature: Print Name/Title Authorized Representative: Dorcas Shaktman Vice President Finance Annlicant's Check -list: The following required documents listed below have been attached. Any missing documentation to the application will be cause for the application to be reviewed as INELIGIBLE. Yes No ATTACHMENT �14 ❑ 1. Members/Board of Directors �B ❑ 2. Articles of Incorporation and Bylaws 1B ❑ 3. Project Activity Map --&- 0 4. Project Benefit, Category B, Low Mod Area Maps (Attach if applicable) JVt9 111 ❑ 5. Leveraging (Current evidence of commitment) �p ❑ 6. Income and Expense Statement 7. Management Capacity (Detailed organizational chart) ❑ 8• Board Written Authorization approving submission of application 1 A]-, -A assistance league' T—forming U— • Slnnglhonlnq Communlly 2018/2019 CDBG Application Attachments City of Lake Elsinore Board of Directors Articles of Incorporation And Bylaws Project Activity Map Project Benefit Category B Leveraging Source of Funds Income and Expense Statement (Draft of 2016/2017 Audited Financials) Management Capacity Organizational Chart Board Authorization for Application Submittal ASSISTANCE LEAGUE OF TEMECULA VALLEY BOARD OF DIRECTORS June, 2017 — May, 2018 nFFICFRS- President: Ginny Wetzel 39394 Via Monserate Murrieta, CA 92563 cr affylady951(Zgmail. com 818-726-7341 VP Membership: VP Philanthropic Programs: VP Finance: Diane Guilin 32230 Corte Chatada Temecula, CA 92592 mdg 19664),msr 951-501-9277 Denise Lanier 32232 Corte Coronado Temecula, CA 92592-6354 Tamm sinfls a.msn.com 951-265-8248 Dorcas Shaktman 44142 Calle Ciuita Temecula, CA 92592 dshaktmanB verizon. net 951-970-6034 Secretary: Diana Elizondo 39628 Clos Du Val Murrieta, CA 92563 dianaelizondo a�).verizon.net 951-852-3387 T Treasurer: Marilyn Rule 38532 Quail Ridge Drive Murrieta, CA 92562-3063 rn aril yr a rule&gma il. corn 805-368-7521 Page 1 of 2 ASSISTANCE LEAGUE OF TEMECULA VALLEY AL assistance leaRmBOARD OF DIRECTORS Temecula Valley June, 2017 — May, 2018 ELECTIVE STANDING COMMITTEES: Education Chairman: Electra Demos 31004 Wellington Circle Temecula, CA 92591 jimnlec@verizon.net 951-541-4429 Chapter House Manager: Cindy Jasperson 41395 De Anna Ranch Road Murrieta, CA 92562 cjaspy@yahoo.com 951-698-3055 Thrift Shop Chairman: Shelley Diamond 41639 Cypress Point Way Temecula, CA 92591 rockydeluz@yahoo.com 951-595-9841 Assisteens Liaison: Rita O'Neill 31388 Corte Montiel Temecula, CA 92592-6470 ritao(a) h o tmail. corn 951-775-7463 Bylaws Chairman: Sue Sampson 30789 East Green Drive Murrieta, CA 92563 syedsaiMsggj@7 yahoo, com 714-330-6063 Marketing Communications Joy Kihara Chairman: 32732 Campo Drive Temecula, CA 92592 kiharajoy@yahoo. c:om 949-466-7020 Strategic Planning Chairman: Mary Lindholm 29159 New Arrowhead Drive Menifee, CA 92584 mrindhlm[a7 verizon. net 714-654-3116 Page 2 of 2 0 1463456 ENDOR:;e F I L E 0 in the oiiico of the secre+-ry o ARTICLES OF INCORPORATION of Ph* slab a1 C.41"4, -OF- ASSISTANCE GUILD OF TEMECULA VALLEY California Nonprofit Public Benefit Corporation I. NAME JUN 15 1989 MARCH f0fVG EU, Secretary. The name of the corporation is ASSISTANCE GUILD OF TEMECULA VALLEY. A. and is not organized charitable II. PURPOSES This corporation is a nonprofit public benefit corporation organized for the private gain of any person. it is under the Nonprofit Public Benefit Corporation Law for purposes. B. The specific purpose of this corporation is to carry on a program of philantropic work in the community and to control and administer at least one major philanthropic project. III. INITIAL AGENT FOR SERVICE OF PROCESS The name and address in the State of California of this corporation's initial agent of the corporation for service of process is: MARJORIE B. BARNUM, 46569 E1 Viento Seco Drive, Temecula, CA. 92390 IV. LIMITATION ON CORPORATE ACTIVITIES A. This corporation is organized and operated exclusively for charitable purposes within the meaning of Section 501 (c)(3) of the Internal Revenue Code or the corresponding provisions of any future United States Internal Revenue Law. Notwithstanding any other provision of these articles, this corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the purposes of this corporation, and the corporation shall not carry on any other activities not permitted to be carried (a) by a corporation exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1986 or the corresponding provision of any future United States Internal Revenue Law, or (b) by a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1986 or the corresponding provision of any future United States Internal Revenue Law. B. No substantial, part of the activities of this corporation hall consist of carrying on propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate or 1 intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office. V. DEDICATION AND DISSOLUTION The property of this corporation is irrevocably dedicated to charitable purposes and no part of the net income or assets of this corporation shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person. Upon the dissolution or winding up of the corporation, its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable purposes and which has established its tax exempt status under Section 501 (c)(3) of the Internal Revenue Code (or the corresponding provision of any future United States Internal Revenue law). The organization shall be National Assistance League, if it qualifies as a distributee under the provisions of this Article. IN WITNESS WHEREOF, the undersigned, being the Incorporator of ASSISTANCE GUILD OF TEMECULA VALLEY has executed these Articles of Incorporation this /ly- day of June, 1989. I hereby declare that I am the person Articles of Incorporation, which o who executed the foregoing 2 Internal Revenue Service District Director ate: Jan. S. 1990 DO Assistance Guild of Temecula Valley PO Box 1212 Temecula, CA 92390 Dear Applicant: Department of the Treasury EMA10erederr11flcetion ftmber. 33-0360419 Accn'J" Period "Ing. May 31 Foundation Amu, CfsulBcatlan: Ad at a R Ung Period Enda: May 31. 1994 Ponwm to Cantacb, Julie -Phelan contact Telephone Number. (213) 725-6619 'Based on information supplied. and assuming your operations will be as stated 3si.your application for recognition of exemption. we have determined you are exempt -from Federal income tax under section 501(c)(3) of the: Internal Revenue Code. gscause You are a newly created organization. we are not now malting a final determination of your foundation status under section 509(a) of the Code. However, we have determined that you can reasona�blY be expected to be a publicly supported organization described in section 509(a)(2) i • Accordingly, Y. You will be treated as a publicly supported organization, and not as a private foundation, during an advance ruling period. This advance ruling period begins an the date of your inception and ends on the date shown above. r . Within 90 days atter the end of your advance rulin us Information needed to determine whether f[ Period, you must submit to applicable support test during the advance rulingperiod`hI requirements of the have been a publicly supported A It You establish that you Y pported organiza�tion, you will be classified as a section 509(a) (11 ❑r 509(a)(2) organization as long as you cantinas to meet the requirements gt the applicable suppdrt fast. If you do not meet the public support requirements during the ndvanco ruling period, you will be classified as a private foundation for future periods. Also, if you are classified as a private foundation, you will be treated as a private foundation from the date of your inception for purposes of sections 507(d) and 4944. Grantors and donors may rely on the determination Lhat you foundetion,gntil 90 days atter the and of your e advance ruling re not a privsatat the required information within period. If you submit the 90 days, grantors and donors may continue to rely on the advance determination until the Service makes a final determination of secyoution status. However. If notice that you will no longer be treated as a sectioa't 509{a){l) organization is published Bulletin, grantors and donors may not rely onthis detsrmination tafter thheedate of such publication. Also. a grantor or donor may not rely on this determination if he or she was in part responsible for, or vas aavare of, the act or failure to act that resulted in your loss of section that the Intornal Revenue Service had 9 givennotice that )status, or acquired knowledge classification as.a Sea:tior► You would be removed from 509(a)(2) orgaaixation. (0-6 P.O. Box 2350, Los Aanpla. CA 900553 letter 1045(DO) (Rev. 10-83' If your sources of support, or your purposes, character, or method of operation change, please let us know so we can consider the effect of the change on your L exempt status and foundation status. Also, you should inform us of all changes in your name or address. r- As of January 1, 1984. you are liable for taxes under the Federal Insurance Contributions Act (social security taxes) on remuneration of $100 or more you pay to each of your employees during a calendar year. You are not liable for the tax imposed under the Federal Unemployment Tax Act (FUTA). Organizations that are not private foundations are -not subject to the excise taxes under Chapter 42 of the Code. However, you are not automatically exempt from other Federal excise taxes. If you have any questions about excise, employment, or other Federal taxes, please let us know. Donors may deduct contributions to you as provided in section 170 of the Code. Bequests, legacies, devises, transfers, or gifts to you or for your use are deductible for Federal estate and gift tax purposes if they meet the applicable -provisions of sections 2055, 2106, and•2522 of the Code.. You are required to file Form 990, Return of Organization Exempt from Income Tax, only if your gross receipts each year are normally more than $25,000. If a return is required, it must be filed by the 15th day of the fifth month after the end of your annual accounting period. The law imposes a penalty of $10 a day, up to a maximum of $5,000, when a return is filed late,, unless there is reasonable cause for the, delay. You are not required to file Federal income tax returns unless you are subject_ to the tax on unrelated business income under section 511 of theCode. If you are _ subject to this tax, you must file an income tax return on Form 990-T, Exempt Organization Business Income Tax Return. In this letter, we are not determining whether any of.your present or proposed activities are unrelated trade or business as defined in section 513 of the Code. You need an employer identification number even if you have no employees. If an employer identification number was not entered on your'application, a number will be assigned to you and you will be advised of it. Please use that number on all returns you file and in all correspondence with the Internal Revenue Service. Because this Letter could help resolve any'questions about your exempt status and foundation status, you should keep it in your permanent records. If you have any questions, please contact thq-person whose name -and telephone number are shown in the heading of this letter, ' sincerel District Director Letter I045(DO) (Rev. 10--83 Internal Revenue Service District Director Clete: SEP 0 Y IM ASSISTANCE LEAGUE OF TEMECULA VALLEY P.O. BOX 1212 TEMECULA, CA 92390-0014 — Dear Taxpayer: Department of the Treasury Fmphohnnent hdeeuffeWon Number 33-0360419 p,,, to Cant"t Rose Avilez EOMF COORDINATOR Canted Telephone Nonbu: (213 R Code ode39 Internal .vsection: 501(e)(3 ) Thank you for submitting the information shown below or on the enclosure. We have made it a part of your file. The changes indicated do not adversely affect your exempt status and the exemption letter issued to you continues in effect. Please let us know about any future change is the character. purpose, method of operation. name or address of your organisation. This is a requirement for retaining your Tempt status. Thank you for your cooperation. Item Changed (NAME) P.O. Box 2350, Los Angeles, CA 90053 From To Assistance Guild of Temecula (SEE ABOVE) Valley Letter 976(00) (Rev. 1-87) J Revised 2002 Amended April 8, 2017 Filed by Consultant May 9, 2017 BYLAWS OF ASSISTANCE LEAGUE® OF TEMECULA VALLEY a nonprofit public benefit corporation Article 1 Name and Headquarters 1.01 Name. The name of this corporation is Assistance League of Temecula Valley, a chartered chapter of National Assistance League®. 1.02 Principal Office. The principal office for the transaction of business of this organization is hereby fixed and located at 28720 Via Montezuma, Temecula, CA 92590-2510. Article 2 Purpose and Policies 2.01 Purpose. The purpose of this organization shall be as stated in its Articles of Incorporation: to administer, carry on and control at least one (1) program of philanthropic work in the community. 2.02 Policies. (a) This organization is a tax-exempt, charitable corporation, exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law), and shall be nonprofit, nonsectarian and nonpolitical in all its policies and activities and not organized for the private gain of any individual or entity. (b) This organization shall not carry on any other activities not permitted to be carried on by an organization exempt from Federal income tax under Section 501(c)(3) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law), or by corporation contributions which are deductible under Section 170(c)(2) of the Internal Revenue Code of 1986 (or the corresponding provision of any future United States Internal Revenue Law). (c) This organization shall provide in its Articles of Incorporation that its income, assets and property are irrevocably dedicated to charitable purposes and no part of the net income, assets or property of the chapter shall ever inure to the benefit of any member thereof, or to the benefit of any private persons. (d) Upon the dissolution and winding up of this organization, after paying or adequately providing for the debts and obligations of the organization, the remaining assets shall be distributed to a nonprofit fund, foundation or corporation organized and operated exclusively for the purposes specified in Section 501(c)(3) of the Internal Revenue Code and which has established its tax exempt status under that section. (e) 'No substantial part of the activities of this organization shall consist of the carrying on of propaganda, or otherwise attempting to influence legislation, nor shall the organization participate or intervene in any political campaign including publishing or distribution of statements on behalf of or in opposition to any candidate for public office. (f) This organization shall be subject to the following limitations and restrictions: (1) This organization shall distribute its income for each taxable year at a time and in manner that will not subject the corporation to the tax on undistributed income imposed by Section 4942 of the Internal Revenue Code of 1986. (2) This organization shall not engage in any act of self-dealing as defined in Section 4941(d) of the Internal Revenue Code of 1986. (3) This organization shall not retain any excess business holdings as defined in Section 4943(c) of the Internal Revenue Code of 1986. (4) This organization shall not make any investments that will subject it to tax under Section 4944 of the Internal Revenue Code of 1986. (5) This organization shall not make any taxable expenditure as defined in Section 4945(d) of the Internal Revenue Code of 1986. (g) This organization shall support the purpose of National Assistance League and comply with its laws, policies, procedures and standards. (h) The activities of this organization shall be conducted without financial benefit to any member. Article 3 Membership 3.01 Composition. This organization shall have members that shall be called voting members and may also have nonvoting members. Membership as a voting or nonvoting member is open without discrimination to all individuals as long as they comply with the responsibilities and standards of membership. 3.02 Responsibilities and Standards. (a) Members shall comply with the responsibilities and standards of membership, including: maintaining conduct that enhances the image and reputation of the organization and does not cause it embarrassment; behaving in a civil manner; supporting the harmony, mission and welfare of the organization; and complying with the organization's required policies. (b) Other responsibilities and standards of membership shall be defined in the standing rules. (c) The Board of Directors, hereinafter referred to as the Board, has the right in its sole and absolute discretion to: (1) Deny membership to any person who has demonstrated a disregard for or an unwillingness or inability to comply with the responsibilities and standards of membership; and (2) Terminate the membership of any member who, after allowing the member to be heard, is determined by the Board to have failed to comply with the responsibilities and standards of membership. E 3.03 Suspension of Membership. The Board has the right in its sole and absolute discretion to suspend a member from all privileges and rights of membership who the Board determines has not complied with the responsibilities of membership. Such action may be taken only after a hearing by the Board following fifteen (15) days written notice to the member involved of the time and place of such hearing. Suspension of membership may not take effect for at least five (5) days after such hearing. A member's membership in Assistance League may be suspended for a period not to exceed ninety (90) days. 3.04 Termination of Membership. Following the period of suspension, a member who fails to comply with bylaws, policies and standards of Assistance League may have membership terminated by a three-fourths (3/4) vote of the Board, if such action is deemed in the best interest of the organization. Such action may be taken only after a hearing by the Board following fifteen (15) days written notice to the member involved of the time and place of such hearing. Termination of membership may not take effect for at least five (5) days after such hearing. All rights and privileges of a member shall cease on the termination of membership. 3.05. Age Limit. This organization shall have no age requirements; however, it may be so organized that the membership may be divided into various groups of age compatibility in accordance with applicable law. 3.06 Leave of Absence. The Membership Committee may grant or deny requests for temporary leaves of absence to voting members for travel, illness or to meet emergency needs. While on leave of absence, a voting member shall continue to pay dues and may attend chapter meetings and vote and shall be counted in the quorum when present. Other financial obligations shall be optional with the chapter. 3.07 Penalties. Any member who is more than sixty (60) days delinquent in any chapter obligation, without reasons deemed sufficient by the Board, shall, by action of the Board, forthwith be suspended from all privileges of the chapter. The Secretary shall notify such member, in writing, of the suspension. Upon satisfactory discharge of the delinquent chapter obligations within thirty (30) days after notice of suspension, all privileges of chapter membership shall be restored. If delinquent chapter obligations are not met within thirty (30) days after notice of suspension, the membership of such member shall be terminated. 3.08 Dual Membership. Chapter members may hold membership in more than one (1) chapter and/or auxiliary. Such members shall declare a primary chapter and/or auxiliary. Article 4 Board 4.01 Governing Body. The Board shall be the governing body of this organization. It shall be composed of the Officers and the Elective Standing Committee chairmen. Only elected members of the Board shall attend Board meetings and have a vote. The Parliamentarian shall attend Board meetings in a nonvoting capacity. 4.02 Powers. The Board shall be subject to the powers and functions as prescribed by the bylaws. 4.03 Policies and Standards. The Board shall have the power to establish and maintain policies and standards. 4.04 Management. The Board shall have the responsibility for the general management of the corporation and the power to act for the corporation between meetings of the membership. 3 4.05 Terms of Office. Members of the Board shall hold office for a term of one (1) year or until their successors are elected and assume office. They shall assume office at the close of the May Joint Board meeting. No member shall be eligible to serve more than two (2) consecutive terms in the same office. 4.06 Meetings. Regular meetings of the Board shall be held on the third (3rd) Tuesday of each month unless otherwise directed by the Board. 4.07 Conduct of Meetings. Members of the Board may participate in a meeting through use of conference telephone or similar communications equipment, including but not limited to electronic meetings, so long as all members participating in such meeting can communicate with one another. Final discussion and vote shall be by simultaneous aural communication among all participating members. Such participation shall constitute personal presence at the meeting. 4.08 Special Meetings. Special meetings of the Board may be called by the President and shall be called upon the written request of five (5) members of the Board, provided notice of such special meetings shall have been given to each Board member at least three (3) days prior thereto. 4.09 Quorum. A majority of the Board shall constitute a quorum. 4.10 Vacancies. Vacancies on the Board, except in the office of President, shall be filled by majority vote of the Board. The office of President shall be filled by the Vice President Membership, and the Board shall fill the vacancy thus created. 4.11 Executive Committee. The Executive Committee shall be composed of the officers of the Board. This committee shall have the power of the Board between meetings of the Board. Four (4) members shall constitute a quorum. The Parliamentarian shall attend Executive Committee meetings in a nonvoting capacity. Article 5 Nominations and Elections 5.01 Nominating Committee. In December and January, the Nominating Committee shall be elected. Two (2) members and one (1) alternate shall be elected by and from the Board at the December Board meeting and a minimum of three (3) members and one (1) alternate elected by and from the voting membership at the January regular meeting. A member nominated at the January meeting must be present to accept or decline the nomination. The chairman and vice chairman shall be elected by and from the Nominating Committee. No member shall be eligible to serve two (2) consecutive years. The Secretary shall call the first meeting of the Nominating Committee. 5.02 Slate. In March, the Nominating Committee shall submit its slate of nominees for offices on the Board. Only one (1) nominee shall be elected to each office. These offices are: President, Vice President Membership, Vice President Philanthropic Programs, Vice President Finance, Vice President Fund Development, Secretary, Treasurer, Assisteens® Liaison, Bylaws Chairman, Chapter House Manager, Education Chairman, Public Relations Chairman, Strategic Planning Chairman, Thrift Shop Manager. 5.03 Notice. The committee chairman shall submit a copy of the slate of nominees to the Secretary and to each voting member at least one (1) month prior to the election meeting or at the previous regular meeting. 5.04 Petition Process. Ten percent (10%) or more of chapter members eligible to vote may nominate, by signed petition, an additional nominee for an office on the Board by mailing 4 such petition together with the written consent of the nominee to the Secretary at least ten (10) days prior to the election meeting. No member shall sign more than one (1) nominating petition in a year. 5.05 Election Meeting. The Board shall be elected at the election meeting in April. 5.06 Voting. Elections shall be by voice vote, except when a nominating petition shall have been received, in which event the vote for the contested office shall be by ballot. Article 6 Officers and Their Duties 6.01 President. The President shall: (a) Be chief executive officer of the corporation; (b) Preside at meetings of the Board and membership; (c) Appoint, with Board approval, the chairmen of Appointive Standing Committees, unless otherwise provided in these bylaws; (d) Appoint special committees by direction of the Board or membership; (e) Appoint a Parliamentarian; (f) Sign legal documents with the Secretary; (g) Be authorized to open and close accounts at all chapter financial institutions with the Secretary and Treasurer; (h) Be authorized to sign checks with the Vice President Membership, Vice President Philanthropic Programs and Secretary; (i) Be, ex -officio, a member of all committees except the Nominating Committee; Q) Shall serve on the Bylaws and Membership Committees the year after the presidency; (k) Present an annual report of corporate activities to the membership; (1) Submit to the national office the Chapter Year -End Summary within thirty (30) days following the end of the corporation's fiscal year; and (m)Serve as delegate to the annual and special meetings of National Assistance League. 6.02 Vice President Membership. (a) Shall be chairman of the Membership Committee; (b) Shall be a member of the Hospitality, Strategic Planning, Education, Bylaws, Volunteer Coordinator and Assisteens Committees; (c) Be authorized to sign checks with the President, Vice President Philanthropic Programs and Secretary; (d) Serve as second delegate to represent the chapter at the annual and special meetings of National Assistance League; and 5 (e) Shall appoint, with Board approval, the Historian, Hospitality, Placement/Hours, Sunshine Appointive Standing Committee chairmen. 6.03 Vice President Philanthropic Programs. (a) Shall be chairman of the Philanthropic Programs Committee; (b) Shall be a member of each philanthropic program, Strategic Planning, Risk Management and Grants Committees; (c) Be authorized to sign checks with the President, Vice President Membership and Secretary; (d) Serve as first alternate to represent the chapter at the annual and special meetings of National Assistance League; and (e) Shall appoint, with Board approval, the chairmen of all philanthropic programs of the chapter. 6.04 Vice President Finance. (a) Shall be chairman of the Finance Committee; (b) Shall be responsible for the overall financial planning of the chapter (c) Shall recommend finance policies for the chapter; (d) Shall appoint, with Board approval, the chairmen of the Grants and Risk Management Committees and the Assistant Treasurers. (e) Shall be a member of the Grants Committee, Risk Management Committee and the Strategic Planning Committee; and (f) Shall review correspondence with the chapter's CPA. 6.05 Vice President Fund Development. (a) Shall be chairman of the Fund Development Committee; (b) Serve as second alternate to represent the chapter at the annual and special meetings of National Assistance League; and (c) Shall oversee and provide policy guidance to all fundraising events planned by the Fund Development Committee. 6.06 Presiding Officer of Meetings. In the absence of the President, the Vice Presidents shall serve in the order of their office. 6.07 Secretary. The Secretary shall: (a) Record the minutes of the Board and regular meetings and permanently maintain the original minutes; (b) Be custodian of the records of the corporation, excluding financial records; (c) Sign legal documents with the President; C (d) Be authorized to open and close accounts at all chapter financial institutions with the President and Treasurer; (e) Certify, immediately following receipt of the call to the annual or special meeting of National Assistance League, the names of the chapter delegate and alternate to the National Secretary; and (f) Be authorized to sign checks with the President, Vice President Membership, and Vice President Philanthropic Programs. 6.08 Treasurer. The Treasurer shall: (a) Be chief financial officer of the corporation; (b) Be responsible for monitoring the collection and disbursement of all funds; (c) Be responsible for the financial records of the corporation; (d) Be authorized to open and close accounts at all chapter financial institutions with the President and Secretary; (e) Be responsible for the filing of required tax forms; (f) Be a member of the Finance and Strategic Planning Committee; (g) Submit to the national office per capita dues including auxiliaries to arrive at the national office on or before June 1; and (h) Submit to the National office within four and one-half (41/2) months following the end of the fiscal year the required documents in compliance with National Policies for Chapters. Article 7 Indemnification 7.01 Indemnification of Officers, Directors, Employees and Agents. To the extent allowed by state law, the Board of the chapter shall have the authority to indemnify any officer, director or agent duly authorized by the Board who was or is made a party to any proceeding in any action, other than an action brought by or on behalf of the national organization or the chapter, by reason of the fact that such person was such an officer, director or agent, at the time of the occurrence constituting the cause of action, against all expenses, judgments, settlements and/or liability reasonably incurred in connection with the proceeding. The authority to indemnify shall be exercised by the Board on the basis of each such occurrence. Indemnification shall not include reasonable attorneys' fees paid or incurred by such persons if the Board agrees to and does provide an attorney to defend such action at the expense of the chapter. 7.02 Indemnification of National Assistance League. The chapter agrees to defend and indemnify and hold National Assistance League, and its officers, directors, members, employees and agents (collectively, "National Assistance League Indemnified Parties") harmless against any charges, damages, costs and expenses (including reasonable attorney's fees and court costs), liability or loss which any National Assistance League Indemnified Party may suffer, sustain or become subject to as a result of or arising out of any action or inaction of such chapter. In any action or proceeding relating to the foregoing indemnity, and brought against any National Assistance League Indemnified Party, the National Assistance League Indemnified Party shall have the right to (a) participate in the 7 defense of such action or proceeding with attorneys of its own choosing or (b) defend itself in any action or proceeding with attorneys of its own choosing. Article 8 Standing and Special Committees 8.01 Committee Composition. Members of each committee shall be appointed by the committee chairmen with approval of the Board unless otherwise provided in these bylaws. The composition of a committee shall include those who serve by virtue of office as specified in the bylaws and/or members as deemed necessary. 8.02 Elective Standing Committees. (a) Membership Committee. The Vice President Membership shall be chairman of this committee. The committee shall be composed of the Historian, Hospitality Chairman, Placement and Hours Chairman, Sunshine Chairman, Thrift Shop Scheduling Chairman, Education Chairman, Orientation Chairman, Assisteens Liaison, immediate past President and members as may be deemed necessary. The committee shall establish goals and implement plans for membership stability and growth. It shall inform prospective members of the responsibilities and commitment of membership. The committee shall be in charge of membership events for the membership and for prospective members. (b) Philanthropic Programs Committee. The Vice President Philanthropic Programs shall be chairman of this committee. The committee shall be composed of the chairman of each philanthropic program of the chapter and members as may be deemed necessary. This committee shall be responsible for developing and supervising philanthropic programs that have been approved by the Board and the membership. This committee shall research and develop new philanthropic programs based on community need. (c) Fund Development Committee. The Vice President Fund Development shall be chairman of this committee. The committee shall be composed of the Public Relations Chairman and members as may be deemed necessary. This committee shall recommend fundraising activities necessary to meet requirements of the budget. Upon approval by the Board, the committee shall draft and execute plans necessary to carry out such activities. (d) Assisteens Committee. The Assisteens Liaison shall be the chairman of this committee. The committee shall be composed of the Assisteens Coordinator, Assistant Treasurer, Vice President Membership and members as may be deemed necessary. The Assisteens Liaison shall appoint, with Board approval, the Assisteens Coordinator. The Assisteens Liaison shall serve on the Membership, Education, Bylaws, Chapter House and Risk Management Committees. This committee shall oversee the Assisteens Auxiliary. (e) Bylaws Committee. The Bylaws Chairman shall be the chairman of this committee. The committee shall be composed of the Parliamentarian, Vice President Membership, Education Chairman, Assisteens Liaison, immediate past President and members as may be deemed necessary. The committee shall be responsible for keeping the chapter bylaws current by yearly review. The committee shall review and revise chapter bylaws, standing rules and policies as directed by appropriate vote of the membership or Board. (f) Chapter House Committee. The Chapter House Manager shall be the chairman of this committee. The committee shall be composed of the Thrift Shop Manager, Risk Management Chairman and of members as may be deemed necessary. The committee shall supervise the maintenance and repairs of the chapter house and shall maintain a 0 current inventory of chapter property. The chairman shall present maintenance and repair considerations to the Board. The chairman shall serve on the Risk Management and Thrift Shop Committees. (g) Education Committee. The Education Chairman shall be the chairman of this committee. The Education Chairman shall appoint the Circle Fund, Librarian and Orientation chairmen. The committee shall be composed of the Orientation Chairman, Librarian, Circle Fund, Vice President Membership, Newsletter Editor, Public Relations Chairman, Assisteens Liaison and members as may be deemed necessary. This committee shall be responsible for the education and training of the new voting members and shall keep the Orientation Handbook current. The committee shall establish training and education programs for the Board, committee chairmen, membership and maintain resource information and materials for member use. The chairman shall serve on the Membership, Orientation, Strategic Planning, Bylaws and Risk Management Committees. (h) Finance Committee. The Vice President of Finance shall be the chairman of this committee. The committee shall be composed of the Treasurer, former Treasurers and/or Assistant Treasurers, past Presidents, members with financial, investment or banking knowledge, Grants and Risk Management Committee chairmen. This committee shall create an annual budget of income and expenses for Board and membership approval, shall be responsible for the overall financial planning of the chapter; recommending finance policies for the chapter; reviewing engagement letters from the CPA; reviewing annual financial statements and management letter comments from the CPA; assisting in complying with National Policies for Chapters, Finance. Annual corporate and auxiliary budgets (operating and capital expenditures) shall be approved by the Board and membership prior to the beginning of the fiscal year. Annual auxiliary budgets shall be approved by the auxiliary governing body and membership and presented to the chapter Finance Committee to be included in the annual corporate budgets. The chairman shall serve on the Grants, Risk Management and Strategic Planning Committees. (i) Public Relations Committee. The Public Relations chairman shall be the chairman of this committee. The Public Relations chairman shall appoint, with Board approval, the Newsletter Editor. The committee shall be composed of the Newsletter Editor and members as may be deemed necessary. This committee shall release press and media notices of the chapter and shall adhere to the established policies of this chapter and those established by the national organization. This committee shall keep a press book of published releases. The chairman shall serve on the Education and Fund Development Committees. U) Strategic Planning Committee. The Strategic Planning chairman shall be the chairman of this committee. The committee shall be composed of two (2) past Presidents, Vice President Membership, Vice President Philanthropic Programs, Vice President Finance, Treasurer, Assistant Treasurer, Education Chairman and two (2) additional members. This committee shall facilitate the development of a strategic plan to ensure achievement of the chapter's vision and mission. The committee shall oversee monitoring and evaluation of the plan on an ongoing basis and make recommendations to the Board. (k) Thrift Shop Committee. The Thrift Shop Manager shall be the chairman of this committee. The Thrift Shop Manager shall appoint the Thrift Shop Scheduling Chairman. The committee shall be composed of day managers, Thrift Shop Scheduling Chairman, Chapter House Manager and as many members as may be deemed necessary. This committee shall be responsible for the operation of the thrift shop and 9 recommend policies for its operation subject to the approval of the Board and membership. The Manager shall serve on the Chapter House, Risk Management and Finance Committees. 8.03 Appointive Standing Committees. (a) Assistant Treasurer. The Assistant Treasurer shall perform routine duties for the Treasurer such as deposits and reconciliations. These duties may be delegated as needed. The Assistant Treasurer shall serve on the Finance and Strategic Planning committees. (b) Assisteens Coordinator Committee. The Assisteens Coordinator shall be the chairman of this committee. This committee shall be composed of the Assisteens Liaison, Vice President Membership and members as deemed necessary. This committee shall provide a forum for education and leadership, oversee Assisteens philanthropic programs, thrift shop volunteer hours, fundraising events and facilitate social activities. (c) Circle Fund Committee. The Circle Fund Chairman shall understand the purpose and value of Circle and support the goals and initiatives of the annual Circle campaign. Circle Fund Chairman shall represent and obtain donations to Circle. The Circle Fund Chairman shall serve on the Education Committee. (d) Grants Committee. This committee shall be composed of a chairman, Vice President Finance, Vice President Philanthropic Programs, Operation School Belle Chairman and members as deemed necessary. The committee shall be responsible for researching, identifying and submitting grants necessary to meet requirements of the budget. The Grants Chairman shall serve on the Finance Committee. (e) Historian. The Historian shall keep current the written and pictorial history of the chapter and maintain a current scrapbook for the chapter and president. The chairman shall serve on the Membership Committee. (f) Hospitality Committee. This committee shall be composed of a chairman, Vice President Membership and members as deemed necessary. The committee shall be responsible for management and development of social functions and special physical arrangements and refreshments for chapter meetings. The chairman shall serve on the Membership Committee. (g) Librarian. The chairman shall organize, supervise and maintain the chapter resource library and encourage member use. The Librarian shall serve on the Education Committee. (h) Newsletter Editor. The Newsletter Editor shall prepare and distribute the chapter newsletter, be responsible for the publication of the yearly membership directory and its distribution at the September meeting and shall be responsible for internal communications (via e-mail). The editor shall be the chapter Website Administrator. The editor shall serve on the Public Relations and Education Committees. (i) Operation Bear Hug Committee. This committee shall be composed of a chairman, Vice President Philanthropic Programs and members as deemed necessary. The committee shall provide bears to outside agencies who will distribute them during a time of need. The chairman shall serve on the Philanthropic Programs Committee. 10 (j) Operation Community Outreach Committee. This committee shall be composed of a chairman, Vice President Philanthropic Programs and members as deemed necessary. The committee will facilitate the administration of the services within this program to meet a range of community needs on a one-time basis. The chairman shall serve on the Philanthropic Programs Committee. (k) Operation Foster Youth Committee. This committee shall be composed of a chairman, Vice President Philanthropic Programs and members as deemed necessary. The committee will facilitate the collaboration with local foster care homes and foster family agencies to provide needed assistance. The chairman shall serve on the Philanthropic Programs Committee. (1) Operation Nonprofit Partnerships Committee. This committee shall be composed of a chairman, Vice President Philanthropic Programs and members as deemed necessary. The committee will form partnerships with community nonprofit organizations to assist in providing needed services to the community. Partnership service needs are defined as the provision of goods and services that the chapter determines meet a need in the community, and that the chapter has no philanthropic program in place to meet these needs. The chairman shall serve on the Philanthropic Programs and Risk Management Committees. (m)Operation Scholarships Committee. This committee shall be composed of a chairman, Vice President Philanthropic Programs and members as deemed necessary. The committee shall plan and execute high school scholarships and teacher grants. The chairman shall serve on the Philanthropic Programs Committee. (n) Operation School Bell Committee. This committee shall be composed of a chairman, Vice President Philanthropic Programs and members as deemed necessary. The committee shall plan and execute the provision of new clothing to identified students in our service area. The chairman shall serve on the Philanthropic Programs and Grants Committees. (o) Operation SHADES Committee. This committee shall be composed of a chairman, Vice President Philanthropic Programs and members as deemed necessary. The committee shall be responsible for organizing and implementing a series of four financial literacy classes within the chapter's service area. The chairman shall serve on the Philanthropic Program Committee. (p) Orientation Committee. This committee shall be composed of a chairman, Vice President Philanthropic Programs, the Education chairman and members as deemed necessary. The committee shall educate and train new members using Assistance League resources. The chairman shall serve on the Education and Membership Committees. (q) Parliamentarian. The Parliamentarian shall advise the presiding officer of a meeting on matters of parliamentary procedure and confer with the President as needed. The Parliamentarian shall serve on the Bylaws Committee. (r) Placement and Hours Committee. The Placement and Hours Chairman shall record membership participation and hours served. The chairman shall serve on the Membership Committee. (s) Risk Management Committee. This committee shall be composed of a chairman, Vice President Philanthropic Programs, Operation Nonprofit Partnerships Chairman, Education Chairman, Chapter House Manager, Thrift Shop Manager, Vice President 11 Finance, Assisteens Liaison and additional members as needed who may attend to areas of responsibility assigned to the committee. The committee shall identify, analyze, assess and minimize risk areas for the safety and security of members and guests on the chapter's premises. The chairman shall serve on the Chapter House and Finance Committees. (t) Sunshine Committee. The Sunshine Chairman shall conduct all social correspondence of the chapter. The Sunshine Chairman shall serve on the Membership Committee. (u) Thrift Shop Scheduling Committee. The Scheduling Chairman shall be responsible for preparing the monthly thrift shop work schedule and recording absences and substitutions. The chairman shall serve on the Thrift Shop Committee. 8.04 Special Committees. The President shall appoint special committees by direction of the Board or membership. 8.05 Committee Quorum. A majority of the committee members shall constitute a quorum. Article 9 Meetings 9.01 Regular Meetings. Regular meetings shall be held on the first Tuesday of each month, unless otherwise directed by the Board, with membership approval. 9.02 Election and Annual Meetings. The regular meeting in April shall be known as the election meeting, and the regular meeting in May shall be known as the annual meeting. 9.03 Conduct of Meetings. Members of governing bodies and committees, except the Nominating Committee, may participate in a meeting through use of conference telephone or similar communications equipment, including but not limited to electronic meetings, so long as all members participating in such meeting can communicate with one another. Final discussion and vote shall be by simultaneous aural communications among all participating members. Such participation shall constitute personal presence at the meeting. 9.04 Special Meetings. Special meetings may be called by the President and shall be called upon the written request of one-third (1/3) voting members. The purpose of the meeting shall be stated in the call. Except in emergencies, at least three (3) days' notice shall be given. 9.05 Voting Rights. There shall be no vote by proxy. 9.06 Quorum. One-third (1/3) of the voting members shall constitute a quorum. Article 10 Finance 10.01 Fiscal Year. The fiscal year of this organization shall be from June 1 through May 31. 10.02 Dues and Fees. Annual dues shall be payable on or before April 1 and delinquent on April 25. VOTING: Voting $85.00 NONVOTING: Nonvoting $150.00 Community Contributor $300.00 12 PALS $40.00 Assisteens $35.00; New Members $45.00 Dues for new members joining after December 1 shall be reduced by one-half (1/2) and shall include national Assistance League pro rata per capita dues of twenty dollars ($20). Dues for new members joining between March 1 and May 31 shall be ten dollars ($10). Members holding membership in more than one (1) chapter shall pay National Assistance League dues only to primary chapter or auxiliary. 10.03 National Assistance League Dues. Annually, the corporation shall pay to National Assistance League per capita dues of forty dollars ($40) and ten dollars ($10) per capita Assisteens. Annually, the corporation shall pay to National Assistance League per capita pro rata dues of twenty dollars ($20) and five dollars ($5) per capita Assisteens for members joining after December 1. Per capita dues shall be waived for all new members joining between March 1 and May 31,excluding Assisteens. 10.04 Requirements. The corporation shall maintain a sound financial position and shall have a Certified Public Accountant audit or review its financial statements annually. The corporation shall submit an annual report to members, as required by state Corporations Code. 10.05 Delegates and Alternates. The chapter, at its own expense, shall send its delegate and may send its alternate to the annual meeting and special meetings of National Assistance League. 10.06 Proposed Expenditures. Proposed unbudgeted expenditures in excess of two thousand five hundred dollars ($2,500) or ten percent (10%), whichever is less, shall be presented to the Board and membership for approval. 10.07 Fundraising. The corporation shall plan fundraising events and activities in compliance with National Policies for Chapters. 10.08 Fundraising Agent. The corporation shall not act as a fundraising agent for individuals or other organizations. Article 11 Auxiliaries 11.01 Formation and Purpose. The chapter may form auxiliaries. An auxiliary name shall identify the auxiliary as an auxiliary of the chapter. Auxiliaries shall support chapter programs and activities. 11.02 Administration and Procedures. (a) Each auxiliary shall have its own governing body for administrative purposes. An auxiliary shall be governed by the bylaws of the corporation. Auxiliary policies and standards shall not be in conflict with the bylaws, policies, procedures and standards of National Assistance League and the chapter. (b) Each auxiliary shall establish Policies for Adult Auxiliaries or Policies for Assisteens Auxiliaries. These policies shall set forth procedures to: (1) Nominate and elect members of the governing body; (2) Conduct governing body meetings; 13 (3) Establish and operate committees; (4) Conduct meetings of the membership; and (5) Ensure fiscal compliance (c) Policies for Adult Auxiliaries and Policies for Assisteens Auxiliaries, and any proposed amendments thereto, shall be written by the auxiliary and submitted to the chapter Board for approval prior to a vote of the auxiliary membership. (d) Adoption of Policies for Adult Auxiliaries or Policies for Assisteens Auxiliaries, and any amendments thereto, by the auxiliary, shall be by majority vote of the members of the auxiliary. (e) A current copy of auxiliary policies shall be on file at the national office. 11.03 Board Representative. Each auxiliary shall have a voting representative on the Board, either a Chapter Liaison to Auxiliary, elected by and from the chapter, or a member, elected by and from auxiliary. 11.04 Assisteens Auxiliary. The use of the name "Assisteens Auxiliary" shall be approved by the National Board, and it shall include the words, "an auxiliary of Assistance League of Temecula Valley." Members may be in seventh (7th) through twelfth (12th) grades. It shall be represented on the Board by the Assisteens Coordinator or by the Chapter Liaison to Auxiliary, and the Assisteens Coordinator and/or Chapter Liaison to Auxiliary shall be a member of the Assisteens governing body and all Assisteens committees. Article 12 Advisory Council 12.01 Advisory Council. An Advisory Council, composed of representative members of the community, including an attorney, shall serve the corporation in an advisory capacity. Members, recommended by the Community Ambassadors Committee, shall be elected by the Board at its June meeting. Vacancies on this council shall be filled from recommendations of the Community Ambassadors Committee by vote of the Board. Article 13 National Assistance League 13.01 Determining Delegates. Unless otherwise provided in these bylaws, the chapter shall elect at its election meeting, to serve for one (1) year, a voting delegate, and an alternate thereto, for up to one hundred (100) of the chapter's membership (but not less than one (1) voting delegate and with the membership rounded off to the next highest hundred for such determination), to represent the chapter at annual and special meetings of National Assistance League. Additional delegates/alternates shall be elected for each one hundred (100) additional members, and if there are additional members in excess of those divisible by one hundred (100), one additional delegate/alternate shall be elected if there are fifty- one (51) or more additional members. 13.02 Delegate Vacancies. Should neither the delegate nor the alternate be available to serve, the Board may elect another delegate who shall be certified to the National Secretary at least twenty-four (24) hours prior to the annual meeting and special meetings of National Assistance League. 13.03 Votes per Member -Delegates. The chapter shall be entitled to that number of votes equal to its number of delegates. 14 Article 14 Bylaws and Amendments 14.01 Bylaws for Chapters. The chapter shall be governed by these bylaws. The bylaws shall not be in conflict with the Bylaws of National Assistance League, any federal laws or with the laws of the state in which the corporation is incorporated. Conflicts unresolved by a standing committee to be determined by the National Board shall be referred to the National Board for resolution, and the decision of this body shall be final. In the event of any conflict, the laws of the state shall prevail. 14.02 Amendments and Revisions. These bylaws may be amended or new bylaws adopted by a two-thirds (2/3) vote at any regular meeting, or at any special meeting called for that purpose provided that written notice of each proposed amendment or the proposed new bylaws shall have been given to each voting member at least thirty (30) days prior to the date of any such meeting, or at the previous regular meeting. 14.03 Conforming. When amendment of these bylaws shall become necessary by action of National Assistance League, the Bylaws Committee of the chapter is authorized to conform these bylaws in accordance therewith, and such amendment shall have the same force and effect as if adopted by the members of the chapter in accordance with the provisions of 14.02 of this Article. 14.04 Filing. Current bylaws, standing rules and auxiliary policies shall be on file at the national office. Article 15 Parliamentary Authority 15.01 Rules of Order. The current edition of Robert's Rules of Order Newly Revised, as amended from time to time, shall govern the meetings of the chapter insofar as those rules are not inconsistent with or in conflict with these bylaws, the Articles of Incorporation, the Bylaws of National Assistance League, the law, the laws of the State of California or rules governing agenda, motions and related matters. 15 PROJECT ACTIVITY SERVICE AREA MAP Da PROJECT ACTIVITY (SERVICE AREA SCHOOL DISTRICTS: The Southwest Riverside County Economic Development Region (see attached map) is the area within which the Assistance League of Temecula Valley (ALTV) provides a range of services to disadvantaged individuals and families. The Operation School Bell (OSB) program maintains Public Service Agreements (PSAs) with five (5) regional school districts within this economic development region and will in 2018- 2019 clothe the targeted number of students (K-12) in each district: Lake Elsinore Unified School District 800 students Menifee Union School District 424 students Romoland School District 92 students Murrieta Unified School District 524 students Temecula Valley Unified School District 460 students TOTAL Population Served 2,300 students RIVERSIDE COUNTY: The five (5) school districts in which OSB program services are provided encompass significant areas within three (3) Riverside County supervisorial districts. The ALN service area encompasses the following areas: Supervisorial District 1: the cities and communities of Lake Elsinore, Canyon Lake and Wildomar, and significant of portions of Riverside County extending from just north of the city of Lake Elsinore south to the San Diego County line and encompassing all unincorporated County areas west of the cities/communities of Lake Elsinore, Wildomar, Murrieta and Temecula. • Supervisorial District 3: the cities of Murrieta and Temecula, and significant portions of Riverside County extending from the eastern boundaries of these two cities east to Sage Road, south to the San Diego County line, and north to an area roughly delineated by the Domenigoni Parkway. Unincorporated communities include Murrieta Hot Springs, French Valley, Temecula Wine County, Glen Oaks, Diamond Valley, Pauba Valley, and Sage. • Supervisorial District 5: the city of Menifee Including Romoland and the southern half of the city of Perris. Cities: The cities and communities of Canyon City, Lake Elsinore, Menifee, Romoland, French Valley, Winchester, Murrieta, Perris (southern half), Temecula, and Wildomar are within the ALN service area. LEVERAGING AND FUNDING SOURCES PAST FUNDING EFFORTS AND SUCCESSES For 29 years, Assistance League of Temecula Valley (ALN) has successfully operated the Operation School Bell (OSB) program and has continually increased program capacity to serve a growing low-income population. Last year OSB provided new school clothing to 2,095 students (K-12) from low-income families. In the current year (2017-18), OSB will provide new school clothing to 2,100 students (K-12). ALTV will maintain program funding at prior year levels in order to ensure that recipients receive adequate clothing and shoes for school. Next year (2018-2019), the program year for which funding is sought, OSB will again provide new school clothing and shoes to 2,300 students (K-12) from low income families as determined by HUD income tables. 2018-2019 PROGRAM FUNDING At the time of this application (October, 2017), ALN is engaged in the 2017-2018 Operation School Bell (OSB) program activities and will provide new school clothing to 2,100 students (K- 12). Fundraising efforts for the current (2017-2018) program year continue. While planning for the 2018-2019 OSB program has already begun, 2018-2019 fundraising efforts have not yet commenced. That effort begins in 2018. However, 2018-2019 funding strategies and sources will largely mirror the 2017-2018 funding strategies and sources: • Government Grants: anticipated CDBG funding from the cities of Lake Elsinore, Menifee, Murrieta, Temecula, Wildomar and the County of Riverside; CID Riverside County Supervisors. • Corporate and Foundational Grants: anticipated financial assistance from many of the same family, private and corporate foundations that have made financial contributions in the past two years: The Community Foundation Serving Riverside and San Bernardino Counties, Albertson's Foundation, The Chevron Foundation, The Gunnerson Foundation, United Way of the Inland Valleys, US Bank Foundation and others. • Community Support: ALTV is the local recipient of the Subaru "Share the Love" campaign, the Mazda Drive for Good" campaign. Corporate funding is received from local companies: Paradise Chevrolet, Stromsoe Insurance Agency, Storm Stadium, Corvettes of Temecula Valley, Elsinore Casino, Kohl's, JP Morgan, CHASE, EMWD, Jerry and Sumru Vance and other local individual and corporate support. • Thrift Store Sales: ALTV has continued to undertake a very successful series of efforts to increase sales at its thrift store location in Temecula. Sales have increased commensurately and that income is a significant source of funding for OSB and other ALTV philanthropic programs. (Please see financials for commitment). It is anticipated that upcoming fundraising efforts (2018-2019) will prove to be similarly successful and will adequately fund the philanthropic programs of ALTV. AL Leveraging- Source of Funds assistance league• 20172018 Awarded (not Received received) Pending Award Communitv Develoament Block Grants City of Lake Elsinore $15,000 City of Murrieta $5,000 City of Wildomar $10,000 City of Temecula $5,000 County of Riverside $15,000 City of Menifee $ 10,000 Sub Total 0 $60,0001 $0 Corporate and Foundation Grants Albertson's Foundation Mazda "Drive for Good" Supervisor Jeffries, CID #1 Supervisor Washington, CID # 3 Supervisor Ashley, CID # 5 UWIV Roripaugh Foundation Sub Total $1,500 $3,000 $2,500 $3,000 $1 Total (to date) Grants 1 $110,000 Donations and Contributions: $0 $5,000 $25,000 $10,000 $40,000 Individual Donations $31,304 Corporate Contributions $2,600 $33,9041 01 0j Total (to date) Donations $33,904 Total Leveraging (to date) 2017/2018 1 $143,904 Page 1 of 1 ASSISTANCE LEAGUE OF TEMECULA VALLEY (A California Nonprofit Corporation) AUDIT REPORT For the Fiscal Year Ended ITS &9j1 11 (With Comparative Totals for 2016) ASSISTANCE LEAGUE OF TEMECULA VALLEY (A NON-PROFIT CORPORATION) FOR THE FISCAL YEAR ENDED MAY 31, 2017 TABLE OF CONTENTS Page INDEPENDENT UDITOR'S REPORT ... ... ... ... ... ... ... ........ ... ... ... ... . I BASIC FINANCIAL STATEMENTS: STATEMENT OF FINANCLIL POSITION ... ... .. ... ... .. 2 STATEMENT OF ACTIVITIES & CHANGES 17V NET ASSETS ... ... ... ... .. 3 STATEMENT OF CASH FLOWS ... ... .. ... ... ... ... ... ... ... ... ... ... ... ... .. ... ... 4 STATEMENT OF FUNCTIONAL EXPENSES .. ... ... ... ... ... ... ... .. ... ... .... 5-6 NOTES TO FINAATCL4 L STA TEAENTS . ... ... ... ... .. 7-13 SUPPLEMENTAL CONSOLIDA 7 hVG S CHED ULE OF ACTIVITIES ........... 14 LESLIE A. DOHERTY &COMPANY, PC CERTIFIED P U B L I C A C C O U N T A N T INDEPENDENT AUDITOR'S REPORT To the Board of Directors Assistance League of Temecula Valley Temecula, California I have audited the accompanying combined financial statements of Assistance League of Temecula Valley (a California nonprofit corporation), which comprise the combined statement of financial position as of May 31, 2017, and the related combined statements of activities, functional activities and cash flows for the year then ended, and the related notes to the financial statements. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility My responsibility is to express an opinion on these financial statements based on my audit. I conducted my audit in accordance with auditing standards generally accepted in the United States of America. Those standards require that I plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. 1 - An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the'entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal Control Accordingly, I express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating [lie overallpresentationof the financial statements. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my audit opinion. Opinion In my opinion, the financial ,statements referred to above present fairly, in all material respects, the financial position of Assistance League of Temecula Valley as of May 31, 2017, and the changes in its net assets and its cash flows for the year then ended in accordance with accounting principles generally accepted in the United States of America. My audit was conducted for the purpose of forming an opinion on the financial statements as a whole. The supplemental schedule on page 14 is presented for purposes of additional analysis and is not a required part of the financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. The information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In my opinion, the information is fairly stated in all material respects in relation to the financial statements as a whole. Murrieta, CA September 21, 2017 29970 Technology Drive, Suite 120 O Murrieta, CA 92563 PH: 951-698-2260 ♦ FAX: 951-698-2272 ♦ www.dohertycpa.com Member: American Institute of Certified Public Accountants ♦ California Society of CPAs ASSISTANCE LEAGUE OF TEMECULA VALLEY (A NON-PROFIT CORPORATION) STATEMENT OF FINANCIAL POSITION MAY 31, 2017 (With Comparative Totals for May 31, 2016) ASSETS CURRENT ASSETS Cash and equivalents Inventory Grant receivable Prepaid expenses TOTAL CURRENT ASSETS CAPITAL ASSIsT, Property and equipment, net of accumulated depreciation NET CAPITAL ASSETS ' TOTAL ASSETS 2017 2016 $ 292,561 $ 247,577 150,007 170,119 14,167 10,600 12,727 2,100 469,462 430,396 366,172 371,286 .366,172 371,286 $ 835,634 $ 801,682 LIABILITIES AND NET ASSETS \V,'°�?` 0 CURRENT LIABILITIES �] Accounts payable and accrue. eVense tom.• $ 31,443 $ 23,844 Deferred dues revenue?_ C1 15,620 11,270 Current portion of note payable 15,624 14,789 TOTAL CURRENT LIABILITIES 62,687 49,903 LC_ NG -TERM LIABILITIES Note payable, net of current portion TOTAL LONG-TERM LIABILITIES NETASSETS: Unrestricted net assets Temporarily restricted net assets TOTAL NET ASSETS TOTAL LIABILITIES AND NET ASSETS 20,580 36,112 20,580 36,112 752,367 704,667 11,000 752,367 715,667 $ 835,634 $ 801,682 The accompanying notes are an integral part of these financial statements 2 ASSISTANCE LEAGUE Of 7TMECULA VALLEY (A NON-PROFIT CORPORATION) STATEMENT OF ACTIVITIES FOR THE FISCAL YEAR ENDED MAY 31, 2017 (With Comparative Totals for May 31, 2016) Year Ended May 31, 2017 Year Ended Temporarily May 31, 2016 Unrestricted Restricted Total Total REVENUES, GAINS, AND OTHER SUPPORT Fundraising: Thrift shop revenue: Contributions of merchandise sold $ 468,681 $ - $ 468,681 $ 509,882 Sales of contributed merchandise 468,681 - 468,681 509,882 Less: Value of merchandise sold (468,681) - (468,681) (509,882) Net sales revenue fi•om thrift shop 468,681 - 468,681 509,882 Less: Cost of sales (184,860) - (184,860) (184,461) Net revenue from thrift shop 283,821 283,821 325,421 Membership dues and member event revenue, ' net of cost of direct benef is to attendees 878'f 878 17,054 Contributions 67,077 67,077 37,200 Grants - 002,697 102,697 110,684 Gift -in-kind donations 102,903 ' ' 102,903 154,602 Interest income -465 L 465 414 Other miscellaneous income 1,p32 1,032 741 Net assets released from restrictions: Satisfaction of purpose restrictions 113,697 r �• (113,697) - - TOTAL REVENUES, GAINS, AND OTHER SUPPORT 11{69,873 (11,000) 558,873 646,116 EXPENSES {� Program expenses: 41 Operation School Bell® 234,825 - 234,825 237,747 Operation Non Profit Partnership 108,984 - 108,984 158,646 Operation Scholarship 46,753 - 46,753 45,051 Operation Bear Hug`s 18,633 - 18,633 18,488 Operation Foster YouthL f 22,282 - 22,282 14,850 Other programs 37,861 - 37,861 35,081 Total program service expenses Supporting services: Management and general Membership development Fundraising Total supporting services expenses TOTAL EXPENSES CHANGE IN NET ASSETS Prior Period Adjustment NET ASSETS AT BEGINNING OF YEAR NET ASSETS AT END OF YEAR 469,337 - 469,335 509,863 24,089 - 24,089 28,360 9,749 - 9,749 28,558 9,232 - 9,232 9,463 43,070 - 43,071 66,381 512,407 - 512,406 576,243 57,466 (11,000) 46,467 69,873 (9,767) - (9,767) - 695,667 11,000 715,667 645,795 $ 743,366 $ - $ 752,367 $ 715,667 The accompanying notes are an integral part of t ese rnancia statements 3 ASSISTANCE LEAGUE OF TEMECULA VALLEY (A NON-PROFIT CORPORATION) STATEMENT OF CASH FLOWS FOR THE FISCAL YEAR ENDED MAY 31, 2017 (With Comparative Totals for May 31, 2016) CASH FLOWS FROM OPERATING ACTIVITIES: Increase (decrease) in net assets Adjustments to reconcile decrease in net assets to net assets provided by (used in) operating activities: Noncash items: Depreciation Prior period adjustment (Increase)decrease in operating assets: Prepaid expenses Grants receivable Inventory Increase (decrease) in operating liabilities: Accounts payable and accrued liabilities Deferred dues revenue NET CASH FLOWS PROVIDED (USED) -BY OPERATING ACTIVITIES CASH FLOWS FROM INVESTING ACTIVITIES: Acquisitions of property and equipment NET CASH PROVIDED (USED) BY INVESTING ACTIVITIES. CASH FLOWS FROM FINANCING ACTIVITIES: Net principal received (paid) on note receivable NET CASH PROVIDED BY FINANCING ACTIVITIES INCREASE(DECREASE) IN CASH AND EQUIVALENTS CASH AND EQUIVALENTS AT BEGINNING OF YEAR CASH AND EQUIVALENTS AT END OF YEAR SUPPLEMENTAL INFORMATION: Interest paid 2017 2016 $ 46,467 $ 69,872 46,478 60,292 (9,767) - (10,627) 3,470 (31567) 1,067 20,112 (33,056) 7,601 (3,811) 4,350 (290) 101,047 97,544 (41,364) (44,172) (41,364) (44,172) (14,697) (14,697) 44,986 247,577 $ 292,563 (13,950) (13,950) 39,422 208,155 $ 247,577 $ 3,028 $ 3,583 The accompanying notes are an integral part of these financial statements 4 ASSISTANCE LEAGUE OF TEMECULA VALLEY (A NON-PROFIT CORPORATION) STATEMENT OF FUNCTIONAL EXPENSES FOR THE FISCAL YEAR ENDED MAY 31, 2017 (With Comparative Totals for May 31, 2016) Year Ended May 31, 2017 PROGRAM SERVICES Total Operation Non Profit Operation Operation Operation Other Program School Bell 0 Partnership Scholarships 13ear 13Grg Foster Youth Programs Services Accounting $ - $ - $ - $ $ $ $ Advertising and public relations - - - - Automobile expense - - - - Bank charges - - - - - - - Clothing 224,053 - - - - 224,053 Contributed merchandise - 20,494 - - 20,494 Direct program expenses 9,107 5,630 18,180 218..31 33,855 88,603 Donated use of facility - 82,407 - - - 82,407 Education and training - - - - - - Equipment rental and maintenance 131 131 131 13.1 129 _ 653 Fundraiser direct expenses - - - - - - Grant writing - -�' • - - - Hospitality and courtesy - - - Interest expense - - - - - Liability insurance - - �•- < - - - National dues - - - - - - Occupancy expenses: --J Depreciation 418 - 511 930 Property insurance 47 ���_ \ - 58 105 Property management 32 ti:1� - - - 39 71 Property taxes 118 - - - 144 262 Repairs and maintenance 280' .,"�" _ �j - - - - 342 623 Security monitoring 18 - - 22 40 Utilities 248; - - 304 551 Office expense - Outside labor X- - - - - - Postage and shipping - - - - - - Printing and publications - - - - - - - Scholarships - - 46,300 - - - 46,300 Supplies - - - - - - Telephone 48 - - - - 58 106 Travel and conference 323 322 322 322 322 2,526 4,137 TOTAL EXPENSES 234,825 108,984 46,753 18,633 22,282 37,861 469,335 Less expenses included with revenue on statement of activities - - - - - - TOTAL EXPENSES PER STATEMENT OF ACTIVITIES $ 234,825 $ 108,984 $ 46,753 $ 18,633 $ 22,282 $ 37,861 $ 469,335 The accompanying notes are an integral part of these financial statements 5 ASSISTANCE LEAGUE OF TEMECULA VALLEY (A NON-PROFIT CORPORATION) STATEMENT OF FUNCTIONAL EXPENSES (continued) FOR THE FISCAL YEAR ENDED MAY 31, 2017 (With Comparative Totals for May 31, 2016) The accompanying notes are an integral part of these financial statements 6 Year Ended May 31, 2017 SUPPORTING SERVICES Total Year Ended Thrift Special Management Membership Supporting Total May 31, 2016 Store Events & General Develupmcm Fundraising Servicris Expenses Total Accounting $ - $ $ 8,747 $ - $ - $ 8,747 $ 8,747 $ 8,621 Advertising and public relations 11,223 - 3,046 2,014 16,283 16,283 17,759 Automobile expense 2,707 - - - 2.707 2,707 1,176 Bank charges 12,640 172 - - 12,812 12,812 10,222 Clothing - - - - 224,053 227,525 Contributed merchandise 468,681 - - - 468,681 489,175 550,033 Direct program expenses - - - - 88,603 83,251 Donated use offacility - - - - - 82,407 110,125 Education and training - - 1,770 - 1,770 1,770 1,167 Equipment rental and maintenance 654 1,308 - 1,962 2,615 2,625 Fundraiser direct expenses - r 1� - - 495 Grant writing Hospitality and courtesy 7,7.$6 - f l 7;2'f 8 { 7,218 10,268 7,218 10,268 6,325 13,177 Interest expense - - 3.028 � 3,028 3,028 3,583 Liability insurance 7,957 $32 +4{ J� _-"J - 8,789 8,789 7,226 National dues - - _ 8,485 8,485 6,770 Occupancy expenses: Depreciation 42,713 - 2,835 1 C 45,548 46,478 60,292 Property insurance 4.827320' • - 5,147 5,252 4,752 Property management 3,223 �} ` +",861 ag14` �j - - 3,437 12,864 3,507 13,125 3,507 Properly taxes 12,062 J 13,828 Repairs and maintenance 28,597 � � I,89$ 122 - - 30,495 1,965 31,117 26,868 Security monitoring 1,842' - 2,004 1,994 Utilities 25,364 27,054 27,605 30,027 Office expense; 708 - 708 708 770 Outside labor 1. ��. f - - - 11,641 282 11,641 11,072 Postage and shipping Printing and publications -] ! 253 844 29 - 1,003 1,847 282 1,847 496 4,416 Scholarships - - - - - 46,300 44,967 Supplies - - - 12,791 12,791 11,843 Telephone 8133 - 3244 - - 5,207 5,313 5,311 Travel and conference 1,733 - - 6,789 - 8,522 12,658 7,646 TOTAL EXPENSES 653,541 7,286 24,089 24,104 9,232 718,255 1,187,588 1,277,869 Less expenses included with revenue on statement ofactivities (653,541) (7,286) (14,355) (675,182) (675,182) (701,626) TOTAL EXPENSES PER STATEMENT OF ACTIVITIES $ - $ $ 24.089 $ 9,749 $ 9,232 F 43,077. $ 512,406 $ 576,243 The accompanying notes are an integral part of these financial statements 6 ASSISTANCE LEAGUE OF TEMECULA VALLEY NOTES TO FINANCIAL STATEMENTS MAY 31. 2017 NOTE 1 —NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES A. Nature of Activities The Assistance League of Temecula Valley (the "Chapter") incorporated in 1989 and is a chartered chapter of the National Assistance League. The accompanying financial statements include the activities of the Assistance League of Temecula Valley and its auxiliary; Assisteens (collectively, the "Chapter"). The Chapter is a not-for-profit organization under the Internal Revenue Code Section 501(c)(3) and is dedicated to a program of diversified philanthropies through volunteer services of its members. The Chapter provides the following major programs: Operation School Bell®: Operation School Bell provides new school clothing and shoes to K-12 students referred to the program by health clerks from four local school districts. The purpose of the program is to enhance self-esteem, promote learning and encourage regular school attendance. Chapters for Children, a service of Operation School Bell, is a partnership with seven other local chapters. The chapters combine their resources and provide clothing to needy children of military families stationed at Camp Pendleton Marine base. Save Our Students (SOS) a service of Operation School Bell, provides duffle bags filled with items for immediate hygiene needs and a change of clothing to bead Start and Special Education and State School preschool classrooms. Operation Scholarships: Teacher scholarship/grants awards funds to teachers in the `four local school districts. These funds are awarded to teachers in elementary through high school for classroom enrichment projects. Student scholarships are awarded to graduating.bigh school seniors in three local school districts. Funds are awarded based on academic excellence and outstanding co muiiity seryice. Operation Bear Hug: This program provides bears to injured and traumatized children, through local agencies including hospitals, police and fire departments and to local foster care•residential facilities and agencies. These bears are used to provide comfort and aid in communication. Operation roster Youth This program facilitates collaboration with local foster care homes and foster family agencies to provide service in the form of the basics essentials of clothing and, necessary supplies for children entering the foster care system. This program also provides assistance to foster youth'V their high school expenses and to non -minor dependents as they move into independent living. Operation S14ADES: This program provides a series of four financial literacy classes for targeted youth, ages 16-18, and sometimes includes older emancipated foster youth and high school students. Operation Couture Closet: This program gives high school foster youth and underprivileged students the opportunity to attend formal events in appropriate dress by providing evening gowns to qualified students for the cost of dry cleaning. This program was discontinued during the current fiscal year. Operation Community Outreach: This program provides a range of community needs on an emergency, one-time basis. Referrals maybe received from the local school districts or other organizations for specific needs. Operation Nonprofit Partnership Partnerships are formed with community 501(c)(3) organizations to assist in providing needed services to the community. This program also provides the use of the chapter's meeting room to qualified community nonprofit organizations. 7 ASSISTANCE LEAGUE OF TEMECULA VALLEY NOTES TO FINANCIAL STATEMENTS MAY 31, 2017 A. Nature of Activities - continued The Assisteens Auxiliary® provides volunteer, opportunities for today's youth. Membership into the auxiliary is open to young people in grades 7 — 12. The aims of participation are to develop a sense of community responsibility, self-reliance, personal responsibility, poise, public speaking and leadership skills. Assisteens work in the chapter thrift shop to raise money to fund ongoing philanthropic programs that benefit the community. The Chapter's support and revenues come primarily from contributions and other fundraising efforts including special events and the operation of a thrift store. NOTE 1 —NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (continued) B. Basis of Presentation The Chapter's policy is to prepare its financial statements on the accrual basis of accounting; consequently, revenues are recognized when earned rather than when received and certain expenses and purchases of assets are recognized when the obligation is incurred rather than when cash is disbursed. The financial statement presentation follows the recommendations of the Financial Accounting Standards Board in its Statement of Financial Accounting Standards Codification (ASC) 958, Not -for -Profit entities. Under ASC 958, the Chapter is required to report information regarding its financial position and activities according to three classes of net assets: unrestricted net assets, temporarily restricted net assets, and permanently restricted net assets, As of May'31, 2017, -the Chapter had $0 in temporarily restricted net assets. C. Comparative Financial Information The financial statements include certain prior -year summarized comparative information in total but not by net asset class. Such information does -riot include sufficient detail to constitute a presentation in conformity with generally accepted accounting principles. Accordingly, such information should be read in conjunction with the Chapter's financial statements,'for the year ended May 31, 2017, from which the summarized information was derived. D. Cash and Cash Equivalents The Chapter considers cash on hand and certificates of deposit with maturity dates of three months or less at the date of investment to be cash and cash equivalents. E. Promises to Give Unconditional promises to give are recognized as contributions in the period received and as assets, decreases of liabilities, or expenses depending on the form of the benefit received. Promises to give are recorded at net realizable value if they are expected to be collected within one year and at net present value if they are expected to be collected in more than one year. Conditional promises to give are recognized when the conditions on which they depend are substantially met. 8 ASSISTANCE LEAGUE OF TEMECULA VALLEY NOTES TO FINANCIAL STATEMENTS MAY31 2017 NOTE I—NATUI�E OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES (continued) F. Operation School Bell Invents Despite the ceasing of the purchase OSB program inventory once the school year begins, the Chapter still maintains limited inventory for special circumstances of clothing, shoes, backpacks, and school supplies for use in the Operation School Bell program. Also, duffle bags filled with changes of clothing and hygiene items are prepared to supply emergency needs to preschool programs. Inventories are stated at lower or cost or market using the first-in, first-out inventory valuation method. G. Thrift Shop Invents and Donated Materials The Chapter maintains an inventory of used clothing and household items donated by chapter members and others. The value of this inventory is stated at its estimated fair value. These donated items are held for resale at the thrift shop operated by the Chapter. H. Fair Value of Financial Instruments The following methods and assumptions were used by the Chapter in estimating its fair value disclosures for financial instruments: cash and accounts payable as reported in the statement of financial position approximate fair value because of the short maturities of those instruments. I. Concentration of Risk The Chapter maintains its cash at only one financial institution.. At various times during the year, the amount on deposit with a single financial institution may exceed federal depository insurance limits. At May 31, 2017, the Chapter did not have balances on deposit in excess of such limits. J. PrQpedy_and Equipment Property and equipment are stated,at Bost or:at their fair value at the date of donation in the case of donated assets. Expenditures for renewals *and betterments, with a cost of $1,000 or more, that extend the useful lives of property and equipment are;capitalized. The Chapter provides for depreciation of property and equipment by use of the straight-line method over the estimated useful lives as follows: Buildings and improvements 15 to 20 years Furniture and equipment 5 to 15 years Vehicles 5 years K. Deferred Revenue Membership dues and contributions and grants received prior to the fiscal year to which they apply are deferred and recognized over the periods to which the dues and grants relate. Revenues deferred for collection of membership dues are classified as deferred dues revenues, while all other deferred revenues are reported separately. L. Functional Expense Allocation The costs of providing the various programs and other activities have been summarized on a functional basis in the statement of activities. Accordingly, certain costs have been allocated among the programs and supporting services based on the benefits derived. 9 ASSISTANCE LEAGUE OF TEMECULA VALLEY NOTES TO FINANCIAL STATEMENTS MAY 31, 2017 _ NOTE I — NATURE OF ACTIVITIES AND SIGNIFICANT ACCOUNTING POLICIES continued. M. Estimates The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. N. Recognition of Revenue Contributions received are recorded as unrestricted, temporarily restricted, or permanently restricted support depending on the existence and/or nature of any donor restrictions. The Chapter has not received any contributions with donor -imposed restrictions that would result in permanently restricted net assets. Unrestricted These generally result from revenues generated by receiving ,unrestricted contributions, providing services, and receiving interest from investments less expenses incurred in providing program related services, raising contributions and performing administrative services. Temporarily Restricted 1 The Chapter reports gifts of cash and other assets as .temporarily restricted support when they are received with donor stipulations that limit the use of the donated assets. When the donor restriction expires, i.e. the stipulated time restriction' ends. or the _purpose of the restriction is accomplished, temporarily restricted net assets are.:-r—Massifed -to unrestricted net assets and reported in the statement of activities as net assets released.from restrictions. O. Contributed Services A significant portion of the Chapter's program'"service, fundraising and administrative functions are conducted by unpaid volunteers. The Value of .this contributed time is not reflected in the accompanying financial statements since the services do not;-resluire specialized skills. During the year ended May 31, 2017, these volunteers donated approximately 31;556 hours, with an estimated value of $770,598. This value was computed using an estimated hourly rate of $24.42. This is based upon the average hourly earnings of $21.80 by nonagricultural workers ,for'this time period, as determined by the U.S. Department of Labor's Bureau of Labor Statistics, plus 12% for estimated fringe benefits. P. Income Taxes The Chapter is a non-profit public -benefit corporation and has been recognized as tax-exempt pursuant to Section 501(c)(3) of the Internal Revenue Code and Section 23701d of the California Revenue and Taxation Code. Accordingly, no provision has been made for income taxes. Management has evaluated its tax positions and the certainty as to whether those positions will be sustained in the event of an audit by taxing authorities at the federal and state levels. The primary tax positions evaluated are related to the Chapter continued qualification as a tax-exempt organization and whether there are unrelated business income activities conducted that would be taxable. Management has determined that all income tax positions are more likely than not of being sustained upon potential audit or examination; therefore, no disclosures of uncertain income tax positions are required. The Chapter files informational returns in the U.S. federal jurisdiction and the state of California. 10 ASSISTANCE LEAGUE OF TEMECULA VALLEY NOTES TO FINANCIAL STATEMENTS M4Y31. 2017 NOTE 2 — INVENTORY Inventory as of May 31, 2017 is comprised of the following: Thrift Shop Inventory $ 146,562 Philanthropic. Programs Inventory 3.445 Total Inventory I SO�QS]2 NOTE 3 — PROPERTY_ AND EQUIPMENT Capital assets for the fiscal year ended May 31, 2017 are summarized as follows: Vehicle 19,062 Subtotal 1,140,502 Less: Accumulated Deprecation (914,527) Subtotal 225,975 Land 140,197 Total $ 366,172 NOTE 4—DrFERRF..D REVENUES V �' g17 reflects 2017-18 membership dues of $15,620 received The deferred dues revenue Balance at May 31f'2 before May 31, 2017. NOTE 5 —NOTE PAYABLE On August 5, 2014, the Chapter borrowed $75,000 to be used to repair and resurface the thrift shop parking lot. The note is payable in 60 monthly payments of $1,435, including interest at 5.5%. The note matures on August 5, 2019. Maturity of long-term debt as of May 31, 2017 is as follows: For the year ended May 31, 2018 $15,624 For the year ended May 31, 2019 16,505 For the year ended May 31, 2020 4,075 For the year ended May 31, 2021 - For the year ended May 31, 2022 Total 2 4 ASSISTANCE LEAGUE OF TEMECULA VALLEY NOTES TO FINANCIAL STATEMENTS MAY31. 2017 NOTE 6 —NET ASSETS At May 31, 2017 net assets were restricted by donors or designated by the Chapter as follows: Unrestricted Net Assets: Designated reserve for one year's operating expenses $ 754,872 Undesignated - Temporarily Restricted Net Assets: - Total $ 754,872 NOTE 7 — OPERATING LEASE COMMITMENT The Chapter leases a copy machine on a month-to-month basis. The monthly standard charge is $201.25 plus tax which includes 5,500 copies. The Chapter pays additional fees depending on the amount of usage over the allowed number of copies monthly. During the fiscal year ended May 31, 2017 the Chapter r: corOO $2,61 m equipment rental expense associated with the copy machine lease. NOTE 8 ---NONCASH CONTRIBUTIONS } 0" During the year ended May 31, 2017, in additions to contributions of merchandise sold to the Chapter's thrift shop, the Chapter received other noncash _contributigns of materials, clothing and supplies as follows: Use of facilities $ 66,845 Clothes and furniture,, / i -4,545 Cj Total $ 71,390 vk f NOTE 9 ---DIRECT PROGRAM E3CPENSES Expenses incurred for the direct operation of other non -major programs in the amount of $35,414 are as follows: Operation SHADES $ 12,915 Operation Community Outreach 11,889 Operation Couture Closet 1,563 Peter Rabbit 3,011 Operation Bookworm 1,635 Rancho Damacitas 1,966 Harvest Festival 876 Total $ 33,855 12 ASSISTANCE LEAGUE OF TEMECULA VALLEY NOTES TO FINANCL4L STATEMENTS MAY31. 2017 NOTE 10 — RESTATEMENT OF NET ASSETS TO CORRECT FOR PRIOR -PERIOD ADJUSTMENT On the May 31, 2016 Statement of Financial Position, the Organization's grants receivable was overstated. The total effect on net assets was $9,767. NOTE l [ — SUBSEOUENT EVENTS Events subsequent to May 31, 2017 have been evaluated through September 21, 2017, the date at which the Chapter's audited financial statements were available to be issued. No events requiring disclosures have occurred through this date. Of course, if events requiring disclosure have occurred between the balance sheet date and the date the financial statements were available to be issued they would be disclosed here. (D C� F 13 ASSISTANCE LEAGUE OF TEMECULA VALLEY (A NON-PROFIT CORPORATION) SUPPLEMENTAL CONSOLIDATING SCHEDULE OF ACTIVITES FOR THE FISCAL YEAR ENDED MAY 31, 2017 REVENUES, GAINS, AND OTHER SUPPORT Fundraising: Thrift shop revenue: Contributions of merchandise sold Sales of contributed merchandise Less: Value of merchandise sold Net sales revenue from thrift shop Less: Cost of sales Net revenue from thrift shop Membership dues and member event revenue, net of cost of direct benefit to attendees Contributions Grants Gift -in-kind donations Interest income Other miscellaneous income Net assets released from restrictions: Chapter Assisteens Total $ 425,885 $ 42,796 $ 468,681 425,885 42,796 468,681 (425,885) (42,796) (468,681) 425,885 42,796 468,681 167,980) 16,880 (184,860) 257,905 25,916 283,821 (3,062) 3,940 878 67,077 - 67,077 102,697. - 102,697 102,9.03•: - 102,903 465 - 465 1,032 - 1,032 Satisfaction of purpose restrictions - - - V TO'T'AL REVENUES, GAINS, AND OTHER SUPPOR]: `-. �7S2] 017 29,856 558,873 EXPENSES(, Program expense%: Operation School BellW@� . Operation Non Partnership '�` 226,825 8,000 L 108,984 - 234,825 108,984 Probit rb Operation Scholarship . 46,753 - 46,753 ` Operation Bear Hug 1 Operation Foster Your,cj 18,633 - 22,282 - 18,633 22,282 Other N 14.861 23,000 37,861 prograins /��v Total program service.expcnsol, � 438,337 31,000 469,335 Supporting services: Management and general Membership development Fundraising Total supporting services expenses TOTAL EXPENSES CHANGE IN NET ASSETS Prior period adjustment NET ASSETS AT BEGINNING OF YEAR NET ASSETS AT END OF YEAR 24,089 - 24,089 9,749 - 9,749 9,232 - 9,232 43,070 - 43,071 481,407 31,000 512,406 47,610 (1,144) 46,467 (9,767) (9,767) 716,390 (723) 715,667 $ 754,233 $ (1,867) $ 752,367 The accompanying notes are an integral part of these financial statements 14 MANAGEMENT CAPACITY - SUMMARY IN OPERATION FOR 28 YEARS For 28 years, Assistance League of Temecula Valley has successfully operated the Operation School Bell (OSB) program and has continually increased program capacity to serve a growing population of disadvantaged school children. This philanthropic program is planned and operated by an all -volunteer team. PARTNERSHIPS ALTV's OSB program partners with five 5 regional school districts: Lake Elsinore Unified SD, Murrieta Valley Unified SD, Menifee Union SD, Temecula Valley Unified SD more recently Romoland School District. School personnel and, in particular, health aides identify and direct disadvantaged children to OSB program services. These personnel work in cooperation with the OSB volunteers to inform students and parents of the benefits and details of the program. SYSTEMATIC MANAGEMENT APPROACH Planning for each upcoming OSB program year begins well in advance of the actual autumn and winter "shopping" events at which beneficiary students receive new school clothing. ALTV's Board and members engage in year-round in efforts to develop funding for the current and upcoming OSB program years. Without these efforts, OSB would be unable to provide new school clothing to disadvantaged students within the local communities. Planning for the upcoming OSB program year begins early each calendar year. The OSB Chairperson develops an active, reliable team of volunteers who will publicize, educate, and organize in advance of OSB "shopping" events. All activities are carried out in accordance with guidelines established by ALN, US HUD, and the school districts. From beginning to end, a documented, systematic methodology is employed to: 1) educate school personnel regarding OSB benefits, eligibility and registration; 2) educate disadvantaged children and parents about the program's benefits; 3) schedule "shopping" events in the stores of local major retailers; 4) schedule up to 150 children for each "shopping" event which is conveniently located close to family's home and schools; 5) successfully, efficiently and effectively deliver program services (clothing, shoes,) to beneficiaries at the "shopping" events; 6) gauge program success, gather and report relevant datasets. A*L Operation School Bell assistance league- 201019 MANAGEMENT CAPACITY —ORGANIZATIONAL CHART Store Team - Temecula Plume, Raquel, Store Leader Sagehorn, Marilyn, Scheduler Store Team — Menifee & Romoland Lindholm, Mary, Store Leader Baker, Tammy, Scheduler Store Team - Murrieta Sampson, Sue, Store Leader Reiger, Linda Scheduler Store Team - Lake Elsinore Reynolds, Susan, Store Leader Wilson, Terry, Scheduler Chairperson, (To be determined) Vice -Chairperson, (To be determined) Administrative & Data Entry Terry Wood Reconciliation Team Heike, Gail Viers, Debbie October 6, 2017 City of Lake Elsinore Attn: Brendan Rafferty 130 S. Main Street Lake Elsinore, CA 92530 /�P/ BUYS & GEFULS CLUB OF SUl1TI HEST COUNTY P.O. Box 892349 Temecula. CA 92589 Old Town Temecula Corporate Office 28790 Pujol Street Temecula, CA 92590 951.699.1526 Pechanga Greet Oak Club ae The + Awe Aw Kilk OREAT FUTURE$ START The Boys & Girls Clubs of Southwest County is a non-profit organization qualifying for tax-exempt status under k?i ERE! Section 501(c) (3) of the Internal Revenue Code. Tax ID # 33-0475756 31465 Via Cordoba Temecula, CA 92592 Dear Mr.Rafferty, 951.695.0181 Murrlete Club 40550 California Oaks Road Murrieta, CA 92562 On behalf of the Boys & Girls Club of Southwest County, please accept our 951-698.3838 Lake Elsinore Club Community Development Block Grant application in the amount of $10,000 to 16275 Grand Avenue Lake Elsinore, CA 92530 provide scholarships for our Before and After -School program to low -moderate 951-245-4499 BOARD OFFICERS income youth ages 6-17 at our Club in Lake Elsinore. TZ JEFChIIrman KIMBERLY FREIZE UHLER Rrst Vh Chehman The Boys & Girls Club of Southwest County has served youth and families for over ED MILLER eecoMWeChrvffnan MYRNACROWTHER 27 years. Our Before and After -School program is designed to ensure youth are Secretary BILL CARY academically successful, exhibit good character and citizenship, and live a healthy Treasurer STEVE AMANTE Past Chdrman lifestyle. GRANT ANDERSON PresldentICEO BOARD DIRECTORS Our youth development strategy promotes a sense of belonging, usefulness, influence TONY BERARDINO SONIA BRAVO and competence. Activities are offered in the following areas: Character and BOB BRYANT Leadership, the Arts, Health and Life skills, Education and Technology, and Sports KIM COUSINS TORI DANIELS and Recreation. CYNTHIA DAVIS-MEDEL JONATHAN EVANCIK MICHAEL JULIAN Please feel free to contact me should you have any further questions. GENIE KELLEY JEFFREY MCIVER ERIK MCLEOD Sincerely, RAJ NARAYANAN AL RUBIO DR. ALAN WINKELSTEIN Grant Anderson TERRY GILMORE Emedtue Chief Executive Officer WIM SELDERS Emeritus Boys & Girls Club of Southwest County JOANSPARKMAN Emeritus ae The + Awe Aw Kilk OREAT FUTURE$ START The Boys & Girls Clubs of Southwest County is a non-profit organization qualifying for tax-exempt status under k?i ERE! Section 501(c) (3) of the Internal Revenue Code. Tax ID # 33-0475756 COUNTY OF RIVERSIDE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM APPLICATION FOR CITY OF Lake Elsinore 2018- 2019 CDBG ALLOCATION L GENERAL INFORMATION Applying Organization Name: Boys & Girls Club of Southwest County Type of Organization: Non -Profit Organization✓❑ Faith Based Organization ❑ For -Profit Organization ❑ Institution of Higher Education ❑ Organization Address: 28790 Pujol Street City: Temecula Mailing Address: PO Box 892349 City: Temecula Zip Code: 92590 Zip Code: 92589 Telephone Number: 951-699-1526 Fax Number: N/A Executive Director: Grant Anderson Telephone Number: 951-699-1526 E-mail: granta@becswc.org Program Manager: Daniqua Paul Telephone Number: 951-699-1526 E-mail: daniquap@becswc.org Grant Writer: Grant Anderson Address (If different from above): Telephone Number: 951-699-1526 E-mail: granta@becswc.org II. ORGANIZATIONAL HISTORY (This is applicable only if you are a non-profit organization) Date Organization founded: 8-27-1990 Date Organization incorporated as a non-profit organization (Attach articles of Incorporation and Bylaws): 8-27-1990 Federal identification number: 33-0575756 DUNS Number: 009913773 Organization Web Address: www.becswc.org Does your Organization expend $750,000 or more a year in federal funds? Y ❑ or N ❑ Number of paid staff: 40 Number of volunteers: 200 Members/Board of Directors (Attach): 20 III. PROJECT ACTIVITY A. Name of Project: BGC Before and After -School B. Specific Location of Project (Attach Project Map - Include street address; if a street address has not been assigned provide APN) Street or APN: 3711 Nichols Road City: Lake Elsinore Zip Code: 92530 C. CDBG Funds Requested: $10,000 (total amountforthe project only) D. Where will the proposed activity occur (be specific as to the geographic boundaries)? If the project involves a new or existing facility, what is the proposed service/benefit area for the facility? The proposed activity will occur at our Alberhill Ranch Clubhouse and services youth and families from throughout Lake Elsinore. E. In which City (ies)/Communities does the activity occur? City (ies): Lake Elsinore Community (ies): NOTE: EDA will make the final determination of the appropriate service area of all proposals. F. If this project benefits residents of more than one community or jurisdiction, have requests been submitted to those other entitlement jurisdictions? (i.e., County district(s)15t, 2nd, 3rd, 4th, and/or 5th, City of Palm Springs, City of Moreno Valley, City of Riverside, etc.) N/A 1 G. Check ONLY the applicable category your application represents. ❑✓ Public Service ❑ Homeless Activities ❑ Real Property Acquisition (Must consult with EDA arior to submitting application) ❑ Housing ❑ Rehabilitation/Preservation (please provide picture of structure) ❑ Public Facilities (construction) ❑ Infrastructure (i.e. Streets, Sewer, Sidewalk, etc.) ❑ Other: (provide description) H. Respond to A& B only if this application is for a public service project. (a) Is this a NEW service provided by your agency? Yes ❑ No ❑✓ (b) If service is not new, will the existing public service activity level be substantially increased or improved? The service will be increased because there is a need and request by parents for more scholarships. IV. PROJECT NARRATIVE A. Provide a detailed Prosect Description. The description should only address or discuss the specific activities, services, or project that is to be assisted with CDBG funds. If CDBG funds will assist the entire program or activity, then provide a description of the entire program or activity: The Boys & Girls Club of Southwest County has a 27 year history working with young people, ages 6-18, from all socio-economic backgrounds and family circumstances. CDBG funds will provide scholarships to 20 youth from low -moderate income households, enabling them to participate in the Boys & Girls Club (BGC) Before and After -School program. BGC Before and After -School has a formula for success that is instilled in every member. Academic Success+Healthy Lifestyles+Character and Leadership=Great Futures. To meet these priority outcomes, trained, professional staff members, supervise, encourage, and implement activities in the following areas: (1) Health & Life Skills (2) Sports, Fitness, & Recreation (3) Cultural & Artisitc (4) Academic & Career (5) Service Learning. BGC Before & After -School runs 36 weeks every school day from 6:30am to 6:30pm. Additionally, the Boys & Girls Club provides transportation to and from 9 Lake Elsinore schools and offers a healthy meal and snack every afternoon. BGC Before and After -School empowers youth towards a great future by surrounding them with the opportunities and resources needed to succeed. B. Provide a detailed description of the proposed use of the CDBG funds only (e.g. client scholarships, purchase of specific equipment, rent, supplies, utilities, salaries, etc.): CDBG funds will be used for 20 scholarships for children from low -moderate income households to help offset the cost of the Before and After -School program. The full fee for the program is $91.25/week ($365/month) per child; however, to ensure that no child is left home alone before or after school, the Boys & Girls Club offers scholarships for up to 75% off the normal fee to families who qualify. For a family receiving a scholarhip, the fee may be as little as $22.81/week ($91.25/month). The average scholarship will be $500 per youth. C. What are the goals and objectives of the project, service, or activity? How will you measure and evaluate the success of the project to meet these goals and objectives (measures should be qualitative)? BGCSWC services were developed to assist youth by providing a safe and supervised environment for children who might otherwise be left home alone. The goals of the program are to ensure all youth who walk through our doors are academically successful, exhibit good character and citizenship and are living a healthy lifestyle. Our objective is to provide an average of 150 visits to 20 youth from low -moderate income households with CDBG fund assistance. Each spring a survey is administered to Boys & Girls Club members to measure the impact of Club's across the county in a consistent manner using a common set of research informed indicators and outcomes. BGCSWC uses a data management system recommended by Boys & Girls Clubs of America to track program usage, scholarships, income, age, ethnicity, school, etc. Firsthand accounts from Club kids and parents can also be provided to show how individuals and families benefited from BGC Before and After -School. The above will be used to evaluate the success of the project. D. Please identify the project milestones using an Estimated Timeline for Project Implementation: July 2018 -August 2018: Begin recruitment of members and identify 20 youth to receive scholarships for BGC Before and After -School program. August 2018 -May 2019: Provide BGC Before and After -School programming to 20 youth receiving scholarships. 3 V. PROJECT BENEFIT A. Indicate the number of people or households that will directly benefit from your proposal using CDBG funds: Note: This is based on the expected number of clients to be served if the County funds your project for the requested amount. 20 youth and their families B. Indicate the number of unduplicated clients that will be served (An unduplicated client is counted only once, no matter how many direct services the client receives during a funding year): 20 youth and their families C. Length of proposed CDBG-funded activities or service (weeks, months, year): 36 weeks D. Service will be provided to (check one or more): ❑ Men ❑ Women ❑✓ Children (Range of children's ages: 6-17) ❑ Homeless (Number of beds at facility:_) 4 ❑ Seniors ❑ Severely Disabled Adults ❑ Migrant Farm Workers ❑ Families E. What methods will be used for community involvement to assure that all who might benefit from the project are provided an opportunity to participate? BGCSWC works closely with the Lake Elsinore Unified School District and other non -profits and community organizations to publicize and recruit members through flyers, print media, group presentations, online newsletters, Facebook, Twitter, the BGCSWC website, etc. BGCSWC sends out information regarding the BGC Before & After -School program in Spanish and English to all parents of the 9 Lake Elsinore schools the organization provides transportation to and from.. F. What evidence is there of a long-term commitment to the proposal? Describe how you plan to continue the work (project) after the CDBG funds are expended? BGCSWC has been providing direct service to youth in Southwest Riverside County for 27 years. The Lake Elsinore facility opened its doors in 2006 and has served 275 youth so far in 2017. 59% of these youth are from families earning less than $53,850/year. Due to the microburst storm in August 2017, the Alberhill Clubhouse experienced significant water damage and has temporarily been closed for repairs. BGCSWC continued to serve Lake Elsinore families without disruption of services by temporarily relocating to the Lakeland Village Community Center. BGCSWC remains committed to area youth and families and will continue to provide needed services once CDBG funds are expended through ongoing fundraising efforts, grants, and events. VI. Nation aIObjective All CDBG-funded activities must meet at least one of the following National Objectives of the CDBG program. Indicate the category of National Objective to be met by your activity. CATEGORY A: Benefit to low -moderate income persons (must be documented). Please choose either subcategory 1 or 2: 1. Limited Clientele: The project serves clientele that will provide documentation of their family size, income, and ethnicity. Identify the procedure you currently have in place to document that at least 51% of the clientele you serve are low -moderate income persons. BGCSWC requires income verfication at the time of application for a scholarship. Required documentation includes copies of the last two current pay stubs and bank statements, as well as a copy of the previous year's federal tax return, verification of social services benefits and a letter of need. BGCSWC will use the County of Riverside's financial guidelines for the CDBG program (as prescribed through the EDA) and require current CDBG paperwork to be completed at the time of application. This information will be updated at least annually for all participants. 61 Clientele presumed to be principally low- and moderate -income persons: The following groups are presumed by HUD to meet this criterion. You will be required to submit a certification from the client (s) that they fall into one of the following presumed categories. The activity will benefit (check one or more) ❑ Abused children ❑ Battered spouses ❑ Elderly persons ❑ severely disabled adults ❑ Homeless persons ❑ Illiterate adults ❑ Persons living with AIDS ❑ Migrant Farm workers a. Describe the clientele above to be served by this activity: b. Discuss how this project directly benefits low- and moderate- income residents: CATEGORY B: Area Benefit - The project or facility serves, or is available to, ALL persons located within an area where at least 51% of the residents are low/moderate-income. (Applicant Is welcome to contact a County of Riverside, EDA CDBG Program Manager for Census Information) 2010 Census Tract and Block Group numbers: Total population in Census Tract(s) / block group(s): Total percentage of low -moderate population in Census Tract(s) / block group(s): 0 CATEGORY C: Activities undertaken to create or retain permanent jobs, at least 51% of which will be made available to or held by low/moderate-income persons. Proposed Job Creation/Retention Total Jobs Expected to Create: Total Jobs Expected to Retain: CATEGORY D: Activities that provide assistance to micro -enterprise owners/developers who are low/moderate-income. Proposed Assistance to Businesses New Businesses expected to assist: Existing Businesses expected to assist: Enter Total Businesses expected to assist: VII. FINANCIAL INFORMATION A. Proposed Project Budget Complete the following annual program budget to begin July 1, 2017. If your proposed CDBG-funded activity will start on a date other than July 1, 2017, please indicate starting date. Provide total Budget information and distribution of CDBG funds in the proposed budget. The budgeted items are for the specific activity for which you are requesting CDBG funding - NOT for the budget of the "entire" organization or agency. (Note: CDBG funds requested must match amount requested In Project Activity, C above.) (EXAMPLE: The Valley Senior Center is requesting funding for anew Senior Nutritional Program. The total cost of the program is $15,000 and $10,000 in CDBG funds is being requested for operating expenses associated with the proposed activity. The total ActivityJPro)ect Budget will include $5,000 of other non-CDBG funding and $10,000 in CDBG funds for a Grand Total of $15,000). TOTAL ACTIVITY/ PROJECT BUDGET CDBG FUNDS (Include non-CDOG Funds REQUESTED -Only and CDBG Funds) Personnel A. Salaries & Wages $ B. Fringe Benefits $ C. Consultants & Contract Services $ $ PERSONNEL SUB -TOTAL $ $ 7 II. Non -Personnel A. Space Costs $ B. Rental, Lease or Purchase of Equipment $ C. Consumable Supplies $ D. Travel $ E. Telephone $ F. , Utilities $ G. Other Costs $ NON -PERSONNEL SUB -TOTAL: $ III. Other A. Architectural/Engineering Design $ B. Acquisition of Real Property $ C. Construction/Rehabilitation $ D. Indirect Costs $ E. Other $ 30,000 OTHER SUB -TOTAL: $ 30,000 GRAND TOTAL: $ 30,000 S .I- t t i n nnn $ 10,000 $ 10,000 B. Leveraging List other funding sources and amounts (commitments or applications) which will assist in the implementation of this activity. Current and pending evidence of leveraging commitments/applications must be submitted with application. (Attach) Federal: State/Local: Private: Fees: $20,000 Donations: Other: 0 C. What type of long-term financial commitment is there to the proposal? Describe how you plan to continue the work (project) after the CDBG funds are expended? BGCSWC has been providing direct service to youth in Southwest Riverside County for 27 years. The Lake Elsinore facility opened its doors in 2006 and has served 275 youth so far in 2017. BGCSWC Board and staff are committed to raising funds through ongoing fundraising efforts, grants, and events to assist families in need. D. Provide a summary byline item of your organization's previous year's income and expense statement. (Attach) E. Does this project benefit residents of more than one community or jurisdiction, have requests been submitted to those other jurisdictions? Yes ❑ No m If yes, identify sources and indicate outcome. If no, please explain. Project benefits only Lake Elsinore residents. F. Was this project or activity previously funded with CDBG? Yes X No ❑ If yes, when? FY 2010-11, 2016-17, 2017-18 Is this activity a continuation of a previously funded (CDBG) project? Yes ❑✓ No ❑ If yes, explain: Each year we seek funding to help offset the cost of youth programming for our neediest families. VIII. MANAGEMENT CAPACITY A. Describe your organization's experience in managing and operating project or activities funded with CDBG or other Federal funds. The organization has managed CDBG funds in at least one of it's service areas (Temecula, Murrieta, Lake Elsinore) and currently manages CDBG funds in the cities of Temecula and Lake Elsinore. In addition, BGCSWC currently and for many years has managed Federal Office of Justice Programs grants. 0 B. Management Systems Does your organization have written and adopted management systems (i.e., policies and procedures) including personnel, procurement, property management, record keeping, financial management, etc.? BGCSWC has developed policies as described above. These policies have been reviewed and adopted by the Board of Directors. C. Capacity Please provide the names and qualifications of the person(s) that will be primarily responsible for the implementation and completion of the proposed project. Grant Anderson, CEO- Served as the CEO of the Boys & Girls Clubs of Bloomington -Normal, IL from July 2013 -August 2016. In this capacity, Grant managed over $500,000 in federal grants. Grant joined the Boys & Girls Club of Southwest County in September 2016. Daniqua Paul, Director of Programs & HR -has been with BGCSWC since June 2015. During her tenure, Daniqua has managed CDBG and Federal Office of Justice Programs. Matty McCasland, Lake Elsinore Unit Director- An Army Veteran, Matty joined BGCSWC in 2017 after working for the Boys & Girls Club in Carlsbad, CA. After significantly increasing teen membership at BGCSWC's Great Oak Clubhouse in Temecula, Matty was promoted to Unit Director in Lake Elsinore. 10 IX. APPLICATION CERTIFICATION Undersigned hereby certifies that (check box after reading each statement and digitally sign the document): 1. The information contained in the project application is complete and accurate. ✓ 1 The applicant agrees to comply with all Federal and County policies and requirements imposed upon the project or activity funded by the CDBG program. ✓ 3. The applicant acknowledges that the Federal assistance made available through the CDBG program funding will not be used to substantially reduce prior levels of local, (NON-CDBG) financial support for community development activities. ✓ 4. The applicant fully understands that any facility built or equipment purchased with CDBG funds shall be maintained and/or operated for the approved use throughout its economic life, pursuant to CDBG regulation. ✓ If CDBG funds are approved, the applicant acknowledges that sufficient non-CDBG funds are available or will be available to complete the project as described within a reasonable timeframe. ✓ On behalf of the applying organization, I have obtained authorization to submit this application for CDBG funding. (DOCUMENTATION ATTACHED Minute Action and/or written Board Approval signed by the Board President) ✓ DATE: 10/6/17 Signature Print Name/Title Grant Anderson, President/CEO Authorized Representative: 11 CHECK -LIST: The following required documents listed below have been attached. Any missing documentation to the application will be cause for the application to be reviewed as INELIGIBLE. Yes No ATTACHMENT LI ❑ 1. Members/Board of Directors F] 2. Articles of Incorporation and Bylaws W] F1 3. Project Activity Map 1 7 4. Project Benefit, Category B, Low Mod Area Maps (Attach if applicable) u ❑ 5. Leveraging (Current evidence of commitment) 6. Income and Expense Statement Fv 71 ❑ 7. Management Capacity (Detailed organizational chart) W] F1 8. Board Written Authorization approving submission of application 12 AMENDED AND RESTATED BYLAWS of BOYS AND GIRLS CLUBS OF SOUTHWEST COUNTY a California nonprofit public benefit corporation 1. ARTICLE I. NAME AND OFFICE 1.1. Name. The name of the Corporation (the "Corporation") shall be the `BOYS AND GIRLS CLUBS OF SOUTHWEST COUNTY" (whose individual clubs may be referred to herein individually, as a "Club" or collectively as the "Clubs"). 1.2. Office. A. The principal executive office of the Corporation for the transaction of business shall be located at 28790 Pujol Street, in the City of Temecula, County of Riverside, and State of California. B. The Board of Directors (which may also be referred to herein as the "Governing Board") may at any time establish branch or subordinate offices at any place or places where the Corporation is qualified to do business. 2. ARTICLE II. PURPOSE AND LIMITATIONS 2.1. Purpose,. A. Organized in 1990 as a nonprofit public benefit Corporation, the specific and primary purpose of the Corporation is to operate and conduct clubhouses for the education, recreation and enrichment of the youth of Southwest County. B. To meet at all times the Requirements for Membership of the Boys & Girls Clubs of America, incorporated under federal law. 2.2. Limitations. The Corporation is formed solely and exclusively for nonprofit purposes, and not for monetary gain or profit, and no monetary gain or profit shall ever inure from its business to any Director or member of the Corporation. Earnings, if any, shall be used exclusively for the purpose for which the Corporation is formed. 3. ARTICLE III. MISSION 3.1. Mission. The mission of the Boys and Girls Clubs of Southwest County is to inspire and enable all youth to realize their full potential as productive, responsible, and caring citizens by providing stimulating and challenging programs through interaction with dedicated caring. people. 4. ARTICLE IV. MEMBERSHIP Bylaws of l3a}+s and Girls Clubs ofSoyllnvesl Counly Pae 1 4.1. Membership. There shall be no voting "members" of the Corporation and all voting and other rights ordinarily vested in a corporate membership shall be vested in the Board of Directors, in accordance with the California Nonprofit Public Benefit Corporation Law. Non-voting youth and other club memberships may be created granting privileges that are subject to terms and conditions as specified by the Board of Directors. ARTICLE V. ELECTION Or DIRECTORS 5.1. Nominations. A. The Nominating Committee shall select qualified candidates for election to the Board of Directors, as prescribed in these By -Laws, Section 6.2 and 6.3 and Article X, Section 10.1(d)(ii). In April of each year, the Nominating Committee will contact each Board member whose term expires on June 30 of that year and inquire as to whether or not those members wish to continue to serve on the Board. B. The Nominating Committee shall make its report at the regularly scheduled May Board meeting of each calendar year. At that time, any Director present may nominate additional persons for nomination to the Board and may speak to the issue of any name in nomination. Notice of the Board Member election meeting will be provided to all Board members 7 days prior to the meeting. Notice will include the slate of candidates. C. The election of Directors is an action item on the agenda of the regular meeting held in May of each calendar year. 5.2. Election. A. The election of Directors will be conducted by secret ballot at the regularly scheduled May Board meeting. A Director is permitted to submit a written statement regarding his/her vote, which shall be added as an exhibit to the minutes. Secret ballots, with a provision for write-in candidates, shall be available for inspection, in order to comply with fundamental fairness rules inherent in the law. B. Before adjournment of the election meeting of the Board of Directors, the members of the Nominating Committee will confidentially tabulate the ballots and report the results, in random order, to the Board. C. Members of the Nominating Committee will contact the approved candidates for the Board starting with the candidate who received the most votes to the candidate who received the least votes until all seats are filled. _Bylaws q Bgys and Girls Clubs gfSouthwest County Page 2 5.3. Seating ofDirectors.. All elected Directors shall be seated at the July meeting of the Board of Directors and shall be participating members as of July 1. Retiring Directors shall continue to serve until June 30. 6. ARTICLE V1. BOARD OF DIRECTORS 6.1. Powers. A. General corporate powers. The business and affairs of the Corporation shall be managed, and all corporate powers shall be exercised, by or under the direction of the Board of Directors. B. Specific powers. Without prejudice to these general powers, the Directors shall have the power to: (1) Select and remove all Directors, officers, agents and employees of the Corporation; prescribe any powers and duties for them that are consistent with the law, Articles of 1nCorporation, and these By - Laws; and fix their compensation. (2) Change the principal executive office or the principal business office in the State of California from one location to another; cause the Corporation to be qualified to do business in any other state, territory, dependency or country and conduct business within or outside the State of California, for holding any Directors' meeting or meetings. (3) Adopt, make and use a corporate seal and alter the form of the seal_ (4) Borrow money and incur indebtedness on behalf of the Corporation and cause to be executed and delivered for the Corporation's purposes, in the corporate name, promissory notes, bonds, debentures, deeds of trust, mortgage, pledges, hypothecations, and other evidences of debt and securities. 6.2. Number and Oualification. A. The authorized number of Directors at this time shall be not less than eleven (1 1) or more than fifty (50). The exact number of authorized Directors shall be fixed, within the limits specified, by act of the Board. Directors need not be residents of Southwest Riverside County, California, and may be any natural person eighteen years of age or older, of good character, and dedicated to the purpose of the Corporation. B. Voting power. All voting power in the Corporation shall be vested in the Board of Directors, each Director to have one vote. Bylaws of l3oi1s and Girls CYuhs ofSor thwest County Page 3 6.3. Election and Term of Office. A. As long as a quorum is present, Directors may be elected at the May Board meeting, elected to fill a Board vacancy at any time during the year, or elected onto the Board as an additional member at any time during the year, provided the Board size complies with Section 6.2. B. Unless sooner removed, Directors shall serve for a two (2) year term, with all terms ending on June 30 of the applicable year. Persons elected as Director may be nominated for re-election as a Director for an unlimited number of consecutive terms. C. For Directors elected at the May board meeting, who are filling a vacancy created by another board member's expiring term, their terms shall begin on the July 1 of that year, and expire on June 30 two (2) years later. D. If a Director is elected for an initial term at any time to fill a current or upcoming Board vacancy, their term shall begin no sooner than the month following the vacating Board members last attended meeting, and shall end on the date the vacating Board member's term was to end. For Directors elected during the remainder of the year, their initial terms will be prorated either as shorter or longer than two years, and their subsequent terms, if any, shall run for two (2) years as stated above. E. If a Director is elected as an additional Board member, their term shall begin on the date they are elected to the Board. If the new additional Director is elected between August and December of any year, their term shall begin on the date elected and end on June 30 of the 2nd year (thus the initial term shall be between 19 and 23 months). If the new additional Director is elected between January and June of any year, their term shall begin on the date elected and end on June 30 of the 2nd year (thus the initial term shall be between 25 and 29 months). 6.4. Assessments. The Board of Directors may impose, from time to time, an amount which shall constitute an assessment against voting Directors to fund the general operation of the Board. The assessment shall be voluntary and in no way affect the ability of the Director to serve the Board. 6.5. Vacancies. A. Filling a_ Vacancy. The initial term of a Board member elected to fill a current or upcoming Board vacancy shall be as stated in Section 6.3 above. B. Events causing vacancies. A vacancy or vacancies shall be deemed to exist in case of the death, incapacity, resignation or removal of any Director, or !Bylaws of Boys and Girls Clubs o f Southivest County Page 4 (i) the minimum authorized number of Directors is increased, or (ii) if the members fail at any annual or special meeting of the Board at which any Director or Directors are elected, to elect the full authorized number of Directors, (iii) if a Director is absent three scheduled Board meetings within a one year term, he or she shall be eligible for removal. The removal of the Director who has had three absences may appeal to the Board to determine good cause and, should the absences be excused, the Director will be reinstated to continue his/her term. If determined unexcused, the removal will become effective and the Board shall have the power to elect a successor to take office at such time as the removal shall become effective. C. Resignations. A vacancy caused by resignation shall become effective upon giving written notice to the Board, unless the notice specifies a later time for the resignation to become effective. 6.6. Removal. A. Events causing removal. A Director shall be removed on the occurrence of the following: (i) the declaration by resolution of the Board of removing a Director who has been declared of unsound mind by an order of the court or convicted of a felony or has been found by final order of judgment of any court to have breached a duty under California law, or (ii) the vote of a majority of the Directors to remove a Director. B. No vacancy on reduction of number of Directors. No reduction of the authorized number of Directors shall have the effect of removing any Director before that Director's term of office expires. C. Interested Persons. No more than forty-nine percent (49%) of persons serving on the Board may be "interested persons". An interested person is (i) any person compensated by the Corporation for services rendered to it within the previous twelve months, whether as a full-time or part-time employee, independent contractor, or otherwise (ii) any mother, father, brother, sister, son, daughter, ancestor, descendent, spouse, brother-in-law, sister-in-law, son-in-law, daughter-in-law, mother-in-law, or father-in-law of such a person. However, any violation of this paragraph shall not affect the validity or enforceability of transactions entered into by the Corporation. D. Self -Dealing Transactions. No Director of the Corporation nor any other Corporation, firm, association, or other entity in which one or more of the Corporation's Directors are Directors or have a material financial interest shall be interested, directly or indirectly, in any contract or transaction so long as the material financial interest is fully disclosed in good faith to the Board of Directors at the meeting in which the transaction is authorized. Bylmvs of Boys and Girls Clubs of Soulh►vesl County Page 5 IN This Section does not apply to a transaction that is part of an educational or charitable program of the Corporation if it (i) is approved or authorized by the Corporation in good faith and without unjustified favoritism and (ii) results in a benefit to one or more Directors or their families because they are in the class of persons intended to be benefited by the educational or charitable program of the Corporation. ARTICLE VII. MEETINGS 7.1. Place of Meetings a�+~etings by Telephone. All meetings of the Board of Directors shall be held at the principal executive office of the Corporation, or at any other place within or outside the State of California as may be designated at any time by resolution of the Board or by written consent of all voting members of the Board. If consents are given, they shall be filed with the minutes of the meeting. Any meeting may be held by conference telephone or similar communication equipment, so long as all Directors participating in the meeting can hear one another, and all such Directors shall be deemed to be present, in person, at such meeting. 7.2. Annual Meeting/.Organizational Meetin . A. The annual meeting of the Board of Directors of the Corporation shall be held during the month of June of each calendar year at the place designated in Section 7.01. The annual meeting will be to handle financial matters, committee reports, the election of officers of the Corporation and the transaction of other business. B. immediately following each annual meeting of the Board of Directors, the Board shall hold a regular meeting for the purpose of organization. 7.3. Regular Meetings. Regular meetings of the Board of Directors shall be held monthly, which includes the meetings outlined in Section 7.02, during the calendar year at the location stated in Section 7.01. The Board shall fix a date and time for all regular meetings and communicate such date and time to the members of the Board. Further notice of regular meetings, if established, shall not be required. If the day adopted for regular meetings falls on a legal holiday, the meeting shall be rescheduled with proper notice as prescribed in these By -Laws. 7.4. Special_ Meetings. Special meetings of the Board of Directors may be called for any purpose, or purposes, by the Chairman/Chief Volunteer Officer, any Vice Chairman, Secretary, Treasurer, or any two Directors. 7.5. Notice of Meetings. A. Unless not required under provisions of these By -Laws, notice of time and place of meetings shall be given to each Director by one of the following L3ylaivs of B= and Girls Clubs of Southivest County Pa e methods: (i) by personal delivery or written notice; (ii) by first class mail, postage prepaid; (iii) by telephone or electronic communication, either directly to the Director or to a person at the Director's office who would reasonably be expected to communicate such notice promptly to the Director; or (iv) by telegram, charges prepaid. All such notices shall be given or sent to the Director's address, telephone or e-mail address as shown on the records of the Corporation. B. Notices sent by first class mail shall be deposited into a United States mailbox at least four days before the time set for the meeting. Notices must be given by personal delivery, telephone, e-mail, or given to the telegraph company at least forty-eight (48) hours before the time set for the meeting. C. The notices shall state the time and place for the meeting. However, it need not specify the purpose of meeting, or the place of meeting, if it is to be held at the principal executive office of the Corporation. 7.6. Quorurn. One-half of the current number of Directors shall constitute a quorum for the transaction of any business except adjournment as provided in Section 7.08. Every act or decision done or made by a majority of the Directors present at a meeting duly held at which a quorum is present shall be regarded as an act of the Board of Directors, subject to other provisions of the By -Laws and to the provisions of the California Nonprofit Corporation Law; (i) especially those provisions in which a Director has direct or indirect material financial interest; (ii) appoint committees; and (iii) indemnification of Directors. A meeting at which a quorum is initially present may continue to transact business, notwithstanding the withdrawal of Directors, if any action taken is approved by at least a majority of the required quoru n for that meeting. 7.7. Waiver of Notice. The transaction of any meeting of the Board of Directors, however called and noticed or wherever held, shall be valid as though taken at a meeting duly held after regular call and notice if (i) a quorum is present, and (ii) either before or after the meeting, each of the Directors not present signs a written waiver of notice, a consent to hold the meeting or an approval of the minutes. The waiver of notice or consent need not specify the purpose of the meeting. Notice of a meeting shall also be deemed given to any Director who attends the meeting without protesting before or at its commencement about the lack of adequate notice. 7.8. Adjournment. A majority of the Directors present, whether or not constituting a quorum, may adjourn any meeting to another time and place. 7.9. Notice of Cancellation. Notice of the time and place of holding a cancelled or rescheduled meeting need not be given unless the meeting is rescheduled for more than 24 hours, in which case personal notice of the time and place shall be given Byha ,y o Bos and Girls Clubs ofSoutlnvest County Page 7 V. before the time of the cancelled meeting to the Directors who were not present at the time of cancellation. 7.10. Action Without Meeting. Any action required or permitted to be taken by the Board of Directors may be taken without a meeting, if all Directors of the Board, individually or collectively, consent in writing to that action. Such action by written consent shall have the same force and effect as a unanimous vote of the Board of Directors. Such written consent or consents shall be filed with the minutes of the proceedings of the Board. 7.11. Compensation of Directors and Committee Members. Directors and members of committees shall not receive any compensation for their duties as Directors or members of committees. 7.12. Confidentiality. Any confidential information pertaining to employee matters, member information, legal issues, strategic decisions and general business operations obtained while serving the Corporation, and in the course of discharging their duties, Directors, officers and personnel directly serving the Corporation are bound by an "Oath of Confidentiality". Other confidential information, not presently foreseeable, may also be discussed while in service to the Board. Held to the "Oath of Confidentiality", Directors, officers and personnel serving the Corporation shall not misuse, misappropriate or disclose any such confidential information directly or indirectly to any other person, or use the information in any way, either during the term of their service or at any time thereafter, except as is required in the course of performing their duties or unless otherwise required by law. All records, files, communications or other records related to the Clubs shall remain exclusively the property of the Clubs and shall not be removed unless necessary in the performance of one's duties, and must be returned to the Clubs in the event the subject individual is no longer a Director, officer or personnel serving the Corporation. 8. ARTICLE VIiI. OFFICERS 8.1. Officers. The officers of the Corporation shall be Chairman/Chief Volunteer Officer, hereinafter referred to as the Chairman, First Vice Chairman, Second Vice Chairman, Third Vice Chairman, Secretary, Treasurer and such other officers, as the Board of Directors shall appoint. Each officer of the Corporation must be a member of the Board of Directors one year prior to election as an officer, and shall become a member of the Executive Committee of the Board of Directors. 8.2. Nominations. The Nominating Committee shall select its recommended slate of Officers from the body of continuing Directors and present its report at the regularly scheduled May Board meeting of each calendar year. At the same meeting, any Director present may place names in nomination and may speak to the issue of any name in nomination. No nomination of a candidate for a position By1mvs of Boys and Girls Clubs ofSvualnvest Couniy Page 8 C as an Officer will be accepted unless the candidate first agrees to fulfill the responsibility as an Officer if elected. As provided in Article V, Nominations, Section 5.1(b), the Secretary shall immediately forward to each Director with the notice of meeting, a report listing the candidates nominated for each of the elected offices. 8.3. Election. The Board of Directors shall elect all officers of the Corporation for a term of two years, or until their successors shall be qualified and elected. The election shal I occur as follows: A. The election of officers will be held at the regularly scheduled June meeting of the Board of Directors. As provided in Article V, Election, Section 5.02(b), the election of officers shall be conducted by secret ballot. Should only one candidate be nominated for each elected office and no nominations are made from the floor, the secret ballot may be dispensed with and the motion to accept the presented slate of officers can be voted on. Officers shall be elected by a majority vote of the Directors present. B_ The election of officers is an action item on the regularly scheduled June agenda. At the organizational meeting any Director present may place names in nomination and may speak to the issue of any name in nomination. No nomination of a candidate for a position as an officer will be accepted unless the candidate first agrees to fulfill the responsibility as an officer if elected. 8.4. Seating of Officers. Elected officers of the Board of Directors shall assume responsibility of their respective office July 1. Retiring officers shall continue to serve until June 30. 8.5. Removal and Resignation. Being first elected Directors, all elected officers of the Board of Directors are bound by the provisions of these By -Laws, Article V1, Resignation, Section 6.5 (b) and Removal, Section 6.6 (a). 8.6. Vacancies. A vacancy in any office because of the death, resignation, removal, disqualification, or any other cause, shall be filled by the Board of Directors. 8.7. Chairman/Chief Volunteer Officer (CVO). The Chairman shall be the Chief Volunteer Officer of the Corporation and shall, subject to the control of the Board of Directors, generally supervise, direct, and control the business and the officers of the Corporation. In addition, the Chairman/CVO shall have the following powers and responsibilities: A. Preside at all meetings of the Board of Directors and the Executive Committee. By1mvs of Boys and Girls Clubs of Southwesi Counly page 9 B. Supervise the President/Chief Professional Officer of the Corporation in the day-to-day operation of the Clubs in a manner consistent with the wishes of the Board of Directors. C. Appoint all committee chairpersons and four Directors to the Nominating Committee with approval of the Board of Directors, and coordinate and manage the efforts of all committees with exception of the Nominating Committee. D. Represent the Corporation in any communication with other Corporations, entities or the public in general. 8.8. First Vice Chairman. In the absence of the Chairman/Chief Volunteer Officer, the First Vice Chairman shall perform all the duties of the Chairman, and when so acting shall have all the power of, and be subject to all the restrictions upon the Chairman. The First Vice Chairman shall have such other powers and perform such other duties as may be prescribed for the office respectively by these By - Laws, Board of Directors or the Chairman. 8.9. Second Vice Chairman. In the absence of the Chairman/Chief Volunteer Officer and the First Vice Chairman, the Second Vice Chairman shall perform the duties of the Chairman, and when so acting shall have all the power of, and be subject to all the restrictions upon the Chairman. The Second Vice Chairman shall have such other powers and perform such other duties as may be prescribed for the office respectively by these By -Laws, Board of Directors or the Chairman. 8.10. Third Vice Chairman. In the absence of the Chairman/Chief Volunteer Officer and the First and Second Vice Chairmen, the Third Vice Chairman shall perform the duties of the Chairman, and when so acting shall have all the power of, and be subject to all the restrictions upon the Chairman. The Second Vice Chairman shall have such other powers and perform such other duties as may be prescribed for the office respectively by these By -Laws, Board of Directors or the Chairman. 8.11. Secretary. A. The Secretary shall keep and maintain, or cause to be kept and maintained, the book of minutes at the principal office or such other place as the Board of Directors may order, of all meetings of the Directors, with the time and place of holding, whether regular or special, and if special how authorized, the notice thereof given, the names of those present at the meeting on signed attendance sheet, and the proceedings thereof. B. The Secretary shall give, or cause to be given, notice of all the meetings of the Board of Directors required by these By -Laws or by law to be given, and shall keep the seal of the Corporation in safe custody, and handle all incoming or outgoing correspondence of the Board of Directors. Bylmvs of Bys and Girls Clubs ofSouthivest County Page 10 C. The Secretary shall have such other powers and perform such other duties as may be prescribed for the office respectively by these By -Laws, Board of Directors or the Chairman. 8.12. Treasurer. A. The Treasurer shall keep and maintain, or cause to be kept and maintained, adequate and correct amounts of the properties and business transactions of the Corporation including, but not limited to, accounts of its assets, liabilities, receipts, disbursements, gains, losses, capital and surplus. Tile books and records of the Corporation shall be maintained at the principal office, and are at all times open to inspection by any Director at any reasonable time, see Article XVI, Fiscal Matters, Section 16.6. B. The Treasurer shall deposit, or cause to be deposited, all money and other valuables in the name and to the credit of the Corporation with such depositories as may be ordered by the Board of Directors. C. The Treasurer shall disburse, or cause to be disbursed, fluids of the Corporation as may be ordered by the Board of Directors, taking proper vouchers for such disbursements. D. The Treasurer shall render to the Chairman and the Board of Directors at the regular meetings of the Board, or when they request it, an accounting of all the transactions as Treasurer and of the financial condition of the Corporation. E. The Treasurer shall have such other powers and perform such other duties as may be prescribed for the office respectively by these By -Laws, Board of Directors or Chairman. 8.13. Immediate Past Chairman. The Immediate Past Chairman shall serve on the Executive Committee and shall perform such other duties as may be prescribed for the office respectively by these By -Laws, Board of Directors or Chairman. The Immediate Past Chairman shall serve until the subsequent successor's term of office expires and his/her successor is elected. 9. ARTICLE IX. EXECUTIVE COMMITTEE 9.1. Number and Tenure. A. The Executive Committee shall consist of the following elected officers: (l) Chairman/Chief Volunteer Officer; L%4aws of Boys and Girls Clubs ofSoutlnvest County Page 11 (2) First Vice Chairman; (3) Second Vice Chairman; (4) Third Vice Chairman; (5) Secretary; (6) Treasurer; and (7) Immediate Past Chairman. B. The term of the Executive Committee shall be two years unless elected by the Board to fill a vacancy. 9.2. Duties and Responsibilities. A. The Executive Committee shall exercise the authority of the Board of Directors in management of the Corporation in connection with ordinary business to be carried on between meetings of the Board of Directors, which include, but are not limited to, reports and recommendations. B. The Executive Committee evaluates each Board Member annually to qualify them for continuing to serve on the Board. The Executive Committee will make the appropriate recommendations to the Board of Directors. The Board of Directors shall determine the removal of Board Members as prescribed in Article VI, Board of Directors, Section 6.6 (a) (ii). C. The Executive Committee shall not have the authority of the Board of Directors with regard to the following: (1) Hiring, terminating, or fixing compensation of the President/Chief Professional Officer; (2) Approval of the annual budget; (3) Approval of expenditures exceeding the annual budget by more than three percent (3%) per individual meeting with a cumulative maximum of ten percent (10%) per fiscal year; (4) Amend or repeal corporate By -Laws or adopt new By -Laws; (5) Election, appointment, or termination of directors or officers; (6) Fill vacancies on the Board or any committee of the Board; hf aiys of Boys and Girls Clubs of Southivest County page 12 (7) Amend or repeal any resolution of the Board that by its express terms are not so amendable or repealable; (8) Create any other committees of the Board; (9) Elimination of any program authorized by the Directors; (10) Elimination of any fundraising drive or event authorized by the Directors; (11) Take any final action on any matter that, under the California Nonprofit Public Benefit Corporation Law, also requires approval of the members or approval of a majority of the members; (12) Approve any contract or transaction to which the Corporation is a party and in which one or more of its Directors has a material financial interest, except as special approval is provided in the Corporation Codes Section 5233(d)(3). 9.3. Ouorurn. A simple majority shall constitute a quorum for the transaction of business of the Executive Committee. 9.4. Meetings. Meetings shall be held monthly. They shall be posted and conducted in a manner consistent with Article VII, Sections 7.1, 7.3, 7.6, 7.8 and 7.9. 10. ARTICLE X. COMMITTEES 10.1. Committees. The Board of Directors may, by resolution and adopted by a majority of the Board at the annual organizational meeting, designate one or more standing committees each of which shall consist of two or more Directors. To the extent provided in said resolution, the committees named shall have and exercise the authority of the Board of Directors in the management of the Corporation. Further, the designation of such committees and the delegation thereto of authority shall not operate to relieve the Board of Directors, or any individual Director of any responsibility imposed upon it or him/her by these By -Laws or by law. A. The Chairman of the Board shall appoint all committee chairpersons subject to approval of the Board. B. All committees shall serve at the pleasure of the Board. No committee shall adopt By -Laws or maintain fiords of its own. All committees may have a separate mission statement approved by the Board. Persons appointed in charge of committees shall be recognized as "Chairperson" and by no other title. Bylaws of Boys and Girls Chits ofSoulhwesl Counly pare 13 C C. The Board of Directors shall authorize and define the specific powers and duties of all standing committees in accordance with the Strategic Plan. D. Standing Committees may include, but are not limited to: (1) Board Development Committee. The duties and responsibilities of the Board Development Committee are not limited to but shall include: being responsible for the identification, recruitment, , orientation, ongoing education, and recognition of Board members. The board development process will be systematic and provide clearly defined steps to achieve optimum results. Further, the Board Development Committee is responsible for awards and recognition for Board members, including nominations for the Boys & Girls Clubs of America Service Recognition Awards, as well as other awards appropriate for local presentation. (2) Nominating Committee. The duties and responsibilities of the Nominating Committee are limited to overseeing the nominations and conducting the elections of the Board of Directors and the Officers. At the regularly scheduled Board meeting in March, the Chairman shall appoint four Directors to serve as the Nominating Committee. (3) Budget and Resource Develol2ment Committee. The duties and responsibilities of the Budget and Resource Development Committee are not limited to but shall include: working with the President/Chief Professional Officer and Treasurer in preparing the annual budget for approval by the Board of Directors; works to provide cost effective income streams; establish and implement well-planned and aggressively promoted planned giving programs; and support and actively participate in ad hoc committees formed for the annual auction, golf tournament, and like fundraising activities (4) Facilities Committee. The duties and responsibilities of the Facilities Committee are not limited to but shall include: assuring the overall satisfactory condition of the facilities, furnishings and grounds of the Boys & Girls Clubs. The Facilities Committee shall develop and maintain an overall strategy for the maintenance of property and equipment, utilizing expert advice concerning technical building and maintenance problems. The Facilities Committee shall support and actively participate in ad hoc committees formed for refurbishing, remodeling and new construction of buildings. Bylmvs of Boys and Girls Clubs ofSoutInvest County Page 14 - _ _ (5) Marketing Committee. The duties and responsibilities of the Marketing Committee are not limited to but shall include: developing and carrying out a year-round marketing program that interprets the activities, purpose and needs of the Boys & Girls Clubs and makes use of available media speakers, exhibits, press, radio and television. It cultivates the interest and support of all local newspapers, radio and television stations, invites their representatives to public events of the Boys and Girls Clubs and supplies news items and articles to magazines and other publications. The Committee works with the Chief Professional Officer and the development and marketing staff in preparing news releases, the annual report, pamphlets, flyers and other publicity material. Working with the President/Chief Professional Officer, the committee shall periodically evaluate the effectiveness of all promotional materials offered by the Corporation and make recommendations to the Board of Directors on their effectiveness. The Committee annually handles the localization and placement of public service television, radio and print ads provided by Boys & Girls Clubs of America. The Committee determines the Corporation's primary media spokesperson in conjunction with the Club's Crisis Management Plan and acquaints Board members with their own personal public relations responsibilities, obtains biographical information on all Board members fi•orn the Board Development Committee, and utilizes the new value of activities performed by Board and staff members. It conducts an annual public relations forum for Board members. (6) Pro ram Committee/Technology Committee. The duties and responsibilities of the Program Committee and the Technology. Committee are not limited to but shall include: assisting the President/Chief Professional Officer and staff in ensuring that effective positive program services are in place. The Program Committee approves the yearly program goals and assesses and recommends new programs. It assures the Corporation's participation in the Commitment to Quality process and national's Outcome Measurement program; assists in obtaining needed volunteers and program materials, and supplies; and it interprets program services to the Board and the community. It ensures that the Corporation tracks and maintains members and other youth served data through the use of computer software and the latest technology. The Technology Committee provides for the establishment and implementation of an annual review and/or audit of the Corporation's technology needs and systems; secures external resources and technical assistance to meet the technology needs of the Corporation to the Board of Directors; assures that all 13ylcnvs of Boys and Girls Clubs of Southwest County Page 15 appropriate staff receives training in Club technologies and can demonstrate needed competencies to use them. (7) Auxiliary Boards. The duties and responsibilities of any Auxiliary Board (as defined in Article XI below) are to assist the President and staff in making policy -related decisions by recommending certain courses of action for the Club that they are associated with. Specifically, each Auxiliary Board Member should recommend objectives for its Club. The recommended objectives should be consistent with those of the Corporation and should be based on the resources and needs in the specific Club's community. The Auxiliary Board should also assist the President in the periodic evaluation of its Club in relation to stated objectives. Furthermore, the Auxiliary Board is responsible for identifying and securing community resources to help carry out activities and services. Notwithstanding the duties and responsibilities of the Auxiliary Board, as set forth in this Section, the management of any Club is the responsibility of the President, acting under the direction of the Governing Board. The Auxiliary Board shall have no management rights or responsibilities. Each Auxiliary Board Member shall be required to serve on at least one fund raising committee. Each Auxiliary Board Member may also serve on a standing committee or committees. E. In the event that any committee is deemed inactive or suspended, the Executive Committee will assume the duties and responsibilities of that respective committee. 10.2. Other Committees. Other committees not having and exercising the authority of the Board of Directors in the management of the Corporation may be designated by a resolution adopted by a majority of the Directors at which a quorum is present. Except as otherwise provided in such resolution, the Chairman of the Corporation shall appoint as many members as are deemed appropriate. 10.3. Meetings and Action of Committees. Meetings and action of committees shall be governed by, and held and taken in accordance with, the provisions of Article VII, Meetings, Section 7.03 of these By -Laws, concerning meetings of Directors, with such changes in the context of those By -Laws as are necessary to substitute the committee and its members for the Board of Directors and its members, except that the time for meetings of Committees may be determined either by resolution of the Board of Directors or by resolution of the committee. Meetings of committees may also be called by resolution of the Board of Directors. Minutes shall be kept of each meeting of any committee and shall be filed with the corporate records. The Board of Directors may adopt rules for the government of any committee not inconsistent with the provisions of these By - Laws. By1mvs of Boys and Girls Clubs of Southwest County Page 16 RZ 10.4. Term of Office. Each member of a committee shall continue as such until the next annual meeting of the Board of Directors, and/or until his/her successor is appointed, unless such member shall cease to qualify as a member thereof. 10.5. Vacancies. Vacancies in the membership of any committee may be filled by appointments made in the same manner as provided in the case of the original appointment. 10.6. Quorurn. Unless otherwise provided in the resolution of the Board of Directors designating a committee, a majority of the whole committee shall constitute a quorum and the act of a majority of the members present at a meeting at which a quorum is present shall be the act of the committee. 11. ARTICLE XI. AUXILIARY BOARDS 11.1. Auxiliary Boards (which may also be referred to herein individually as a "Community Board" or collectively, the "Community Boards"). The Board of Directors may from time to time elect to form an Auxiliary Board for any of the Clubs. Any Auxiliary Board formed by the Board of Directors shall function as a standing committee, as set forth in Section 10.1.1) above, but members of an Auxiliary Board are not members of the Board of Directors, shall have no voting authority and shall not be considered a subdivision of the Board of Directors. Any Auxiliary Board formed by the Board of Directors shall serve at the pleasure of the Board of Directors and shall have no authority or responsibility to manage the business, property and affairs of the Corporation. 12. ARTICLE XII. ADVISORY COUNCIL 12.1. Advisory Council. The Board of Directors may create Advisory Council. The Advisory Council shall be composed of persons who are scholars and experts in the fields of interest to the Corporation or whose expertise and support may otherwise further or have furthered the work of the Corporation. The specific functions of the Council shall be as established by resolution of the Board of Directors. Persons serving on the Advisory Council may also serve on Board committees and attend Board of Directors meetings. The appointment of Advisory Council members, and the term of such appointment, shall be as determined by the Board of Directors. 13. ARTICLE XIII. CHAIRMAN'S CIRCLE 13.1. Chairman's Circle. The Board of Directors may appoint Chairman's Circle Directors to the Board of Directors. Chairman's Circle Directors have the right to participate at meetings of the Board of Directors and shall have the right to vote on all matters presented to the Board of Directors. Chairman's Circle Directors shall not be considered for purposes of determining a quorum. The qualifications Bylaws of Boys and Girls Clubs of Southwed Couj7[y Page 17 and tenure of Chairman's Circle Directors may be established by resolution of the Board of Directors at any time. Chairman's Circle Directors shall be persons recognized for outstanding contributions to the Corporation. 14. ARTICLE XIV. PRESIDENT/CEO/CPO 14.1. Employment. The Board of Directors shall employ a President/Chief Executive Officer/Chief Professional Officer of the Corporation, fix compensation and prescribe the terms of employment. A. In January of each calendar year, the Chairman/Chief Volunteer Officer and all other elected officers holding office at year-end shall meet with the "President" for an annual review and evaluation of his/her performance. B. The Executive Officer's review and recommendations, with respect to continued employment and salary increases, shall be presented to the Board of Directors at their next regular meeting. 14.2. Duties and Responsibilities. In accordance with the elements of competence established for Boys and Girls Club executive, the President/Chief Professional Officer is responsible for overseeing strategic planning and operation of the Clubs, in support of organizational mission and goals as set forth by the Board of Directors of the Corporation. The President/Chief Professional Officer provides leadership, direction and support to the Board of Directors in developing organizational goals, attaining/allocating resources, and establishing policies. He/She also provides leadership and direction to staff management in carrying out the key roles assigned to them. The President/Chief Professional Officer reports directly to the Board of Directors and shall be ex -officio member of all committees. 15. ARTICLE XV.INDEMNIFICATION OF DIRECTORS, OFFICERS, EMPLOYEES, AND OTHER AGENTS 15.1. Proceedings. To the fullest extent permitted by law, the Corporation shall indemnify its directors, officers, employees, and other persons formerly occupying any such positions, against all expenses, judgments, fines, settlements, and other amounts actually and reasonably incurred by them in connection with any "proceeding" as that tern is used in that section, and including an action by or in the right of the Corporation, by reason of the fact that the person is or was a person described in that section. "Expenses" as used in this By-law, shall have the same meaning as in that section of the Corporation Code. 15.2. Board Authorization. On written request to the Board by any person seeking indemnification under Corporations Code section 5238(b) or section 5238(c), the Board shall promptly decide under Corporation Code section 5238(e) whether the applicable standard of conduct set forth in Corporation Code section 5238(b) or 13��Im� s of 13oys and Girls Clubs of Southiwest County Page 18 H section 5238(c) has been met and, if so, the Board shall authorize indemnification. If the Board cannot authorize indemnification, because the number of Directors who are parties to the proceeding with respect to which indemnification is sought prevents the formation of a quorum of Directors who are not parties to that proceeding, the Board shall promptly call a meeting of members. At that meeting, the members shall determine under Corporations Code section 5238(e) whether the applicable standard of conduct has been met and, if so, the members present at the meeting in person or by proxy shall authorize indemnification. 15.3. Advancement of Expenses. To the fullest extent permitted by law and except as otherwise determined by the Board in a specific instance, expenses incurred by a person, seeking indemnification under these By-laws in defending any proceeding, shall be advanced by the Corporation before final disposition of the proceeding. On receipt by the Corporation of an undertaking by or on behalf' of that person the advance will be repaid unless it is ultimately found that the person is entitled to be indemnified by the Corporation for those expenses. 16. ARTICLE XVI. FISCAL MATTERS 16.1. Contracts or Contract Agreements. The Board of Directors, except as in these By -Laws as otherwise provided, may authorize any officer or officers, agent or agents, to enter into any contract or execute any instrument in the name and on behalf of the Corporation, and such authority may be general or confined to specific instances; and unless so authorized by the Board of Directors, no officer, agent or employee shall have any power or authority to bind the Corporation by any contract or engagement or to pledge its credit or to render it liable for any purpose or to any amount. 16.2. Purchases of $5,000 or More. The President/Chief Professional Officer, on purchases of $5,000 or more, shall secure a minimum of three (3) bids. The President/Chief Professional Officer may select the acceptable bid on purchases up to $5,000, unless previously approved in the annual budget, or a special activities budget. For purchases in excess of $5,000, the Board of Directors shall select the acceptable bid. 16.3. Payment by Check or Draft. A. All checks, drafts or other orders for payment of money, note or other evidence of indebtedness, issued in the name or payable to the Corporation, shall be signed or endorsed by such person or persons and in such manner as, from time to time, shall be determined by resolution of the Board of Directors. B. Disbursement of funds exceeding $5,000 shall be made by check with two signatures required: that of the President/Chief Professional Officer, Bvlaivs ofBovs and Girls Clubs ofSvuthwest Counly Page 19 and/or the Director of Operations, and/or one (1) member of the Executive Committee or by two (2) members of the Executive Committee. 16.4. Deposits. All funds of the Corporation shall be deposited from time to time to the credit of the Corporation in such banks, trust companies, or other depositories as the Board of Directors may select. 16.5. Gifts. The Board of Directors may accept on behalf of the Corporation any contribution, gift, bequest, or device for the general purposes or for any special purpose of the Corporation. 16.6. Books, Records and Inspection Rights. The Corporation shall [seep at the principal office correct and complete books and records of accounting, minutes of the proceedings of its Board of Directors and Committees having any authority of the Board of Directors, a copy of the By -Laws as amended or otherwise altered to date, and a record giving the names and addresses of the Directors entitled to vote. A Director or his agent or attorney may inspect all books and records of the Corporation for any proper purpose at any reasonable time. 16.7. Fiscal Year. The fiscal year of the Corporation shall be the calendar year ending December 31. 16.8. Annual Report. The annual report referred to in the California Nonprofit Corporation Law is expressly dispensed with, but nothing in these By -Laws shall be interpreted as prohibiting the Board of Directors from issuing such annual or periodic reports to any person, as the Board considers appropriate. However, within 120 days of the close of its fiscal year, the Corporation shall provide to the Directors a report containing the following information in reasonable detail: A. The assets and liabilities, including the trust funds of the Corporation as of the end of the fiscal year. B. The principal changes in assets and liabilities, including trust funds, during the fiscal year. C. The revenue or receipts of the Corporation, both unrestricted and restricted to particular purposes, for the fiscal year. D. The expenses or disbursements of the Corporation, for both general and restricted purposes, during the fiscal year. E. Any information required by California Corporations Code Section 6322. 17. ARTICLE XVII. GENERAL PROVISIONS 17.1. Non -Partisan Activities. 13 Igias of Boys and Girls Clubs:'SnutInvest Counly page 20 A. This Corporation has been formed under the California Nonprofit Public Benefit Corporation Law for public benefit purpose described in Article 11, Purpose, Section 2.1 (a), (b) and 2.2, and it shall be nonprofit and nonpartisan. No part of the activities of the Corporation shall consist of the publication or dissemination of material with the purpose of atteill pti fig to influence legislation, and the Corporation shall not participate or intervene in any political campaign on behalf of any candidate for public office or for or against any cause or measure being submitted to the people for vote. B. The Corporation shall not engage in any activities or exercise any powers that are not in furtherance of the purpose described above. 17.2. Parliamentary Procedure. Proceedings of the Corporation meetings shall be governed and conducted in accordance with the latest edition of Roberts Rules of Order, except as otherwise provided herein. 17.3. Amendments. These By -Laws may be amended and restated or repealed and new By -Laws adopted by the vote or written consent of a majority of the voting Directors at any regular or special meeting at which a quorum is present. 17.4. Dedication of Assets. The properties and assets of this nonprofit Corporation are irrevocably dedicated to charitable purposes. No part of the net earnings, properties or assets of the Corporation, on dissolution or otherwise, shall inure to the benefit of any private person or individual or any member or Director of the Corporation. On liquidation or dissolution, all properties and assets and obligations shall be distributed and paid over to the Boys & Girls Clubs of America. If for any reason, the Boys & Girls Clubs of America should not accept all property and assets and obligations, the Board of Directors of the Corporation may select such other nonprofit charitable Corporation or Corporations as shall at that time qualify as a tax-exempt organization under Section 501(c) (3) of the Internal Revenue Code of 1954, as amended, or corresponding provisions of any subsequent federal tax laws so that the business properties and assets of the Corporation shall in such event be used for and devoted to the purpose of providing Boys & Girls Clubs of Southwest County activities. Bylaws of Boys and Girls Clubs of'Southtiven County Page 21 H CERTIFICATE OF SECRETARY 1, Adria Poindexter, hereby certify that I am the Secretary of Boys and Girls Clubs of Southwest County and the above Bylaws are the Bylaws of the Corporation adopted by the Board of Directors on 2010. Executed on , 2010, at Temecula, California. Adria Poindexter, Secretary Bylaws of Boys and Girls Clubs of Southivest County page 22 16`1809 ENDOR$ED FILED In tho office of to Cape" ol Smte Of the State pt CMthxnln ARTICLES OF INCORPORATION AUG 2 7 " MARM FONG EU, Swe ary of State I The name of this corporation is BOYS & GIRLS CLUB OF TEMECULA II A. This corporation is a non profit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for charitable purposes. B. The specific purpose of this corporation is to organize and provide for a boys and girls club needed to allow the youth and young adults in the Temecula community to succeed and to have an alternative for young adults in the Temecula area, within the meaning of Section 501 (c) (3) provision of any future United States Internal Revenue law notwithstanding any other provision of these Articles, this corporation shall not, except to an insubstantial degree, engage in any activities or Exercise any powers that are not in furtherance of the purpose of this corporation, and the corporation shall not carry on any other activities not permitted to be carried on (a) by a corporation exempt from the Federal income tax under Section 501 (c) (3) of the Internal Revenue Code of 1954 or the corresponding Provisions of any future United State Revenue law, or (b) by a corporation, contributions to which are deductible under Section 170 (c) (2) of the Internal Revenue Code of 1954 or the corresponding provision of any future United States internal revenue law. III The name and address in California of this corporation's initial agent for service of process is: Leigh Engdahl 41859 Corte 'Selva Temecula, Ca. 92390 IV A. No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and this corporation shall not participate in or intervene in (including publishing or distributing statements) any political campaign on behalf of any candidate for public office. 1 B. The property of this corporation is irrevocably dedicated to charitable purposes, as set forth in Article Two above. No part of the net earnings of this corporation shall inure to the benefit of its directors, trustees, officers, private shareholders or members, or too any individual. C. On the winding up and dissolution of this corporation, after paying or adequately providing for the debts and obligation of the corporation, the remaining assets of this corporation shall be distributed to an organization organized and operated exclusively for charitable purposes and that is tax exempt under Section 501 (c) (3) of the Internal Revenue Code of 1954. D. This corporation in organized and operated exclusively for Charitable and educational purposes within the meaning of Section 502 (c)(3) of the Internal Revenue Code. E. Notwithstanding any other provision of these Articles, the corporation shall not carry on any other activities not federal permitted to be carried on (1) by a corporation exempt from Revenue income tax un.der section 501 (c)(3) of the Internal Code or (2) by a corporation contributions to which are deductible under Section 170 (c)(2) of the Internal Revenue Code. V The names and addresses of the persons appointed to act as the initial directors of this corporation are: Michael W. Donaldson 31240 Calle Felicidad Temecula, Ca. 92390 Ronald Parks 30514 Colina Verde Temecula, Ca. 92390 Timmy Daniels 28260 Via Princessa #C Temecula, Ca. 92390 Leigh Engdahl 41859 Corte Selva Temecula, Ca. 92390 2 O..ichael e: Au ust 25 NN W. Donaldson, Incorporator ncorporator We, the above mentioned initial directors hereby declare that we are the persons who Articles of Incorporation, which execption of this corporation, executed the foregoing is our act and deed. 11. uvi►d-Fuson, incorporator and Director 31240 Calle Felicidad Temecula, Ca. 92390 "v..aiu raLxs, incorporator and Director 30514 Colina Verde Temecula_ ca 4710ra Timmy Dani�ls, Incorporator and Director 28260 Via P incessa R Temecula,.Ca. 92390 ---J1. AU&LVua111., incorporator and Director 41859 Corte Selva Temecula, Ca. 92390 3 BYLAWS OF, BOYS AND GIRLS CLUB OF TMMECULA AR`i'IC11C i Pur roses; and Limitations Section I.. General Purl-)oses. The objectives of: this corporation shall be: (a) To foster and promote the physical, social, educational, vocational and character development of boys and girls, especially those living in or near the Temecula Valley. (b) To meet at all times the Requirements for Membership of the Boys and Girls Clubs of America, incorporated under federal lay. Section 2. Limitations, This corporation is a non-profit public benefit corporation and is not organized for the private _gain of any person. It is organized under the Non-profit Public Benefit Corporation Lae for charitable purposes. The corporation is organized exclusively for such purposes and shall satisfy the requirements of: (a) Section 501 (c) (3) of the Internal Revenue Code of the United States; (b) Section 23702 (d) of the California Revenue and Taxation Code; and (c) Section 214 of the California Revenue and Taxation Code. 1 In particular, no part of the net income or assets LB of the corporation shall ever inure to the benefit of any director, officer, or private person; no substantial part of the activities Of .the corporation shall consist: of carrying on propaganda or otherwise attempting to influence legislation; and the corporation shall not participate or intervene in any political campaign (including the publication or distribution of statements) on behalf of any candidate for public office. The property of the corporation is irrevocably dedicates to the above -stated purposes. Upon dissolution of Minding up of the corporation, its assets remaining after payment, or provisions for payment, of all debts and liabilities of this corporation, shall be distributed to a non- profit fund foundation or corporation ;allich is organized and operated for the specific and primary purpose set forth hereinabove and which has established its tax exempt status under Section 501(c) (3) of the Internal Revenue Code and Section 23701 (d) of the Revenue and Taxation Code. If this corporation holds any assets in trust, such assets shall be disposed of in such manner as may be directed by decree of the Superior Court of the county in which the corporation has it principal office, upon petition therefor by the Attorney General or by a person concerned in the liquidation, in a proceeding to which the Attorney General is a party. 2 IN ARTICLE II Offices erection 1. Pri1lClDaJ. ciff,ice, The principal office of the corporation is hereby located in the City of Temecula, County of Riverside, State of California. The exact location is to be determined by the Board of Directors. Section 2, Otkler offices. The corporation may have such Other offices, either wit"llill or without the State of California, as the Board of Directors may determine or as the affairs of the corporation may require from time to time. ARTICLE III" liembershiu There shall. be no voting "members" of the corporation and all voting and other rights ordinarily vested in a corporate membership shall be vested in the Board of Directors in accordance %-1ith the California Non-profit Public Benefit Corporation Law. Non-voting youth and other club memberships may be created, granting Privileges and subject to terms and conditions as specified by the Board of Directors. ARTICLE IV Board of Directors Section 1. Powers, Subject to limitations imposed bylaw of the Articles of Incorporation, the affairs of the corporation shall be managed, and all corporate powers of the corporation shall be exercised, by the Board of Directors (hereinafter referred to as "the hoard.") Such powers shall include, but shall not be 3 LB limited to, the powers to establish the policies of the corporation, have general control of all officers and committees, and to approve all financial -transactions. The Board may delegate the management of the activities of the corporation to any person or persons, management company, or committee however composed, Provided that the activities and affairs of the corporation shall be managed and all corporate powers shall be exercised under the Ultimate direction of the Board. Section 2. dumber of Directors, The authorized number of directors at any time shall be an odd number not less than nine (9) and not more than twenty-five (25). The exact number of authorized directors shall be fixed, within the limits specified, by act of the Board. Section 3. Cont ensatic�n Li�i�itatios� oiZ Cli ihilit No director may receive compensation for services as a director. No more than forty-nine percent (49%) of the persons serving on the Board may be interested persons. An "interested person" is any person: (a) Compensated by the corporation for services rendered to the corporation within the preceding twelve (12) months; or (b) Related to such a compensated person as bother, sister, ancestor, descendant, spouse, brother - in - law, sister-in-law, father-in-law, mother-in-law, son-in-law or daughter-in-law. Section 4. Term of office. Directors shall be elected by the Board at duly held annual meetings of the Board at which a quorum is present. The term of office for each such elected 4 i.e director sha11 be two (2) years, commencing at; the c]_ose of the election. One-half (1/2.) of the authorized number of directors, or as near thereto as numerically possible, shall be elected each year. The candidate for each position receiving the highest number Of votes is elected. Vacancies in the Board, whether arising by Wray of death or incapacity, resignation, or removal. of an existing director, or by failure to elect the full authorized number of directors, or by an increase i the authorized number of directors, or for any other cause, may be filled by election by the Board at a duly held meeting at which either a quorum or a majority of the directors then 111 office is present. Each director so elected shall hold office until the end of his or her term and until his or her successor is elected, or until lie or she resigns or is removed from the Board. A director may succeed himself_ or herself in office for a maximum of two years. Section 5. Removal. Except as otherwise provided by law, a director may be removed from office, with or without cause, only by resolution of the Board approved by a majority of the number of directors then in office, at a duly held special meeting at which a quorum is present. Section G. Resignation. Any director may resign at any time by giving written notice to the President or First Vice President and, if the resigning director is the only director, to the Attorney General. Any such resignation shall take effect on the date of receipt of such notice or at any permissible later time 5 LB specified therein. Unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective. Section 7. Reyular.11eetings, Regular meetings of the Board shall be held, Without the necessity of notice, on the first Thursday of ear_l, month, at 12.0, 0 p. m. , or at such other time as the President may seL by giving notice thereof. The "annual meeting" shall be such regular meeting for the month of September. Section 8. Special lfeetings. Special meetings of the Board, for any purpose or purposes, may be called at any time by the President, the First Vice -President, or any three (3) directors. Section 9. Plage of Neetings, Heetings of the Board may be held at any place designated from time to time by act of the Board. In the absence of such designation, meetings shall be held at the principal office of the corporation. Section 10. Notice of tieetir�gs Notice of the time and place of each meeting of the Board for which notice is or must be given shall be given to each director by one of the following methods: (a) By personal delivery of written notice; (b) By first-class mail, postage paid; (c) By telephone communication, either directly to the director or to a person who would reasonably be expected to communicate such notice promptly to the director; or (d) By telegram, charges prepaid. M LB All such notices shall be sent to the director's address or given at the director's telephone number as shown oil the records of the corporation. Notices sent by first-class mail shall be deposited into a United States mail box at least four (4) days before the time set for the meeting. Notices given by .personal delivery, telephone or telegraph shall be delivered at least forty-eight (48) hours before the time set for the meeting. Tile notice need not state the purpose of the meeting. Section 11, lieetin s b `Fele phone. Directors may participate in and thereby "attend" any meeting of the Board through the use of conference telephone or similar communications equipment, so long as all directors participating in such meeting can hear one another. Section 12. Quorum. The smaller cihole number which is not less than one-lialf (1/2) of the a number of directors shall constitute a quorum of the Board. Section 13. Acts of the Board. Except as otherwise stated in the Articles of Incorporation, these Bylaws, or the law, the following are the only valid exercises of the corporate authority vested in the Board: (a) (Basic lIe Every act, resolution, or decision approved by a majority of the directors present at a duly held meeting of the Board at which a quorum is present; and (b) J11pdoritv of Quorum Rule) Every act, resolution, or decision approved by at least a majority of a quorum at a duly held meeting at which a quorum is initially present, but as to which 7 LB the withdrawal of directors therefrom reduces the number present below a quorum. Sec Lion 14. Action ;4ithout Meeting. Any action required or Permitted to be taken by the Board may be taken without a meeting if all directors individually or collectively consent in writing to such action and such written consent or consents are filed with the minutes of the proceedings of the Board. Such action shall have the same force and effect as the unanimous vote of such directors at a duly held meeting. ARTICLE V Committees Section 1. Executive Committee At the discretion of the Board, there may be an Executive Committee of the Board which shall., subject to review by the Board, exercise all of the powers of the Board, except as hereafter stated. Each director of: the corporation who is the President, First Vice President, Second Vice President, Secretary, Treasurer and the Immediate Past President shall be a member of the Executive Committee. One half (1/2) of the members of the committee shall constitute a quorum. otherwise, meetings of the Executive Committee shall be held in accordance with rules stated in Section 8 through 16, inclusive of Article IV. The Executive Committee of the Board shall trot have authority with respect to any of the following matters: (a) The election or removal of a director or executive committee member or the filling of vacancies on the Board; a (h) The fixing of compensation of a director as empl.k*ee of Lhe corporation; ( c ) The amendment or repeal of any resolution of the Board which by its express terms is not so amendable or repealable; ( d ) the expenditure of corporate funds Lo support a nominee for director after there are more people nominated for director than can be elected; (e) the amendmelit of the Article of Incorporation; (f} The approval. of a sale or contract of sale of substantially all the assets of the corporation not in the regular course of business; (g) The election of the corporation voluntarily to dissolve. Section 2. Additional Committees;. The Board, Executive Board, or Zany officer may establish other committees for any specified purpose within the authority of the party establishing the committee and may appoint as members Lhereof such persons as are deemed appropriate. All such committees shall report their actions and recommendations: to the party establishing the committee. SLIGll other committees may not exercise the authority of the Board. ARTICLB VI ' Officers of the Cor oration Section 1. Officers. The corporation shall have a President, First Vice President, Second Vice President, Secretary and a Chief Financial Officer (the "Treasurer"). Bach of ;such officers shall be a director, shall be appointed by the Board, and shall perform 9 the clunes specified in these ByIa� Is. LB Section 2. APointment and Term of Office. Officers required to be appointed by the Board, shall be appointed at the annual meeting of the Board following the election of directors. If such a meFting is not held or if the officers are not appointed at such a meeting, such appointment may take place at a subsequent special meeting of t:.he Board called for that purpose. Officer shall serve until the next annual meeting of the Board and until their successors are appointed, or until they resign or are removed or disqualified from serving as officers. Section 3. Aemoval Re si nation and Vacancies Shall be the same as Article IV, sections five (5) and six (G). Section 4. P.residetlt. Subject to the control of the Board, the President shall have general supervision, direction and control of the affairs of 'the corporation. The President shall preside at all meetings of the Lxecutive Committee of the Board and all meetings of the Board. 'Phe President shall have such other powers and duties as may be directed by the Board. Section 5. Vice Presidents The First Vice President and the Second Vice President shall assist the President in the performance of the President's duties. In the absence of the President., the First Vice President (and in the absence of the First Vice President, the Second Vice President) shall perform all of the function: of the President, and when so acting shall have all the Powers of and be subject to all restrictions upon the President shall not have such other powers and perform such other duties as 10 m,_cy he prescribed by the Board- I B Section 6. Secretary. The Secretary shall attend all meetings of the Board, keep or cause to be kepi_ the books and records of the corporation, and shall give, or cause to be given, notice to directors of all meetings of the Board. The Secretary shall have such other powers and perform such otter duties as may be directed by the Board. Section 7. Treasurer. The Treasurer shall receive and safely keep all funds of the corporation and deposit them in the bank or banks designated by the Board and shall disburse the funds of the corporation only as authorized by the President or the Board and only upon checks of the corporation signed by any two officers, or such other person as the Board may specify by resolution. The Treasurer shall keep and maintain current books and records of account of the corporation, and shall render to the President and to the Board, upon request, an account of all transactions by the Treasurer and of the financial condition of the corporation. The 'treasurer shall have such other powers and perform such other duties as may be prescribed by the Bylaws and by act of the Board. ARTICLE VII Ress�sil�flities of ilana ement Section 1. General Standard of Conduct for Directors. Except as otherwise provided by law: (a) A director shall perform the duties of a director, including duties as a member of any committee of the Board upon which the director may serve, in good faith, in a manner such 11 director believes to he in the besL interest's of the corp(ogation and with such care, including reasonable inquire, as an ordinarily prudent person in a like position wou1.d use under Similar circumstances. (b) It, performing the duties of a director, a director shall be entitled Lo rely on information, opinions, reports or statements, including financial statements and other financial data, in each case prepared or presented by: (1) One or more officers or employees of the corporation Whom the director believes to be reliable and competent in the matters presented; (2) Counsel, in accountants or other persons as to matters wli.ic:li the director believes to be within such person's professional or expert competence_. Section 2. Self- Dectliiig Transactioiks, A self-dealing transaction meads a transaction to which the corporation is a party and in Which one or more of its directors has a material financial interest. Such self-dealing transactions are not permitted, unless, the transaction is for the benefit of the corporation and is fair and reasonable to the corporation. Executing the transaction must be by majority vole of the Board, ill good faith, without the vote of the interested director and with full knowledge of the material facts concerning the transaction and the director's interest in the transaction. 1.2 section 3. Compensation of Officers and Directors, LB (a) The Board may, by ieqular act of the Board, fix just and reasonable compensaLion of a director as an employee or officer of the corporation. (b) The corporation shall not make any loan of money or property to or gr.larzliitee the obligation of any director or officer, unless approved by 'tile Attorney General; provided, however, that the corporation may advance money to a director or officer of the corporation or of its parent or any subsidiary for expenses reasonably ant.1cipated to be incurred in the performance of the duties of such officer or director, provided that in the absence of such advance, such director or officer would be entitled to be reimbursed for such expenses by the corporation, its parent, or any subsidiary. 'file provisions of this section do not apply to the payment of premiums in ,chole or in part by the corporation on a life insurance policy on the life of a director or officer so long as repayment to the corporation of the amount paid by it is secured by the proceeds of the policy and its cash surrender value. Section 5. IEYvestment Responsibilities. (a) This section applies to all assets held by the corporation for investment. Assets which are directly related to the Corporation's public or chariLable programs are not subject to this ,section. (1)) Except as provided in subsection (c), in investing, reinvesting, purchasirlg, acquiring, exchanging, selling and managing the corporation's investments, the Board shall do the following: 13 ( 1 ) Avoid speculation, looking instead ).go the Permanent disposition of funds, considering the probable income, as well as the probable safety of the corporations's capital; and (2) Comply with additional standards, if any, imposed by express terms of an instrumenL or agreement pursuant to which the assets were contributes] to the corporation. (c) No investment violates this sectioll where it conforms to the provisions authorizing such investment contained in an instrument or agreement pursuant to which the assets were contributed to the corporation. No investment violates this section or Section 1 of this Article where it conforms to provisions requiring such investment contained in an instrument or agreement pursuant to which the assets were contributed to the corporation. Section G. Indemnification of Directors Officers Em�lo ees and Other Agents. (a) (De tiniLiolls) For the purpose of this ser tion: (1) "agent" means any person who is or was a director, officer, employee, or other agent of this corporation, or is or was servitlg at the request of this corporation as a director, officer, employee, or agent of another foreign or domestic corporation, partnership, joint venture, trust or other enterprise; (2) "Pnceedin " means any threatened, pending, or completed action or proceeding, whether civil, criminal, administrative, or investigative; and 14 j "a' "It1101-It, J DO La1JOqA3 all Eeen defense -f EID, feC! a rjqhL In OOSLs, any other Wenses incurred in the UK P10"MYn against; an agent and ill 1 and OLhw- Menses incurred W establishing To Lhe eXtent that- an aqent- u Lhl Lhe Oefense oC tho d"nse ur au"Jolation has en successful rrn the inerits in '"V Pluceedl"Y IuNlred to in this section, or in al", issue, M vu-I Lei: Lhe k . eXpenves Oct nO I I Y and reasonably incurred by "'Mr-ction With Lhe claim, If an agent: either SeMed "ny mu"k claim Ou sUStalned a judgment rendelved against him, Men th" delvermine WhPlh, MU10no OC subseCtions Lhe ayent L, c Lhi-OW shall r —t" —YA 1. Thai-, The 40k. ko UP Pul:Suant. Person uha this shaJ I Ludem"ify any jot Part& "r in LhveaLenp(l to any of this curpol Lk an action brought by, "U un behalf by an Off1we" "'.ec:Lor or P(-!"sun granted related status V. Lhe ALLarney Genvial, ur by the Atturney General on the ground Mt the defendant direct . . ... . . is engaging in Sell-dealing wilkin hy the Attoynpy 1-he wenni", Of Section 2 of this Article, or 4neral for any breach Of a My relating to the assets held in "Alitable trust, by reason of the fact th,t ,,Il peusan is or w, a" agent Of LkIS 001POration, Tor all expenses, is JUk-tyu"-tut--;,, 11lles , seLLJ_e_ments, and other ainounts actual a n d reasonably incurred in connection with the proceeding. ti (d) (11r:ticjll Droucli-,t b or on behalf of the Corporation) {1) Claims Settled Out of Court. If any agent settles or otherwise disposes of a threatened or pending action brought by or on behalf of this corporation with or w-ithout court approval, the agent shall receive no indemnification for either amounts paid pursuant to the terms of the settlement or other dispo:3ition or for any expenses ilir'urred in defendil-ig against the proceeding. (2) ClaiuIs ,rid Suits Avis :rcled Against �e11t. This corporation shall indemnify any person who was or is a party or is threatened to be made a party to any threatened, pending, or completed action brought by or on behalf of this corporation by reason of the fElct that the person is or was all agent of this corporation, for all expenses actually and reasonably incurred in connection with the defense of thaU action, provided that both of the .following axe met; (i) The determination of good faith conduct required by subsection (e), below, is made in the manner provided for therein; and (i") Upon application, the court in which the action was hroi.rght determines that, in view of all of the circumstances of the case, the agent should be entitled to l.11demllity for the expenses incurred. If the agent is found to be so entitled, the court shall 1( determine the app:"opri.ate amount of expenses to be reimburse(1. (e) (EY termination of ent's Good. 1'._,ith Conduct) The indemnification (f anted to an agent in subsections (c) and (d) above is conditioned on the following: (1) Required Standard of Conduct_. The agent seeking reimbursement must be found, in the manner provided below, to have acted in (food faith, in a manner he believed to be in the best interest of this corporation, and (in the case of a criminal proceeding) without reasonable cause to believe his conduct was unlawful, and (it, the case of an action brought by or on behalf of the corporation) with such care, including reasonable inquiry, as an ordinarily pi:udent person in a like position would use in similar circumstances. The termination of any proceeding by contenders or its equivalent shall not, of itself, create a Presumption that the person did not act within these required standards. (f) (Advance of _xvenses) Expenses incurred in defending any pror,eeding may be advanced by this corporation before the final disposition of the proceeding on receipt of an undertaking by or on behalf of the agent to repay the amount of the advance unless it is determined ultimately that the agent is entitled to be indemnified as authorized in this section. (g) (Limitations) No indemnification or advance shall be made under this section, except as provided in subsection (b) or (e) (2) (ii), in any circumstance when it appears: (1) That the indemnification or advance would be 17 inconsistent wit.), a pr_•ovision of the Articles of IncorporatBon or an agreement in effect at the time of the accrual of the alleged cause Of action :,ssert.ed in the proceeding in which the expenses were incurred o,. other amounts were paid, which prohibits or otherwise limits indemnification; or (2) That the indemnification would be inconsistent wj.1.1, any condition expressly imposed by a court in approving a settlement. 0'') (insurance) The Board may adopt a resolution authorizing the purchase and maintenance Of insurance on behalf of any agent of the corporation against any liability asserted against or incurred by the agent in such capacity or arising out of the agent's status as such, whether or not this corporation would have the power to indemnify the agent against that liability under the provisions of tl,i;_ section, except for a liability based upon self- dealing within the meaning of Section 2 of this Article. ( J ) ( Fiduciaries or Cor orate Em Dlo ee Denefit Plan) This section doe;: not apply to any proceeding against any trustee, investment manager, or other fiduciary of an employee benefit plan in that person's capacity as such, even thought that person may also be the agent of the corporation as defined in subsection (a) of this section. ]clothing contained in this section shall limit any right to indemnification to which such a trustee, investment manager, or other fiduciary may be entitled by contract or otherwise, which shall be enforceable to the extend permitted by applicable law. 18 ARTICLE IX LB Ili scellar►eous Section 1. stooks and Records. The corporation shall keep at its principal off-i-ce a minute book, containing minutes of meetings of: the Board ind committees, a copy of the Articles of Incorporation and all subsequent amendments thereto, certified by the Secretary of State, a copy of the Bylaws and all subsequent amendments, certified by the Secretary of the corporation, and a list of the dire,,tors of the corporation showing ,their names and addresses and a :.,orrect and complete books of account. All books and records of the corporation may be inspected at any reasonable time by any director, or by the agent or attorney of such director. Section 2. Fiscal Year. The fiscal year of the corporation shall begin on the first clay of January and end on the last day of Decem))er of each year, unless changed by act of Board. Section 3. Rules of Order. Except as otherwise providedlin these Bylaws, thy, latest edition of Robert's "Rules of Order" shall govern all proce(rdings of the Board of Directors and committees thereof. Section 4. Amendment of Articles or Bylaws. The Articles of Incorporation or Bylaws of the corporation may be amended, repealed or added to only by resolution of the Board, approved by a majority of the director: then in office, at a duly held meeting at which a quorum is present. 19 January 2017 27 Board Retreat February 2017 22 Board of Directors Meeting March 2017 18 Area Council Youth of the Year 22 Board of Directors Meeting April 2017 24 Kids Cup Golf Tournament 26 Board of Directors Meeting May 2017 24 Board of Directors Meeting June 2017 28 Board of Directors Meeting July 2017 26 Board of Directors Meeting August 2017 2 Great Futures Breakfast 23 Board of Directors Meeting 25 Board Advance 27 BGC Idols Final September 2017 12-14 BGCA Leadership Conference 27 Board of Directors Meeting October 2017 7 Our Kids Rock 25 Board of Directors Meeting November 2017 29 Board of Directors Meeting* December 2017 TBD Board Holiday Party 20 Board of Directors Meeting* *Board Meetings are held the 4th Wednesday of the Month at 8:3oam unless indicated. BOARD OF DIRECTORS Jeff Kurt .... .... ................ Chairman .. ............ ................... . (951) 294-8395; JeffKurtz@forestcity.net Kimher1v Freiae Uhler ......................................1st Vice Chair 951) 294-4425; limberly@clearbluepromotions.com. Ed Miller. F. ....................................................2nd Vice Chair (951) 296-1775; emiller@fabozdmillerlaw.com BillCa................................................................ Treasurer 951 29-loo5; BCary@WCaryCPA.com Myrna Cromer ................................................ Secretary (951) 775-4884; merowther@primelending.com Steve Amante (951) 235-056o; steve@amanteandassociates.com Ton Berardino (951) 202-6038; tonyb@cornerstonees.com Sonia Bravo (951) 348-1176; Sonia.A.Bravo@kp.org Bob Brvant 951 775-1799; bbryantinsurance@gmail.com Kim Cousins (951) 834-5521; ldm@lakeelsinorechamber.com Jonathan Evancik (951) 830-8964; jon@reehvac.net Cynthia Davis-Medel (951) 551-1266; doeslegalprep@gmail.com Tori Daniels (951) 675-o157; tori@timmyd.com Michael Julian (951) 443-7391; mjulian@investigations-nbi.com enie Kelie . (951) 244-8132; gkelley07@gmail.com Jeiirey McIver (714) 318-$945; jeffrey.mciver@ml.com Erik McLeod (951) 440-2723; emcleod@ppbi.com Rai Namyanan (908) 872-4228; raj@stormbaseball.com Al Rubio (951) 491-2505; arubio@dchusa.com ,flan Winkelstein. QD (951) 265-1044; drwink@drwink.com u.�v)a 155.10 K i IA else !■ mom p'as Etees= GI n N° Z s. 4J n n r m l ' O 2 _ 0 !!!!! ! !!!o u!! to so 's '0°' " 9ps�xPg�paf�e�eq=5sssn�ggPpa= t Fijif jg a g Accrual Basis Boys & Girls Clubs of Southwest County Profit & Loss January through December 2016 Jan - Dec 16 Ordinary Income/Expense Income 57,413.70 Corporate Contributions 26,774.36 Foundations & Grants 253,329.13 Individual Contributions 41,398.56 Miscellaneous Income 5,960.00 Program Revenue 588,757.60 Rental Income 14,400.00 Special Events Income, net 165,238.17 Total Income 1,095,857.82 Gross Profit 1,095,857.82 Expense Automobile Expense 57,413.70 Background Check 1,611.52 Bank Service Charges 422.50 Board Expense 0.00 Community Events 217.96 Credit Card Discount Fees 16,218.21 Deposit Over/Short -0.01 Drug Testing 2,427.00 Dues and Subscriptions 18,090.39 Employee Benefits 10,724.54 Equipment Rental 772.10 Fees Expense 4,946.57 Insurance Expense 109,277.61 Interest Expense 2,753.64 Internet Service 9,788.99 IT Expense 5,253.50 Janitorial Services 0.00 Late Fees 1,736.77 Licenses and Permits 176.00 Meals & Entertainment 505.87 Meetings & Conferences 2,184.78 Mileage 9,486.11 Miscellaneous 0.00 Office Supplies 5,253.71 Payroll Expenses 691,914.52 Postage and Delivery -1,151.45 Printing and Reproduction 3,015.35 Professional Fees 60,006.10 Program Expense 19,900.29 Recruitment 3,481.93 Relocation Expense 2,000.00 Rent 141,575.88 Repairs and Maintenance 19,488.37 Security 4,831.93 Staff Training 2,315.00 Staff Uniforms 1,416.96 Storage Rental 0.00 Taxes -3,735.99 Telephone 25,639.82 Travel & Lodging 9,219.40 Utilities 52,994.16 Total Expense 1,292,173.73 Page 1 Boys & Girls Clubs of Southwest County Profit & Loss Accrual Basis January through December 2016 Jan - Dec 16 Net Ordinary Income -196,315.91 Other Income/Expense Other Income Inkind Income 270,090.30 Other Income 0.00 Transfer in/out 0.00 Total Other Income Other Expense Depreciation Expense Inkind Expense Penalties Total Other Expense Net Other Income Net Income 270,090.30 78,945.00 134,875.65 765.98 214,586.63 55,503.67 -140,812.24 Page 2 r , BOYS & GEFUS CLUB OF SOUTHWEST COUNTY Alberhlll Lake Elsinore f F 3711 Nichols Road, Lake Eslinore, CA 92530 ' i Phone: 951-245-4499 � +'1++�!W tag Wcs c•fli•g SUMMER -FALL 2017 Fee Schedule Hours of Service: Monday — Friday ' 6:30AM-9:OOAM & 1:30 PM to 6:30 PM (After School Program & Office Hours) f 6:30AM- 6:30PM ; (Camp Hours) ol ol Membership Ages: 6-17 years old ; f lo SUMMER 2017 Fall 2017 ; June 5 -August 4 August 16 -December 22 r Summer Camp (9 weeks) Fall Semester (18 weeks) f F � November 20-22 Fall Camp (1 week) F December 26 January 16 Winter Camp (3 Weeks) Schools we provide Transportation/Morning Care for: • Canyon Lake Middle • Lusieno k-8 • Terra Cotta Middle i f • Cottonwood Canyon • Machado Elementary • Tuscany Hills ; Elementary • Rice Canyon Elementary • Earl Warren Elementary • Withrow Elementary ; f Elementary r / *Schools are subject to change* / f School Year Membership (Valid Thru August 15th) $25/Member $365/month/AM & PM AM/PM (transportation program) to and/or from school $180/month/AM or PM Drop-in: $25/day Add One Way: $15 Summer/Fall Camps $140/week *No credits, transfers, or refunds on all transportation and camp $35/day payments except In the event of camp cancellation. Payment must be paid before service Is provided.* *Minimum of 15 youth registered and pre -paid at least one week before camp start date or camp will be cancelled.* open Rec Fee (After 2:30 m-6:30pm) $20 Week F � F J f**We also provide financial services and scholarships to families in need. Applications are r available upon request** f The Po$itive Place For Kids October 6, 2017 City of Lake Elsinore Attn: Brendan Rafferty 130 S. Main Street Lake Elsinore, CA 92530 Dear Mr. Rafferty, On behalf of the Board of Directors of the Boys & Girls Club of Southwest County I authorize the submission of our Community Development Block Grant application /4/1 SONS & GIRLS CBIS OF saurifwEsT c xjNff P.O. Box 892349 Temecula. CA 92589 Old Town Temecula Corporate Office 28790 Pujol Street Temecula, CA 92590 951.699-1526 Pechange Great Oak Club 31465 Via Cordoba Temecula, CA 92592 951-695.0181 Murrieta Club 40550 California Oaks Road Murrieta, CA 92562 951.698.3838 Lake Elsinore Club 16275 Grand Avenue Lake Elsinore, CA 92530 951.245.4499 ' BOARD OFFICERS JEFF KURTZ Chairman in the amount of $10,000 to provide scholarships for our Before and After -School KIMBERLY FREIZE UHLER Flrel Vice Chairmen ED MILLER program to low -moderate income youth ages 6-17 at our Club in Lake Elsinore. Seemd Vice Chalrman MYRNA CROWTHER Secretary BILL CARY Treasurer Please feel free to contact me at JeffKurtz@forestcity.net should you have any further STEVE AMANTE Past Chalnnan questions. GRANT ANDERSON Presldent(CEO Sincerely, BOARD DIRECTORS y TONY BERARDINO SONIA BRAVO BOB BRYANT KIM COUSINS TORI DANIELS CYNTHIA DAVIS-MEOEL Jeff Kurtz JONATHAN EVANCIK MICHAEL JULIAN Board Chair GENIE KELLEY Boys & Girls Club of Southwest County JEFFREYMCIVER ERIK MCLEOD RAJ NARAYANAN AL RUBIO DR. ALAN WINKELSTEIN TERRY GILMORE Emeritus WIM SELDERS Emedlus JOANSPARKMAN Emedtus The Posit ve Place For Kids GREAT FUTURES START The Boys & Girls Clubs of Southwest County is a non-profit organization qualifying for tax-exempt status under HERE! Section 501(c) (3) of the Internal Revenue Code. Tax ID # 33-0475756 COUNTY OF RIVERSIDE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM APPLICATION FOR CITY OF LAKE ELSINORE 2018- 2019 CITY CDBG ALLOCATION I. GENERAL INFORMATION Applying Organization Name: HOPE (Helping Our People of Elsinore) Type of Organization: Non -Profit Organization Z Faith Based Organization ❑ For -Profit Organization ❑ Institution of Higher Education ❑ Organization Address: 506 W. Minthorn Street City: Lake Elsinore Mailing Address: 506 W. Minthorn Street City: Lake Elsinore Zip Code: 92530 Zip Code: 92530 Telephone Number: (951) 245-7510 Fax Number: Executive Director: Brett Masters, Co -Executive Director Telephone Number: Program Manager: Brett Masters Telephone Number: (951) 376-3703 Grant Writer: Kristan Lloyd E-mail: E-mail: brett(cbdreamcenterle.orq Address (If differentfrom above): 23164 Cannery Road, Wildomar, CA 92595 Telephone Number: (951) 265-3820 E-mail: kristan.11oyd92595@gmail.com II. ORGANIZATIONAL HISTORY (This is applicable only if you are a non-profit organization) Date Organization founded: 1990 Date Organization incorporated as a non-profit organization (Attach Articles of Incorporation and Bylaws): 2-2-1992 Federal identification number: 33-0489728 DUNS Number: 006655633 Organization Web Address Does your Organization expend $750,000 or more a year in federal funds? Y ❑ or N ❑✓ Number of paid staff: 0 Number of volunteers: 150 Members/Board of Directors (Attach): Board of Directors - See Attached III. PROJECT ACTIVITY A. Name of Project: Pantry Program B. Specific Location of Project (Attach Project Map - include street address; if a street address has not been assigned provide APN) Street or APN: City: Zip Code: C. CDBG Funds Requested: $50,000 (total amount for the project only) D. Where will the proposed activity occur (be specific as to the geographic boundaries)? If the project involves a new or existing facility, what is the proposed service/benefit area for the facility? HOPE mirrors the service area of the Lake Elsinore Unified School District. E. In which City (ies)/Communities does the activity occur? City (ies): Cities of Lake Elsinore, Canyon Lake, and Wildomar Community (ies): Lakeland Village, Horsethief Canyon NOTE: EDA will make the final determination of the appropriate service area of all proposals. F. If this project benefits residents of more than one community or jurisdiction, have requests been submitted to those other entitlement jurisdictions? (i.e., County district(s) 151Znd, 3rd 4th and/or 51h, City of Palm Springs, City of Moreno Valley, City of Riverside, etc.) Requests will be made with the County of Riverside and the Cities of Wildomar and Canyon Lake. 1 G. Check ONLY the applicable category your application represents. ✓❑ Public Service ❑ Homeless Activities ❑ Real Property Acquisition (Must consult with EDA prior to submitting application) ❑ Housing ❑ Rehabilitation/Preservation (please provide picture of structure) ❑ Public Facilities (construction) ❑ Infrastructure (i.e. Streets, Sewer, Sidewalk, etc.) ❑ Other: (provide description) H. Respond to A& B only if this application is for a public service project. (a) Is this a NEW service provided by your agency? Yes ❑ No ❑✓ (b) If service is not new, will the existing public service activity level be substantially increased or improved? Those struggling with poverty and hunger are in constant need of securing healthy and attainable food. HOPE would like to add additional resourcing at the intake level to move clients from critical need to sustainable status. IV. PROJECT NARRATIVE A. Provide a detailed Project Description. The description should only address or discuss the specific activities, services, or project that is to be assisted with CDBG funds. If CDBG funds will assist the entire program or activity, then provide a description of the entire program or activity: According to the 2014 Food Hardship in America report by the Food Research and Action Center (FRAC) our geographic location is the 10th Highest Metropolitan Statistical Area struggling with food insecurities with a 22.4% hardship rate. HOPE clients are desperate for assistance. 94% of our clients are extremely low income clients, earning on 30% of the AMI. Families are struggling to make ends meet, and food security and housing are the toughest needs to meet, but the most critical. Without access to food children are more likely to be sick more frequently, experience growth and development impairments, have lower academic achievements, and struggle with social and behavioral problems. Seniors without access to healthy and abundant food sources are at a higher risk of illness and loss of independence, resulting in higher rates of depression, suicide and chronic disease. Through our Pantry Program, we ensure that those at greatest risk of hunger receive the food they need to alleviate food -related consequences. We provide 12 days of food, or 36 meals to qualified individuals per month, serving over 500,000 meals to 1200+ clients. This .past year our client base has increased significantly and we anticipate another increase with budgets taking a hit when the California gas tax takes effect in November 2017 B. Provide a detailed description of the proposed use of the CDBG funds only (e.g. client scholarships, purchase of specific equipment, rent, supplies, utilities, salaries, etc.): CDBG funds will be used to cover our most basic, but crucial costs including food, rent, utilities, supplies, and safety repairs for our Pantry Program. In 2018/2019 we are looking to maintain and improve our current facility and would like to increase our operation days from just three to Monday through Friday. We're in desperate need of a walk-in fridge that will maintain temperature. We've spoken with the Wildomar Rotary about partnering to reimplementing the Backpacks for Kids program and we'd like to acquire a refrigerated truck with a lift. Backpacks for Kids is a program that packages and secures food for school aged children that is then sent home for over the weekend. We would utilize funds from the CDBG program to assist in accomplishing those goals. C. What are the goals and objectives of the project, service, or activity? How will you measure and evaluate the success of the project to meet these goals and objectives (measures should be qualitative)? Our main goals is to ensure that those within our community do not go hungry and have access to food. We provide 20,000 meals per month (approx. 240,000 meals per year) to 550 unduplicated Lake Elsinore residents. Using our client management tools, we log every individual and/or family who receives services from HOPE along with the type of assistance they receive. This gives us real time and accurate measurement of the individuals receiving assistance and reportable demographics necessary for progress and final reports. D. Please identify the project milestones using an Estimated Timeline for Project Implementation: We provide services year-round and will serve 550 unduplicated Lake Elsinore residents between July 1, 2018 -June 30, 2019. V. PROJECT BENEFIT A. Indicate the number of people or households that will directly benefit from your proposal using CDBG funds: Note: This is based on the expected number of clients to be served if the County funds your project for the requested amount. 550 unduplicated Lake Elsinore residents. B. Indicate the number of unduplicated clients that will be served (An unduplicated client is counted only once, no matter how many direct services the client receives during a funding year): 550 unduplicated Lake Elsinore residents. C. Length of proposed CDBG-funded activities or service (weeks, months, year): 12 months D. Service will be provided to (check one or more): ❑✓ Men I -VI Seniors ✓❑ women ✓f Severely Disabled Adults ✓❑ Children (Range of children's ages : 0-18 ) ❑ Migrant Farm workers ❑ Homeless (Number of beds at facility : ) ❑✓ Families 4 What methods will be used for community involvement to assure that all who might benefit from the project are provided an opportunity to participate? Our Outreach Team regularly goes out into the community to deliver food and to spread the word to those in need. We have ambassadors at many of the local churches in the valley. We visit local trailer parks, and low-income areas of the city to make food deliveries and work with other agencies for referrals. Other agencies include the Lake Elsinore Unified School District, DPSS, the City of Wildomar, the City of Lake Elsinore, and the City of Canyon Lake. We have become a wholly owned subsidiary of the Dream Center to continue our sustainability in the community. F. What evidence is there of a long-term commitment to the proposal? Describe how you plan to continue the work (project) after the CDBG funds are expended? HOPE has been meeting the needs of those in desperate need of food for over 26 years. CDBG funds have been instrumental in our ability to leverage other funds and partners, however, it is not our only source of income. We have collaborated with other agencies for referrals and partnered with local markets to receive fresh supplies. Partnering with the Dream Center -LE will enable us to provide additional volunteers and access to resources at the intake evaluation. VI. NationalObiectii�e All CDBG-funded activities must meet at least one of the following National Objectives of the CDBG program. Indicate the category of National Objective to be met by your activity. CATEGORY A: Benefit to low -moderate income persons (must be documented). Please choose either subcategory 1 or 2: 1. Limited Clientele: The project serves clientele that will provide documentation of their family size, income, and ethnicity. Identify the procedure you currently have in place to document that at least 51% of the clientele you serve are low -moderate income persons. Through client intake forms and income verification we confirm that all clients receiving services through HOPE are low income persons as determined by HUD guidelines. 5 2. Clientele presumed to be principally low- and moderate -income persons: The following groups are presumed by HUD to meet this criterion. You will be required to submit a certification from the client (s) that they fall into one of the following presumed categories. The activity will benefit (check one or more) ❑ Abused children ❑ Homeless persons [—] Battered spouses ❑ Illiterate adults ❑ Elderly persons ❑ Persons living with AIDS ❑ Severely disabled adults ❑ Migrant Farm workers a. Describe the clientele above to be served by this activity: Through client intake forms and income verification we confirm that all clients receiving services through HOPE are low income persons as determined by HUD guidelines. b. Discuss how this project directly benefits low- and moderate- income residents: HOPE only serves those in desperate need of assistance within our community. It is our commitment to ensure that those most vulnerable receive assistance, particularly those who do not have adequate means to purchase food for themselves and/or their families. The majority of our clientele are extremely low-income clients as defined by HUD. For 14.6% of the residents in Lake Elsinore living below the poverty line, food costs could easily equate to 30-40% of their income based on the USDA food cost guidelines. Given that the average rent of $1250 is over 70% of a family of four's monthly income, 30% for food is not realistic, leaving our most vulnerable residents to make tough choices about food security. HOPE ensures that these families and residents have the food they need to stay healthy and secure. CATEGORY B: Area Benefit - The project or facility serves, or is available to, ALL persons located within an area where at least 51% of the residents are low/moderate-income. (Applicant is welcome to contact a County of Riverside, EDA CDBG Program Manager for Census Information) 2010 Census Tract and Block Group numbers: Total population in Census Tract(s) / block group(s): Total percentage of low -moderate population in Census Tract(s) / block group(s): 11 VII CATEGORY C: Activities undertaken to create or retain permanent jobs, at least 51% of which will be made available to or held by low/moderate-income persons. Proposed Job Creation/Retention Total Jobs Expected to Create: Total Jobs Expected to Retain: CATEGORY D: Activities that provide assistance to micro -enterprise owners/developers who are low/moderate-income. Proposed Assistance to Businesses New Businesses expected to assist: Existing Businesses expected to assist: Enter Total Businesses expected to assist: FINANCIAL INFORMATION A. Proposed Project Budget Complete the following annual program budget to begin July 1, 2017. If your proposed CDBG-funded activity will start on a date other than July 1, 2017, please indicate starting date. Provide total Budget information and distribution of CDBG funds in the proposed hud et. The budgeted items are for the specific activity for which you are requesting CDBG funding - NOT for the budget of the "entire" organization or agency. (Note: CDBG funds requested must match amount requested in Project Activity, C above.) (EXAMPLE: The Valley Senior Center is requesting funding for a new Senior Nutritional Program. The total cost of the program is $15,000 and $10,000 in CDBG funds is being requested for operating expenses associated with the proposed activity. The total Activity/Project Budget will include $5,000 of other non-CDBG funding and $10,000 in CDBG funds for a Grand Total of $15,000). TOTAL ACTIVITY/ PROJECT BUDGET (Include non -CABG Funds and CDBG Funds) Personnel A. Salaries & Wages $ B. Fringe Benefits $ C. Consultants & Contract Services $ PERSONNEL SUB -TOTAL $ 7 CDBG FUNDS REQUESTED-Onl V II. Non -Personnel A. Space Costs $ 54,000 B. Rental, Lease or Purchase of Equipment $ 15,000 C. Consumable Supplies $ 40,000 D. Travel $ 12,000 E. Telephone $ 2,500 F. Utilities $ 15,000 G. Other Costs $ NON -PERSONNEL SUB -TOTAL: $ 138,500 III. Other A. Architectural/Engineering Design $ B. Acquisition of Real Property $ C. Construction/Rehabilitation $ 10,000 D. Indirect Costs $ E. Other $ OTHER SUB -TOTAL: $ 10,000 GRAND TOTAL: $ 148,500 $ 20,000 $ 9,000 $ 5,000 $ 1,000 S 5.0(1(1 $ 46,000 $ 4,000 $ 4,000 $ 50,000 B. Leveraging List other funding sources and amounts (commitments or applications) which will assist in the implementation of this activity. Current and pending evidence of leveraging commitments/applications must be submitted with application. (,attach) Federal: State/Local: We average roughly $24,500 per year for individual, business and misc. donations. Private: Fees: Donations: 24,000 pounds of food x $1.00 per pound = $24,000 worth of in-kind support. 24,000 pounds of food is reflective of 1 month average other: Our 150 volunteers average 10 hours of service a month, leveraging 18,000 hours at the Federal giving rate of $5.00 = $90,000 �u: C. What type of long-term financial commitment is there to the proposal? Describe how you plan to continue the work (project) after the CDBG funds are expended? HOPE has been meeting the needs of those in desperate need of food for over 26 years. CDBG funds have been instrumental in our ability to leverage other funds and partners, however it is not our only source of income. We have collaborated with other agencies for referrals and partnered with local markets to receive fresh supplies. D. Provide a summary byline item of your organization's previous year's income and expense statement. (Attach) E. Does this project benefit residents of more than one community or jurisdiction, have requests been submitted to those other jurisdictions? Yes W] No ❑ If yes, identify sources and indicate outcome. We will be submitting CDBG applications for Program Year 2018-2019 to the Cities of Wildomar, Canyon Lake and to the County of Riverside. If no, please explain. F. Was this project or activity previously funded with CDBG? Yes [E11 No ❑ If yes, when? HOPE has been utilizing CDBG funds since July, 1995. CDBG funds have been critical in our ability to keep our doors open and our Pantry Program running. Is this activity a continuation of a previously funded (CDBG) project? YesF,-(] No ❑ If yes, explain: 14.6% of Lake Elsinore residents live in poverty, and food security is a major, daily hurdle. At HOPE, we ensure that food is available so residents can concentrate on other important essentials such as housing, employment, education, and health. VIII. MANAGEMENT CAPACITY A. Describe your organization's experience in managing and operating project or activities funded with CDBG or other Federal funds. HOPE has received CDBG Funds for the past 22 years and all funds have been spent in accordance with agreements and with no compliance issues. All required reports and statistics have been submitted on time. W] B. Management Systems Does your organization have written and adopted management systems (i.e., policies and procedures) including personnel, procurement, property management, record keeping, financial management, etc.? HOPE's board has adopted policies and procedures regarding personnel, volunteer management, procurement, property management, financial management, records, client intake, and other systems required to operate and manage HOPE. C. Capacity Please provide the names and qualifications of the person(s) that will be primarily responsible for the implementation and completion of the proposed project. Brett Masters, Co -Executive and Wink Davis, Co -Executive will be primarily responsible for the implementation and completion of this project. Brett Masters serves as the main contact For the Dream Center -LE and Wink Davis has been running the Fresh Food program through HOPE at Gracepoint Church of the Nazareen in Wildomar since 2008, giving them the experience needed to help HOPE continue to succeed. 10 IX. APPLICATION CERTIFICATION Undersigned hereby certifies that (check box after reading each statement and digitally sign the document): 1. The information contained in the project application is complete and accurate. L 2. The applicant agrees to comply with all Federal and County policies and requirements imposed upon the project or activity funded by the CDBG program. ?W --X 3. The applicant acknowledges that the Federal assistance made available through the CDBG program funding will not be used to substar{' Ily reduce prior levels of local, (NON-CDBG) financial support for community development activities. 4. The applicant fully understands that any facility built or equipment purchased with CDBG funds shall be maintained and/or operated for the approved use throughout its economic life, pursuant to CDBG regulation. NOK - 5, If CIDi G funds are approved, the applicant acknowledges that sufficient non-CDBG funds are available or will be available to complete the project as described within a reasonable timeframe.�IL 6. On behalf of the applying organization, I have obtained authorization to submit this application for CDBG funding.TATION ATTACHED Minute Action and/or written Board Approval signed by the Board President)W N DATE: 9-30-2017 Signature: Print Name/Title Authorized Representative: Brett Masters 11 CHECK -LIST: The following required documents listed below have been attached. Any missing documentation to the application will be cause for the application to be reviewed as INELIGIBLE. Yes No ATTACHMENT 1. Members/Board of Directors 2. Articles of Incorporation and Bylaws 3. Project Activity Map El❑� 4. Project Benefit, Category B, Low Mod Area Maps (Attach if applicable) EV❑ 5. Leveraging (Current evidence of commitment) U ❑ 6. Income and Expense Statement ❑ 7. Management Capacity (Detailed organizational chart) ❑ 8. Board Written Authorization approving submission of application 12 Attachment 1: Members/Board of Directors List Board of Directors 2017-2018 Wink Davis Co -Executive Director Wildomar, CA 92595 909-210-1251 Bob Guilliams Delegate to the Free Methodist Conference Wildomar, CA 92595 951-544-5164 Brett Masters Co -Executive Director Wildomar, CA 92595 858-952-4024 Edwin Rodriguez 2nd Delegate to the Free Methodist Conference Murrieta, CA 92563 951-972-0840 Chuck Searer Member at Large Winchester, CA 92596 951-347-5440 Dick Siems Member at Large Canyon Lake, CA 92587 951-230-2479 Diane Simones Secretary Canyon Lake, CA 92587 951-244-7028 Kara Vega Treasurer Lake Elsinore, CA 92532 951-246-2818 Attachment 2: Articles of Incorporation and Bylaws ENDORSEE) FILED ARTICLES OF INCORPORATION OF btbedfim of *P4 Seovfary 01 Stole of the n4 r rXF rrKh Helping Our People in Elsinore, INC. I APR 301992 The name of the corporation is "Helping Our People in Elsincl"" ' 01 II A. This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for charitable purposes. B. The specific purpose of this corporation is to provide food, clothing and shelter to needy people. III The name and address in the State of California of this corporation's initial agent for service of process is James. T. Winkler 31594 Railroad Canyon Road Suite C Canyon Lake California 92587. IV A. This corporation is organized exclusively for charitable purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code. B. No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate .for public office. V The property of this corporation is irrevocably dedicated to charitable purposes and no part of the net income or assets of this corportaion shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private person. Upon the dissolution or winding up of the corporation, its assets remaining after payment, or provision for payment, of all debts and liabilities of this corporation shall be distributed to a nonprofit fund, foundation or corporation which is organized and operated exclusively for charitable purposes and which has established its tax exempt status under Section 501(c)(3) of the Internal Revenue Code. _ c72— DATE 72ZDATE (Z ggnature f Incorporator) Robert J. Bryson (Type name of Incorporator) AMENDED BYLAWS OF HELPING OUR PEOPLE IN ELSINORE, INC. PREAMBLE RECOGNIZING OUR UNITY IN CHRIST AND OUR COMMON PRACTICE IN THE CHRISTIAN FAITH, DESIRING TO HEED AND FULFILL THE LORD'S IMPERATIVE AS STATED IN MATTHEW 25:31-40, MINDFUL OF OUR CHRISTIAN PRIVILEGES AND DUTIES, AND WISHING TO OBSERVE ORDERLY COOPERATION, WE THE MEMBERS OF HELPING OUR PEOPLE IN ELSINORE INCORPORATED OF LAKE ELSINORE, CALIFORNIA, ADOPT THE FOLLOWING AMENDED BYLAWS, AND DO PROVIDE THAT THE FOLLOWING ARTICLES SUPERSEDE AND REPLACE THE FORMER BYLAWS THAT WERE ADOPTED AT A DULY CALLED MEETING OF THIS CORPORATION ON SEPTEMBER 9, 1991. 1�T 'i Ac•N MEr.► � -2- ARTICLE I — NAME AND INCORPORATION 1. The name of this organization shall be HELPING OUR PEOPLE IN ELSINORE, INC. 2. For the purpose of these Bylaws, HELPING OUR PEOPLE IN ELSINORE,' INC. is hereafter designated as H.O.P.E., Inc., or simply "this corporation." 3. H.O.P.E., Inc. shall be incorporated under the laws of the State of California as a Non-profit Public Benefit Corpomf ion. ARTICLE II — OFFICES 1. The principal office of this corporation for the transaction of business is located at 29885 2°' Street, Unit R -S, in Lake Elsinore, California. 2. This corporation is hereby granted full power and authority to change the principal office of the corporation from one location to another in Riverside County, California.. Any such change shall be noted by the Secretary in these Bylaws, but shall not be considered an Amendment of the Bylaws. ARTICLE III — STATEN= OF PURPOSE 1. The object and purpose of this corporation shall be to propagate the gospel of Jesus Christ by reaching t to those persons who are hungry and who need assistance and renewed hope. 2. To fiilfill this object and purpose, this corporation shall provide and dispense food to individuals and families in compliance with the regulations laid down by the governing body of this corporation in the Rules of Qualification. Furthermore, this corporation shall dedicate itself to an ongoing,.caring ministry of service to others. We service anyone who qualifies regardless of ethnicity or color. We do nM*eW i ions servipasr� ARTICLE IV — STATEMENT OF FAITH 1. The members of this corporation adhere in faith to the following common symbol, held in the highest regard in all of Christendom, called the Apostolic Creed: I believe in God, the Father almighty, creator of heaven and earth. I believe in Jesus Christ, His only Son, our Lord. He was conceived by the power of the Holy Spirit and born of the Virgin Mary. He suffered under Pontius Pilate, was crucified, died, and was buried. He descended into hell. On the third day He rose again. He ascended into heaven, and is seated at the right hand of the Father. He will come again to judge the living and the dead. I believe in the Holy Spirit, the holy catholic Church, the communion of saints, the forgiveness of sins, the resurrection of the body, and the life everlasting. 18245'2 ,%ate California OFFICE OF THE SECRETARY OF STATE CORPORATION DIVISION I, MARCH FONG EU, Secretary of State of the State of California, hereby certify: That the annexed transcript has been compared with the corporate record on f ile in this of fice, of which it purports to be a copy, and that same is f ull, true and correct. IN 'WITNESS WHEREOF, I execute this certificate and affix the Great Seal of the State of California this MAY -1 1992 WOAC& qZUj 'it/, Secretary of State SEC/STATE FORM CE -107 40886 Attachment 3: Project Activity Map LAKE ELSINORE UNIFIED SCHOOL DISTRICT ATTENDANCE BOUNDARIES -SCHOOL YEAR 2009/2010 9erreday Schede Elanantary School Beu rderl.. Middle Scads QBlJ1THiFlEID ,. Hgh Sftols Q DOWER © Hgh School Souhdales COTfONWOODCAWCN EARLWAFMN Q mime Schoc Be—wee FL I B.9NORE GRAHAM AN Middle School Boundaries ® BROWN LUSENO Q CANYON LAIC MACHADO ®SNORE RAILROAD CANYON Q IAIELANDNILLAGE PoCE CANYON �TEFMCUM RONALD PFAGAN TUSCANY HILLS i.wn-DOMAR - WNFMW 1 z a Mies DOLINKA GROUP ti. EL If HFEI5 • . ='fir`./r �:;:. r �-v . Attachment 4: Project Benefit Not applicable Attachment 5: Leveraging Income and Expense Statement Leveraging Commitments Anticipated Income & Expenses 2017-2018 Income Anticipated Leveraging: $24,500 Grant Requests Individual Donations $114,000.00 $12,000.00 Government Funds $10,000.00 Businesses/Organizations $10,000.00 Misc. Income $2,500.00 Utilities $148,500.00 2017-2018 Expenses Space Cost $54,000.00 Rental, Lease or Purchase of Equip. $15,000.00 $40,000.00 Consumable Supplies Travel $12,000.00 Telephone $2,500.00 Utilities $15,000.00 Safety_ Repairs $10,000.00 $148,500.00 Attachment 6: Income and Expense Statement 2017-2018 Income Grant Requests $114,000.00 Individual Donations $12,000.00 Government Funds $10,000.00 Businesses/Organizations $10,000.00 Misc. Income $2,500.00 Utilities $148,500.00 2017-2018 Expenses Space Cost $54,000.00 Rental, Lease or Purchase of Equip. $15,000.00 Consumable Supplies $40,000.00 Travel $12,000.00 Telephone $2,500.00 Utilities $15,000.00 Safety Repairs $10,000.00 $148,500.00 Attachment 7: Management Capacity -M Attachment 8: Board Authorization September 20, 2017 The Board of Directors of Helping our People in Elsinore (HOPE) authorizes Brett Masters or Oliver "Wink" Davis, Co -Executive Directors, to submit a Community Development Block Grant to the County of Riverside, the Cities of Lake Elsinore, Wildomar, and Canyon Lake for 2017-2018 Program Year. In addition, the Board authorizes Brett Masters or Oliver "Wink" Davis to act on behalf of Helping our People in Elsinore (HOPE) in the matter of contracts, billings, contact and reporting. September 20.2_017 ignature Date Chairperson Title Inland Valley Habitat 1 for Humanity Application for City of Lake Elsinore Community Development Block Grant Program 2018-2019 Index Application Form Attachment 1: Board of Directors List Attachment 2: Articles of Incorporation and Bylaws Attachment 3: Project Activity Map Attachment 4: n/a Attachment 5: Leveraging Commitment Attachment 6: Income and Expense statement Attachment 7: Organizational Chart Attachment 8: Board Authorization COUNTY OF RIVERSIDE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM APPLICATION FOR CITY OF LAKE ELSINORE 2018- 2019 CITY CDBG ALLOCATION GENERAL INFORMATION: Applying Organization Name: Habitat for Humanity Inland Valley Type of Organization: Non -Profit Organization For -Profit Organization Organization Address: 41615 Winchester Rd, Suite 214 City: Temecula Zip Code: 92590 Mailing Address: 27475 Ynez Road #390 City: Temecula Zip Code: 92591 Telephone Number: 951-296-3362 Executive Director: Tammy Marine Telephone Number: 951-296-3362 Program Manager: Mary Stein Telephone Number: 951-296-3362 Grant Writer: Tammy Marine Address (If different from above): Telephone Number: 951-296-3362 Faith Based Organization Institution of Higher Education Fax Number: 951-296-3363 E-mail: tammy@habitativ.org E-mail: mary@habitativ.org E-mail: tammy@habitativ.org ORGANIZATIONAL HISTORY: (This is applicable 2nly if you are a non-profit organization) Date Organization founded: 2-21-1991 Date Organization incorporated as a non-profit organization: 2-21-1991 Federal identification number: 33-0461604 DUNS Number: 002247341 Organization Web Address: www.habitativ.org Does your Organization expend $750,000 or more a year in federal funds? Y or N Number of paid staff: 24 Number of volunteers: 2,374 Members/Board of Directors: (Attach) Ill. PROJECT ACTIVITY: A. Name of Project: Critical Home Repairs and Maintenance Program B. Specific Location of Project- Attachment 3 (include street address; if a street address has not been assigned provide APN) Street: City: Zip Code: APN: C. CDBG Funds Requested: $25,000 D. Where will the proposed activity occur (be specific as to the geographic boundaries)? If the protect involves a new or existing facility, what is the proposed service/benefit area for the facility? Habitat IV serves southwest Riverside County including the cities of Lake Elsinore, Murrieta, Temecula, Wildomar, Menifee, Canyon Lake and Perris. E. In which City(ies)/Communities does the activity occur? City (ies): Lake Elsinore, Canyon Lake, Murrieta, Temecula, Wndomar, Menifee and Perris. Community (ies): NOTE: EDA will make the final determination of the appropriate service area of all proposals. F. If this project benefits residents of more than one community or jurisdiction, have requests been submitted to those other entitlement jurisdictions? (i.e., County district(s) 1St 2nd, V 4t", and/or 51n City of Palm Springs, City of Moreno Valley, City of Riverside, etc.) Requests will be made with the County of Riverside and the cities of Lake Elsinore, Canyon Lake, Menifee, Perris and Temecula. G. Check ONLY the applicable category your application represents. x❑ Public Service ❑ Homeless Activities ❑ Real Property Acquisition (Must consult with EDA prior to submitting application) ❑ Housing ❑ Rehabilitation/Preservation (please provide picture of structure) ❑ Public Facilities (construction) ❑ Infrastructure (i.e. Streets, Sewer, Sidewalk, etc.) ❑ Other: (provide description) H. Respond to A & B only if this application is for a public service project. (a) Is this a NEW service provided by your agency? Yes ❑ No ❑x (b) If service is not new, will the existing public service activity level be substantially increased or improved? The Critical Home Repairs Program Is an on-going program of our agency and provides for the ever-increasing housing affordability of local residents. While some of our clients are duplicates, the majority of those we serve are one-time residents, demonstrating a greater need than we are able to meet. V. PROJECT NARRATIVE: A. Provide a detailed Project Description. The description should only address or discuss the specific activities, services, or project that is to be assisted with CDBG funds. If CDBG funds will assist the entire program or activity, then provide a description of the entire program or activity: Please see attached Project Narrative B. Provide a detailed description of the proposed use of the CDBG funds only (e.g. client scholarships, purchase of specific equipment, rent, supplies, utilities, salaries, etc.): Please see attached Project Narrative C. What are the goals and objectives of the project, service, or activity? How will you measure and evaluate the success of the project to meet these goals and objectives (measures should be qualitative)? Please see attached Project Narrative D. Please identify the project milestones using an Estimated Timeline for Project Implementation: Please see attached Project Narrative V. PROJECT BENEFIT: A. Indicate the number of people or households that will directly benefit from your proposal using CDBG funds: 10-15 NOTE. This is based on the expected number of clients to be served if the County funds your project for the requested amount: B. Indicate the number of unduplicated clients that will be served (An unduplicated client is counted only once, no matter how many direct services the client receives during a funding year): 10-15 C. Length of proposed CDBG-funded activities or service (weeks, months, year): 1 year D. Service will be provided to (check one or more): ❑x Men ❑x Women 0 Children (Range of children's ages: 0-18 7 Families 0 Seniors ❑x Severely Disabled Adults ❑ Migrant Farm Workers ❑ Homeless (Number of beds at facility: ] E. What methods will be used for community involvement to assure that all who might benefit from the project are provided an opportunity to participate? This program will be advertised through our website, fliers and outreach campaigns. Oftentimes we will identify and target neighborhoods where blight and low-income dictates living conditions and canvass the neighborhood with fliers. F. What evidence is there of a long-term commitment to the proposal? Describe how you plan to continue the work (project) after the CDBG funds are expended? Habitat IV has been providing similar services since 2005, with minor home repair projects and since 2013 with major home repair projects. Due to the success and overwhelming demand, we expanded the concept to serve at an increased capacity. Since 1991, we have been committed to protecting, developing, and preserving home affordability. VI. NationalObiective: All CDBG-funded activities must meet at least one of the following National Objectives of the CDBG program. Indicate the category of National Objective to be met by your activity: CATEGORY A: Benefit to low -moderate income persons (must be documented). Please choose either subcategory 1 or 2: 1. Limited Clientele: The project serves clientele that will provide documentation of their family size income and ethnicity. Identify the procedure you currently have in place to document that at least 51 % of the clientele you serve are low -moderate income persons. Clients must be making less than 80% of the AMI , as determined by HUD guidelines. Income verification and residency is required {ough client intake pr cess to participate i th program. 2. ientele presumed to be principally Tow- and moderate -income persons: The following groups are presumed by HUD to meet this criterion. You will be required to submit a certification from the client (s) that they fall into one of the following presumed categories. The activity will benefit (check one or more) ❑ Abused children ❑ Battered spouses ❑ Elderly persons ❑ Severely disabled adults ❑ Homeless persons ❑ Illiterate adults ❑ Persons living with AIDS ❑ Migrant Farm workers Describe the clientele above to be served by this activity: This program serves low -to -moderate income residents within southwestern Riverside County in need of affordable housing services, mainly home repairs, improvements and/or maintenance. Discuss how this proiect directly benefits low- and moderate- income residents: This program provides direct home repairs, improvements and/or maintenance for low -and moderate -income residents. CATEGORY B: Area Benefit - The project or facility serves, or is available to, ALL persons located within an area where at least 51 % of the residents are low/moderate-income. 2010 Census Tract and Block Group numbers: Total population in Census Tract(s) / block group(s): Total percentage of low -moderate population in Census Tract(s) / block group(s): (Applicant is welcome to contact a County of Riverside, EDA CDBG Program Manager for Census Information) CATEGORY C: Activities undertaken to create or retain permanent jobs, at least 51% of which will be made available to or held by low/moderate-income persons: Proposed Job Creation/Retention Total Jobs Expected to Create: Total Jobs Expected to Retain: CATEGORY D: Activities that provide assistance to micro -enterprise owners/developers who are low/moderate-income: Proposed Assistance to Businesses New Businesses expected to assist: Existing Businesses expected to assist: Enter Total Businesses expected to assist: VI. FINANCIAL_ INFORMATION: A. Proposed Project Budget Complete the following annual program budget to begin July 1, 2018. If your proposed CDBG- funded activity will start on a date other than July 1, 2018, please indicate starting date. Provide total Bud et information and distribution of CDBG funds in the proposed budge . The budgeted items are for the specific activity for which you are requesting CDBG funding - NOT for the budget of the "entire" organization or agency. (EXAMPLE. The Valley Senior Center is requesting funding for a new Senior Nutritional Program. The total cost of the program is $15, 000 and $10,000 in CDBG funds is being requested for operating expenses associated with the proposed activity. The total Activity/Project Budget will include $5, 000 of other non-CDBG funding and $10,000 in CDBG funds for a Grand Total of $15,000). I. Personnel A. Salaries & Wages B. Fringe Benefits C. Consultants & Contract Services SUB -TOTAL II. Non -Personnel A. Space Costs B. Rental, Lease or Purchase of Equipment C. Consumable Supplies D. Travel E. Telephone F. Utilities G. Other Costs TOTAL ACTIVITY/ PROJECT BUDGET (Include non -CMG Funds and CABG Funds) $ 126,239 $ 24,219 $ 182,125 $ 332,583 $ 8,100 $ 6,500 $ 40,500 $ 11,200 $ 1,750 $ 19,669 CDBG FUNDS REQUESTED -Only $ 3,500 $ 700 $16,000 $ 20,200 $ 400 $ 400 $ 2,100 $ 675 $ 125 $ 1,100 SUB -TOTAL: $ 87,719 $ 4,800 III. Other A. Architectural/Engineering Design $ $ B. Acquisition of Real Property $ $ C. Construction/Rehabilitation $ $ D. Indirect Costs $ $ E. Other $ $ SUB -TOTAL: $ 420,302 $ 25,000 GRAND TOTAL: $ $ (Note: CDBG funds requested must match amount requested in Project Activity, Section III -C above.) B. Leveraging List other funding sources and amounts (commitments or applications) which will assist in the implementation of this activity. Current and pending evidence of leveraging commitments/applications must be submitted with application. Attachment 7 Federal: State/Local: Private: Thrivent Foundation, $25,000 Fees: Donations: Other: C. What type of long-term financial commitment is there to the proposal? Describe how you plan to continue the work (project) after the CDBG funds are expended? D. Provide a summary by line item of your organization's previous year's income and expense statement attachment s E. If this project benefits residents of more than one community or jurisdiction, have requests been submitted to those other jurisdictions? Yesx❑ No ❑ If yes, identify sources and indicate outcome. We anticipate submitted requests to the County of Riverside, and the cities of Temecula, Menifee and Perris. If no, please explain F. Was this project or activity previously funded with CDBG? Yes © No ❑ If yes, when? 2017/2018 Is this activity a continuation of a previously funded (CDBG) project? Yes M No ❑ This program is an on-going project with the sole goal of helping maintain, protect and create If yes, explain: housing affordability for low -to -moderate income residents of our community. VII. MANAGEMENT CAPACITY: A. Describe your organization's experience in managing and operating projector activities funded with CDBG or other Federal funds: Habitat IV has been very successful with managing federal funds through the Neighborhood Stabilization Program (NSP) and through B. Management Systems CDBG funds awarded in combined amounts of over $3.2 million. Does your organization have written and adopted management systems (i.e., policies and procedures) including personnel, procurement, property management, record keeping, financial management, etc.? Habitat IV has board -adopted management systems in place to ensure efficient and accountable business practices including those for personnel, C. Capacity volunteer management, property management, site management, financial responsibility and procurement. Please provide the names and qualifications of the person(s) that will be primarily responsible for the implementation and completion of the roposed,pprolIect; Tammy Marine, Executive Director, will be primarily responsif�le fior the implementation and completion of this project. Mary Stein, Programs and Accounting Manager will assist. With over 25 years in the non-profit sector, Tammy has served as Habitat IV's Executive Director since 2005. Under her direction, the affiliate has negotiated and received over $3.2 million in federal funds that were directly invested into our local community. In addition, the agency has undergone tremendous growth, increasing our capacity to advocate for housing affordability through programs and relationships. APPLICATION CERTIFICATION Undersigned hereby certifies that (check box after reading each statement and digitally sign the document): The information contained in the project application is complete and accurate. 2. The applicant agrees to comply with all Federal and County policies and requirements imposed upon the project or activity funded by the CDBG program. 3. The applicant acknowledges that the Federal assistance made available through the CDBG program funding will not be used to substantially reduce prior levels of local, (NON-CDBG) financial support for community development activities. 4. The applicant fully understands that any facility built or equipment purchased with CDBG funds shall be maintained and/or operated for the approved use throughout its economic life, pursuant to CDBG regulation. 5. If CDBG funds are approved, the applicant acknowledges that sufficient non-CDBG funds are available or will be available to complete the project as described within a reasonable timeframe. 6. On behalf of the applying organization, I have obtained authorization to submit this application for CDBG funding. (DOCUMENTATION ATTACHED Minute Action and/or written Board Approval signed by the Board President). DATE: Signature: Print Name/Title Authorized Representative: Proiect Narrative Project Description Through the Critical Home Maintenance and Repairs Program, Habitat for Humanity Inland Valley is providing both major and minor home repair and maintenance services to Lake Elsinore residents. The goal of this project is to help keep homes affordable and to keep families, seniors and veterans secure. These repairs lessen the financial impact that unexpected or needed maintenance takes on household resources to keep homes affordable and lower costs. We serve those most at risk for becoming homeless, particularly those with income between 50- 80% of the AMI as defined by HUD. Over 85% of our clients are senior and/or veterans, and it has been reported that 1/3 of the homeless population is made of families, making us painfully aware of how vulnerable those in need of affordable housing are in need of our services. Examples of types of projects that we will provide through this program include: window replacement, exterior painting, wheelchair ramp installation, and minor exterior fascia repair. Larger, more critical repairs include roof repair, furnace or A/C installation. Use of CDBG funds CDBG funds from the City of Lake Elsinore will be used in part with volunteer labor to serve low to moderate income homeowners within the City of Lake Elsinore. With volunteer labor, our efforts and resources go farther and can reach more residents. CDBG funds will be used to provide staffing, skilled labor, local subcontractors, construction materials for repairs and maintenance projects, transportation expenses related to projects and fees/permits required for projects. Goals and Objectives of Project Through this project, our goal is to serve between 15-30 individuals with 10-15 projects. In the past we have proposed a higher number of individuals to be served, but we have found that roughly 85% of those seeking services are either seniors or veterans with only one individual within the home. As a result, our project numbers are higher, but individuals served is lower. We will measure and evaluate our success based upon services rendered and the number of clients served. We utilize a client database system which helps us track each client, types of services rendered and detailed costs so that we can understand what our community really needs and how we can best deliver those services. Because of our client management tracking software and accounting practices, we will know when we reach our goal of serving 15-30 individuals with these services, providing 10-15 projects. We expect the majority of our clients will be seniors and/or veterans. Project Milestones We will serve 15-30 individuals with 10-15 no -cost home maintenance and/or home repair projects between July 1, 2018 and June 30, 2019. Once again, we anticipate that the program will be most accessed by seniors, creating high project numbers and low individual participation since many seniors only have 1-2 residents living within the home. Applicant's_ Check -list: The following required documents listed below have been attached. Any missing documentation to the application will be cause for the application to be reviewed as INELIGIBLE. Yes No ATTACHMENT 01 ❑ 1. Members/Board of Directors El ❑ 2. Articles of Incorporation and Bylaws 13 ❑ 3. Project Activity Map ❑ 0 4. Project Benefit, Category B, Low Mod Area Maps (Attach if applicable) 0 ❑ 5. Leveraging (Current evidence of commitment) ❑ 6. Income and Expense Statement ❑ ❑ 7. Management Capacity (Detailed organizational chart) 0 ❑ 8. Board Written Authorization approving submission of application Attachment 1: Board of Directors List Inland Valley Habitat 1 for Humanity Current Board of Directors As of September, 2017 Executive Committee (3 year limit): Craig Evans, President, Retired Fire Captain David Neault, Vice President, Landscape Architect Mary Ann Cunningham, Treasurer, VP/Customer Service Mngr, California Bank & Trust Luanne Jobgen, Secretary, Retired Board Members: Estella Cline, EXIT Realty Brad Eskildsen, Residential Construction David French, Treasurer, Founder, Temecula Methodist Church Connie French, Founder, Temecula Methodist Church Christopher Hart, Thrivent Financial Jeannette Hartmann, American Pacific Mortgage Miguel Gonzales, BBVA Compass Dan Keck, Insurance Broker, Keck Insurance Lorie Schulenberg, First Vice President; Commerce Bank Steve Sillen, Rosati's Pizza Gary Thornhill, Tierra Building Consultants Vicki Puterbaugh, Rancon Realty Paul Villamil, Apple One Michael McCracken, Planning Commissioner Senior Management: Tammy Marine, Executive Director Advisory Board: Lt. Colonel David Boone Dave Blake All of our board members, advisory board and senior management can be reached initially through the following means: Phone: 951-296-3362 Mail: 27475 Ynez Road, Suite 390,Temecula, CA 92591 Email: info@habitat4iniandvalley.org Attachment 2: Articles of Incorporation and Bylaws A0792037FILED Secretary of State State of California I�zz (o l Pc DEC 14 2016 RESTATED ARTICLES OF INCORPORATION OF HABITAT FOR HUMANITY INLAND VALLEY, INC. The undersigned certify that: 1. They are the President and Secretary, respectively, of HABITAT FOR HUMANITY INLAND VALLEY, INC., a California non-profit corporation. 2. The Articles of Incorporation of this corporation are amended and restated to read as follows: ARTICLE I. NAME The name of the corporation is HABITAT FOR HUMANITY INLAND VALLEY, INC. ARTICLE II. PURPOSES This corporation is a nonprofit public benefit corporation and is not organized for the private gain of any person. It is organized under the Nonprofit Public Benefit Corporation Law for public and charitable purposes. The public and charitable purposes of the corporation are: (a) To witness to and implement the Gospel of Jesus Christ in California and throughout the United States and the world by working with economically disadvantaged people to help them create a better human habitat in which to live and work; (b) To cooperate with other charitable organizations, through grants and otherwise, which are working to develop a better human habitat for economically disadvantaged people; (c) To communicate the Gospel of Jesus Christ by means of the spoken and written word; (d) To receive, maintain, and accept as assets of the corporation, any property, whether real, personal, or mixed, by way of gift, bequest, devise, or purchase from any person, firm, trust, or corporation, to be held, administered, and disposed of exclusively for charitable, religious, educational, and scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, as amended, and in accordance with and pursuant to the provisions of these Restated Articles of Incorporation; but no gift, bequest, devise, or purchase of any such property shall be received or made and accepted if it is conditioned or limited in such manner as shall require the disposition of income or principal to any organization other than a 'charitable organization" -df -for -any purposes other,thad a "charitable p-Wdye-"-which rvou�d jenpardize-tlte-- status of the Corporation as an entity exempt from federal income tax pursuant to the relevant i A0792037 provisions of the Internal Revenue Code, as amended; and (e) To exclusively promote and carry on any other religious, charitable, or educational purposes and activities for which corporations may be organized and operated under the relevant provisions of the Internal Revenue Code, as amended, and under the California Nonprofit Public Benefit Corporation Law. (f) This corporation is organized and operated exclusively for charitable purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code. - ARTICLE III. IRREVOCABLE DEDICATION OF ASSETS The property owned by this corporation is irrevocably dedicated to charitable purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, as amended. ARTICLE 1V. PROHIBITED ACTIVITIES The corporation shall not engage in the following activities: (a) No substantial part of the activities of this corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office. (b) No part of the net earnings of the Corporation shall inure to the benefit of, or be distributable to its members, trustees, directors, officers, or other private persons, except that the corporation shall be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in these Restated Articles of Incorporation. (c) The corporation shall not carry on or otherwise engage in any activities not permitted to be carried on or engaged in by (i)' a corporation exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code, as amended, or any corresponding section of any future tax code; (ii) a corporation, contributions to which are deductible under Section 170(c)(2) of the Internal Revenue Code, as amended, or any corresponding section of any future tax code; or (iii) a corporation organized and existing under the California Nonprofit Public Benefit Corporation Law. ARTICLE V. DISTRIBUTION OF ASSETS UPON DISSOLUTION In the event of the dissolution, liquidation or abandonment of this corporation, its assets, remaining after payment or provision of payment of all debts and liabilities of this corporation, shall be, as determined by the Board of Directors, distributed to (i) Habitat 2 A0792037 for Humanity International, Inc., a Georgia nonprofit c.Torationx a corporation which is organized and operated exclusively for charitable purposes meetizag the requirements of California Revenue and Taxation Code Section 214 and which has established its tax exempt status under Section 501(c)(3) of the Internal Revenue Code, as amended, or (n) any outer nonprofit fund, foundation or corporation organized end operating exclusively for religious, charitable, scientific, or educational purposes meeting the requiremonts of California Revenue and Taxation Code Section 214 and which has established its tax- exempt status under Internal Revenue Code section 501(c)(3). In the event that any assets are not disposed of in accordance with the provisions of these Restated Articles of Incorporation or thatthe corporation shall fail to act within a reasonable time in the manner provided in these Restated Articles of Incorporalion, the Superior Court of Riverside County shall, upon application of one or more persons having a real interest in the Corporation or its assets, make such distribution(g) as provided in these. Restated Articles of Incorporation. • The foregoing amendment and restatement of the Articles of Incorporation has been duly approved by the Board of Directors. The corporation has no members. etre further declare under penalty of perjury under the laws of the State of California that the matters set forth in this certificate are true and correct of our own knowledge. November, 2016 B Name: Estella Cline Title: Bylaws of Habitat for Humanity Xnland Valley, Inc. Revision 1— Approved by the Board of Directors January 15, 2009 Article 1- Name, fo_rin of Organization, and Purposes 1.1 Name. The name of this California Corporation is Habitat for Humanity Inland Valley, Inc. 1.2 Nonprofit and. tax exempt status The corporation is organized as a nonprofit corporation under the California Nonprofit Corporation Law and as a tax oxempt or•gatiization under Section 501 (c)(3) of the Intenial Revenue Code, as amended. 13 No Members The corporation will have no members. 1.4 Purposes The corporation is an ecumenical Christian housing ministry organized for the following purposes: 1.4.1 To work with economically disadvantaged people to help them create a better human habitat in which to live and work. 1.4.2 To cooperate with other charitable orgaciizations, through grants and otherwise, which are working to develop a better human habitat for economically disadvantaged people. 1.4.3 To build and/or rehabilitate low-cost homes or apartments and sell such housing at no interest and at no profit. 1.4.4 To provide minor repair and cleanup services to other low-income, senior, or disabled homeowners as deenjod appropriate by the board of directors. 1.4.5 To develop a sense of community involvement among the people involved in Habitat work. 1.4.6 To encourage the growth of small industries and creation of new jobs for the economically disadvantaged. 1.4.7 To engage in fundraising and other activities to accomplish the above. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 2 of 17 Revision 1- Approved by tate Board of Directors January 15, 2009 1.4.8 To share a minimum of ten percent (10%) of the corporation's general income with Habitat for Humanity 1n1:ernational to help fund sponsored projects in developing countries. Note: This 10% share will not include funds restricted by the donors to be used for specific programs. 1.4.9 To receive, maintain, and accept as assets of the corporation, any property, whether real, personal, or mixed, by way of gift, bequest, devise or purchase from any person, firm, trust, or corporation, to be held, administered, and disposed of exclusively for charitable, religious, educational, and scientific purposes within the meaning of Section 501(cX3) of the Internal Revenue Code, as amended, and in accordance with and pursuant to the provisions of these articles of incorporation; but no gift, bequest, devise or purchase of any such property will be received or made and accepted if it is conditioned or limited in such manner as will require the disposition of income or principal to any organization other than a charitable organization or for any purposes of the charitable purposes which would jeopardize the status of the corporation as an entity exempt from federal income tax pursuant to the relevant provisions of the Internal Revenue Code, as amended. 1.4.10 To promote and carry on any other religious, charitable, or educational purposes and activities for which corporations may be organized and operated under the relevant provisions of the Internal Revenue Code, as amended under the California Nonprofit Corporation Code. Article U — Offices 2.1 Principal office The principal office of the corporation will be located in Temecula, California at the address designated in the most recent annual report filed with the California Secretary of State. The corporation will niahitairi at its principal office a copy of the corporate records specified in Section 7.5 of Article VII. 2.2 Registered office and agent The registered office of the corporation required by law to be maintained in the state of California may, but need not, be identical with the principal office. The corporation will maintain a registered agent whose office is identical with the registered office. The corporation may change its registered office or registered agent from time to time in the manner required by law. 23 Other offices The corporation may have offices at such other places within the state of California as the board of directors from time to tune may determine, or as the affairs of the corporation may require. Revision 1- Approved by the Board of Directors January 15, 2009 Article M --Hoard of Directors 3.1 General powers and authority of the board All corporate powers shall be exercised by or under the authority of, and the affairs of the corporation managed under the direction of the board of directors. 3.2 Number, term, and qualifications The authorized number of directors of the corporation will be not less than twelve (12) nor more than twenty-four (24), as a majority of the board of directors will determine from time to time. Each director may serve for a term of four (4) years and until his or her successor is elected and qualified or until such director's earlier death, resignation, incapacity to serve, or removal. Directors must be individual residents of the state of California. A duly elected and qualified director may serve no more than eight (8) consecutive years but may be elected again after a one-year interval. Under extraordinary circumstances, the board of directors may make a temporary exception to the eight-year term limit requirement. 33 Election of directors Except as provided in Section 3.6 below relating to vacancies, directors will be elected by the board of directors at a meeting of the board of directors, or by a special vote conducted by the Board Secretary. Those persons who receive a plurality of the votes cast by the board of directors will be deemed to have been elected. If any director then holding office so demands, the election of directors will be by secret ballot. 3.4 Resignation of directors A director may resign by notifying the board of directors, president, secretary, or executive director of the corporation. A resignation is effective when the notice is received unless the notice specifies a later effective date. If a resignation is made effective at a later date, the board of directors may fill the pending vacancy before the effective date if the board provides that the successor does not take office until the effective date. 3.5 Removal of directors A director may be removed without cause by the vote of two-thirds (2/3) of the directors then in office. In addition, a director will be removed for failing to attend at least 50% of the regular meetings of the board of directors over a one-year period, as certified to the board of directors by the corporation's secretary. An exception to this requirement may be made by the board president in the case of a director experiencing a significant, unusual, pressing need such as illness or emergency requiring the director to take a temporary leave of absence from attendance at board meetings. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 4 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 3.6 Vacancies f All vacancies shall be filled by the board of directors. A director elected to fill a vacancy will hold office until the next annual meeting of the board of directors, if the board so provides at the time the vacancy if filled, or until the end of the unexpired term that such director is filling; or until such director's death, resignation, removal or disqualification, or until such director's successor is elected and qualifies. 3.7 President and Vice President The president of the corporation will serve as the chairperson of the board of directors and will preside at all meetings of the board of directors and perform other duties as may be prescribed from time to time by the board. The vice president will serve as vice chairperson of the board of directors, and in the absence of the president, or in the event of death, inability or refusal to act of the president, will preside at all meetings of the board. 3.8 No compensation The board of directors will not permit compensation of directors for their services as such. Article W— Meetings of Directors 4.1 Place of meetings Meetings of the board of directors will be held in Temecula, California at such place as the board of directors may determine, or if the board does not set the location, by the chairman of the board. 4.2 Annual meeting The annual meeting of the board of directors, for the purpose of electing directors, appointing officers, approving a budget for the year, and transacting other business, will be held in May or at such other time as the board of directors may determine. 43 Regular meetings Additional regular meeting of the board of directors will be held on the third Thursday of each month or at such other time as the board of directors may determine. 4.4 Special meetings Special meetings of the board of directors may be called by or at the request of the president or twenty percent (20%) of the directors then in office. Such meetings will be held in Temecula, California or at such place the chairman of the board will determine. may. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 5 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 4.5 Notice of meetings ' Regular meetings of the board of directors may be held without notice if the date, time and place of the meeting previously have been fixed by the board. Otherwise, regular meetings must be preceded by at least two (2) days' notice to each director of date, time and place, but not the purpose, of the meeting. Special meetings of the board of directors must be preceded by at least two (2) days' notice to each director of the date, time, place and purpose of the meeting. Notice required by the foregoing provisions may be given by any usual means of communication and may be oral or written. However, any board action to remove a director or to approve a matter that would require approval by the members if the corporation had members, will not be valid unless each director is given at least seven (7) days' written notice that the matter will be voted upon at a directors' meeting or unless notice is waived pursuant to Section 4.6 below. Oral notice or electronic notice is effective when communicated, if communicated in a clear and comprehensible manner and is actually received by the director. Written notice, if in a comprehensible form, is effective at the earliest of one of the following: .4.5.1 When received 4.5.2 Five (5) days after its deposit in the United States mail, as evidenced by the postmark, if mailed correctly by certified mail, return receipt requested, and the receipt is signed by or on behalf of the addressee 4.5.3 Thirty (30) days after its deposit in -the United States mail, as evidenced by the postmark, if mailed correctly addressed and with other than first class, registered or certified postage fixed Written notice is correctly addressed to a director if addressed to the director's address shown in the corporation's current list of directors. 4.6 Waiver of notice A director may at any time waive any notice required by law or these bylaws. Except as hereinafter provided in this section, the waiver must be in writing, signed by the director entitled to the notice, and filed with the minutes or the corporate records. A director's attendance at or participation in a meeting waives any required notice of the meeting unless the director upon arriving at the meeting or prior to the vote on a matter not noticed in conformity with law or these bylaws objects to lack of notice and does not thereafter vote for or assent to the objected to action. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 6 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 4.7 Quorum ' A quorum of the board of directors consists of a majority of the directors in office immediately before a meeting begins; provided that in no event will a quorum consist of fewer than two (2) directors. 4.8 Manner of acting If a quorum is present when a vote is taken, the affirmative vote of a majority of directors present is the act of the board of directors, unless the vote of a greater number of directors is required by law or these bylaws. 4.9 Presumption of assent A director of the corporation who is present at a meeting of the board of directors or a committee of the board of directors when corporate action is taken is deemed to have assented to the action taken unless: 4.9.1 Such director objects at the beginning of the meeting (or promptly upon arrival) to holding or transacting business at the meeting. 4.9.2 Such director's dissent or abstention from the action taken js entered in the minutes of the meeting. 4.9.3 Such director delivers written notice of dissent or abstention to the presiding officer of the meeting before adjournment or to the corporation immediately after adjournment of the meeting. The right of dissent or abstention is not available to a director who votes in favor of the action taken. 4.10 Meeting via communications equipment The board of directors may permit any or all directors to participate in a regular or special meeting by, or conduct the meeting through the use of, any means of communication by which all directors participating may simultaneously hear each other during the meeting. A director participating in a meeting by this means is deemed to be present in person at the meeting. 4.11 Action without meeting Action required or permitted by law or these bylaws to be taken at a meeting of the board of directors may be taken without a meeting if the action is taken by all of the duly elected and qualified directors of the corporation The action must be evidenced by one or more written consents describing the action taken, signed by each director and included in the minutes filed with the corporate records reflecting the action taken. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 7 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 Action taken under this section is effective when the last director signs the consent, unless the consent specifies a different effective date. A consent signed under this section thus has the effect of a meeting vote and may be described as such in any document. 4.12 Director conflict of interest transactions 4.12.1 A conflict of interest transaction is a transaction with the corporation in which a director of the corporation has a direct or indirect financial interest. For purposes of this section, a director has an indirect financial interest in a transaction if: (a) Another entity in which a director has a material financial interest or in which the director is a general partner is a party to the transaction. -OR- (b) Another entity of which the director is a director, officer, or trustee is party to the transaction. A conflict of interest transaction is not voidable on the basis for imposing liability on the director if the transaction was fair at the time it was entered into or is approved in advance as hereinafter provided. 4.12.2 A transacdora in which a director has a conflict of interest maybe approved in advance by a vote of.the board of directors or a committee of the board if (a) The material facts of the transaction and the directors' interest are disclosed or known to the board of committee of the board. -AND- { (b) The directors approving the transaction in good faith reasonably believe that the transaction is fair to the corporation. For the purposes of this section, a conflict of interest transaction is approved if it receives the affirmative vote of a majority of the directors on the board or on the committee, who have no direct or indirect interest in the transaction, but a transaction may not be approved under this section by a single director. If a majority of the directors on the board who have neither direct nor indirect interest in the transaction vote to approve the transaction, a quorum is present for the purpose of taking action under this section. The presence of or a vote cast by, a director with a direct or indirect interest in the transaction does not affect the validity of any action taken under this section if the transaction is otherwise approved as hereinabove provided. Article V — Officers 5.1 Number The officers of the corporation will consist of a president, vice president, secretary, treasurer, and such assistant secretaries, treasurer and other officers as are appointed by the board of directors from time to time. No more than one (1) of the four (4) principal offices may be held by the same person. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 8 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 5.2 Appointment and term The principal officers of the corporation will be appointed by the board of directors at its annual meeting. The nominating committee will present a slate of nominees for appointment. Nominations may also be made from the floor. All nominees for the four (4) principal offices (President, Vice President, Secretary; and Treasurer) must be members of the board of directors. Each officer will hold office for a period of one (1) year, or until such officer's death, resignation, or removal, or until such officer's successor is elected and qualifies. Principal officers appointed at the annual meeting will assume their positions on July 1 and serve through June 30 of the following year. The principal officers may not be appointed to serve for more than three (3) successive terms. The board of directors may appoint assistant secretaries, assistant treasurers and other officers at such time or times as the need may arise. A vacancy occurring in a position of officer of the, corporation may be filled at any time by the board of directors. The term of an officer elected to fill a vacancy will expire at the end of the unexpired term that such officer is filling. 5.3 Resignation and removal An officer may resign at any time by notifying the corporation. A resignation is effective when the notice is effective unless the notice specifies a future effective date. If a resignation is made effective at a future effective date, and the board of directors accepts the future effective date, the board of directors may fill the pending vacancy before the effective date if the board provides that the successor does -not take office until the effective date. The board of directors may remove any officer at any time with or without cause. 5.4 Contract rights of officers The appointment of an officer does not itself create contract rights. An officer's removal does not affect the officer's contract rights, if any, with the corporation. 5.5 President The president is the chief executive officer of the corporation and, subject to the control of the board of directors, supervises and controls management of the corporation in accordance with these bylaws. The president may sign, with the secretary or any other proper officer of the corporation so authorized by the board of directors, any deeds, leases, mortgages, bonds, contracts, or other instruments which lawfully may be executed on behalf of the corporation, except where signing and execution thereof expressly is delegated by the board of directors to some other officer or agent of the corporation, or where required by law to be otherwise signed and executed. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 9 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 The president serves as the chairperson of the board of directors and presides at all meetings of the board of directors. The president performs, in general, all duties incident to the office of president and such other duties as may be prescribed from time to time by the board of directors. 5.6 Vice president In absence of the president, or in the death, inability, or refusal to act of the president, the vice president, unless otherwise determined by the board of directors, performs the duties of the president and, when so acting, has all the powers of and is subject to all the restrictions upon the president. The vice president serves as vice chairperson of the board of directors and, in the absence of the president, or in the event of the death, inability, or refusal to act of the president, presides at all meetings of the board. The vice president performs such other duties as may be assigned from time to time by the president or the board of directors. 5.7 Secretary The duties of the secretary include: 5.7.1 Preparing or overseeing preparation of minutes of all meetings of the board of directors and the executive committee 5.7.2 Authenticating records of the corporation when requested to do so 5.7.3 Giving notices required by law and by these bylaws 5.7.4 Having general charge of the corporate books and records and of the corporate seal, and affixing the corporate seal to any lawfully executed instrument requiring it 5.7.5 Signing such instruments as may require signature 5.7.6 Causing such corporate reports as may be required by state law to be prepared and filed in a timely manner 5.7.7 Performing all duties incident to the office of secretary. and such other duties as may be assigned from time to time by the president or the board of directors 5.8 Assistant secretaries The assistant secretaries perform duties that may be assigned to them by the secretary, the president, or the board of directors. In the absence of the secretary or in the event of death, inability, or refusal to act by the secretary, the assistant secretaries, in the order of their length of service as assistant secretaries, unless otherwise determined by the board of directors, perform the duties of the secretary and, when so r' acting, have all the powers of and are subject to all the restrictions upon the secretary. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 10 of 17 Revision 1- Approved, by the Board of Directors January 15, 2009 5.9 Treasurer The duties of the treasurer include: 5.9.1 Overseeing custody of all funds and securities belonging to the corporation including receipt, deposit or disbursement of the same under the direction of the board of directors 5.9.2 Overseeing full and accurate accounting of the finances of the corporation in books especially provided for that purpose 5.9.3 Causing such returns, reports and/or schedules as may be required by the Internal Revenue Service and the state taxing authorities to be prepared and filed in a timely manner 5.9.4 Causing a true balance sheet (statement of the assets, liabilities and fund balance) of the corporation at the close of each fiscal year and true statements of activity (support & revenue, expenses, and changes in fund balance), functional expenses, and cash flows for such fiscal year, all in reasonable detail, to be prepared and submitted to the board of directors 5.9.5 Performing all duties incident to the office of treasurer and such other duties as may be . assigned from time to time by the president or the board of directors 5.10 Assistant treasurers _ Assistant treasurers perform duties that may be assigned to them by the treasurer, the president, or the board of directors. In the absence of the treasurer or in the event of death, inability, or refusal to act of the treasurer, the assistant treasurers, in the order of their length of service as assistant treasurers, unless otherwise determined by the board of directors, perform the duties of the treasurer and, when so acting, have all the powers of and are subject to all the restrictions upon the treasurer. 5.11 No compensation The principal and assistant officers of the corporation described in the foregoing sections will not be compensated for their services as such. 5.12 Executive director The board of directors may appoint an executive director, who serves as the chief operating officer of the corporation and, subject to the control of the board of directors, has overall responsibility for the routine management of the affairs of the corporation. The board of directors approves compensation and benefits for the executive director. The executive director may not be elected to serve on the board of directors. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 11 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 The executive director reports to the board of directors and works closely with the president of the corporation. Duties of the executive director include: 5.12.1 Managing day-to-day operations of the corporation 5.12.2 Coordinating the activities of the operating committees 5.12.3 Representing the corporation in the community 5.12.4 Overseeing the building projects of the corporation 5.12.5 Supervising the administrative functions of the corporation 5.12.6 Performing such other duties as may be assigned from time to time by the president or the board of directors Argc1e,V11— committew 6.1 Board committees in general The board of directors may create one or more committees of the board, in addition to the executive committee established by these bylaws. Committees of the board will be composed solely of individuals currently serving as duly elected and qualified directors of the corporation. Each committee of the board will have two or more directors, who will be appointed by and serve at the pleasure of the board. The creation of a committee of the board and appointment of members to it must be approved by a majority of all the directors in office when the action is taken. The provisions of Article N of these bylaws, which govern meetings of the board of directors, will apply to committees of the board and their members as well, except that no committee of the board will be required to have an annual meeting or scheduled regular meetings. To the extent specified or authorized by the board of directors or in these bylaws, each committee of the board may exercise the authority of the board. However, a committee of the board may not: ■ Authorize distributions of cash, property, or other assets. ■ Approve or recommend dissolution, merger or the sale, pledge or transfer of all or substantially all of the corporation's assets. ■ Elect, appoint or remove directors or fill vacancies on the board or on any committee of the board. ■ Adopt, amend, or repeal the articles of incorporation or any bylaws. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 12 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 6.2 Executive committee The executive committee, which is a committee of the board, consists of the four principal officers of the corporation, the past president, and the executive director. The president serves as the chairperson of the executive committee and presides at all of its meetings. Except to the extent,prohibited or limited by Section 6.1 above or by resolution of the board of directors, the executive committee may exercise the authority of the board of directors at such times as the board is not in session. In addition, the executive committee will perform the functions described below. 6.2.1 Finance and budget functions: w Overseeing the implementation and administration of policies and procedures for handling and accounting for the finances of the corporation. ■ Preparing; an annual revenue and expense budget for submission to the full board of directors. ■ Working closely with the fundraising committee to coordinate development of the resources needed to meet the revenue goals of the budget. Monitoring the implementation of the budget. A Making recommendations when necessary to the board of directors regarding adjustments to the budget. 6.2.2 Human resources functions Overseeing implementation and administra- ion of policies and procedures relating to volunteers and employees, if any, of the corporation. 6.2.3 Strategic and long-range planning functions • Coordinating strategic and long-range planning activities ■ Monitoring and evaluating the performance of the corporation with respect to the achievement of its mission, purposes and goals. 6.3 Nominating committee The nominating committee consists of at least five (5) members, all of whom are directors of the corporation. Committee members are confirmed by a vote of the board of directors at the annual meeting of the board. Nominating committee members serve for one year but can be appointed to successive terms. The current board president may not be a member of this committee. A vacancy on this committee may be filled by the board of directors at any time. Duties of the nominating committee include: ■ Identifying and recruiting prospective directors of the corporation. Presenting a slate of nominees for election as directors at the annual meeting and throughout the year as vacancies arise. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 13 of 17 Revision 1- Approved by the Board of Directors January 15, 2oo9 Presenting a slate of nominees for appointment as principal officers of the corporation. In addition, the nominating committee may make recommendations for chairpersons of the operating committees. 6.4 Non -board committees in general The board of directors may create one or more non -board committees, in addition to the operating committees established by these bylaws, and del: gales non -board functions to such committees. Non -board committees may include both directors and individuals who are not directors of the corporation. Non -board committees may not exercise the authority of the board. 6.5 Operating committees Within thirty (30) days after the annual meeting each year, the president appoints chairpersons for current operating committees. The names of the chairpersons so appointed are submitted for ratification by the directors at the next meeting of the board of directors. A vacancy occurring in the position of an operating committee chairperson is filled in like manner, ,appointment by the president and ratification by the board of directors. The chairperson of each operating committee, in consultation with the president, appoints the members of the committee. . New members of the operating committees may be appointed at any time. Each director of the corporation is expected to serve on at least one (1) of the operatiug committees. Operating committee chairpersons are expected to attend the regular meeting of the board of directors for the purpose of reporting on the work of their committees, receiving direction and guidance from the board, and seeking approval of actions proposed by their committees which require board approval. The numberAypes of operating committees active at any given time will vary based on the existing needs/activities of the corporation. Additional committees may be created from time to time by the president or the board of directors. The operating committees perform the functions described below and such other functions as the board of directors may provide. 6.5.1 Family selection committee This committee is responsible for drafting and updating the selection criteria, recruiting applicants, screening applications, interviewing applicants, and recommending applicants to the board of directors for approval as prospective homeowners. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 14 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 6.5.2 Family support committee This committee is responsible for providing Habitat homeowners and prospective homeowners with a mutual support system, educational opportunities, and a forum for discussions pertaining to homeownership and maintenance, all for the purpose of helping families to break the poverty cycle and become independent. 6.5.3 Resource development This committee is responsible for coordinating the raising of funds needed to conduct the business of the corporation. The tasks to be coordinated by the committee, in partnership with the full board, includes fundraising campaigns, giant proposal writing, special fundraising events, and cultivation of major donors. 6.5.4 Church relations committee The church relations committee seeks to strengthen the support of the aff'iliate's work by gaining volunteers, prayer, and financial resources from all community churches. The church relations committee is the liaison between the affiliate and the faith community, facilitating communication and developing partnerships. 6.5.5 Site selection committee This committee is responsible for targeting the areas or areas of the congnunity for projects. This includes inv®stigating and researching the availability of property and recommending property to the board of directors for acquisition. The committee works in conjunction with the building committee to evaluate the suitability of potential sites prior to acquisition. 6.5.6 Construction committee This committee is responsible for planning and implementing corporation construction projects. The tasks to be directed by this committee include developing or obtaining house plans, soliciting appropriate professional construction help when needed, developing lists of needed building materials and assisting the resource development committee in obtaining these, developing a building schedule and coordinating volunteers, and supervising construction. Article VII — General Provisions 7.1 Corporate seal The corporate seal will be in such form as the board of directors may from time to time determine. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 15 of 17 Revision 1- Approved .by tate Board of Directors January 15, 2009 7.2 Amendments These bylaws may be ameiided or repealed and new bylaws may be adopted by the board of directors. The corporation will provide at least seven (7) days' written notice of any meeting of directors at which an amendment is to be approved, unless notice is waived pursuant to Section 4.6 above. The notice must state that the purpose, or one of the purposes, of the meeting is to consider a proposed amendment to the bylaws and contain or be accompanied by a copy or summary of the amendment or state the general nature of the amendment. Any amendment must be approved by two-thirds (2/3) of the directors in office at the time the amendment must be approved, and by at least a majority of the directors in office at the time the amendment is adopted. 73 Fiscal year This fiscal year of the corporation begins on July 1 and ends on June 30 of each year. 7.4 Financial reports The books of the corporation will be closed as of the end of each fiscal year and financial statements prepared and submitted to the board of directors. At the discretion of the board of directors, the corporation may engage an independent certified public accountant to audit or ( review the financial statements. 7.5 Corporate minutes and records The corporation will keep as permanent records minutes: ■ All meetings of its board of directors. ■ A record of all actions taken by the directors without a meeting. • A record of all actions taken by the executive committee and any other committees of the board of directors. The corporation will maintain its records in written form or in another form capable of conversion into written form within a reasonable time. The corporation will keep a copy of the following records at its principal office: ■ Its articles of incorporation or restated articles of incorporation and all amendments to them currently in effect. • Its bylaws or restated bylaws and all wnendine:its to them currently in effect. ■ A list of the names and business or home addresses of its current directors and officers. ■ Its most recent annual report delivered to the secretary of state, as required by the California Nonprofit Corporation Code. Bylaws of Habitat for Humanity Inland Valley, Inc. Page 16 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 The minutes and records described above will be made available for inspection by current directors of the corporation during normal business hours. In addition to the extent required by applicable law, the corporation will make available for inspection during regular business hours, copies of: Any application filed with any letter or other document issued by the Internal Revenue Service with respect to the tax exempt status of the corporation ■ The annual returns filed with the Internal Revenue Service for the three most recent years (to the extent the corporation is required to file such returns); provided that the names and addresses of contributors to the corporation may be kept confide ndal. 7.6 Investments The corporation has the right to retain all or any part of any securities or property acquired by it in whatever manner, and to invest and reinvest any funds held by it, according to the judgment of the board of directors without being restricted to the class of investments which a director or trustee is or may hereafter be permitted by law to make or any similar restriction; provided that no action shall be taken by or on behalf of the corporation if such action is a forbidden activity or would result in the denial of tax exempt status under Section 501(c)(3) of the Internal Revenue Code, as amended. 7.7 Checks and .drafts All checks, drafts or other orders for the payment of money issued in the name of the corporation will be signed by such officer or officeis, agent or agews of the corporation and in such manner �^ as will from time to time be determined by resolution of the board of directors provided that any r check, draft or other order for the payment of an amount in excess of five hundred dollars ($500) will require two (2) authorized signatures. 7.8 Prohibited activities The corporalion is organized as a nonprofit corporation exclusively for charitable, religious, educational and scientific purposes within the meaning of Section 501(c)(3) of the Internal Revenue Code, as Amended. No part of the net earnings of the corporation will inure to the benefit of, or be distributable to its members, trustees, directors, officers, or other private persons, except that the corporation will be authorized and empowered to pay reasonable compensation for services rendered and to make payments and distributions in furtherance of the purposes set forth in these bylaws. No substantial part of the activities of the corporation will be the carrying on of propaganda, or otherwise atteinptizag to influence legislation. The corporation will not participate in or intervene in any political campaign on behalf of or in opposition to any candidate for public office. Anything contained in these bylaws to the contrary notwithstanding, the corporation will not carry on or otherwise engage in any activities not permitted to be carried on or engaged in by a corporation: Exempt from federal income tax under Section 501(c)(3) of the Internal Revenue Code, _ as amended, or any corresponding section of the future tax code. Bylaws of Fla bi tat for Humanity Inland Valley, Inc. Page 17 of 17 Revision 1- Approved by the Board of Directors January 15, 2009 ■ Contributions to which are deductible under Section 170(c)(2) of the Internal Revenue code, as amended, or any corresponding section of any future tax code. ■ Organized and existing under the California Nonprofit Corporation Code. 7.9 No loans to or guaranties for directors The corporation may not lend money to or guarantee the obligation of a director or officer of the corporation, but the fact that a loan or guarantee is made in violation of this section does not affect the borrower's liability on the loan. 7.10 Indemnification The corporation will indemnify a director who was wholly successful, on the merits or otherwise, in the defense of any proceeding to which the director was a party because he or she is or was a director of the corporation, against reasonable expenses actually incurred by the director in connection with the extant as a director. In addition, if an individual is made a party to a proceeding because the individual is or was a director, officer, employee or agent of the corporation, the board of directors may, to the extent permitted by law, authorize the corporation to advance expenses to such individual and/or indemnify such individual against liability incurred in the proceeding. Attachment 3: Project Activity Map Location Map Habitat serves within southwest Riverside County. OREGON ae' Norte Slsklyou Modoc Trinity Shasta Lassen Tehama Plumas CALIFORNIA'S Mendocino a 58 COUNTIES Butte Glenn Sierra a Lake Colusa �° Nadi acel Z Yolo EI Dorado Napa aM Alpine San �� San �" Tuolumne Contra C��� Joaquin Mono Francisco San Alameda "W's 05� Mateo Santa Santa Clara a�a Cruz s� � F►gam Inyo d Tulare Monterey Kings San Luis Obispo Kern San Bernardino Santa Barbara PACIFIC OCEM Los Angeles San Diego Imperial MEXICO Attachment 4: n/a Attachment 5: Leveraging Commitment Habitat ThaiventBuilds Repairs -2017 for Humanity- Affiliate Grant Agreement Fnrn•,nf 'rye+ n. nn.,.n lMr S, r. h,pha I'r'epweM—Mre4 bF• nyder Swru Hre,. bH. end —d,Veneor Ali Rd.r m.k thef f'e4s fa afherpynen. W th,sa Mw I, wm..1 RiMnrw a. re„res! end Nsa dulr-d' er rh,. dee- . Upon completion, send this lom' via o•mao to IL r6i2t; jMhakjj4LQM TAH LE OFCORTENTS coerowln AMMale Inffinp,11ja A..�.iIflS�Pien,,,}_A...�F? `�,q,SIJi Fnrm 1'ES AFFILIATE INFORMATION HFH'P111—l0 i1O1yd27 Fund Cade 1 Tia Allli.l. Neme nq VAe.yH H f•y FRMe.WA 61M' an eT$'pl 91nd H're Conlnnl Fksl Neme .mmV Plane [0911796 P co"', lestfFomo Lferen! Agerrole Po11)9 1 iii ConlarA late F ,w'.+Orncror E.r�e+ tnmm 110 Lilpua Communleatlons Contac! u dWorent from abdve : Name ry bl.+n Plane layel S]eg F -14n4 I MarMtjDbqMV Up GRANT AGREEMENT This Oren Apreem.nl flhe'Aprn'msM') a.,,l.red edo A' of N.,pA a, 7017 berwoen Hebiel for Humoniy rnlemnlMmnf, rap ('HFi11'I_. Geereu n!r-prat. Wrry,Atan.M I,iwb VMey HFH (IM 'Alfa -le') n CA WNw berofiVronpnPir4, RyrN mrfaMOM WITNESSETH: 'NHEREAS, HFHI - • mWofi, H],m NOI CNlslien orgANietlon dedknied le buldwg.Irerglh aI.bI4y.M aell.Mf nu "Ijah,41k,. WHEREAS, the AtliyU F'- hod.lre] anenr.v.lnn dedluled to buid.g apeng'h, .lebiiy.rd "Ifj.M— INo4h sMllsr n cw dnare wNhquin6,al prw mik, de-ra",I by HFHI WHEREAS. HFHI h.. ",,d eAo m egma Ot wth THRIVENT FINANCIAL IherNnefler known as'The Sponsor') Whch eel'r0l prleh IArrrrspryerwhkh IMWrys on be rued,AM WHEREAS HFHI deer.. to 6-1301" IM IuMing to sa Afhlhl., n ludh mncn of the HOMO for HumeMy mwlon NOW. THEREFORE, HFHI ant Alli-Fo h..byegfe' ea fort", 1. A) SutiN cl 161M Inrm.M 1(7.1 Ayre.mnnL tNr Afghl..h.W p.dwm Flom" pM muton Mpnrg on up Ie lin 110, homr t�j IN'Replw N9r-9'S HXHI ydp pr ,rto the AifMyn pnud V_j, k,l , e.m_v of f2 SW pp Per gr0M+ty, w In.n elae0rl oP amq,M 01 MM W Iron,. rlreNrNrrlpn mp.NI er. defwed oxpAedorw k Ih.1 u 6A'a mi" ,ep.'. nUASM eyrmm p',.nd ek Fo, Nadlrep.q] cry �rwn.mem ple.avm wrd"9 melefWs for mANA1nFq dova w eewvf ceMllnn of a home Th. 1-0111" 'ON m Furl ) 044 be dlNbwned *owMwl M Ih' l..rM set IgnP, In IM AgMe..enr B) TM d Fund not u d IM CnN Fywo,1yes'er Iylhv Ihk AgnemeM Ad.rle wA rewm ro HFHI erry podnn of IM GrAN Funds rot u"d e..a+c,}�d Wah,n 11, "Mm—A, C) The AfR le lh.e be msNN'de for any ell ah caeca Iloul d IMI ON not covered by Ihe Grant Funds 0) Willoul 7ft"19 Ina bdme of IM niklFq U S ALIMI M Apra, mem }�M..'HVHl era (M AHA -11, weir M1p.el to any 5MIII F.mds —0 for Ill. a Le Titan of M ...Mb13.Hd 1 es ar,o 'nF.he k Iwo muror bs a P.ru—..P wo..n lM eRiier..M ow l.7rn.CWrl.r th.. ,Ardns ps,f,n.,ril d ery..menl {p p�.y q.{,.e.n MM AIIiwM ant Ih. 0-4-q r.1., A dreg a Lf -I ar. hft ." .r le g . rradpegp For ran fACOoT.. of ap R',.lt 3'Ipned Inmm"ner agreement (the'Kg'_myo WkIwing, wgnoul Ilmlra ban rAraem ') must be In place and 0211 Include the • A delaaed Stapp of IM wok Ihel wa be uld"k n. . TM sweet aquay rsquheme,ds, . The Amount IN' Mrneo%.rr wA be .M.Cled Io psy, . The Forms bywh.oh 11.11 f-ymAMl writ be ..do. . Ce11111roN of comptelbn to be elg-d by homeowror ant efL1-1e repn"risli,. E) E't.h RefefilMnAe m1u1 M aw1Yd AM InhOirol by a hoe+3 epPre'.ed genre, femey Afru-les ars regWM to wrform Ru. dreloxrt en AA'h p1mert7- .=thni IIM Mme N o d>h rlNe R fpnld. F) Exch A.Mir Hou" she. inchrde AI NW oro of Ihn fogowhv Home Pre"rvellon 4CIM4. eM.—P.IrA V, er'erinr mk- ' raga., Ierd—pkq. nM fAM e4drup C) ()fly RePAi Hagps Completed after Mach ISL 2017, s,d belwo Oeosmber INS A31n. 2017, ere el' bo undfor GIAri Fulls/ er grnrmndr Page 1 US Grants AfAhate Agreement Attachment 6: Income and Expense Statement 12:51 PM Habitat for Humanity Inland Valley 08/18/17 Profit & Loss Accrual Basis July 2016 through June 2017 Income DONATIONS INCOME Covenant Church Donations General Donations United Way - General World Habitat Day (Ask) Total DONATIONS INCOME FUNDRAISING INCOME CAMPAIGNS Annual Giving Cars for Homes Cars for Homes Expense Cars for Homes Income Total Cars for Homes Cause Marketing Cause Marketing - Expense Cause Marketing - Income Total Cause Marketing Scrip Scrip Expense Scrip Income Total Scrip Total CAMPAIGNS RAFFLES ReStore Raffle Income Total RAFFLES EVENTS INCOME Event Income Events Expense Total EVENTS INCOME DONORS Corporate Donors Direct Mail Campaigns Total DONORS OTHER FUNDRAISING Other Fundraising Income Total OTHER FUNDRAISING Total FUNDRAISING INCOME OTHER INCOME Bank Interest Total OTHER INCOME PROGRAMINCOME HOME PRESERVATION PROGRAM HP -Corporate Sponsors HP Donations GIK-Valspar Paint Donation HP Donations - Other Total HP Donations HP Grants MENIFEE - CDBG Grant Jul '16 -Jun 17 1, 530.00 9, 051.56 688.18 277.00 11,546.74 7,732.05 -9.00 1,724.56 1,715.56 -247.32 1,000.00 752.68 -10,770.99 11,025.00 254.01 10,454.30 893.00 893.00 118,177.37 -41,580.55 76,596.82 11,132.50 1,930.00 13,062.50 4,736.24 4,736.24 105,742.86 212.93 212.93 5,570.00 14,193.30 3,827.65 18,020.95 10,969.05 Page 1 12:51 PM Habitat for Humanity Inland Valley 08/18/17 Profit & Loss Accrual Basis July 2016 through June 2017 RIVCO-CDBG Grants TEM-CDBG Grant HP Grants - Other Total HP Grants HP Recapture Total HOME PRESERVATION PROGRAM CONSTRUCTION Construction - GIK Total CONSTRUCTION EDUCATION SERIES Grants - Education Total EDUCATION SERIES Total PROGRAM INCOME RESTORES INCOME Lake Elsinore Store Sales Temecula and Ebay Store Sales Ebay Store Income Temecula and Ebay Store Sales - Other Total Temecula and Ebay Store Sales Total RESTORES INCOME Total Income Gross Profit Expense PROGRAMS EXPENSE HOME PRESERVATION Advertising & Marketing - HP Auto & Truck Expense Bad Debt - HP HP Wages -Taxes -Benefits HP -Benefits HP -Employer Payroll Tax Expense HP -Wages HP Wages -Taxes -Benefits - Other Total HP Wages -Taxes -Benefits Insurance - GL and Prof Liab Job Materials, Supplies & Exp Small Tools & Equipment Storage Unit Rental Subcontractors Work Comp Insurance Total HOME PRESERVATION CONSTRUCTION 2nd Trust Deed Debt Forgiveness Const - Wages, Taxes & Benefits Construction -Employer Taxes Construction -Wages Total Const - Wages, Taxes & Benefits Job Materials -Supplies -Licenses Miscellaneous Expense Workers Comp Insurance Jul '16 -Jun 17 33,275.11 31,470.62 48,385.86 124,100.64 22,189.62 169, 881.21 3,795.00 3,795.00 0.00 0.00 173,676.21 225, 577.03 273,967.25 752,158.14 1,026,125.39 1,251,702.42 1,542,881.16 1,542,881.16 1,764.03 7,128.40 2,326.00 3,648.48 16,281.02 172,059.71 0.00 191,989.21 9,580.40 35,317.82 4,001.74 8,480.00 49,564.00 19,453.80 329,605.40 0.00 1,508.86 22,754.51 24,263.37 6,441.31 2,736.46 2,141.18 Page 2 12:51 PM Habitat for Humanity Inland Valley 08/18117 Profit & Loss Accrual Basis July 2016 through June 2017 Total CONSTRUCTION EDUCATION Advertising & Marketing (Grant) Supplies and Expenses (Grant) Wages and Employee Expenses EDU -Employer Payroll Taxes EDU -Wages Total Wages and Employee Expenses Work Comp Total EDUCATION FAMILY & HOMEOWNER SERVICES FHS - Wages & Employer Taxes FHS -Employer Payroll Taxes FHS -Wages Total FHS - Wages & Employer Taxes Mortgage Servicing Service Expenses Work Comp Insurance FAMILY & HOMEOWNER SERVICES - Other Total FAMILY & HOMEOWNER SERVICES RESTORE Lake Elsinore Store Expense LE-Emp. Wages, Taxes & Benefits LE -Employer Payroll Taxes LE -Wages Total LE-Emp. Wages, Taxes & Benefits Rent - Lake Elsinore Restore Lake Elsinore Store Expense - Other Total Lake Elsinore Store Expense Temecula Restore Expense TEM-Emp.Wages, Taxes & Benefits TEM -Benefits TEM -Employer Payroll Taxes TEM -Wages Total TEM-Emp.Wages, Taxes & Benefits Ebay Store Expense (16/17) E -Bay Restore Expense Ebay-Employer Taxes (1617) Ebay-Benefits (1617) Ebay-Wages (1617) Total E -Bay Restore Expense Rent - Temecula Restore Temecula Restore Expense - Other Total Temecula Restore Expense Total RESTORE ADVOCACY & GLOBAL PROGRAMS Advocacy Conferences & Events Habitat California International Trips International Trip Expense Trips - Wages & Employer Taxes Jul '16 -Jun 17 35,582.32 1,211.00 2,601.28 1,343.73 16,770.26 18,113.99 246.15 22,172.42 654.19 9,824.98 10,479.17 5,184.00 501.78 738.36 -0.01 16,903.30 7,626.15 80,867.22 88,493.37 43, 921.20 46,994.58 179,409.15 13,590.15 20,638.15 231,743.98 265, 972.28 138,101.70 4,509.15 428.50 51,598.16 56,535.81 128,688.74 114,803.13 704,101.66 883,510.81 2,309.08 4,000.00 -3,479.41 Page 3 12:51 PM Habitat for Humanity Inland Valley 08/18/17 Profit & Loss Accrual Basis July 2016 through June 2017 TRIPS -Employer Payroll Taxes TRIPS -Wages Total Trips - Wages & Employer Taxes Total International Trips SOSI Fee Tithe - HFHI Total ADVOCACY & GLOBAL PROGRAMS HS & YOUTH PROGRAMS HS -Wages & Employee Expense HS -Employer Payroll Taxes HS -Wages Total HS - Wages & Employee Expense Scholarships Supplies and Expense Total HS & YOUTH PROGRAMS Total PROGRAMS EXPENSE OPERATIONS EXPENSE Pre -Paid Expense EMPLOYEE EXPENSES OP -Benefits Benefits -Employee Portion 401K Matching Benefits - Employer Portion Total OP -Benefits Mileage Salaries, Wages & Employer Tax OP -Wages & Salaries OP -Payroll Tax Expense OP -CAP Grant Funds (wages) OP -CAP Grant Reimbursement OP -CAP Grant Funds (wages) - Other Total OP -CAP Grant Funds (wages) Total Salaries, Wages & Employer Tax Workers Compensation Insurance Other Total EMPLOYEE EXPENSES INSURANCE Directors and Officers General Liability Total INSURANCE OFFICE Bank Charges CC Merchant Fees/Machine PayPal Fees Admin Account CC Merchant Fees/Machine - Other Total CC Merchant Fees/Machine Postage/PO Box Rental/Delivery Printing & Copying Storage Rental Supplies Jul '16 -Jun 17 529.33 6,103.36 6,632.69 3,153.28 15,000.00 14,148.03 38,610.39 557.98 7,711.41 8,269.39 500.00 951.25 9,720.64 1,336,105.28 2,263.05 -983.03 6,323.01 19,286.09 24,626.07 4,234.45 220,547.22 23,847.80 -24,310.66 q5 7n7 1 R 11,396.52 255,791.54 9,836.56 0.00 294,488.62 1,101.00 789.25 1,890.25 149.80 120.70 2,156.52 2,277.22 2,297.46 4,127.11 1,024.80 4,952.76 Page 4 12:51 PM 08/18117 Accrual Basis Habitat for Humanity Inland Valley Profit & Loss July 2016 through June 2017 Technology/IT Support Software and Hardware Technology/IT Support - Other Total Technology/IT Support Telephone Uncategorized Total OFFICE OTHER Board Expense Conference & Seminars/Staff Dev Conf., Seminars, Staff Develop. Conference & Seminars/Staff Dev - Other Total Conference & Seminars/Staff Dev Manuals-HFHI Affiliate Material Memberships/Dues/Subscriptions Other - Miscellaneous Taxes - State -Non Profit Total OTHER PROFESSIONAL/OUTSIDE SERVICES Accounting -Tax and Audit Prep Grant Writing HR and Payroll Service Fees Legal Total PROFESSIONAL/OUTSIDE SERVICES PUBLIC RELATIONS AND MARKETING Advertising Collateral Materials & Supplies Community Relations & Network Direct Mail Campaign Expense Marketing and PR Support Recognitions Volunteer Dinner Website and Webhosting World Habitat Day Total PUBLIC RELATIONS AND MARKETING Total OPERATIONS EXPENSE Total Expense Net Income Jul'16 -Jun 17 2,530.40 2,544.02 5,074.42 8,302.08 0.00 28,205.65 1,521.36 17,652.21 -1,860.51 15,791.70 25.89 728.00 687.00 180.00 18,933.95 10,100.00 19,748.75 13,688.36 1,836.75 45,373.86 3,598.71 4,341.08 6,731.80 2,073.36 8,106.38 4,377.83 5,120.77 5,009.75 2,327.68 41,687.36 432,842.74 1,768,948.02 -226,066.86 Page 5 Attachment 7: Organizational Chart t m 2 k / 0 ck � cu rL Q 0 m _ u m ® \ ) / ( (U ƒ V� m o � 7 2 > & 2 \ � A % a 2 © / LM/ \ 0 3 E r k » ? k 'E N cu k \ .m E / D L 2= ( U / � t m k 0 ck � cu rL Q 0 m _ u m ® \ ) / ( (U ƒ V� m o 7 2 > U 2 \ A % a / 2 $ � � C 0 6 C: m E 0 f / u e 7 k ƒ k § ƒ 0 S > 3 / m o e 3 j 2 / / / � 0 } / o ƒ 5 0 u § J S c ? 2 & t m k ck � ® E o § U 2 \ A % a / 2 $ � � C 0 6 m§ m E k \ f / / § ƒ p ƒ / S c ? 2 k t m ck m o § U 2 \ A % a 2 $ � � C 0 6 U6Q m E f ( p ƒ / t m m 0 � � k 2 $ � � g Attachment 8: Board Authorization October 4, 2017 Inland Valley Habitat for Humanity The Board of Directors of Habitat for Humanity Inland Valley authorizes Tammy Marine, Executive Director, to submit a Community Development Block Grant to the County of Riverside, the Cities of Lake Elsinore, Canyon Lake, Perris, Menifee and the City of Temecula for 2018-2019 Program Year. In addition, the Board authorizes Tammy Marine to act on behalf of Habitat for Humanity Inland ings, contact and reporting. Date COUNTY OF RIVERSIDE COMMUNITY DEVELOPMENT BLOCK GRANT PROGRAM APPLICATION FOR CITY OF LAKE ELSINORE 2018- 2019 CITY CDBG ALLOCATION Applying Organization Name: Vista Community Clinic Type of Organization: Non -Profit Organization X For -Profit Organization Organization Address: 1000 Vale Terrace Drive City: Vista Zip Code: 92084-5218 Mailing Address: 1000 Vale Terrace Drive OiZ�(�INIAL Faith Based Organization Institution of Higher Education City: Vista Zip Code: 92084-5218 Telephone Number: 760-631-5000 Fax Number: 760-414-3701 Executive Director: Fernando Sanudo Telephone Number: 760-631-5000, x1131 Program Manager: Nannette Stamm Telephone Number: 760-631-5000, x7145 Grant Writer: Joshua Lazerson Address (If different from above): Telephone Number: 760-631-5000, x7099 E-mail: ceo@vcc.clinic E-mail: nstamm@vcc.clinic E-mail: Joshua. N. Lazerson@vcc.clinic II. ORGANIZATIONAL HISTORY: (This is applicable only if you area non-profit organization) Date Organization founded: 6/15/72 Date Organization incorporated as a non-profit organization: 10/10/72 Federal identification number: 95-2815615 DUNS Number: 073383754 Organization Web Address: www.vcc.clinic Does your Organization expend $750,000 or more a year in federal funds? YES Number of paid staff: 664 Number of volunteers:190— Members/Board of Directors: (Attach) )�J��1'L��i�L��i►1��'A A. Name of Project: Providing Lake Elsinore residents access to insurance and health care B. Specific Location of Project- Attachrnent 3 (include street address; if a street address has not been assigned provide APN) Street: 30195 Fraser Drive City: Lake Elsinore Zip Code: 92530 APN: C. CDBG Funds Requested: $20,000 D. Where will the proposed activity occur (be specific as to the geographic boundaries)? If the project involves a new or existing facility, what is the proposed service/benefit area for the facility? E. In which City(ies)/Communities does the activity occur? All project activities will take place within the City of Lake Elsinore (focus on Census Tracts 430.01, 430.05, 430.06, 464.02, 464.03 and 464.04). City (ies): Lake Elsinore Community (ies): NOTE: EDA will make the final determination of the appropriate service area of all proposals. F. If this project benefits residents of more than one community or jurisdiction, have requests been submitted to those other entitlement jurisdictions? (i.e., County district(s) 1St 2nd, 3rd 4 t and/or 5tn City of Palm Springs, City of Moreno Valley, City of Riverside, etc.) N/A G. Check ONLY the applicable category your application represents. ❑ Public Service XX ❑ Homeless Activities ❑ Real Property Acquisition (Must consult with EDArp for to submitting application) ❑ Housing ❑ Rehabilitation/Preservation (please provide picture of structure) ❑ Public Facilities (construction) ❑ Infrastructure (i.e. Streets, Sewer, Sidewalk, etc.) ❑ Other: (provide description) 1 H. Respond to A & B only if this application is for a public servige project. (a) Is this a NEW service provided by your agency? Yes ❑ No KC] (b) If service is not new, will the existing public service activity level be substantially increased or improved? Use of this funding will support continuation of outreach, education, and enrollment services essential to this relatively new clinic's development and to residents' continued access to health insurance. These particular services become especially important at a time when many members of medically vulnerable populations may have such significant concerns regarding the accessing of institutional services such as healthcare, that they might forgo use of these services. VCC needs to ensure that both current and prospective patients understand that they should have no concerns regarding their legal status in the context of accessing health care services. A. Provide a detailed Proiect Description. The description should only address or discuss the specific activities, services, or project that is to be assisted with CDBG funds. If CDBG funds will assist the entire program or activity, then provide a description of the entire program or activity: Approximately 35,000 low-income Lake Elsinore -area residents are not receiving community health center services (UDS Mapper data, 2015 data). In March 2016 VCC inaugurated its VCC: Lake Elsinore clinic to provide comprehensive health services to low-income residents. With City of Lake Elsinore CDBG support, VCC has been able to hire a Certified Enrollment Counselor (CEC) to screen and enroll residents into Medi -Cal, Covered California, CalFresh and CalWorks. This position is also supported by a Community Health Specialist who attends community events, and visits service organizations and public agencies to reach low-income residents and identify people lacking insurance or medical/dental homes, referring them to the CEC. Education provided covers VCC's services, health insurance options, and the clinic's sliding fee scale. VCC is requesting funds to continue this essential outreach, education and enrollment effort, through which all residents without insurance are screened for Medi -Cal, Covered California, CalFresh, and CalWorks eligibility, are assisted in completing applications, and are referred to establish a medical home if they lack one. The number of unduplicated patients served at the VCC: Lake Elsinore clinic in the 12 months ending August 31, 2017 was 2,106. VCC anticipates that the CEC will assist an additional 100 residents in enrolling in health insurance and accessing medical care during the year. B. Provide a detailed description of the proposed use of the CDBG funds only (e.g. client scholarships, purchase of specific equipment, rent, supplies, utilities, salaries, etc.): VCC is requesting $20,000 in City of Lake Elsinore CDBG funding to be used toward meeting the costs of the Certified Enrollment Counselor (CEC). The salary for this position is $38,064, with an additional $7,727 in fringe benefits, including accrued vacation, payroll taxes, worker's compensation insurance, health insurance, disability insurance, retirement, and employee assistance). Thus, the requested funds will cover nearly half of the total cost of this key staff member. The cost of the Community Health Specialist responsible for outreach and education will be covered by other funding. C. What are the goals and objectives of the project, service, or activity? How will you measure and evaluate the success of the project to meet these goals and objectives (measures should be qualitative)? VCC's overarching goal in undertaking this effort is to provide uninsured, low-income residents of Lake Elsinore with access to health insurance (if eligible), and to a Patient Centered Medical Home, which in turn will ensure their long-term access to comprehensive healthcare services. 2 The project's objective for the July 1, 2018 - June 30, 2019 grant term is as follows: By June 30, 2019, VCC: Lake Elsinore will have succeeded in enrolling 100 unduplicated Lake Elsinore residents in health insurance in the past 12 months, as documented through health insurance application records, enrollment reports, and electronic health records data documenting patient registrations and use of services. D. Please identify the project milestones using an Estimated Timeline for Project Implementation: June 2018 -- Outreach, education, and access plan is reviewed and modified as necessary. July 2018 - - Initiate presentations to organizations and agencies and participation both in community-based and internal events to educate about the clinic and its resources and to identify uninsured persons and link residents with a medical home; Initiate insurance application assistance to residents; Assist patients with re -enrollment as necessary (ongoing). August 2018 - June 2019 -- Presentations to organizations continue; Continued participation in events; Continued provision of insurance application assistance; CEC data are aggregated monthly, reviewed, and reported to funder as required. June/July 2019 -- Final report submitted. A. Indicate the number of people or households that will directly benefit from your proposal using CDBG funds: The project will outreach to thousands of Lake Elsinore residents during the year who will benefit directly from knowledge of the clinic and its resources. While VCC will enroll 100 Lake Elsinore residents in insurance during the year, VCC also anticipates that hundreds of low-income residents will benefit from the project's assistance in accessing health care. Many of those enrolling in an insurance program are likely to present with significant unmet healthcare needs (e.g. diabetes, hypertension), as they have not been able afford a regular regimen of preventive healthcare for years. Others will benefit directly from the project, in the sense that they will learn about VCC and its resources when they interact with staff in agencies who have received a presentation from VCC's Community Health Specialist, and therefore are able to direct them to VCC for assistance with applications and receipt of health care and health education services. NOTE: This is based on the expected number of clients to be served if the County funds your project for the requested amount: B. Indicate the number of unduplicated clients that will be served (An unduplicated client is counted only once, no matter how many direct services the client receives during a funding year): VCC will assist 100 unduplicated Lake Elsinore residents to enroll in health insurance. While the project will reach a larger number of Lake Elsinore residents, and many of those will benefit from that contact in terms of education and health services access, the number above reflects VCC's core anticipated outcome through the work of the Certified Enrollment Counselor. C. Length of proposed CDBG-funded activities or service (weeks, months, year): The project will take place over a year (July -1-20,18 - June 30, 2019). D. Service will be provided to (check one or more): ❑ XX Men ❑ XX Women ❑ XX Children (Range of children's ages: all) ❑ 3 Families ❑ XX Seniors ❑Severely Disabled Adults ❑ XX Migrant Farm Workers ❑ XX Homeless (Number of beds at facility: ) E. What methods will be used for community involvement to assure that all who might benefit from the project are provided an opportunity to participate? One key aspect of the project proposed will be the continuation of VCC's development of relationships with complementary entities, including private service providers and public agencies in the Lake Elsinore region. One of the most important aspects of VCC's community involvement is that of collaboration with other entities working to meet the needs of a common service population. The relationships VCC is developing and building upon through the outreach it is conducting in this project is creating pathways for involvement between VCC and other service providers. VCC also will continue to interview new patients to draw ideas from them regarding how VCC can best reach uninsured residents and/or those lacking a medical home in the context of the day-to-day life of Lake Elsinore residents. F. What evidence is there of a long-term commitment to the proposal? Describe how you plan to continue the work (project) after the CDBG funds are expended? VCC's commitment to the long-term provision of comprehensive health care services in Lake Elsinore is underlined by a number of key realities: (1) VCC received the federal award that facilitated the development of the VCC: Lake Elsinore clinic, and which will provide core funding support to this venture in coming years; (2) VCC invested significant funds in the tenant improvements to the clinic, including the incorporation of dental service capacity; (3) VCC directed a federal grant opportunity for the benefit of Lake Elsinore that was funded and which has led to VCC's fielding of a new mobile dental unit in Lake Elsinore. Finally, VCC would note that its specific commitment to the essential work of the CEC is realized in VCC's willingness to cover the balance of the cost of this full-time position through acquisition of other grant funding and/or use of VCC's own funds. VI. National M62ctive: All CDBG-funded activities must meet at least one of the following National Objectives of the CDBG program. Indicate the category of National Objective to be met by your activity: CATEGORY A: Benefit to low -moderate income persons (must be documented). Please choose either subcategory 1 or 2: 1. Limited Clientele: XX The project serves clientele that will provide documentation of their family size income and ethnicity. Identify the procedure you currently have in place to document that at least 51 % of the clientele you serve are low -moderate income persons. For those persons provided assistance with enrollment in health insurance, proof of income must be furnished, so supporting income determination. For residents registering as patients, VCC collects family size and income-data-and-these-ar-e-recorded-in-the-electr_onic_health record. 2. Clientele presumed to be principally low- and moderate -income persons: The following groups are presumed by HUD to meet this criterion. You will be required to submit a certification from the client (s) that they fall into one of the following presumed categories. M The activity will benefit (check one or more) ❑ Abused children ❑ Battered spouses ❑ Elderly persons ❑ Severely disabled adults ❑ Homeless persons ❑ Illiterate adults ❑ Persons living with AIDS ❑ Migrant Farm workers Describe the clientele above to be served by this activity: VCC expects that the great majority of persons to be served through this project will be low-income Lake Elsinore residents (up to 200% of federal poverty level). Discuss how this project directly benefits low- and moderate- income residents: The target population consists of low-income residents in Lake Elsinore. Most reside within zip code 92530 where the racial/ethnic composition of residents is as follows: Latino (51 %), non -Latino White (35%), African American (4%), Asian (3%), and multiple/other ethnicity (7%). VCC anticipates that approximately 95% of the Lake Elsinore residents reached through the project will have incomes at or below 200% of the federal poverty level. Key benefits of the project include development of these residents `knowledge of and access to quality and affordable health care resources, and access to expert assistance in determining eligibility for, applying for, and gaining access to health insurance and other safety -net resources. Residents also will receive clear, accurate information re: recent changes to law governing undocumented persons' access to health insurance. The City of Lake Elsinore's investment in this activity through its current CDBG award to Vista Community Clinic has had a significant, documentable impact, as the outreach and enrollment activity funded has led to a tremendous increase in the clinic's patient population in the last year, nearly tripling to over 2,000 unduplicated patients. CATEGORY B: Area Benefit - The project or facility serves, or is available to, ALL persons located within an area where at least 51 % of the residents are low/moderate-income. 2010 Census Tract and Block Group numbers. 5 Total population in Census Tract(s) / block group(s): Total percentage of low -moderate population in Census Tract(s) /block group(s): (Applicant is welcome to contact a County of Riverside, EDA CDBG Program Manager for Census Information) CATEGORY C: Activities undertaken to create or retain permanent jobs, at least 51 % of which will be made available to or held by low/moderate-income persons: Proposed Job Creation/Retention Total Jobs Expected to Create: Total Jobs Expected to Retain: CATEGQRY Q: Activities that provide assistance to micro -enterprise owners/developers who are low/moderate-income: Proposed Assistance to Businesses New Businesses expected to assist: Existing Businesses expected to assist: Enter Total Businesses expected to assist: A. Proposed Project Budget Complete the following annual program budget to begin July 1, 2018. If your proposed CDBG- funded activity will start on a date other than July 1, 2018, please indicate starting date. Provide total Budget information and distribution of CDBG funds in the proposed budget. The budgeted items are for the specific activity for which you are requesting CDBG funding - NOT for the budget of the "entire" organization or agency. (EXAMPLE: The Valley Senior Center is requesting funding for a new Senior Nutritional Program. The total cost of the program is $15, 000 and $10,000 in CDBG funds is being requested for operating expenses associated with the proposed activity. The total ActivitylProfect Budget will include $5, 000 of other non-CDBG funding and $10,000 in CDBG funds for a Grand Total of $15,000). C: I. Personnel A. Salaries & Wages B. Fringe Benefits C. Consultants & Contract Services SUB -TOTAL II. Non -Personnel A. Space Costs B. Rental, Lease or Purchase of Equipment C. Consumable Supplies D. Travel E. Telephone F. Utilities G. Other Costs TOTAL ACTIVITY/ PROJECT BUDGET (Include non-CDBG Funds and CDBG Fund $38,064 $ 7,727 $ 0 CDBG FUNDS REQUESTED -Only $16,625 $ 3,375 $ 0 $45,791 - $20,000 $3,136 $ 0 $ 0 $ $ 315 $ $ 865 $ $ 620 $ $ 410 $ $ 260 $ SUB -TOTAL: $5,606 0 0 0 0 0 0 0 III. Other A. Architectural/Engineering Design $ 0 $ 0 B. Acquisition of Real Property $ 0 $ 0 C. Construction/Rehabilitation $ 0 $ 0 D. Indirect Costs @ 19.9% $10.228 $ 0 E. Other $ 0 $ 0 SUB -TOTAL: $10,228 $ 0 GRAND TOTAL: $61,625 $20,000 (Note: CDBG funds requested must match amount requested in Project Activity, Section III -C above.) B. Leveraging List. other funding sources and.. amounts (commitments or application-s):_which will—assist. n -the implementation of this activity. Current and pending evidence of leveraging commitments/applications must be submitted with application. Attachment 7 Federal: VCC's HRSA NAP contract provides $599,650 annually in perpetuity to cover billable provider time. 7 State/Local: Private: Fees: Donations: Other: C. What type of long-term financial commitment is there to the proposal? Describe how you plan to continue the work (project) after the CDBG funds are expended? VCC's primary commitment is to the long-term maintenance of core services at the Lake Elsinore site. VCC will not open a site if it is not certain that it can meet this commitment. The federal grant monies that VCC received enabled us to move forward with the development of this site, and as these funds are ongoing, they provide base funding sufficient to maintain core services. The clinic site's ability to achieve full sustainability is largely predicated on the development of its patient base and the related generation of revenue, most of which will stem from third -party reimbursements from patients' health plans. VCC's receipt of an additional federal award that was used to purchase and field a mobile dental unit in Lake Elsinore is additional evidence of VCC's long-term commitment both to its Lake Elsinore clinic, and to developing a network of services that, in conjunction with community partners, will reduce barriers to care throughout this service region. D. Provide a summary by line item of your organization's previous year's income and expense statement Attachment8 E. If this project benefits residents of more than one community or jurisdiction, have requests been submitted to those other jurisdictions? Yes ❑ No ❑X If yes, identify sources and indicate outcome. If no, please explain: F. Was this project or activity previously funded with CDBG? Yes X❑ No ❑ If yes, when? Fiscal Years 2015-16 and 2016-17 (current year) Is this activity a continuation of a previously funded (CDBG) project? Yes X❑ No ❑ If yes, explain: : VCC is requesting the City of Lake Elsinore's support in providing for continued outreach, education, and enrollment services because these services are essential particularly in the early years of a clinic site's development. As noted above, this activity has been critical in expanding this clinic's patient census, and becomes even more critical at a time when some members of the target population believe that accessing health care or signing up for insurance may place themselves and their families at risk. A. Describe your organization's experience in managing and operating projects or activities funded with CDBG or other Federal funds: VCC has received CDBG and other federal funds for many years. In the last five years VCC has received over $100,000 in CDGB funds (San Diego and Riverside counties); and has received over $25 million in federal grants and contracts including $2 million from the Health Resources & Services 8 Administration, $1.8 million from the Substance Abuse and Mental Health Services Administration, $1.2 million from the Office of Minority Health, $450,000 from the Administration on Children and Families, and $300,000 from the Center for Medicare and Medicaid Services. B. Management Systems Does your organization have written and adopted management systems (i.e., policies and procedures) including personnel, procurement, property management, record keeping, financial management, etc.? The primary management system consists of VCC's leadership, including its Board of Directors; the Chief Executive Officer; and the organization's Executive Team, providing leadership in all key domains of organizational activity, including clinical activities, operations, finance, and development. VCC maintains and expands upon its PolicyTech system, which serves as the repository for the whole of the organization's collection of policies and procedures and other key documents and documentation. These policies and procedures speak to HIPAA compliance, incident reporting, risk management concerns, patient confidentiality, medical records maintenance and use, clinical care, and all other aspects of organizational operations. VCC's NextGen Practice Management/Electronic Health Records system provides the capacity to manage electronically many aspects both of clinical practice and organizational operations. VCC's financial accounting system — ACCPAC — monitors assets, cash flow, risk, and grants management elements within the organization's overarching financial management activities. Specific Quality Assurance/Quality Improvement, Risk Management, and Patient Satisfaction sub -committees provide for ongoing review and response to related issues, while providing forums for proactive development of initiatives that seek to improve organizational function in these contexts. C. Capacity Please provide the names and qualifications of the person(s) that will be primarily responsible for the implementation and completion of the proposed project: The Outreach & Enrollment Specialist will report directly to the Enrollment Supervisor, with ultimate oversight provided by the Chief Operating Officer. The Community Health Specialist reports to the Chief Health Promotion Officer. Chief Operating Officer (COO), Michelle A. Laufman Monroe, B.S., oversees, administers and coordinates all operations at VCC's seven clinic sites. Ms. Monroe served as the Director of Rural Services and Revenue Cycle Manager at San Bernardino Mountains Community Hospital District before coming to VCC, where she took up the Revenue Cycle Director role before becoming VCC's COO last year. Ms. Monroe leads a highly collaborative team of Senior Operations Managers and Clinic Managers, and also supervises Pharmacy department staff. Chief Health Promotion Officer, Nannette Stamm, MPH, has 12 years of experience managing VCC's health promotion programs. Ms. Stamm has direct responsibility for developing and implementing preventive programs aimed at reducing the incidence of chronic and infectious diseases, and also oversees grant development, and organization -wide outreach efforts. Ms. Stamm's leadership has contributed to the successful development and implementation of numerous innovative community health programs. The Health Promotion Center (HPC) is 100% grant -funded and is one of the largest in San Diego County, with approximately 50 contracts and more than 60 staff. Successful programs -include the youth development after-school program Project REACH, violence prevention and substance use prevention among at -risk youth; and HPC's array of HIV programs. E Undersigned hereby certifies that (check box after reading each statement and digitally sign the document): X 1. The information contained in the project application is complete and accurate. X 2. The applicant agrees to comply with all Federal and County policies and requirements imposed upon the project or activity funded by the CDBG program. X _ 3. The applicant acknowledges that the Federal assistance made available through the CDBG program funding will not be used to substantially reduce prior levels of local, (NON- CDBG) financial support for community development activities. X 4. The applicant fully understands that any facility built or equipment purchased with CDBG funds shall be maintained and/or operated for the approved use throughout its economic life, pursuant to CDBG regulation. X 5. If CDBG funds are approved, the applicant acknowledges that sufficient non-CDBG funds are available or will be available to complete the project as described within a reasonable timeframe. X 6. On behalf of the applying organization, I have obtained authorization to submit this application for CDBG funding. (DOCUMENTATION ATTACHED Minute Action and/or written Board Approval signed by the Board President). DATE: September 29, 2017 Signature. Print Name/Title Authorized Representative: Fernando Safiuda Chief Executive Officer Ate licant's Check -list: The following required documents listed below have been attached. Any missing documentation to the application will be cause for the application to be reviewed as INELIGIBLE. Yes No ATTACHMENT d❑ 1. Members/Board of Directors ❑ 2. Articles of Incorporation and Bylaws f�J ❑ 3. Project Activity Map WA ❑ ❑ 4. Project Benefit, Category B, Low Mod Area Maps (Attach if applicable) Id ❑ 5. Leveraging (Current evidence of commitment) lJ ❑ 6. Income and Expense Statement Mr ❑ 7. Management Capacity (Detailed organizational chart) Vr ❑ 8. Board Written Authorization approving submission of application 1 Title President Vice President Treasurer Secretary Member Member Member Member Member Member Member Member Member Member Member 2017-2018 VCC Board of Directors Sonya Villegas Buffini & Company Name Affiliation Tri -City Medical Center Angela Perez, R.N. Contact information: angieghsm@gmail.com Jose Aponte Dionicia Dzwigalski, R.N. Olivia Gonzalez County of San Diego Watkins Manufacturing San Diego City Schools Frieda Brands Raye Clendening Kwan Lee Lake Elsinore School District Educational Consultant MartPlan Insurance Agency, Inc. James Hagar Hagar and Cotton Law Firm Michael Hire Antonio Mora Monica Nava Navy/Marine Corp Relief San Diego County Office of Education San Diego County Office of Education Mark Phillipi State Farm Insurance Anne Speraw Community Activist Joseph Troya Consolidated Contracting Sonya Villegas Buffini & Company w ®FFICE' ©F THE - SECRETARY OF.STATE- I, EDUUND G. BROWN JR., Se•cretary'af State of the'State of California, hereby certify: That the annexed transcript . hiis been cam ppared with. 'the rzc©an' orx''fi1�• in this office, of which it purports.to be a copy, and tklat sime•fs full? true an.F9rrect..' t~ -:IN;'I3'NESS WHEREOF; I execute - this certificate and affi'the Great Seal'of the State of California this O CT.1 1.1972 IP — in r -•n ; �� �` ' ; r • - - �r. �,;� .-ir� • y`.!� yob" .ice • ` •��• � , _ ••� •;�• ;� ,. _ I *^.... ~ �j� �• Sncsdary of Stems V66nAt EN0oRsE ARTICLES OF' INCORPORATION..FILED OF • -..� caar..�r. VISTA COMMUNITYOCT 1.o 1972 .CLINIC . Q 11 goon jr, Se'artry at • : 3� JAME1 F. h?.AHIS we, the undersigned,: hereby associate ourse.jves tc- gether for the purpose.;oe'•' fozmi.ng a. non-profit corporation ur the prprrisi.ons of then General Nan�Profitr;Cnrporatian'Lacr.aF t State o£'•Califra.rnia and d_we- hexebX' cartif4. The name of this corporation is�._VISTA COMMUNITY-,.CLIN -.The specific .and_ primary puxposes for whichhis cor poration is formed, are to provide, free ar. low cost .medical ca and related services 'to" :lbw!•'income famijies,-' to improve • the general ' - •. . - •- . . qua'li.ty of.such such Medical'•Care, . to:•.exp; and its functions and to `develop new -concepts, of health care'. for the econginical underpriviledged. ; '.- III ,. ... •• In the. furtherance of such purposes,.this corporatio shall have the following powers': ' (aj ' To sue -and -.be sued. (b) To make contracts. {c) -To receive -and disburse funds ,•in accordance:- wit �. the purposes;, fo'r which they. are given... 5 ti r. '• iii ;1'.' t' µ.'r [.- Wit;• y•�di"t • " ids To do: al•i: athar-'icts ne�cassary ,,� axp for theadminist�xtionf:of; the nfIsirs and t' attainm*n t o . the .:. pur.po se s of . thai :corporation . iv This corporation is oxvaniged pursuant,: t6:,.Part 1 - - of Division 2 of Title '1,of • the. Corporations:.Codeof •thy State of . Californiaa ® known an the: �Censial. Nqn'Pr'of it. ' Corporation La�►o t. .: .... r The County 'in -the State'.of'Cali fornia x�sre the principal office for th® ':transaction og.•the"business. of ., this corporaition is located is the County, of .San Diego 'VI The.•nii�Lber• of directors,. of 'this -:corporation,: shall be not lees than night nor•"more:.:thdn eleven. The exact` number 'hall be 'spAcif iid -'in that: By -Lags',; VII The names and,.addresses= of the pornoris who arra to act in they capacity of directors` of, this corporation until the selection of their successors are: N XDDPLEss 4� WTT T.T A� DAFF 733 P1u=as ?.varttse DOROTHY nNO. 1001E'. Vista.'Way Viata,*-'.California' 92063 PETRA FEGPEROA64 5.•''Merca.ntile: " Vista,, Cali fornix .:92083, ; MARIA ELE14A FLORES 125'- Natal Way, Viata, California :92083 ROSA AV�:LA : 11.41.,Tinaimore*`Place . Vis•ta', California 92083 • BERTHA F'ERGUS'ON 420' Durian, Street Vista,'Califoznia 42083" ROBERT PACE, M.D. .133'0 ,E Fallb'roo}c• Street Fallbrook,-..,Cal•iforr)ia':: i• RUDOLPHO AGUIIAR 659.` Cocapah '-s Vista, California 9.2083.' Directors shall not be• personally -liable. ;f or:. the,' debtz; liabilities or'obligations''df, the c'orpora'tE4n;• Vill _•• _ This corporation is'orga:ni'zed and shall be operated exclusively f6r ;charitable- purposes; It ; is .not'.organized nor shall it .be' operated .for profit. The of this corporation do no•t contemplate the"dia'tributj.0,n-of 'gains.; p,roEits or dividends to 'the members thereof'.•., No..part.-,of the net earnings of this corporation- shall, inure' to the be .of any private shareholder or individual. This corporation and its property and assets shall not be used or operated by any person so asp to beneEkt—any officer, .trvste���tt�sh�reholder, member, employee, contributor or' bond holder or any other person through the distribution of. pro fits, payment of excessive charges Page 30 o E 56 or compensations or the more advantageous pursuit -of their businesses.or professions, -.Nd part'of.the activities of thin .corporation shall be carrying on propaganda- or'other�iise.attemptw ing to influence legislation. '.This corpora-tion':•shall not participate in or intervene in (including the puhlinhing or distributing of statements)'- any political campaign on behalf of any candidate for public office; The p:i�operty.and assets of this corporation. shall -not:•be•.used by this corporation•ar,.the members thereof for fraternal' or lodge purposes.. or . for."aoci r�1 club purposes. This corporation•and its property and asset are irrevocably dedicated to the charitable 'purposes' or.this corporation and upon liquidation, diaaolution..or°'abandonment, the property and assets of this corporation will not .'in to the benefit of any, private person but will -'be paid over, -..- -distributed .'and transferred -to a fund, .foundation_ or cor oration organized and, operat*Isd for charitable purposes, and exempt ;from taxation under the provisions 'of Sect -ion 501 (a) _iL.nd- 501 (c) .of the Internal Revenue Code and -Section 23701(d)-'of'the Revenue and .Taxation Code • of the State of California; 'as 'the Board -.. of Directors of this corporation should determine.'' Ix The authorized number and qualifications of members of this cbrporat'ion, the different classes of membership, if any, the property, voting and other rights and privileges, -and their liability to dues and assessments, and the method of collection of dues and assessments shall be -as set forth in P:ivo 11 .F SA the By -Laws IN WITNESS WHirREOF, this 15th • ____-- d a y o f S -ATF OF CAI,IF0R,`Il,{ We have .hereunto set or:� May IA.�t 1p ■ DOROTjjy F?Er{O ETP, FIE C; L RGA tL1R_A ELc;r,•'� FL O�45 R0SA AVII. r r RUDOL�Fic7 YSQ�jLL�\L� Cr)( _n' 0P_ -S—IVY' DIEGO ! Ih; undrnrenrr:, . ."fotr ry� b•erora me., n' ruhlic in rand rnr tnr( i,ounl� and State, tYr�onallr r ,red °Q.F?�_�f°L�'� to:r. Eno+.n to me the ;.•r,on �_+.hoSe nime_ t :1. ua•IrJ^ ant and �rEnorl� he '�avlrilrer! ro t th't.—-ccecutcd the TATE OF CALIFORNIA ) COUNTY OF SAN DIEGO ) 1sg OnMa' 15 , 1972, before me,'.the undersigned, a Notary Public in and 'for said County and State pe=sonally appeared WILLIA.�j �`FAFFDA;FivY ` ME D`'R�AUX, DOROTHY REN© , .lDOZA, DORIS, PETRA FEGUEROA, MARIA ELEA2YA FLOPS, POSA AVILA, BERTHA FERGUSON, 2XI �'�, and RUDGLPHG AG�IL,'�.°, known tome to be the persc^s whose nares etre s'.*..bsc,ibed to the within instrument and acknowledged that they executed the same, WITNESS My hand and official seal. A L F r A r SAIi ..�1c Vr-4u 11 n anc, :.Dr sa� `ryak'a155 . , :zap: r r ou:lty 8n.3 state Paz... t-1EMBEP.S APPROVAL OF Af�LENDEMENT TO THE ARTICLES OF INCORPORATION OF VISTA COMMUNITY CLINIC The undersigned, constituting the membership of VISTA COMMUNITY CLINIC, a nonprofit corporation of California, in July, 1973, approved 'the following amend- ments to the Articles -of Incorporation of said corporation: "RESOLVED: The Articles of Incorporation of this corporation be amended to read as follows: Article III shall be amended by adding a new subparagraph (e) thereto to read as .follows: '(e) Nothwithstanding any of the above state- ments of purposes and powers, .this corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the, primary pur- pose.,of this corporation.' The last sentence of Article VIII is amended to read as' follows: 'This corporation and its property and assets are irrevocably dedicated to the charitable purposes of this corporation and upon liquida- tion, dissolution or abandonment, the property and assets of this corporation will not inure to the benefit of any private person but will be paid over, distributed and transferred to a fund, foundation or corporation organized and operated for charitable purposes and exempt from taxation under the provisions of Section 501 (a) and -1- 501 (c) (3) of the Internal Re'ven.ue Code. and Section 23701 (d) of the Revenue and Taxation Cede of the State of California, as the Board of Directors of this corporation should deter- mine.'" ISI WITNESS WHEREOF, We have hereunto set our hand. DATED: -LI -• 7 SUZAll M BOTELLO ;ti7Lu%;1:i' r. rAYi�waii 1.. MISE • •TAX BOARD CALUORNIA VaW Yiata Cccmn pity Clinic 114 Hillaid4 Terrace vizta, CA 92083 Purpose: Form of Organization: Accounting Period Ending: Organization Number: November 19, 1974 -In reply refer to 362:NGL:�p Ch, ratable Corporation June 30 6669o5 Rased on the informs tion submitted and provided, your present operations continue unchanged or conform to those proposed in your application, you are exempt frc�n state franchise or income tax under Section 23701d, Revenue and 'Taxation Code. Any change in operation, character or purpose of the organa:. - tion must be reported immediately to this office so that 'we may determine t: -e effect on your exempt status. Any change of name or address also must be re,orted. You are required to file. Form. 199(Excmpt Organization Annual Infor7at3;on Re:•::n1) or E'ocm-194B (Exempt Organization'Annual Information Statement) on or befor? Che 15th day of the 5th month (4-1/2 months) after the close of your' accounting period. See annual instructions with forms for requirements•. You are not required to file state franchise or income tax returns unless you have income subject to the unrelated business income tax under Section 23731 of the Code. In this event, you 'are required to file Form 109 (exempt Organlza- tion ausiness Income Tax RetuEn)'by the 15th day of the 3rd month (2-1/2 months) after the close of your aruxJal accounting pei7iod. Contributions made to you are deductible by donors as provided by Sections 17214 through 17216,2 and 24357 through 24359 of the Code, unless your'pur-pose is testing for Public Safety. If the organization is incorporating, this approval will expire unless incor- poration is completed with' the Secretary of State within 30 days. Exemption from federal income or other taxes and other state taxes requires separate applications. This exemption offectiro as of July 1, 15'73. Albert D. Le Bel Supervisor Exempt Organizations Q cc: Secretary of State (Corp.) cc: Registrar of Charitable Trusts ' r 1 • if .jl Lam.. I-�.!'�3: .... 1 .�•�. r,�. �`: -; Code ill : L50 Tel. 213-688- Vista Community Clinic 645 Mercantile Street - Vista, CaIifcirri La. 92083 ;P'urpost:: -Charitable File Returns With Internal Revenue Set;/i:ce Center: '" Philad,jlphta Accounting Fet•i od Ending : •'. Juna 30 Address Inquiries to District •Director of Internal Revenue 'Los Anop'lea, Gentlemen: Based on' information suppliad, and assuruing-your operstiona mit be a stated in your application for "cogr1itio;1 of exemption, 'We have de ne. You are exempt from Federal income tax under, seccian 501 (c) (3) :tif rhe Internal Revenue Code. ',le have. further determined you are not a private four dation SriCi;: i the meaning of section 509(a) of the Code, because )fou are an. organiza:io^ d•_scribed in aection__�7Q(h) You are not liable For social security (FICA) taxes unless yo•,t .=ilc a Waiver of exemption certi`icate as provided in the Federal Insurance Contributions Act. You are not' Liable far the taxes imposad under r`e FedcraL Unemptoymzn•t Act (LUTA). „ .Since you are not a private teur:c'cticn, yet a: -e not subject Cc, excice tares undz:r Chapter 42 'oE the Code. However,' you are not. autoz�_A�i- cally, exe,r.pt, Crc;n.other Federal excise taxes. honors may deduct contributions to you as pcovidedl in section L70 of the Code, • Bequests, legacies, devises, transfers, .or gifts 'to you o- for your use are deductible Eor Federal estate and gikt tax Purposes unci::, section 2055, 2106, and 2522 of the Code. If your purposes, chrtracter, or rnetllod of oPeratiort is changed, you r.us: let us know so tine ran consider the eEle-ct of thy; change on y address. o;tr exempt status, Also :r you must inEcrrn us of all. changes in your naie or r (over) L-173(8-72) IE your gross receipts cacI% year are noraiaLLy more than $5,000, you are required to .file Form 990, Return of- Oceanixation Exempt. From Incom6 Y Tax, by the Lyth day oC. Che fifth month, alter the end. of your annual accounting period. The Law imroses a penalty of $lo a day, up to a maximum of $5,000, for faiLure Lo fila a, return on 'time. You are not requtred to file Federal •income •tax re6u m's}unless you are subject to the tax () ttnretctE,d business income under section 5.11 of the Code. If you arc :ub ject t'r t.his tax, you must .ftla an income tax return on Form 990-'r. In this letter we aru not determining whether any.of your present or proposed activities are unrelated trade or business as deEined In section 513 of the Code, You need an employer identification number even if you have no empLoyee if an enipLoyer identification number•was not entered on your application, a. number will be. assigned to you and you will be advised of it. Please use that number orn all, returns'you file and in all correspondence vLch the Internal Revenue Service. Please keep this determinatLon letter- in* you' r •perme.nen,t' records. Sincera'ly yours,. District Director Page 36 or )4 t A Address 2 - LA_ I Code 42L :LSC _5C Tel, 213-688. ..Vista co=unir:y Clinic 645 Nez-can'rire 5tree t - Vista) 'Califcit-nL&, 9208-3 File Returns with In C e r n a I R rPD SL -Chd ri ta b a Venue e Se r'/ictt Center: '. 1phta Inquiries to DLsCr'iC'r"'Acccunting' Perm End i",g Juna 30 .01rector of jni_.'r I Gentlemen:Nevenuc,- -Los An,r-P-Lea, Based on information suppli,d, stated ' n Your, appLicatio,,1 And assunling"YOur ope-catjo,,+ L OE for rpc09nLcj,n 'e 'J� you are exemPc Erom FuderaL income r'a exelllpcioo have deCQ.—,L.(n,d Internal Revenue Code. und e r section 50L (C) (.3)',",OE (We have Further deter -mined you a -e' nor- p d'"ning OE section 509(a) OE the Codsection_ 1707 e ate f0uhaacton -,scribed in becaus; Y.Ou are &.1 Orgp-nizazio-, You are not ti&bL. for social Contributions eXen'PC ion Cert"ICaCe� as security (j'jCA) yG-_( z i L C� 3L"C'OE sec Act. Provided in the Fed Fed'c ra L 'fou are not- Liable C UA L In S�urancc_-' U,1 e mp, L oya, a Act: (�UTA) . for Chl taxes ir.pc,szd u_ncier- Che Since yt,%u are nOl private CLur . d'= t I C-" "Qu excl'!;e CArPs-. and CkapCer 412, a re not subje­t*' L subject Ca I 'Y exempt frc;, OE Che.Code. 'H" CC, 'We v e r you are n 0 C. RL oCh0r Federal excise t L to_ axes. th a C050"o" may deduc,- eont'ributtcQs to de . , acquests, legacies, devises YOU as.p "V'ded in SeCC�`on 170 of YOLJT' use arQ deductible .for Fedt!rcil _p or.gjCt.,LC. VOU 0 7 section 205,5, Cate and gift tax putpose, 2tO6. and 2522 of the Code. and -•r If Your, pUr'Poses chn r41C . tar, or r1jeC110d "L'Sc let us know So pie ' OF 01')er""00 is changed, exempc Status. . Also y cc"" Consfdcr- the ee(��.cc: of Che Change on vojr add r,! ss. you MUSC inCOC-In us of .all ch anzes in your Ilalle Or' love r) L-17,9(8-72) -2- I Z If your gross recui are yo"* red Pts cacti 4 Tax, by Che to fs�e Form 990, Return oF�pnornialty more than $5>Op0 nccountin 15th y o[.ths , fi Period. Ei-Ech nionth aFCeanization Ecempt From Ince n�xI11Uh1 0( Tl�c law imposes a . the end, o M1 $5,000, fcjr failure Penalt ` your annual Lo It le a. recur°f ,$ lo, a day, up to a n on :Cfine. You are subjcctetooEhre4efired to Ella Federal Code. if you are :�rbx r�rj urrreietrd business tax rete "' o�� Form jcct t�, F ness rns unless you rm 990_•r. In this this tax, you must under section 5.11 0C Pe'esenC or !after ��e are: file an income tax the In sectio Prop°sed activities no determinin w return n S1.3 or the Code. are unrela[ g heCher any.oE your ed trade or business as defined You need an employ., If an enil) I id enttEicntion - number wiI yet fduntiticsti°n numbcr.N number even iF. that l be assn:&ned to as Rot entered You hsve no employees number ore all you °n Your 4 Inc or' re' Y and you will, be advised of PPlication, a Re Venue Services You file and in all i C. Fiease use correspondence With the Please keep this determination letter in your'perrrtanent": cords Sfncere'ly You C.. District Director Vista Community Clinic BYLAWS 1358794.3 15087-002 AMENDED AND RESTATED BYLAWS OF VISTA COMMUNITY CLINIC, INC. ARTICLE I 1141 FAT i Section 1. Mame of Corooration The corporation is to be known in law as Vista Community Clinic (hereinafter, the "corporation"). Section 2. Principal Office The principal office for the transaction of the business of the corporation is hereby fixed and located at San Diego County, California. The Board of Directors may at any time, or from time to time, change by resolution the location of the principal office from one location to another in said County. ARTICLE II STATUS AND PURPOSE Section 1. Non Profit Status The corporation is a non -profit corporation and its activities shall be conducted for that purpose in such a manner that no part of its net earnings shall inure to the benefit of any member, official, or individual. Upon dissolution of the corporation, and after payment of just debts and liabilities, any remaining assets of the corporation shall be distributed to organizations enjoying an exempt status under Sections 501(c )(3) of the Internal Revenue Code, as amended, -or successor provisions. Section 2. Purpose The purpose for which this nonprofit corporation is formed is to provide health care and health education to those for whom access to traditional medical care is limited by economic, social, cultural or physical barriers. Said services shall be provided to its patients on a sliding fee scale, but services shall be provided to the medically underserved regardless of their ability to pay for those services. Following is the Mission statement of the corporation: "To advance community health and hope by providing access to premier health services and education for those who need it most" 1358794 3 15087-002 2 ARTICLE III MEMBERSHIP Section 1. Members The corporation shall have no members. Any action which would otherwise require approval by a majority of all members or approval by the members shall require only approval of the Board of Directors. All rights which would otherwise vest in the members shall vest in the directors. Section 2. Associates Nothing in Article II shall be construed as limiting the right of the corporation to refer to persons associated with it as "members" even though such persons are not members, and no such reference shall constitute anyone a member, within the meaning of Section 5056 of the California Nonprofit Public Benefit Corporation Law. The corporation may confer by amendment of its Articles or by these Bylaws some or all of the rights of a member, as set forth in the California Nonprofit Public Benefit Corporation Law, upon any person or persons who do not have the right to vote for the election of directors or on a disposition of substantially all the assets of the corporation or on a merger or on dissolution or on changes to the corporation's Articles or Bylaws, but no such person shall be a member within the meaning of said Section 5056. ARTICLE IV BOARD OF DIRECTORS Section 1. Number and Qualifications of Directors The Board of Directors shall consist of not less than nine (9) and not more than twenty (20) members, none of whom shall be paid employees or immediate family members of paid employees of the corporation. The Board of Directors shall reflect the diversity of the community in which it serves in terms of such factors as ethnicity, race, gender, age, and economic status. At least two (2) members of the Board shall be based in Orange County, California — either residing in Orange County or primarily working in Orange County or within a 25 -mile radius of the City of La Habra. At least 51 % of the Board of Directors shall be the users of the services of the corporation who live within the corporation's service area. Said members of the Board of Directors shall be referred to as the "Patient Representative Directors". The remaining members of the Board of Directors (those who are not Patient Representative Directors) shall be representative of the community the corporation serves and shall be elected for their expertise in community affairs, trade union matters and other commercial, industrial or social services within the community. Not more than one-half of these non -Patient Representative Directors may be health professionals deriving more than ten percent of their income from the health industry, and the non -Patient Representative Directors 1358794.3 15087-002 3 shall live or work within the corporation's service area. Said Board members shall be referred to as "Community Representative Directors". Section 2. Powers of Directors X General Powers of Directors All of the -general powers of the corporation shall be vested in Board of Directors having not less than nine (9) and not more than twenty (20) members. The Board of Directors shall exercise all of the authority and responsibility afforded the corporation by its charter and these Bylaws except as limited by law. The Board of Directors assumes the formal, legal responsibility and authority for the operation of the corporation's clinics and facilities. The Board of Directors shall have the power to establish the policies and mission of the corporation and may delegate to the CEO or others, such powers, privileges and purposes it deems appropriate, unless expressly prohibited by law. B. Specific Powers of Directors The Board of Directors shall have all the authority to oversee the operations of the corporation granted to it by law, including the specific powers and responsibilities as follows: L Selecting, evaluating and dismissing the corporation's Chief Executive Officer. ii. In consultation with the CEO and upon the review and recommendation of the same by its Human Resources sub- committee, establishing the corporation's personnel policies and procedures including its hiring and termination procedures, wages to be paid and adjustments to the same, fringe benefits and policy of non- discrimination. iii. Approving financial policies and priorities, including a system to assure accountability for the corporation's resources. iv. Approving the corporation's 330 Grant application and annual project budget. V. Approving the corporation's annual financial audit and federal and state tax returns. vi. Evaluating the corporation's activities including services utilization patterns, productivity, patient satisfaction, achievement of project objectives and development of a processes for hearing and resolving patient grievances vii. Assuring that the corporation is operated in compliance with applicable federal, state and local laws and regulations viii. Adopting health-care policies and procedures including scope, availability of services, days and hours of operation and quality of care audit procedures and approving the corporation's quality control procedures including its Clinical Practices Manual Policy and Procedures Manual. 1358794.3 15087-002 4 Section 3. Term of Office Except as set forth herein, the term of the directors shall be three years, with the term of (as near as possible) one-third of the Board of Directors expiring each year. Said terms shall commence on June 1 of each year. Every June, the Board of Directors shall have elections to fill the positions of those directors whose terms are expiring. Directors whose terms are expiring may be re-elected to serve a new term. If a new Board member is elected to fill a vacancy on the Board of Directors at a time other than June, his or her term shall expire on the date of the former Board member whom he or she replaced. If the number of Board members is expanded, the terms of the new positions shall initially be set so as to retain (as near as possible) a schedule that one-third if the terms expires each year. However, if the expiration of a Board member's term will cause the Board of Directors to be out of compliance with this section of these Bylaws and/or Section 330 of the Public health Services Act, that Board member's term shall be extended until such time as that Board member is replaced by a newly elected director and the Board of Directors is no longer out of compliance with these Bylaws and Section 330 of the Public Health Services Act. Section 4. Vacancies and Resignation Vacancies in the Board of Directors shall be filled by vote of a majority of the remaining directors. A vacancy or vacancies in the Board of Directors shall be deemed to exist in case of death, resignation or removal of any director or the absence (whether excused or unexcused) of a director from three consecutive regular meetings for whatever reasons. A letter shall be sent by the President of the corporation to any director missing three consecutive regular meetings of the Board of Directors informing that person that he or she is no longer a member of the Board of Directors. A person automatically removed from the Board of Directors for missing three consecutive regular meetings of the Board of Directors is eligible for re-election to the Board of Directors. Subject to the provisions of Section 5226 of the California Nonprofit Public Benefit Corporation Law, any director may resign effective upon giving written notice to the President of the Board of Directors, or Secretary of the Board of Directors or CEO of the corporation, unless the notice specifies a later time for the effectiveness of such resignation. If the resignation is effective at a future time, a successor may be selected before such time to take office when the resignation becomes effective. The Board of Directors may declare vacant the office of a director who has been declared of unsound mind by a final order of court, or convicted of a felony, or found by a final order or judgment of .any court to have breached any duty arising under the California Nonprofit Public Benefit Corporation Law. 1358794 3 15087-002 5 Section 5. Rights of Inspection Every director shall have the absolute right, at any reasonable time, to inspect and copy all books, records and documents, except patients' confidential records, and to inspect the physical properties of the corporation. Section 6. Compensation The directors shall receive no compensation for their services. Section 7. Annual Evaluation On an annual basis, the Board of Directors shall conduct a "self-evaluation" of itself. ARTICLE V MEETINGS OF BOARD OF DIRECTORS Section 1. Place of Meetin Regular meetings of the Board of Directors shall be held at any place within the San Diego County which has been designated from time to time by resolution of the Board of Directors or by written consent of all members of the Board of Directors. In the absence of such designation, regular meetings shall be held at the principal office of the corporation. Special meetings of the Board of Directors may be held either at a place so designated or at the principal office. Section 2. Revular Meetinas The Board of Directors shall hold regular meetings on the last Thursday of each month unless that day is a legal holiday and, in that event, the meeting will be held on the next succeeding business day or on such other day as the Board of Directors shall deem appropriate. Said meetings shall be held at such time and place as designated from time to time by resolution of the Board of Directors. Written notice of the time, date, place and agenda of each regular meeting of the Board of Directors shall be given to reach Board member at least five (5) business days before the scheduled meeting. Said notice may be given by e-mail or by regular mail. Section 3. Special Meetings Special meetings of the Board of Directors for any purpose or purposes shall be called at any time by the President or by any two directors. Special meetings shall also be used to discuss and review the strategic plan for the corporation. Written notice of the time and place of special meetings shall be delivered personally to each director or sent to each director by mail or by other form of written communication, charges prepaid, addressed to him/her at his/her address as it is shown upon records of 1358794.3 15087-002 6 the corporation, or if it is not so shown on such records or is not readily ascertainable, at the place in which the meetings of the directors are regularly held. Such notice shall be mailed at least seventy-two (72) hours prior to the time of the holding of the meetings. Meetings may be called by telephone communication provided 36 hours' notice is given prior to the time of the holding of the meetings. The transactions of any meeting of the Board of Directors, however called and noticed and wherever held,,shall be as valid as though had at a meeting duly held after regular call and notice, if a quorum be present and if either before or after the meeting, each of the directors not present signs a written waiver of notice or a consent to holding such meeting or an approval of the minutes thereof. All such waivers, consents or approvals shall be filed with the corporate records or made a part of the minutes of the meeting. Section 4. Annual Meetings The Board of Director's regular June meeting shall also be deemed to be its annual meeting, at which the Board of Directors shall elect officers and, as needed, directors. Section 5. Minutes All the Board of Directors meetings shall be recorded by written minutes which shall include the recommendations made and actions taken. Copies of the minutes of all the Board meetings shall be available to the entire Board of Directors. Section 6. Quorum At all meetings of the Board of Directors, one half plus one of the total number of Board members then in office shall constitute a quorum for the transaction of business. Section 7. Action Without Meeting Any action required or permitted to be taken by the Board of Directors may be taken without a meeting if all members of the Board shall individually or collectively consent in writing, telephonically, or by e-mail to such action. Such consent or consents shall have the same effect as a unanimous vote of the Board of Directors and shall be filed with the minutes of the proceedings of the Board of Directors. ARTICLE VI OFFICERS OF THE BOARD Section 1. Officers The officers of the corporation shall be the President, Vice -President, Secretary, Treasurer, and Immediate Past President and such other officers as the Board of Directors may designate. 1358794.3 15087-002 7 Section 2. President The President shall preside at meetings and have such other duties as are prescribed by these Bylaws or by the Board of Directors. Section 3. Vice -President The Vice -President shall preside in the absence of the President and shall assume his/her duties in case the President is incapacitated. Section 4. Secretary The Secretary shall keep or cause to be kept, at the principal office or such other place as the Board of Directors may order, a book of minutes of all meetings of the Board of Directors and its committees, with the time and place of the holding, whether regular or special, and if special, how authorized, the notice thereof given the names of those present at the Board of Directors and committee meetings, and the proceedings thereof. The Secretary shall keep, or cause to be kept, at the principal office in the State of California, the original or copy of the corporation's Articles and Bylaws, as amended to date. The Secretary shall give, or cause to be given, notice of all meetings of the Board of Directors and any committees thereof required by these Bylaws or by law to be given and shall have such other powers and perform such other duties as may be prescribed by the Board of Directors. - Section 5. Treasurer The Treasurer will keep and maintain adequate and correct books and records of account of the properties and business transactions of the corporation. Said books and records will at all times be open to inspection by any director of the corporation. The Treasurer shall also serve as the Chair of the corporation's Finance Committee and will perform any other and further duties as may be required by law or as may be prescribed or required from time to time by the Board of Directors or these Bylaws. Section 6. Immediate Past President The Immediate Past President shall serve as a member of the Board of Directors' Executive Committee and shall further serve as the Board of Director's liaison with the corporation's Clinic's Auxiliary and the Board of Trustees. In addition, the Immediate Past President shall conduct any meeting of the Board of Directors if both the President and Vice -President are absent from such meeting and perform such other duties as may be prescribed by the Board of Directors or these Bylaws. 1358794.3 15087-002 8 Section 7. Election and Removal The Board of Directors shall elect the officers at the annual meeting, which shall be the regular meeting in June. Officers shall serve for one year or until their successors are elected and qualified. The President may serve a maximum of three (3) consecutive one year terms. In the event of a vacancybetween a,nn,ual meetings, ofifice[s may be elected at any regular or special meeting of the Board of Directors to serve an interim term which shall run from date of election until the next annual meeting, provided that notice of such meeting and election has been provided to all the members of the Board of Directors not less than fourteen (14) days prior to such meeting. Section 8. Vacancies A vacancy in any office because of death, resignation, removal or other reason shall be filled by the Board of Directors, with due notice. ARTICLE VII MANAGEMENT OFFICERS Chief Executive Officer Section 1. Chief Executive Officer The Board of Directors shall hire a Chief Executive Officer who will serve at the pleasure of the Board of Directors. The Chief Executive Officer shall be non-voting ex - officio member all Standing Committees of the Board of Trustees. The Board of Directors shall perform an annual performance evaluation of the Chief Executive Officer. Section 2. Duties Under the powers and subject to the limitations described in Article IV, Section 2 of these Bylaws, the Board of Directors delegates to the Chief Executive Officer' the management of the corporation, including the corporation's various clinics and facilities under policies established by the Board of Directors. (a) The Chief Executive Officer shall be responsible for hiring and supervision of employees in accordance with a Personnel Policy Manual adopted by the Board of Directors. He/she will work with a Medical Director who is a physician to provide effective medical care and maintain proper medical records. (b) The Chief Executive Officer will be the Chief Executive Officer of the corporation and shall keep, or cause to be kept, adequate and correct accounts of the properties and business transactions of the corporation. The Chief Executive Officer shall deposit all monies and other valuables in 1358794 3 15087-002 9 the name and to the credit of the corporation with such depositories as may be designated by the Board of Directors. The Chief Executive Officer shall disburse the funds of the corporation only in accordance with policies established by the Board of Directors. (c) The Chief Executive Officer shall regularly provide financial statements to the Board of Directors at times determined by the Board of Directors. (d) The Chief Executive Officer shall attend monthly Board of Directors meetings except for executive sessions and shall prepare and present monthly reports on the status of the clinics' and facilities' operations. (e) The Chief Executive Officer shall perform the other duties set forth in his or her job description and other duties as may be assigned by the Board of Directors. ARTICLE VIII COMMITTEE ORGANIZATION Section 1. Standing Committees and Auxilia Organizations The Board of Directors may from time to time authorize standing committees, auxiliary organizations, advisory committees and other groups, and to oversee the activities of such committees, organizations and groups, that will assist the corporation in achieving its objectives. Such organizations and the members of such organizations shall serve at the pleasure of the Board of Directors. All committees and committee members serve at the pleasure of the Board of Directors. The President shall appoint the members and chairmen of such other standing committees for one year terms after each annual meeting and may fill any vacancies which occur. ARTICLE IX STANDING COMMITTEES Section 1. Executive Committee The Executive Committee is composed of the officers of the corporation, including the President, Vice President, Secretary, Treasurer and Immediate Past President of the Board of Directors. The Executive Committee may meet to establish the agenda, discuss important issues in order to develop recommendations for the Board of Directors' approval. 1358794 3 15087-002 10 Section 2. Finance Committee The Finance Committee shall consist of a minimum of three (3) members and a maximum of nine (9) members. In addition to the CEO, the corporation's Chief Financial Officer shall be an ex officio, non -voting member of the Finance Committee. The Finance Committee meets on a regular basis to review and approve financial policies, establish and monitor investment policies and investments, establish and monitor endowment funds, and approve and monitor the corporation's budget. Section 3. Board Compliance Committee The Board of Directors shall establish a Compliance Committee (the "Board Compliance Committee") to oversee and evaluate the corporation's Compliance Program and to make recommendations to assist the Board of Directors in approval and oversight of the development, maintenance and implementations of the corporation's Compliance Program policies and activities. Some of the duties and responsibilities of the Board Compliance Committee are to (a) identifying areas of risk; (b) oversight of Compliance Program activities; (c) monitoring, audits and investigations; (d) establishing and monitoring policies and procedures;(e) evaluation of effectiveness; and (f) developing strategy. Section 4. Nominating Committee The Nominating Committee is chaired by a member of the Board of Directors. The Nominating Committee will recommend a slate of officers to the Board of Directors for consideration on an annual basis. In addition, the Nominating Committee will serve as the Board Membership Development Committee and will recommend existing directors for whom term limits are expiring for continued membership, and will move prospective directors forward for consideration based on FQHC criteria, expertise, and willingness to serve. The CEO shall be an ex officio, non -voting member of the Nominating Committee. Section 5. Board of Trustees Committee The Board of Trustees is an advisory committee appointed by the Board of Directors for the purpose of advocacy, ambassadorship, and resource development for the corporation. The Board of Trustees meets bimonthly to develop short and long term resource development strategic plans which are moved to the Board of Directors for approval. A minimum of one member of the Board of Directors will serve on the Board of Trustees. Board of Trustee members may be invited to serve on other committees based on their expertise and interest. Section 6. Personnel Committee The Personnel Committee meets on a regular basis to review and recommend approval of personnel policies, perform the Chief Executive Officer's annual evaluation and recommend approval of compensation, review and recommend approval of the 1358794 3 15087-002 11 corporation's compensation and benefit program, review and recommend approval of job descriptions and paylines, and act as the grievance committee in the event a formal grievance is filed by an employee of the corporation. The corporation's Human Resource Director shall be an ex officio, non -voting member of the Personnel Committee. Section 7. Continuous Quality Improvement Committee The Continuous Quality Improvement Committee (CQI Committee) is established by the authority of the corporation's Board of Directors as a standing committee whose primary purpose is to provide for an effective Quality Management Program for the corporation. The CQI Committee meets monthly and the Medical Director of the corporation is the chair of the CQI Committee. The chair of the CQI Committee shall work in conjunction with the other members to identify specific areas of medical care to be measured as quality indicators, recommend policy and determine benchmarks. The members of the CQI Committee are selected from among the corporation's operation, administrative and clinical staff. Section 8. Ad Hoc Committee's Ad Hoc Committees are those committees which are established from time to time as the need for special projects arise. The Building Committee is an example of an ad hoc committee. ARTICLE X AMENDMENT OF THE BYLAWS Except as otherwise provided herein, these Bylaws may be altered, amended, or repealed and new Bylaws may be adopted by an affirmative vote of a majority of the directors present at any regular or special meeting, a quorum being assembled, provided that written notice of such meeting, setting forth in detail the proposed Bylaws revisions with explanations therefore, be given not less than seven (7) days prior to such meeting. ARTICLE XI OTHER PROVISIONS Section 1. Execution of Documents The Board of Directors may authorize any officer or officers, agent or agents, to enter into any contract or execute any instrument in the name of and on behalf of the corporation and such authority may be general or confined to specific instances; and, unless so authorized by the Board of Directors, no officer, agent or other person shall have any power or authority to bind the corporation by any contract or engagement or to pledge its credit or to render it liable for any purpose or to any amount. 1358794.3 15087-002 12 Section 2. Construction and Definitions Unless the context otherwise requires, the general provisions, rules of construction, and definitions contained in the General Provisions of the California Nonprofit Public Benefit Corporation Law and in the California Corporations Code shall govern the construction of these Bylaws. Section 3. Notice and Waiver of Notice Whenever any notice is required by these Bylaws to be given, personal notice is not meant unless expressly so stated; and any notice so required shall be deemed to be sufficient if given by depositing the same in a post office box in a sealed, post-paid wrapper addressed to the person entitled thereto at his/her last known post office address and such notice shall be deemed to have been given on the day of such mailing. Any notice required to be given under these Bylaws may be waived by the person entitled thereto. Section 4. Fiscal Year The fiscal year of the corporation shall be from July 1 to June 30. Section 5. Liabilities and PropeMI Rights of Members No director of the corporation elected shall be personally liable to its creditors for any indebtedness or liability, and any and all creditors shall look only to its assets for payment. Section 6. Indemnification of Directors (a) The corporation shall, to the maximum extent permitted by the California Corporations Code, have power to indemnify each of its directors against expenses (including attorney fees and court costs), judgments fines, settlements, and other amounts actually and reasonably incurred in connection with any proceeding arising by reason of the fact that any such person is or was an agent of the corporation, and shall have power to advance to each such director expenses incurred in defending any such proceeding to the maximum extent permitted by law. (b) Reference is made to the Agreement and Plan of Merger, dated as of September 30, 2015, between the corporation and The Gary Center, a California nonprofit public benefit corporation (the "Merger Agreement"). Notwithstanding anything to the contrary in these Bylaws, the corporation shall provide all rights to indemnification, advancement of expenses and exculpation existing in favor of the individuals who on or prior to the Closing Date (as defined in the Merger Agreement) were directors, officers, employees or agents of The Gary Center as provided in The Gary 1358794 3 15087-002 13 Center's articles of incorporation or bylaws as in effect immediately prior to the Closing Date with respect to acts or omissions occurring on or prior to the Closing Date. Such rights shall survive the Closing (as defined in the Merger Agreement) and shall continue in full force and effect in accordance with the terms of such articles of incorporation or bylaws, and shall not, for a period of at least six,years:after the Closing Date, be amended, repealed or modified in any manner that would adversely affect the rights of any such person, unless such amendment or modification is required by applicable law. /_1:411 Lei tU=D:/ 1I CONFLICTS OF INTEREST Member of the Board of Directors and officers of the corporation shall sign and conduct themselves in accordance with the conflict of interest policy adopted by the Board of Directors and in effect at the time. Clinic business must be conducted in a manner which prohibits conflicts of interest or the appearance of conflicts of interest by Board members, employees, consultants, and. those who provide services or furnish goods to the corporation. No Board of Directors member shall be an employee of the corporation's clinics or facilities or an immediate family member of an employee of the corporation's clinics or facilities. ARTICLE XIII DISSOLUTION Upon dissolution of the corporation and after payment of all just debts and liabilities (including reserving sufficient assets for payment), all remaining assets of the corporation shall be distributed to organizations enjoying a tax exempt status under section 501(c)(3) of the Internal Revenue Code, as amended , or any successor provisions. 1358794.3 15087-002 14 FJK+12.00r, UOTA-7-14-K-1 11 Certificate of Secretary of VISTA COMMUNITY CLINIC a California Nonprofit Public Benefit Corporation I hereby certify that I am the duly elected and acting secretary of said corporation and that the foregoing Bylaws comprising fourteen (14) pages, constitute the Bylaws of said corporation as duly adopted at meeting of the Board of directors thereof held on dGT68e&_�j, 2015. Secretary 13MM.3 15437-002 15 UDS VCC: Lake Elsinore Project Activity Map ----- ------- 0606YJ4NO2 025 92083 06065043007 MR is 0606 E041911 060 42131 CORO A FJ6065C 2901 021' PSR I IJ60 IN 47717 N.. 9 W 92578 N ........ .. - - - - - - Q IL CAWON TRABLIC0 Q IIIX " IN - I mN. 0 606 50 46404 06099032041 VA.. KI LW E --,N �vx.v. A - -X ..._. . ----- - - - - - - - - - - - -i. 0 5043274 ... AR fi 50432" 4 2 mi f 82562 06065743272 S M U States Counties ZCTAs Census Tracts Selected % w %x , ZCTAs HCP IGrantee �Zol Service Access Points FAHCP Look-Aiike Service Access Points September 26, 2016 www-UDSMapper.org N O F AWARD {� (� ,1 A [' 1 1\ 1! £ Dnle issued: 7/23/201510-16:02 AM rEoEMYL I���1C.>v QE IV�+I� Award Numbcr:3H80CS00292-13-08 C—L-&r11(LE, 1.-.1 ty�� L.F—:,--4EC rA HRSA Electronic Handbooks (EHBs) Registration Requirements The Project Director of the. grant (hated on lots NoA) and the Aulhorir.Irig olllcial of tele grantee orpantration are required to n(Ster (If not already reg Uuad) within HRSAs ElectroA c Handbooks (E -18s). Registration vvithfn HRSA•EHDa Is required only ortce for each Leer for earl organlxabon they represen!_ To oomple[a the n-gistration qulclily and e$icientty we recommend that you note the 10-dlglt grant number from box 4b of this NoA. Aftm you have completed the iri lal reglslratfon steps (f.e.,created an incDvfdual account and associated H with the correct grantee organization record). be stere to add this grant to your portfollo_ This regislralim In XRSA EHBs Is required for suhmMion of noncompeting continuatiar appilcatlon& In ad0on. you can also use HRRA EH Bs to perform oilier activtlies such as updating addresses, updating emall addfs"sses end submitting rxtlain'delfvert3bk+s eladmrlilcegy, VM Mips)/grantsa,tirsa.gov/2D1MNebEPSExtemaVln4e hwicgmmanfacrossrantroUlogin.asirxto use the system. Addition at help is avallable online and/or from Ow HRSA Cad Center at W-Go4-HRSA1877464-4Ta Terms and Conditions Failure to comply with the remarks, terms, conditlons,.or roporting requirements may result In a draw datum rastilctlon being placed on your Payment Management System account or denial of future funding. Grant Specific Condltlones) 1. Due Date! Within 30'Days df Award Release Data Submit a els Wd SF 424A, Unca ltetn Budget and Budget Narrallve ,iustif catlon for the Federal reward of $404,210. The Federal -amount natfslo'only tha'Federal suction 330 Health Center Pi igranr grant funding rnr this award, not all > aderal grant fu riding than an applicant reeekes. Also iticlader the budget breakdown forrlonfederal Irwouraes. (Refer to bud" requ Im. menta inth6Service'Area' Ftindlrig Opportunity Announcement or Budget ,Period Renewal Non -Competing Continuation guidance fbr budget format:) The budog justiffcation must detail the costs of each tine Item within each object class. category, For the Personnel tine item, you mu4t Include the follotwing for each employee supported by funds from this award: name of employee; base salary; %;FTE on to grant and amount of Federal lwldsl(wages and 6A d'f1#1ge berlefrts) to be paid for the.budgot year This pbrsonnef information requirement also appiles to suhawardslsubcontrncls supported by Federal-furids-from this gmnL Federal grant funds may not be used to pay the salary of an indh7idual at a rate In excess of Federal Drecutive Level II of the Federal Executive Pay scale (currently $183,300). This amount reflects an Individual's base salary exclusive of.fdrtge beneiits:and income that an individual may be permitted to earn outside of the duties to the applicant organization (i.e., rate limitation only limits the amount that may be awarded and charged to HRSA grants.) Please contact your Grants Management Specialist for specific submission Instructions. Failure to submit the Federal Budget within 30 days will result in denial of access to funds In the PMS account related to this Grant. Program Specific Condition(s) 1. Due Date: Within 30 Days of Award Issue Date VNthln 30 daysof gds Notice of Awefd, the grantee roust mdxrilt Into HRWS ElaWOrlld Handbook o reMaed oWipm"t ost and revised budget nane"y tattMmbon. The revised Inforrnatlort dxxd.o* Inch)dn the use of NAP Cmn-ilrrxt fthuft and not Iriclude mV other budget'Isega,*wI tin the green. 2, Due Date: Within 30 Days of Award Issue Date VVINIn 30 days orthis Notice of Award,: the grantee mum suMrdt revised sdternetic drawings and ash pion Into HR6A's F�CEIJp/Ijq)DiF Grant Specific Term(s) This Notice of Award (Noy) is Issued to support your New Access Point (NAP) application submitted In response to HRSA-16-016 to establish new access po r Qs) to provide primary heakh services at an sit(s) Identified on Form 5B of the NAP application in alignment with the scope verification conditions on this NoA- This NoA provides 5404210 for the period August 1. 20t5 through February 29, 2016. for a total of 7 months Of this amount. S130,695 is to support one-time activities and $273,815 is provided to support O C . operational NAP activities. This decision Increases your ongoing target levef of support by $509.650. nl S��5'PO!'�T Health Center Program New Assess Point (NAP) grantees are expected to achieve full opere0onnl r pndty as outlined in the NAP application within two yearsof receiving Federal S i T section 330 grant support This Includes service to the number of undupil sten patients projected on Form to by 0ecernber 31, 2018. Progress will be monitored through the Page 2 NOTICE OF A WARD Date issued: 7232015 10:16:02 AM Award Number: 3 H80CS00282-13-08 annual Budget Period Progress Report and Uniform Data System report- Failure to saris the projected number of undupgmled patients by December 31, 201a may result in the reduction of Health Center Program grant funding. 3. New andfor Improved $pace madding from dna One -Time. Fwlding project may only be used for purposes consistent with Section 330 of IM Public HooM SoMm (PHS) Aa (42 U.S.(Z: §254b). Use of Improv$d spat,,for other pUiposes Ineat$feteM with the HOGIM Center Program rarpdrer Prior Approval. 4. Operadonal IUnd3 awarded through this New Access Pout (NAP) grant cannot be re -budgeted for one-time funding actMaes Q e., minor renovation arMMr movable equipment phrchmsas). 5,TT11iNy1POnl►lkrcsNndrlgh$sloeanawudad�bema:uponthelrtfwmaicnproNAedlnMeappscs,ton. Paopn>bade$RaGhrll[erordMdngUlpmerd�;4rl�a(l$li'Slfie 7unding proiect{s}meYrwlbA,nLhdad wlth6litprltli'appioval. If tnlsbocwa; pleesa eontnrl Iche�ssdgned MDj6Q ulcer to titlscuse. l$- Apptlraihfe titAd'mBnotrCghrLbd bili$ a No91Cfb16f Federal irhiereaL aCidhanded96 whh'tllsrao$lPtof tine 1ldtlnv of,Awsrd lltietUhe FetlBrel IMoreat ehtsfx In reAfpraperty:Itiihd equipment and win be maKWned In a ccordanco with 46 dFR Part 76 Utriform Adminlalrativa.Roodr6me»ft, C6* Prt d*i ', end Ahhdh.Requiemenfi for HHB Awards, The :mdplanlsheg msir1180todMhud4 dopanasdatan tahadt enrl promdpha,Fadeldl tnteresL PQcSRl1l rodequala docu entaton wilt Rita Indhrde ewmn irilWlons between the luster areft maseisr611low m prdteedrh9 auoh Iniad, kno m mlence with the surndwv1 award teYfns'told eadrllons six" douwx ftrA .1hoUfd be tvallabld Mr svbsequard rehdew by HRSII 7. Funds'kh IMS award a"orlatOA with the car_ -Time FwhdEna eknretlnnrronnvntfon tirojad ere rashitted 'end' n* po[lie drawn duWn unlit aR prug inn- and grant•specIffa conditions of thy:owiad have been ma The only exceptions to Qts r&dddlon on drawdown we Ilmked preconWuclan ectvrl)es related to greeting one 0X Ihesrs 6and111nns, such as expeneea fdreompWOR9 miidtedhrel and er91rrear6hg plans, rlheetlnb Ikenstlil and pemdtting requkeMerds. hbtUftpras&rvodon'consuhel►nr WM M6St oHhrWQ Preservation OflkaTdbal Mstork Preservation 01111ce, and preparing the Emikonmenlal Assesune t $. Pre -award coats such as anchltecro and consullant's fees necessary to the planning and design of the project may be consldered for funding as long as they ars Included In the application, aro allowable casts under the authorizing lagistaflon and were not Incurred more than 90 days prior to award Issue dale. It shcuAd be noted Chet such pre -award costs we undertaken at the applicant's risk. Consultation with the Grants Management Specl811st Is needed to determine If such costs will be permitted. 9. FJfeicbe December 26.2014, all references to OMB Circulars for the admlrhrsbr 5Ve and of dlt requirements and the Cost principles that govem'Federol nronles asaoclarad with lids award artksupaneda i by She UntOmt'13uldarlca 21CFR 2000 as codified by HHS at 45 CFR 76. 10. Ali seas proposed on Form 6B of the approved New Acce88 Pon (NAP) applicstprt rn*be,oen and oponil!w f wiunln 12p Qays:of Hne,Jotlra of Award.'F n guru to• verhy that at d(at ere`uperetdnal'vreldrh tl1e 12Q-tle�p$afad raTererhiad wlthlrYtlta scope vortiiraifott tzliCtfOn(i) ahoVe ri4t)YiMrillf Yt ho p&+enttalt Of s Progtassive.ertlon tandlllaKcrPygrr award. Tl)16,Pfograssi're Acf16n cpndltidn wl)IYegli)re lnat>`Ite proposod etc{$) be approval slid verMed ee•3mplortsorite?1 through, thar)gR lo Scapa reque6L• TO eddlUnn, hyd6 the PrvgraaSive Ac6an Gumption is ulnad, mmwona win be played onyour Word ewa(d reWlrtng Hot ell*& down 0 Health rentor ProgrrM►h flf� eWard'fvnds rygm the Peyiuerit Merhdgemant System (PMS) wMet thave prior appr" of the HRSA DMslorr of Gre9ts Mandownto Oporationa'(DGMD), N ImplemantA6m of:a1 prapospd cttoa Is not douenenlsd v/1Wn Hb specified UrnerinadesalSed In:Ure Progressive Action corhdton, HR6AWpmczed with thewraidmw-sr of support guotO 6hecentantkm of ei ora p'artlpn• Gf Illi � �d- 11. Requests for®rtyoverofunabligaled bnlnric— from one budget period to the next rsgUb* prior approval by HRS/- Fiequesis to darryover upernlfonnl NAP hinds will not be xpprm vl, unless Indicated In the tern on this award describing the funding amount. Funds for one -♦oche funding WWII- (ie-, minor renovation andror moveable equipment purchases) must be obligated within one year from this Notice of Award. if this date Is beyond the and of your current budget period, a ranyover request must be submitted to use one-time funds In the next budget period_ To cwryover onht_time funding, the appropriate amount must be shown as un-obilgawd (UOB) an line 10.h of the Annual Federal Financial Report (FFR), SF 425. In addillon, a Prior Approval Request to carry over these funds must be submitted through EHB Immedletey following the FFR submission. Please consult the Grants Management Specialist for questions regarding subrrdsslon a the FFR and/or Prior Approval Requests to carry over UOB Rinds Page 2 VISTA COMMUNITY CLINIC REVr=NUE-.AND EXPENSE REPORT AS OF 6/30117 REVENUE: Patient Fees 35,442,086 Contracts 17,252,687 Other Revenue 2,822,500 Total Revenue 56,517,274 EXPENSES: Salaries 31,666,777 Fridge Benefits $,587,447 Patieit Contract Services 14,783,210 Non -Patient Contr Svcs 1,488,881 Supplies 3,962,355 CoM. munications 365,451 Travel, 450,791 Equipment 897,427 FaciliYew 1,950,582 Insurance 287,586 Financing 237,464 Adverti*9n9 514,456 Depreciation 1 1968,420 Amortization 19,900 Other 714,949 Outreach 274,567 Admin Allocation 0 Total Expenses 53,170,372 NET: 3,346,902 Vista Community Clinic Balance Sheet as of June 2017 *****Assets***** Cash Cash $ 10,798,440 Investments $ - Total Cash & Cash Equivalents $ 10,798,440 Other Assets Accrued Payroll $ Accounts Receivable $ 2,891,488 OB Panel Receivable $ 63,459 Grants Receivable $ 940,789 A/R -Other $ 1,515,197 Prepaids $ 763,908 Inventory - Pharmacy $ 12,811 Deposits $ 97,342 Other Assets $ 279,600 Total Other Assets $ 6,564,594 Fixed Assets Land -Vale Terrace $ 894,006 Land -995 Vale Terrace $ 625,000 Land -Grapevine $ 825,000 Land -Pier View $ 214,402 Land -La Tortuga $ 1,362,622 Land -La Habra $ 78,847 Construction in Progress $ 27,973 Building -Vale Terrace $ 1,146,827 Building -Women's Center $ 8,480,982 VTB Parking Garage $ 7,088,387 Building -Grapevine $ 3,503,528 Building -La Habra $ 105,971 Building -Pier View $ 499,027 Building -Home $ 319,048 Building -La Tortuga $ 3,188,927 Leaseholds $ 546,882 Vans $ 65,581 Equipment $ 4,565,130 Total Fixed Assets $ 33,538,137 Other Assets Board Designated Cash $ 6,952,099 Total Other Assets $ 6,952,099 Total Assets $ 57,853,270 *****Liabilities***** Accounts Payable $ 1,659.175 Accrued Payroll $ 1,426:521 Accrued Vacation $ 1,321,552 Deferred Revenue $ 423,345 Horne. Loan 19,680 CNB.Ldan $ 2,629.592 CHFFA Loam $ 505,407 TOE Loan $ 1,225,786 TotalIbbilities -$ 91211,0$8 '"""Fund Balance" *** 'Beginning Fund Balance i& Reserve $ 45,295,311 Current xcesslDefidit $ 3,346,902 Total Fund,Balance $ 240,642,212 Total Liabilities ao.�_ F nd Balance 57,853,270 L m O L 41 '4, U E Z - A) °O s a` U c N c L �^ O C L • o u C V m tC ++ �0+ pu U a)F 0 (Um X u L v o 0 O ui U c � 4-0 m N CL O w O O U u u N v Gl U LL L m O L 41 '4, U E Z - A) °O s a` U c N c L n + O C L • o u C V m M 0 E c L1O L N fO u z E U a)F 0 u c C c u v o 0 u �- c � d N CL O w L m O L 41 '4, U E Z - A) °O s a` U c N CU L cu L C L • o u C V m L O O ++ •(D (C tca U a)F 0 Z c to cOp C CL O v d N CL O U c U N u L m O L 41 '4, U E Z - A) °O s a` U c N CU L cu uu_oO LLD u C C u_ :3L U = 7 m L.L Z c L O CO 7o L cu 'u u C C u_ :3L U = 7 m L.L Z c L O ii v c aj z r U N N Gl U i N 430 LL= c 3 C. cu 4J Q U J 0 0 2 0 L O _T m IA M U v 0 ami a ami D � m m CO c m to E L L L Ln N V (6 Ln u u u m V E 7 d :3L U = 7 N Z _ U1 x, v O v c aj z a a) y C7 to a U i N 430 LL= c c T cu U J CL 2 0 Z _T m a E CO c m to E L L L Ln N V (6 Ln bA m V E 7 :3L U = 7 }+ m C L _ U1 x, v O c aj CJ y C7 U ` m LL= Q c T to U CL IA c m to E L L Ln N V (6 Ln m V E 7 :3L U = 7 }+ m C L = w x, v O c aj CJ y C7 cu V U L c T to m a) u m +' _T m a E tam u EO � [Ea a O U U U m m � P4WVista Community Clinic CW4.614U September 28, 2017 Riverside County EDA ATTN: CDBG Program 3403 101' Street, Suite 400 Riverside, CA 920501 RE: 2017-18 Community Development Block Grant Program Dear Riverside County CDBG Staff: At its September meeting, the Vista Community Clinic Board of Directors approved submission of the enclosed grant application for CDBG funds through the Riverside County and City of Lake Elsinore funding mechanisms. These funds will be used to link low-income and uninsured residents to primary care, dental care and behavioral health services. VCC's Outreach and Enrollment staff member will continue to conduct outreach in Lake Elsinore and surrounding communities and educate residents about the healthcare services available at the clinic, regardless of residents' ability to pay. This staff person is also a trained enrollment counselor than helps individuals and families to complete Medi -Cal, Covered California and CalFresh applications. Should you have any questions related to our organization generally, and/or this application specifically, please feel free to contact our Chief Executive Officer, Fernando Saiiudo, at (760) 631-5000, x1131 or at ceogvcc.clinic. Sincerel N Angela Per N. President P 760-631-5000 F 760-414-3701 4NCOA 1000 Vele Terrace, Vista, CA 92084 www.vistacommunityclinic.org ' City of Lake Elsinore Community Support Program Fiscal Year 2017-18 Funding Application GENERAL INFORMATION: Applying Organization Name: Vista Community Clinic Organization Address: 1000 Vale Terrace Drive City: Vista Mailing Address: 1000 Vale Terrace Drive City: Vista Website: www.vcc.clinic Telephone Number: 760-631-5000 Executive Director: Fernando Sanudo Telephone Number: 760-631-5000, x1131 Program Manager: Nannette Stamm Zip Code: 92084-5218 Zip Code: 92084-5218 Fax Number: 760-414-3701 E-mail: ceo@vcc.clinic Telephone Number: 760-631-5000, x7145 E-mail: Is your Organization: Non -Profit Organization Faith Based Organization 0 ORGANIZATIONAL HISTORY: Date Organization founded: June 15, 1972 nstamm@vcc.clinic Yes 0 No Yes (�) No Date Organization incorporated as a non-profit organization: July 1, 1973 Provide a copy of your statement of non-profit status from the State of California and Most Recent IRS Form 990. IRS Form 990 is a public record. Form 990s for all charities registered in California are posted on the Attorney General's web site www.ag.ca.gov. The web site also offers a searchable database of California charities. Form 990s for 501(c )(3) charities may be found at GuideStar www.guidestar.org. Federal identification number: 95-2815615 State Identification Number: CO666905 Members/Board of Directors: (Attach) Mission Statement — Briefly describe the goals and objectives of your organization and community services it provides. VCC's mission is to advance community health and hope by providing access to premier health services and education for those who need it most. VCC's goal is that of improving health and well-being in all of its service communities through provision of a comprehensive palette of health, education, and social services. Has the organization or any members of the Board of Directors of the organization been involved with any personal business transactions valued over $500 including any business transactions, negotiations, investments, or interests in real property with a Lake Elsinore City Council Member during the past 12 months? If Yes, briefly describe: No. Is a Lake Elsinore City Council Member a member of the Board of Directors or an Officer of the organization? If Yes, provide Council Member's Name and title within the organization: No. This application has been authorized by the organization's: Executive Committee QBoard of Directors 0 Members -at -Large III. PROJECT ACTIVITY: Name of Project: Clinic promotional outreach Amount Requested: $ 5,000.00 Where will the proposed activity occur (be specific as to the geographic boundaries)? If the project involves a new or existing facility, what is the proposed service/benefit area for the facility? The proposed health services social marketing activities will take place within the physical boundaries of the City of Lake Elsinore. The clinic service area includes the whole of Lake Elsinore. I Check ONLY the applicable category your application represents. ❑✓ Public Service ❑ Homeless Activities ❑ Housing ❑ Rehabilitation/Preservation (please provide picture of structure) ❑ Public Facilities (construction) ❑ Other: (provide description) Respond to A & B only if this application is fora Qobfic service project. (a) Is this a NEW service provided by your agency? ® Yes& No (b) If service is not new, will the existing public service activity level be substantially increased or improved? no YesoNo V. PROJECT NARRATIVE: Provide a detailed Project Description of the project/program (and its objectives) that the City of Lake Elsinore grant funding will be used to support. Vista Community Clinic (VCC) is requesting funds to support our organization's social marketing efforts in raising awareness among Lake Elsinore residents regarding the new VCC: Lake Elsinore clinic site and the services that it provides. Since the inauguration of this clinic, VCC has been engaging in ongoing community outreach efforts to ensure that Lake Elsinore residents are aware of the clinic, with particular reference to Lake Elsinore's low-income population. These efforts have proved highly successful, in the sense that the clinic's patient population has increased tremendously in the past 12 months, and now includes over 2,000 patients who have made VCC: Lake Elsinore their medical home. Since the clinic's inauguration in late March 2016, the residents of Lake Elsinore now have multiple safety -net health care sites to choose from within the City itself. VCC's objectives specific to this site include: (1) Providing culturally and linguistically relevant primary care, dental care, and behavioral health care to all patients; (2) Providing for continued expansion of the clinic's patient population, with an expectation that the clinic will provide services to a minimum of 2,500 unduplicated patients between 11/1/17 and 10/31/18; (3) Providing health insurance eligibility and application assistance to Lake Elsinore residents that will result in a minimum of 3 100 uninsured residents applying for health insurance between 11/1/17 and 10/31/18; and (4) Providing referrals to specialty care services and other healthcare and social services as required to meet the needs of individual patients and families. Describe how your organization will use, the funding awarded? Include equipment or services that would be purchased and why. As noted above, VCC engages in ongoing outreach to inform Lake Elsinore about the new VCC: Lake Elsinore clinic site, and all of the services it provides. In the early years of a new clinic site, outreach is critical in developing awareness, both among residents and within other public and private service agencies, regarding the clinic and all that it has to offer. VCC will use the funds awarded to purchase promotional items that will be distributed to residents and to staff of complementary service organizations in the context of engaging in outreach and education activities in Lake Elsinore. These items, such as calendars, mugs, pens, keychains, and magnets, carry VCC's contact information, and assist outreach staff in engaging with residents and peers and creating opportunities to discuss people's health care and insurance status. These opportunities help develop both trust and interest between VCC and Lake Elsinore residents, and incite residents to think of VCC: Lake Elsinore when they have acute health care needs or are ready to establish a primary care medical home. Explain how the grant funding will specifically benefit City of Lake Elsinore residents. Also, who is the target population and provide the estimated number of people expected to benefit from this project/program plus the number of volunteers involved. Simply put, the requested funds will assist VCC in reaching out to, and engaging with, low-income Lake Elsinore residents, and our peers in other public and private agencies that service this target population. The requested funds will benefit Lake Elsinore residents in the sense that these social marketing supplies assist VCC outreach staff in engaging with Lake Elsinore residents. That engagement ideally moves those residents to access the VCC: Lake Elsinore clinic, and to receive assistance in acquiring health insurance if they are eligible. As a result of those actions, the individuals and families who are engaged through this outreach benefit in terms of improved access to health and wellness 4 resources, and improved long-term health. The City of Lake Elsinore benefits as well, in the sense that the population health of the City as a whole should improve as a larger percentage of its residents access regular, preventive healthcare resources. Over the course of the 12 -month funding period, VCC anticipates that it will outreach to a minimum total of 1,500 City of Lake Elsinore residents. What methods will be used for community involvement to assure that all who might benefit from the project are provided an opportunity to participate? VCC's community outreach efforts are proactive and broad-based. The outreach undertaken from VCC:Lake Elsinore includes street outreach, participation in events, presentations to groups, participation in health fairs, and sustained contact with peers in other public and private service entities. It is in the interest both of VCC: Lake Elsinore, and VCC's target population there, to ensure that VCC does its best to reach as many low-income and medically underserved residents of Lake Elsinore as possible. The promotional items to be purchased with the requested funds will enhance VCC's efforts to engage with the intended target population, and to develop long-term relationships of trust that promote health care use. What evidence is there of a long-term commitment to the proposal? Describe how you plan to. continue the work (project) after the Community Support funds are expended? VCC's long-term commitment to Lake Elsinore is evidenced in our organization's investment in improving the space that was selected as the clinic's home. VCC's receipt of a long-term federal grant award to support core operations of the new clinic is an essential element in guaranteeing VCC's long-term commitment to the clinic and thereby to the residents of Lake Elsinore. As a Federally Qualified Health Center with 45 years of experience, VCC understands that outreach itself is not a short-term project: it is necessary to maintain constant engagement with one's service area and the people therein. To that end, VCC is committed to maintaining its program of outreach and education in Lake Elsinore, reaching its target population where they live and work; and continuing to build the relationships and trust that are essential to maximizing the value of the clinic and its services to the service population. VI. FINANCIAL INFORMATION: PLEASE ATTACH COPIES OF THE CURRENT BUDGET AND FINANCIAL STATEMENTS (BALANCE STATEMENT AND INCOME STATEMENT) OF THE ORGANIZATION. It does not require a CPA's audit, but please submit if available. 6 OAI•t I A �� If�f CALIF __ .--����-------mac' .-------x-�-:'-•----' ,-� ��4�ftH15E•-T�1X sOARD :[AY'•'*O, GAIIFOINIA 93967 .November 19, 1974 Pinta Cocw=ity Clinic 114 Hillside-Terrice vista, CA 92083 In reply refer to 3S2:YGL:Ep Purpose: Charitable Form of Organization: Corporation Accounting Period Ending: June 30 Organization -Number: 666905 Based on the information submitted and prdv3detl,•your, present operations continue unchanged or'conform.to those -proposed in yogi application, you are exempt from state. franchise Or income tax under Section `23701d, Revenue and Taxation Code. `Any change'in operation, character or purpose of the orWiz:=- tion must be reported imnediately.-to'this office so that we -may •deterftdne the effect on your,exempt status. Any change of name or address also must be reported. You are required to :fa, Form _ 119 (Exempt Organization .Annual Information Ret urn) or"fo"rm 1998 ( Exempt Organization Annual• lnfoi�r+sation Statement) on or before -the 15th day, of the 'SthL mont.}i 14-1/2 months) aft, the close •of yourr, . accounting period.' See annum, instructions'with forms 'for requirements. You are not required to file state franchise or income tax returns unless you have income subject to the unrelated business income tax, under Section 23731 of the Code. In thi's event, you are required to file, Form 109 (exempt Organiza- tion Business Income Tax Return) by the 15th day of the 3rd month (2-1/2 months) after the close of your annual accounting period. Contributions made -to you are deductible by ,donors as ;provided by sections 17214 through 17216.2 and'24357 through 24359 -of the'Code;'unless your.pu.rpose is testing for Public Safety. If the organization is incorporating, this approval will expire•unless incor- potation is completed with the'Secretary of State within 30 days.. Exemption from federal income or other taxes and other state taxes requires separate applicationse This exearption qffectiVa ae of Jul? 1, 1973 Albert D. LeBel Supervisor Exempt Organizations Q cc: Secretary of.State (Corp.). cc: Registrar of Charitable Trusts FTB 1206. (4-74) For, 990 Return of Organization Exempt From Income Tax Under section 501(1), 527, or 4947(a)(1) of the Internal Revenue Code (except private foundations) Department of the Treasury ► Do not enter social security numbers on this form as it may be made public. Internal (revenue Service I No. information about Form 990 and Its Instructions is a wwwJm9ov1fom1990. A For the 2015 catendar year, or tax e r be ginnin 27101 20 B Check If applicable: C Name of oiWnlzallon Vista Community Clinic ❑ Address change Doing business as ❑ Name change Number and street (or P.O. box if mail Is not delivered to street address) ❑ Initial return 1000 Vale Terrace ❑ Final rekrmNerminaled City or town, state or province, country, and ZIP or foreign postal code ❑ Amended returnVista CA 92054 ElApplication pending F Name and address of principal olflcer: Fernando Sanudo 16 716 137 IIOOOVaIL,Tei'rece.VisLa,CA92084 I Tax-exempt slaws. V1 507 (c)(3) ❑ 501 c ) -4 (insert no.) ❑ 4947 a 1 J Website: ► 0 K Form of Gmaniaation:n Coraoralicn ❑ Trust ❑ Association ❑ Other ► OMB No. 1545-0047 20015 id ending 0613D 20 16_ D Employer identification number 9 5-281 561 5 Floom/suite E Telephone number G Gross recolpis$ 49,255,311 H(a) Is this a group return for subwdinaW t.. -t Yes n No H(b) Are all subordinates included? ❑ Yes ❑ No or 527 If "No," attach a list. (see instructions) H r) Group exerrplian number 10- L L Year of formation: 1872 1 M Slate of legvt domicile: CA Lender penalties of perjury, I declare that I have examined this return, inciudOV accompanying senecuies ano sraremenrs, ane 10 u1e 0031 or my nr¢rw,0uy0 anu ucnoa ,. ro 1m% correct, and complete. Declaration of preparer (other than officer) is based on all Information of which preparer has any knowledge - Sign ` Signature of officer Date Here Fernando Sanudo CEO 1 Type or print name and title Paid Print/Type preparer's name Prapar ir's signature Date Check ❑ it PTIN Preparer Jeremy - emy Ware self-employed 000642659 Use Only Firm's name ► CHW LLP Firm's EIN ► 47.2251777 Firm's address * 7797 N First Street Suite 16, Fresno, CA 93720 Phone 110, 559-549.5400 May the IRS discuss this return with the preparer shown above? (see instructions) 0 Yes ❑ No For Paperwork Reduction Act Notice, see the separate Instructions. cat. No. 11282Y Form 990 (2015) Summary — 1 Briefly describe the organization's mission or most significant activities: The mission of vista Community Clinic is to -- ....... °' c > c� 2 3 advance community health and ha b rovtdin recess to rainier healEh services and education for those who need it most. —ry - - - Ae._Y.A - g - -- -P ------ ---------------------------------•------------------------••---- ........— —_---------------------- —*-------------- —....... - --- - ---- ------ .._..-......... Check this box 11,-❑ if the organization discontinued its operations or disposed of more than 25% of its net assets. (dumber of voting members of the governing body (Part VI, line 1 a) . . . . . . . . . 3 16 4 5 6 Number of independent voting members of the governing body (Part VI, line 1b) 4 Total number of individuals employed in calendar year 2015 (Part V. line 2a) 5 Total number of volunteers (estimate if necessary)6 16 716 137 a 7a Total unrelated business revenue from Part VIII, column (C), line 12 . . . . . . . . 7a 0 b Net unrelated business taxable income from Form 990-T, line 34 7b 0 PrforYear Current Year y 8 9 10 Contributions and grants (Part Vill, line 1h) . . . . . . . . . . . . Program service revenue (Part VIII, line 2g) . . . . . . . . . Investment income (Part VIII, column (A), lines 3, 4, and 7d) . . . . . 11,881,271 13,667 414 28,797,109 33,960,2Z9 185 408 220,5133 292,654 ,407.140 W 11 Other revenue (Part VIII, column (A), lines 5, 6d, 8c, 9c, 10c, and 11 e) . . . 41,156,442 .1 49,255,366 12 Total revenue—add lines 8 throw h 11 (must equal Part VIII, column (A), line 12) 13 Grants and similar amounts paid (Part IX, column (A), lines 1-3) . . . . . 0 0 0 0 14 Benefits paid to or for members (Part IX, column (A), line 4) . . . . . . 27 567,861 32,765,654 v W x uJ 15 16a bTotal 17 Salaries, other compensation, employee benefits (Part IX, column (A), lines 5-10) Professional fundraising fees (Part IX, column (A), line 11e) . . . . . . fundraising expenses (Part IX, column (D), line 25) No -3112,056 ----- Other expenses (Part IX, column (A), lines 11a-11 d, 11f -24e) . . . . 0 D 12,657,910 13 695,277 40.225 771 46,661,931 18 Total expenses. Add lines 13-17 (must equal Part IX, column (A), line 25) 930,671 2,593,435 19 Revenue less expenses. Subtract line 18 from tine 12 ^ T a— Beginning of Current Year End of Year 56001,560 7 20 Total assets (Part X, line 16)51,965,7S9 9.290,639 10,706,250 ti 21 22 Total liabilities (Part X, line 26) . . . . . . . . . . . . . Net assets or fund balances. Subtract line 21 from line 20 42,675,120 45,295.310 Si nature Block Lender penalties of perjury, I declare that I have examined this return, inciudOV accompanying senecuies ano sraremenrs, ane 10 u1e 0031 or my nr¢rw,0uy0 anu ucnoa ,. ro 1m% correct, and complete. Declaration of preparer (other than officer) is based on all Information of which preparer has any knowledge - Sign ` Signature of officer Date Here Fernando Sanudo CEO 1 Type or print name and title Paid Print/Type preparer's name Prapar ir's signature Date Check ❑ it PTIN Preparer Jeremy - emy Ware self-employed 000642659 Use Only Firm's name ► CHW LLP Firm's EIN ► 47.2251777 Firm's address * 7797 N First Street Suite 16, Fresno, CA 93720 Phone 110, 559-549.5400 May the IRS discuss this return with the preparer shown above? (see instructions) 0 Yes ❑ No For Paperwork Reduction Act Notice, see the separate Instructions. cat. No. 11282Y Form 990 (2015) Form 990 (2015) Page 2 Statement of Program Service Accomplishments Check if Schedule O contains a res onse or note to any line in this Part III 1 Briefly describe the organization's mission: The mission of Vista Community_ Clinic is to advance community health and hope by providing access to premier health services -------------------------- ------------ ----------------------.-..- and education for those who need it most. 2 Did the organization undertake any significant program services during the year which were not listed on the prior Form 990 or 990 -EZ? . . . . . . . .[j✓ Yes ❑ No If "Yes," describe these new services on Schedule O. 3 Did the organization cease conducting, or make significant changes in how it conducts, any program services? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ❑ Yes l] No If "Yes," describe these changes on Schedule O. 4 Describe the organization's program service accomplishments for each of its three largest program services, as measured by expenses. Section 501(c)(3) and 501(c)(4) organizations are required to report the amount of grants and allocations to others, the total expenses, and revenue, If any, for each program service reported. 4a (Code: ) (Expenses $ - . 4o�5os,o?9 including grants of $ _ _ 0) (Revenue $ 45 665,239 ---------- Vista Community Clinicprovided healthcare and health education services to over 59.000patients wit 210,000 patient -- ................ ........------------...---•-----------------------------------------..-_.... --------------------------- encounters during the fiscal year. - -- - -------------------------------------------- ---------------------------------------------------------- 4b (Code: ) (Expenses $ ---------------------- including grants of $ ) (Revenue $ } 4c (Code ) (Expenses $ _ including grants of $ ) (Revenue $ 4d Other program services (Describe in Schedule O.) --------------- --------- T_-_— ---- _--------------------- (Expenses $ o including grants of $ o ) (Revenue $ 0 } 4e Total ❑rpgran1 service gxQgnses t 40.508.079 — Form 990 (2015) Form 990 (2415) Page 3 rMIM Checklist of Required Schedules -' Yes No— 1 Is the organization described in section 501(c)(3) or 4947(x)(1) (other than a private foundation)? If "Yes," complete Schedule A . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 ✓ 2 ✓ 2 Is the organization required to complete Schedule B, Schedule of Contributors (see instructions)? . . . 3 Did the organization engage in direct or indirect political campaign activities on behalf of or in opposition to candidates for public office? If "Yes," complete Schedule C, Part I . . . . . . . . . . . . . . 3 ✓ 4 4 Section 501(c)(3) organizations. Did the organization engage In lobbying activities, or have a section 501(h) election In effect during the tax year? If "Yes,' complete Schedule C, Part It . . . . . . . , . . . 5 ✓ 5 Is the organization a section 501(c)(4), 501(c)(5), or 501(c)(6) organization that receives membership dues, assessments, or similar amounts as defined in Revenue Procedure 98-19? If "Yes," complete Schedule C, Part. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6 ✓ 6 Did the organization maintain any donor advised funds or any similar funds or accounts for which donors have the right to provide advice on the distribution or investment of amounts in such funds or accounts? If "Yes, " complete Schedule D, Part I . . . . . . . . . . . . . . . . . . . . . . . . 7 7 Did the organization receive or hold a conservation easement, including easements to preserve open space, the environment, historic land areas, or historic structures? If "Yes," complete Schedule D, Part 11 . . . 8 ✓ 8 Did the organization maintain collections of works of art, historical treasures, or other similar assets? If "Yes," complete Schedule D, Part III . . . . . . . . . . . . . . . . . . . . . . . . . . 9 ✓ 9 Did the organization report an amount In Part X, line 21, for escrow or custodial account liability, serve as a custodian for amounts not listed in Part X; or provide credit counseling, debt management, credit repair, or debt negotiation services? If "Yes, " complete Schedule D, Part IV . . . . . . . . . . . . . . 10 10 Did the organization, directly or through a related organization, hold assets in temporarily restricted endowments, permanent endowments, or quasi -endowments? if "Yes," complete Schedule D, Part V 11 If the organization's answer to any of the following questions is "Yes," then complete Schedule D, Parts VI, VII, VIII, IX, or X as applicable. a Did the organization report an amount for land, buildings, and equipment in Part X, line 10? If "Yes," complete Schedule D, Part VI . . . . . . . . . . . . . . . . . . . . . . . . . . 11a ✓ 11b_ b Did the organization report an amount for Investments—other securities in Part X, line 12 that is 5% or more of its total assets reported in Part X, line 16? If "Yes," complete Schedule D, Part VII . . . . . . . . 11a +� c Did the organization report an amount for investments—program related in Part X, line 13 that is 5% or more of its total assets reported in Part X, line 16? 1f "Yes," complete Schedule D, Part Vlll . . . . . . . . 1 id ✓ d Did the organization report an amount for other assets in Part X, line 15 that Is 5% or more of Its total assets reported in Part X, line 16? It "Yes," complete Schedule D, Part IX . . . . . . . . . . . . . . lie ✓ e Did the organization report an amount for other liabilities in Part X, line 25? If "Yes," complete Schedule D, Part X f Did the organization's separate or consolidated financial statements for the tax year include a footnote that addresses the organization's liability for uncertain tax positions under FIN 48 (ASC 740)? If "Yes," complete Schedule D, Part X . 12a Did the organization obtain separate, independent audited financial statements for the tax year? If "Yes, " complete Schedule D, Paris XI and X11 . . . . . . . . . . . . . . . . . . . . . . . . . . . 11f ✓ 12a 12b ✓ b Was the organization included In consolidated, independent audited financial statements for the tax year? If "Yes," and if the organization answered "No" to line 12a, then completing Schedule D, Parts XI and A is optional 13 J 13 Is the organization a school described in section 170(b)(1)(A)(ii)? if "Yes," complete Schedule E . . . . 14a Did the organization maintain an office, employees, or agents outside of the United States? . . . . . b Did the organization have aggregate revenues or expenses of more than $10,000 from grantmaking, fundraising, business, Investment, and program service activities outside the United States, or aggregate foreign investments valued at $100,000 or more? If "Yes," complete Schedule F, Parts I and IV. . . . . 14a ✓ 14b J 15 ✓ 15 Did the organization report on Part IX, column (A), line 3, more than $5,000 of grants or other assistance to or for any foreign organization? If "Yes," complete Schedule F, Parts 1I and IV . . . . . . . . . . . 16 ✓ 16 Did the organization report on Part IX, column (A), line 3, more than $5,000 of aggregate grants or other assistance to or for foreign individuals? If "Yes," complete Schedule F Parts 111 and 1V. 17 ✓ _ 17 Did the organization report a total of more than $15,000 of expenses for professional fundraising services on Part IX, column (A), lines 6 and 11e? If "Yes," complete Schedule G, Part 1(see instructions) . . . . . 18 ✓ 18 Did the organization report more than $15,000 total of fundraising event gross income and contributions on Part VIII, lines 1c and Be? If "Yes," complete Schedule G, Part 11 . . . . . . . . . . . . . . . 19 ✓ 19 Did the organization report more than $15,000 of gross Income from gaming activities on Part VIII, line 9a? if "Yes," complete Schedule G, Part Ill — — — - — Form 990 (2015) Form 990 (2015) Page 4 Checklist of Required Schedules continued _ Yes No 20 a Did the organization operate one or more hospital facilities? If "Yes," complete Schedule M . . . . . . 20a ✓ 20b b If "Yes" to line 20a, did the organization attach a copy of its audited financial statements to this return? 21 Did the organization report more than $5,000 of grants or other assistance to any domestic organization or domestic government on Part IX, column (A), line 1? If "Yes," complete Schedule 1, Parts 1 and Il . . . . 21 ,I 22 r/ 22 Did the organization report more than $5,000 of grants or other assistance to or for domestic Individuals on Part IX, column (A), line 2? if "Yes, " complete Schedule 1, Parts l and 111 . . . . . . . . . . . . 23 ✓ 23 Did the organization answer "Yes" to Part VII, Section A, line 3, 4, or 5 about compensation of the organization's current and former officers, directors, trustees, key employees, and highest compensated employees? If "Yes," complete Schedule J . . . . . . . . . . . . . . . . . . . . . 24a ✓ 24a Did the organization have a tax-exempt bond issue with an outstanding principal amount of more than $100,000 as of the last day of the year, that was issued after December 31, 2002? if "Yes," answer lines 24b through 24d and complete Schedule K. If "No, " go to line 25a . . . . . . . . . . . . . . 24b b Did the organization Invest any proceeds of tax-exempt bonds beyond a temporary period exception? . . c Did the organization maintain an escrow account other than a refunding escrow at any time during the year to defease any tax-exempt bonds? . . . . . . . . . . . . . . . . . . . . . . . 24c 24d d Did the organization act as an "on behalf of" Issuer for bonds outstanding at any time during the year? . . 25a Section 501(c)(3), 501(c)(4), and 501(c)(29) organizations. Did the organization engage in an excess benefit transaction with a disqualified person during the year? If "Yes, " complete Schedule L, Part I . . . . . 259 ✓ 25b ✓ b Is the organization aware that it engaged in an excess benefit transaction with a disqualified person in a prior year, and that the transaction has not been reported on any of the organization's prior Forms 990 or 990 -EZ? If "Yes," complete Schedule L, Part I . . . . . . . . . . . . . . . . . . . . . . . 26 ✓ 26 Did the organization report any amount on Part X, line 5, 6, or 22 for receivables from or payables to any current or former officers, directors, trustees, key employees, highest compensated employees, or disqualified persons? If "Yes," complete Schedule L, Part 11 . . . . . . . . . . . . . . . . 27 ✓ 27 Did the organization provide a grant or other assistance to an officer, director, trustee, key employee, substantial contributor or employee thereof, a grant selection committee member, or to a 35°x6 controlled entity or family member of any of these persons? If "Yes," complete Schedule L, Part 111 . . . . . . . 28 Was the organization a party to a business transaction with one of the following parties (see Schedule L, Part IV instructions for applicable filing thresholds, conditions, and exceptions): a A current or former officer, director, trustee, or key employee? if "Yes," complete Schedule L, Part IV b A family member of a current or former officer, director, trustee, or key employee? If "Yes," complete Schedule L, Part IV . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28a J 28b J 28c ✓ c An entity of which a current or former officer, director, trustee, or key employee (or a family member thereof) was an officer, director, trustee, or direct or indirect owner? If `Yes," complete Schedule L, Part IV . . . 29 ✓ 29 Did the organization receive more than $25,000 in non-cash contributions? If "Yes," complete Schedule M 30 Did the organization receive contributions of art, historical treasures, or other similar assets, or qualified conservation contributions? If "Yes," complete Schedule M . . . . . . . . . . . . . . . . 30 ✓ 31 ✓ 31 Did the organization liquidate, terminate, or dissolve and cease operations? If "Yes," complete Schedule N, Parti . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 1 ✓ 32 Did the organization sell, exchange, dispose of, or transfer more than 25% of its net assets? If "Yes," complete Schedule N, Part It . . . . . . . . . . . . . . . . . . . . . . . . . . 33 ✓ 33 Did the organization own 100% of an entity disregarded as separate from the organization under Regulations sections 301.7701-2 and 301.7701-3? if "Yes," complete Schedule R, Pan I . . . . . . . . . . . 34 34 Was the organization related to any tax-exempt or taxable entity? 1f "Yes," complete Schedule R, Part 1I, ill, or IV, and Part V, line 1 . . . . . . . . . . . . . . . . . . . . . . . . . . . 35a Did the organization have a controlled entity within the meaning of section 512(b)(13)? . . . . . . . b If "Yes" to line 35a, did the organization receive any payment from or engage In any transaction with a controlled entity within the meaning of section 512(b)(13)? If "Yes," complete Schedule R, Part V, line 2 . . 35a ✓ 35b 36 ✓ 36 Section 501(c)(3) organizations. Did the organization make any transfers to an exempt non -charitable related organization? If "Yes, " complete Schedule R, Part V, line 2 . . . . . . . . . . . . - 37 ✓ 37 Did the organization conduct more than 5% of its activities through an entity that Is not a related organization and that is treated as a partnership for federal income tax purposes? If "Yes," complete Schedule R, Part VI . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 38 ✓ 38 Did the organization complete Schedule O and provide explanations In Schedule 0 for Part VI, lines 11b and 19? Note. All Form 990 filers are required to complete Schedule O. W Form 990 (2015) Form 990 (2015) Page 5 ' Statements Regarding Other IRS Filings and Tax Compliance Check if Schedule O contains a response or note to any line In this Part V T . - - Yes No 9a Enter the number reported in Box 3 of Form 1096. Enter -0- if not applicable . . . . 1a 49 b Enter the number of Forms W-2G included in line 1 a. Enter -0- If not applicable . . . 1 b D . c Did the organization comply with backup withholding rules for reportable payments to vendors and ny reportable gaming (gambling) winnings to prize winners? . . . . . . . . . . . . . . . . . 1a W J 2a Enter the number of employees reported on Form W-3, Transmittal of Wage and Tax Statements, filed for the calendar year ending with or within the year covered by this return 2a 716 b If at feast one is reported on line 2a, did the organization file all required federal employment tax returns? 2b J Note. if the sum of lines 1 a and 2a Is greater than 250, you may be required to a-file (see instructions) . M �.'=h' MA 3a Did the organization have unrelated business gross income of $1,000 or more during the year? . . . . 3a ✓ b If "Yes," has it filed a Form 990-T for this year? if "No" to line 3b, provide an explanation in Schedule O . . 3b 4a At any time during the calendar year, did the organization have an Interest in, or a signature or other authority over, a financial account in a foreign country (such as a bank account, securities account, or other financial account)? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4a ✓ b If "Yes," enter the name of the foreign country: ► be. r4rs,„i - -------------•-------------- --------- --- See instructions for filing requirements for FInCEN Form 114, Report of Foreign Bank and Financial Accounts (FBAR).'i N 5a Was the organization a party to a prohibited tax shelter transaction at any time during the tax year? . . . 5a ✓ b Did any taxable party notify the organization that it was or is a party to a prohibited tax shelter transaction? 5b V' c If "Yes” to line 5a or 5b, did the organization file Form 6886-T? . . . . . . . . . . . . . . . 5c 6a Does the organization have annual gross receipts that are normally greater than $100,000, and did the organization solicit any contributions that were not tax deductible as charitable contributions? . . . . . Ba ✓ b If "Yes," did the organization include with every solicitation an express statement that such contributions or gifts were not tax deductible? . . . . . . . . . . . . . . . . . . . . . . . . . . 6b 7 Organizations that may receive deductible contributions under section 170(c). a Did the organization receive a payment in excess of $75 made partly as a contribution and partly for goods and services provided to the payor? . . . . . . . . . . . . . . . . . . . . . . . 7a b If "Yes," did the organization notify the donor of the value of the goods or services provided? . . . . . 7b c Did the organization sell, exchange, or otherwise dispose of tangible personal property for which It was required to file Form 8282? . . . . . . . . . . . . . . . . . . • . . • 7c d If "Yes," indicate the number of Forms 8282 filed during the year . . . . . . . . 7d e Did the organization receive any funds, directly or Indirectly, to pay premiums on a personal benefit contract? 7e f Did the organization, during the year, pay premiums, directly or indirectly, on a personal benefit contract? . 7f g if the organization received a contribution of qualified intellectual property, did the organization file Form 8899 as required? 7 h If the organization received a contribution of cars, boats, airplanes, or other vehicles, did the organization file a Form 1098-C7 7h 8 Sponsoring organizations maintaining donor advised funds. Did a donor advised fund maintained by the sponsoring organization have excess business holdings at any time during the year? . . . . . . . 8 9 Sponsoring organizations maintaining donor advised funds. a Did the sponsoring organization make any taxable distributions under section 4966? . . . . . . . . 9a b Did the sponsoring organization make a distribution to a donor, donor advisor, or related person? . . . 9b 10 Section 501(c)(7) organizations. Enter: _ a Initiation fees and capital contributions included on Part VIII, line 12 . . . . . . . 1 Da i b Gross receipts, included on Form 990, Part VIII, line 12, for public use of club facilities 10b� 11 Section 501(c)(12) organizations. Enter: a Gross income from members or shareholders . . . . . . . .. . _iia b Gross income from other sources (Do not net amounts due or paid to other sources against amounts due or received from them.) . 11b { . M 12a Section 4947(a)(1) non-exempt charitable trusts. Is the organization filing Form 990 in lieu of Form 10417 12a A b If "Yes," enter the amount of tax-exempt interest received or accrued during the year. 12b 13 Section 501(c)(29) qualified nonprofit health insurance issuers. a is the organization licensed to issue qualified health plans in more than one state? . . . . . . . . 13a Note. See the instructions for additional information the organization must report on Schedule O.� b Enter the amount of reserves the organization is required to maintain by the states in which the organization is licensed to issue qualified health plans . , . . . . . . . . M c Enter the amount of reserves on hand . . . . . . . . . . . . . . . . . 11-3c ,: 14a Did the organization receive any payments for indoor tanning services during the tax year? . . . . . . 14a J b If "Yes," has it filed a Form 720 to report these payments? If 'No," pmvide an ex lanation in Schedule O . 14b Form 990 (2015) Farm 990 (2015) Page 6 EM Governance, Management, and Disclosure For each "Yes" response to fines 2 through 7b below, and for a "No" response to fine 8a, 8b, or 10b below, describe the circumstances, processes, or changes in Schedule 0. See instructions. Check if Schedule O contains a response or note to any line in this Part VI . 0 Section A. Governing Body and Management 10b Yes No la Enter the number of voting members of the governing body at the end of the tax year. 1a tfi If there are material differences In voting rights among members of the governing body, or : =;r_ ✓ +' J If the governing body delegated broad authority to an executive committee or similar committee, explain In Schedule O. b Enter the number of voting members included in line 1 a, above, who are independent 1b 2 Did any officer, director, trustee, or key employee have a family relationship or a business relationship with any other officer, director, trustee, or key employee? . . . . . . . . . . . . . . . . . . �<' - 2 - s 3 Did the organization delegate control over management duties customarily performed by or under the direct 13 Did the organization have a written whistleblower policy? . . . . . . . . . . . . . . . . . 14 Did the organization have a written document retention and destruction policy? . . . . . . . . . 15 Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision? 14 ✓ supervision of officers, directors, or trustees, or key employees to a management company or other person? 3 a The organization's CEO, Executive Director, or top management off iclal . . . . . . . . . . . . b Other officers or key employees of the organization . . . . . . . . . . . . . . . . . . . If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions). lea Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? . . . . . . . . . . . . . . . . . . . . . . . . 15a 4 Did the organization make any significant changes to its governing documents since the prior Form 990 was filed? 5 Did the organization become aware during the year of a significant diversion of the organization's assets? . 6 Did the organization have members or stockholders? . . . . . . . . . . . . . . . . . . 7a Did the organization have members, stockholders, or other persons who had the power to elect or appoint 4 ✓ ✓ 5 b If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its in joint venture arrangements under applicable federal tax law, and take steps to safeguard the participation 9 PP � P g ✓ 6 organization's exempt status with respect to such arrangements? . . . . . . ✓ one or more members of the governing body? . . . . . . . . . . . . . . . . . . . . 7a 7b ✓ b Are any governance decisions of the organization reserved to (or subject to approval by) members, stockholders, or persons other than the governing body? . . . . . . . . . . . . . . . . . 8 Did the organization contemporaneously document the meetings held or written actions undertaken during. the year by the following:_+?s a The governing body? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . b Each committee with authority to act on behalf of the governing body? . . . . . . . . . . . . , 8a ✓ ;• ` 8b ✓ g ✓ 9 Is there any officer, director, trustee, or key employee listed in Part VII, Section A, who cannot be reached at the organization's mailing address? If "Yes," provide the names and addresses In Schedule O . . . . . Section B. Policies (chis Section B requests information about policies not r uired by the internal Revenue Cade) 10a Did the organization have local chapters, branches, or affiliates? . . . . . . . . . . . . . . b If "Yes," did the organization have written policies and procedures governing the activities of such chapters, affiliates, and branches to ensure their operations are consistent with the organization's exempt purposes? 10a J 10b Ila Has the organization provided a complete copy of this Form 990 to all members of its governing body before filing the form? b Describe In Schedule O the process, if any, used by the organization to review this Form 990. 12a Did the organization have a written conflict of interest policy? if "No,"go to line 13 . . . . . . . . b Were officers, directors, or trustees, and key employees required to disclose annually interests that could give rise to conflicts? Ila ✓ 12a ✓ 121 J 12c ✓ c Did the organization regularly and consistently monitor and enforce compliance with the policy? if "Yes," describe in Schedule O how this was done . . . . . . . . . . . . . . . . . . . . . . 13 ✓ 13 Did the organization have a written whistleblower policy? . . . . . . . . . . . . . . . . . 14 Did the organization have a written document retention and destruction policy? . . . . . . . . . 15 Did the process for determining compensation of the following persons include a review and approval by independent persons, comparability data, and contemporaneous substantiation of the deliberation and decision? 14 ✓ ` 3 A a The organization's CEO, Executive Director, or top management off iclal . . . . . . . . . . . . b Other officers or key employees of the organization . . . . . . . . . . . . . . . . . . . If "Yes" to line 15a or 15b, describe the process in Schedule O (see instructions). lea Did the organization invest in, contribute assets to, or participate in a joint venture or similar arrangement with a taxable entity during the year? . . . . . . . . . . . . . . . . . . . . . . . . 15a ✓ 15b ✓ lea t . ✓ b If "Yes," did the organization follow a written policy or procedure requiring the organization to evaluate its in joint venture arrangements under applicable federal tax law, and take steps to safeguard the participation 9 PP � P g organization's exempt status with respect to such arrangements? . . . . . . 16b 17 List the states with which a copy of this Form 990 is required to be filed ► CA 18 Section 6104 requires an organization to make its Forms 1023 (or 1024 if applicable), 990, and 990-T (Section 501(c)(3)s only) available for public inspection. indicate how you made these available. Check all that apply. ❑ Own website ❑ Another's website ✓❑ Upon request ❑ Other (explain in Schedule O) 19 Describe in Schedule O whether (and it so, how) the organization made its governing documents, conflict of Interest policy, and financial statements available to the public during the tax year. 20 State the name, address, and telephone number of the person who possesses the organization's books and records: 10 - Michele Michele Lambert, 7601631-5000 1000 Vale Terrace, Vista, CA 92084 Form 990 (2015) Form 990 (2015) Page 7 Compensation of Officers, Directors, Trustees, Key Employees, Highest Compensated Employees, and Independent Contractors Check if Schedule C contains a response or note to any line in this Part VII . _ . O Section & Officers, Directors, Trustees, Key Empl�yees, and Highest Compensated Em io ees 1a Gotnplete this table for all persons required to be listen. Report compensation for the calendar year ending with or within the organization's tax year. • List all of the organization's current officers, directors, trustees (whether individuals or organizations), regardless of amount of compensation. Enter -0- in columns (D), (E), and (F) if no compensation was paid. • List all of the organization's current key employees, If any. See instructions for definition of "key employee." • List the organization's five current highest compensated employees (other than an officer, director, trustee, or key employee) who received reportable compensation (Box 5 of Form W-2 and/or Box 7 of Form 1099-MISC) of more than $100,000 from the organization and any related organizations. • List all of the organization's former officers, key employees, and highest compensated employees who received more than $100,000 of reportable compensation from the organization and any related organizations. • List all of the organization's former directors or trustees that received, In the capacity as a former director or trustee of the organization, more than $10,000 of reportable compensation from the organization and any related organizations. List persons in the following order: individual trustees or directors; institutional trustees; officers; key employees; highest compensated employees; and former such persons. r -t r ..hQrk this hnx if neither the ❑rriAniration nor anv related ❑roanizatlon compensated anv current officer, director, or trustee. Form yWU tWlb) (c) 8 () Position fDl tE) (F)(A) Mame and Title Average (do not check more than one box, unless person is both an Reportable Reportable Estimated hours per officer and a directorltrustee) compensation compensation frOrr, amount of week gist any hours fora from the related organizations other compensation _ z T 2 related Z a i 3 organization lv1 211099-Mfs(} (W-2/1099-MISC) from the organization orgaMM11W., below dotted 4 9' m and related line) organizations ,Angela Perez ......_..-- -- ._ .W. - - 1 --- Board President 0 ✓ 0 0 0 Jose Aponte 1 ----•--•.................. r- ------•-- board Vice President 0 ✓ 0 0 cl Dionicia Dzwi alski ------ --_------------------------ Board Treasurer 0 ✓ 0 0 0 Olivia Gonzalez 1 Board Secrqtary 0 ✓ 0 0 0 8oard Member 0 ✓ 0 0 0 James Hagar ........ Board Member 0 ✓ 0 0 0 Michael Hire ----- -•--- ------------------- - -- ..... _-------------------- Board Member o ✓ 0 0 0 Monica Nava ?___, ___•• Board Member W..�. ._-.. •--0 ✓ 0 0 0 Anne Sfreraw - -- -. - - - .�. O.._.. Board Member ✓ 0 0 0 Robert Gates ....... ---- - .•--------------------------------------•-..--...... Board Member 0✓ 0 0 0 Antonio Mora - - - - -I - ---- - •---•--•---------•------•-- -------------------------------- Board Member 0 Board ✓ 0 0 0 Frieda Brands?_. ------------------------------------------------•-- - Board Member 0 ✓ 0 0 __ D ------pi - _Mark --------------------- Board Member 0 ✓ 0 0 �.. Troxa----•------. --------- - ^� ^ -- -- _Joseph Board Member 0 ✓ 0 0 a Form yWU tWlb) Form 990 (2015) Page 8 BRIM Section A. O flcers, Directors, Trustees, Key Employees, and Highest Cam ensated Employees(confi?U64 2 Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the o anization ► 48 T _ 3 Did the organization list any former officer, director, or trustee, key emp(oyee, or highest compensated employee on line 1 a? if "Yes," complete Schedule J for such individual . . . . . . . . . . . . 4 For any individual listed on line la, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? if "Yes," complete Schedule J for such individual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Did any person listed on line la receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule J for such person . . . . . Section B. Independent Contractors 1 Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization's tax year. (A) - Name and business address (C) lc) Compensation Sandra Loper, 1000 Vale Terrace Vista CA 92084 Ph sician 6 (A)() Position (D) (E) (F) Architect (do not check more than one Name and title Average box, unless person Is both an Reportable Reportable Estimated hours per officer and a director/trustee) compensation compensation from amount of week (list sen from related other hours for S 4 0 0 x — T the organizations compensation related n V organization (w-2/1099-MISC) from the organlzutloros (1N-2/1099-MI5C) organization below dotted and related line) iB organizations 5ortya VilEegas_..»..�..�. -----F- Board Member 0 ✓ 0 JanFrates ............. .. 1 - — �.........».._.,...._.� Board Member 0 ✓ 0 0 0 Fernando Sanudo40 CEO 0 ✓ 286,9981 0 8.487 Kelly Motadel 40 Chief Medical Officer 0 ✓ 245,850 0 a 509 Michele Lambert 40 CFO 0 ✓ 202,380 0 6,987 Christos Karanikkis 40 Physician 0 ✓ 1 282,240 0 5.484 Orna Gil 40 Physician ✓ 259,876 0 0 DonaldOn9..._._.--•----------__._._.._._�....,_-.....-- _-_-40 _•_ Physician 0 ✓ 251,340 0 81812 Melissa Hawkins40 .._ ........ ^ - ------ - --. ... . . — .......... - -- - Physic ian 0 ✓ 236,137 0 4,923 Omid Ashouri _--_--_--- ___ 40 -------------------- ,:�.:_..,........_..... Physician 0 �/ 199,874 0 0 1 b Sub -total . . . . . . . . . . . . . . . . . . . ► 1,964,695 0 44,202 c Total from continuation sheets to Part Vll, Section A . . . . . ► 1,964,6951 0 44,202 d Total (add lines 1b and 1 cj . ► 2 Total number of individuals (including but not limited to those listed above) who received more than $100,000 of reportable compensation from the o anization ► 48 T _ 3 Did the organization list any former officer, director, or trustee, key emp(oyee, or highest compensated employee on line 1 a? if "Yes," complete Schedule J for such individual . . . . . . . . . . . . 4 For any individual listed on line la, is the sum of reportable compensation and other compensation from the organization and related organizations greater than $150,000? if "Yes," complete Schedule J for such individual . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 Did any person listed on line la receive or accrue compensation from any unrelated organization or individual for services rendered to the organization? If "Yes," complete Schedule J for such person . . . . . Section B. Independent Contractors 1 Complete this table for your five highest compensated independent contractors that received more than $100,000 of compensation from the organization. Report compensation for the calendar year ending with or within the organization's tax year. (A) - Name and business address - ls) Description of services lc) Compensation Sandra Loper, 1000 Vale Terrace Vista CA 92084 Ph sician 189,024 C5 Physician Assistants 300 Carlsbad Village Suite 108A Carlsbad CA 92008 Physician 229,020 LMA Consulting_ 1228 University Avenue Suite 200, San Ditgo, CA 92103 Architect 134,236 2 Total number of independent contractors (including but not limited to those listed above l who received more than $100,000 of compensation from the organization ► P 9 3w r `, " _=' _ 2 Form 990 (2015) Form 990 (2015) Page 9 Statement of Revenue r.hAnk if Reharir dA n cnntnins A rasnnnsa or note to anv line in this Part VIII . . ❑ "' = d a L=¢l =its. ``F„•' _ ,, r �x"��� ;:` (4) Total revenue tC1 Related or exempt (C) ilnrelated business D Revenue exctuded from tax Function revenue under sections revenua - 572 Sid 1aFederated campaigns 1a o'-�=:' 23 b Membership dues . . . . 1b 0 c Fundraising events . . . . 10 176,840 ; � d Related organizations id 0 L,.,,;; . N E e Government grants (contributions) 1e 10,627,759 rn�`:' A f All other contributions, gifts, grants, and similar amounts not Included above 1f 2,862,815 e g Noncash contributions Included in lines 1a-1 f: $ 167,62 ----------- U `m h Total. Add lines 1a -1f . . . ► 13,667_,4141 _� „_•. _-.-:: _�...-_ w: _-, m Business Code 2a Not patient service revenue _ .... 33,960,229 3229 0 0 624000 o� b __-- ......—.._..w.. d E •-----_._. .. .---............ ._.... ..—._�_ . e f All other program service revenue , o 0 01 0 33,960229 a 9 Total. Add lines2a-2f ► 3 Investment income (including dividends, interest, and other slmilar amounts) . . . . . . . ► 215,648 0 0 215,548 0 0 0 0 4 Income from investment of tax-exempt bond proceeds ► 0 0 0 0 5 Royalties ► 1p'. a;"• s����. -; i g'�j;e' st (i) Real (ii) Personal 6a Gross rents'#- �" Y b Less: rental expenses c Rental income or (loss) 0 0,r d Net rental income or loss . ■ 7a Gross amount from sales of (1 securities (IQ other assets other than inventory 0 4,935 b Less: cost or other basis`-'` and sales expenses 0 0 c Gain or (loss) __'__0 d Net gain or (loss) . . . _ ► 4,W5 0 0 41938 3 8a Gross income from fundraising ami events (not including $ 176,840 = t. m of contributions reported on line 1c), See Part )V, line 16 . . . . b less; direct expenses . . . . b_ c Net income or (loss) from fundraising events ► f}a Grass income from gaming activities.000_06`% See Part IV, line 19 . , . . a kj _ t ;�;,h.-. 0 b less. direct expenses . . . . b f( c Net income or (loss) from gaming activities ■ r f �U 10a Gross sales of inventory, lessrLL. returns and allowances . . a b less: cost of goods sold . . . b c Net income or (loss) from sales of inventory . ► Mlscellaneous Revenue Business Codes Ila Meaningful Use and other Incentives_ 621400 -•------- 1,346,470 1,346,470 0 0 b --- _. —--•--- .............------- C. 60.670 60,670 0 - 0 -- - w ...._—_------•------•--------- d All other revenue 1.407,140 _ e Total. Add lines 11 a-11 d . . . . . . ► 49.255,366 35,367,369 0 22o'581 12 Total revenue. See instrucfions. . ► Form JJV (2015) Form 990 (2015) Page W Statement of Functional Expenses Section 501(c)(3) and 501(c)(4) organizations must complete all columns. AA other organizations must complete column (A). nhprlt if Snharli On n nnntninc a rAcnnnGa nr Ante to anv line in this Part Ix ❑ An not include amounts reported on lines 6b, 7b, 8b 9b and 10b Of Part Vlll. (A) Total expenses (a) Program service expenses Ic) Management and generalexpenses �o) Fun ralsIng expenses 1 Grants and other assistance to domestic organizations and domestic governments. See Part IU, line 21 • -�-:r a;� �= S,i'rr_:��s �� _ 10 -0- Mom 2 Grants and other assistance to domestic individuals, See Part IV, line 22 . . . 3 Grants and other assistance to foreignl organizations, foreign governments, and foreign individuals. See Part IV, lines 15 and 16 . _f 4 Benefits paid to or for members . . . . r 5 Compensation of current officers, directors, trustees, and key employees . . . . . 6 Compensation not included above, to disqualified persons (as defined under section 4958(f)(1)) and persons described in section 4958(c)(3)(B) . . 32,765,654 29 090,307 3,497,121 178,226 7 Other salaries and wages . . . , . . _ 8 Pension plan accruals and contributions (include section 401(k) and 403(b) employer contributions) 9 Other employee benefits . . . . . . . 10 Payroll taxes . _ . . . . . . . . . 11 Fees for services (non -employees): a Management . . . . . . . . . . b Legal . . . . . . . . . . . . . c Accounting . . . . . . . . . . . d Lobbying . . . . . . . . . . . . :-_.:�..:.;•,..,,,-,,,, ...,. - _,, e Professional fundraising services. See Part IV, line 17 f Investment management fees . . . . . g Other. (If line 11g amount exceeds 10% of line 25, column (A) amount, list line 11g expenses on Schedule 0,) , . 2.877.235 2,358,657 518,540 38 12 Advertising and promotion , . . . . . 13 Office expenses . . . . . . . . . _ __•_ ____ 14 Information technology . . . . . . 15 Royalties . . . . . . . . . . . . 1,446,533 1,311,955 133,216 1,3$2 16 Occupancy . . . . . . . . . . . 280,874 219,423 61,451 17 Travel . . . . . . . . . . . . . 18 Payments of travel or entertainment expenses for any federal, state, or local public officials _ 19 Conferences, conventions, and meetings 195,652 195,652- 20 Interest . . . . . . . . . . . . 21 Payments to affiliates . . . . . . . . 1,576,468 1,433,741 141,179 1,548 22 Depreciation, depletion, and amortization 250,164 190,076 59,971 117 23 Insurance . . . . . . . . . . . . .5 J" y a 24 Other expenses. Itemize expenses not coveredy above (List miscellaneous expenses in line 24e. If line 24e amount exceeds 10% of line 25, column (A) amount, list line 24e expenses on Schedule 0.) 3,570,027 3,556,182 13,845 0 a Medical Supplies .--------...__.�..._.. _._. b.... ......... c___________ __ .... d 3,699,324 2,347 738 1,220,821 130,765 -------------------- ses 46,661,931 40,508,079 5,841,796 312,056 _ 25 Total functional expenses. Add lines 1 through 24e 26 Joint costs. Complete this line only if the organization reported in column (B) joint costs from a combined educational campai n and fundraisingg solicitation. Check here 10 -if following SOP 96-2 (ASC 958-720) Form VW V (2U1 b) Form 990 (2015) 11 ce [ :hrark if Re heriula 0 contains a resoonse or note to anv line in this Part X LJ Form 5aU(2015) (A) (B) Beginning of year End of year 1 Cash ---non-interest-bearing . . . . . . . . . . . 5,143,674 1 3,760,006 11,0481219 2 13,402,764 2 Savings and temporary cash investments . . . . . . . , . . 854,659 3 911R,780 3 Pledges and grants receivable, net . . . . . . . . . . . . 2,365.o84 4 x,732,805 4 Accounts receivable, net . . . . . . 5 - 5 Loans and other receivables from current and former officers, directors, trustees, key employees, and highest compensated employees. Complete Part ll of Schedule L . . . . . . . . . . . . . 6 Loans and other receivables from other disqualified persons (as defined under section 4958(f}(1)), persons described in section 4958(c)(3)(B), and contributing employers and sponsoring organizations of section 501(c)(9) voluntary employees' beneficiary° organizations (see instructions). Complete Part II of Schedule L . . . . . . . 6 7 1dd,od0 0 7 Notes and loans receivable, net . . . . . . . . . . . . 8 Inventories for sale or use 16 589 8 j 12,811 530,012 9 823,550 9 Prepaid expenses and deferred charges . , . . . . � WIrother 10a Land buildings, and equipment: cost or basis, Complete Part VI of Schedule D10a 43,844,933xl b Less: accumulated depreciation . . . . 10b 11,739,551 31,563 286 10c 32,105,372 11 11 Investments—publicly traded securities , . 12 12 Investments—other securities. See Part IV, line 11 , . . . , . . 13 13 Investments—program-related. See Part IV, line 11 14 14 Intangible assets . . . . . . . . . . . . . . . . . 444,236 15 2,145 484 15 Other assets. See Part IV, line 11 . . . . . . . . . . . . . 51,965,759 16 56,001,560 16 Total assets. Add lines 1 through 15 imust equal line 34 17 Accounts payable and accrued expenses . . . . . . . . . . 3,111,468 17 2,860,906 18 18 Grants payable . . . . . . . . . . . . . . . . . . . 409,628 19 2,810,391 19 Deferred revenue . . . . . . . . . . . . . . . . . . 20 20 Tax-exempt bond liabilities . . . . . . . . . . . _ 21 21 Escrow or custodial account liability. Complete Part IV of Schedule D . y m 22 Loans and other payables to current and former officers, directors, trustees, key employees, highest compensated employees, and M disqualified persons. Complete Part 11 of Schedule L . . . . . . 23 Secured mortgages and notes payable to unrelated third parties 22 _ 5.769.543 23 24 ____5_,034,953 24 Unsecured notes and loans payable to unrelated third parties 25 Other liabilities (including federal income tax, payables to related third parties, and other liabilities not Included on lines 17-24). Complete Part X 0 of Schedule D . . . . . . . . . . . . . . . . . . . 25 9,290,639 26 10 706,250 26 Total liabilities. Add lines 17 through 25 Organizations that follow SFAS 117 (ASC 958), check here ► ❑r and complete lines 27 through 29, and lines 33 and 34. 27 Unrestricted net assets . . . . . . . . . . . . . . . . 28 Temporarily restricted net assets . . . . . . . . . . . . . ,,7 42 417,071 27 45,054,696 258 049 28 240,615 o 29 m LL N31 a 29 Permanently restricted net assets . . . . . . . . . . . . . Organizations that do not follow SFAS 117 (ASC 958), check here ► ❑ and complete lines 30 through 34. 30 Capital stock or trust principal, or current funds . . . . . . . . Paid -in or capital surplus, or land, building, or equipment fund . . . 32 Retained earnings, endowment, accumulated income, or other funds o _ 30 _ 31 32 42,675,1201 33 45 295,310 Z 33 Total net assets or fund balances . . . . . . . . . . . . . 34 Total liabilities and net assets/fund balances 51,965,759' 34 56 001,560 Form 5aU(2015) Form 990 (2015) Page 12 Reconciliation of Net Assets Check If Schedule O contains a response or note to any line in this Part XI ❑ 1 Total revenue (must equal Part VIII, column (A), line 12) . . . . . . . . . . . . . . 1 49,255,366 2 Total expenses (must equal Part IX, column (A), line 25) . . . . . . . . . . . . . 2 46,661,937 3 Revenue less expenses. Subtract line 2 from line 1 . . . . . . . . . . . . . . . 3 2,593,135 4 Net assets or fund balances at beginning of year (must equal Part X, line 33, column (A)) . 4 42 675,120 5 Net unrealized gains (losses) on investments . . . . . . . . . . . . . . . . . 5 26,755 6 Donated services and use of facilities . . . . . . . . . . . . . . . . . . . 6 0 7 Investment expenses . . . . . . . . . . . . . . . ... . . . . . . . . 7 a 8 Prior period adjustments . . . . . . . . . . . . . . . . . . . . . . . 8 0 9 Other changes in net assets or fund balances (explain In Schedule O) . . . . . . . . . 9 0 10 Net assets or fund balances at end of year. Combine lines 3 through 9 (must equal Part X, line 33, column (B)) . . . . . . . . . . . , . . . . . 10 46,295 310 IS= Financial Statements and Reporting Check If Schedule O contains a response or note to any line in this Part XII . 0 Form 990 (2015) Yes No -i Accounting method used to prepare the Form 990: ❑ Cash ✓❑ Accrual ❑ Other _ If the organization changed its method of accounting from a prior year or checked "Other," explain In 11 1 Schedule O. 2a Were the organization's financial statements compiled or reviewed by an independent accountant? . . . 2a ✓ If "Yes," check a box below to indicate whether the financial statements for the year were compiled or reviewed on a separate basis, consolidated basis, or both: ❑ Separate basis ❑ Consolidated basis ❑ Both consolidated and separate basis b Were the organization's financial statements audited by an Independent accountant? . . . . . . If "Yes," check a box below to indicate whether the financial statements for the year were audited on a separate basis, consolidated basis, or both: 2b ✓ ' UD Separate basis ❑ Consolidated basis ❑ Both consolidated and separate basis' c If "Yes" to line 2a or 2b, does the organization have a committee that assumes responsibility for oversight of the audit, review, or compilation of its financial statements and selection of an independent accountant? 2a -;r If the organization changed either Its oversight process or selection process during the tax year, explain in Schedule O. 1 y 3a As a result of a federal award, was the organization required to undergo an audit or audits as set forth in the Single Audit Act and OMB Circular A-1337. . . . - . . . . . . . . . . 3a ✓ 3b ✓ b If "Yes," did the organization undergo the required audit or audits? If the organization did not undergo the required audit or audits, explain why in Schedule O and describe any steps taken to undergo such audits. Form 990 (2015) SCHEDULE A (Form 990 or 990 -IM Department of the Treasury Internal Revenue Service Public Charity Status and Public Support Complete if the organization Is a section 501(c)(3) organization or a section 4947(a)(1) nonexempt charitable trust. ► Attach to Form 990 or Form 990 -EZ. ► Information about Schedule A (form 990 or 990 -EZ) and its instructions Is at www.1rs.gov/1orm990. Name of the organization Vista Contmunity Clinic OMB No. 1545-0047 BO I S Employer identification number 95-2815615 KM Reason for Public Charity Status All or anizations must complete this part. See instructions. The organization is not a private foundation because it is: (For lines 1 through 11, check only one box.) 1 ❑ A church, convention of churches, or association of churches described in section 170(b)(1)(A)(1). 2 ❑ A school described in section 170(b)(1)(A)(ii). (Attach Schedule E (Form 990 or 990 -EZ).) 3 ❑ A hospital or a cooperative hospital service organization described in section 170(b)(1)(A)((ii). 4 ❑ A medical research organization operated in conjunction with a hospital described in section 170(b)(1)(A)011). Enter the hospital's name, city, and state: 5 ElAn organization operated for the b©nefit of a callerJQ or university owned or operated by a governmental unit described in section 170(b)(1)(A)(iv). (Complete Part II.) 6 ❑ A federal, state, or local government or governmental unit described in section 170(b)(1)(A)(v). 7 ✓[) An organization that normally receives a substantial part of its support from a governmental unit or from the general public described in section 170(b)(1)(A)(vi). (Complete Part II.) 8 ❑ A community trust described In section 170(b)(1)(A)(vi). (Complete Part 11.) 9 ❑ An organization that normally receives: (1) more than 331/3% of its support from contributions, membership fees, and gross receipts from activities related to Its exempt functions—subject to certain exceptions, and (2) no more than 331/3% of its support from gross investment income and unrelated business taxable income (less section 511 tax) from businesses acquired by the organization after June 30, 1975. See section 509(a)(2). (Complete Part 111.) 10 ❑ An organization organized and operated exclusively to test for public safety. See section 509(a)(4). 11 ❑ An organization organized and operated exclusively for the benefit of, to perform the functions of, or to carry out the purposes of one or more publicly supported organizations described in section 509(a)(1) or section 509(a)(2). See section 509(a)(3). Check the box in lines 11 a through 11 d that describes the type of supporting organization and complete lines 11 e, 11 f, and 11 g. a ❑ Type 1. A supporting organization operated, supervised, or controlled by its supported organization(s), typically by giving the supported organization(s) the power to regularly appoint or elect a majority of the directors or trustees of the supporting organization. You must complete Part IV, Sections A and B. b ❑ Type 11. A supporting organization supervised or controlled in connection with its supported organization(s), by having control or management of the supporting organization vested in the same persons that control or manage the supported organization(s). You must complete Part IV, Sections A and C. c ❑ Type III functionally integrated. A supporting organization operated in connection with, and functionally integrated with, its supported organization(s) (see instructions). You must complete Part IV, Sections A, D, and E. d ❑ Type III non -functionally integrated. A supporting organization operated in connection with its supported organization(s) that is not functionally integrated. The organization generally must satisfy a distribution requirement and an attentiveness requirement (see instructions). You must complete Part IV, Sections A and D, and Part V. e ❑ Check this box if the organization received a written determinatlon from the IRS that it is a Type 1, Type II, Type III functionally integrated, or Type III non -functionally integrated supporting organization. f Enter the number of supported organizations . . . . . . . . . . . a Provide the following information about the supported organization(s). Q) Name of supported organization QI) EIN (ill) Type of organization (described on lines 1-9 above (see instructions)) Qv) Is the organization listed In your governing document? (y) Amount of monetary support (see instructions) I (vi) Amount of other support (see Instructions) Yes No (A) (B) (C) (D) (E) Total . . For Paperwork Reduction Act Notice, see the Instructions for Cat. No. 11285F schedule A (Form 990 or 990 -EZ) 2015 Form 990 or 990 -EZ. Schedule A (Form 990 or 990 -EZ) 2015 Page 2 Support Schedule for Organizations Described in Sections 170(b)(1)(A)(iv) and 170(b)(1)(A)(vi) (Complete only if you checked the box on line 5, 7, or 8 of Part I or if the organization failed to qualify under Part III. If the organization fails to qualify under the tests listed below, please complete Part III.) Section A. Public Support Calendar year (or fiscal year beginning In) ► (a)2011 (b) 2012 (c 2013 d) 2014 a 2015 Total 1 Gifts, grants, contributions, and membership fees received. (Do not Include any "unusual grants.") . . . 12 595,925 8,227,430 8,696,981 11,881,271 13,667.414 55,065021 2 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf 3 The value of services or facilities furnished by a governmental unit to the organization without charge . . . . 12,595 925 8,227,430 8,696,981 11 881,271 13,667,414 55,068 021 4 Total. Add lines 1 through 3 . . . . �� � 6, ar. 'F �kC �o:yyyrrr : u' Y` F .T ": /� ����; t3'`-aWk axe ��. �. '• _ 5 The portion of total contributions by7:c: each person (other than a: governmental unit or publicly supported organization) included on line 1 that exceeds 2% 0 f the amount shown on line 11, column (f) 6 Public support. Subtract line 51rom line 4. rti �#i .:, 4: `fix- z �:fir,Ra?� �� i' 55,069 021 Section B. 'total Support Calendar year (or fiscal year beginning in) ► (a) 2011 (b) 2012 (c) 2013 d 2014 a 2015 Total 7 Amounts from line 4 . . . . . . 12,595 925 8,227 430 $ 696 981 11 881,271 13,667,414 55 089,021 8 Gross income from interest, dividends. payments received on securities loans, rents, royalties and income from similar sources . . . . . . . . . . 103.661 105.795 135.922 185,408 215,648 746,434 9 Net income from unrelated business activities, whether or not the business is regularly carried on . . . . . 10 Other Income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) . . . . . . L1.368,450 51,288 74,318 75.904 57,670 1,627,630 11 Total support. Add lines 7 through 10 _ 57,443.085 12 Gross receipts from related activities, etc. (see instructions) . . . . . . . . . 12 13 First five years. If the Form 990 is for the organization's first, second, third, fourth, or fifth tax year as a section 501(c)(3) organization, check this box and stop here . . . . . . . . . . . . . ► ❑ Section C. Computation of Public Support Percentage 14 Public support percentage for 2015 (line 6, column (f) divided by line 11, column (f)) 14 95.87 % 15 Public support percentage from 2014 Schedule A, Part II, line 14 . . . . . . . . . . 15 96.15 % 16a 331/3% support test -2015. If the organization did not check the box on line 13, and line 14 is 3313% or more, check this box and stop here. The organization qualifies as a publicly supported organization . . . . . . . . . . ► E] b 331ra% support test --2414. If the organization did not check a box on line 13 or 16a, and line 15 is 33113% or more, check this box and stop here. The organization qualities as a publicly supported organization . . . . . . . ► Q 17a 10% -facts -and -circumstances test -2015. If the organization did riot check a box on line 13, 16a, or 16b, and line 14 is 10% or more, and if the organization meets the "facts -and -circumstances" test, check this box and stop here. Explain In Part VI how the organization meets the "facts -and -circumstances" test, The organization qualifies as a publicly supported organization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ► ❑ b 10% -facts -and -circumstances test -2014. If the organizatlon did not check a box on line 13, 16a, 16b, or 17a, and line 15 is 10% or more, and if the organization meets the "facts -and -circumstances" test, check this box and stop here. Explain in Part VI how the organization meets the "facts -and -circumstances" test. The organization qualifies as a publicly supported organization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ► ❑ 18 Private foundation. If the organization did not check a box on line 13, 16a, 16b, 17a, or 17b, check this box and see instructions . . . . . . . . . . . . . . . . . . . . . . . . . . . _ . ► ❑ Schedule A (Form 990 or 990 -EZ) 2015 Schedule A (Form 990 or 990 -EZ) 2015 vanc 3 • Support Schedule for Organizations Described in Section 509(a)(2) (Complete only if you checked the box on line 9 of Part I or If the organization failed to qualify under Part II. If the organization fails to quality under the tests listed below, please complete Part 11. Section A. Public Su art Calendar year (or fiscal year beginning in) ► (a)2011 (b 2012 c 2013 (d) 2014 (e) 2015 0 Total 1 Gifts, grants, contributions, and membership fees received. (Do not include any 'unusual grants.") 2 Gross receipts from admissions, merchandise sold or services performed, or facilities furnished In any activity that is related to the organization's tax-exempt purpose . 3 Gross receipts from activities that are not an unrelated trade or business under section 513 4 Tax revenues levied for the organization's benefit and either paid to or expended on its behalf 5 The value of services or facilities furnished by a governmental unit to the organization without charge . . . . 6 Total. Add lines 1 through 5 . 7a Amounts included on lines 1, 2, and 3 received from disqualified persons b Amounts included on lines 2 and 3 received from other than disqualified persons that exceed the greater of $5,000 or 1 % of the amount on line 13 for the year c Add lines 7a and 7b . . . . . 8 Public support. (Subtract line 7c from Ilse 6.} .c-'s'u".":f�:i, �,,-,Y• :`-:i_k� ���;���:, 5. 3 yam: S- rins.:;�-, =�sr� r-c..-:� .�,.w:. �r�•~>: SAF i ..-t r - hgF=s-'$-:�c- � " Y G. A� •. - _,:Y«�r."--;;•: Section B. Total Support Calendar year (or fiscal year beginning in) ► 9 Amounts from line 6 . . . . . . 10a Gross income from interest, dividends, payments received on securities loans, rents, royalties and income from similar sources . b Unrelated business taxable income (less section 511 taxes) from businesses acquired after June 30, 1975 . . . . c Add lines 10a and 10b 11 Net income from unrelated business activities not included in line 10b, whether or not the business is regularly carried on 12 Other income. Do not include gain or loss from the sale of capital assets (Explain in Part VI.) . . . . . . . 13 Total support. (Add lines 9, 10c, 11, and 12.) . . . . . . . . . . (a) 2011 2012 (c) 2013 @12014 a 2015 ( Total 14 First five years. If the Form 990 is for the organization's first, second, third, fourth, or fitth tax year as a section ou1(cltaf organization, check this box and stop here . . . . . . . . . . . . . . . . . . . . . . . ► ❑ Section C. Computation of Public Support Percentage 15 Public support percentage for 2015 (line 8, column (f) divided by line 13, column (f)) 15 16 Public support percentage from 2014 Schedule A, Part ill, line 15 16 Section D. Computation of Investment Income Percentage 17 Investment income percentage for 2015 (line 10c, column (f) divided by line 13, column (f)) 17 % 18 Investment income percentage from 2014 Schedule A, Part III, line 17 . . . . . . . . 18 % 19a 331/3% support tests -2015. If the organization did not check the box on line 14, and line 15 is more than 331/3%, and line 17 is not more than 331/3%, check this box and stop here. The organization qualifies as a publicly supported organization . ► [] b 331n% support tests -2014. If the organization did not check a box on line 14 or line 19a, and line 16 Is more than 331/3%, and line 18 is not more than 331/3%, check this box and stop here. The organization qualifies as a publicly supported organization ► ❑ 20 Private foundation. If the organization did not check a box on line 14, 19a, or 19b, check this box and see instructions 0 - Schedule schedule A (Form 990 or 990 -EZ) 2015 Schedule A (Form 990 or 990 -EZ) 2015 Page 4 Supporting Organizations (Complete only if you checked a box in line 11 on Part I. If you checked 11 a of Part I, complete Sections A and B. If you checked 11 b of Part I, complete Sections A and C. If you checked 11 c of Part I, complete Sections A D, and E. If you checked 11 d of Part I, complete Sections A and D, and complete Part V.}_ Section A. All Supporting Organizations _ _ 5a Did the organization add, substitute, or remove any supported organizations during the tax year? If "Yes," Yes No 1 answer (b) and (c) below (If applicable). Also, provide detail in Part VI, including (i) the names and EIN 1 Are all of the organization's supported organizations listed by name in the organization's governing documents? If "No," describe in Part Vl how the supported organizations are designated. If designated by class or purpose, describe the designation. if historic and continuing relationship, explain. � �` � I' `� �.. 2 Did the organization have any supported organization that does not have an IRS determination of status under section 509(a)(1) or (2)? if "Yes," explain in Part V1 how the organization determined that the supported ( () � p 9 pP organization was described in section 509(a)(1) or (2). 2 . 38 Did the organization have a supported organization described in section 501(c)(4), (5), or (6)? If "Yes," answer (b) and (c) below. b Did the organization confirm that each supported organization qualified under section 501(c)(4), (5), or (6) and satisfied the public support tests under section 509(a)(2)? If "Yes," describe in Part VI when and how the 33 y _ - k _r _ a4w organization made the determination. 3b designated in the organization's organizing document? 5b c Did the organization ensure that all support to such organizations was used exclusively for section 170(o)(2)(13) purposes? If "Yes, " explain in Part V1 what controls the organization put in place to ensure such use. .;'_�.". 3c 4a Was any supported organization not organized In the United States ("foreign supported organization")? If "Yes, " and if you checked 11 a or 11 b in Part 1, answer (b) and (c) below. - 4a .' " 4b _ anyone other than (1) its supported organizations, (Ii) individuals that are part of the charitable class benefited b Did the organization have ultimate control and discretion in deciding whether to make grants to the foreign supported organization? if "Yes," describe in Part VI how the organization had such control and discretion despite being controlled or supervised by or in connection with its supported organizations, c Did the organization support any foreign supported organization that does not have an IRS determination under sections 501(c)(3) and 509(x)(1) or (2)? If "Yes," explain In Part VI what controls the organlzation used to ensure that ali support to the foreign supported organization was used exclusively for section I70(c)(2)(8) '? by one or more of its supported organizations, or (iii) other supporting organizations that also support or `6 purposes. 1+0 5a Did the organization add, substitute, or remove any supported organizations during the tax year? If "Yes," answer (b) and (c) below (If applicable). Also, provide detail in Part VI, including (i) the names and EIN numbers of the supported organizations added, substituted, or removed; (ii) the reasons for each such action; (iii) the authority under the organization's organizing document authorizing such action; and (iv) how the action . was accomplished (such as by amendment to the organizing document). 50 b Type I or Type iI only. Was any added or substituted supported organization part of a class already a4w im; designated in the organization's organizing document? 5b 5c c Substitutions only. Was the substitution the result of an event beyond the organization's control? " 6 Did the organization provide support whether in the form of rants or the provision of services or facilities to 9 P PP ( 9 P ) anyone other than (1) its supported organizations, (Ii) individuals that are part of the charitable class benefited by one or more of its supported organizations, or (iii) other supporting organizations that also support or `6 benefit one or more of the filing organization's supported organizations? If "Yes," provide detail in Part Vt. 7 Did the organization provide a grant, loan, compensation, or other similar payment to a substantial contributor ? ; . >i - (defined in section 4958(0)(3)(C)), a family member of a substantial contributor, or a 35% controlled entity with. regard to a substantial contributor? If "Yes," complete Part I of Schedule L (Form 990 or 990-E2). 7 g Did the organization make a loan to a disqualified person (as defined in section 4958) not described in line 7? ;. If "Yes, " complete Part I of Schedule L (Form 990 or 990 -EZ). B 9a Was the organization controlled directly or indirectly at any time during the tax year by one or more disqualified persons as defined In section 4946 (other than foundation managers and organizations described in section 509(a)(1) or (2))? if "Yes," provide detail in Part Vl. 9a b Did one or more disqualified persons (as defined in line 9a) hold a controlling interest in any entity in which. the supporting organization had an interest? If "Yes," provide detail in Part Vt. 9b c Did a disqualified person (as defined in line 9a) have an ownership interest in, or derive any personal benefit from, assets in which the supporting organization also had an interest? if "Yes," provide detail In Part Vl. 9c 10a Was the organization subject to the excess business holdings rules of section 4943 because of section 4943(f) (regarding certain Type II supporting organizations, and all Type III non -functionally integrated supporting organizations)? if 'Yes," answer 10b below, 1 Oaj bDid the organization have any excess business holdings in the tax year? (Use Schedule C, Form 4720, to determine whether the organization had excess business holdings.) 14b Schedule A (Form 990 or 990-154 2016 Schedule A (Form 990 or 990 -EZ) 2015 Pegg 5 5u artin ❑ attixations continued �1- Yes I No 11 Has the organization accepted a gift or contribution from any of the following persons? a A person who directly or indirectly controls, either alone or together with persons described in (b) and (c) below, the governing body of a supported organization? b A family member of a person described in (a) above? c A 35% controlled entity of a person described in (a) or (b) above? if "Yes" to a, b, or c, provide detail in Part Vi ons No 1 Did the directors, trustees, or membership of one or more supported organizations have the power to regularly appoint or elect at least a majority of the organization's directors or trustees at all times during the tax year? If "No, " describe in Part Vl how the supported organizations) effectively operated, supervised, or controlled the organization's activities. if the organization had more than one supported organization, describe how the powers to appoint and/or remove directors or trustees were allocated among the supported organizations and what conditions or restrictions, if any, applied to such powers during the tax year. 2 Did the organization operate for the benefit of any supported organization other than the supported organization(s) that operated, supervised, or controlled the supporting organization? If "Yes," explain in Part V1 how providing such benefit carried out the purposes of the supported organization(s) that operated, supervised, or controlled the supporting organization. Yes I No 1 Were a majority of the organization's directors or trustees during the tax year also a majority of the directors 1 ' or trustees of each of the organization's supported organization(s)? if "No," describe in Part Vl how control or management of the supporting organization was vested in the same persons that controlled or managed the supported organization(s). 1 Section D. All Tvpe III Su No 1 Did the organization provide to each of its supported organizations, by the last day of the fifth month of the organization's tax year, (i) a written notice describing the type and amount of support provided during the prior tax year, (ii) a copy of the Form 990 that was most recently filed as of the date of notification, and ((i) copies of the organization's governing documents in effect on the date of notification, to the extent not previously provided? 2 Were any of the organization's officers, directors, or trustees either (i) appointed or elected by the supported :P organization(s) or (il) serving on the governing body of a supported organization? If "No," explain in Part Vl how x the organization maintained a close and continuous working relationship with the supported organlzation(s). 2 3 By reason of the relationship described in (2), did the organization's supported organizations have a significant voice in the organization's investment policies and in directing the use of the organization's income or assets at all times during the tax year? If "Yes," describe In Part VI the role the organization's supported organizations played in this regard. 3 Section E. Type III Functionally -integrated Supporting Organizations � _ T 1 Check the box next to the method that the organization used to satisfy the integral Part Test during the year (see instructions): a ❑ The organization satisfied the Activities Test. Complete line 2 below. b ❑ The organization Is the parent of each of its supported organizations. Complete line 3 below. c ❑ The organization supported a governmental entity. Describe in Part Vl how you supported a government entity (see instructions). 2 Activities Test. Answer (a) and (b) below. Yes No a Did substantially all of the organization's activities during the tax year directly further the exempt purposes of the supported organization(s) to which the organization was responsive? If "Yes," then in Part V1 identify r those supported organizations and explain how these activities directly furthered their exempt purposes, how the organization was responsive to those supported organizations, and how the organization determined !:r _ _ that these activities constituted substantially all of its activities. 2a b Did the activities described in (a) constitute activities that, but for the organization's involvement, one or more of the organization's supported organization(s) would have been engaged in? If "Yes," explain in Part Vi the reasons for the organization's position that its supported organization(s) would have engaged in these activities but for the organization's involvement. 2b 3 Parent of Supported Organizations. Answer (a) and (b) below. a Did the organization have the power to regularly appoint or elect a majority of the officers, directors, or trustees of each of the supported organizations? Provide details in Part Vl. 3;s b Did the organization exercise a substantial degree of direction over the policies, programs, and activities of each M of its sunoorted ❑roanizations? if "Yes." describe in Part Vi the role played by the organization in this regard. 3b Schedule A (Form 990 or 990 -EZ) 2015 Schedule A (Form 990 or 990 -tom 2015 ons Pap 6 1 ❑ Check here if the organization satisfied the Integral Part Test as a qualifying trust on Nov. 20, 1970. See instructions. All ..a L...- Y... M .. .,_l#1H ;mtn raraN � innnrlinn nrnnn17nflnnq miozf nmmnlP_rP SP-nfin 4s A throuch E- Section A - Adjusted Net Income (A) Prior Year rrent (BI optional Year 1 Net short-term capital gain 1 2 Recoveries of prior -year distributions 2 3 Other gross income see instructions 3 4 Add lines i throw h 3 4 5 Depreciation and depletion 5 6 Portion of operating expenses paid or incurred for production or collection of gross income or for management, conservation, or maintenance of property held for production of income see instructions 6 7 Other expenses see Instructions 7 8 Adjusted Net Income subtract lines 5, 6 and 7 from line 4 8 Section B - Minimum Asset Amount (A) Prior Year (B) Current Year (optional) 1 Aggregate fair market value of all non -exempt -use assets seeI' - , MNA. ®R instructions for short tax year or assets held for part of ear , -141' a Average monthly value of securities 1a b Average monthly cash balances 1b c Fair market value of other non -exempt -use assets 1 c d Total add lines 1 a,1 b, and 1 c 1d e Discount claimed for blockage or other logo= factors ex le in In detail in Part 111: 2 Acquisition indebtedness applicable to non -exempt -use assets 2 3 Subtract line 2 from line id 3 4 Cash deemed held for exempt use. Enter 1-1/2% of line 3 (for greater amount, see instructions). 4 5 Net value of non -exempt -use assets subtract line 4 from llne 3 5 6 MUltiply Multiplyline 5 b .035 6 7 Recoveries of prior -year distributions 7 8 Minimum Asset Amount add line 7 to line 6 8 Section C - Distributable Amount ] ":' " Ty' _ Current Year I Adjusted net income forrior ear from Section A, tine 8, Column A �."".,.: . •_,. -•,=. ___. 2 Enter 85% of line 1 3 Minimum asset amount for prior year from Section B, line 8, Column 3 4 Fester greater of line 2 or line 3 5 Income tax Imposed in prior year _ 5 '��• 6 Distributable Amount. Subtract line 5 from line 4, unless subject to nmwnPnr:v tPmnnrary reduction fsee instructions] 7 ❑ Check here if the current year is the organization's first as a non -functionally -integrated Type III supporting organization (see instructions), Schedule A (Form 990 or 990 -EZ) 2015 Schedule A (Form 990 or 990-E2) 2015 Page 7 Tann III Alen-Eine-finnsallu Inf,arerntAri fiOQW131 Sunnortinn Orcianizations tconti uedr) Section D - Distributions Current Year 1 Amounts paid to supported or aniza#Ions to accomplish exempt purposes 2 Amounts paid to perform activity that directly furthers exempt purposes of supported organizations, in excess of income from activity. 3 Administrative expenses paid to accomplish exem t Purposes of Supported organizations 4 Amounts paid to acquire exam t -use assets 5 Qualified set-aside amounts(prior IRS approval re ulred 6 Other distributions (describe in Part VI). See instructions. 7 Total annual distributions. Add lines 1 through 6. 8 Distributions to attentive supported organizations to which the organization is responsive (provide details in Part Vl), See instructions. _ _..... 9 Distributable amount for 2015 from Section C. line 6 — 10 Une 8 amount divided by Line 9 amount Section E - Distribution Allocations (see instructions) Excess D s)tributions Underdistributions Distributable Pre -2015 Amount for 2015 1 Distributable amount for 2015 from Section C, line 6 �'� 2 Underdistributions, if any, for years prior to 2015 reasonable cause required -see instructions) „w,._ .�_: _m. F `.....----'-•-- _ 3 Excess distributions carryover, i€any, to 2015: _ " -= _ . L-1— - -- - - _... - _ _ c F... .. .. -- - - -- - - - �:.. V....-..._ -._.-. - d From 2013 _..•_ ___-_. _.._ .._....-.._ --._.... _ ...-_...:---- _: - r-- �— ---.:...:.-...._.---:.-r :..:.::. .:::..... e From 2014 __.__ _-__ •_.-_ __ __ f Total of lines 3a through e Aplied to underdistributions of prior years h_pplied to 2015 distributable amount I Carryover from 2010 not appiied see Instructions ------. •-•- ': =r=:-_ -.:----•---.__....__:.:..__ j Remainder. Subtract lines 39, 3h, and 3t from 3f. 4 Distributions for 2015 from Section D, line 7: $ — a Applied to un def dIstribut ions of priof years b Applied to 2015 distributable amount -_-F__T_~_LL c Remainder. Subtract lines 4a and 4b from 4. __ __ . •__..N _ __.T�_-_ 5 Remaining underdistributions for years prior to 2015, if ;. any. Subtract lines 3g and 4a from line 2 (if amount greater than zero, see instructions). 6 Remaining underdistributions for 2015. Subtract lines 3h; and 4b from line 1 (if amount greater than zero, see `� instructions). s - . `= M M, ..and 7 Excess distributions carryover to 2016. Add lines 3j 4c. :<,-- ..�. 8 Breakdown of line 7: _ - c Excess from 2013 d Excess from 2014 e Excess from 2015 `.`iss _ - �_., - �=:._:`-;: Schedule A (Form 990 or 990-E2) 2015 Schedule A (Form 990 or 990 -EZ) 2015 Paso 8 LjjOM Supplemental Information. Provide the explanations required by Part II, line 10; Part II, line 17a or 17b; Part III, line 12; Part IV, Section A, lines 1, 2, 3b, 3c, 4b, 4c, 5a, 6, 9a, 9b, 9c, 11 a, 11 b, and 11 c; Part IV, Section B, lines 1 and 2; Part IV, Section C, line 1; Part IV, Section D, lines 2 and 3; Part IV, Section E, lines 1 c, 2a, 2b, 3a and 3b; Part V, line 1; Part V, Section B, line 1e; Part V, Section D, lines 5, 6, and 8; and Part V, Section E, lines 2, 5, and 6. Also complete this part for any additional information. (See instructions.) Schedule A, Part llr Line 10 :Other Revenues. _ .. . ........... Schedule A (Form 990 or 990 -EZ) 2016 SCHEDULE D Supplemental Financial Statements (Form 990) 0- Complete if the organization answered "Yes" on Form 990, Part IV, line 6, 7, 8, 9, 10, 11 a, 11 b, i1c, 11d, 110, 11f, 12a, or 126. Department of the Treasury ► Attach to Form 990. Internal Revenue Service ► Information about Schedule D (Form 990) and its instructions is at www.irs.gov/form990. I Emnlnyer identif, Vista Communitv Clinic OMB No, 1545-0047 2015 96.2815615 Organizations Maintaining Donor Advised Funds or Other Similar Funds or Accounts. Complete if the organization answered "Yes" on Form 990, Part IV, line 6. (a) Donor advised funds (b) Funds and other accounts 1 Total number at end of year . . . . . . . 2 Aggregate value of contributions to (during year) 3 Aggregate value of grants from (during year) . 4 Aggregate value at end of year . 5 Did the organization inform all donors and donor advisors in writing that the assets held in donor advised funds are the organization's property, subject to the organization's exclusive legal control? . . . . . ❑ Yes ❑ No 6 Did the organization inform all grantees, donors, and donor advisors in writing that grant funds can be used only for charitable purposes and not for the benefit of the donor or donor advisor, or for any other purpose conferring impermissible private benefit? :�� [� Yes CI No Conservation Easements. Complete if the organization answered "Yes" on Form 990, Part IV, line 7. 1 Purpose(s) of conservation easements held by the organization (check all that apply). ❑ Preservation of land for public use (e.g., recreation or education) ❑ Preservation of a historically important land area ❑ Protection of natural habitat ❑ Preservation of a certified historic structure ❑ Preservation of open space 2 Complete lines 2a through 2d if the organization held a qualified conservation contribution in the form of a conservation easement on the last day of the tax year. art' ..„ Field at the End of the Tux Year a Total number of conservation easements . . . . . . . . . . . . . . . . . 2a b Total acreage restricted by conservation easements . . . . . . . . . . . . . . 2b c Number of conservation easements on a certified historic structure included In (a) . . . . 2c d Number of conservation easements included in (c) acquired after 8/17/06, and not on a historic structure listed in the National Register . . . . . . . . . . . . . • • 2d 3 Number of conservation easements modified, transferred, released, extinguished, or terminated by the organization during the tax year ► 4 Number of states where property subject to conservation easement Is located ► 5 Does the organization have a written policy regarding the periodic monitoring, inspection, handling of violations, and enforcement of the conservation easements it holds? . . . . . . . . ❑ Yes ❑ No 8 Staff and volunteer hours devoted to monitoring, Inspecting, handling of violations, and enforcing conservation easements during the year 7 Amount of expenses incurred in monitoring, inspecting, handling of violations, and enforcing conservation easements during the year ►$ 8 Does each conservation easement reported on line 2(d) above satisfy the requirements of section 170(h)(4)(B)() and section 170(h)(4)(B)@)? . . . . . . . . . . . . . . . . . . . . . . . . . . . ❑ Yes ❑ No 9 In Part XIII, describe how the organization reports conservation easements in its revenue and expense statement, and balance sheet, and include, if applicable, the text of the footnote to the organization's financial statements that describes the organization's accounting for conservation easements. KjaM Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets. Complete if the organization answered "Yes" on Form 990, Part IV, line 8. _ 1a If the organization elected, as permitted under SFAS 116 (ASC 958), not to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research In furtherance of public service, provide, In Part All, the text of the footnote to its financial statements that describes these items. b If the organization elected, as permitted under SFAS 116 (ASC 958), to report in its revenue statement and balance sheet works of art, historical treasures, or other similar assets held for public exhibition, education, or research in furtherance of public service, provide the following amounts relating to these items: (1) Revenue included on Form 990, Part Vlll, line 1 . . . . . . . . . . . . ► $----------- _____ ---------------- (ii) _________(ii) Assets included in Form 990, Part X1110.$ 2 If the organization received or held works of art, historical treasures, or other similar assets for financial gain, provide the following amounts required to be reported under SFAS 116 (ASC 956) relating to these items: a Revenue included on Form 990, Part VIII, line 1 . . . . . . . . . . . . . . . . . ► $ b Assets included in Form 990, Part X ► For Paperwork Reduction Act Notice, see the Instructions for Form 990. Cat. No. 52283D Schedule D (Form 990) 2015 Schedule D (Form 990) 2015 Page 2 Organizations Maintaining Collections of Art, Historical Treasures, or Other Similar Assets continued 3 Using the organization's acquisition, accession, and other records, check any of the following that are a significant use of its collection items (check all that apply): a ❑ Public exhibition d ❑ Loan or exchange programs b ❑ Scholarly research e ❑ Other c ❑ Preservation for future generations 4 Provide a description of the organization's collections and explain how they further the organization's exempt purpose in Part XIII, 5 During the year, did the organization solicit or receive donations of art, historical treasures, or other similar assets to be sold to raise funds rather than to be maintained as part of the organization's collection? Yes ❑ No Escrow and Custodial Arrangements. Complete if the organization answered "Yes" on Form 990, Part IV, line 9, or reported an amount on Form 990, Part X, line 21. 1a Is the organization an agent, trustee, custodian or other inteartediary for contributions or other assets not included on Form 990, Part X? . . . . . . . . . . . . . . . . . . . . ❑ Yes ❑ No b If "Yes," explain the arrangement in Part XII( and complete the following table: Amount c Beginning balance . . . . . . . . . . . . . . . . . . . . . . 1c d Additions during the year . . . . . . . . . . . . . . . . . . . 1d e Distributions during the year . . . . . . . . . . . . . . . . . . 1e f Ending balance . . . . . . . . . . . . . . . . . . . . . . .if 2a Did the organization include an amount on Form 990, Part X, line 21, for escrow or custodial account liability? ❑ Yes ❑ No b If "Yes," explain the arrangement in Part XIII. Check here if the explanation has been provided on Part XIII . ❑ Com_Plete if the or anization answered "Yes" on Form 990, Part IV, line 10. (a) Current year I (b) Prior year I (c) Two years back I (d) Three years back I (a) Four years 1a Beginning of year balance . . . 166,587 25,927 22,673 20,486 20 7tlo b Contributions . . . . . . . 0 136,588 0 0. 0 c Net investment earnings, gains, and 114,165 Total. Add Ifnes 1 a throucth 1 e. (Column (d) must equal Form 990, Par[ X, column , llne 1 i}C. losses . . . . . . . . . . -221 4,072 3,254 2,187 -300 d Grants or scholarships 0 0 0 0 a e Other expenditures for facilities and programs . . . . . . . . . 01 0 0 0 0 f Administrative expenses ....0 0 0 0 0 g End of year balance 166,36fi 166,587 25,9271 22.6731 20,486 2 Provide the estimated percentage of the current year end balance (line 1 g, column (a)) held as: a Board designated or quasi -endowment ►_ 100 -% ---------- --- b Permanent endowment ► 0 % c Temporarily restricted endowment ► 0 % ------------••-•--- The percentages on lines 2a, 2b, and 2c should equal 100%. 3a Are there endowment funds not in the possession of the organization that are held and administered for the organization by: Yes No (I) unrelated organizations . . . . . . . . . . . . . . . . . . . . . . . . . . . 3a(i) J (ii) related organizations . . . . . . . . . . . . . . . . . . . . . . . . . . . . Lan J b If "Yes" on line 3a(ii), are the related organizations listed as required on Schedule R? . . . . . . . . 3b 4 Describe in Part XIII the intended uses of the organization's endowment funds. • Land, Suitdings, and Equipment. Complete if the organization answered "Yes" on For 990, Part IV line 11a, See Form 990, Part X, line 10. Description of property (a) Cost or other basis (b) Cost or other basis (c) Accumulated (d) Book value (investment) (other) depreciation J 1a b c d e Land . . . . . . . . . . . Buildings . . . . . . . . . . Leasehold improvements . . . . Equipment . . . . . . . . . Other 0 4,004,277 _ 4,004,277 0 34,577,341 9,641,636 24,935.705 0 1,623,783 169,870 1,453.913 0 3,525,367 1.928,055 1,597,312 01 114.165 0 114,165 Total. Add Ifnes 1 a throucth 1 e. (Column (d) must equal Form 990, Par[ X, column , llne 1 i}C. ► 32.105,372 Schedule 0 (Form 990) 2015 Schedule D (Form 990) 2015 PnOe 3 JiERW investments—Other Securities. r..nmrnipta if thio mmnni7atinn answarert "Yes" on Form 990. Part IV. line iib. See Form 990, Part X, line 12. (a) Description of security or category (including name of security) (b) Book value (c) Method of valuation: Cost or end -of -year market value (1) Financial derivatives . . . . . . . . . . . . . . . (2) Closely -held equity interests . . . . . . . . . . . . . (3) Other .... - - .......... �T��� _.. -... (A) `B', ..--- ...----•--------------• -•-. �.-_......_..---- ----- - — ---- ---- ............. .. ..-..._—-------- ...._ .----------- ------------- -------------- -- ---- _—. ..... ........ _.__.... { .......------•------------------- ----- ---- �...-.-..... .__ _. .. -�---- -�— Total. (CoklmnTj must equal Form 990, Parl 7� cnt. (j lino 12) ►--��- - UE3W Investments --Program Related. Complete if the organization answered "Yes" on f=orm 990, Part IV line 11c. See Form 990, Part X, line 13. (a) Description of investment (b) Book value (c) Method of valuation: Cost or end -of -year market value 5 Total. (Column {b) must aqua! Farm 990, Part X, cot, (0) line 13. ■ OtherAssets. Complete if the organization answered "Yes" on Form 990, Part IV, line 11d. See Form 990, Part X, line 15. (a) Descrlption I (h) Book value Cam Other Liabilities. Complete if the organization answered "Yes" on Form 990, Part IV, line 11e or 11f. See Form 990, Part X, line 25. (a) Description of liability (b) Book value 11} Federal income taxes 0 rf v w (2) (6) Total, (Column 0) must equal Form 990. Pad X Col, (0) line 25.) ►' 01"22 sr;�?���3 �9'� •����� �a � � :��,t �� 2. Liability for uncertain tax positions. In Part XIII, provide the text of the footnote to the organization's financial statements that reports the organization's liability for uncertain tax positions under FIN 48 (ASC 740). Check here if the text of the footnote has been provided in Part XIII 0 Schedule D (Form 900) 2015 Schedule 0 (Form 990) 2015 Page 4 KjMM Reconciliation of Revenue per Audited Financial Statements With Revenue per Return. Complete if the organization answered "Yes" on Form_ 990, Part IV, line 12a. 1 Total revenue, gains, and other support per audited financial statements . . . . . . . . . 1 49 282,121 2 Amounts included on line 1 but not on Form 990, Part Vill, line 12: a Net unrealized gains (losses) on investments . . . . . . . . . 2a 26,755 SKr; b Donated services and use of facilities . . . . . . . . .ear 2b c Recoveries of prior rants . . . . . . . . . . . . . P Y g 2c 0 d Other (Describe in Part XIII.) . . . . . . . . . . . . . 2d 0 e,... e Add lines 2a through 2d . . . . . . . . . . . . . . . . . . . . . . 2e 26,755 3 Subtract line 2e from line 1 . . . . . . . . . . . . . . 3 49,255,366 4 a Amounts included on Form 990, Part VIII, line 12, but not on line 1: Investment expenses not included on Form 990, Part VIII, line 7b . . 4a D L b Other (Describe in Part XIII.) . . . . . . . . . . . . . . 4b 1 D c Add lines 4a and 4b . . . . . . . . . . . . . . . . . . . . . . . . . . 4c D 5 Total revenue. Add lines 3 and 4c. "7 s must equal Form 990, Part 1, line 12.) . 5 I — 49,255,366 Reconciliation of Expenses per Audited Financial Statelnents With Expenses per Return. Complete if the organization answered "Yes" on Form 990, Part IV, fine 12a. 1 _ Total expenses and losses per audited financial statements , . . . . . . . . . . . . 1 46,661,931 2 Amounts included on line 1 but not on Form 990, Part IX, line 25: a Donated services and use of facilities . . . . . . . , . . 2a 0 b Prior year adjustments . . . . . . . . . . . . . . . . 21b 0 cOther losses . . . . . . . . . . . . . . . . . . . . 2c - d Other (Describe in Part XIII.) . 2d 3_ e Add lines 2a through 2d . . . . . . . . . . . . . . . . . . . . . . . . . 2e 0 3 Subtract line 2e from line 1 . . . . . . . . . . . . . . . . . . . 3 4x,665,931 4 Amounts included on Form 990, Part IX, line 25, but not on line 1: s - a Investment expenses not included on Form 990, Part Vill, line 7b 4a o b Other (Describe in Part XIII.) . . . . . . . . . . . . . . . 4b D c Add lines 4a and 4b . . . . . . . . . . . . . . . . . . . . . . . . . . 4c o 5 Total expenses. Add lines 3 and 4c. "s must equal Form 990, Part 1, line 18.] . . . . . 5 45,651 931 fff Supplemental Information. Provide the descriptions required for Part ll, lines 3, 5, and 9; Part III, lines 1 a and 4; Part IV, lines 1 b and 2b; Part V, line 4; Part X, line 2; Part XI, lines 2d and 4b; and Part XII, lines 2d and 4b. Also complete this part to provide any additional information. Schedule D, Part V, Line 4: To support the organizaiion's mission- ____ ------------- -.T ....... ........ .-,-_— ----- -^------------ --- ------•----•--------------•-----------------•-------------Y.__._.---------•- -- _ .......� Schedule D, Part X, - Line 2 :Vista Community Clinic is a_ private not-for-profit corporation cwQanized under the laws of the State of California. VCC has been determined to be exempt from income taxes under Section 5D1 c 3) of the Internal Revenue Code and Section 23701d of the State of California Revenue and Taxagon Coda bx She IRS and Franchise Tax Board, respective The tax years of 2012 through 2014 remain peen and subject to examination hx the appropriate go►►efnment agQr+eies in the United States and--- California, Schedule D (Form 980) 2015 SCHEDULE G Supplemental Information Regarding Fundraising or Gaming Activities OMB No. 1545-0047 Complete If the orr}anixation answered 'Ya s' on Form 99o. Part IV, linos 17, 16, or 19, or If the 2.015 (Form 990 or 990 -EZ) orgont2ation entered more than 515,000 on Form NO -U, line 6a. Cteparlment of the treasury ► Attach to Form 990 or Form 990 -E7 - e , Internal Revenue SOVICe ► Information about Schedule G (Form 990 or 990-0 and its instructions is at www.lr8 ovllormM. Name of the organization Employer identification number Vista Community Clinic 1 95-2815615 IMFundraising Activities. Complete if the organization answered "Yes" on Form 990, Part IV, line 17. Form 990 -EZ filers are not required to complete this part. 1 Indicate whether the organization raised funds through any of the following activities. Check all that apply. a -❑ Mail solicitations e ❑ Solicitation of non-government grants b ❑ Internet and email solicitations f ❑ Solicitation of government grants c ❑ Phone solicitations g ❑ Special fundraising events d ❑ In-person solicitations 2a Did the organization have a written or oral agreement with any individual (including officers, directors, trustees or key employees listed in Form 990, Part VII) or entity in connection with professional fundraising services7 ❑ Yes ❑ No b if "Yes," list the ten highest paid individuals or entities (fundraisers) pursuant to agreements under which the fundralser is to be compensated at least $5,000 by the organization. - — p) Name and address of individual or entity (fundraiser) - -- (f) Activity -- i bid iundralser have scum" or control of contribuilons7 v Grass tenet ! (l) p s from activity Iv) Amount paid to for retalned V Y1 fundraiser listed }n COL Q) Amount paid to �or retained by) organization - 1 Yes No �3 4 5 6 10 Total . . . . . . . . . . 3 List all states in which the organization Is registered or licensed to solicit contributions or nas peen noimeo it is exempt lrvm registration or licensing. For paperwork Reduction Act Notice, see the Instructions for Form 990 or 990-FZ. Cat. No. 50003H Schedule G (Form 990 or 990 -EZ) 2015 Schedule 0 (Form 990 or 990-E42015 page 2 Fundraising Events. Complete if the organization answered "Yes" on Form 990, Part IV, line 18, or reported more than $15,000 of fundraising event contributions and gross income on Form 990 -EZ, lines 1 and 6b. List events with gross receipts greater than $5,000. _ (a) Event p1 (b) Event #2 (c) Other events (d) Total evants Holiday Home Tour Gala 0 (add col. (a)cthrough (event type) (event type) (total number) c 1 Gross receipts 28,295 274,196 302,491 _ m oc 2 Less: Contributions 0 0 0 _ 3 Gross income (line 1 minus line 2) . . . . . . 28.295 274,196 302,491 4 Cash prizes 0 0 0 6 Noncash prizes 0 0 0 6 Rent/facility costs . 0 0 _ n _ Q a LU 7 Food and beverages 0 a o _ O8 Entertainment 0 0 0 _^ 9 Other direct expenses ,. 16,622 109,029 125,551 10 Direct expense summary. Add lines 4 through 9 in column (d) . . . . . . . . . . ► 125,651 11 Net income summary. Subtract line 10 from line 3, column (d) . ► 176.840 Gaming. Complete if the organization answered "Yes" on Farm 9901, Part IV, line 19, or reported more than $15,0100 on Form 990 -EZ, line Ba. N(b) Pull tabs/instant (d) Total gaming (add a (a) Bingo bingo/progressive bingo (c) Other gaming col. (a) through cot. (c)) c a� v 1 Gross revenue . 2 Cash prizes N G 3 Noncash prizes 4 Rent/facility costs . d 5 Other direct expenses ❑ Yes % ❑ Yes °A ❑ Yes - --------- ------------ 6 Volunteer labor . ❑ No ❑ No ❑ No 7 Direct expense summary. Add lines 2 through 5 in column (d) . . . . . . . . . . ► 8 Net gaming income summary_ Subtract line 7 from line 1, column (d) . ► 9 Enter the state(s) in which the organization conducts gaming activities: a Is the organization licensed to conduct gaming activities In each of these states? � ,— . ~ .� —� —. —. —❑ Yes ❑ No b If "No," explain: _.. .v.._.. --- -- ----- --------------------------------- ... _....� .__----....._.._. W.�. -•---------------•.-•-------- —..—_...--•----------....._—.------------------- ——.�._..-------- 10a Were any of the organization's gaming licenses revoked, suspended or terminated during the tax year? ❑ Yes ❑ No b If "Yes," explain: Schedule 0 (Form 990 or 990 -EZ) 2015 Schedule G (Form 990 or 990 -EZ) 2015 Page 3 11 Does the organization conduct gaming activities with nonmembers? . . . . . . . . . . El Yes El No 12 Is the organization a grantor, beneficiary or trustee of a trust or a member of a partnership or other entity formed to administer charitable gaming? . . . . . . . . . . . . . . . . . . . . . . ❑ Yes ❑ No 13 Indicate the percentage of gaming activity conducted in: a The organization's facility . . . . . . . . . . . . . . . . . . . . . . . . . 13n % b An outside facility . . . . . . . . . . . . . . . . . . . . . . . . 13b % 14 Enter the name and address of the person who prepares the organization's gaming/special events books and records: Name►----- ----•-.-----•---- �. . .................. . .— _.. _ ._ ....._.. ...........�... _ ._._ ..........._— ._.,......... Address 1111- 15a 15a Does the organization have a contract with a third party from whom the organization receives gaming revenue? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ❑ Yes ❑ No b If "Yes," enter the amount of gaming revenue received by the organization ► $ and the amount of gaming revenue retained by the third party ► $ ________________ c If "Yes," enter name and address of the third party: Name ►-- Address ► ----------------- 16 --------------- 16 Gaming manager information: Name 110 - Gaming Gaming manager compensation ► $ Description of services provided ► ❑ Director/officer ❑ Employee ❑ Independent contractor 17 Mandatory distributions: a Is the organization required under state law to make charitable distributions from the gaming proceeds to retain the state gaming license? . . . . . . . . . . . . . . . . . . . . . . . . . ❑ Yes ❑ No b Enter the amount of distributions required under state law to be distributed to other exempt organizations or spent in the organization's own exempt activities during the tax year ► $ Supplemental Information. Provide the explanations required by Part I, line 2b, columns (iii) and (v); and Part III, lines 9, 9b, 10b, 15b, 15c, 16, and 17b, as applicable. Also provide any additional information (see instructions). Schedule G (Form 990 or 990 -EZ) 2015 SCHEDULE J Compensation Information (Form 990) For certain Officers, Directors, Trustees, Key Employees, and Highest Compensated Employees ► Complete if the organization answered "Yes" an Foran 990, Part IV, line 23. Department of the Treasury IN. Attach to Form 990. Internal Revenue Service ► Information about Schedule J (Form 990) and its instructions Is at www.irs.gov/form990. Vista Community Clinic OMB No. 1545-0047 X015 95-2815615 No is .Check the appropriate box(es) if the organization provided any of the following to or for a person listed on Form 990, Part VII, Section A, line 1 a. Complete Part III to provide any relevant information regarding these items. ❑ First-class or charter travel ❑ Housing allowance or residence for personal use ❑ Travel for companions ❑ Payments for business use of personal residence ❑ Tax Indemnification and gross -up payments ❑ Health or social club dues or initiation fees ❑ Discretionary spending account ❑ Personal services (e.g., maid, chauffeur, chef) b If any of the boxes on line 1 a are checked, did the organization follow a written policy regarding payment or reimbursement or provision of all of the expenses described above? If "No," complete Part III to explain. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2 Did the organization require substantiation prior to reimbursing or allowing expenses incurred by all directors, trustees, and officers, including the CEO/Executive Director, regarding the items checked in line 1a? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1 2 3 Indicate which, If any, of the following the filing organization used to establish the compensation of the :tea organization's CEO/Executive Director. Check all that apply. Do not check any boxes for methods used by a r related organization to establish compensation of the CEO/Executive Director, but explain in Part III. ❑ Compensation committee ❑✓ Written employment contract 5 ❑ Independent compensation consultant ❑ Compensation survey or study M - W ❑ Form 990 of other organizations ❑ Approval by the board or compensation committee 4 During the year, did any person listed on Form 990, Part VII, Section A, line 1 a, with respect to the filing organization or a related organization: a Receive a severance payment or change -of -control payment? . . . . . . . . . 4a ✓ b Participate in, or receive payment from, a supplemental nonqualified retirement plan? . . . . . . . 4b c Participate in, or receive payment from, an equity -based compensation arrangement? . . . . . . . 4c ✓ If "Yes" to any of lines 4a -c, list the persons and provide the applicable amounts for each item in Part III. -: Only section 501(c)(3), 501(c)(4), and 501(c)(29) organizations must complete lines 5-9. 5 For persons listed on Form 990, Part VII, Section A, line 1 a, did the organization pay or accrue any compensation contingent on the revenues of:a a The organization? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5a ✓ b Any related organization? . . . . . . . . . . . . . . . . . . . . . . . . . . . 5b ✓ If "Yes" to line 5a or 5b, describe in Part Ill. 6 For persons listed on Form 990, Part VII, Section A, line 1a, did the organization pay or accrue any `3.J JI compensation contingent on the net earnings of:M a The organization? . . . . . . . . . . . . . . . . . . . . . . . 63 ✓ b Any related organization? . . . . . . . . . . . . . . . . . . . . . 6b ✓ If "Yes" on line 6a or 6b, describe in Part III. 7 For persons listed on Form 990, Part VII, Section A, line la, did the organization provide any non -fixed payments not described on lines 5 and 6? If "Yes," describe in Part Ill . . . . . . . . . . . . . 7 ✓ 8 Were any amounts reported on Form 990, Part VII, paid or accrued pursuant to a contract that was subject to the initial contract exception described in Regulations section 53.4958-4(a)(3)? If "Yes," describe in Part ill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8 J 9 If "Yes" to line 8, did the organization also follow the rebuttable presumption procedure described in Regulations section 53.4958-6(c)? . . . . . • • • • • • _: 9 For Paperwork Reduction Act Notice, see the Instructions for Form 990. cat. No. 50053T Schedule J (Form 990) 2015 N 2- ci O OO O© O E'o Q. D O; 0 0 1 0 Oi O t of O ..1 W' O M; n O Q; O �t WO t W; r4 O w� O I 7' O W;E ' upi j V•i ppp111 W I � t O I I t I it of O a}1 $iE O �nl 1�1 O rni WI O 4t O; O N O W� mt 0 a,:k O O Cd o { E E t I i E} O; o Ot 0 o 0 I 010 O; a 0:0. } 0410 010 ! t o' 0 �E 0� 0, o' o 0 0-0 o O O, O t o W, m p UL{ I { { t I I I I } I I ciFD 0; 0 O' O O O OI O OI o 0io, OI o 010 9 cc. O P► Lr) 1, O; O in• - O C 0 ',.I Q iO N M1� O W, CIO, M' i �• . O { ��yy Cd ri N. N�I O•i pNpf in, NI Lnl pW• r'C,�-_ ECC��CE�= O Eer'r'LGf= G - �r F [) U she ro a. G m L E m C ; G1. 5 z Q a m cl; Y o ° C3 ❑` v 9 c 44 4 U- xo o iv G ❑ Mn v E a N m w W W f+ co rn o it N fTP k ® • ! | e : CL 4 I SCHEDULE M (Form 990) Ooper tit of the Treasury internal Revenue Service Vista Community Clinic 1 2 3 4 5 6 7 e 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 Noncash Contributions 0- Complete If the organizations answered "Yes" on Form 990, Part IV, lines 29 or 30. ► Attach to Form 990. ► Information about Schedule M (Form 990) and its instructions is at www.1r3.g0v1F0rm990. Art—Works of art . . . . . Art—Historical treasures . . . Art—Fractional interests . . . Books and publications . . . Clothing and household goods . . . . . . . . . Cars and other vehicles . . . Boats and planes . . . . . Intellectual property Securities—Publicly traded . Securities—Closely held stock . Securities --Partnership, LLC, or trust interests Securities —Miscellaneous Qualified conservation contribution —Historic structures . . . . . . Qualified conservation contribution—Other . . . . Real estate—Residential . Real estate—Commercial Real estate—Other . . . Collectibles . . . . . Food inventory . . . . . . Drugs and medical supplies . . Taxidermy . . . . . . . Historical artifacts . . . . . Scientific specimens Archeological artifacts Other ►----__-____) Other ► ( ( -- - -... ) ........................... Other ► Other III, ( ] (a) (b) Check if Number of contributions or applicable items contributed 1 OMB No. 1545.0047 2015 95-2815615 (d) Noncash contribution Method of determining amounts reported on noncash contribution amounts rm 990, Part VIII, line 1g 140,595 FMV Number of Forms 8283 received by the organization during the tax year for contributions for which the organization completed Form 8283, Part IV, Donee Acknowledgement . . . . L29 30a During the year, did the organization receive by contribution any property reported in Part I, lines 1 through<� 28, that It must hold for at least three years from the date of the initial contribution, and which is not required to be used for exempt purposes for the entire holding period? . . . . . . . . . . . . . . . 30a I mv b If "Yes," describe the arrangement in Part ll. - s 31 Does the organization have a gift acceptance policy that requires the review of any non-standard , contributions? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 ✓ 32a Does the organization hire or use third parties or related organizations to solicit, process, or sell noncash contributions? . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32a ✓ b If "Yes," describe in Part ll. 33 If the organization did not report an amount in column (c) for a type of property for which column (a) is checked, ^5� describe in Part 11. _ For Paperwork Reduction Act Notice, see the Instructlons for Form 990. Cat, No. 51227J Schedule M (Fwrn 990) (2015) Schedule M (Form 990) (2015) _ Page 2 EM Supplemental Information. Provide the Information requ;red by Part I, lines 30b, 32b, and 33, and whether the organization is reporting in Part I, column (b), the number of contributions, the number of items received, or a combination of both. Also complete this eart for any additional information. Schedule M (Form 990) (2015) SCHEDULE 0 Supplemental Information to Form 990 or 990 -EZ (Form 990 or 990 -EZ) Complete to provide information for responses to specific questions on Form 990 or 990 -EZ or to provide any additional information. ► Attach to Form 990 or 9W -E7 - OMB No. 1545-0047 1 20015 Department of the Treasury Internal Revenue Service ► Information about Schedule 0 (Form 990 or 880 -EZ) and Its instructions is at www.1rs gov/form Name of the organization Employer Identiti1�allon number Vista Community Clinic 95-2815615 Form 590, Part Ill, Line 2 - Ch[ropractiG services her{an Jud 2015. Lake Elsinore started services December 2016. The Gary[ Center started --- ..----....................... ^- - - - - - services March 2016. -- — ........_W............ --------------------- -•----- --- - - --...--•---•----------..._,..____------- ------------------------- - ......._.. Form 990, Part Vt, Section B. Line 11b - The Form 990 is reviewed by Senior manaclement and provided to the Hoard of Directors for review, -•-------------•-----------------•------------••-------------------------- - prior to filing ___� -._...... _........ _.------ .-----..-......»__._....«.. Form 990, Part Vl, Section B� Line 72c: f?oJicx_is revi�wed_wifh members of the Board,of Directors annually. , - - t. Se ----....--------------------------------- —------------------------- ---••.-•-------- ................. .....•-._-•-.......... .------------ -------- •-•----- — -- ----- - ............ ..__..._ Form 990, Part VI,_5ectian B, Line 15 _ CurrertE market comensation for similar or comparable positions is researched: ------------------- --------------- For Paperwork Reduction Act Notice, see the Instructions for Form 990 or 990 -EZ. Cat. No. 51056K Schedule 0 (Form 900 or 990 -EZ) (2015) Vista Community Clnic Board List - 2017 Angela Perez, R.N., President Jose Aponte, Vice President Dionicia Dzwigalski, R.N., Treasurer Olivia Gonzalez, Secretary Frieda Brands, Member Raye Clendening, Member Kwan Lee, Member James Hagar, Member Michael Hire, Member Antonio Mora, Member Monica Nava, Member Mark Phillipi, Member Anne Speraw, Member Joseph Troya, Member Sonya Villegas, Member VISTA COMMUNITY CLINIC 2017-18 Operating Budget REVENUE: Patient Fees 40,872,367 Contracts 10,868,008 Other Revenue 2,343,420 Total Revenue 54,083,795 EXPENSES: Salaries 33,729,813 Fringe Benefits 6,844,509 Patient Contract Services 1,820,293 Non -Patient Contract Services 868,194 Supplies 3,686,361 Communications 319,481 Travel 424,370 Equipment 691,337 Facilities 1,838,953 Insurance 279,505 Financing 249,520 Advertising 270,468 Depreciation 2,101,772 Other Expenses 717,535 Outreach 176,476 Admin Allocation 0 Total Expenses 54,018,588 NET 65,206 Audited Financial Statements Vista Community Clinic For The Years Ended June 30, 2016 and 2015 Vista Community Clinic Table of Contents Page Independent Auditors' Report l FINANCIAL STATEMENTS Balance Sheets 3 Statements of Operations and Changes in Net Assets 4 Statements of Cash Flows 5 Notes to the Financial Statements 6 SINGLE AUDIT Independent Auditors' Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards 16 Independent Auditors' Report on Compliance For Each Major Federal Program and Report on Internal Control Over Compliance Required by the Uniform Guidance 18 Schedule of Expenditures of Federal Awards 20 Notes to the Schedule of Expenditures of Federal Awards 21 Schedule of Findings and Questioned Costs 22 CHWLLP Healthcare Audit, Tax & Consulting Services Independent Auditor's Report Board of Directors Vista Community Clinic Vista, California 7797 N. First Street #15, Fresno, California 93720 Phone: 559.549.5400 Email: infoGchwllp.org Report on the Financial Statements We have audited the accompanying financial statements of Vista Community Clinic ("VCC), which comprise the balance sheets as of June 30, 2016 and 2015 and the related statements of operations and changes in net assets, and cash flows for the years then ended, and the related notes to the financial statements. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Vista Community Clinic as of June 30, 2016 and 2015 and the results of its operations and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America. Other Matters Supplementary Information Our audit was conducted for the purpose of forming an opinion on the financial statements as a whole. The accompanying schedule of expenditures of federal awards, as required by Title 2 U.S. Code of Federal Regulations (CFR) Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards is presented for purposes of additional analysis and is not a required part of the financial statements. Such information is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the financial statements. The information has been subjected to the auditing procedures applied in the audit of the financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the financial statements or to the financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the information is fairly stated, in all material respects, in relation to the financial statements as a whole. Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated September 29, 2016 on our consideration of VCC's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering VCC's internal control over financial reporting and compliance. mow• 22 Fresno, California September 29, 2016 2 Vista Community Clinic Balance Sheets June 30, 2016 and 2015 See accompanying Notes to the financial Statements 3 2016 2015 ASSETS Current assets: Cash and cash equivalents $ 7,797,754 $ 7,706,783 Board designated cash and investments 5,154,282 3,609,864 Patient accounts receivable, net of allowance for doubtful accounts of $88,298 and $89,815, respectively 2,732,805 2,365,084 Grants, contracts and other receivables 873,268 854,659 Pledges receivable 45,500 - Estimated third party payor settlements 2,145,484 444,236 Inventories 12,811 16,589 Prepaid assets 823,550 530,012 Total current assets 19,585,454 15,527,227 Property and equipment, net 32,105,372 31,563,286 Note receivable 100,000 - Board designated cash and investments 4,210,734 4,875,246 Total assets $ 56,001,560 $ 51,965,759 LIABILITIES AND NET ASSETS Liabilities: Current liabilities: Accounts payable $ 1,312,333 $ 1,166,439 Accrued payroll liabilities 1,548,573 1,945,029 Deferred revenue 2,810,391 409,628 Long-term debt, current portion 582,756 674,448 Total current liabilities 6,254,053 4,195,544 Long-term debt 4,452,197 5,095,095 Total liabilities 10,706,250 9,290,639 Net Assets: Unrestricted 45,054,695 42,417,071 Temporarily restricted 240,615 258,049 Total net assets 45,295,310 42,675,120 Total liabilities and net assets $ 56,001,560 $ 51,965,759 See accompanying Notes to the financial Statements 3 Vista Community Clinic Statements of Operations and Changes in Net Assets For the years ended June 30, 2016 and 2015 Change in Unrestricted Net Assets: Revenue and other support: Patient and third party revenue, net Grant and contract revenue Contributions Other Inherent contribution Net assets released from restrictions Total unrestricted revenue and other support Expenses: Salaries & benefits Other operating expenses Medical supplies and drugs Contract services Space costs Depreciation Insurance Travel, conferences and meetings Interest Total expenses Excess of revenues over expenses Disposal of property, plan, and equipment Unrealized gains ( losses) Increase in unrestricted net assets Change in Temporarily Restricted Net Assets: Contributions Net assets released from restrictions Change in temporarily restricted net assets Increase in net assets Net Assets: Beginning of year End of year See accompanying Notes to the Financial Statements 4 W) 16 2011 $ 33,960,229 $ 28,797,109 11,705,009 11,042,051 1,132,405 752,353 1,622,791 478,062 815,407 - 32,027 236,898 49,267,868 41,306,473 32,765,654 27,567,862 3,699,324 3,644,619 3,570,027 3,140,678 2,877,235 2,372,381 1,446,533 1,345,269 1,576,468 1,452,774 250,164 241,185 280,874 234,814 195,652 226,190 46,661,931 40,225,772 2,605,937 11080,701 4,932 - 26,755 (7,963) 2,637,624 1,072,738 14,593 86,867 (32,027) (236,898) (17,434) (150,031) 1,b1U,1 yU 922"/U./ 42,675,120 41,752,413 $ 45,295,310 $ 42,675,120 Vista Community Clinic Statements of Cash Flows For the years ended June 30, 2016 and 2015 Changes in operating assets and liabilities: Patient accounts receivable, net 2016 2015 Grants, contracts and other receivables Cash flows from operating activities: (177,011) Pledge receivable Change in net assets $ 2,620,190 $ 922,707 Adjustments to reconcile increase in net assets - Inventories to net cash provided by operating activities: 2,450 Prepaid assets Depreciation and amortization 1,576,468 1,452,774 Gain on disposal (4,932) - Unrealized (gains) and losses (26,755) 7,963 Changes in operating assets and liabilities: Patient accounts receivable, net (367,721) (493,003) Grants, contracts and other receivables (18,609) (177,011) Pledge receivable (45,500) (874,499) Estimated third party payor settlements (1,701,248) - Inventories 3,778 2,450 Prepaid assets (293,538) (211,587) Accounts payable 145,894 323,920 Accrued payroll and other liabilities (396,456) 261,761 Deferred revenue 2,400,763 188,888 Net cash provided by operating activities 3,892,334 2,278,862 Cash flows from investing activities: Change in board designated cash and investments (853,151) (1,400,406) Change in note receivable (100,000) Net acquisition of property and equipment (2,1 13,622) (874,499) Net cash used in investing activities (3,066,773) (2,274,905) Cash flows from financing activities: Principal payments on long-term debt (734,590) (653,087) Net cash used in financing activities (734,590) (653,087) Net increase (decrease) in cash and cash equivalents $ 90,971 $ (649,130) Cash at beginning of year: 7,706,783 8,355,913 Cash at end of year: $ 7,797,754 $ 7,706,783 Supplemental disclosure of cash flow information: Interest paid $ 195,652 $ 226,190 See accompanying Notes to the Financial Statements Vista Community Clinic Notes to the Financial Statements For the years ended June 30, 2016 and 2015 Note A: Organization and Operations Vista Community Clinic ("VCC") a nonprofit organization operates healthcare facilities at five sites in San Diego County. Vista Community Clinic provides a variety of medical, dental, mental health and health education services providing low-cost, high quality, comprehensive primary care services to residents of the North San Diego County area. Vista Community Clinic derives its support through grants and contracts with the U.S. Department of Health and Human Services ("DHHS"), the State of California, the County of San Diego, and various other entities. Additionally, revenues are derived from patient fees and third party charges. Note B: Summary of Significant Accounting Policies Cash and Cash Equivalents: For purposes of the statement of cash flows, Vista Community Clinic considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. The savings, checking and investments are on deposit with various financial institutions. As of June 30, 2016 and 2015 the carrying amount of all the accounts, net of outstanding checks, were $7,797,754 and $7,706,783, respectively. Per the various financial institutions as of June 30, 2016 and 2015, approximately $1,250,000 and $1,510,029, respectively was covered by federal depository insurance. Accounts Receivable: Accounts receivable are recorded at gross value along with a corresponding allowance for doubtful accounts. Allowance accounts are estimated for each type of receivable based on Vista Community Clinic's experience in collecting those receivables. Third -Party Contractual Agreements: Vista Community Clinic has agreements with Medicare and Medi -Cal that provide payments under Prospective Payment Systems ("PPS"). Medicare payment under the FQHC PPS are 80% of the lesser of the health center's actual charge or the applicable PPS rate (patient coinsurance will be 20% of the lesser of the health center's actual charge or the applicable PPS rate). In the case of Medi -Cal, payments under the new system are final, unless the number of reimbursable visits is changed as a result of an audit by the State of California, Department of Health Services. Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles in the United States requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Management believes these estimates are reasonable. Property, Building and Equipment: Land, building and equipment are carried at cost or estimated fair value at date of acquisition. VCC capitalizes all acquisitions greater than $5,000. Depreciation is calculated by the straight-line method over the estimated useful lives of the assets ranging from three to thirty years. Leasehold improvements are amortized on a straight-line method over the estimated useful life of the improvement or the term of the lease, whichever is less. Construction -in -progress is recorded at cost and is capitalized upon completion. Depreciation is recorded when construction is substantially complete and the assets are placed in service. 6 Vista Community Clinic Notes to the Financial Statements For the years ended June 30, 2016 and 2015 Note B: Summary of Significant Accounting Policies (Continued) Reclassifications: Certain prior year amounts may have been reclassified to conform to the current year financial statement presentation. Temporarily and Permanently Restricted Net Assets: Contributions, including government grants and contracts, are recorded as either temporarily or permanently restricted revenue if they are received with donor stipulations that limit the use of the donated asset. When a donor restriction expires, that is, when a stipulated time restriction ends or purpose restriction is accomplished, temporarily restricted assets are reclassified to unrestricted net assets and reported in the statement of operations and changes in net assets as net assets released from restrictions. Donor -restricted contributions whose restrictions expire during the same fiscal year are recognized as unrestricted revenue. Income Taxes: Vista Community Clinic is a private not-for-profit corporation organized under the laws of the State of California. VCC has been determined to be exempt from income taxes under Section 501(c)(3) of the Internal Revenue Code and Section 23701 d of the State of California Revenue and Taxation Code by the IRS and Franchise Tax Board, respectively. The tax years of 2012 through 2014 remain open and subject to examination by the appropriate government agencies in the United States and California. Revenue Recognition: Patient service revenue is recorded at Vista Community Clinic's established rates adjusted for sliding fee scale discounts, provisions for uncollectible accounts and third -party contractual allowances to arrive at net service revenue. Revenue from government grants and contracts restricted for use in specific activities is recognized in the period when expenditures have been incurred in compliance with the grantor's restrictions. Grants and contracts awarded for the acquisition of long-lived assets are reported as unrestricted non-operating revenue, in absence of donor stipulations to the contrary, during the fiscal year in which the assets are acquired. Cash received in excess of revenue recognized is recorded as deferred revenue. Inventories: Inventories consist of pharmaceutical, medical and office supplies and are stated at cost. Due to rapid turnover of supplies, cost approximates market value. Subsequent Events: VCC has evaluated all events and transactions that occurred after June 30, 2016, and through September 29, 2016, the date of the financial statements and notes to financial statement were available to be issued. During this period no events or transactions occurred that would require adjustments of the financial statements or disclosure in the accompanying notes. Vista Community Clinic Notes to the Financial Statements For the years ended June 30, 2016 and 2015 Note C: Fair Value of Financial Instruments Financial Accounting Standards Board's (FASB) Accounting Standard Codification (ASC) 820, Fair Value Measurements and Disclosures, requires the fair value of financial assets and liabilities to be determined using a specific fair -value hierarchy. The objective of the fair value measurement of financial instruments is to reflect the hypothetical amounts at which VCC could sell assets or transfer liabilities in an orderly transaction between market participants at the measurement date. FASB ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 Quoted prices in active markets for identical assets; Level 2 Observable inputs other than Level 1 prices, such as quoted prices for similar assets; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets; Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets. The following table presents financial instruments measured at fair value on a recurring basis in accordance with FASB ASC 820 as of June 30, 2016 and 2015: The carrying amounts reported in the balance sheets for other financial assets and liabilities that are not measured at fair value on a recurring basis including patient accounts receivable, grants contracts and other receivables, estimated third party payor settlements, accounts payable, accrued payroll liabilities, deferred revenue, and long-term debt approximate fair value. 8 Fair Value Measurement Using Fair Value Level 1 Level 2 Level 3 June 30, 2016: Money market finds $ 3,805,245 $ 3,805,245 $ - $ _ Insurance contracts 2,216,866 - 2,216,866 - Corporate bonds 2,697,480 - 2,697,480 - Municipal bonds 194,873 - 194,873 - U.S. government bonds 157,679 - 157,679 - U.S. agencies 1,990,828 - 1,990,828 - Mutual finds 692,954 - 692,954 - Equity securities 1,396,003 1,396,003 - - Total $ 13,151,928 $ 5,201,248 $ 7,950,680 $ - June 30, 2015: Money market finds $ 3,716,378 $ 3,716,378 $ - $ - Certificates of deposit 500,391 - 500,391 - Corporate bonds 2,593,290 - 2,593,290 - Municipal bonds 347,934 - 347,934 - U.S. government bonds 232,525 - 232,525 - U.S. agencies 1,808,128 - 1,808,128 - Mutual funds 500,574 - 500,574 - Equity securities 1,348,998 1,348,998 - - Total $ 11,048,219 $ 5,065,376 $ 5,982,842 $ _ The carrying amounts reported in the balance sheets for other financial assets and liabilities that are not measured at fair value on a recurring basis including patient accounts receivable, grants contracts and other receivables, estimated third party payor settlements, accounts payable, accrued payroll liabilities, deferred revenue, and long-term debt approximate fair value. 8 Vista Community Clinic Notes to the Financial Statements For the years ended June 30, 2016 and 2015 Note D: Board Designated Cash and Investments Board designated cash and investments are designated by the board of directors. As such, these funds are unrestricted and are stated at their fair market value at June 30, 2016 and 2015. Board designated cash and investments include the following at June 30, 2016 and 2015. Income from board designated cash and investments is primarily comprised of interest and dividend income, which amounted to $215,648 and $185,408 for the years ended June 30, 2016 and 2015, respectively. Unrealized gains were $26,755 for the year ended June 30, 2016 and unrealized losses were $7,963 for the year ended June 30, 2015. Note E: Patient Accounts Receivable, Net Net patient accounts receivable are comprised of the following payors at June 30, 2016 and 2015: Medi -Cal Medicare Private Pay Other third -party payors Total patient accounts receivable, net Note F: Grants and Contracts Receivable 2016 2016 2015 Cash $ - $ 1,500,000 Money market 18,332 153,660 Insurance contracts 2,216,866 - Corporate bonds 2,697,480 2,593,290 Municipal bonds 194,873 347,934 US Government bonds 157,679 232,525 US Agencies 1,990,828 1,808,128 Mutual funds 692,954 500,574 Equities 1,396,003 1,348,999 Total $ 9,365,016 $ 8,485,110 Income from board designated cash and investments is primarily comprised of interest and dividend income, which amounted to $215,648 and $185,408 for the years ended June 30, 2016 and 2015, respectively. Unrealized gains were $26,755 for the year ended June 30, 2016 and unrealized losses were $7,963 for the year ended June 30, 2015. Note E: Patient Accounts Receivable, Net Net patient accounts receivable are comprised of the following payors at June 30, 2016 and 2015: Medi -Cal Medicare Private Pay Other third -party payors Total patient accounts receivable, net Note F: Grants and Contracts Receivable 2016 2015 $ 1,779,360 $ 1,714,117 70,246 43,950 60,112 94,683 823,087 512,334 $ 2,732,805 $ 2,365,084 Grants and contract receivables are comprised of the following at June 30, 2016 and 2015: Federal State County Local notal grants and contract receivable L'] 2016 2015 $ 198,130 $ 207,083 200,155 284,613 312,385 235,717 162,598 127,246 $ 873,268 $ 854,659 Vista Community Clinic Notes to the Financial Statements For the years ended June 30, 2016 and 2015 Note G: Concentration of Credit Risk VCC grants credit without collateral to its patients, most of whom are local residents and are insured under third -party agreements. The mix of accounts receivables from patients and third -party payors at June 30, 2016 and 2015 was as follows: Payor Class 2016 2015 Medi -Cal 65% 72% Medicare 3% 2% Private pay patients 2% 4% Other third -party payors 30% 22% Total 100% 100% Note H: Property and Equipment Land, building and equipment at June 30, 2016 and 2015 was comprised of the following: Land Motor Vehicles Buildings & Leasehold Improvements Medical Equipment Office Equipment Construction in progress Accumulated Depreciation Total 2016 2015 $ 4,004,277 $ 3,925,429 188,828 213,228 36,201,123 34,794,683 930,356 646,184 2,406,182 2,134,983 114,165 36,271 43,844,931 41,750,778 (11,739,560) (10,187,492) $32,105,371 $31,563,286 Depreciation expense as of June 30, 2016 and 2015 is $1,576,468 and $1,452,774, respectively. Note I: Net Patient Revenue Vista Community Clinic has agreements with third -party payors that provide payments at amounts different from its established rates. A summary of the payment agreements with third party payors follows: Medicare - Covered services rendered to Medicare program beneficiaries are paid based on a prospective payment system (PPS). Medicare payment under the FQHC PPS are 80% of the lesser of the health center's actual charge or the applicable PPS rate (patient coinsurance will be 20% of the lesser of the health center's actual charge or the applicable PPS rate). Accordingly, to the extent a health center's charge is below the applicable PPS rate, Medicare FQHC reimbursement can be limited. Medi -Cal - Medical and dental services rendered to Medi -Cal beneficiaries are paid under the Prospective Payment System (PPS) using rates established by Vista Community Clinic's "Base Year" cost report tiled under the previous cost based reimbursement system. These rates are adjusted annually according to changes in the Medicare Economic Index and any approved changes in Vista Community Clinic's scope of service. Vista Community Clinic Notes to the Financial Statements For the years ended June 30, 2016 and 2015 Note J: Long-term Debt Long-term debt consists of the following at June 30, 2016 and 2015: 2016 2015 VCC financed in part the purchase of the Horne Street Site with Community Development Block Grants funds, administered by the City of Oceanside, documented by a service payable promissory note. $ 38,777 $ 57,312 The principal amount of the note is $200,000, at an interest rate of 3.0%. Repayment of the note is based on VCC's commitment to provide healthcare services for a 10 year period. VCC entered into a loan agreement in September 2010 for partial financing of the La Tortuga site development due September 2025. The original principal amount of the note was $4,200,000, at 4.57% 2,900,109 3,148,120 annual interest. The loan is payable in monthly installments of $32,422 which includes principal and interest. VCC entered into a loan agreement in July 2011 with the California Primary Care Association for partial financing of the expansion of its Vale Terrace site. The original principal amount of the note was 75,051 200,494 $600,000, at 3.175% annual interest and is due February 2017. The loan is payable in monthly installments of $10,840, which includes principal and interest. VCC entered into a loan agreement with the California Health Facilities Financing Authority in September 2011 for partial financing of the expansion of its Vale Terrace site; the note is due 551,642 596,513 November 2026. The original principal amount of the note was $750,000, at 3.00% annual interest. The loan is payable in monthly installments of $5,179, which includes principal and interest. VCC entered into a loan agreement in February 2012 with The California Endowment for partial financing of the expansion of its Vale Terrace site. The original principal amount of the note was 1,469,374 1,767,104 $2,000,000, at 2.00% annual interest. The loan is payable in quarterly installments of interest only from July 2013 until July 2015, at which time quarterly installments of $67,789 of principal and interest will be paid until the note is due in March 2022. 5,034,953 5,769,543 Less current portion (582,756) (674,448) $4,452,197 $5,095,095 Future principal payments for the years ended June 30, 2017 through 2021 are $582,756, $587,031, $586,679, $606,514, and $627,617, respectively, and $2,044,357 thereafter. Vista Community Clinic Notes to the Financial Statements For the years ended June 30, 2016 and 2015 Note K: Donated Services Donated services are those services that have been received, valued and recorded. Contributed services are those services that are received but not valued or recorded. It is the policy of Vista Community Clinic to encourage contributions from the residents of the greater San Diego County area. Donated services are valued at prevailing market rates. Certain immaterial services and facilities contributed to Vista Community Clinic have not been valued or recorded. Note L: Deferred Revenue Deferred revenue consists of the following at June 30, 2016 and 2015: Kaiser — La Habra Bldg DentaQuest Emergency Care Continuum Project Oral Health Services REACH — Leichtag MA Training Program Molina Deferred Revenue Other Total Note M: Commitments and Contingencies 2016 2015 $ 500,000 $ - - 62,398 - 16,208 204,374 - - 19,144 51,504 - 1,964,959 219,958 89.554 91,920 $ 2,810,391 $ 409,628 Operating leases — Vista Community Clinic has commitments under operating lease agreements through 2020. The future minimum lease payment for the succeeding years under these committed lease arrangements is approximately: $184,223 in 2017, $186,109 in 2018, $186,670 in 2019, $138,543 in 2020, $70,772 in 2021, and $72,895 thereafter. Medical malpractice claims - Vista Community Clinic is deemed an employee of the federal government and is covered for malpractice insurance under the Federal Tort Claims Act ("FTCA"). Vista Community Clinic also has supplemental Professional Liability coverage for individual claims up to $1,000,000 and aggregate annual claims up to $3,000,000. Retirementplans - Vista Community Clinic maintains a tax deferred annuity plan 403(b) for substantially all of its employees who have met specified age and service requirements. On July 1, 2015, VCC amended its 403(b) plan and now fully matches the first 3% of employee contributions, and matches half of the next 2% of employee contributions. For the years ended June 30, 2016 and 2015, VCC contributed $435,265 and $209,699, respectively relating to these retirement plans. Litigation: In the normal course of business, VCC is, from time to time, subject to allegations that may or do result in litigation. VCC evaluates such allegations by conducting investigations to detennine the validity of each potential claim. Based upon the advice of counsel, management records an estimate of the amount of ultimate expected loss, if any, for each of these matters. Events could occur that would cause the estimate of ultimate loss to differ materially in the near term. 12 Vista Community Clinic Notes to the Financial Statements For the years ended June 30, 2016 and 2015 Note N: Sliding Fee Scale Discounts As described in Note B, Vista Community Clinic records sliding fee discounts as a contra -revenue account. The amount of sliding fee discounts for the years ended June 30, 2016 and 2015 was approximately $3,940,455 and $3,371,474, respectively. Note O: Temporarily Restricted Net Assets Temporarily restricted net assets are $240,615 at June 30, 2016 and $258,049 at June 30, 2015. Temporarily restricted net assets are available primarily for scholarships and an early cancer detention program. Net assets were released from donor restrictions by incurring expenses satisfying the restricted purpose in fiscal year 2016 and 2015 in the amount of $32,027 and $236,898, respectively. Note P: Functional Expenses 2016 Expenses: Salaries & benefits Other operating expenses Medical supplies and drugs Contract services Space costs Depreciation Insurance Travel, conferences and meetings Interest Total expenses Percentage 2015 Expenses: Salaries & benefits Other operating expenses Medical supplies and drugs Contract services Space costs Depreciation Insurance Travel, conferences and meetings Interest Total expenses Percentage Program Fund General & Services Raising Administration Total $ 29,090,307 $ 178,226 $ 3,497,121 $ 32,765,654 2,347,738 13 0, 76 5 1,220,821 3,699,324 3,556,182 - 13,845 3,570,027 2,358,657 38 518,540 2,877,235 1,311,955 1,362 133,216 1,446,533 1,433, 741 1,548 141,179 1,576,468 190,076 117 59,971 250,164 219,423 - 61,451 280,874 - - 195,652 195,652 $ 40,508,079 $ 312,056 $ 5,841,796 $ 46,661,931 86% 1% 13% 100% Program Fund General & Services Raising Administration Total $ 24,368,660 $ 145,175 $ 3,054,027 $ 27,567,862 2,207,173 17,602 1,419,844 3,644,619 3,120,853 6,078 13,747 3,140,678 2,016,582 - 355,799 2,372,381 1,199,937 1,274 144,058 1,345,269 1,309,780 1,647 141,347 1,452,774 188,431 118 52,636 241,185 187,751 - 47,063 234,814 - 226,190 226,190 $ 34,599,167 $ 171,894 $ 5,454,711 $ 40,225,772 86% 1% 13% 100% 13 Vista Community Clinic Notes to the Financial Statements For the years ended June 30, 2016 and 2015 Note Q: Business Combination On March 1, 2016, Vista Community Clinic entered into an agreement with The Gary Center to combine operations. The Gary Center is a California nonprofit public benefit corporation that provides various services to North Orange County residents, including behavior and mental health, dental care, community development and other social services. The combination was made with the goal of building on each corporation's strengths, streamlining operations, and enhancing their ability to deliver healthcare services to a greater number of patients in their combined service areas. This combination is being accounted for using the acquisition method. Vista Community Clinic assumed all assets and liabilities of The Gary Center and did not transfer any consideration. Assets and liabilities assumed by Vista Community Clinic as of March 1, 2016 include the following: Assets Cash and cash equivalents $ 440,460 Investments 188,812 Grant receivables 60,681 Patient account receivables, net 6,980 Prepaid expenses and other assets 1,172 Property, plant and equipment 200,000 $ 898,105 Liabilities Accounts payable $ 37,980 Accrued payroll liabilities 44,718 $ 82,698 The remaining balance of $815,407 was recorded as an inherent contribution as of March 31, 2016. 14 SINGLE AUDIT REPORTS wi 7797 N. First Street 415, Fresno, California 93720 CHWLLP Phone: 559.549.5400 Email: infibLachwllporg Healthcare Audit, Tax & Consulting Services Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards Independent Auditor's Report Board of Directors Vista Community Clinic Vista, California We have audited, in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of Vista Community Clinic (the "VCC"), which comprise the balance sheets as of June 30, 2016 and 2015 and the related statements of operations and changes in net assets, and cash flows for the years then ended, and the related notes to the financial statements, and have issued our report thereon dated September 29, 2016. Internal Control Over Financial Reporting In planning and performing our audit, we considered Vista Community Clinic internal control over financial reporting (internal control) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of VCC's internal control. Accordingly, we do not express an opinion on the effectiveness of VCC's internal control. A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the VCC's financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify 411 deficiencies in internal control that might be material weaknesses or significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. Compliance and Other Matters As part of obtaining reasonable assurance about whether Vista Community Clinic financial statements are free from material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, .we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the entity's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the entity's internal control and compliance. Accordingly, this communication is not suitable for any other purpose. Fresno, California September 29, 2016 17 WLLP Healthcare Audit, Tax & Consulting Services Report on Compliance For Each Major Federal Program And Report on Internal Control Over Compliance Required by the Uniform Guidance Independent Auditor's Report Board of Directors Vista Community Clinic Vista, California Report on Compliance for Each Major Federal Program 7797 N First Street #15, Fresno, California 93720 Phone: 559.549.5400 Email: info@chwlip.org We have audited Vista Community Clinic (the "VCC") compliance with the types of compliance requirements described in the OMB Compliance Supplement that could have a direct and material effect on each of the VCC's major federal programs for the year ended June 30, 2016. The VCC's major federal programs are identified in the summary of auditor's results section of the accompanying schedule of findings and questioned costs. Management's Responsibility Management is responsible for compliance with the requirements of laws, regulations, contracts, and grants applicable to its federal programs. Auditor's Responsibility Our responsibility is to express an opinion on compliance for each of the VCC's major federal programs based on our audit of the types of compliance requirements referred to above. We conducted our audit of compliance in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States; and the audit requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Those standards and the Uniform Guidance require that we plan and perform the audit to obtain reasonable assurance about whether noncompliance with the types of compliance requirements referred to above that could have a direct and material effect on a major federal program occurred. An audit includes examining, on a test basis, evidence about the VCC's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion on compliance for each major federal program. However, our audit does not provide a legal determination of the VCC's compliance. 18 Opinion on Each Major Federal Program In our opinion, Vista Community Clinic complied, in all material respects, with the requirements referred to above that could have a direct and material effect on each of its major federal programs for the year ended June 30, 2016. Report on Internal Control Over Compliance Management of Vista Community Clinic is responsible for establishing and maintaining effective internal control over compliance with the types of compliance requirements referred to above. In planning and performing our audit of compliance, we considered the VCC's internal control over compliance with the types of requirements that could have a direct and material effect on each major federal program to determine the auditing procedures that are appropriate in the circumstances for the purpose of expressing an opinion on compliance for each major federal program and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, we do not express an opinion on the effectiveness of the VCC's internal control over compliance. A deficiency in internal control over compliance exists when the design or operation of a control over compliance does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, noncompliance with a type of compliance requirement of a federal program on a timely basis. A material weakness in internal control over compliance is a deficiency, or combination of deficiencies, in internal control over compliance, such that there is a reasonable possibility that material noncompliance with a type of compliance requirement of a federal program will not be prevented, or detected and corrected, on a timely basis. A significant deficiency in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal program that is less severe than a material weakness in internal control over compliance, yet important enough to merit attention by those charged with governance. Our consideration of internal control over compliance was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control over compliance that might be material weaknesses or significant deficiencies. We did not identify any deficiencies in internal control over compliance that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified. The purpose of this report on internal control over compliance is solely to describe the scope of our testing of internal control over compliance and the results of that testing based on the requirements of the Uniform Guidance. Accordingly, this report is not suitable for any other purpose. Fresno California September 29, 2016 z Vista Community Clinic Schedule of Expenditures of Federal Awards For the year ended June 30, 2016 Federal Grant / Program Title U.S. DEPARTMENT OF HEALTH AND HUMAN SERVICES Direct Pro[.rams: ' Community Health Center Cluster, Section 330 CHAT CHASE Diabetes TLC 330 PCMH NRR SAMSHA Social Media MyLife CAE Subtotal 11'assed Through: North County Health Services - AIDS Case Management California Department of Public Health - Wise Women California Department of Public Health - RACER I&E Family Health Centers - Health Care for the Homeless Project Family Health Centers - HIV ADS Family Health Centers - YMSM Counseling and Testing California Family Health Council - Family Planning Program (Title X) Interfaith Community Services— SNAP Ed/CX3 Project Interfaith Community Services— Access to Benefits University of California — Be 'There San Diego Passed through County of San Diego: Ryan White Care Act Outreach HIV Counseling and Testing Alcohol & Drug Prevention Services Expanded HIV Testing HIV Prevention Activities Regional Leadership Academy — Needs Assessment Total Department of Health & Human Services * Denotes major program 20 Federal Pass -Through Expenditures CFDA Number Identification Number *93.224 N/A $ 5,636,039 93.137 N/A 34,921 93.243 N/A 87,177 93.359 N/A 500,634 93.526 N/A 306,542 93.243 N/A 35,273 93.060 N/A 85,106 $ 6,685,692 93.918 H76HA00168-21 $ 103,711 93.283 13-20877 273,083 93.778 11-10302 54,183 *93.224 PS 15-1502 149,998 93.959 535066 229,554 93.939 IU65PS003487 40,755 93.217 2288-5320-71209-16 210,293 93.569 544434 82,659 93.525 544433 6,156 93.610 C]CMS331345-01 80,447 93.914 550561 100,952 93.914 550561 95,510 93.959 534604 335,116 93.943 552648 79,554 93.940 547309 133,296 93.569 N/A 66,619 $ 8,727,578 Vista Community Clinic Schedule of Expenditures of Federal Awards For the year ended June 30, 2016 Federal Grant / Program Title U.S. DEPARTMENT OF HOUSING & URBAN DEVELOPMENT Passed through City of Vista CDBG - Pediatrics Passed through City of Oceanside CDBG — Club 55 Passed through City of Oceanside CDBG - Loan Passed through City of Oceanside CDBG - Reach Project Passed through City of La Habra CDBG — Food Distribution Passed through Vista School District: REACH Rancho Buena Vista Total federal financial assistance * Denotes major program 21 Federal CFDA Pass -Through Number Identification Expenditures Number 14.218 N/A $ 12,150 14.218 921559400238 7,500 14.218 N/A 38,777 14.218 822138500237 13,581 14.218 44425-428 2,417 $ 74,425 84.287 172045 $ 39.999 $ 8,842,002 Vista Community Clinic Notes to Schedule of Expenditures of Federal Awards For the year ended June 30, 2016 Note A: Basis of Presentation The accompanying Schedule of Expenditures of Federal Awards (the "Schedule") summarizes the expenditures of Vista Community Clinic (the "VCC") under programs of the federal government for the year ended June 30, 2016. The information in this Schedule is presented in accordance with the requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Because the Schedule presents only a selected portion of the operations of VCC, it is not intended to, and does not, present the financial position, changes in net assets, or cash flows for VCC. Note B: Summary of Significant Accounting Policies Expenditures reported on the Schedule are reported on the accrual basis of accounting. Such expenditures are recognized following the cost principles contained in the Uniform Guidance, wherein certain types of expenditures are not allowable or are limited as to reimbursement. Negative amounts shown on the Schedule represent adjustments or credits made in the normal course of business to amounts reported as expenditures in prior years. VCC elected not to use the de minimis cost rate because it has a negotiated indirect cost rate in place. 22 Vista Community Clinic Schedule of Findings and Questioned Costs For the year ended June 30, 2016 I. Summary of Auditor's Results Financial Statements Type of auditor's report issued Unmodified Internal Control over financial reporting: X Material weakness(es) identified? yes no Significant deficiency(ies) identified that are not yes X None Reported considered to be material weaknesses? Noncompliance material to financial X statements noted? yes no Federal Awards Internal control over major programs: X Material weakness(es) identified? yes no Significant deficiency(ies) identified that are not y es X None Reported p considered to be material weaknesses? Type of auditor's report issued on compliance for major programs: Unmodified Any audit findings disclosed that are required to be reported in accordance with 2 CFR 200.516(a)? yes X no Major Programs CFDA Number Community Health Center Cluster, Section 330 93.224 Health Care for the Homeless Project 93.224 Dollar threshold used to distinguish $750,000 Types A and B programs Auditee qualified as low-risk auditee? X yes No Vista Community Clinic Schedule of Findings and Questioned Costs For the year ended June 30, 2016 II. Financial Statement Findings None Reported III. Federal Award Findings And Questioned Costs None Reported Prior Year Audit Findings and Questioned Costs None Reported N Vista %CC Community Clinic Cheri 1k� October 3, 2017 Brendan Rafferty City of Lake Elsinore Community Support Funding City Manager's Office 130 S. Main Street Lake Elsinore, CA 92530 Dear Mr. Rafferty: Per the guidance for the Community Support Program, which states that applicants should provide signed acknowledgement of the requirements related to funding under that Program, this letter will serve as acknowledgement that Vista Community Clinic has read the guidance and understands the compliance requirements for this Program, and will fulfill them if funded. Thank you for your consideration of our application. Sincerely, Fernando Sarludo Chief Executive Officer P 760-631-5000 F 760-414-3701 k=. 1000 Vale Terrace, Vista, CA 92084 www.vistacommunityclinic.org