DOWNTOWN OAKLAND ASSOCIATION BOARD OF DIRECTORS MEETING WEDNESDAY JUNE 2ND, 2010-1 PM SHORENSTEIN CITY CENTER ADMINISTRATIVE OFFICES

555 12TH STREET-CONFERENCE ROOM

Present: JC Wallace/SKS, Martin Ward/Old Oakland, Laurie Berberich/CAC, Chris Curtis/Metrovation, Michael McGuire/CCIG, John Bruno/CIM, Melissa Chau/CIM, Beverly Rivas/Madison Park Financial, Drew Lisac/Bank of America, Ke Norman/Nailphoria, Andrew Brog/Brog Properties, Aliza Gallo/City of Oakland

Excused Absence: Paul Grafft, Carmen Santisteban, Julia Sherwin, Absent: Staff: Denise Trudeau Marco Li Mandri/Executive Director, Steve Snider/District Manager, Andrew Jones/District Services Coordinator, Elizabeth Clark/FAB, Andrew Neilly/Gallen-Neilly, Victoria Decker Anahga Dandekar Clifford/Wendel Rosen,

Guests: Minutes:

Discussions held and decisions made by the Interim Board of Directors SUBJECT Call to order- JC Wallace, President Approval of the minutes of April 7th, 2010 Board meeting as distributed DISCUSSION JC called the meeting to order at 1:10 p.m. He asked everyone to introduce themselves JC asked that everyone look at the minutes of the April 7th Board of Directors meeting ACTION? No action taken Drew moved and Laurie B seconded that the April 7th Board minutes be approved. The motion to approve the minutes was approved unanimously No action taken

Introduction of new business, property owners, public comment Board Roster and replacement of property owner reps

JC asked that everyone with an announcement or a new property or business owner introduce themselves. Marco went over the updated Board roster as of June 2010. Scott Stafford is no longer with the CI< Group and John Bruno was
DOWNTOWN OAKLAND ASSOCIATION

JC moved and Chris seconded that Melissa Chau be appointed to

388 19th Street Oakland, California 94612 Phone 510.238.1122 Fax 510.452.4530 mail@downtownoakland.org www.downtownoakland.org

Bylaws Task Force Update

present to introduce Melissa Chau who will be serving as Johns Alternate or second Board member from the CIM Group, as per the Major Property Owner provisions of the bylaws. Charlie Leonard and John Bruno will be the reps from CIM to the Downtown Oakland Board will designated alternates Marco is working on the Bylaws with Elizabeth Clark and will be presenting the changes to the Board in August.

sit on the Board of Directors as John Brunos alternate from the CIM Group. The Board approved the motion unanimously No action taken

Grant Task Force, B of A Grant Application, programs vs. projects and foundations vs. individual donors, next meeting date: June 9th at 10:30

Proposed Mission Statement

JC expressed his appreciation to Drew Lisac for his assistance and advice and feels that the first meeting of the Grant Task Force was very fruitful. He explained that the first grant the organization is pursuing aims to expand the ambassador program by accessing interns through Block by Block. The grant request will be made to the B of A Foundation. He feels that the success of this grant is strategically important, as it could be an entre to other foundations. Drew Lisac indicated that we are off to a good start and believes that the grant was well written. Marco referred to page 17 of the agenda packet and explained that a concise mission statement is a required element of a grant application. Chris Curtis suggested the addition of economic and job creation to the statement. The Mission Statement would now read: The Downtown Oakland Association is a Community Benefit District (CBD) Management Corporation committed to revitalizing Oakland's historic Downtown by maintaining cleanliness and order in the public rights-of-way, improving district identity, fostering cultural opportunities, creating and maintaining new public spaces, facilitating economic development opportunities leading to job creation, and advocating on behalf of the district stakeholders.

No action taken

Chris moved and Drew Lisac seconded approval of the Mission statement as amended to the Board. The motion was approved unanimously.

Org. Committee Report Item # 1) Financial ReportLaurie Berberich

Meeting with Dan Lindheim

Meeting with Council Reps

Letter to Russo

Marco walked the Board through the financial report on pages 18 and 19 of the agenda packet. He highlighted several key items including the amount collected to date vs. anticipated income. Thus far, we have collected $770,060.72 of the anticipated $878,186.00. The organization had a prior year balance carry forward of $190,745.68 and $443,664.38 has been expended so far. Marco indicated that non-payments need to be identified and explained that sometimes those that have not paid are the public entities and some are tax-exempt. Marco also explained that insurance was high as we pay that in a lump sum and that there was a discrepancy with PR that he will look into. Andrew Brog asked that the budget reflect the 50-40-10 assessment collection schedule. JC asked if a percentage variance could be included next to the categories in the budget as well as explanatory notes. Marco suggested that Laurie work with Laura (Li Mandri) to go over changes to the budget. JC met with Dan Lindheim to discuss the rolling out of CBD projects, specifically, the banners, trashcans, and median beautification. He also addressed our desire to clean and maintain Snow Park, The Veterans Building and Frank Ogawa Plaza. Mr. Lindheim apologized for not pursuing these efforts aggressively indicating that pressure from the unions has held things up. JC and Deborah also met with Rebecca Kaplan, Pat Kernighan and Marco has met with Nancy Nadel and Ignacio. All have expressed their support of the CBDs efforts for public rights of way improvements Marco has written a letter to City Attorney John Russo in hopes of clarifying the difference between special benefit and general benefit and to find out what precludes us from volunteering to clean Snow Park two days a week. Marco hopes to meet with the municipal unions so they realize that we are not taking city jobs and all that we are attempting to do is improve Oakland for the citizens, employees, and property owners.

No motion on accepting the financial report at this time. Marco will adjust and suggests that Laurie work with Laura to make desired changes to the budget format.

No action taken

No action taken

No action taken

Minor encroachment permit including trash cans, hanging plants, bike racks, banner brackets

Medians and news racks

Filling open Vice President seat

Andrew Jones detailed his meeting with Ray Derania, the Deputy Director of Building Services for the City of Oakland. Andrew expressed that Mr. Derania was able to provide much insight into who to deal with regarding medians and news racks and appeared to be very supportive of the CBDs efforts. Andrew is in the process of applying for the minor encroachment permit and the proposals should be completed by next week. The medians and news racks fall outside the minor encroachment permit and will require a separate arrangement. Andrew is pursuing a resolution to these issues. Aliza explained how our application for Adopt-a-median was more involved then the typical application and therefore required more consideration on behalf of the PWA. With Scott Staffords departure from CIM, the VP position was now opened. Laurie Berberich nominated Chris Curtis to fill the VP seat.

No action taken

No action taken

Designating Scott Stafford as at large rep

Status on IRS status, discussion on forming new DO Foundation

Authorization to grant Org Committee up to $12,000 for hardship reimbursements

Scott Stafford would like to continue to interact with both CBD Boards and would also like to continue his work with the Organization Committee and the Grant Task Force. Since Scott is considered a valuable member of these two Boards, he could appropriately fill the Community At Large seat. Marco explained that the DOA is still looking at a 501 (c) 6 status and not a 501(c) 3 due to ongoing debates with the IRS on its status. The initial determination by the IRS was that the DOA met the standard of a mutual benefit organization and not a public benefit organization. For now the suggestion is to do joint applications with LMUDA to utilize their 501 (c) 3 status. At some point DOA could look at splitting and forming a foundation to receive the tax-exempt status. An addendum to the agenda packet included the hardship applications from Fred Brown, Youth Radio and First Church of Christ

Laurie nominated Chris Curtis to fill in the Vice Presidents position for the balance of the Board year. Drew Lisac seconded the motion and the Board approved the appointment of Chris unanimously Chris Curtis moved and John Bruno seconded the to appoint Scott Stafford to a Community at Large seat. The Board approved the motion unanimously No action taken

Youth RadioChris moved and Martin seconded the

for 2010, from Contingency (Fred Brown, First Church of Christ Scientist, and Youth Radio)

for Board consideration. There was a motion to grant the Org. Committee up to $12K from contingency for hardship reimbursement. Chris Curtis suggested that all relevant paperwork would be required next year if hardship reimbursement are to be considered. Discussion followed. The motion was amended to approve each hardship reimbursement request individually. In the case of the First Church of Christ Scientist, JC suggested requesting use of facilities and requiring full financial information next year if they seek reimbursement.

motion to grant hardship reimbursement in the amount of $5200.00. The Board approved unanimously. First Church of Christ ScientistChris moved and Martin seconded the motion to grant hardship reimbursement in the amount of $4,186.17. The Board approved the motion unanimously. Fred BrownChris moved and Martin seconded the motion to grant hardship reimbursement in the amount of $1,318.59, which represents one side of the linear frontage of this corner property. The Board approved the motion unanimously. No action taken No action taken

Update from First Annual Breakfast meeting Update on Shuttle

Update on Expansion of district

Inviting Ed McFarlan and Morten Jensen to present Downtown plans at next Joint Board Meeting

The consensus was that the event was a success. Aliza explained that the launch is still expected for the end of June. Several area restaurants have expressed an interest in contributing financially. Bay Area Legal will become a part of the district as soon as we have determined the full extent of the expansion. They will be manually billed for their assessment. Marco asked that Steve get in touch with the people between Roscils and Bay Area Legal so we can finish out the blocks expansion Marco explained that Morten and Jensen, local architects, have a PowerPoint presentation showing planning and architecture long the Broadway Corridor and proposed that we invite them to the next Joint Board Meeting in September

No action taken

Chris moved and John seconded the motion to invite Ed and Morten to give their power point at the Sept Joint Board meeting

SOBO Committee Report Allocation from SOBO Committee misc. fund for $12,500 to match B of A grant (if it comes in) to expand ambassador program Update from Ted Tarver

If the B of A grant comes in, the Board is asking SOBO to fund the match, split between the two districts, up to $12,500 each for the B of A ambassador grant.

Report from District Operations Coordinator, Andrew Jones

DISI Committee Report Update on activities

Keira Williams Downtown/Uptown attraction strategy Website update

Gallen Neilly update

Ted explained that certain OPD officers have expressed their appreciation of the work the ambassadors are doing. OPD has fewer calls for service out of the ambassador program, as ambassadors seem to have the growing confidence to handle many of the issues in the district Andrew Jones detailed his meeting with Ray Derania, the Deputy Director of Building Services for the City of Oakland. Andrew expressed that Mr. Derania was able to provide much insight into who to deal with regarding medians and news racks and appeared to be very supportive of the CBDs efforts. Andrew is in the process of applying for the minor encroachment permit and the proposals should be completed by next week. Andrew is also working to catalogue all of the light posts in Downtown to ensure that his application is a thorough as possible. Summer concerts will be held in Old Oakland on Thursdays and the Summer Concert series at the Kaiser Roof Garden on Friday afternoons beginning June 18th from 12 noon1pm. The Summer Sounds 2010 concert series will be held every Wednesday, June through August on the City Center Plaza Stage. We are working with Keira Williams of CEDA to develop an Uptown/Downtown business strategy/retail recruiting plan. The goal is to attract new retail businesses to Oakland. Steve explained that there had been a hold up last week due to a miscommunication, but a look for the sites had been decided on and should go live in the next 7-10 days. Marco referred to pages 23 through 25 of the agenda packet for the update from Gallen Neilly. Andrew Neilly explained that they are trying to leverage some recent articles and feel that they now have a system in place to get press advisories out. They are getting the word out about the numerous summer

Ke moved and JC seconded the motion to allocate funds from the DOA SOBO misc. to expand ambassador program if the grant comes in. The motion was approved unanimously No action taken

No action taken

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December 16th, 2009 phone call in minutes

concert series going in the districts, the KTVU coverage at Annual Breakfast and announcements on First Fridays and the Great Wall. They are working on economic development stories and national corporate real estate stories. In addition, they are actively posting press releases on DOAs Facebook page. JC called attention to the minutes of call-in meeting held between the Joint Boards n December 16th, 2010 (pages 26-28 of the agenda packet). On page 27, John Russo should be changed back to City Attorneys Office.

JC moved and Laurie seconded the motion to accept the December 16th phone call minutes as amended and subject to editing on page 27. The motion was approved unanimously.

Other Next Meeting Adjournment

August 4th, 2010 at Shorensteins Admin offices, 500 12th Street The meeting adjourned at 2:40 pm

Minutes taken by: Tori Decker, Staff, Downtown Oakland Association and Marco Li Mandri, Executive Director, Downtown Oakland Association