executive committee agenda administration conference … · 10-01-2020 · friday, january 10,...

EXECUTIVE COMMITTEE

Agenda Administration Conference Room

Friday, January 10, 2020 1:00 p.m.

1. Call to Order/Pledge of Allegiance

2. Roll Call/Notice of Quorum

3. Chairs Announcements

a. Introduction of Guests and Staff Randy Ankeny, Executive Director

LeAnn Dillman, Human Resources Director Barbara Shuler, Finance Manager

Deanna Bennett, Recording Secretary b. Rules of Order

c. Chairs Report

4. Shareholder/Member Comments (Limited to 3 minutes per person)

5. Approval of Minutes

a. Minutes of December 13, 2019 (pp. 1-4)

6. Correspondence

a. N/A

7. Staff Reports

a. Human Resources Director (pp. 5-13) b. Finance Manager (handout) c. Executive Director

8. Subcommittee Reports (n/a)

9. President’s Comments (n/a)

10. Unfinished Business

a. Safety Day, April 28

b. Redesign of Employee Service Anniversary Awards

c. Employee of the Year, Follow-up

11. New Business

a. GRF Election Discussion

i. Schedule Q & A Meeting with GRF Representative Candidates

b. Review GRF Director Document (pp. 14-29)

c. Social Media Implementation Plan

d. Lactating Rooms, Discussion

12. Governing Documents

a. 30-1021-1, Posting of Signs on Trust Property (p. 30)

b. 30-1220-1, Sub-committee Resident Specialist (p. 31)

c. 30-5020-1, Organization of the Board (p. 32)

d. 30-5092-1, Code of Ethics (p. 33)

e. 30-5092.01-1, BOD Censure Procedure (pp. 34-36)

13. Future agenda items

14. Next Meeting

a. February 14, 2020, Administration Conference Room

15. Adjournment

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EXECUTIVE COMMITTEE MINUTES Friday, December 13, 2019

The meeting of the Executive Committee was held on Friday, December 13, 2019. The meeting was called to order at 1:00 p.m. by Chair Hopewell, in the Administration Conference Room; the Pledge of Allegiance was recited.

ROLL CALL

Present: Ms. S. Hopewell, Chair Ms. K. Rapp Ms. M. Gerber Ms. R. Winkler Mrs. L. Perrotti Absent: Ms. L. Stone, President

Ms. F. Fekjar

Staff and Mr. R. Ankeny, Executive Director Guests: Ms. L. Dillman, Interim Human Resources Director Ms. B. Schuler, Finance Manager Mrs. D. Bennett, Recording Secretary Ms. P. Snowden, GRF Representative, Mutual Two Mr. W. Thompson, GRF Representative, Mutual Five Ms. I. Heinrichs, GRF Representative, Mutual Eleven Mr. B. Lukoff, GRF Representative, Mutual Fourteen Mr. N. Massetti, GRF Representative, Mutual Seventeen No Foundation Members

CHAIR’S ANNOUNCEMENTS The Chair welcomed and introduced Foundations members, guests and staff. By unanimous consent, the Chair declared the reading of the quorum notification be dispensed with. In accordance with California Civil Code Section 4090, please be advised that a quorum of the Golden Rain Foundation Board of Directors (GRF BOD) is present at today’s posted meeting. The business of the Executive Committee will be conducted in accordance with the agenda. As a quorum of the Board is present, this meeting will be conducted as a committee meeting and a Board meeting. The agenda actions of the committee will be limited only to the members of the committee and will only constitute such actions in accordance with stated committee policy and/or provide recommendations to the GRF BOD at its regular Board meeting on the 4th Tuesday of the month. GRF Board members who are not committee members will be allowed to comment when recognized by the Chair and only during the proscribed Foundation member/shareholder comment period, not to exceed three minutes, as set forth in Policy 5610, Participation by Foundation Members/Shareholders. The minutes of

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today’s Board meeting will be presented to the Board for approval following the approval of the committee meeting minutes at the meeting in January.

CHAIR’S ANNOUNCEMENTS

The Chair introduced Executive Director Randy Ankeny, Human Resources Director LeAnn Dillman, Finance Manager Barbara Shuler, and Recording Secretary Deanna Bennett. CHAIR’S REPORT The Chair did not present a report. SHAREHOLDER/MEMBER COMMENTS (AGENDA ITEMS ONLY) One shareholder/member spoke on agenda topics. APPROVAL OF COMMITTEE MINUTES The minutes of the November 8, 2019 meeting were approved, as presented.

CORRESPONDENCE No items of correspondence were received. STAFF REPORTS Human Resources Director The Human Resources Director presented the Human Resources report. Mrs. Perrotti MOVED, seconded by Ms. Rapp and carried unanimously by the Committee members present- TO recommend the GRF Board of Directors approve renewal of the

contract for Workers’ Compensation Coverage, with Berkshire Hathaway Homestate Companies (BHHC), for the 2020 policy year, in the amount of $225,812, and authorize the GRF President to sign the renewal.

Finance Manager The Finance Manager presented the Financial report. The Committee concurred to request the Finance Manager draft a handout for seller shareholder members pertaining to the general timeline of receipt of repair and tax refunds, upon close of escrow. Executive Director The Executive commented on various items throughout the meeting.

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SUBCOMMITTEE REPORTS (n/a)

UNFINISHED BUSINESS Safety Day, April 28 The Human Resources Director advised that the World Day for Safety and Health at Work information, for April 28, 2020, has not yet been posted. She and the Safety/Emergency Coordinator will monitor for updates. NEW BUSINESS

Redesign of Employee Service Anniversary Awards The Committee and the Human Resources Director discussed ideas for redesigning the employee service anniversary awards; no action was taken. Amend Position Description 3194.6, Copy and Supply Team Lead Ms. Rapp MOVED, seconded by Ms. Winkler and carried unanimously by the Committee members present-

TO amend the position description 3194.6, Copy and Supply Team Lead, as presented.

GOVERNING DOCUMENTS Amend 30-5025-3, GRF Election Procedures Ms. Rapp MOVED, seconded by Ms. Gerber and carried unanimously by the Committee members present -

TO recommend the GRF Board of Directors amend 30-5025-3, GRF Election Procedures, as amended.

FUTURE AGENDA ITEMS

1. Safety Day 2. Review “So You Want to Be a GRF Director?” 3. Executive Committee Governing Documents Review 4. Redesign of Employee Service Awards 5. Schedule Candidate Q & A Meeting 6. Employee of the Year, Follow-up 7. Lactating Rooms, Discussion

NEXT MEETING Friday, January 10, 2020 at 1:00 p.m.

Administration Conference Room

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ADJOURNMENT The meeting was adjourned 2:10 p.m. __________________________________ Susan Hopewell, Chair 12.13.19 dfa

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Golden Rain Foundation Executive Committee Human Resources Report

January 10, 2020

Below are the budget variances as of November, 2019. 1) GRF – Budget Variance Information - GRF has a year-to-date favorable variance of

$575,792 in Salaries and Employee Benefits:

2) Cost Center 320 – Human Resources Budget Variance Information - The Human Resources Department has a year-to-date unfavorable variance of $15,549 excluding the vacation expense.

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3) Safety a. 1 incident(s)/injury(ies) reported in December.

Workers’ Compensation – On the Job Incident Information by Month

Month Current Year

2019 2018 2017 2016

January 3 1 0 2

February 0 0 0 0

March 0 2 1 1

April 3 2 0 1

May 5 1 3 0

June 3 0 0 0

July 0 0 0 0

August 1 0 2 1

September 1 1 1 1

October *1 0 0 2

November *1 0 0 1

December 1 1 0 3

Total 19 8 7 12

Of the total incidents reported for 2019…

…no lost time (Dec. injury- 2 days missed from normal schedule; employee paid)

…11 waived treatments ….8 first aid treatments

…modified duty for 4 reports accommodated (i.e. no grasping, no gripping, no pulling, no lifting)

…*2 open reports One: (environmental) treatment(s) to be determined

Two: Physical Therapy through 01/03/2020

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Golden Rain Foundation Executive Committee Staff Information

Data as of December 24, 2019 unless noted otherwise

4) Recruitment Current Openings

Position # of Openings Status Department

Accounts Receivable/Cashier 1 Full Time Accepting Applications 431 – Finance

Purchasing Assistant 1 Full Time Temp in Place 432 – Purchasing

Recording Secretary 3 Full Time Temp(s) in Place 545 – MAC

Plumber 1 Full Time Accepting Applications – Sourcing and Screening

574 – Service Maintenance

Service Desk Clerk 1 Full Time Accepting Applications 574 – Service Maintenance

Electrician 1 Full Time Accepting Applications – Offer Extended


General Maintenance 1 Full Time Accepting Applications – Resumes in review with hiring manager


Security Officer 4 Part Time Ongoing Open Position 837 – Security

Security Services Manager 1 Full Time Current Employee in Place Interviews scheduled

837 – Security

Bus Driver 4 Part Time Ongoing Open Position – Offer Extended

838 – Transportation

Total Openings 18 Total Temporary Employees: 4

5) Job Board Postings - December

Candidates by Source:

6) Staff Counts

Current Staff Count – 212 Hires Separations Promotions

• December 2 1 1 (interim)

• YTD 2019 43 57 9

• 2018 36 41 11

Position Title

Date

Opened Department

Total

Applications

Completed

Applications

Incomplete

Applications

Completion

Percent Interview Status

General Maintenance 7/5/2019 Service Maintenance 14 6 8 42% Interviews Scheduled

Bus Driver 7/5/2019 Transportation 35 14 21 40% Ongoing

Purchasing Assistant 9/17/2019 Purchasing 5 2 3 40% Ongoing

Accounts Receivable Clerk/Cashier 10/28/2019 Finance 20 7 13 35% Interviews Scheduled; reviewing resumes

Plumber 10/14/2019 Service Maintenance 12 4 8 30% Interviews Scheduled; reviewing resumes

Service Desk Clerk 12/1/2019 Service Maintenance 3 1 2 33% Interviews Scheduled; reviewing resumes; possible temp

Security Officers 7/5/2019 Security 134 32 102 23% Ongoing (full time positions offered to existing staff; no inhouse candidates)

Recording Secretary 10/15/2019 MAC 10 2 8 20% Temps in Place; reviewing resumes

233 68 165 41%TOTALS

Source Name Applications by SourceGlassDoor.com 1

Indeed 203

LinkUp 1

Public Career Site 13

ZipRecruiter Apply 15

Total Candidates 233

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7) Turnover as of December 24, 2019 (Includes preceding 12 months):

Total Turnover FT Turnover PT Turnover

2019 To Date 25.2% 19.8% 36.3%

2018 15.8% 9.8% 22.6%

8) Hire and Termination Comparison Current Year-to-Date vs. Prior Year

NEW HIRES SEPARATIONS

Department 2019 To Date 2018 Actual 2019 To Date 2018 Actual

236 – News 3 0 1 2

320 – Human Resources 1 0 1 0

322 – Emergency Preparedness 0 0 0 0

330 – Administration 0 2 2 0

431 – Finance 2 1 2 1

432 – Purchasing 1 1 1 1

533 – Stock Transfer 1 0 2 0

544 – Copy & Supply 0 1 1 1

545 – Mutual Administration 3 1 4 3

574/575 – Service Maintenance 8 9 7 6

656 – Exercise Room 1 1 1 1

670 – Physical Properties 0 2 1 3

735 – Library 3 1 2 3

740 – Recreation 0 0 1 0

746 – Golf Course 2 1 3 1

748 – Swimming Pool 3 2 2 2

837 – Security 11 13 25 13

838 – Transportation 3 1 1 3

934 – Information Technology 1 0 0 1

GRAND TOTAL 43 36 57 41

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9) Employee Counts by Department

Department Full-Time

Part-Time

Per Diem TOTAL

Exempt Non-Exempt Non-Exempt Non-Exempt

236 – News 1 8 0 0 9 320 – Human Resources 1 1 0 0 2 322 – Emergency Preparedness 0 1 0 0 1 330 – Administration 2 2 0 0 4 431 – Finance 4 6 0 0 10 432 – Purchasing 1 2 0 0 3 533 – Stock Transfer 1 3 0 1 5 544 – Copy & Supply 0 2 0 0 2 545 – Mutual Administration 3 2 0 0 5 574/575 – Service Maintenance 2 35 2 0 39 656 – Gym 0 0 5 0 5 670 – Physical Properties 2 13 1 0 16 735 – Library 2 2 4 0 8 740 – Recreation 3 3 1 0 7 746 – Golf Course 0 0 5 0 5 748 – Pool 0 0 3 2 5 837 – Security 2 11 41 5 59 838 – Transportation 1 3 21 0 25 934 – Information Technology 1 1 0 0 2 Total - 2019 26 95 83 8 212

2018 24 96 98 10 228

2017 24 90 107 8 229

2016 21 84 120 5 230

2015 22 80 130 5 237

2014 22 77 139 0 238

Employee Type Count % of Total

Summary

Full-time 121 57%

Part-time 83 39%

Per Diem 8 4%

Total: 212

Full Time57%

Part Time39%

Per Diem4%

Full Time

Part Time

Per Diem

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10) Employee Demographics

Employee Dept Years of Service

Juan Robledo Service Maintenance 46.6

Ruben Gonzalez Service Maintenance 46.2

Jesus Lopez Service Maintenance 40.6

Mark Weaver Physical Property 39.2

Grant Winford Transportation 38.6

Catherine Merz News 36.4

Terry DeLeon Recreation 35.4

Edgar Santamaria Service Maintenance 33.2

Ruth Osborn News 31.5

Richard Stolarz Physical Property 31.1

Eila VanSauter Transportation 31.0

David VanHorn Physical Property 28.2

Gerald Antisdel Physical Property 27.9

Felix Rac Service Maintenance 27.4

Kevin Black Physical Property 26.9

William Marquardt Security 25.8

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11) Employees Working Greater Than 28 Hours in a Week Updated 12/19/2019 by MWKerr –

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12) Overtime - There is an unfavorable variance of $8,258.80 for December and an

unfavorable variance of $33,376.27 for 2019 to date.

Overtime Detail for December - Prepared by MWKerr 12/26/2019

Overtime by Month

Total OT Worked

2019 OT Billable Hrs to

Mutuals

2019 OT Billable $ to Mutuals @

$58.50

2019 Overtime Hours –

Less Billable to Mutuals

2019 Overtime Dollars –


2018 Overtime Hours –


2018 Overtime Dollars –


January 321.25 72.25 $4,551.75 249.00 $5,214.46 185.75 $5,178.03

February 355.75 115.25 $7,260.75 240.50 $4,031.09 60.00 $1,055.45

March 364.50 53.75 $3,386.25 310.75 $8,246.74 181.00 $3,816.33

April 285.00 28.75 $1,811.25 256.25 $7,682.02 160.25 $4,650.01

May 190.25 50.75 $3,197.25 154.83 $4,701.87 126.75 $2,874.80

June 251.00 15.75 $ 992.25 235.25 $6,315.01 105.00 $2,416.07

July 235.75 73.00 $4,599.00 308.75 $7,111.37 201.00 $5,536.58

August 121.25 149.75 $9,434.25 271.00 $3,459.70 299.25 $3,797.47

September 529.87 33.25 $2,094.75 496.62 $13,577.58 287.75 $7,690.27

October 233.42 32.50 $2,047.50 200.92 $5,615.33 236.00 $5,468.92

November 496.32 64.75 $4,079.25 431.57 $12,426.11 298.50 $6,847.54

December 446.53 48.00 $3,024.00 398.53 $12,940.38 144.75 $532.93

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13) Retirement – Employee 401(k) Plan

• For 2019, the amount employees may contribute to their 401(k) plan is $19,000 per year plus the additional “catch-up” provision for employees over 50 is $6,000.

• At the end of December, total plan assets are $ 10,898,286

• 2019 YTD Employee Contributions $ 408,408 *Average Per Month $34,034

• 2019 YTD GRF Matching Contributions $ 140,353 *Average Per Month $11,696

through check date 12/06/2019

14) Anti-Fraud Compliance Hotline Reports Program started in May 2014

Program Summary # of Reports

Reports Since Start of Program 3

Closed Reports 3

Open Reports 0

New Reports this Month 0

15) Gift Log - Available upon request

Executive Committee Report prepared by: LeAnn Dillman, HR Director

January 10, 2020

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Golden Rain Foundation

January 10, 2020 Meeting of the Executive Committee

Budget Comparison Report CC 330, 629, & 655 – December 2019

GRF

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GRF Director’s Handbook

Date: March 21, 2018 Revised: October 30th, 2019

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Contents

What you should know before running for GRF Board 4

As a Director of the GRF Board 4

Golden Rain Foundation (GRF) 5

The GRF Board 5

How to become a GRF Director 5

Application Process 5

The GRF Board wants you to Succeed

Expectations of GRF Board Members

5

6

Meetings 7

Welcome to the GRF 8

In the first week 8

Clubhouse 4 Public Board Meetings 9

Executive Session of Full Board 11

Committees 11

How Motions Work 13

Elections 13

Annual Meeting of Full GRF Board 13

Organizational Meeting 13

Parking Panel 13

Town Hall Meetings 14

Board Trainings 14

Board Dinner 14

Director Appreciation Events 14

Resigning as a Director from the GRF Board

Ending Your Directorship

Other Important Information

14

14

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REVISED: October 30, 2019

GRF 15

Why serve on the GRF Board?

“MAKING A DIFFERENCE” BY JIM GREER

It has been said that, “without a sense of caring, there can be no sense of

community.” This means that your care for this community must overcome

the negativity that may be thrust upon you. Instead, my challenge to each of

you is to set aside your intentions to “prove them wrong” and as a member

of the GRF Board follow five simple suggestions:

If you have a personal agenda, write it down. Give everyone a copy, and

see if it’s worth following.

If you always have an axe to grind, despite all your complaining, you’ll

never be the sharpest tool in the shed.

If you have a pet peeve, decide either to give it a home, or let it go.

If you have a score to settle, stop keeping score, and settle.

And, if you have a hunger for power, go on a fast, swallow your pride, and

hunger no more.

There are so many wonderful examples of people with a caring heart that

made a difference in the world by serving. Martin Luther King, Jr., Nelson

Mandela, Mahatma Gandhi and Mother Teresa. Each of these leaders

made a global impact not by seeking fame, but by serving others on a

personal level. Another of these great servants was theologian, organist,

philosopher, and physician, Dr. Albert Schweitzer, who said -

“I don't know what your destiny will be, but one thing I do know: the only

ones among you who will be really happy are those who have sought and

found how to serve. “

Yes, it is possible to be really happy! Not because you are on the Board.

But, because you have decided to serve the people of this wonderful

community. Thank you for volunteering to serve on the GRF Board!

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GRF 16

1.

GRF

What you should know before running for GRF Board?

If you haven’t already done so, we encourage you attend the monthly

GRF Board Meetings and several committee meetings to introduce

yourself to the types of issues and projects the Board is responsible

for overseeing, the Board and Committee process and the teamwork

required for managing the Trust Property and serving the Mutuals.

A. As a Director of the GRF Board:

1. You are a volunteer in an unpaid position.

2. You have no control (authority) over Mutual Board actions

or GRF Employees.

3. You will represent all of Leisure World and not just

the Shareholders of your Mutual.

4. If something comes to a vote that effects your Mutual you

may/ will have to recuse yourself from the vote.

5. Mutual Board experience is very helpful, but not required.

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GRF Committees

GRF Employees

Executive Director

GRF Board

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REVISED: MAY 31, 2018 - NC

GRF

B. Golden Rain Foundation (GRF):

1. Is a not-for-profit master association that serves as a

Management company for the 16 Mutual Corporations.

2. Administers the shared Trust property and facilities owned by

these independent Mutual Corporations

3. Has a Board of Directors (BOD) and a full-time Executive Director

who oversee the departments serving the community:

Administration, Community Facilities, Finance, Human Resources,

Communications/IT Services, Mutual Administration, Stock Transfer,

Recreation, and Security.

C. The GRF Board

1. The GRF Board operates through committees that report to the full

BOD monthly, or as directed.

2. These are the standing committees:

a) The Executive Committee comprised of Board Vice President

(Chair), President, Corporate Secretary, Treasurer and the Chairs of

Mutual Administration (MAC), Recreation and Physical Property

committees (See 30-5110-3);

b) Architectural Design Review (ADRC) (See 10-5160-3);

c) Communications/IT (See 20-5125-3);

d) Finance (See 40-5115-3); e) Governing Documents (See 30-5180-3);

f) Mutual Administration and Service Maintenance (See 50-5165-3);

g) Physical Property (See 60-5130-3);

h) Recreation (See 70-5135-3); and i) Security, Bus and Traffic (SBT) (See 80-5145-3).

3. Ad Hoc committees are formed for special projects. (See30-5024-1)

D. How to become a GRF Director

1. You may be elected by your Mutual Shareholders.

2. Your name may be submitted by a Mutual Board then voted on by

the GRF BOD.

3. You must be a Member in good standing (assessments are current).

E. Application Process

1. All potential Board Members must complete the application packet.

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REVISED: October 30, 2019 18


2. Application package is available at the Stock Transfer office and

includes the following:

a) Eligibility sheet;

b) Code of Ethics and Conduct;

c) Application and Timeline; and

d) List of Board standing committees. You will select your preferences. There

is no guarantee of committee assignments.

e) Submitted Application package must include the following:

1) Completed Application

2) Resume or statement of qualifications and experience, including

your platform;

3) GRF Member ID card

4) Committee Preferences

5) A signed acknowledgement of the documents received within, by

the applicant

f) The complete package should be turned in to the Stock Transfer

Office prior to close of application period to ensure any questions of

eligibility can be resolved.

F. The full GRF Board wants you to succeed in this job so these

resources will be provided when you are elected: 1. Training will be provided throughout your term on the Board.

2. A mentor will be assigned by the GRF Board President to guide

you through the first few months of service.

G. Expectations of GRF Board members:

1. Time off and vacations are expected but extended absences from

our community should not occur: i.e. six-month vacation.

2. Have a willingness to learn and ability to work as a team.

3. Your duty is to research/study and vote on all items that come to the

Board for action or response.

4. Attend GRF Board Meetings, Committee Meetings and related

meetings, as noted below in Section H.

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GRF

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H. Meetings: 1. You will be assigned to at least three (3) standing committees with

monthly meetings. You will be expected to attend these committee

meetings and encouraged to attend additional meetings for those

committees.

2. There are two (2) scheduled monthly full Board meetings: one (1) public

and one (1) Executive Session, some meetings may be scheduled for

the evening.

3. There is an Annual GRF meeting in June. Committee Chairs will submit

a report.

4. You should attend Emergency Board meetings.

5. Executive sessions of the Executive Committee are not open to the

full Board.

6. Ballot counting meeting for election of GRF Board members.

7. Monthly Parking Rules Violation Panel (PRV) quorum of the

board required to attend.

8. Attending all committees will help you understand the issues the Board is

addressing. Attending the Physical Properties and Recreation

committees will be most helpful.

9. Mutual meetings: A monthly report may be expected to be presented

by you at your Monthly Mutual meeting.

10. You may be expected to attend your Mutual’s Annual Meeting.

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GRF

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Welcome to the GRF

A. In the first week

1. Meet with Executive Coordinator (Assistant to the GRF President).

This will take less than one (1) hour.

a) Pick up GRF mailroom keys (one for the mailroom door and

another for your mailbox). This is where your agendas, minutes

and other mail to the Board of Directors (BOD) will be found.

b) Order business cards.

c) Order Board Name Badge.

2. The mailroom has available: (located next to Conference Room A,

2nd Floor Administration building)

a) An assigned mailbox to receive GRF documents. This box needs to

be checked frequently during the week. You will be asked if you want

your agendas sent to you by E-Mail only.

b) A work table;

c) A computer and monitor;

d) A phone;

e) A shredding container;

f) A refrigerator; and

3. Make an appointment with ITS Systems Analyst: (this will take less

than 1 hour)

a) Pick up your GRF Board iPad;

b) Have links installed for GRF calendar and email (these should

be checked daily);

c) Get information on installing these links on your home computer, if

you choose;

d) Receive your new board E-Mail address; and

e) Request a list of your Mutual shareholders, if desired.

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REVISED: OCTOBER 30, 2019

GRF 21


4. Make an appointment with the LW Weekly staff to get your GRF Board

photograph taken. It will be on the web site as well as used by the newspaper

when needed.

5. The following information will be provided within a few of weeks of the new

Board term. These items may also be available on the Website: www.lwsb.com

a) A list of all GRF Directors.

b) A list of committee chairs and members.

c) A perpetual calendar listing committee and Board meeting dates and

times.

B. Clubhouse 4 Public Board Meetings

1. Seating on the dais:

a) Generally assigned in order of your Mutual number;

b) The Corporate Officers sit in the middle of the dais;

c) Your name and Mutual are placed on the front of the dais and a name tag

with a bottle of water will be placed on the inside where you sit; and

d) At your request, chairs are available with or without arms.

2. Agendas:

a) Bring your agenda packet to each Board Meeting;

b) Your duty, legally, is to read and be familiar with all supporting documents

before you vote;

c) Check your agenda to see if you will be reading a motion;

1) If you do not wish to read it, please call ahead to the GRF President

and request not to read the motion. This gives time for another

director to be appointed to read the motion.

d) Be alert to the discussion and proceedings;

3. Attendance:

a) Please attend and be on time to each Board Meeting. When you arrive

after the roll call the meeting must stop. The Corporate Secretary must

inform the President and record that you have arrived.

b) A quorum is the minimum number of Directors who must be present to

allow the Board to make decisions. It is ½ of the full Board plus one.

Normally this is 10 (18 ÷ 2 + 1).

c) If the quorum has changed the President must be informed so it can be

included in the record.

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GRF

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http://www.lwsb.com/


d) If you must leave the meeting early, please notify the President, Corporate

Secretary, Executive Coordinator or Executive Director before the meeting.

e) In an emergency at the Board meeting, please send a note to the

Corporate Secretary if you must leave.

f) If you will be out of town, please call or send an E-mail to the above

Directors to let them know.

4. Speaking at the Board Meetings:

a) The yellow button turns on the microphone (labeled “Mike”).

b) Turn off your lights after speaking or after the voting result is announced.

c) Negative comments must not include the name of fellow Director, staff

member or audience members. Roberts Rules of Order - ROHN(11th

edition) pages 392,11.12-25)

d) Your speaking time may be limited at the GRF Board meetings. This is at

the discretion of GRF President. It will be announced.

5. Board Meeting Motions:

a) You may speak for or against a motion at the GRF Board Meeting by

turning on the yellow “Mike” button and waiting until the President calls

your name to speak.

b) Discussion must be related solely to the motion.

c) Speak clearly and concisely.

d) If you would like to speak again, turn on your light and wait. Those who

have not spoken, speak first. After everyone speaking for the first time has

finished, the second round of speakers will begin. You are only to add new

information that has not already been shared with the directors.

6. Voting

a) Green light is a “yes” vote.

b) Red light is a “no” vote.

c) White light is an Abstention.

d) Do not vote “yes” or “no” if you are unprepared.

e) If in doubt about what you are voting on, check your agenda or ask for

clarification if needed.

f) If you need to recuse yourself from a vote, please inform the Chair before

the vote is taken. (Recusal is for a conflict of interest).

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GRF

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7. Each Director is given time just before adjournment to speak.

8. Refreshments are served prior to the start of the meeting; usually coffee, tea,

doughnuts and fresh fruit. No food is to be eaten at the dais during the meeting.

C. Executive Session of Full Board 1. These sessions are confidential and disclosure of any of this information is

grounds for Director Censure. (See 30-5092.01-3, Section 1.1.2).

2. Every Director is expected to attend each Executive Session of the full BOD.

3. The supporting confidential documents are given out an hour before the

session begins. Arrive early to read the documents prior to the start of the

meeting.

4. All paperwork is collected and destroyed after the meeting. Removal of any of

these documents without permission may result in disciplinary action.

D. Committees 1. Each committee has a Chair who is responsible for conducting the meeting. More

information about Chair responsibilities is available from the GRF Chair Training

Manual and the GRF President.

2. If you are going to miss the meeting of any committee to which you are

assigned, please inform the chair.

3. The GRF Board operates through committees.

4. Committees report to the BOD monthly, or as directed.

5. There are nine (9) standing committees.

6. The Executive Committee comprised of Board Vice President (Chair),

President, Corporate Secretary, Treasurer and the Chairs of Mutual

Administration (MAC), Recreation and Physical Property committees (See 30-

5110-3);

a) The Executive Committee holds an Executive session after the scheduled

meeting which covers Personnel issues.

b) Non-committee members may not attend these sessions unless invited by the

Committee Chair

7. The remaining standing committees are:

a) Architectural Design Review (ADRC) (See 10-5160-3);

b) Communications/IT (See 20-5125–3);

c) Finance (See 40-5115-3);

d) Governing Documents (See 30-5180-3)

e) Mutual Administration and Service Maintenance (See 50-5165-3);

f) Physical Property (See 60-5130-3);

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GRF

24


g) Recreation (See 70-5135-3); and

h) Security, Bus and Traffic (SBT) (See 80-5145-3).

8. The President will assign you to at least three of the above standing

committees.

a) The list of all committees, the appointed Chair and members are ratified by the

full Board.

9. Each committee has a Charter and policies related to its activities which can be

provided to you and is on the Website (www.lwsb.com).

10. All decisions are made by the full committee and recommended to the full

Board.

11. Each standing committee dissolves at the end of the Board term.

12. Subcommittees

a) The Chair of any standing committee may create subcommittees to

address specific issues.

b) All GRF Directors are eligible to serve on subcommittees.

c) Member Specialists may be appointed by the committee chair (See

30-1220-1).

d) Reports are made to the Committee.

e) No action may be taken, but consensus may be reached in these sessions.

13. Focus Groups

a) Less formal committee meetings to discuss or research relevant topics

which may be too time consuming to cover in the scheduled meetings.

b) No action may be taken, but consensus may be reached in these sessions.

14. Health Care Center Advisory Board (HCC)

a) Three (3) GRF Directors and rotating GRF Committee Chairs serve on an

advisory board of the Health Care Center.

15. Ad Hoc Committees

a) Created by the full Board to address specific issues (See 30-5024-1).

b) Exist until the task assigned is finished or the full Board decides it is no

longer necessary.

c) Monthly reports are made directly to the Board.

16. First-year directors rarely chair committees.

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GRF 25


E. How Motions Work

1. Most motions begin in a committee.

2. If the motion requires the action of another committee or a department, that

information is included in the motion.

3. Any action that requires unbudgeted money must go to the Finance Committee to

determine if the money is available (See 40-5516-1).

4. After Committee approval, the motion goes to the full Board for approval,

modification or denial.

5. Every motion requires a second.

F. Elections

1. A Board meeting is called when ballots are to be counted.

2. A quorum must be present to count ballots. All directors are expected to attend.

G. Annual Meeting of Full GRF Board

1. Corporate Officers and Committee Chairs submit a written report prior to the

annual meeting and read it aloud at the meeting.

2. Other directors will be given time to speak and present a written report if they

choose.

H. Organizational Meeting

1. New Board Members are seated.

2. New Officers are elected.

I. Parking Panel 1. All Directors are expected to attend the Parking Rules Violation Panel (PRV); a

quorum of the Board is required.

2. You will hear contested citations issued by the Security Parking officers.

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GRF 26


J. Town Hall Meetings

1. It is expected that you will attend.

K. Board Trainings

1. It is strongly recommended you attend all training opportunities. Some training

sessions are mandatory.

2. GRF Board trainings are sometimes combined with the Mutual Board trainings.

3. Off-site Board workshops may be held for training, goal setting, long term

planning, etc.

L. Board Dinner

1. Thank you to departing Directors for their service on the Board;

2. Welcome to new Directors and guests;

3. Attendance not required but strongly encouraged.

M. Director Appreciation Events

1. Honors the service of all Mutual Directors, GRF Directors and GRF

management staff.

2. Attendance not required but strongly encouraged.

N. Resigning as a Director from the GRF Board

1. Formal Letter of Resignation must be in writing and include the following:

a) Date written;

b) Date effective; and

c) Include your signature.

2. This written resignation is non-revocable upon submission and acceptance by the

full Board.

O. Ending your Directorship 1. Return mail room key and mail box key.

2. iPad

a) Return to IT, get signed receipt.

b) Depending on the age of iPad, you may have the option to purchase; check

with the IT Manager

3. Confidentiality - your obligation of confidentiality continues after you are no

longer a Director.

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GRF 27

P. Other important information

1. You may get paper and ink cartridges for your printer, if needed, while

doing GRF work. See the Executive Coordinator.

2. If you want to talk to the GRF President or Executive Director please call

the Executive Coordinator and make an appointment. Anything you

discuss with the Executive Director will be shared with the President.

3. You are encouraged to attend community-sponsored events.

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GRF 28

GRF

Prepared by GRF, 2018.

16 | Page

GRF REVISED: October 30, 2019

29

30-1021-1 ADMINISTRATION

Posting of Signs on Trust Property

(Jul 19) GOLDEN RAIN FOUNDATION Seal Beach, California

Page 1 of 1

Posting signs on trust property by individuals, organizations or businesses is prohibited at all times. This includes, but is not restricted to:

1. Patio Sales 2. Political posters 3. Functions of Leisure World organizations 4. Advertising by outside businesses and organizations 5. Signs attached to or displayed in vehicles offered for sale while parked on trust property

to include, but not be limited to, bicycles, electric cars, motor vehicles, recreation vehicles and trailers.

6. Open house and “For Sale” signs

Document History

Adopted: 15 Sep 87 Amended: 23 Jul 19

Keywords: Administration Signs Trust Property

30


Sub-Committee Resident Specialist


Page 1 of 1

The Board of Directors recognizes the important contribution that can be made by Members of this community.

Member Specialists (MS’s) are appointed by a Standing Committee Chair to a sub-committee and can be removed by the Chair at any time.

MS’s serve in an advisory capacity only, having no voting power and cannot comprise a majority of the sub-committee.

Document History

Adopted: 28 Jul 67 Reviewed: 10 Feb 17 Amended: 26 Sep 17 Reviewed: 09 Feb 18 Amended: 23 Jul 19 Keywords: Administration Sub-

Committee Specialist Member GRF Board

31


Organization of the Board


Page 1 of 1

1. MEMBERS OF THE BOARD

The Board has eighteen members, consisting of two representatives each from Mutual One and Mutual Two, and one representative from each of the other Mutuals.

2. OFFICERS OF THE BOARD

President

Vice President Corporate Secretary Treasurer

3. EXECUTIVE COMMITTEE OF THE BOARD

The Executive Committee shall consist of the elected officers of the Golden Rain Board and the chairpersons of the Recreation, Physical Property, and Mutual Administration committees.

4. STANDING COMMITTEES

1. Finance Committee

2. Communications Committee

3. Physical Property Committee

4. Recreation Committee (Library)

5. Security, Bus & Traffic Committee

6. Architectural and Design Committee

7. Mutual Administration Committee

5. OTHER COMMITTEES AS APPROVED BY THE BOARD

Document History

Adopted: 18 Jan 72 Amended: 17 Feb 76 Amended: 16 Aug 83 Amended: 18 Feb 97 Amended: 15 Sep 09 Amended: 19 Apr 11

Changed: 27 Aug 13 (to update Committee Title) Amended: 23 Sep 14 (Effective Start of 2015/2016 Term) Amended: 28 Mar 17 (Effective Start of 2017/2018 Term) Reviewed: 09 Feb 18 Amended: 23 Jul 19

Keywords: Administration GRF Board Committee Officer

32

30-5092-1 EXECUTIVE COMMITEE

Code of Ethics


Page 1 of 1

As members of the Golden Rain Foundation (GRF) Board of Directors (BOD), we recognize the importance of ethical principles that guide our actions. This Code is expressed in broad statements to guide ethical decision making. These statements provide a framework; they cannot and do not dictate conduct to cover particular situations.

1. We provide the highest level of service through accurate, unbiased, and courteous actions.

2. We acknowledge our duty of loyalty to the GRF by adhering to the rules of confidentiality relating to director, staff, Member, discipline or any litigation. This duty survives a Director's term in office.

3. We treat co-workers and other colleagues with respect, fairness, and good faith, and advocate conditions of employment that safeguard the rights and welfare of all employees.

4. We shall disclose to the BOD, financial or personal conflicts of interest relating to the business of the GRF. We will recuse ourselves and abstain from voting on any issue where there may be a reasonable expectation of a conflict of interest.

5. We distinguish between our personal convictions and professional duties and do not allow our personal beliefs to interfere with fair representation of our Members.

6. We shall perform our fiduciary duties by acting in good faith to promote the best interests of the GRF through reasonable inquiry and investigation.

7. All Directors acknowledge their obligation to support decisions made by a majority of the BOD.

Document History

Adopted: 24 Jan 17 Amended: 12 May 17 Amended: 27 Mar 18 Amended: 23 Jul 19

Keywords: Executive

Committee Ethics Code Board of

Directors GRF

33

30-5092.01-1 EXECUTIVE COMMITEE

BOD Censure Procedure


Page 1 of 3

PREFACE

If the action(s) of one or more Golden Rain Foundation (GRF) Directors fail to follow the precepts of the Code of Ethics and Conduct (Policy 5092-30), other members of the Board of Directors (BOD) may act to censure that person(s). 1. DIRECTOR CENSURE

1.1. A censure is the process by which the GRF BOD, acting by a two- thirds majority vote of the non-offending directors (the named may not vote per Robert’s Rules), can reprimand or condemn the action(s) of a fellow member(s) in the event that the member(s):

1.1.1. Acts unilaterally;

1.1.2. Discloses confidential information;

1.1.3. Fail to attend three consecutive months of regularly scheduled BOD meetings without prior notice;

1.1.4. Fails to act in a civil and respectful manner;

1.1.5. Creates a hostile or disruptive work environment;

1.1.6. Fails to support decisions made by a majority of the BOD;

1.1.7. Fails to comply with the law, governing documents, policies or procedures of the GRF; or

1.1.8. In the event of an act or omission that creates a threat to any individual, the GRF or the community.

1.1.9. Chart illustrating two-thirds (2/3) majority

Number of Directors Two-thirds Majority

18 12

17 12

16 11

15 10

14 10

13 9

12 8

11 8

10 7

1.2. All proceedings related to a censure shall be conducted in a closed,

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Page 2 of 3

executive session meeting.

The Director(s) subject to the censure may not elect to have the proceedings conducted in an open, public session.

2. MOTION TO CENSURE

2.1 A “Motion to Censure” form must be filed. It must include a second

signature from a director clearly in agreement and be submitted to the President for presentation at a special executive session of the BOD. If the censure involves the President, it will be submitted to the Vice President for presentation at a special executive session.

2.2 If the Presiding Officer elects not to place the motion on the agenda of a special executive session, two members may request a special executive session.

2.3 Director(s) subject to censure shall be provided with at least ten (10) business days prior notice of the censure including the reason for the censure and the date, time and location of the meeting where censure will be considered. The Executive Director’s office will send notice of the meeting, a copy of the “Motion to Censure” form and the Censure Policies (5092-30 and 5092.01-30) to the Director(s) by U.S. Mail, GRF email and place copies in the Director(s) GRF Mailbox. The Presiding Officer will also contact the Director(s) .

2.4 The BOD shall be provided at least five (5) business days advance written notice of the special executive session regarding the Motion to Censure, which shall include a copy of the submitted form. Notification shall be sent by U.S. Mail, GRF email and copies placed in the Director(s) GRF Mailbox by the Executive Director's office. Notification shall contain the date, time and location of the meeting.

2.5 Director(s) subject to censure may provide a written response and supporting documentation to all BOD members no later than two (2) business days prior to the meeting. Director(s) shall also be provided an opportunity to respond to the reason for censure at the meeting.

2.6 Director(s) subject to censure must leave the room during voting.

2.7 The censure motion may be debated and following such debate the BOD may take one of the following actions:

2.7.1. Postpone the motion by a simple majority for any reason, including, but not limited to, the desire of the majority to gather additional information and/or permit the director to respond further.

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Page 3 of 3

2.7.2. Approve the motion by a two-thirds (2/3) majority of a the non-offending directors once a quorum has been established; or

2.7.3. Defeat the motion.

2.8 Written notice of the BOD's decision shall be sent by U.S. Mail to the named Director(s) no more than fifteen (15) business days following the meeting.

3. ENFORCEMENT PROCEDURES

3.1. If the “Motion to Censure” is passed, the non-offending Director(s)may choose one or more of the following actions:

3.1.1 Warning/Education

3.1.2 Removal from corporate office or chair

3.1.3 Removal from committee(s)

3.1.4 Request for resignation

3.2. For offenses relating to the disclosure of confidential or sensitive information, upon a vote of two-thirds (2/3) of the majority of the non-offending Director(s) once a quorum has been established, the offender shall be prevented access to confidential information and Executive session.

3.3. If at any time a Director(s) commits a crime or subjects GRF to financial risk;

3.3.1. Director(s) shall be subject to legal action by GRF;

3.3.2. May result in removal from the GRF Liability coverage.

3.4. Censure remains in effect until the next annual meeting.

3.5. Decision of the BOD is not appealable.

Document History

Adopted: 24 Jan 17 Reviewed: 12 May 17 Amended: 22 May 18 Amended: 23 Jul 19

Keywords: Executive

Committee Censure Board of

Directors GRF

36