Regular Meeting of the Board of Directors (Open)

1. Call to Order of the Regular Meeting of the Board of Directors

The Board Chair will call the meeting to order if a quorum is present. Announcements by the Board Chair or Executive Director may be made at this time. Board members may make announcements at this time as well.

2. Public Comments

Opportunity for members of the public to address the Conservancy’s Board of Directors.

3. Approval of the minutes

All items listed under the Consent Calendar, including minutes, are considered and acted upon by one Motion. Any Board member may request an item be removed for separate consideration.

The Board Chair will request approval of the minutes and consent items of the Board of Directors meeting of April 3, 2024.

Download the Conservancy’s signed April 3, 2024 Board meeting minutes (PDF, 1 MB)

4. Officer reassignments

Pursuant to the California Non-Profit Integrity Act of 2004, a Treasurer may not serve on a Board’s Audit Committee. Accordingly, management recommends Gabrielle Stadem be made Secretary and Steve Cohn be made Treasurer.

5. Clarification of December 6, 2023 Board meeting minutes

This agenda item requests Board approval of the clarification of the December 6, 2023 Board meeting minutes to reflect former Board member John Shirey’s stated intentions with regards to the $250,000.00 line of credit payments to the City of Sacramento, as follows: Shirey indicated that on an annual basis, provided it was deemed to be able and prudent, the Conservancy would make a “best effort” to voluntarily repay up to $250,000.00 on its line of credit until the outstanding balance was paid. Should the City receive HCP fees in any given year, the Conservancy would reduce its voluntary repayment such that the City would receive a total of $250,000.00, again on a case-by-case basis as determined by the Conservancy. Should the City receive more than $250,000.00 in any one year, the Conservancy will not make any voluntary payments.

6. Bylaws Update

The Conservancy’s Bylaws were last updated and approved by the Board of Directors on December 7, 2016. The Bylaws were presented to the Compensation & Governance Committee for review and approval with minor changes and adjustments as suggested by legal counsel. The Compensation & Governance Committee will share its recommendations with the Board.

If you would like a copy of the document included in this item, please contact the Conservancy office.

7. Compensation & Governance Committee Charter

The Compensation & Governance Committee Charter was presented to the Compensation & Governance Committee for review and approval. The policy was last reviewed on December 7, 2022. Minor changes to the policy were presented to the Committee as suggested by legal counsel. The Committee will share its recommendations with the Board.

If you would like a copy of the document included in this item, please contact the Conservancy office.

8. Finance Committee Charter

The Finance Committee Charter was presented to the Finance Committee for review and approval. The policy was last reviewed on June 1, 2022. Minor changes to the policy were presented to the Committee as suggested by legal counsel. The Committee will share its recommendations with the Board.

If you would like a copy of the document included in this item, please contact the Conservancy office.

9. Land Dedication Checklist

The Conservancy’s Land Dedication Checklist was presented to the Compensation & Governance Committee for review and approval. The checklist was last updated on October 6, 2021. Minor changes to the checklist was presented to the Committee. The Committee will share its recommendations with the Board.

If you would like a copy of the document included in this item, please contact the Conservancy office.

10. Pond K Culvert repair

An emergency repair was contracted for the BKS Pond K outlet water control structure as well as road maintenance on the road that passes over the Pond K culvert. This work was elevated to emergency status as the Pond K culvert and water control structure discharges much of the water on the BKS marsh complex. This item requests a ratification for the emergency contract initiation of this project. The combined amount for both projects is $27,175.00.

This agenda item requests Board approval of ratification and expenditure of $27,175.00 for emergency repairs of the BKS tract’s Pond K outlet water control structure and road maintenance on the road that passes over the Pond K culvert and authorizes and directs either the Conservancy’s Executive Director, John Roberts, or Chief Financial Officer, Kimberli Burns, to take all actions deemed necessary or appropriate to implement this action.

11. Field Services Truck #2

At the Conservancy’s December 6, 2023 Board meeting, the Board approved the Conservancy’s 2024 budget (Resolution No. RS 23.12.08) which included $90,000.00 for new Conservancy vehicles. At the April 3, 2024, the Board approved the purchase of the first truck (Resolution No. RS 24.04.01). On May 15, 2024, the Conservancy took possession of its first truck. The Conservancy is expanding its field staff and requires a second truck. This agenda item requests Board approval of the following: 1) expenditure of approximately $52,000.00 with a 10% contingency for a new truck, 2) insurance for the new truck, and 3) amending the budget line item to $110,000.00.

Truck purchase: This item requests authorization to purchase a new truck (Ford F150 Super cab 4X4, V6, in white) from Corning Ford. Cost: approximately $52,000.00 (including tax and fees).

Insurance: LP Insurance, the Conservancy’s insurance broker, indicated a complete and accurate estimate can only be provided once a Vehicle Identification Number is secured. The best estimate at this time is approximately $3,000.00 annually.

This agenda item requests Board approval to execute and deliver any required documents necessary to purchase a new truck for approximately $52,000.00 with a 10% contingency, authorization to increase the Conservancy’s insurance premium, to properly insure the vehicle, and amends the 2024 budget line item for Conservancy vehicles from $90,000.00 to $110,000.00 and authorizes and directs either the Conservancy’s Executive Director, John Roberts, or Chief Financial Officer, Kimberli Burns, to take all actions deemed necessary or appropriate to implement this action.

12. Proposed insurance renewals

John Bolce and Amy Callahan with LP Insurance will review with the Board the Conservancy’s insurance policies that are set for annual renewal on July 1, 2024.

The Conservancy presently holds the following policies: auto, crime, cyber, directors and officers (D&O), employee benefits liability, employee practices liability (EPL), flood, general liability, inland marine, pollution, property, workers’ compensation, and umbrella (also known as excess).

The Board’s Finance Committee will review with the Board its recommendations for insurance renewals.

This agenda item requests Board approval of renewing the above-listed insurance policies and authorizes and directs either the Conservancy’s Executive Director, John Roberts, or Chief Financial Officer, Kimberli Burns, to take all actions deemed necessary or appropriate to implement this action. Where quotes or carriers have yet to be identified, the Board authorizes management to make the final decision in binding coverage, and that management’s decisions in this regard are the same as if the Board approved them in this action.

13. Amendment to 2024 biological monitoring

ICF, Inc., under year five of a five-year contract with the Conservancy to conduct biological monitoring, sent notice to the Conservancy it was terminating its engagement. Therefore, Conservancy management recommends the following in order to make the most of the remainder of the monitoring year:

1. Execute an agreement with U.S. Geological Survey (USGS) for the remainder of the 2024 Giant garter snake monitoring and reporting season;
2. Execute an agreement with Jim Estep for the remainder of the 2024 Swainson’s hawk monitoring and reporting season;
3. Execute an agreement for noxious weed monitoring and reporting contractor, also already approved by the Board but a different contractor will be the payee; and
4. Grant Executive Director or Chief Financial Officer the authority to execute and deliver on any remaining 2024 monitoring activity not to exceed the current budget by no more than 10 percent.

This agenda item requests Board approval of the above items and authorizes and directs either the Conservancy’s Executive Director, John Roberts, or Chief Financial Officer, Kimberli Burns, to take all actions deemed necessary or appropriate to implement this action.

14. Biological Monitoring Request for Proposal

As discussed at the last Board meeting, a Request for Proposal (RFP) for biological monitoring will be issued so that the Board could entertain a new engagement with a biological monitoring contractor in the typical five-year term the Conservancy has employed. The RFP for 2025 through 2029 will look different than in previous years. It envisions continued engagement with the USGS for GGS monitoring and the remaining monitoring and reporting for the annual report with a firm capable of handling the balance of monitoring work.

By contracting directly with the GGS monitoring team (USGS), the Conservancy will get the benefit of unfiltered and more timely feedback from which to advise field services operations.

The remaining general monitoring portion will be included in one RFP for all remaining tasks which include: noxious weeds, water levels, reserve land cover, avian (including Swainson’s hawk) and other covered species monitoring, botanical survey, and annual summary.

This agenda item requests Board approval of the RFP, including direct contracting with the GGS monitoring contractor USGS as well as a capable firm to conduct all the other monitoring functions for the 2025 to 2029 term, and authorizes and directs either the Conservancy’s Executive Director, John Roberts, or Chief Financial Officer, Kimberli Burns, to take all actions deemed necessary or appropriate to implement this action. The results of the responses to the RFP will be brought back to the Board of Directors for review and final contracting so that biological monitoring will be ready to implement by year end 2024 for the 2025 to 2029 monitoring effort.

If you would like a copy of the document included in this item, please contact the Conservancy office.

15. City of Sacramento Report

Report from the City of Sacramento regarding HCP-related activity and other topics.

16. County of Sutter Report

Report from the County of Sutter regarding HCP-related activity and other topics.

17. Financial Report

A financial statement will be provided for the period ended April 30, 2024 (unaudited). Additional financial information will be provided.

Download the Conservancy’s audited December 31, 2024 financial statements (PDF, 2 MB)

18. Board familiarization regarding implementation matters

The Conservancy’s Board has requested management provide familiarization with various HCP implementation matters. In this presentation, the Board will hear about management priorities.

Action: No action is requested. This is merely for information purposes.

If you would like a copy of the document included in this item, please contact the Conservancy office.

19. Executive Director’s Report

Various matters for Board members’ general information will be presented by the Conservancy’s Executive Director.

If you would like a copy of the document included in this item, please contact the Conservancy office.

Executive Session (Closed)

20. Executive Session

Executive Session is scheduled for real estate, litigation, and personnel matters pursuant to Government Codes 54956.8, 54956.9, and 54957, respectively.

Regular Meeting of the Board of Directors (Open)

21. Adjournment of the Regular Meeting of the Board of Directors

Official adjournment of the Regular Meeting of the Board of Directors.

Upcoming Regular Meetings

• August 7, 2024
• October 2, 2024
• December 4, 2024