2150 River Plaza Drive, Suite 460
Sacramento, CA 95833

Regular Meeting of the Board of Directors

 February 4, 2015

4:00 p.m.
(Meeting in 1st floor Large Conference room)

Upcoming Regular Meetings

  • March 4, 2015
  • April 1, 2015
  • May 6, 2015

Call to order

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

ADMIN: 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.

Public comment

B. Public Comments

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

Action by consent

C. Approval of the minutes

The Board Chair will request approval of the minutes and consent items of the Board of Directors meeting of December 3, 2014.

Download the December 3, 2014 Minutes (PDF, 628 KB)

Action item

D. Approval of agreement to replace elderberry mitigation plantings.

The Board previously approved a contract for the planting of elderberry for mitigation. A reserve was set aside for loss caused by mortality. The mitigation planting needs to be re-planted due to high plant mortality. The Conservancy requested and received multiple bids from contractors to replace the elderberry planting. The lowest bidder was Milton Construction at $19,071.00.
This expense will not adversely impact the Conservancy’s general budget because the contract expense at $19,071.00 is covered by the reserve set aside by previous Board action.
This item requests the Board authorize the Executive Director to execute and deliver and agreement with Milton Construction in the amount of $19,071 for the purpose of elderberry replanting on the Conservancy’s Souza tract.

Download the Milton Service Agreement (PDF,561 KB)

Action by consent

E. Natomas Central Mutual Water Company Annual Meeting of Shareholders

The Natomas Mutual Water Company’s Annual Meeting of Shareholders will be held Tuesday, February 10, 2015, at the Four Points by Sheraton, 4900 Duckhorn Dr., Sacramento, CA 95834. Authorization for the Conservancy’s Executive Director to vote the Conservancy’s shares in the Board Election is requested. There are seven incumbent candidates for the Board’s seven open seats, so that no board seat is contested.

Action by consent

F. Authorization for Farm Air to utilize landing strip on TNBC’s Bianchi West tract

The only remaining agricultural aircraft operator in the Natomas Basin is Farm Air Flying Service, Inc. TNBC and its tenants use Farm Air, and without the firm operating in the Basin, costs would likely rise, and delays in planting crops could also result. (Rice is frequently seeded by air.) Farm Air has requested permission to use TNBC’s Bianchi West tract landing strip for use in serving its customers, including TNBC and its tenants.

Before acquiring the Bianchi West tract, TNBC completed Phase One and Phase Two environmental testing on the airstrip. This was done in order to ascertain the level, if any, of toxicants in the soil at the landing strip site. (The studies revealed acceptable levels, so TNBC moved forward with its acquisition of the tract.) With this baseline data, TNBC can keep track of the status of soils on and around the runway.

Staff requests authorization to enter into an agreement with Farm Air Flying Service, Inc. to allow it to utilize TNBC’s Bianchi West landing strip. The authorization would include the following restrictions, among others:

  1.  the authorization terminates December 31, 2015,
  2. only seed and fertilizer are permitted to be used on the landing strip,
  3.  no pesticides may be used on the strip without the written authorization of TNBC’s Executive Director,
  4. only in-Basin sites may be served by Farm Air from the landing strip, and
  5. a properly executed agreement must be in TNBC’s office prior to Farm Air’s use of the landing strip, and that the agreement contain TNBC’s standard indemnification, hold harmless protections, and that TNBC be named as an additional insured on the relevant Farm Air insurance policy or policies.

The Executive Director expects no authorization request for pesticide use on the landing strip. However, there could be special occasions that might warrant such authorization, but only for the use by TNBC or its contractors and tenants.

Action item

G. Legal services agreement

The Conservancy has responded to its legal counsel’s request that a legal services agreement be entered into between the Conservancy and its legal counsel, Best, Best & Krieger. In the past, the Board has noted the importance of having Ed Quinn as the key representative of the firm in matters pertaining to the Conservancy.

The agreement presented here requests the Board’s authorization of the Conservancy’s Executive Director to execute and deliver an agreement which continues the services of Ed Quinn of the firm Best, Best & Krieger as Conservancy legal counsel.

Download the legal service agreement (PDF, 87 KB)

Action item

H. Agreement to amend and prepare site-specific management plans

In keeping with the long-range plan for special projects, and mindful of limited revenue since the real estate market downturn and the building moratorium, the Conservancy has stretched out its costlier, long-range projects. The project the Conservancy has long targeted for 2015 has been updating the site-specific management plans (SSMPs) and developing new SSMPs for land acquired. The last time the SSMPs were updated was October 6, 2004.

The Conservancy proposes Westervelt do the SSMP work proposed. The project will include site data collection, concept development and coordination with tenant farmers, the Natomas Basin’s water agencies, relevant state and federal agencies, local government and species experts among others. As a part of its agreement, Westervelt will also work with Conservancy staff to coordinate and obtain final approval from the NBHCP Technical Advisory Committee, or alternatively, the NBHCP’s “Wildlife Agencies.”

Westervelt is selected as the preferred provider on this project because staff believes it is uniquely able to meet the many intricate and complex requirements of the NBHCP and MAPHCP. Key Westervelt staff served as the designer and project manager of the Conservancy managed marsh complexes. Westervelt already has the ortho-rectified aerial photographs and adjusted acreage calculations of all Conservancy preserves. Conservancy staff believes it is best able to provide an approvable final product at the lowest possible price.

This item asks the Board to authorize the Executive Director to execute and deliver an agreement between the Conservancy and Westervelt Ecological Services, LLC (“Westervelt”) to edit, update and create new SSMPs as needed and as spelled out in the “Scope of Services” statement, and do so in the amount of $149,771.00.

Download the Westervelt SSMP (PDF, 202 KB)

Download the Major Project Timeline (PDF, 1.3 MB)

Action item

I.  Amending the Employment Agreement between the Conservancy and its Executive Director

The Conservancy Board is asked to authorize the Board President to execute and deliver an amendment to the existing employment agreement between the Conservancy and its Executive Director. The Executive Director requests that his right to a cost of living increase and merit increase be waived so that no compensation adjustment is anticipated. The amendment would extend the agreement for a three-year period beginning March 15, 2015.

The Board is required to determine that changes to a chief executive officer’s compensation, including the term of an employment agreement, are “just and reasonable.” See excerpt from California Government Code, Section 12586(g):

The board of directors of a charitable corporation or unincorporated association, or an authorized committee of the board, and the trustee or trustees of a charitable trust shall review and approve the compensation, including benefits, of the president or chief executive officer and the treasurer or chief financial officer to assure that it is just and reasonable. This review and approval shall occur initially upon the hiring of the officer, whenever the term of employment, if any, of the officer is renewed or extended, and whenever the officer’s compensation is modified. Separate review and approval shall not be required if a modification of compensation extends to substantially all employees.

This item requests the Board of Directors authorize the Board President to execute and deliver an amendment to the Employment Agreement between the Conservancy and its Executive Director, John Roberts.

Download the Employment Agreement (PDF, 53 KB)


J. Report on flood moratorium for Natomas

Staff will update the Board on the status of the flood moratorium in the Natomas Basin and efforts to resolve it.

Natomas Remap Schedule (as of February 1, 2015)

  • WRRDA signed into law, authorizes NLIP (June 10, 2014) – completed
  • City/ County submit letter to FEMA requesting remap (June 10, 2014) – completed
  • FEMA responds to City/ County request (June 24, 2014) – completed
  • City/County submit final information to FEMA (July 21, 2014) – completed
  • FEMA sends A99 letter of approval to City/ County (late July 2014) – completed
  • Preliminary maps issued (August 12, 2014) – completed
  • City/ County/ FEMA officials meeting (August 13, 2014) – completed
  • 90 day appeal period begins (September 10, 2014) – completed
  • 90 day appeal period ends (mid-December 2014) – completed
  • FEMA issues Letter of Final Determination (mid-March 2015)

New maps become effective (June 2015)


K. City of Sacramento report

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


L. Financial statement review

A financial statement will be provided for the period ended December 31,2014 (unaudited). Additional financial information will be provided.

Download the Financial statement review December 31, 2014 (PDF, 1.8 MB)


M. Conservancy endowment funds investment manager

The Conservancy’s endowment funds are managed by T. Rowe Price. Representative Phil Burger of T. Rowe Price will meet with the Board for the purposes of providing the Board with the 2014 annual report on the Conservancy’s endowment funds accounts.

Download the 2014 TR Price Report (PDF, 2.3 MB)


N. Update on the groundwater exchange program

Staff will discuss with the Board the final results of the 2014 groundwater exchange program conducted by the Natomas Central Mutual Water Company:

    • A total of 7,984 acre feet were pumped in the program and 7,026 acre feet were transferred.
    • With the Water Company’s share, it was able to eliminate the second of the two “administration” and “standby” charges as well as the third of three water usage charges. This saved the Conservancy over $239,138.84 of one of its largest cost items for 2014.
    • Additionally, the Water Company was able to defer its planned rate increase from $8.10 and acre foot to $10.50 an acre foot, returning rates to the former $8.10 rate.
    • Finally, the Water Company used the water sale proceeds to pay down $300,000.00 owed to the U.S. Bureau of Reclamation for a portion of its O&M charges, the effect of which will be to lower expenses into the future.

Staff will present additional groundwater well details for the program planned for 2015 as well as ideas and proposals being discussed with the Water Company.

Download the Proposal groundwater well (PDF, 100 KB)


O.  Update on property tax research

Staff will update the Board on the progress made in obtaining property tax relief.


P. Update on general liability insurance policy

Staff will update the Board on the difficulties of renewing the Conservancy’s general liability insurance policy.


Q. SAFCA effort to clarify easements Lucich North, Frazer North

Staff is actively working with the Sacramento Area Flood Control Agency (SAFCA), which is attempting to clarify a complex set of easements on and adjacent to the Conservancy’s Lucich North and Frazer North tracts. Staff will brief the Board on the mater and the implications of this activity.

Public comment

R. Public comments

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

Executive Session

S. Executive Session

Executive Session for annual review is pursuant to Government Code Section 54957, Employee performance evaluation.

Executive Session

T. Executive Session

Executive Session for real estate is scheduled.

Exective Report

U. Executive Director’s Report

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

Download the Ex Director’s Report (PDF, 4.1 MB)


V. Adjournment

Official adjournment of the meeting.