Los Angeles, California, September 22, 2015

Transcription

1 ( \_, Los Angeles, California, September 22, 2015 MINUTES OF SPECIAL MEETING OF THE BOARD OF WATER AND POWER COMMISSIONERS OF THE CITY OF LOS ANGELES HELD IN ROOM 1555-H SEPTEMBER 22, :16 A.M. Meeting called to order by President Mel Levine and roll called: Present- Commissioners: Absent- President Levine Jill Banks Barad William W. Funderburk, Jr. Christina E. Noonan Michael F. Fleming "- A quorum present. IN ATTENDANCE were the following: Marcie L. Edwards, Martin L. Adams, Richard M. Brown, Patrick K. Findley, Gayle Green, Gretchen H. Hardison, David Jacot, Jeffery L. Peltola, David R. Pettijohn, Julie A. Riley, MichaelS. Webster, Gwen W. Williams, David H. Wright, General Manager Senior Assistant General Manager - Water System General Counsel, Water and Power, City Attorney's Office Director of Security Principal Security Officer - Security Services Environmental Affairs Officer Director of Efficiency Solutions, Office of Sustainability and Economic Development Chief Financial Officer and Controller Accounting and Financial Reporting- Financial Services Organization Director of Water Resources, Water System Deputy City Attorney III Director Power System- Engineering and Technical Services Director of Supply Chain Services Chief Administrative Officer Also, in attendance: Theodore Bardacke, Camden Collins, Mark Hovatter,. Dr. Frederick Pickel, Mayor's Office Ratepayer Advocate, Office of Public Accountability Los Angeles Unified School District Executive DirectorRatepayer Advocate, Office of Public Accountability ITEM NO. 1 - Opening remarks by the Commission President on agenda and other items relating to Department operations, and Channel35 broadcast announcement. ITEM NO.2- Presentation of a Service Award honoring Captain Gayle Green from Security Services Division upon completion of 40 years of DepartmentCity Service. ITEM NO.3- ReportBriefing by the General Manager, including Reports from Water, Power and Administrative System Management concerning current matters relating to Department Operations. \ Draft Matrix of JSI-JTI audit recommendations responses

2 SEPTEMBER 22, 2015, 11: 16 A.M. Page 2 ITEM NO.4- Comments from Commissioners on agendized items. Requests from Commissioners relating to Departmental operations. j " Commissioners Noonan and Barad- Provide more details to the Board on the background of the LAUSD MOU. Include information on the drinking fountain program, voluntary aspect of the program and the alternative measures to recycle water from water fountains if principal or school opts out. Please provide information on the reconciliation of the deferred generation costs, line items of costs and details on the schools served (Request from Item 16- LAUSD MOU). Make sure to watch the meeting video to capture all Commissioners requests and concerns. Commissioner Funderburk, Jr., - Provide more advance notice on future water assessments going to the Board. Also provide more in-depth information on climate change analysis that the Department is doing for these developments to incorporate temperature increases into the assessments. Finally, what is the scope of the Board's legal authority when approving these types of water assessment (Request from Item 12- Water Supply Assessment). Commissioner Funderburk, Jr.,- Provide a report on how LADWP can expand the Small Business Academy and use metrics to ensure the future success of the program. Make sure to incorporate the Neighborhood Councils. Also provide the viability of implementing California PUC Order 156 to further increase supplier diversity (Request from item 4 - Comments from the Board).,, ITEM NO. 5- Opportunity for the public to address the Board on items of interest to the public that are within the subject matter jurisdiction of the Board. (Speakers may be limited in speaking time dependent upon the press of business and number of persons wishing to address the Board.) 1 SPEAKER ITEM NO.6- Comments from Ratepayer Advocate on agendized Item No. 16. ITEM NO.7- Recommendation for approval of the minutes of the September 8, 2015 Special Meeting of the Board of Water and Power Commissioners. This item was ordered deferred. Approval moved by Commissioner Noonan. Seconded by Commissioner Levine and carried by the following vote: Ayes, Commissioner Barad, Funderburk, Jr.; Noonan, President Levine;,, Noes, None. Commissioner Noonan moved the following agenda item to be deferred. ITEM N0.13- Recommends Sale of Pumice Valley Landfill Property and Road Easement to Mono County. This is for the sale of 50 acres of City of LA property and a road easement containing 3.12 acres to create a legal access to the property for a market value of$51,500. Submitted by Senior Assistant General Manager- Water System. City Council approval is required. Seconded by Commissioner Levine and carried by the following vote: Ayes, Commissioner Barad, Funderburk, Jr.; Noonan, President Levine; Noes, None. '

3 \'-- - SPECIAL MEETING OF COMMISSIONERS (Continued) SEPTEMBER 22,2015, 11:16 A.M. Page 3 Written recommendations, approved by the General Manager, transmitting the following resolutions, approved as to form and legality by the City Attorney: Commissioner Barad moved adoption of the following 6 resolutions, approved as to form and legality by the City Attorney: ITEM NO.8- Contract No for Hardware and Bonding Kits for 138-kV Maintenance Holes. Award to OneSource Distributors for a one-time purchase and an amount not to exceed $955,059. Submitted by Executive Director- Power System Engineering and Technical Services. RESOLUTION NO WHEREAS, through a competitive bid process, the Los Angeles Department of Water and Power (LADWP) issued a solicitation to furnish Hardware and Bonding Kits for 138-kV Maintenance Holes under Bid No. 7645R1; and r WHEREAS, OneSource Distributors (OneSource) is the lowest responsive bidder under Bid No. 7645R1; and NOW, THEREFORE, BE IT RESOLVED OneSource is awarded the contract for a total amount of$955,059 for a one-time purchase, under Contract No BE IT FURTHER RESOLVED that Contract No. 7645, approved as to form and legality by the City Attorney, is hereby approved. BE IT FURTHER RESOLVED that the Chief Accounting Employee of the LADWP, upon proper certification, is authorized and directed to draw demands on the Power Revenue Fund, in accordance with the terms of this contract awarded pursuant to Bid No. 7645R1 and this resolution. BE IT FURTHER RESOLVED that the President or Vice President ofthe Board, or the General Manager or such person as the General Manager shall designate in writing, and the Secretary, Assistant Secretary or the Acting Secretary of the Board be and they are hereby authorized and directed to execute said contract for and on behalf of LAD WP. ITEM NO. 9- Authorizes approval of Consent and Agreement to Financing which Amends and Acknowledges Stipulations to Terms of Power Purchase Agreement No. BP (PPA) With RE Barren Ridge 1 LLC for Solar Capacity, Purchase Option ofthe RE Barren Ridge 1 Solar Generation Facility, and Purchase Option With RE Barren Ridge LandCo LLC for the Underlying Land. These amendments to the PP A could save LADWP approximately $12.6 million over the term of the Agreement. Submitted by Executive Director- Power System Engineering and Technical Services. RESOLUTION NO WHEREAS, the Los Angeles Department of Water and Power's (LADWP) Renewable Portfolio Standard Policy and Enforcement Program (RPS Policy) represents the continued commitment by LADWP to renewable energy resources in accordance with Section (e) of the Public Utilities Code, requiring the governing boards of publicly owned electric utilities to adopt a program for enforcement on or before January 1, 2012; and WHEREAS, the RPS Policy established compliance targets for LADWP to supply 25 percent of its retail energy sales from eligible renewable energy resources by 2016 and 33 percent by 2020 in accordance with the California Renewable Energy Resources Act, also referred to as SB 2 (1X); and ' \

4 SEPTEMBER 22, 2015, 11: 16 A.M. Page 4 WHEREAS, the strategies in LADWP's Integrated Resource Plan (IRP) include regulatory requirements, policy objectives, and increases in eligible renewable energy resources, while maintaining service reliability, using existing assets near eligible renewable energy resources, and minimizing the financial impact on ratepayers; and ' i WHEREAS, the Board of Water and Power Commissioners (Board) approved the Southern California Public Power Authority (SCPPA) Development Agreement No under Resolution No , which authorized LADWP to participate with other members of SCPP A for the purpose of investigating and performing due diligence on potential new eligible renewable energy resource options; and WHEREAS, SCPPA, pursuant to the needs of its members, under Agreement No , issued a Request for Proposal (RFP), a competitive process, for the purchase andor acquisition of eligible renewable energy resources; and WHEREAS, SCPPA received 340 responses to its RFP, which included there Barren Ridge 1 solar project, proposing the sale of 60 megawatts (MW) AC of renewable energy from solar power generating facilities to be developed and constructed approximately 11 miles northeast of the community ofmojave in western Kern County, CA (Solar Project), which connects directly into LADWP's balancing authority; and WHEREAS, by Resolution No dated June 17,2014 and by Ordinance No dated August 8, 2014, the Board and Los Angeles City Council (City Council), respectively, approved there Barren Ridge 1 Power Purchase Agreement No. BP (PPA) for LADWP's acquisition of all the solar energy, associated environmental attributes, and generating capacity rights associated with the solar facility for a 20-year term from RE Barren Ridge 1 (Seller); and WHEREAS, Seller provides LADWP an early purchase option, subject to Board and City Council approval, to purchase the Solar Project during the six month period commencing on the date that is eighteen months prior to the Sixth, Tenth, Fifteenth, or Twentieth year anniversary of Commercial Operation Date, as set forth in the PP A and in Appendix K attached thereto (collectively "Purchase Option"); and WHEREAS, Seller's affiliate provides LADWP an early purchase option, subject to Board and City Council approval, to purchase the land underlying the Solar Project during the six month period commencing on the date that is eighteen months prior to the Sixth, Tenth, Fifteenth, or Twentieth year anniversary of Commercial Operation Date, as set forth in the PP A and in Appendix Q attached thereto (collectively "Land Purchase Option"); and WHEREAS, in 2015 the Seller informed LADWP that due to changing market conditions the PP A needed to be slightly modified to facilitate financing for the solar facility; and ~.----,,\ ~ WHEREAS, LADWP and the Seller negotiated certain limited revisions of the PPA enabling the Seller to secure financing for the construction of the facility in return for a reduction in the purchase price for solar energy and additional curtailment rights, which provide LAD WP and its ratepayers a savings benefit over the life ofthe PPA; and WHEREAS, the Consent and Agreement amends the PP A, including the Purchase Option and the Land Purchase Option (collectively Solar Transaction) with respect to certain provisions including Permitted Encumbrances, Site Control Milestone, Early Termination for Change in Law, Optional Curtailment Periods, and the Contract Price; and WHEREAS, the Consent and Agreement acknowledges stipulations concerning the Solar Transaction with respect to certain provisions including Change in Control, Facility Debt, Special Project Entity, PPA Effective Date, Qualified Operator, Qualified Transferee, exercise of Project Purchase Option, Tax Equity Transaction, Qualified Issuer, Termination Payment, Right offirst Offer, Right of First Refusal, and Seller Default. WHEREAS, Ordinance No authorizes the Board to act on and approve all future amendments to the Solar Transaction, provided that such amendments are ministerial and administrative in nature and do not increase the costs or extend the term of the Solar Transaction, without further approval by the City Council. _

5 .- SPECIAL MEETING OF COMMISSIONERS (Continued) SEPTEMBER22, 2015, 11:16 A.M. Page 5 '----- NOW, THEREFORE, BE IT RESOLVED that the Consent and Agreement which amends the terms of the Solar Transaction by and between LADWP and Seller, now on file with the Secretary of the Board and approved as to form and legality by the City Attorney, be and the same are hereby approved. BE IT FURTHER RESOLVED that the President or the Vice President of this Board, or General Manager, or such person as the General Manager shall designate in writing, and the Secretary, Assistant Secretary, or the Acting Secretary of the Board, are hereby authorized and directed to execute the Consent and Agreement, for and on behalf of LADWP. BE IT FURTHER RESOLVED that the Chief Accounting Employee of LADWP, upon proper certification, is authorized and directed to draw demands on the Power Revenue Fund, in payment of the obligations arising under the Solar Transaction. (- "'-- ITEM NO. 10- Bid No (Amendment No; 1) for High Voltage Cable System With Taihan Electric USA Ltd. This Amendment will increase the contract by $6,772,267. Contract term remains the same. Submitted by Executive Director - Power System Engineering and Technical Services. RESOLUTION NO WHEREAS Taihan Electric USA, Ltd., (Taihan) was awarded Contract No. 7425, under a competitive bid, for a High Voltage Cable System; and WHEREAS, Contract No was awarded for an amount not to exceed $24,166,742; and WHEREAS, LADWP recommends Amendment No. 1 to Contract No with Taihan to increase the contract total by $6,772,267 from $24,166,742 to $30,939,009. NOW, THEREFORE, BE IT RESOLVED that Amendment No. 1 to Contract No. 7425, approved as to form and legality by the City Attorney, is hereby approved. BE IT FURTHER RESOLVED that pursuant to City Charter Section 1022, the Board finds it's more feasible to have the work performed by an independent contractor. "-- BE IT FURTHER RESOLVED that the Chief Accounting Employee of the LADWP, upon proper certification, is authorized and directed to draw demands on the Power Revenue Fund, in accordance with the terms of this amendment to Contract No and this resolution. BE IT FURTHER RESOLVED that the President or Vice President, or the General Manager, or such person as the General Manager shall designate in writing, and the Secretary; Assistant Secretary, or the Acting Secretary ofthe Board are hereby authorized and directed to execute said amendment for and on behalf ofladwp. ITEM NO. 11- Recommends approval of Agreement No (Amendment No.1) Castaic Power Plant Special Site Field Work with EthosEnergy Field Services, LLC. This Amendment is to extend the term for three additional years without any additional funding. Submitted by Executive Director- Power System Engineering and Technical Services. City Council approval is required. RESOLUTION NO "-- WHEREAS, Wood Group Field Services, Inc., (Wood Group) was awarded Agreement No by the Los Angeles Department of Water and Power (LADWP) Board of Commissioners on September 18, 2012, for special site field work at Castaic Pumped Storage Power Plant (CPP); and

6 SEPTEMBER 22,2015, 11:16 A.M. Page 6 -, WHEREAS, on May 7, 2014, Wood Group changed its corporate name to EthosEnergy Field Services, LLC (EthosEnergy); and WHEREAS, the purpose of proposed Amendment No. 1 is to extend the contract duration by three years without exceeding the approved contract amount of$12,842,595; and WHEREAS, LADWP has determined it is necessary to repair Units 1 and 6 Turbine Shutoff Valves, and any future mechanical failures during the implementation ofthe new Control System; and WHEREAS, LADWP has determined that it is necessary to increase the contract term by three years for new total contract duration not to exceed six years. The new contract extension will require City Council approval per City Charter 3 73; and NOW, THEREFORE, BE IT RESOLVED that Amendment No. 1 to Agreement No , approved as to form and legality by the City Attorney and on file with the Secretary of the Board is hereby approved. BE IT FURTHER RESOLVED that the Chief Accounting Employee of the LADWP, upon proper certification, is authorized and directed to draw demands on the Power Revenue Fund, in accordance with the terms of this amendment to Agreement No and this resolution. ' BE IT FURTHER RESOLVED that the President or Vice President, or the General Manager, or such person as the General Manager shall designate in writing, and the Secretary, Assistant Secretary, or the Acting Secretary of the Board are hereby authorized and directed to execute said amendment for and on behalf ofladwp, upon approval by the City Council. ITEM NO. 14- Authorizes execution of Short Form Indefeasible Right of Use (IRU)-21 Lease Agreement No. F (IRU-21) With University of Southern California for Lease of Los Angeles Department of Water and Power Optical Fibers. The term of this Agreement is for five years, and will generate up to $209,280 in revenue, if the full term is realized. Submitted by Chief Administrative Officer. RESOLUTION NO WHEREAS, Short Form IRU-21 Lease Agreement No. F (IRU-21), between the Los Angeles Department ofwater and Power (LADWP) and University of Southern California (USC), will continue to grant USC the Indefeasible Right of Use of certain components ofladwp's fiber optic network which will generate revenues that will be ~ deposited into LADWP's Power Revenue Fund; and \ WHEREAS, this IRU-21 Agreement replaces Agreement No. F which expires on October 26, 2015, and will commence promptly to ensure continual operations; and WHEREAS, the term of the IRU-21 Agreement is five years; and WHEREAS, the Board of Water and Power Commissioners finds that the optical fibers to be leased are not presently needed for LADWP purposes and the execution of this lease will not interfere with LADWP operations. NOW, THEREFORE, BE IT RESOLVED that the proposed IRU-21 Agreement, approved as to form and legality by the City Attorney and filed with the Secretary of the Board, between the LADWP and USC, be and the same is hereby approved. BE IT FURTHER RESOLVED that the President or Vice President, or the General Manager, or such person as the General Manager shall designate in writing, and the Secretary, Assistant Secretary, or the Acting Secretary of the Board are hereby authorized and directed to execute said IRU-21 Agreement for and on behalf ofladwp. j

7 SEPTEMBER 22,2015, 11:16 A.M. Page 7 ITEM NO. 15- Authorizes Call Center Operations Space at 9332 DeSoto Avenue, Chatsworth, CA- Exercise of Lease Option to Extend Term to Five Years. This Lease Option will extend the term to July 31,2020 with a total base cost of$1,135,578. Submitted by Chief Administrative Officer. RESOLUTION NO WHEREAS, the City of Los Angeles, acting by and through its Department of Water and Power (LADWP), under the General Manager's authority entered into a 6-month Lease for Call Center Operations Space (Call Center) at 9332 DeSoto Avenue, Chatsworth, CA with NEV DeSoto, LLC, a California Limited Liability Company, dated as of August 1, 2015 (Lease) for Customer Service operations; and WHEREAS, the LADWP desires to exercise a Lease Option to extend the term ofthe Lease; and " WHEREAS, the Lease Option is for a term of 54 months at a total base cost of $1,135,578, from February 1, 2016 to July 31,2020. The existing underlying Lease is for six months at a total cost of$123,398 for 16,543 square feet at $1.25 per square foot. Annual adjustments based on the Consumer Price Index (CPI) will be applied beginning August 1, 2016; and WHEREAS, the Board of Commissioners ofthe LADWP has the authority, pursuant to Los Angeles City Charter Section 675(d)(1), to acquire by lease, all real property convenient for LADWP purposes; NOW THEREFORE BE IT RESOLVED that the Board ofwater and Power Commissioners hereby approves and authorizes the exercise and execution of the lease option for a total base cost of$1,135,578; and BE IT FURTHER RESOLVED that the President, or the Vice President, or the General Manager, or such person as the General Manager shall designate in writing, and the Secretary, Assistant Secretary or the Acting Secretary of the Board are hereby authorized and directed to execute said Lease Option on behalf of the LADWP; and BE IT FURTHER RESOLVED that the Chief Accounting Employee of the LADWP, upon proper certification, is authorized and directed to draw demands on the Water and Power Revenue Funds to pay Lease rent and expenses, which includes adjustment due to CPI changes. Seconded by Commissioner Levine and carried by the following vote: Ayes, Commissioner Barad, Funderburk, Jr., Noonan, President Levine Noes, None. ITEM NO. 12- Authorizes the Water Supply Assessment for the North Hollywood West Project located within the North Hollywood- Valley Village Community Plan area. Submitted by Senior Assistant General Manager- Water System. This item was ordered deferred. Approval moved by Commissioner Levine. Seconded by Commissioner Barad and carried by the following vote: Ayes, Commissioner Barad, Funderburk, Jr., Noonan, President Levine; ' "- Noes, None.

8 SEPTEMBER 22,2015, 11:16 A.M. Page 8 '\ ITEM NO. 16- Approves execution of Renewal of Memorandum of Understanding Between the Los Angeles Department of Water and Power and the Los Angeles Unified School District for a term of three years with an amount not to exceed $45,300,000. Submitted by Chief Sustainability and Economic Development Officer. 1 Public Speaker addressed the Board. Dr. Frederick Pickel commented on this item. RESOLUTION NO WHEREAS, Los Angeles Department of Water and Power (LADWP) proposes to enter into a Memorandum of Understanding (MOU) with Los Angeles Unified School District (LAUSD) to continue the "Conserving for Our Kids" program (Program) to raise energy and water efficiency at LAUSD facilities within LADWP service territory for a term of 36 months; and WHEREAS, LAUSD is a government agency and the only public school district for the City of Los Angeles, and is the largest LADWP customer with great needs to serve the students which represent the future of Los Angeles; and WHEREAS, the LADWP Board of Commissioners approved an initial MOU between LADWP arid LAUSD in September 2012 (Board Resolution No ) with a 24-month term; and ' WHEREAS, the efforts under the previous MOU successfully implemented retrofits at 14 campuses and evolved to include additional energy efficiency and water conservation activities at over 40 campuses; and WHEREAS, the Program is critical to achieving the cumulative 15 percent energy savings target for LADWP that was recently adopted by the Board (Resolution No ), as it allows LADWP to partner with LAUSD to leverage resources to prioritize and accelerate implementation of energy and water savings opportunities; and WHEREAS, individual program components will include: Direct Installation (DI) of energy efficiency measures in LAUSD facilities by LADWP staff, dedicated LADWP support to ensure LAUSD can fully capitalize on the efficiency opportunities presented by California's Proposition 39, LADWP funding for various technical and educational pilot efficiency activities to support enhanced efficiency and efficiency awareness in LAUSD facilities, and LADWP funding through existing water conservation programs for the installation of water conservation measures; and WHEREAS, the expected total LADWP funding dedicated specifically to LAUSD of$16.7 ~ million per fiscal year is included in the current budget of the participating LADWP divisions, which are reviewed and approved by department management on an annual basis. WHEREAS, the expected energy efficiency incentives LAUSD can receive from LADWP are above and beyond the dedicated funding and are also included in the current budget of the participating LADWP divisions, which are reviewed and approved by department management on an annual basis. NOW, THEREFORE, BE IT RESOLVED that LADWP proposes to enter into this MOU with Los Angeles Unified School District immediately upon approval by the Board for a term of 36 months. BE IT FURTHER RESOLVED that this MOU, approved as to form and legality by the City Attorney, and filed with the Secretary of the Board, is hereby approved. BE IT FURTHER RESOLVED that the Chief Accounting Employee of the LADWP, upon proper certification, is authorized and directed to draw demands on the Power Revenue Fund andor Water Revenue Fund in payment of the obligations arising under this Agreement and this resolution. -~\ _.

9 I ~- SPECIAL MEETING OF COMMISSIONERS (Continued) SEPTEMBER 22,2015, 11:16 A.M. Page 9 BE IT FURTHER RESOLVED that the President or Vice President, or the General Manager, or such person as the General Manager shall designate in writing, and the Secretary, Assistant Secretary, or the Acting Secretary of the Board are hereby authorized and directed to execute said agreement for and on behalf ofladwp. Approval moved by Commissioner Levine. Seconded by Commissioner Funderburk, Jr., and carried by the following vote: Ayes, Commissioner Barad, Funderburk, President Levine; Noes, Commissioner Noonan. The following item was presented by the Secretary and ordered filed. ITEM NO. 17- Monthly reports of activities for the following: \_ -- A. Financial Services Organization- July 2015 B. Chief Administrative Officer- August 2015 ITEM NO.3- ReportBriefing by the General Manager, including Reports from Water, Power and Administrative System Management concerning current matters relating to Department Operations - Continued from beginning of meeting. ITEM NO Report by Management concerning matters relating to Department operations, as follows: Presentation- Maximo Go Live Report Presented by David H. Wright, Chief Administrative Officer. Before Closed Session 1 Public Speaker addressed the Board on Item Nos. 19A-9 and 19D. \_ ( "-

10 SEPTEMBER 22, 2015, 11: 16 A.M. Page 10 ~, ) The Board shall recess into closed session for a conference with legal counsel regarding: A. Existing litigation in the following matters: 1. San Diego Water Authority v. Metropolitan Water District of Southern California, et al., San Francisco Superior Court Case Nos., CPF and CPF , and Los Angeles Superior Court Case No. BC547139, pursuant to Section (d)(1) of the California Government Code. 2. City of Los Angeles Department of Water and Power v. Metropolitan Water District of Southern California, LASC Case No. BS157056, pursuant to Section (d)(1) ofthe California Government Code. 3. Sharon Bransford, Steven Shrager and Rachel Tash v. LADWP, Los Angeles Superior Court Case No. BC565618, pursuant to Section (d)(1) of the California Government Code. 4. Daniel Morski. et al. v. LADWP, Los Angeles Superior Court Case No. BC56872, pursuant to Section (d)(l) of the California Government Code. 5. Haley Fontaine, et al. v. LADWP, Los Angeles Superior Court Case No. BC571644, pursuant to Section (d)(1) of the California Government Code. ' J 6. Yaar Kimhi v. The City of Los Angeles, et al., Los Angeles Superior Court Case No. BC536272, pursuant to Section (d)(1) of the California Government Code. 7. Jones v. City of Los Angeles, Los Angeles Superior Court Case No. BC577267, pursuant to Section (d)(1) of the California Government Code. 8. Macias, et al. v. LADWP et al., Los Angeles Superior Court Case No. BC594049, pursuant to Section (d)(1) of the California Government Code. 9. City of Los Angeles v. Pricewaterhouse Coopers LLP (PwC), Los Angeles Superior Court Case No. BC574690, pursuant to Section (d)(1) of the California Government Code. B. Anticipated litigation in the following matters: 1. Discussion regarding significant exposure to litigation (2 cases), pursuant to ~ ~. Subdivision (d)(2) of Section ofthe California Government Code. 2. Discussion regarding initiation of litigation (2 cases), pursuant to subdivision (d)(4) of section ofthe California Government Code. C. Conference with Labor Negotiators: Pursuant to California Government Code Section , the Board will meet in closed session with the Department's labor negotiators (the Department's General Manager) concerning labor negotiations with the following employee bargaining representatives: International Brotherhood of Electrical Workers, Local 18 D. Consultation with General Manager Marcie L. Edwards of the Los Angeles Department of Water and Power (including security operations) regarding security issues pertaining to the essential public services (water and electric service), pursuant to Section (a) of the California Government Code. MEETING RECESSED at 12:52 p.m. MEETING RECONVENED at 1:08 p.m. ---"

11 ( \ SPECIAL MEETING OF COMMISSIONERS (Continued) SEPTEMBER 22,2015, 11:16 A.M. Page 11 Los Angeles, California, September 22,2015 MINUTES OF CLOSED SESSION OF THE BOARD OF WATER AND POWER COMMISSIONERS OF THE CITY OF LOS ANGELES HELD IN ROOM 1555-H SEPTEMBER 22, :08 P.M. Meeting called to order by President Mel Levine and roll called: Present- Commissioners: Absent- President Levine Jill Banks Barad William W. Funderburk, Jr. Christina E. Noonan Michael F. Fleming ~~ \ A quorum present. IN ATTENDANCE were the following: Marcie L. Edwards, Martin L. Adams, Jean-Claude Bertet, Richard M. Brown, Deborah Dorny, Guy Lipa, Julie A. Riley, Jeffery L. Peltola, Ann M. Santilli, Nancy H. Sutley, Richard Tom, MichaelS. Webster, David H. Wright, General Manager Senior Assistant General Manager - Water System Deputy City Attorney General Counsel, Water and Power, City Attorney's Office Deputy City Attorney, City Attorney's Office Chief of Staff Deputy City Attorney III Chief Financial Officer and Controller Accounting and Financial Reporting, Financial Services Organization Assistant ChiefFinancial Officer and Controller Accounting and Financial Reporting, Financial Services Organization Chief Sustainability and Economic Development Officer, Office of Sustainability and Economic Development Assistant General Counsel, Water and Power, City Attorney's Office Director Power System- Engineering and Technical Services Chief Administrative Officer Also, in attendance: Maribeth Annaguey, Paul 0. Paradis, Linner, LLP (Outside Counsel) Paradis Law Group, PLLC, Special Counsel A CLOSED SESSION was held for a conference with legal counsel regarding: ITEM NO. 19A(l)- San Diego Water Authority v. Metropolitan Water District of Southern California, et al., San Francisco Superior Court Case Nos., CPF and CPF , and Los Angeles Superior Court Case No. BC547139, pursuant to Section (d)(1) of the California Government Code. I '"-- Deferred.

12 SEPTEMBER 22,2015, 11:16 A.M. Page 12 -' ~) ITEM NO. 19A(2)- Los Angeles Department of Water and Power v. Metropolitan Water District of Southern California, LASC Case No. BS , pursuant to Section ( d)(1) of the California Government Code. Deferred. Anticipated litigation in the following matter: ITEM NO. 19B(2)(1st case)- Discussion regarding initiation of litigation (2 cases), pursuant to subdivision (d)(4) of section ofthe California Government Code. Discussion held - no action taken. ITEM NO. 19A(3)- Sharon Bransford, Steven Shrager and Rachel Tash v. LADWP, Los Angeles Superior Court Case No. BC565618, pursuant to Section (d)(l) ofthe California Government Code. Discussion held - no action taken. ITEM NO. 19A(4)- Daniel Morski, et al. v. LADWP, Los Angeles Superior Court Case No. BC56872, pursuant to Section (d)(l) of the California Government Code. Discussion held - no action taken. ITEM N0.19A(5)- Haley Fontaine, et al. v. LADWP, Los Angeles Superior Court Case No. BC571644, pursuant to Section (d)(l) of the California Government Code. Discussion held - no action taken. ITEM NO. 19A(6)- Yaar Kimhi v. The City of Los Angeles, et al., Los Angeles Superior Court Case No. BC536272, pursuant to Section (d)(1) of the California Government Code. Discussion held -no action taken. ITEM N0.19A(7)- Jones v. City of Los Angeles, Los Angeles Superior Court Case No. BC577267, pursuant to Section (d)(1) of the California Government Code. Discussion held - no action taken. ITEM NO. 19A(8)- Macias, et al. v. LADWP et al., Los Angeles Superior Court Case No. BC594049, pursuant to Section (d)(l) ofthe California Government Code. Discussion held- no action taken.

13 ( \ SPECIAL MEETING OF COMMISSIONERS (Continued) SEPTEMBER22, 2015,11:16 A.M. Page 13 Commissioner Levine left for the day at 1 :25 p.m. ITEM N0.19A(9)- City oflos Angeles v. Pricewaterhouse Coopers LLP (PwC), Los Angeles Superior Court Case No. BC574690, pursuant to Section (d)(1) of the California Government Code. Discussion held - no action taken. Anticipated litigation in the following matter: ITEM NO. 19B(l)(lst case)- Discussion regarding significant exposure to litigation (2 cases), pursuant to Subdivision ( d)(2) of Section of the California Government Code. Withdrawn. Anticipated litigation in the following matter: ITEM NO. 19B(l)(2nd case)- Discussion regarding significant exposure to litigation (2 cases), pursuant to Subdivision ( d)(2) of Section of the California Government Code. Withdrawn. Anticipated litigation in the following matter: ITEM NO. 19B(2)(2nd case)- Discussion regarding initiation oflitigation (2 cases), pursuant to subdivision (d)(4) of section ofthe California Government Code. Withdrawn. ITEM NO. 19C- Conference with Labor Negotiators: Pursuant to California Government Code Section , the Board will meet in closed session with the Department's labor negotiators (the Department's General Manager) concerning labor negotiations with the following employee bargaining representatives: Deferred. International Brotherhood of Electrical Workers, Local 18 ITEM N0.19D- Consultation with General Manager Marcie L. Edwards ofthe Los Angeles Department of Water and Power (including security operations) regarding security issues pertaining to the essential public services (water and electric service), pursuant to Section (a) of the California Government Code. Deferred..'..._.

14 SEPTEMBER22,2015, 11:16A.M. Page 14 '\ ) COMMISSIONER NOONAN moved the meeting be adjourned. Seconded by Commissioner Funderburk, Jr., and carried by the following votes; Ayes, Commissioner Barad, Noonan, Funderburk, Jr.; Noes, None. MEETING ADJOURNED at 1:41 p.m. No announcement needed after Closed Session. SIGNED: ', &~~-Ah~ SECRETARY ATTEST: ~~~~ 'PR DNT,.. -\ _