Los Angeles, California, March 6, 2014

Transcription

1 Los Angeles, California, March 6, 2014 MINUTES OF SPECIAL MEETING OF THE BOARD OF WATER AND POWER COMMISSIONERS OF THE CITY OF LOS ANGELES HELD IN ROOM 1555-H MARCH 6, :19 A.M. Meeting called to order by President Mel Levine and roll called: Present - Commissioners: Absent- President Levine William W. Funderburk, Jr. Jill Banks Barad Michael F. Fleming Christina E. Noonan None A quorum present. IN ATTENDANCE were the following: Marcie L. Edwards, Martin L. Adams, Joseph Brajevich, Richard M. Brown, Anselmo Collins, Randy S. Howard, Philip Leiber, James B. McDaniel, Mark J. Sedlacek, MichaelS. Webster, David H. Wiggs, Gary E. Wong, General Manager Director of Water Operations, Water System Assistant General Counsel, Water and Power, City Attorney's Office General Counsel, Water and Power, City Attorney's Office Managing Water Utility Engineer, Water Engineering & Technical Services, Water System Interim Executive Director, Customer Service Chief Financial Officer, Financial Services Organization Senior Assistant General Manager- Water System Director of Environment and Efficiency Division Power Engineering Manager, Power System Senior Assistant General Manager- Power System Assistant General Manager- Systems Support Division, Systems Support Division Also, in attendance: Camden Collins, GuyLipa, Frederick Pickel, Rate Payer Advocate Mayor's Office Executive Director/Ratepayer Advocate, Office of Public Accountability

2 MARCH 6, 2014, 10:19 A.M. Page 2 ITEM NO. 1 -Opening remarks by the Commission President on agenda and other items relating to Department operations. ITEM NO.2 -A report/briefing was given by Marcie L. Edwards, General Manager and James B. McDaniel, Senior Assistant General Manager- Water System. ITEM NO. 3- Comments and/or requests from Commissioners relating to Department operations. Commissioner Fleming & Noonan- Provide information (Purchase Orders) on past catering services that Department provided for events. Also provide an update in 90 days on the development of the new RFP for food services (Request from Item No. 17) ITEM NO. 4- The Secretary presented an 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.)?SPEAKERS ITEM NO. 5- Potential Comments or Reports from Ratepayer Advocate- Comments were made by Mr. Frederick Pickel regarding Item No. 16. Written recommendations, approved by the General Manager, transmitting the following resolutions, approved as to form and legality by the City Attorney: ITEM NO. 8- Bid No to Furnish and Deliver Cement Mortar Lining to the Pine Tree Sag Pipe a portion of the First Los Angeles Aqueduct. Award to Spiniello Companies for a total amount not to exceed $3,668,203 for a one-time purchase. Submitted by Acting Senior Assistant General Manager- Water System. Commissioner Levine moved this item to be deferred. Seconded by Commissioner Noonan and carried by the following vote: Ayes, Commissioners Barad, Fleming, Funderburk, Jr., Noonan; President Levine; Noes, None. Commissioner Fleming moved adoption of the following minutes and five resolutions, approved as to form and legality by the City Attorney: ITEM NO.6- Approval of the minutes of the February 18, 2014, Regular meeting of the Board of Water and Power Commissioners.

3 MARCH 6, 2014, 10:19 A.M. Page 3 ITEM NO. 7- Bid No. 408 to procure rubber insulating gloves and protectors essential to the safety of personnel. A ward to OneSource Distributors, LLC for a total amount not to exceed $1,612,430 for a period of one year with two optional one-year periods. Submitted by Senior Assistant General Manager - Power System. RESOLUTION NO WHEREAS, through a competitive bid process, the Los Angeles Department of Water and Power (LADWP) issued a solicitation to procure rubber insulating gloves and protectors under Bid No. 408; and WHEREAS, One Source Distributors, LLC (One Source), is the lowest bidder after application of the Local Business Preference under Bid No NOW, THEREFORE, BE IT RESOLVED that OneSource is awarded the contract for a total amount not to exceed $1,612,430.00, for a period of one year with two optional one-year periods, under Contract No BE IT FURTHER RESOLVED that Contract No. 408, 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. 408 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 contract for and on behalf of LADWP. ITEM NO.9- Bid No for Furnishing and Delivering Shunt Reactors, 525-kV Single Phase 41.7MV AR for McCullough Switching Station. Award to Veteran Suppliers, LLC for a total amount not to exceed $3,066,484 for a one-time purchase. Submitted by Senior Assistant General Manager - Power System. RESOLUTION NO WHEREAS, through a competitive bid process, the Los Angeles Department of Water and Power (LADWP) issued a solicitation to procure 525-kV single-phase, MV AR shunt reactors under Bid No. 7500; and WHEREAS, Veteran Suppliers, LLC (Veteran), is the lowest responsive bidder under Bid No NOW, THEREFORE, BE IT RESOLVED that Veteran is awarded the contract for a total amount not to exceed $3,066,484.00, for a one-time purchase, under Contract No BE IT FURTHER RESOLVED that Contract No.7500, approved as to form and legality by the City Attorney, is hereby approved. BE IT FURTHER RESOLVED that the Chief Accounting Employee ofthe 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 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 contract for and on behalf of LADWP.

4 MARCH 6, 2014, 10:19 A.M. Page 4 ITEM NO. 10- Bid No for Furnishing and Delivering Variable Shunt Reactors, 230-kV, Three-Phase, for Various Stations. Award to TBEA USA Co. for a total amount not to exceed $4,953,475 for a one-time purchase. Submitted by Senior Assistant General Manager - Power System. RESOLUTION NO WHEREAS, through a competitive bid process, the Los Angeles Department of Water and Power (LADWP) issued a solicitation to procure 230-KV, three-phase variable shunt reactors for various stations under Bid No. 7504; and WHEREAS, TBEA USA Co. (TBEA) is the lowest evaluated bidder under Bid No NOW, THEREFORE, BE IT RESOLVED that TBEA is awarded the contract for a total amount not to exceed $4,953,475.00, for a one-time purchase, under Contract No BE IT FURTHER RESOLVED that Contract No. 7504, 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 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 contract for and on behalf ofladwp. ITEM NO. 12- Authorizes execution of the Reappointment of the Retired Member of the Board of Administration ofthe Water and Power Employees Retirement Plan. Submitted by Interview Committee for the Retired Member of Retirement Plan Board of Administration. RESOLUTION NO WHEREAS, Los Angeles City Charter provides in Section II 04( c) that the Board of Water and Power Commissioners will appoint a Retired Member to the Board of Administration of the Water and Power Employees' Retirement Plan; and WHEREAS, this Board approved a selection procedure for the Retired Member on April4, 2000, by Resolution No ; and WHEREAS, this Board, upon recommendation by the Interview Committee, formed pursuant to said procedure, appointed Mr. Robert K, Rozanski, to the position of Appointed Retired Member for a three-year term commencing July I, 2011, and ending June 30, 2014; and WHEREAS, the Interview Committee recommends to this Board to reappoint the incumbent Appointed Retired Member, Mr. Robert K. Rozanski, to a new three-year term commencing July I, 2014, and ending June 30, 2017; and WHEREAS, this Board, pursuant to the selection procedures, may, upon adoption of a motion at or before its first meeting in March of the year in which the three-year term ends, reappoint the incumbent Appointed Retired Member. NOW, THEREFORE, BE IT RESOLVED that the Board of Water and Power Commissioners reappoints incumbent Appointed Retired Member Mr. Robert K. Rozanski to a new three-year term commencing July 1,2014, and ending June 30, 2017.

5 MARCH 6, 2014, 10:19 A.M. Page 5 ITEM NO. 13- Adopts the Modification of the Great Basin Unified Air Pollution Control District Modified Stipulated Order of Abatement No I. Submitted by Acting Senior Assistant General Manager- Water System. RESOLUTION NO WHEREAS, on March 17, 2011, the Great Basin Unified Air Pollution District (GBUAPCD) Governing Board adopted Stipulated Order for Abatement No (SOA) which requires the Los Angeles Department of Water and Power (LADWP) to implement dust controls on approximately 3.1 square miles of Owens Lake, known as Phase 7a; and WHEREAS, on August 19,2013, pursuant to a Settlement Agreement (SA) reached between GBUAPCD and LADWP, GBUAPCD Governing Board adopted Modified Stipulated Order of Abatement (MSOA) which amended SOA, in part, by I) removal of277 acres containing significant cultural resources from Phase 7a and placing them into Phase 7b for reevaluation and non-binding recommendations by a Cultural Resource Task Force (CRTF) as to what, if any, dust controls, should be implemented in these areas, and (2) establishing a procedure for addressing the discovery of additional cultural resources during the construction of dust mitigation measures on Owens Lake; and WHEREAS, in February 2014, LADWP received requests from the Lone Pine Paiute Shoshone Reservation, Big Pine Paiute Tribe, and the Native American Heritage Commission that LADWP stop ground disturbing activities on an additional 63 acres of Phase 7a on the grounds that the acreage constitutes a sacred site, or Traditional Cultural Property, regardless of whether any additional cultural resources are located on the acreage; and WHEREAS, the California State Historic Preservation Officer, California State Lands Commission staff, and United States Department oflnterior, Bureau of Land Management have also requested LADWP defer activities on the 63 acres and remove them from Phase 7a and place them in Phase 7b; and WHEREAS, in response to these requests, LADWP sought permission from GBUAPCD Air Pollution Control Officer (APCO) for removal of63 acres oft37 -I DCA from Phase 7a and placement into Phase 7b; and WHEREAS, on February 26,2014, APCO agreed to recommend to GBUAPCD Governing Board that the 63 acres be removed from Phase 7a and placed into Phase 7b upon receiving a formal request from the LADWP Board of Commissioners (Board); and WHEREAS, LADWP is requesting GBUACPD Governing Board consider this matter forthwith at a specially noticed meeting; and WHEREAS, your honorable Board's request will initiate the process of revising MSOA and provide the interested parties with certainty as to whether or not construction of dust controls will proceed as ordered on the 63 acres and will limit further liability ofladwp that may be associated with the delay in moving forward with construction in this area. NOW, THEREFORE, BE IT RESOLVED that the Board authorizes the General Manager, or such person as the General Manager shall designate, to request a revision of MSOA, by removing 63 acres of T3 7 -I DCA from Phase 7 a and place them in Phase 7b. Seconded by Commissioner Funderburk, Jr. and carried by the following vote: Ayes, Commissioners Barad, Fleming, Funderburk, Jr., Noonan; President Levine; Noes, None.

6 MARCH 6, 2014, 10:19 A.M. Page 6 ITEM NO. 11 -Authorizes payment of $1,000 per month for twelve consecutive months beginning March 10,2014 for the Temporary Living Expenses for Emergency Appointment to Executive Assistant to the General Manager. Submitted by Assistant General Manager - Systems Support Division. This item was withdrawn. Approval moved by Commissioner Levine. Seconded by Commissioner Fleming and carried by the following vote: Ayes, Commissioners Barad, Fleming, Funderburk, Jr., Noonan; President Levine; Noes, None. ITEM NO. 14- Bid No. 537 to provide ready-mixed concrete and trench backfill slurry. Award to Associated Ready-Mixed Concrete, Inc. for a total amount not to exceed $35,684,562 for a period of one year with two one-year renewal periods. Submitted by Assistant General Manager- Systems Support Division. RESOLUTION NO WHEREAS, through a competitive bid process, the Los Angeles Department of Water and Power (LADWP) issued a solicitation to procure ready-mixed concrete and trench backfill slurry under Bid No. 537; and WHEREAS, Associated Ready-Mixed Concrete, Inc. (Associated) is the lowest bidder under Group Nos. I through VI of Bid No. 537 and no award will be made for Group VII. NOW, THEREFORE, BE IT RESOLVED that Associated is awarded the contract for Group Nos. I through VI for a total amount not to exceed $35,684, for a period of one year with two optional one-year periods under Contract No BE IT FURTHER RESOLVED that Contract No. 537 approved as to form and legality by the City Attorney is hereby approved. BE IT FURTHER RESOLVED THAT THE Chief Accounting Employee of LADWP, upon proper certification, is authorized and directed to draw demands on the Power and Water Revenue Funds, in accordance with the terms of this contract awarded pursuant to Bid No. 5-7 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 contract for and on behalfofladwp. Approval moved by Commissioner Levine. Seconded by Commissioner Fleming and carried by the following vote: Ayes, Commissioners Barad, Fleming, Funderburk, Jr., Noonan, President Levine; Noes, None. Commissioner Levine recued himself from voting on Item No. 15 and left the Board Room at 10:44 a.m.

7 MARCH 6, 2014, 10:19 A.M. Page 7 ITEM NO. 15- Authorizes payment of premiums in an amount not to exceed $250,()()() $190,000 plus applicable taxes and fees to Wells Fargo Insurance Services USA, Inc., or the Department's designated Broker of Record, for Fiduciary and Employee Benefits Insurance for the policy years. Submitted by Chief Financial Officer. ADOPTED AS AMENDED AT 3/6/14 SPEC. BOARD MTG. SEE ATTACHED VERBAL MOTION RESOLUTION NO WHEREAS, the City of Los Angeles Department of Water and Power (Department) needs to purchase Fiduciary and Employee Benefits Insurance in order to protect the interests and assets of the Department and its operating agent partners; and WHEREAS, the Department is not a duly licensed insurance broker and therefore requires Wells Fargo Insurance Services USA, Inc. (Wells Fargo), or the Department's designated Broker of Record, to act as the Department's insurance broker; and WHEREAS, Wells Fargo, or the designated Broker of Record, has conducted a market survey to determine the most cost-effective coverage for this important insurance coverage, and that the total cost ofthe premiums shall not exceed $25(),()()() $190,000 including any taxes and fees, if applicable for the policy year. NOW, THEREFORE, BE IT RESOLVED that the Chief Accounting Employee, upon proper certification of such delivery, is authorized to draw and authenticate demands on the Power Revenue Fund and Water Revenue Fund payable to Wells Fargo Insurance Services USA, Inc., or any designated Broker of Record or carrier, for payments of premium for the Fiduciary and Employee Benefits Insurance program not to exceed $250,000 including any taxes and fees, if applicable for the policy year; and BE IT FURTHER RESOLVED that the Chief Accounting Employee, upon recommendation from the Department's Risk Manager, is hereby authorized to draw and authenticate a further demand on the Power Revenue Fund and Water Revenue Fund payable to the Department's Insurance Broker of Record or carrier for payment of premiums for subject insurance for each of the 2015/16 and 2016/17 policy years, provided the total renewal premiums, including taxes and fees, do not exceed an increase of more than 20 percent of the prior year's premium. (A Verbal Motion was moved by Commissioner Noonan, seconded by Commissioner Fleming, that Item No. 15 on the March 6,2014, Special Commission Agenda relative to a resolution authorizing payment of premiums in an amount not to exceed $250,000 plus applicable taxes and fees to Wells Fargo Insurance Services USA, Inc., or the Department's designated Broker of Record, for Fiduciary and Employee Benefits Insurance for the policy years, BE AMENDED, as follows: "That the not to exceed amount be changed from $250,000 to $190,000.") Approval moved by Commissioner Noonan. Seconded by Commissioner Fleming and carried by the following vote: Ayes, Commissioners Barad, Fleming, Funderburk, Jr., Noonan; Noes, None. Commissioner Levine re-entered the Board Room at 10:49 a.m. Commissioner Noonan left the Board Room at 10:49 a.m. and re-entered the Board Room at 10:54 a.m.

8 MARCH 6, 2014, 10:19 A.M. Page 8 ITEM NO. 16- Approves the Energy Cost Adjustment Expenditures for the Twelve-Month Period commending on April!, Submitted by Chief Financial Officer and Senior Assistant General Manager- Power System. RESOLUTION NO WHEREAS, Electric Rate Ordinance No , as amended, provides for the recovery of qualifying expenditures for costs of fuel, purchased power, demand-side management (DSM), and the renewable portfolio standard (RPS) through the application of the Energy Cost Adjustment Factor (ECAF); and WHEREAS, Incremental Electric Rate Ordinance No further provides for the recovery of qualifying expenditures through the application of the Variable Energy Adjustment Factor, Capped Renewable Portfolio Standard Energy Adjustment Factor, and Variable Renewable Portfolio Standard Energy Adjustment Factor; and WHEREAS, Electric Rate Ordinance No , as amended, and Incremental Electric Rate Ordinance No state that the ECAF, Variable Energy Adjustment Factor, Capped Renewable Portfolio Standard Energy Adjustment Factor, and Variable Renewable Portfolio Standard Energy Adjustment Factor shall be calculated four times each year, and each such calculated factor shall take effect on January I, April!, July 1, and October I, respectively; and WHEREAS, the ECAF formula in Electric Rate Ordinance No , as amended, calls for expenditures to be approved in advance by the Board of Water and Power Commissioners (Board) for inclusion in components of the Energy Cost Adjustment. NOW, THEREFORE, BE IT RESOLVED that the Board approves Schedules B, C, and D, which are on file with the Secretary of the Board, which describe and identify estimated fuel expense totaling $3 72 million and purchased power expense totaling $728 million on Schedule B, estimated RPS expense totaling $393 million on Schedule C, and estimated DSM expense totaling $33 million on Schedule D for the 12-month period commencing April!, 2014, through March 31,2015, for inclusion in components of the Energy Cost Adjustment. Approval moved by Commissioner Funderburk, Jr. Seconded by Commissioner Levine and carried by the following vote: Ayes, Commissioners Barad, Fleming, Funderburk, Jr., Noonan; President Levine; Noes, None. ITEM NO. 17- Authorizes execution of Agreement No (Amendment No. 4-Revised. with Sodexo America, LLC. The amendment will extend the contract term by 18 months and increase the contract amount by $504,975. Council approval is required. Submitted by Assistant General Manager- Systems Support Division. RESOLUTION NO WHEREAS, Sodexo America, LLC (Sodexo) was awarded Agreement No by the Los Angeles Department of Water and Power (LADWP) Board of Commissioners on August 3, 2010, to operate the John Ferraro Building (JFB) Food Services including the cafeteria, convenience store, catering, and vending machines; and WHEREAS, the agreement was awarded for a term of thirty-six (36) months for an amount not to exceed $750,000; and

9 MARCH 6, 2014, 10:19 A.M. Page 9 WHEREAS, on September 12, 2011, Amendment No.I was approved by the LADWP Board of Commissioners to extend the Sodexo termination date by an additional 30 days and eliminated the $2,000 monthly rent contract provision effective August 1, 2011, and. eliminated the 2% commission contract provision effective January 1, 2011; and WHEREAS, on September 20, 2011, Amendment No.2 was approved by the LADWP Board of Commissioners expanding the scope of its emergency services, establishing a minimum purchase of$42,000 monthly, and increasing the contract limit by $95,000 for anew contract value of $845,000; and WHEREAS, on June 4, 2013, Amendment No.3 was approved by the LADWP Board of Commissioners extending the term from thirty-six (36) months up to forty-two ( 42) months and increasing the contract limit by $137,319 for a new contract value of$982,319; and WHEREAS, on December 17, 2013, Amendment No.4, Resolution No was approved by the LADWP Board of Commissioners to reduce the minimum monthly purchase limit to $33,250, extend the term fifteen (15) months, and increase the not-to-exceed amount by $561,750 for a new not -to-exceed contract amount of $1,544,069, and Amendment No.4 was subsequently rejected by the Los Angeles City Council on February 18, 20 14; and WHEREAS, LADWP's Joint System recommends that Amendment No.4, Resolution No be revoked; and WHEREAS, LADWP's Joint System recommends approval of Amendment No. 4 (Revised) to Agreement No to reduce the minimum monthly Purchase limit to $29,865, extend the term eighteen (18) months, increase the not-to-exceed amount by $504,975 for a new not-toexceed contract amount of$1,487,294 and revise the invoicing process to quarterly invoicing, with all other terms and conditions remaining unchanged; and WHEREAS, LADWP has determined that it is necessary to increase the contract term by eighteen (18) months making the revised term four (4) years and forty-nine (49) months which exceeds the total contract time period set by ordinance, in accordance with the City Charter Section 373, City Council approval is required. NOW, THEREFORE BE IT RESOLVED that Amendment No.4 (Revised) to Agreement No , is 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 Water and Power Revenue Funds in accordance with the terms ofthis 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 of LADWP upon approval by the City Council pursuant to City Charter Section Approval moved by Commissioner Barad. Seconded by Commissioner Levine and carried by the following vote: Ayes, Commissioners Barad, Fleming, Funderburk, Jr.; President Levine; Noes, Noonan.

10 MARCH 6, 2014, 10:19 A.M. Page 10 ITEM NO. 18A- Monthly report of activities for the following units: 1. Water System- January Power System - January 2014 ITEM NO. 18B- Report for informational purposes, as follows: 1. Investment Report Quarter Ending December 31, Quarterly Status Report on Water Quality Regulatory Compliance Projects Management Reports ITEM NO. 19- Report by Management concerning matters relating to Department operations, as follows: Presentation of Los Angeles Department of Water and Power Preliminary Budget Presentation was given by Phil Leiber, Chief Financial Officer; Marcie Edwards, General Manager; David Wiggs, Senior Assistant General Manager- Power System; Randy Howard, Interim Executive Director, Customer Service; Mike Webster, Power Engineering Manager, Power System; James B. McDaniel, Senior Assistant General Manager- Water System; and Mark Sedlacek, Director of Environment and Efficiency Division.

11 MARCH 6, 2014, 10:19 A.M. Page 11 THE BOARD shall recess into closed session for a conference with legal counsel regarding: A. Existing litigation in the following matters: 1. In re Great Basin Unified Air Pollution Control District Owens Lake Dust Control Revised Final 2011 Supplemental Control Requirements Determination, State of California Air Resources Board, pursuant to Section ( d)(1) of the California Government Code. 2. City of Los Angeles: Department of Water and Power v. Board of Supervisors of the County oflnyo, Superior Court Case No , pursuant to Section (d)(1) of the California Government Code. 3. City of Los Angeles v. California Air Resources Board, eta!., Sacramento Superior Court Case No CU-WM-GDS, pursuant to Section ( d)(l) of the California Government Code. 4. San Diego County Water Authority v. Metropolitan Water District of Southern California, San Francisco Superior Court Case Nos. CFP and CFP , pursuant to Section (d)(1) of the California Government Code. B. Anticipated litigation in the following matters: 1. Discussion regarding significant exposure to litigation (3 cases), pursuant to Section (d)(2) of the California Government Code. 2 Discussion regarding initiation of litigation (2 cases), pursuant to Section (d)(4) of the California Government Code. C. Real Estate Matter: Pursuant to Government Code Section , the Board will meet in closed session for a conference with Real Property Negotiators Randy S. Howard and Eric Tharp, concerning the Navajo Generating Station and Charles Duckworth and Thomas Cooper as Negotiators for Salt River Project and yet to be determined negotiators from U.S. Bureau of Reclamation, Arizona Public Service, Nevada Energy and Tucson Electric, regarding the possible disposition of the property described below and the instructions to price and terms of payment. Description: PLANT SITE A parcel ofland located in Sections 1 ad 2 (Unsurveyed., Township 40 North, Range 9 East, and Sections 35 and 36 (Unsurveyed., Township 41 North, Range 9 East, Gila and Salt River Base and Meridian described as follows: (Using as a base the East line of Section 33, Township 41 North, Range 9 East, with a true bearing of North 0 degrees 07' 30" East). Beginning at the Southeast corner of said Section 33, Township 41 North Range 9 East; thence South 68 degrees02' 21" East, 5, feet to the true point of beginning of the parcel ofland herein described; thence North 11 degrees 34' 20" East, 7, feet; thence South 78 degrees 25' 40" East, 5, feet; thence South 11 degrees 34' 20" West, 7, feet; thence North 78 degrees 25' 40" West, 5, feet to the true point of beginning. Said described parcel contains 1, acres. RAIL LOADING SITE A parcel of land located in Sections 4 and 5 (Unsurveyed., Township 36 North, Range 17 East, and Section 33 (Unsurveyed., Township 37 North, Range 17 East, Gila and Salt River Base and Meridian and described as follows:

12 MARCH 6, 2014, 10:19 A.M. Page 12 Beginning at a U.S. Coast and Geodetic Survey Triangulation Station being a brass disk set in a concrete monument and stamped "Gold Mine 1951 ", thence North 53 degrees 38' 40" West (true Bearing, 8, feet to the true point of beginning of the parcel of land herein described, then South 62 degrees II' West. 2, feet; thence North 27 degrees 49'West, 2, feet; thence North 62 degrees II' East, 2, feet; thence South 27 degrees 49' East, 2, feet to the true point of beginning. Said described parcel contains I acres. PUMPING PLANT SITE A parcel ofland located in Section 15 (Unsurveyed., Township 41 North, Range 9 East, Gila and Salt River Base and Meridian and described as follows: (Using as a base the East line of Section 21, Township 41 North, Range 9 East, with a true bearing of South 0 degrees 07' 30" West. Beginning at the Northeast corner of said Section 21, Township 41 North, Range 9 East, thence South 7 degrees 06' 53" East, 1, feet; thence North 30 degrees 37' 06" East, 3, feet to the true point of beginning of the parcel of land herein described; thence North 59 degrees 22' 54" West, feet' thence North 30 degrees 37' 06 East, 210 feet more or less to the North boundary of the Navajo Indian Reservation, said boundary being identical with the bank of Lake Powell at elevation 3,720 feet mean sea level (U.S. Coast and Geodetic Survey Datum.; thence Southeasterly along said north boundary, 200 feet more or less, thence North 59 degrees 22' 54" West, feet to the true point of beginning. Said described parcel contains 1.00 acres. ASH DISPOSAL AREA A Parcel ofland located in Sections 5 and 6 (Unsurveyed., Township 40 North, Range 10 East, and Sections 29, 30,31 and 32 (Unsurveyed., Township 41 North, Range I 0 East, Gila and Salt River Base and Meridian and described as follows: (Using as a base the East line of Section 33, Township 41 North, Range 9 East, with a true bearing of North 0 degrees 07' 30" East. Beginning at the Southeast corner of said section 33, Township 41 North Range 9 East; thence North 70 degrees 37' 04" East, 18, feet to the true point of beginning of the parcel ofland herein described; thence, North 89 degrees 39' 54" East, 3, feet; thence South 0 degrees 20' 06" East, 3, feet; thence North 89 degrees 39' 54" East, I,400 feet; thence South 0 degrees 20' 06" East, 3, feet; thence South 89 degrees 39' 54" West, 5, feet; thence North 0 degrees 20' 06" West, 7, feet to the true point of beginning. Said described parcel contains acre. MEETING RECESSED at 12:18 p.m. MEETING RECONVENED at 12:27 p.m.

13 MARCH 6, 2014, 10:19 A.M. Page 13 Los Angeles, California, March 6, 2014 MINUTES OF CLOSED SESSION OF THE BOARD OF WATER AND POWER COMMISSIONERS OF THE CITY OF LOS ANGELES HELD IN ROOM 1555 MARCH 6, 2014!2:27P.M. Meeting called to order by President Mel Levine and roll called: Present - Commissioners: Absent- President Levine William W. Funderburk, Jr. Jill Banks Barad Michael F. Fleming Christina E. Noonan None A quorum present. IN ATTENDANCE were the following: Marcie Edwards, Martin L. Adams, Gregory Adams, Joseph Brajevich, Richard M. Brown, Randy S. Howard, James B. McDaniel, Vaughn Minassian, David R. Pettijohn, Julie A. Riley, Eskel H. Solomon, Eric J. Tharp, David H. Wiggs, General Manager Director of Water Operations Deputy City Attorney Assistant General Counsel, Water and Power General Counsel, Water and Power Interim Executive Director, Customer Service Senior Assistant General Manager- Water System Deputy City Attorney Director of Water Resources Deputy City Attorney Assistant City Attorney Director of Fuel and Power Purchase Senior Assistant General Manager- Power System Also, in attendance: Ed Casey, Guy Lipa, David Smith, Alston & Bird Law Office Mayor's Office Stradling Y occa Law Office A CLOSED SESSION was held for a conference with legal counsel regarding: Anticipated litigation in the following matter: ITEM NO. 20C- Real Estate Matter: Pursuant to Government Code Section , the Board will meet in closed session for a conference with Real Property Negotiators Randy S. Howard and Eric Tharp, concerning the Navajo Generating Station and Charles Duckworth and Thomas Cooper as Negotiators for Salt River Project and yet to be determined negotiators from U.S. Bureau of Reclamation, Arizona Public Service, Nevada Energy and Tucson Electric, regarding the possible disposition of the property described below and the instructions to price and terms of payment. Description:

14 MARCH 6, 2014, 10:19 A.M. Page 14 PLANT SITE A parcel of land located in Sections 1 ad 2 (Unsurveyed., Township 40 North, Range 9 East, and Sections 35 and 36 (Unsurveyed., Township 41 North, Range 9 East, Gila and Salt River Base and Meridian described as follows: (Using as a base the East line of Section 33, Township 41 North, Range 9 East, with a true bearing of North 0 degrees 07' 30" East). Beginning at the Southeast comer of said Section 33, Township 41 North Range 9 East; thence South 68 degrees02' 21" East, 5, feet to the true point of beginning of the parcel ofland herein described; thence North 11 degrees 34' 20" East, 7, feet; thence South 78 degrees 25' 40" East, 5, feet; thence South 11 degrees 34' 20" West, 7, feet; thence North 78 degrees 25' 40" West, 5, feet to the true point of beginning. Said described parcel contains 1, acres. RAIL LOADING SITE A parcel of land located in Sections 4 and 5 (Unsurveyed., Township 36 North, Range 17 East, and Section 33 (Unsurveyed., Township 37 North, Range 17 East, Gila and Salt River Base and Meridian and described as follows: Beginning at a U.S. Coast and Geodetic Survey Triangulation Station being a brass disk set in a concrete monument and stamped "Gold Mine 1951 ",thence North 53 degrees 38' 40" West (true Bearing, 8, feet to the true point of beginning of the parcel ofland herein described, then South 62 degrees 11' West. 2, feet; thence North 27 degrees 49'West, 2, feet; thence North 62 degrees 11' East, 2, feet; thence South 27 degrees 49' East, 2, feet to the true point of beginning. Said described parcel contains acres. PUMPING PLANT SITE A parcel ofland located in Section 15 (Unsurveyed., Township 41 North, Range 9 East, Gila and Salt River Base and Meridian and described as follows: (Using as a base the East line of Section 21, Township 41 North, Range 9 East, with a true bearing of South 0 degrees 07' 30" West. Beginning at the Northeast comer of said Section 21, Township 41 North, Range 9 East, thence South 7 degrees 06' 53" East, 1, feet; thence North 30 degrees 37' 06" East, 3, feet to the true point of beginning of the parcel ofland herein described; thence North 59 degrees 22' 54" West, feet' thence North 30 degrees 37' 06 East, 210 feet more or less to the North boundary of the Navajo Indian Reservation, said boundary being identical with the bank of Lake Powell at elevation 3,720 feet mean sea level (U.S. Coast and Geodetic Survey Datum.; thence Southeasterly along said north boundary, 200 feet more or less, thence North 59 degrees 22' 54" West, feet to the true point of beginning. Said described parcel contains 1.00 acres. ASH DISPOSAL AREA A Parcel ofland located in Sections 5 and 6 (Unsurveyed., Township 40 North, Range 10 East, and Sections 29, 30, 31 and 32 (Unsurveyed., Township 41 North, Range 10 East, Gila and Salt River Base and Meridian and described as follows: (Using as a base the East line of Section 33, Township 41 North, Range 9 East, with a true bearing of North 0 degrees 07' 30" East. Beginning at the Southeast comer of said section 33, Township 41 North Range 9 East; thence North 70 degrees 37' 04" East, 18, feet to the true point of beginning of the parcel of land herein described; thence, North 89 degrees 39' 54" East, 3, feet; thence South 0 degrees 20' 06" East, 3, feet; thence North 89 degrees 39' 54" East, 1,400 feet; thence South 0 degrees 20' 06" East, 3, feet; thence South 89 degrees 39' 54" West, 5, feet; thence North 0 degrees 20' 06" West, 7, feet to the true point of beginning. Said described parcel contains acre. Discussion held- no action taken.

15 MARCH 6, 2014, 10:19 A.M. Page 15 Anticipated litigation in the following matter: ITEM NO. 20B(l)(lst case)- Discussion regarding significant exposure to litigation (3 cases), pursuant to Section (d)(2) of the California Govermuent Code. Discussion held - action taken but not a final action that is reportable. Existing litigation in the following matter: ITEM NO. 20A(4)- San Diego County Water Authority v. Metropolitan Water District of Southern Californi<!, San Francisco Superior Court Case Nos. CFP and CFP , pursuant to Section (d)(l) of the California Government Code. Discussion held - action taken. Existing litigation in the following matter: ITEM NO. 20A(2)- City of Los Angeles; Department of Water and Power v. Board of Supervisors of the County oflnyo, Superior Court Case No , pursuant to Section (d)(l) of the California Govermuent Code. Discussion held - no action taken. Existing litigation in the following matter: ITEM NO. 20A(l)- In re Great Basin Unified Air Pollution Control District Owens Lake Dust Control Revised Final 2011 Supplemental Control Reguirements Determination, State of California Air Resources Board, pursuant to Section (d)(l) of the California Government Code. Discussion held - no action taken. Existing litigation in the following matter: ITEM NO. 20A(3)- City of Los Angeles v. California Air Resources Board, eta!., Sacramento Superior Court Case No CU-WM-GDS, pursuant to Section (d)(l) of the California Govermuent Code. Discussion held- no action taken. Anticipated litigation in the following matter: ITEM NO. 20B(1)(2nd case)- Discussion regarding significant exposure to litigation (3 cases), pursuant to Section (d)(2) of the California Government Code. Withdrawn. Anticipated litigation in the following matter: ITEM NO. 20B(l)(3rd case)- Discussion regarding significant exposure to litigation (3 cases), pursuant to Section (d)(2) of the California Government Code. Withdrawn.

16 MARCH 6, 2014, 10:19 A.M. Page 16 Anticipated litigation in the following matter: ITEM NO. 20B(2)(1st case)- Discussion regarding initiation oflitigation (2 cases), pursuant to Section (d)(4) of the California Government Code.. Withdrawn. Anticipated litigation in the following matter: ITEM NO. 20B(2)(2nd case)- Discussion regarding initiation oflitigation (2 cases), pursuant to Section (d)(4) of the California Government Code.. Withdrawn. COMMISSIONER NOONAN moved the meeting be adjourned. Seconded by Commissioner Barad and carried by the following vote: Ayes, Commissioners Barad, Fleming, Funderburk, Jr., Noonan, President Levine; Noes, None. MEETING ADJOURNED at 2:13p.m. SIGNED: /") " 'f ;\ JJ ~~tl ~2:1 A,)?-. secretary "f. ~J hj9~~>j=c~-- ATTEST: PRESIDENT