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1 Agenda topics Annual Foundation Trustee s Meeting Wednesday, September 11 th, :30 PM 4350 Auburn Blvd. Sacramento, CA Office (916) Fax (916) Call the Meeting to Order, Approval of June 6th, 2013 Meeting Minutes Paul Hersek 2. President/CEO Report Doug Bergman Strategic Planning Guiding both Organizations Visionary Goals 3. Committee Reports a. Investment Committee FY 12/ 13 Q3 Financial Report Review and Approval FY 13/ 14 Budget Review and Approval b. Development Committee UCP Events-Dance Party and Golf Classic Planned Giving Web Pages Janet Chediak Grants Update Fall Giving Initiative c. Governance and Board Development Jason Saslow Term Renewals/Slate of Officers/Executive Committee Elections Board Development Committee Elections 4. Chairman of the Board Report Paul Hersek Trustee Meeting Dates for Fiscal Year 13/ 14 Trustee Engagement with UCP/Trustee Retreat with BOD s Trustee Committee Review for 13/ Other Business Annual Conflict of Interest Disclosure Trustee Signature 6. Adjournment To Dial In: Dial-In Number: Conference ID: PARTICIPANTS: Dial the toll-free number and when prompted, enter the conference ID followed by the # sign. After validating the conference ID, and if the moderator has initiated the meeting, you will be prompted for the Security Code and you will be added to the call. If the moderator has not initiated the meeting, the system will instruct the caller "If you are the moderator, press the "star" key now; otherwise, please hold"; if you are not the moderator, do not press anything. You will be put on hold and music will play until the moderator calls in and initiates the meeting, at which time, the music will automatically stop and you will be prompted for the security code.

2 United Cerebral Palsy of Sacramento and Northern California Foundation Board of Trustee s Minutes June 6, 2013 Present: Paul Hersek (Trustee Chair.), Jeff Einhorn, Bill O Keefe, Jason Saslow, Mark Bellows, Janet Chediak, Heather Candy, Dainna McArthur and Doug Bergman. By Phone: Brian Wyatt. Absent: Brad Barnett, Annie Granucci, Ron Ardissone, Khalid Elias, Janet Soule and Toosje Koll. Staff: Steve Horton and Jackie McWilliams. 1. The meeting was called to order at 4:35 pm. Approval of the March 14, 2013 Meeting Minutes: The minutes for the March 14 th, 2013 Foundation Board meeting were reviewed. Mark Bellows motioned to accept. Bill O Keefe seconded and all approved. 2. President/CEO s Doug Bergman State Budget Report State doing well, depending on who you talk to. Moving forward, 1.25% discount will be returned to UCP (sunset 7/1/13). Have not seen a rate increase for day programs in ten years and none expected in the near future. Furlough days might come to an end June, Safety Update Six year-to-date reportable incidents, cut in half from last year s total. Implemented safety program (Safety Mentor). Staff focused and engaged. Unemployment Credit Currently paying into unemployment trust versus the State of California. Fighting claims for the last five years. Efforts have won a majority of the cases. We were paying out on losses of unemployment claims of $40,000, now we are paying approximately $20,000 a quarter. Receiving refund from surplus ($120,000 this fiscal year). UCP will be receiving a discount going into next fiscal year. MARS Update/Capital Request Steering Committee has been formed. Have been utilizing product at UCP for last five years, two affiliates are utilizing product and we feel we are now ready to go to market (Boston National Respite Conference in Boston- October, 2013 and Germany-2015). Resolutions approved by Board of Directors on May 22, 2013 to provide revenue for Foundation and day-to-day operations: - Resolution One: Creation of for-profit, corporate company with UCP as sole shareholder. - Resolution Two: UCP intellectual rights from MARS to RPWS (Remote Personnel Web Solutions, Inc..). - Resolution Three: UCP to approve capital expenditure ($107,000) to finish out this fiscal year. Comment: Paul Hersek would like to see marketing material. 3. Committee Reports a. Investment Committee FY Q2 Financial Report Review and Approval. Heather Candy motioned to approve. Jeff Einhorn seconded and all approved. Semi-Annual Investment Review Guest: Colin Grahl, Westlake, Grahl and Glover - Reviewed Summary Portfolio (close to target-well within investment policy guidelines), Performance Report and Risk/Return (see handout) Comment: Jason Saslow would like to see strategy reviewed on an annual basis.

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4 UCP s 2018 Visionary Goals To Ensure a Client Focus Perspective By 2018, UCP of Sacramento and N. California will: Establish a Foundation to sustain the organization through the growth of endowments and investments Increase both organizations total asset base through property purchases, mergers and acquisitions, planned giving, program and endowment growth to $10M Establish an alternative funding stream for UCP Open Regional Program offices in all counties as defined by charter Establish long term community partnerships with key stake holders Be a great place to work and volunteer

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11 FISCAL YEAR 2013/2014 DIRECTOR ELECTIONS The Board Development Committee of the Board of Directors for UCP of Sacramento and Northern California is pleased to propose the following individuals for election/renewal as Officers of the Corporation or to renew their 2 year terms as Directors: Proposed Directors 2-Year Term Renewals ( & ) Annie Granucci Greg Schuett Jeff Einhorn Mark Bellows Paul Hersek Proposed Slate of Officers ( ) Chairman of the Board Paul Hersek Secretary Jason Saslow Executive Committee Chairman of the Board Paul Hersek Secretary Jason Saslow

12 The Chairman of the Board of UCP of Sacramento and Northern California is pleased to propose the following individuals for election/renewal as members of the Board Development Committee for terms of service as specified: Proposed Members: Board Development Committee Committee Chairman Jason Saslow Committee Member Jeff Einhorn Committee Member Heather Candy Committee Chairs for 13/ 14 No Vote Required by the BOD s Executive Committee Paul Hersek Board Development Committee Jason Saslow Investment Committee Mark Bellows Planned Giving/Estate Planning Janet Chediak

13 FOUNDATION BOARD OF TRUSTEES MEETING SCHEDULE 2013/2014 NOVEMBER :30 p.m. Thursday, 11/7 Foundation Board of Trustees FEBRUARY :30 p.m. Thursday, 2/6 Foundation Board of Trustees MAY :30 p.m. Thursday, 5/8 Foundation Board of Trustees SEPTEMBER :30 p.m. Thursday, 9/11 Foundation Board of Trustees Annual Meeting Committee s will be scheduled by Committee Chairs.

14 UFoundation Board of Trustees Committee List Development Committee Janet Soule (Chairman) Jeff Einhorn Brad Barnett Jason Saslow Khalid Elias Toosje Koll Ron Ardissone Paul Hersek Non-voting committee members: Kate Paterson Investment Committee Mark Bellows (Chairman) Annie Granucci* Bill O Keefe Brad Barnett Governance & Board Development Jason Saslow (Chairman) Jeff Einhorn Heather Candy* Planned Giving/Estate Planning Janet Chediak (Chairman) Brian Wyatt Toosje Koll Bill O Keefe Heather Candy* Mark Bellows Terry Ward David Cariani Mark Huffman Rebecca Gardiner Non-voting committee members: *UCP Board Members will serve as cross over members to the UCP Foundation. revised 8/27/13

15 UCP of Sacramento and Northern California Conflict of Interest Statement and Disclosure Rules Board Members and staff who perform service for UCP have an obligation to conduct business within guidelines that prohibit actual or potential conflicts of interest in fact and in appearance. The purpose of this statement is to provide general direction and assure all parties are informed of their obligations. Board Members and staff may seek clarification on any issues by contacting the President/Chief Executive Officer of UCP. Each Board Member shall disclose to UCP any personal interest which he or she may have in any matter pending before the organization and shall refrain from participation in any decision on such matter. Board Members and staff must refrain at all times from any act which might appear to be a conflict between self-interest and UCP s interest. Each individual must be free from any conflicting financial or similar interest that would make it difficult to provide UCP with his or her best efforts. In addition to my service for UCP, at this time I am a Board Member or employee of the following organizations: In addition to my service for UCP, at this time I have a relative receiving service(s) from UCP or an affiliate organization of UCP at the following program(s): Common Directors: No common director may make, participate in making, or in any way use or attempt to use his/her official position to influence any UCP decision that involves the common director s other directorship. Interested Directors are those Board Members, or their family members, compensated by UCP for services rendered to it within the previous 12 months, whether as a full- or part-time employee, independent contractor or otherwise, excluding any reasonable compensation paid to a director as director. Not more than 49 percent of the persons serving on the Board of UCP may be Interested Directors. Manner of Disqualification When a Board Member determines that he/she should not make a decision because of a disqualifying interest, he/she shall orally disclose a disqualifying interest at the meeting during which consideration of the decision takes place.

16 This disclosure shall be made following the announcement of the agenda item, but before the discussion or vote commences. This disclosure shall be made part of the Board s official record. The disqualified Board Member shall then refrain from participating in the decision in any way, but may remain seated if desired. If the decision is made during a closed session, the Board Member s disqualification may be made orally during the open session before the body goes into closed session and shall be limited to a declaration that his/her recusal is because of a conflict of interest. The declaration shall be made part of the official record. The member shall not be present when the decision is considered in closed session or knowingly obtain or review a recording or any other non-public information regarding the decision. The following must be must be confirmed in the affirmative prior to the Board s acceptance of a contract or transaction with a Board Member or Common Director: That the transaction is entered into for the benefit of UCP; That the transaction was fair and reasonable for the UCP at the time it enters into the transaction; That after reasonable investigation under the circumstances, the Board determines, in good faith, that UCP could not have obtained a more advantageous arrangement with reasonable effort. Documentation of the results of the investigation shall be retained in the Board minutes. This is to certify that I, except with regard to carrying out my duties as an officer or director of UCP or as described below, am not now nor at any time during the past year have been: 1. A participant, directly or indirectly, in any arrangement, agreement, investment, or other activity with any vendor, supplier, or other party that is doing business with UCP that has resulted or could result in personal benefit to me. 2. A recipient, directly or indirectly, of any salary payments or loans or gifts of any kind or any free service or discounts or other fees from or on behalf of any person or organization engaged in any transaction with UCP. Any exceptions to 1 or 2 above are stated below with a full description of the transactions and of the interest, whether direct or indirect, which I have (or have had during the past year) in the persons or organizations having transactions with UCP. Significant penalties assessable to the Internal Revenue Service under Intermediate Sanctions Rules may accrue to UCP, its staff, or its Board Members, if certain transactions provide excess benefits to a person in a position to exercise substantial influence over the affairs of UCP. Signature: Date: Printed Name: