APRIL 28, 2015 REQUEST FOR PROPOSAL FY , , LOCAL TRANSPORTATION AUTHORITY AUDITS

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1 APRIL 28, 2015 REQUEST FOR PROPOSAL FY , , LOCAL TRANSPORTATION AUTHORITY AUDITS The Imperial County Transportation Commission (ICTC), as the administrator of the Local Transportation Authority (LTA) requests proposals from independent certified public accounting firms who are interested in performing the required audits of the region s Local Transportation Authority. The proposal is for performing the required audit and related reports for the fiscal years ending June 30, 2015, June 30, 2016, June 30, The ICTC is requiring that the audits for the years ended June 30, 2015, June 30, 2016, June 30, 2017 be completed in draft no later than December 30th each year. The LTA must review and approve the audit in January 2016, and it must be posted by the LTA for viewing by bondholders in February Independent certified public accounting firms interested in performing said audits are invited to submit their sealed proposals (5 copies) no later than 3:00 p.m. on Friday, May 29, 2015 to: Mark Baza - Executive Director Imperial County Transportation Commission 1405 N. Imperial Ave., Suite 1 El Centro, CA Inquiries concerning this proposal should be directed to Michelle Bastidas, Project Coordinator, at (760) Inquiries concerning the technical operations of the Local Transportation Authority should be directed to Mark Baza, Executive Director at (760)

2 GENERAL INFORMATION The Imperial County Local Transportation Authority (LTA) was created to implement the Imperial County Local Transportation Authority Retail Transactions and Use Tax Ordinance as originally adopted by the electorate on November 7, The primary purpose of this ordinance was to enact a one-half of one percent retail transaction and use tax. The proceeds of this tax would be allocated to the Cities and the County of Imperial for local street and road purposes. In addition, a small percentage of the tax revenue would be used for administration (1%), transit (2%) and state highway (5%) purposes. The tax is to be collected for a forty year period beginning on The end date for the tax is For additional general information please review the most recent audit listed on the ICTC website and the following attachments to this RFP: Attachment B: Attachment C: Attachment D: LTA State Controllers Report FY and LTA Government Compensation Report FY 2013 By - Laws of Imperial County Local Transportation Authority Imperial County Local Transportation Authority Retail Transactions and Use Tax Ordinance and Transportation Authority Expenditure Plan SCOPE OF SERVICES REQUIRED The Auditor will prepare the annual State Controller s Report, Government Compensation Report (as necessary) and annual financial statements for the Local Transportation Authority, as well as, the LTA financial statements for the its member agencies as follows: The required audit will actually consist of nine separate audits and a management report that will be bound into one final report. The audit reports for the LTA itself must include report on the LTA Administration, Transit and the State Highway Reserve Trust Funds, and the allocations process which are administered by the Imperial County Transportation Commission (ICTC). Eight of the audit reports will be for the following entities that receive allocations of funds from the Local Transportation Authority: A. City of Brawley B. City of Calexico C. City of Calipatria D. City of El Centro E. City of Holtville F. City of Imperial G. City of Westmorland H. County of Imperial I. LTA 2

3 Before a final report is submitted to the Local Transportation Authority, each audited entity must be allowed a minimum of fifteen (15) days to review a draft report provided by the Auditor, concerning their entity. The audited entity may submit a written response to the Auditor, and the LTA Executive Director concerning any findings and recommendations. This response will be included in the final report. If any entity does not respond to any findings and recommendations, it should be so noted in the final report. The audit reports must contain at a minimum, the following: Audit #1 Independent Auditor s Report Management s Discussion and Analysis (The Auditor will prepare with input from LTA Management) Financial Section Statement of Fiduciary Net Position Statement of Changes in Fiduciary Net Position Notes to Financial Statements Supplementary Information Audits #2-#9 Schedules of Supplementary Information LTA Fund Five Year Program of Projects Schedule of Findings and Recommendations Status of Prior Audit Findings and Recommendations Response of Auditee to Schedule of Findings and Recommendations and Status of Prior Audit Findings and Recommendations. (If no response is submitted, the Auditor must note in the final report that no response was submitted) Compliance audit reports for the seven cities and the County of Imperial must contain the following: Independent Compliance Report Local Transportation Authority Fund Balance Sheet Statement of Revenues, Expenditures and Changes in Fund Balance Statement of Revenues, Expenditures and Changes in Fund Balance-Budget and Actual Notes to the Financial Statements 3

4 Supplementary Information: Five Year Program of Projects Schedule of Findings and Recommendations Status of Prior Audit Findings and Recommendations Response of Auditee to Schedule of Findings and Recommendations and Status of Prior Audit Findings and Recommendations. (If no response is submitted, the Auditor must note in the final report that no response was submitted) Additional Reports: Transportation Planning Agencies Financial Transactions and Government Compensation Report The auditor should use Attachment C and D as a guide in determining proper compliance with the Local Transportation Authority Expenditure Plan. Among the items that the auditor must examine are the following: 1. Did the local agency receive the proper allocation of revenues and were these funds deposited promptly in a separate fund? 2. Did the local agency expend the funds in accordance with the five-year list of projects as approved by the Local Transportation Authority and if expenditures of these funds were made in accordance with the Local Transportation Authority Expenditure Plan? 3. The auditor must verify that the level of the Maintenance of Effort, as certified by the agency, was met. 4. The auditor must also determine that any interest earned is properly posted to the fund and expended only for those purpose for which the funds were allocated. The auditor must use the attachments as a guide in determining proper compliance with the Local Transportation Authority Expenditure Plan. Among the items that the auditor must examine are the following: 1. Did the ICLTA receive all of the taxes collected by the State? Were these funds deposited properly into the Local Transportation Authority Fund? 2. The auditor must determine that funds were properly allocated to all entities by ICLTA Administrator. 3. The auditor must report on the status of the funds allocated for reserve for Administration, Transit and State highways and if expenditures of these funds were made in accordance with the Local Transportation Authority Expenditure Plan. 4

5 4. The auditor shall determine that administrative expenditures were made in accordance with the Local Transportation Authority Expenditure Plan. Management Report (if necessary): The management report will detail any finding and recommendations noted in any of the audit reports. Also, this report must state any necessary adjustments of funding to any local agency because of failure to meet their certified level of Maintenance of Effort. Deliverables as requested include 1. For the draft report; all nine separate audit reports are bound along with the management report into one report with nine (9) copies with one (1) electronic PDF version 2. For the final report; all nine separate audit reports are bound along with the management report into one report with nine (9) copies with one (1) electronic PDF version. The Auditor shall make a formal presentation of the drat audit reports and answer questions as necessary before the Local Supervisory Oversight Committee of the Local Transportation Authority. The Committee meets annually when scheduled. The Auditor shall make a formal presentation of the final audit reports and answer questions as necessary before the Board Members of the Local Transportation Authority. The Board currently meets on the fourth Wednesday of the month at approximately 6:00PM. COORDINATION OF AUDIT ACTIVITY 1. The auditor will be expected to use and relay on the information contained in this RFP and from records maintained primarily by the ICTC, the administrator for the ICLTA, Imperial County Auditor-Controller and the various local member agencies. 2. The auditor must report immediately any instances of defalcation or misuse of Local Transportation Authority funds, or any serious non compliance with the statutes or regulations to the ICTC, the administrator for the ICLTA. 3. The auditor will be expected to arrange for progress meetings with the ICLTA Administrator at any time upon request or when any problem is found during the field work which would materially affect the outcome of the audit. 4. Auditor shall submit billing for audit services to the ICTC the administrator for the ICLTA. Payment for audit services will be made in monthly installments upon acceptance of the audit reports by the ICTC, the administrator for the ICLTA. 5. Limited office space is available for field work by the audit team, upon request at the ICTC offices. 5

6 INFORMATION REQUESTED FROM PROPOSER I. General The purpose of this section is to explain the various items that must be included to qualify your proposal for acceptance. The RFP is not to be constructed to be a contract or a commitment on the part of the ICTC. The ICTC reserves the right to reject all proposals submitted, to seek additional information from proposers or to issue another RFP in the ICTC deems it necessary. All proposals submitted will become the property of the ICTC and may be used by the ICTC as deemed appropriate. The bidder may withdraw a proposal by submitting a written request for its withdrawal to Mark Baza, Executive Director, and signed by the authorized agent at any time prior to the proposal submission deadline. The bidder may thereafter submit a new proposal prior to the deadline. Modifications offered in any manner, oral or written, will not be considered after the deadline. II. Proposal Contents A. Title Page or Cover Letter Show the subject of the proposal; name of your proposer s firm, address and telephone number, the date, and the contact person s name and title. Provide a statement that the proposal pricing and commitment shall remain firm for a period of 90 days from the due date, Friday, May 29 th, B. Table of Contents The Table of Contents should be comprehensive and clearly indicate the type of material included by section and page number. C. Description of the Proposer 1. Size of Firm 2. Organizational Structure 3. Location of the office from which the work is to be done and the number of partners, managers and other professional staff. 4. Firm s audit experience in the last three (3) years for the following a. Local Government b. Audits similar to the IC Local Transportation Authority c. Other audit experience that would qualify you to perform the ICLTA audit 5. Qualifications of Audit Team a. Supervising Auditor 6

7 1) Name 2) Brief resume b. Description of how supervision will be provided c. Names and brief description of the experience of the rest of the audit team 6. Name, title, address and telephone number of person authorized to make representations for proposer D. Description of work to be performed 1. Clearly describe your understanding of the required services to be provided 2. Timing of the audit a. Estimated starting date b. Estimated date of completion- Audit and required reports for the years ended June 30 th, must be completed by the following December 30 th. 3. If conditions are discovered which lead to the belief that material errors, defalcations or other irregularities may exist, or if any other circumstances are encountered that require extended services, the auditor will promptly advise the ICTC. No extended services will be performed unless they are authorized in the contractual agreement or in an amendment to the agreement. E. Retention and Availability of Workpapers All work papers prepared by the auditor in connection with the Local Transportation Authority must be retained for a period of three years by the firm and these working papers shall be available upon request during the auditor s normal business hours for examination to representatives of the ICTC. F. Proposed Audit Fees The ICTC desires to contract with the firm to perform the Local Transportation Authority Audits for three years, fiscal years ending June 30, 2015, 2016, and A budget limit has not been established for this work, therefore all interested firms are asked to examine the effort of work performed and submit their best pricing per audit year and with a grand total. Proposed Audit fees should be broken down in the following Manner: 1. Classification of personnel on the audit team ( Senior Auditor, Junior Auditor, etc.) 2. Hourly rates for each classification of audit team 3. Estimated hour per classification 4. Other out-of-pocket costs 5. An additional fixed cost per hour for additional work, or change orders should it become necessary to add work unforeseen or otherwise required in the course of this project 7

8 G. Any other applicable comments or material your firm wishes to submit, Bidders are cautioned from submitting extraneous and unnecessary materials. H. Signature of authorized person for firm. INTERPRETATIONS OR CHANGES IN RFP Any interpretation of, or changes in, this RFP will be made as an addendum to each firm to whom it was issued and shall become part of the RFP. The ICTC will not be responsible for any other explanation or interpretation. Bidders are responsible for examining the ICTC website relative to the LTA for addendums issued. SELECTION OF THE FIRM The selection of the firm to perform the LTA s audits will be based upon an evaluation of the firm s organization, experience, qualifications of the staff, understanding of work to be performed, and proposed costs as submitted in the proposal. It is very important that your proposal be as complete and specific as possible. The proposal will be reviewed and recommendation will be made to the Board of the Imperial County Local Transportation Authority. Firms submitting bids will be notified in advance of the date, time and location of when the Board will select the firm to perform the required audits. Following is the estimated timetable of events. ESTIMATED TIMETABLE OF EVENTS April 28 th, 2015 May 12 th, 2015 May 29 th, 2015 May 29 th 31 st, 2015 May 29th 31st, 2015 June 24 th, 2015 July 1 st, 2015 RFP s available to CPA firms Non Mandatory Pre Bid Conference CPA proposals returned to ICTC CPA proposals evaluated by ICTC CPA firms noticed to which C.P.A. firm will be recommended by the ExecutiveDirector Board of Local Transportation Authority selects CPA firm to perform audits and Agreement to perform audit services signed by Chairman of Board of Local Transportation Authority and CPA firm Contract effective date 8

9 QUESTIONS CONCERNING REQUEST FOR PROPOSALS A non mandatory pre-bid meeting is scheduled for 9:00AM on May 12 th, Attendance is encouraged. All questions relating to the RFP must be received in writing via mail, or hand delivery no later than 4 P.M. local time, on May 8 th, 2015 addressed to: Michelle Bastidas, Project Coordinator Imperial County Transportation Commission 1405 N. Imperial Ave. Suite 1 El Centro, CA michellebastidas@imperialctc.org PROTESTS ICTC will consider all protests regarding the contracting process or the award of a contract submitted by 4:00 P.M. on the deadlines discussed below. ICTC will only review protests submitted by an actual or prospective proposer or someone else whose direct economic interest would be affected by the award of a contract or by failure to award a contract. A protest by any adversely affected person must be made in writing and must be mailed or hand delivered to ICTC. A protest which does not strictly comply with ICTC s protest procedures will be rejected. Protests relating to the content of the RFP package must be filed within ten (10) business days after the date the RFP is made available to the public by ICTC. Protests relating to the intent to make an award solicited by an RFP must be filed within ten (10) business days of the decision to award. The date of filing shall be the date of receipt of protests by ICTC. Untimely protests will be rejected. If deemed necessary, ICTC shall notify all proposers of record that a protest has been filed and that the award has been postponed until further notice. If necessary, proposers will be asked to extend the time for acceptance of their proposal in order to avoid the need for readvertisement of the solicitation. A. Protest Contents A letter of protest must set forth detailed grounds for the protest and be fully supported with technical data, documentary evidence, names of witnesses and other pertinent information related to the subject being protested. The protest must also state the law, rule, regulation or practice on which the protest is based. The protestor must demonstrate or establish a clear violation of a specific law or regulation. 9

10 If the protestor considers that the protest contains proprietary material which should be withheld, a statement advising of this fact must be affixed to the front page of the protest document, and alleged proprietary information shall be so identified wherever it appears. Protests shall be addressed to: Kathi Williams, Project Manager Imperial County Transportation Commission 1405 N. Imperial Ave. Suite 1 El Centro, CA kathiwilliams@imperialctc.org B. Reply to Protest An ICTC Protest Committee appointed by the Executive Director will review all protests in a timely manner and reply to the protest, in writing, within ten (10) business days. All material submitted by the protestor will be considered. Such material will not be withheld from any interested party outside of ICTC or any agency which may be involved with the contract except to the extent that the withholding of information is permitted or required by law or regulation. C. Request for Protest Reconsideration Upon receipt of an adverse decision by ICTC, the protestor may file a request for protest reconsideration. A request for protest reconsideration must be directed to the Executive Director in writing and received within ten (10) full business days from the postmark date of the reply from ICTC. The Executive Director will respond to the request for protest reconsideration within ten (10) full business days. The decision of the Executive Director will be in writing and final. No further protests will be heard by ICTC. Attachments: A. Proposal Evaluation Form B. LTA State Controllers Report FY and LTA Government Compensation Report FY 2013 C. LTA by Laws D. LTA Ordinance E. LTA Previous Financial Statements ( see the website for these documents at 10

11 A. PROPOSAL EVALUATION FORM SAMPLE PROPOSAL EVALUATION FORM DATE: EVALUATOR: RESPONDENT: PROJECT: CRITERIA MAXIMUM POINTS SCORE 1. Project Technical and Related Experience Methodology and Approach Staff Qualifications Cost and Best Value Completeness and References 10 TOTAL SCORE: Comments:

12 B. LTA State Controllers Reports FY

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14 TRANSPORTATION PLANNING AGENCIES FINANCIAL TRANSACTIONS AND COMPENSATION REPORT COVER PAGE Imperial County Local Transportation Authority Fiscal Year: 2014 ID Number: Certification: I hereby certify that, to the best of my knowledge and belief, the report forms fairly reflect the financial transactions of the agency in accordance with the requirements as prescribed by the California State Controller. Fiscal Officer Signature Title Name (Please Print) Date Per Government Code section 53891, this report is due within 90 days after the end of the fiscal year. If filed in electronic format, the report is due within 110 days after the end of the fiscal year. Please complete, sign, and mail this cover page to either address below. Mailing Address: State Controller's Office Division of Accounting and Reporting Local Government Reporting Section P. O. Box Sacramento, CA Express Mailing Address: State Controller's Office Division of Accounting and Reporting Local Government Reporting Section 3301 C Street, Suite 740 Sacramento, CA 95816

15 Imperial County Local Transportation Authority Transportation Planning Agencies Financial Transactions Report General Information Fiscal Year 2014 Agency Officials Agency Chairperson Executive Officer Fiscal Officer First Name Jack Middle Initial Last Name Terrazas Phone (760) Mark Baza (760) Kathi Williams (760) Mailing Address Address N. Imperial Ave, Suite 1 Address 2 Phone (760) Is Address Changed? City El Centro State CA Zip Code Report Prepared By (Contact Person) Agency or Firm Hutchingson & Bloodgood, Llp First Name Josue Middle Initial G Last Name Mercado Title Supervisor Phone (760) Independent Auditor Firm Name Contact Person Hutchinson and Bloodgood, LLP First Name Donna Middle Initial Last Name Osborne Address 1 Address South Dogwood Ave Suite A Phone (760) City El Centro State CA Zip Code Does this report include a Service Authority for Freeway Emergencies (SAFE)? Yes No General Information Page 1 9/12/2014

16 Imperial County Local Transportation Authority Transportation Planning Agencies Financial Transactions Report Statement of Revenues and Expenditures Fiduciary Fund Types Fiscal Year 2014 Local Transportation Fund(LTF) State Transit Assistance Fund (STAF) Local Sales Tax/Other Fiduciary Funds Memo Totals Revenues Local Transportion Fund (1/4c) $0 $0 State Transit Assistance Fund Other Locally Funded Sales Tax 15,052,141 $15,052,141 Interest $0 6,267 $6,267 Federal Grants $0 State Grants $0 Local Grants $0 Local Transportation Fund Allocation $0 TDA Allocations Returned $0 $0 Other/Miscellaneous $0 $0 Developer Fees $0 Vehicle Registration Fees $0 Total Revenues $0 $0 $15,058,408 $15,058,408 Expenditures/Expenses LTF Claimants, Planning, and Administration $0 $0 STAF Claimant Salaries, Wages, and Fringe Benefits $0 Services and Supplies 9,635,847 $9,635,847 Interest $0 Debt Service Principal Payments $0 Capital Outlay $0 Fixed Assets $0 Depreciation $0 All Other $0 5,416,294 $5,416,294 Total Expenditures $0 $0 $15,052,141 $15,052,141 Excess (Deficiency) of Revenues Over (Under) Expenditures $0 $0 $6,267 $6,267 Fiduciary Fund Types Page 1 9/12/2014

17 Imperial County Local Transportation Authority Transportation Planning Agencies Financial Transactions Report Statement of Revenues and Expenditures Fiduciary Fund Types Fiscal Year 2014 Local Transportation Fund(LTF) State Transit Assistance Fund (STAF) Local Sales Tax/Other Fiduciary Funds Memo Totals Other Sources and (Uses) Operating Transfers In $0 $0 Operating Transfers Out $0 $0 Long-Term Debt Proceeds $0 Other Sources (Uses) $0 $0 Total Other Sources and (Uses) $0 $0 $0 $0 Excess (Deficiency) of Revenues and Other Sources Over (Under) Expenditures and Other Uses $0 $0 $6,267 $6,267 Equity, Beginning of Year $0 $0 $1,192,070 $1,192,070 Prior Period/Other Adjustments $0 $0 Equity, End of Year $0 $0 $1,198,337 $1,198,337 Fiduciary Fund Types Page 2 9/12/2014

18 Imperial County Local Transportation Authority Transportation Planning Agencies Financial Transactions Report Balance Sheet Fiduciary Funds and Proprietary Funds Fiscal Year 2014 Local Transportation Fund (LTF) State Transit Assistance Fund (STAF) Local Sales Tax/Other Fiduciary Funds Enterprise Funds Assets Cash and Investments $0 1,196,935 Accounts Receivable $0 Interest Receivable $0 1,402 Due from Other Funds $0 Due from Other Agencies $0 Other Assets $0 Fixed Assets (net) Amounts Available/or Provided- Payment of Long-Term Debt Total Assets $0 $0 $1,198,337 $0 Liabilities Accounts Payable $0 Due to Other Funds $0 Due to Other Agencies $0 Deferred Revenues Other Liabilities $0 TDA Allocations Payable $0 Long-Term Debt Payable Total Liabilities $0 $0 $0 $0 Fund Equity Contributed Capital Investment in Fixed Assets Retained Earnings Reserved TDA Current Allocations Unpaid $0 TDA Funds Reserved $0 Unreserved Designated TDA Unallocated Apportionments $0 Unreserved Undesignated 1,198,337 TDA Unrestricted $0 Total Fund Equity $0 $0 $1,198,337 $0 Total Liability and Equity $0 $0 $1,198,337 $0 Fiduciary Funds and Proprietary Funds Page 1 9/12/2014

19 Imperial County Local Transportation Authority Transportation Planning Agencies Financial Transactions Report Balance Sheet Account Groups and Memo Totals Fiscal Year 2014 General Fixed Assets General Long- Term Debt Balance Sheet Memo Totals Assets Cash and Investments $1,196,935 Accounts Receivable $0 Interest Receivable $1,402 Due from Other Funds $0 Due from Other Agencies $0 Other Assets $0 Fixed Assets (net) $0 Amount Available /or Provided Payment of Long-Term Debt Total Assets $1,198,337 Liabilities Accounts Payable $0 Due to Other Funds $0 Due to Other Agencies $0 Deferred Revenues $0 Other Liabilities $0 TDA Allocations Payable $0 Long-Term Debt Payable $0 Total Liabilities $0 Fund Equity Contributed Capital $0 Investment in Fixed Assets $0 Retained Earnings $0 Reserved $0 TDA Current Allocations Unpaid $0 TDA Funds Reserved $0 Unreserved Designated $0 TDA Unallocated Apportionments $0 Unreserved Undesignated $1,198,337 TDA Unrestricted $0 Total Fund Equity $1,198,337 Total Liability and Equity $1,198,337 Account Groups and Memo Totals Page 1 9/12/2014

20 Imperial County Local Transportation Authority Transportation Planning Agencies Financial Transactions Report Local Sales Tax Expenditures By Purpose Fiscal Year 2014 Expenditures Special Taxing Authority Allocations to Other Local Agency Claimants Totals Administration $0 Streets and Roads 15,052,141 $15,052,141 Pedestrian and Bike $0 Rail Projects $0 Public Transit $0 Paratransit $0 Capital Projects $0 Debt Service $0 Air Pollution $0 Contributions to Others $0 Other $0 Total Expenditures $0 $15,052,141 $15,052,141 Local Sales Tax Expenditures By Purpose Page 1 9/12/2014

21 Imperial County Local Transportation Authority Transportation Planning Agencies Financial Transactions Report Local Sales Tax Expenditures By Purpose Fiscal Year 2014 Expenditures Special Taxing Authority Allocations to Other Local Agency Claimants Totals Administration $0 Streets and Roads 15,052,141 $15,052,141 Pedestrian and Bike $0 Rail Projects $0 Public Transit $0 Paratransit $0 Capital Projects $0 Debt Service $0 Air Pollution $0 Contributions to Others $0 Other $0 Total Expenditures $0 $15,052,141 $15,052,141 Local Sales Tax Expenditures By Purpose Page 1 9/12/2014

22 Imperial County Local Transportation Authority Transportation Planning Agencies Financial Transactions Report Statement of Revenues, Expenditures and Changes in Fund Balance - SAFE Fiscal Year 2014 Service Authority for Freeway Emergencies Revenues SAFE Vehicle Registration Fees Interest Other/Miscellaneous Funds Total Revenues $0 Expenditures Salaries, Wages, and Benefits Services and Supplies Interest Debt Service Principal Payments Capital Outlay All Other Total Expenditures $0 Excess (Deficiency) of Revenues Over (Under) Expenditures $0 Other Sources and (Uses) Operating Transfers In Operating Transfers Out Other Sources (Uses) Total Other Sources and (Uses) $0 Excess (Deficiency) of Revenues and Other Sources Over (Under) Expenditures and Other Uses $0 Equity, Beginning of Year $970,394 Prior Period/Other Adjustments Equity, End of Year $970,394 Statement of Revenues, Expenditures and Changes in Page 1 9/12/2014

23 Line # Elected Officials Enter 'Y' Department Imperial County Local 1. Y Imperial County Local 2. Y Imperial County Local 3. Y Imperial County Local 4. Y Imperial County Local 5. Y Imperial County Local 6. Y Imperial County Local 7. Y Transportation Authority Imperial County Local 8. Y 9. Y State Controller's Office - Division of Accounting and Reporting Transportation Planning Agencies - Local Government Compensation Report - Calendar Year 2013 Entity Name Imperial County Local Local Transportation Authority Authority 0 Preparer Name Human Resources Web Page Phone Number Employees Hold more than One Position? No (Enter'Yes' or 'No') 'Save As' Filename xlsx Address Classification Multiple Positions Footnote Annual Salary Minimum Annual Salary Maximum " Total Wages Subject to Medicare (Box 5 of W-2): " Total Regular Pay Overtime Pay Lump Sum Pay Other Pay Applicable Defined Benefit Pension Formula Preparer Contact Information Josué G. Mercado, CPA jmercado@hbllp.com Employer Contribution: Deferred Compensation/ Employees' Share of Pension Benefits Defined Benefit Plan Defined Contribution Plan Health, Dental, Vision Transportation Authority Board Member - City of Brawley Transportation Authority Board Member - City of Calexico Transportation Authority Board Member - City of Calipatria Transportation Authority Board Member -City of El Centro Transportation Authority Board Member - City of Holtville Transportation Authority Board Member - City of Imperial Board Member - City of Westmorland Transportation Authority Board Member- County # Imperial County Local Transportation Authority Board Member - County #

24 C. LTA By Laws T: Projects\LTA\Audits\RFP\ LTA 2012 RFP for audit services

25 BY-LAWS OF THE IMPERIAL COUNTY LOCAL TRANSPORTATION AUTHORITY ARTICLE I FUNCTIONS; MEMBERS; MANAGEMENT; ADMINISTRATION Section 1. Purpose. The Authority is to implement the Imperial County Local Transportation Authority Retail Transactions and Use Tax Ordinance and Expenditure Plan (commonly called Measure D) as adopted by the electorate on November 7, 1989 and readopted on November 4, 2008, and periodically updated. Section 2. Revenue. The revenues derived from the implementation of the Imperial County Local Transportation Authority Retail Transactions and Use tax Ordinance are intended to supplement and not replace existing local revenues used for transportation purposes. Section 3 A. Powers. The business affairs of the Authority shall be managed by the members of the Authority, subject to the provisions of the California Public Utilities Code Sections , applicable ordinances, the Bylaws, and contracts, rules and regulations of the State Board of Equalization. B. Standard of Care. Each member shall exercise such powers and otherwise perform such duties in good faith, in the manner such member believes to be in the best interests of the authority, and with such care, including reasonable inquiry, using ordinary prudence, as a person in a like position would use under similar circumstances. C. Administration. The Director of Public Works of Imperial County, or his/her designee shall act as Executive Director of the Authority and provide the necessary required staff or the Authority may enter into contracts for staff. Legal counsel shall be the office of County Counsel unless the Authority contracts with other counsel for representation. County Counsel will bill the Authority at the fully burdened rate for all services performed. All funds shall be received and receipted by the Imperial County Treasurer. The Imperial County Auditor/Controller shall act as depository and disburser of all Authority funds. Section 4. Number and Qualification. T:\projects\LTA\contracts\LTA bylaws 6/26/10 LST DPW 1

26 The number of members of the Authority shall be one (1) member of the City Council of each incorporated city of Imperial County and two (2) members of the Board of Supervisors. All members shall have an alternate who shall serve in the event of any vacancy. Section 5. Appointment and Tenure of Office. The members and their alternates shall be elected representatives of their respective Member Agency. The names of the official representative(s) and/or alternates shall be communicated in writing to the Authority upon its initial formation by each participating Member Agency, and shall thereafter he annually communicated or reaffirmed prior to the June meeting of the Authority, or at such other times as changes in representation are made by Member Agencies. Representatives from Member Agencies shall serve a term of two (2) years. Section 6. Notice, Place, and Manner of Meetings. All meetings of the Authority shall he conducted pursuant to Chapter 9 (commencing with Section 54950) of Part I of Division 2 of Title 5 of the Government Code, more commonly called the Ralph M. Brown Act as periodically amended. A. Regular Meetings. The Authority will have at least quarterly regular meetings at the specified date, place and time. The agenda shall be delivered personally or by mail and posted on the Authority s website at least three days before the time of the meeting. B. Special Meetings. A special meeting may be called at any time by the Chair or by a majority of the Member Agencies by written notice. The agenda shall be delivered personally or by mail and posted on the Authority s website at least twenty-four hours before the time of the meeting as specified in the notice. The agenda shall specify the time and place of the special meeting and the business to be transacted. The written notice may be dispensed with as to any board member who, at or prior to the time the meeting convenes, files with the Secretary a waiver of notice by any means of transmission including telephone. The written notice may also be dispensed with as to any member who is actually present at the meeting at the time it convenes. Section 7. Quorum and Acts. T:\projects\LTA\contracts\LTA bylaws 6/26/10 LST DPW 2

27 A majority of five (5) members of the Authority constitutes a quorum for the transaction of business, and all official acts of the Authority require the affirmative vote of a majority of the members of the Authority pursuant to Public Utilities Code Section The acts of the Authority shall be expressed by motion, resolution, or ordinance. Section 8. Committees The Authority may in its discretion appoint committees or subcommittees and may provide for the appointment of alternates to these committees. Ad hoc specialized committees may be appointed by the Chair as the need arises to accomplish specific tasks. Upon completion of its assignment, each ad hoc committee shall disband. Ad hoc committees are not subject to the Ralph M. Brown Act. The Authority may appoint a policy advisory committee. Section 1. Officers. ARTICLE II OFFICERS Officers of the Imperial County Local Transportation Authority shall be Chair and Vice Chair. Section 2. Election. The Imperial County Local Transportation Authority at its first meeting, and thereafter at the June meeting, shall elect a chair who shall preside at all meetings, and a vice chair who shall preside in the absence of the chair. In the event of the chair s or vice-chair s inability to act or be present at a meeting, the members present, by an order entered into the minutes, shall select one of their members to act as chair pro tempore, who, while so acting, shall have all the authority of the chair. Section 3. Vacancies. A vacancy in the office of the Chair or the Vice Chair because of death, resignation, disqualification, or any other cause shall, be filled in the manner T:\projects\LTA\contracts\LTA bylaws 6/26/10 LST DPW 3

28 prescribed in the By-laws for regular election to such office. Section 4 Term. The Chair and Vice Chair shall hold office for one (1) year, with said term to begin immediately following the election. ARTICLE III REPORTS; FUNDS Section 1. A. Annual Budget Report. The Authority shall adopt an annual budget by June of each year. B. Public Hearing. Notice of the time and place of a public hearing on the adoption of the annual budget shall be published and available for public inspection pursuant to Section 6061 of the California Government Code no later than the 15th day prior to the day of the hearing. Section 2. A. Five-year Program of Projects. Each Member Agency shall update its Five-Year Program of Projects in accordance with the Imperial County Local Transportation Authority Expenditure Plan. The individually developed Plans will incorporate sustainable communities strategies that will provide responsible, ecologically beneficial infrastructure projects. B. Amendments to Five Year Plan The Authority shall notify the Board of Supervisors and each Member Agency of the proposed amended Five Year Program of Projects by April 30th of each year. The proposed amended plan shall become effective forty-five (45) days after notice is given. Section 3. Purchase of Services, Supplies and Equipment Pursuant to Public Utilities Code Section , contracts for the purchase of services, supplies, equipment, and materials in excess of ten thousand dollars ($10,000) shall be awarded to the lowest responsible bidder after competitive bidding, except in an emergency. If, after rejecting bids it has received, the authority determines that the services, supplies, equipment, or materials may be purchased at a lower price on the open market, the authority may proceed to purchase these services, supplies, equipment, or materials in the open market. Section 4. Annual Progress Report. T:\projects\LTA\contracts\LTA bylaws 6/26/10 LST DPW 4

29 The Authority shall prepare and adopt an annual report each year on progress made in achieving its objectives pursuant to Public Utilities Code Section Section 5 Audit. The Local Taxpayer Supervising Committee (LTSC) shall cause a post-audit of the financial transactions and records of the Authority at least annually by a certified public accountant. Section 1. Proposed Amendments. ARTICLE IV AMENDMENTS TO BY-LAWS The Authority shall be responsible in making all amendments to these By-laws. Proposed amendments shall be forwarded to each Member Agency, each representative, and each alternate at least twenty (20) days prior to the meeting at which the proposed amendment will be voted upon. Section 2. Approval of Amendment. Any amendments to the By-laws shall require the vote of two thirds of the Members. Adopted February 1, 1990 Amended June 26_, 2010 T:\projects\LTA\contracts\LTA bylaws 6/26/10 LST DPW 5

30 D. LTA Ordinance T: Projects\LTA\Audits\RFP\ LTA 2012 RFP for audit services

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71 SIXTH SUPPLEMENTAL INDENTURE between IMPERIAL COUNTY LOCAL TRANSPORTATION AUTHORITY and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Trustee Dated as of February 1, 2015 Relating to Imperial County Local Transportation Authority Sales Tax Revenue Bonds (Limited Tax Bonds) (Supplemental to the Indenture dated as of May 1, 2012)

72 Sixth Supplemental Indenture (Supplemental to the Indenture dated as of February 1, 2015) Imperial County Local Transportation Authority Sales Tax Revenue Bonds (Limited Tax Bonds) This Sixth Supplemental Indenture, dated as of February 1, 2015 (this Supplemental Indenture ), is made between the Imperial County Local Transportation Authority (the Issuer ) and The Bank of New York Mellon Trust Company, N.A., as trustee (the Trustee ); W I T N E S S E T H: WHEREAS, this Supplemental Indenture is supplemental to the Indenture, dated as of May 1, 2012 (the Indenture ), between the Issuer and the Trustee; WHEREAS, to further secure all Outstanding Imperial County Local Transportation Authority Sales Tax Revenue Bonds (Limited Tax Bonds) and any other Bonds that may be issued and delivered by the Issuer from time to time pursuant to the Indenture, the Issuer desires to require the deposit of Pledged Allocable Sales Tax Revenues by the Trustee on a monthly basis in the Interest Fund and Principal Fund until such time as annual debt service on all Outstanding Bonds is fully satisfied; and WHEREAS, all acts, conditions and things required by law to exist, to have happened and to have been performed precedent to and in connection with the execution and the entering into of this Supplemental Indenture do exist, have happened and have been performed in regular and due time, form and manner as required by law, and the parties hereto are now duly authorized to execute and enter into this Supplemental Indenture; NOW, THEREFORE, the parties hereto agree, as follows: ARTICLE 24 AMENDMENTS SECTION Amendments to Section 5.02(A)(1). Section 5.02(A)(1) of the Indenture is hereby amended by deleting and inserting the text marked in the following two paragraphs: Interest Fund. The Interest Fund, and within the Interest Fund a Participating Agency Interest Account in respect of each Series, are hereby created. Beginning February 1, 2015, ffollowing deposit of the Pledged Allocable Sales Tax Revenues of a Participating Agency into the applicable Participating Agency Sales Tax Revenue Account, the Trustee shall transfer therefrom to and deposit into the Participating Agency Interest Account in respect of each Series of that Participating Agency as soon as practicable an amount equal

73 to (a) one-fourth of the aggregate half-yearly amount of interest becoming due and payable on the Outstanding Bonds of each Series that are Current Interest Bonds (except for Bonds constituting Variable Rate Indebtedness which shall be governed by subparagraph (b) below) during the next ensuing six (6) months, except for during the period beginning May 2, 2012 and ending November 30, 2012, the amount deposited shall be calculated based on the next ensuing seven (7) months (excluding any interest for which there are moneys deposited in that Participating Agency Interest Account and reserved as capitalized interest to pay such interest during said next ensuing six (6) months), until the requisite halfyearly amount ending each June 1 of interest becoming due and payable on all such Outstanding Current Interest Bonds of that Series (except for Bonds constituting Variable Rate Indebtedness which shall be governed by subparagraph (b) below) is on deposit in such account; plus (b) the aggregate amount of interest to accrue during that month on Outstanding Variable Rate Indebtedness, calculated, if the actual rate of interest is not known, at the interest rate specified in writing by the Issuer, or if the Issuer has not specified an interest rate in writing, calculated at the maximum interest rate borne by such Variable Rate Indebtedness during the month prior to the month of deposit plus one hundred (100) basis points (provided, however, that the amount of that deposit into that Participating Agency Interest Account for any month may be reduced by the amount by which the deposit therein in the prior month by reason of this clause (b) exceeded the actual amount of interest accrued and paid during that month on such Outstanding Variable Rate Indebtedness and provided further that the amount of such deposit into that Interest Account for any month shall be increased by the amount by which the deposit in the prior month was less than the actual amount of interest accruing during that month on such Outstanding Variable Rate Indebtedness); provided further, that if sufficient Pledged Allocable Sales Tax Revenues are not on deposit in the applicable Participating Agency Sales Tax Revenue Account to permit the Trustee to make the full monthly deposit required by this Section 5.02(A)(1)(a) and (b), the Trustee shall deposit as soon as possible thereafter the amount of Pledged Allocable Sales Tax Revenues required for the period from the last monthly deposit for which sufficient Pledged Allocable Sales Tax Revenues were actually deposited to the date of such late deposit. No deposit need be made into any Participating Agency Interest Account if the amount contained therein is at least equal to the interest to become due and payable therefrom on the Interest Payment Dates falling within the current year through June 1, 2015 and thereafter each the next six (6) months, or in the case of the except for during the period beginning May 2, 2012 and ending November 30, 2011, seven (7) months)year ending June 1, upon all of the Bonds of the applicable Series then Outstanding and there are no unpaid interest amounts for prior years. and Oon June 1 of each year, any excess amounts in the respective Participating Agency Interest Account not needed to pay interest on such date (and not held to pay interest on the applicable Bonds having Interest Payment Dates other than June 1 and December 1) shall be released to the Participating Agency (but excluding, in each case, any moneys on deposit in the Participating

74 Agency Interest Account from the proceeds of any Series of Bonds or other source and reserved as capitalized interest to pay interest on any future Interest Payment Dates following such Interest Payment Dates). SECTION Amendments to Section 5.02(A)(2). The first paragraph of Section 5.02(A)(2) of the Indenture is hereby amended by deleting and inserting the text marked in the following paragraph: Principal Fund; Participating Agency Principal Accounts; Participating Agency Sinking Accounts. The Principal Fund, and within the Principal Fund a Participating Agency Principal Account and a Participating Agency Sinking Account in respect of each Series, are hereby created. Following deposit of the Pledged Allocable Sales Tax Revenues into the applicable Participating Agency Sales Tax Revenue Account, the Trustee shall transfer therefrom to and deposit in the applicable Participating Agency Principal Account as soon as practicable in sucheach month (beginning on February 1, 2015 and for each month during each annual period ending on June 1 thereafter) Pledged Allocable Sales Tax Revenues in the applicable Participating Agency Principal Account until an amount equal to at least (a) one-eighth of the aggregate yearly amount of Bond Obligation becoming due and payable on such Bonds that are Serial Bonds having annual maturity dates within each annual period ending on June 1, except for the period beginning on May 2, 2012 and ending on May 31, 2013, which shall be period of thirteen (13) months, until the requisite amount for the next payment is on deposit in each Principal Account and Sinking Account, as applicable, plus (b) one-eighth of the aggregate of the Mandatory Sinking Account Payments to be paid during the next twelve (12) month period ending on June 1s into the respective Sinking Accounts for the Bonds that are Term Bonds of a Series secured on a parity by such Pledged Allocable Sales Tax Revenues for which Sinking Accounts shall have been created and for which annual mandatory redemption is required from such Sinking Accounts; provided, that if sufficient Pledged Allocable Sales Tax Revenues are not on deposit in the applicable Participating Agency Sales Tax Revenue Account for the Trustee to make the full monthly deposit required by this Section 5.02(A)(2), the Trustee shall deposit as soon as possible thereafter the amount of Pledged Allocable Sales Tax Revenues required for the period from the last monthly deposit for which sufficient Pledged Allocable Sales Tax Revenues were actually deposited to the date of such late deposit. With respect to a Series of Bonds secured on a parity by such Pledged Allocable Sales Tax Revenues, all of the aforesaid deposits made in connection with future Mandatory Sinking Account Payments shall be made without priority of any payment into any one such Sinking Account over any other such payment

75 ARTICLE 25 MISCELLANEOUS PROVISIONS SECTION Effect of Supplemental Indenture. Except as in this Supplemental Indenture expressly provided, every term and condition contained in the Indenture shall apply to this Supplemental Indenture with the same force and effect as if the same were herein set forth, with such omissions, variations and modifications thereof as may be appropriate to make the same conform to this Supplemental Indenture. This Supplemental Indenture and all the terms and provisions herein contained shall form part of the Indenture as fully and with the same effect as if all such terms and provisions had been set forth in the Indenture. The Indenture is hereby ratified and confirmed and shall continue in full force and effect in accordance with the terms and provisions thereof, as supplemented and amended hereby. SECTION Effective Date of Supplemental Indenture. This Supplemental Indenture shall take effect upon its execution and delivery. SECTION Execution in Counterparts. This Supplemental Indenture may be executed in several counterparts, each of which shall be deemed an original, and all of which shall constitute but one and the same instrument. [Remainder of page intentionally left blank.]

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78 ACCOUNTANCY AGREEMENT THIS AGREEMENT is made and entered into this, 2014 by and between the IMPERIAL COUNTY LOCAL TRANPORTATION AUTHORITY, a political subdivision of the State of California ( LTA ) and, a limited liability partnership ( AUDITOR ). RECITALS A. AUDITOR is a limited liability partnership and a duly licensed certified public accounting firm in good standing under the laws of the State of California and is in the business of supplying independent accounting services and assistance to clients. B. LTA wishes to employ AUDITOR to perform i. Audits of fiscal years ii. Transportation Planning Agencies Financial Transactions and Compensation Report for FY iii. Government Compensation Report for FY C. AUDITOR is willing to accept such engagement. NOW THEREFORE, LTA hereby engages and AUDITOR hereby accepts such engagement upon the terms and conditions set forth herein. 1. TERM. This Agreement shall become effective on the date first written above and shall continue in effect until the services provided for herein have been performed, but no later than December 31, SAMPLE DRAFT 2014, unless sooner terminated as provided herein. 2. SERVICES TO BE PERFORMED BY AUDITOR AUDITOR will conduct the Audits, for the fiscal years ending June 30, 2014, as detailed in the Imperial County Local Transportation Authority Request for Proposal FY , , , , Local Transportation Authority Audits attached as Exhibit A and Audit Proposal to the Imperial County Local Transportation Authority Request For Fiscal and Compliance Audit Services attached as Exhibit B, both of which are incorporated by this reference. S:\Departments\ICTC\Action Request\2014\ ICTC LTA Financial Audits \LTA Audit Agt doc 1