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HomeMy WebLinkAbout2024-03-26 - Board of Directors Meeting Minutes1. 2. 3. 4. 5. 6. 7. MINUTES OF THE YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS SPECIAL MEETING Tuesday, March 26, 2024, 8:30 a.m. 1717 E Miraloma Ave, Placentia CA 92870 PARTICIPATION INSTRUCTIONS Were included on the agenda. CALL TO ORDER The meeting was called to order at 8:30 a.m. PLEDGE OF ALLEGIANCE Director Hawkins led the pledge. ROLL CALL DIRECTORS PRESENT Trudi DesRoches, President Tom Lindsey, Vice President Brett R. Barbre Director Hawkins Gene Hernandez 2024-033 STAFF PRESENT Mark Toy, General Manager Lori Thompson, Human Resources and Risk Manager Rosanne Weston, Engineering Manager Annie Alexander, Board Secretary Freddie Ojeda, Operations Superintendent Sophia Phoung, Accounting Supervisor AB 2449 TELECONFERENCE REQUESTS (None) PUBLIC COMMENTS (None) DISCUSSION ITEMS 7.1. Interviews for Legal Counsel Services Discussion touched on the sample interview questions, the format of the interviews, the date for consideration of contract award, and the financial analysis and services comparison prepared by staff. The Board then began their first interview with Atkinson, Andelson, Loya, Ruud & Romo (AALRR). David Boyer, Partner, introduced himself and members of the firm's team including Suparna Jain, Partner; Kevin Dale, Partner; Jeff Hoskinson, Partner; and Eddy Beltran, Of Counsel. Mr. Boyer provided historical background on the firm and the practice's services and accomplishments. Mr. Boyer and his team then responded to questions Board regarding the provision of AB1 234/AB 1825 training, the quoted rates for services, availability to attend Board meetings, and overall philosophy when providing legal advice. Questions also touched on the firm's experience addressing PFAS, Minutes of the YLWD Board of Directors Special Meeting Held March 26, 2024 at 8:30 a.m. 2024-034 identifying regulations and potential issues that could impact the District, services that the firm may outsource, and handling potential conflicts of interest. Mr. Boyer also clarified the circumstances involving Kidman Gagen Law's reference to utilizing AALRR for labor and employment legal services and provided an overview of his professional background. He then reviewed the firm's process for taking on new clients and handling encroachment issues. Mr. Hoskinson also commented on the firm's handling of encroachment issues. Mr. Beltran and Mr. Dale shared their professional experience and Mr. Boyer offered his closing remarks and thanked the Board for the opportunity to participate in the interview process. The meeting was recessed at 9:55 a.m. and reconvened at 10:00 a.m. The Board proceeded with interviewing Aleshire & Wynder. Fred Galante, Equity Partner, introduced himself and members of the firm's team including Martin Koczanowicz, Partner, and Christine Carson, Partner. Ms. Carson and Koczanowicz then provided an overview of their professional background. Mr. Galante then reviewed the firm's services and proposed rates and Ms. Carson highlighted some of the firm's accomplishments and litigation successes. Mr. Galante and his team then responded to questions regarding Proposition 218 litigation, the proposed fees for services, previous experience with politicaâ–ºly charged situations, experience in labor and employment law, and availability to attend Board meetings. Questions also touched on the firm's specialties, presence in Sacramento and Washington DC, circumstances in which the firm might consider engaging special counsel, and the provision of AB1234/AB1825 training. Mr. Galante then reviewed the firm's process for taking on new clients and responded to additional questions regarding the appropriateness of meeting with individual Directors and providing legal advice that may not be well received. He then offered his closing comments and expressed his appreciation for the opportunity to interview. The meeting was recessed at 10:49 a.m. and reconvened at 10:56 a.m. The Board proceeded with interviewing Kidman Gagen Law. Andrew Gagen, Partner, introduced members of the firm's team including Art Kidman, Partner; Kari Vozenilek, Partner; Steven Guess, Senior Associate; and Patricia Parker, Senior Associate. Mr. Gagen then summarized his professional background and professional experience working with the District and commented on the firm's rates. Mr. Gagen responded to questions regarding the firm's services, presence in Sacramento in Washington DC, the provision of AB1234/AB1825 training, and services the firm may choose to outsource. Questions also touched on difficult situations previously handled by the firm, issues the District may be facing, methods utilized to cultivate relationships with the Board and management, and the appropriateness of General Counsel meeting with individual Directors. Ms. Vozenilek provided an overview of her professional experience and responded to questions regarding tribal water rights. Minutes of the YLWD Board of Directors Special Meeting Held March 26, 2024 at 8:30 a.m. 2024-035 Mr. Kidman commented on his long-term experience working with the District and a previous challenging situation wherein he would have advised the matter be referred to outside counsel. Mr. Guess and Ms. Parker provided an overview of their professional background. Mr. Gagen then offered clarification regarding Kidman Gagen Law's proposal indicating the utilization of AALRR for labor and employment legal services. One Director questioned the clarity of that statement. Mr. Gagen then provided his closing comments and expressed the firm's desire to continue its work for the District. The meeting was recessed at 1 1:35 a.m. and reconvened at 1 1:55 a.m. The Board proceeded with interviewing Richards Watson Gershon. Nick Ghirelli, Shareholder, introduced a member of the firm's team, Kyle Brochard, Shareholder, and provided an overview of the other team members' specialties who were not physically present. Mr. Ghirelli then summarized the team's professional background and projects of note. He also reviewed the firm's services and responded to questions regarding their process for taking on new clients and providing legal advice that may not be well received. Questions also touched on adjudicated groundwater basins, the appropriateness of meeting with individual Directors, handling of encroachment issues, and issues the District may be facing. Additional topics included legal services provided in-house, presence in Sacramento in Washington DC, provision of AB 1234/AB 1825 training, and handling of complaints related to labor issues. Mr. Ghirelli then reviewed the firm's proposed fees for service and offered his closing remarks. The Board discussed the current budget for legal services, the financial analysis comparison prepared by staff, and a potential discrepancy regarding Kidman Gagen Law's arrangement with AALRR for the provision of labor and employment services. Staff will obtain clarification from both firms regarding this matter. Discussion followed regarding the process for determining which of the four firms the contract was to be awarded which was scheduled for the regular Board meeting on April 11, 2024. 8. ADJOURNMENT 8.1. The meeting was adjourned at 12:37 p.m. [ Annie Alexander Board Secretary Minutes of the YLW D Board of Directors Special Meeting Held March 26, 2024 at 8:30 a.m.