March 1, 2012 • Notice of Regular Meeting of the Board of Directors
Agenda
I. OPENING (6:30)
A. Call to Order; Establishment of Quorum; Verse B. Board Development: Community Forum
1. Song (Julie Yarnall)
2. Discussion: How do we define our community? How do we continue to feed our community?
II. PUBLIC COMMENT (7:15) This portion of the meeting is set aside for members of the audience to make comments or raise issues that are not specifically on the agenda or for those that are on the agenda. These presentations are limited to three (3) minutes per presentation and the total time allotted to non-agenda items will not exceed fifteen (15) minutes.
III. OPEN SESSION
A. Communications (7:30)
1. Board Member Questions, Comments, Clarifications of the Agenda 2. Approval of Minutes: 02.16.12
3. Executive Director Report
4. Committee Reports: Facilities, Board Development B. Financial Health (8:00)
1. Second Interim (Discussion) C. Governance (8:30)
1. Human Resources Committee Mandate Approval (action) 2. Corporate Sponsorship Policy (action)
3. By-Laws Amendment: Directors’ term length (discussion) 4. Calendar for Committee and Board Meetings
D. Report Items not covered in Packet: can include appreciations and reports from work groups
IV. CLOSED SESSION (8:50)
A. Pursuant to Government Code 54956.8 Conference with Real Property Negotiator 1. Property: 100 Gnoss Concourse, Petaluma
2. Negotiating Parties: Sonoma-Marin Fair 3. Under negotiation: price and terms of payment
B. Pursuant to Government Code 54957.6: Conference with Labor Negotiator 1. Agency Designated Representative: Matthew Morgan, Executive Director 2. Employee Organizations: Live Oak Teachers Association
C. Pursuant to Government Code 54956.95: Public Employee Discipline/Dismissl/Release
V. OPEN SESSION
A. Report out of closed session on actions taken, if any.
VI. ADJOURNMENT (9:30)
February 16, 2012 • Regular Meeting of the Board of Directors
Minutes
I. OPENING
A. Call to Order (7:15) B. Verse
C. Roll Call and Establishment of Quorum
Present:
Debbie Elam (DE), Chair Bobbie Smith (BS) Tom Gallup (TG) Metha Singleton (MS) Rachel Kaplan (RK)
Julie Yarnall (JY)
Absent:
Cliff Schlueter (CS)
Also present: Matthew Morgan (MM), Executive Director
II. PUBLIC COMMENT
No comments.
III. OPEN SESSION
A. Communications (7:20)
1. Board Member Questions, Comments, Clarifications of the Agenda
No questions, comments, or clarifications
2. Approval of Minutes: 02.02.12
MS moved to approve, all approved
3. Executive Director Report
4. Committee Reports: Transition, Executive, Facilities, Board Development
Transition: Mandate discussion. Committee will remain a board committee but take on a human resource focus. New mandate will replace transition focused mandate in 2012-13.
Facilities: New member, David Valente contractor. Support/Advisor, Phil Boyle Marin County Planner (previous Petaluma City Planner). Meeting next week, discussion to include potential of current site.
Board Development: Next Meeting 2.17.2012
Community forums planned for 6:30pm before board meetings scheduled on 3.1.2012, 4.5.2012, and 5.3.2012. Open house is 4.5.12 – DE proposed having Rainbow Rosenbloom present after the event and before board meeting. Concern expressed about over scheduling, proposed reschedule of board meeting
3.29.2012. Need to revisit scheduling at 3.1.2012 meeting.
B. Board Development (8:05)
1. Election of Board Member(s)
RK moved to elect Pam Tambe to the Live Oak Charter School Board of Directors, all approved.
Pam Tambe present for remainder of meeting.
C. Financial Health (8:10)
1. Approval of Monthly Financial Reports
TG moved to approve financials - all approved
D. Governance (8:20)
1. Grades Configuration Policy (action)
Amendment to 2.c.: “Main lesson teacher may (replacing the word will) provide…” RK moved to approve as amended - all approved.
2. Corporate Sponsorship Policy (discussion)
E. Report Items not covered in Packet: can include appreciations and reports from work groups
No items to report
IV. CLOSED SESSION (9:00)
A. Pursuant to Government code 54956.8 Conference with Real Property Negotiator 1. Property: 100 Gnoss Concourse, Petaluma
2. Negotiating Parties: Sonoma-Marin Fair 3. Under negotiation: price and terms of payment
B. Pursuant to Government Code 54957.6: Conference with Labor Negotiator 1. Agency Designated Representative: Matthew Morgan, Executive Director 2. Employee Organizations: Live Oak Teachers Association
C. Pursuant to Government Code 54956.95: Public Employee Discipline/Dismissal/Release
V. OPEN SESSION
No action taken in closed session.
Live Oak Charter School
Director’s Report
March 1, 2012
Middle School Family Life/Sex Education/Substance Abuse Prevention
A parent forum will be held on February 29 to discuss the family life/sex-ed program we are looking at providing for grades 5-8. In addition, Middle school staff are reviewing substance abuse prevention programs to discuss an appropriate program for our middle grades students.
Contamination Update
ECON has been working with Cal-Clean regarding the hydrocarbon smell. On Thursday the smell occurred at several times and then dissipated. They had additional staff inspect. No smell was observed on Friday. Nothing unusual was observed on Monday (as of this publishing).
Butter and Eggs Day Parade
Live Oak will be participating in the Butter and Eggs Parade. We will have our Unicycle troop performing along the path. The theme is “River of Dreams”. The Student Council will be taking up the topic this week.
Copperfield’s Window
Live Oak will be occupying the Copperfield’s Window for the month of March. The theme will focus on “dream” as a tie-in to our butter and egg participation and will target enrollment, particularly in the upper grades.
Class Coordinator Workgroup
The Class coordinators will be meeting on Wednesday February 29. They will be discussing festivals for the 2012-2013 school year with particular attention to creating a community wide rhythm for our events. Staff will also be discussing this issue during the Thursday grade level faculty meeting.
Grant possibility for facilities
There is a federal grant available to charter schools that can work in tandem with the current state grant. This is a grant that could be used to refurbish the firehouse, expand our school bathrooms, and/or repair existing structures (replace windows, HVAC, skylights). The grant is for one time use, though award recipients receive a lower rank in subsequent application pools. I will be bringing the grant to this week’s facilities meeting.
Development Team
The development team meets on Tuesday, February 28 to discuss the Case statement and its tie in to the new facilities direction and vision for a Waldorf inspired urban farm campus.
I . O pening and Check- in (12:45 p.m.)
Committee M embers Present: D ebbie Elam, M ark Escalera, Julie Yarnall
I I . No public comment.
I I I . M arch 1st Community Forum
We discussed the details of hosting and getting the word out. Julie will bring tablecloths, crackers and cheese. D ebbie will bring chocolate, nuts and fruit. D ebbie will look into flyers
and/ or website promotion and check with Bobbie about the urns and tea.
I V. April and M ay Community Forums
We discussed possible topics as well as the need to coordinate the April forum and/ or board meeting with the faculty and O pen H ouse. We are looking to do a teacher appreciation theme in April. We are hoping to generate ideas for the M ay forum from the previous two.
V. By- laws amendment: one-year terms for incumbents
We agreed to bring forward an amendment to the Board’s by-laws that allows incumbents to stand for a single- year term as long as doing so provides a majority of experienced di rectors for that term.
VI . Calendaring and Round Table
Next meeting will be M arch 14th at 12:30
Julie will be attending the Conference at RSC next week & will share her experience.
VI I . Adjournment (1:30)
Human Resource Committee Board Committee Chair: Date: February 22, 2012
Mission:
To develop and implement personnel policies, processes and best practices for
interviewing and selection, evaluation, development and contract renewal/non-renewal of all staff to support the LOC Mission and Vision. (All policies and processes will be in compliance with the Collective Bargaining Agreement.)
Tasks/Authority:
1. Oversee and when needed revise and recommend changes to the personnel policies and processes. These include but are not limited to: mentoring, professional development, evaluation, maintenance of HR policy binder.
2. Oversee the implementation of all personnel policies and processes.
3. Participate in the interviewing and selection of staff.
4. Develop contracts.
Composition/Selection Process: Chair: Board Member
Composition: Two Board members, Executive Director, two faculty, HR professional and/or school administrator from the community and consultant/advisor (when available)
Selection:
Board Members: Two Board members nominated by the Board and selected/approved by the committee based on established criteria.
Faculty: Two Faculty members nominated by the faculty and selected/approved by the committee based on established criteria.
Resources allocated to enable the committee's work:
Financial resources will be approved by the Executive Director as needed.
Meeting and Reporting Structure:
The full committee or a portion of the committee will meet as needed. The committee will report to the board as needed.
Committee Review Structure:
Annual self review submitted to the board between May 1 and September 30.
All parties to this mandate agree to adhere to the guidelines outlined in the Mandate Agreement.
A mandate confers authority and responsibility for the work specified in the mandate agreement. As part of the agreement to establish and maintain a mandate, each committee/task force agrees:
1 That all parties to the agreement consent to entrust the mandated group with its responsibilities and further agree to support its decisions and recommendations. Recommendations should be adopted by the authorizing decision-making body unless new information or a new perspective indicates a necessity for the committee to reconsider and the committee agrees to do so.
2 That the mandating body must approve any modifications to the terms of this mandate.
3 To conduct its business in the spirit of collaboration and strive for transparency in its processes.
4 To discern and determine who needs to be consulted or have input during the consideration process.
5 To seek that advice and consultation and report it to the committee as part of deliberations and prior to a decision/recommendation. The committee should also feel free to invite participation in the discussion where appropriate.
6 To discern and determine the scope of the decision/recommendation to make sure that it falls within the task-responsibilities description. If it falls outside the scope of the committee refer it back to the appropriate body.
7 To discern and determine, when a decision or recommendation is prepared, who needs to be informed of it and commit to that communication as an integral part of the decision/recommendation.
9 To keep to its agreed upon schedule, calendar, and agenda in recognition that the success of the other responsible groups and the school are dependent upon timely decision making.
10 To commit to maintaining close communication and the use of appropriate communication techniques at all stages of decision-making. This includes maintaining minutes of all its proceedings and publishing them to its members and to its authorizing body in a timely fashion.
11 To maintain positive attitudes towards our colleagues, within meetings and outside of them. We will use candid, frank, direct speech within our meetings and will avoid criticism of colleagues or the committee when speaking with others.
12 To maintain confidentiality about committee and school business as necessary and appropriate.
13 This committees’ goal is to make decisions by consensus. We understand consensus to mean that all members with a voice in the decision concur. In the absence of consensus: A majority vote shall prevail, with the reservations by the dissenting members noted and presented to the governing body.
14 That concerns and disagreements from non-committee members will be brought to the attention of the committee chair. Unless the chair considers it necessary to bring the matter to the attention of the committee, it will be recorded in the minutes and held as part of the committee record.
15 At each review period for standing committees, the committee will take time to reflect on work accomplished and work yet to be done. As part of the review the committee will present what it perceives as the work to be done during the next period as well as consider what resources it might need to accomplish that work. Ad Hoc committees shall present these findings with their final report.
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BP
Last Adoption March 1, 2012 1/2 [page
L
IVE
O
AK
C
HARTER
S
CHOOL
BOARD POLICY
CORPORATE SPONSORSHIP
The Board of Live Oak Charter School recognizes and appreciates the financial support received from Federal and State funding sources and from local taxpayers. The Board desires to expand revenue sources for the financial needs of the school and encourages financial support to the school from non-school sponsored organizations. A “corporate sponsor,” for the purposes of this policy, is a non-school sponsored person and/or organization that offers to provide support to the school through financial or material means in exchange for recognition and/or acknowledgement.
The Board believes school-community relationships based on sound principles and community input can contribute to maintaining and improving high quality education programs and facilities. Corporate sponsorship activities that are consistent with the goals and objectives of the school may be evaluated and recommended to the LOCS board for implementation within the school by the Executive Director. This policy shall be administered to protect the school’s name, pupils, and/or staff against exploitation. Examples of exploitation include, but are not limited to:
the Sponsor does not adhere to the terms of the sponsorship agreement between the sponsor and the Board;
the Sponsorship is having an adverse impact on the educational program;
the Sponsor becomes associated with any type of activity that is contrary to the mission of Live Oak Charter School;
the Sponsor becomes involved in an illegal or other prohibited activity;
the Sponsor becomes insolvent or otherwise transfers all or substantially all of its assets; the Sponsor misrepresented material facts when entering into the sponsorship arrangement; or other reasons as set forth in the sponsorship agreement.
This policy is not intended to be used in the place of other corporate or individual business arrangements such as the use of school facilities for advertising goods or services or other transactions that would be subject to the public bidding laws.
Eligibility Requirements
In order to be eligible, a corporate sponsor must be
Non-discriminatory for any reason—including race, religion, creed, age, sex, sexual orientation, and/or national origin.
Congruent with the Mission of Live Oak Charter School.
Corporate Sponsorship Proposals
A potential corporate sponsorship of more than $1000 must submit a written corporate sponsorship proposal to the Executive Director. An organization’s sponsorship activity may include, but is not limited to, financial support to a school curricular or co-curricular activity or program, a school facility
improvement, and/or a school assembly program. No pupil or staff member will be required to participate in surveys and/or focus groups as a condition of a corporate sponsorship.
BP
Last Adoption March 1, 2012 2/2 [page
The Board reserves the right to terminate the sponsorship at any time. Therefore, all corporate
sponsorship proposals must include provisions for such termination, which may include the return of any funding, goods, and/or services provided to the school.
The corporate sponsorship proposal shall include the specific sponsorship activity, the proposed time period/duration of the activity, the requested acknowledgement, and the terms of termination in the event the Board decides to terminate such corporate sponsorship. The return of any benefits provided to the school as a result of the Board’s termination will be limited to and in accordance with the provisions of the written corporate sponsorship proposal approved by the Board.
Board Approval of Corporate Sponsorship Activities
All corporate sponsorship proposals in excess of $1000 must be approved by the Board. In the event there are competing proposals for the same or similar sponsorship, the Board Chair may designate an Ad Hoc Board Committee to review the Executive Director’s recommendation to the Board. All corporate sponsorship proposals recommended by the Executive Director will be discussed at a public Board meeting with the proposal being included on the Board meeting agenda in accordance with the Brown Act. The criteria the Board will consider will include, but is not limited to:
The degree to which the Sponsor serves the local community. How long the Sponsor has been in operation.
Duration of Corporate Sponsorship Activities
A corporate sponsorship shall not exceed twelve months in duration and will not be approved by the Board in excess of twelve months. At the conclusion of this approved period, and if the sponsor desires to continue the sponsorship, an updated sponsorship proposal must be prepared by the sponsor and
submitted to the Superintendent for approval by the Board for another twelve month period. There shall be no expectation a corporate sponsorship will be renewed beyond the Board approval dates. There shall be no limit to the number of times the Board approves the updated sponsorship proposal.
Acceptance of Corporate Sponsorships
Any sponsored or donated material, equipment, personal property or other benefit derived by the school through corporate sponsorships will be held to the same standards used for school purchases. Corporate sponsorship proposals that provide gifts, grants, and donations to the school shall be referred to Friends of Live Oak Charter School.
Applicable Laws
ARTICLE VII (Sections 3-12): Amendment is in italics
Section 3. NUMBER OF AND QUALIFICATIONS FOR DIRECTORS. The number of directors shall be nine (9) unless changed by amendment of these bylaws. Of these nine directors, at least one (1) director shall be a parent of a current or former Live Oak Charter School student. Up to two (2) directors may be faculty/certificated staff members of Live Oak Charter School. All directors shall be designated by the existing Board of Directors. In addition, in accordance with Education Code section 47604(b), the Petaluma City School District is entitled to appoint a single representative to the Board of Directors.
One to three of the directors of Live Oak Charter School shall also serve as Director on the Board of Friends of Live Oak Charter School, the non-profit organization that has the mission of raising funds for and promoting Live Oak Charter School.
Section 4. RESTRICTION ON INTERESTED PERSONS AS DIRECTORS. No more than 49 percent of the persons serving on the Board of Directors may be interested persons. An interested person is (a) any person compensated by the corporation for services rendered to it within the previous 12 months, whether as a full-time or part-time employee, independent contractor, or otherwise, excluding any reasonable compensation paid to a director as director; and (b) any brother, sister, ancestor, descendant, spouse, brother-in-law, sister-in-law, son-in-law, daughter-in-law, mother-in-daughter-in-law, or father-in-law of such person. However, any violation of this paragraph shall not affect the validity or enforceability of transactions entered into by the Corporation.
Section 5. DIRECTORS TERM. Five directors shall hold office for three (3) years, and four directors shall hold office for two (2) years and until a successor director has been designated and qualified. An incumbent director may stand for election for a single-year (1) term only to ensure a majority of directors have Board experience. Directors may not hold office for more than nine (9) years unless the board is otherwise unable to fill a vacancy.
Section 6. NOMINATIONS BY COMMITTEE. As vacancies arise, the Board will seek nominations from the Faculty (for employee representatives), the Class Coordinator Council (for parent representatives) and the Board Development Committee (for any other qualified representatives). All eligible nominees shall be presented to the Board of Directors for consideration.
Corporation Law, Chapter 2, Article 3; (c) the increase of the authorized number of directors; or (d) the failure of the board, at any board meeting at which any director or directors are to be elected, to elect the number of directors required to be elected at such meeting; e) the removal of a director by board resolution for other reasons, in accordance with Article VII, Section 9 of these bylaws.
Section 8. REMOVAL OF BOARD MEMBERS.
Section 9. RESIGNATION OF DIRECTORS. Except as provided below, any director may resign by giving written notice to the Chairperson of the Board, if any, or to the Vice-Chair or the Secretary of the board. The resignation shall be effective when the notice is given unless the notice specifies a later time for the resignation to become effective. If a director’s resignation is effective at a later time, the Board of Directors may elect a successor to take office as of the date when the resignation becomes effective.
Section 10. DIRECTOR MAY NOT RESIGN IF NO DIRECTOR REMAINS. Except on notice to the California Attorney General, no director may resign if the Corporation would be left without a duly elected director.
Section 11. VACANCIES FILLED BY BOARD. Vacancies on the Board of Directors may be filled by approval of the Board of Directors or, if the number of directors then in office is less than a quorum, by (1) the unanimous consent of the directors then in office, (2) the affirmative vote of a majority of the directors then in office at a meeting held according to notice or waivers of notice complying with Corporations Code section 5211, or (3) a sole remaining director.
