AGENDA REGULAR MEETING BOARD OF DIRECTORS

ORANGE COUNTY WATER DISTRICT 18700 Ward Street, Fountain Valley, CA (714) 378-3200

Wednesday, February 6, 2013 – 5:30 p.m., Boardroom PLEDGE OF ALLEGIANCE ROLL CALL ● EMPLOYEE OF THE YEAR TO SENIOR ENGINEER NATE SCHEEVEL VISITOR PARTICIPATION Members of the audience wishing to address the Board on items of interest to the public are requested

to identify themselves. If the matter on which they wish to comment is an Agenda item, the visitor will be called on when that matter comes up for consideration on the Agenda. If the item is on the Consent Calendar, it will be removed from the Consent Calendar for separate consideration. Visitors are requested to limit comments to three minutes.

ITEMS RECEIVED TOO LATE TO BE AGENDIZED

RECOMMENDATION: Adopt resolution determining need to take immediate action on item(s) and that the need for action came to the attention of the District subsequent to the posting of the Agenda (requires two-thirds vote of the Board members present, or, if less than two-thirds of the members are present, a unanimous vote of those members present.)

CONSENT CALENDAR (ITEMS NOS. 1 – 7)

All matters on the Consent Calendar are to be approved by one motion unless a Board member or staff

request separate action on a specific item. 1. APPROVAL OF CASH DISBURSEMENTS RECOMMENDATION: Ratify/authorize payment of bills 2. APPROVAL OF MINUTES OF BOARD OF DIRECTORS MEETINGS: NOVEMBER 28 AND

DECEMBER 19, 2012 RECOMMENDATION: Approve as presented 3. NOMINATIONS OF FRED R. BOCKMILLER, JR., P.E., AND MELODY HENRIQUES-

MCDONALD TO THE ASSOCIATION OF CALIFORNIA WATER AGENCIES/JOINT POWERS INSURANCE AUTHORITY (ACWA/JPIA) EXECUTIVE COMMITTEE

RECOMMENDATION: Adopt resolutions nominating Fred R. Bockmiller, P.E. and Melody

Henriques-McDonald to the ACWA/JPIA Executive Committee

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CONSENT CALENDAR ITEMS RECOMMENDED FOR APPROVAL AT PROPERTY MANAGEMENT COMMITTEE MEETING HELD JANUARY 25 (ITEM NO. 4)

4. CITY OF ANAHEIM’S REQUEST FOR LETTER OF SUPPORT FOR DEVELOPING A PARK

AT FIVE COVES BASIN RECOMMENDATION: 1) Provide letter of support for the City of Anaheim’s grant

application; and 2) Prepare Memorandum of Understanding with the City, to be

brought back to the Committee for final consideration, allowing for the construction of a bike and pedestrian path at Upper and Lower Five Coves Basin

CONSENT CALENDAR ITEMS RECOMMENDED FOR APPROVAL AT RETIREMENT

COMMITTEE MEETING HELD JANUARY 29 (ITEM NO. 5 - 7) 5. RETIREMENT COMMITTEE “EMPLOYEE” APPOINTMENTS RECOMMENDATION: Approve the appointments of the following employees to the

Retirement Committee: Sitting Member: Jason Dadakis (two-year term) Alternate No. 1 Roy Herndon (one-year term) Alternate No. 2 Jana Safarik (one-year term) 6. 401(a) MONEY PURCHASE RETIREMENT PLAN INVESTMENT LINE-UP REVIEW RECOMMENDATION: Approve the following changes to the 401(a) MPP Retirement fund

portfolio: Red Flag PGNAX Prudential Jennison Natural Resources A Keep Red Flag DMCVX Dreyful Opportunistic Midcap Value A Red Flag VETAX Victory Established Value A Add HWAAX Hotchkis and Wiley Value Opps A Red Flag HMVMX Highmark Value Fiduciary 7. RED FLAG REVIEW- 457(b) DEFERRED COMPENSATION PLAN RECOMMENDATION: Approve the following changes to the 457 (b) Deferred

Compensation Plan Close Fund RLPHX Royce Low Priced Stock Invmt map RLPHX to JTUAX JPMorgan US Small Company A Add Fund PSSSX Principal SmallCap Close Fund CSIEX Calvert Equity A map CSIEX to PRWAX T. Rowe Price New America Growth Close Fund FKGRX Franklin Growth A Map FKGRX to DVEAX Delaware Select Growth A Add Fund ASPIX Alger Spectra I Keep Red Flag JUEAX JPMorgan US Equity A Keep Red Flag SAMVX Ridge Worth Mid-Cap Value Equity A

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END OF CONSENT CALENDAR 8. INFORMATIONAL ITEMS

A. SANTA ANA WATERSHED PROJECT AUTHORITY ACTIVITIES B. ANNEXATION UPDATE C. LOCAL AGENCY FORMATION COMMISSION LAFCO MUNICIPAL SERVICE REVIEW

AND SPHERE OF INFLUENCE UPDATE D. COMMITTEE REPORTS

► January 14 – GWRS Steering Committee (Chair Yoh) ► January 23 – Joint Planning Committee (Chair Dewane) ► January 25 – Property Management Committee (Chair Sheldon) ► January 29 – Retirement Committee (Chair Yoh) 9. VERBAL REPORTS

PRESIDENT'S REPORT GENERAL MANAGER'S REPORT DIRECTORS’ REPORTS

► Reports on Conferences/Meetings Attended at District Expense (at which a quorum of the Board was present) GENERAL COUNSEL REPORT

10. ADJOURNMENT TO CLOSED SESSION

CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION [Government Code Section 54956.9(a)] – Two (2) cases:

1. OCWD v. Northrop Corporation, et al (VOC Litigation) Superior Court Case 04CC00715 2. OCWD v. Sabic Innovative Plastics, LLC, et al (South Basin Litigation)

Superior Court Case No. 03CC 00078246

CONFERENCE WITH LABOR NEGOTIATORS [Government Code Section 54957.6] OCWD designated representative: Stephanie Dosier Employee Organization: Orange County Employee Association: and Non-Represented Employees (Confidential and Management)

RECONVENE IN OPEN SESSION

ADJOURNMENT

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Agenda Posting: In accordance with the requirements of California Government Code Section 54954.2, this agenda has been posted in the main lobby of the Orange County Water District, 18700 Ward Street, Fountain Valley, CA not less than 72 hours prior to the meeting date and time above. All written materials relating to each agenda item are available for public inspection in the office of the Assistant District Secretary. Backup material for the Agenda is available at the District offices for public review and can be viewed online at the District’s website: www.ocwd.com. Accommodations to the Disabled: Pursuant to the Americans with Disabilities Act, persons with a disability who require a disability-related modification or accommodation in order to participate in a meeting, including auxiliary aids or services, may request such modification or accommodation from the District Secretary at (714)378-3233, by email at jdurant@ocwd.com by fax at (714) 378-3373. Notification 24 hours prior to the meeting will enable District staff to make reasonable arrangements to assure accessibility to the meeting. Availability of Agenda Material: As a general rule, agenda reports or other written documentation that has been prepared or organized with respect to each item of business listed on the agenda can be reviewed at www.ocwd.com. Copies of these materials and other disclosable public records distributed to all or a majority of the members of the Board of Directors in connection with an open session agenda item are also on file with and available for inspection at the Office of the District Secretary, 18700 Ward Street, Fountain Valley, California, during regular business hours, 8 a.m. to 5 p.m., Monday through Friday. If such writings are distributed to members of the Board of Directors on the day of a Board meeting, the writings will be available at the entrance to the Board of Directors meeting room at the Orange County Water District office.

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AGENDA ITEM SUBMITTAL Meeting Date: February 6 , 2013 Budgeted: N/A Budgeted Amount: N/A To: Board of Directors Cost Estimate: $ 9,128,969.01 Funding Source: N/A Program/Line Item No. N/A From: Mike Markus General Counsel Approval: N/A Engineers/Feasibility Report: N/A Staff Contact: K. Greene CEQA Compliance: N/A Subject: APPROVAL OF CASH DISBURSEMENTS SUMMARY For the period Jan. 10, 2013 through Jan. 30, 2013 including manual checks and wire transfers, staff is presenting cash disbursements totaling $ 9,128,969.01 disbursed for each period as follows.

Accounts Payable:

01/10/2013 to 01/16/2013 $ 690,383.04

01/17/2013 to 01/23/2013 $ 1,185,833.11

01/24/2013 to 01/30/2013 $ 6,343,908.87

Payroll: $ 908,843.99

Total Disbursements $ 9,128,969.01

RECOMMENDATION Ratify/Authorize payment of bills PRIOR RELEVANT BOARD ACTION(S) Semi-monthly

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MINUTES OF ADJOURNED REGULAR MEETING BOARD OF DIRECTORS, ORANGE COUNTY WATER DISTRICT

November 28, 2012, 5:30 p.m. President Alvarez called to order the November 28, 2012, meeting of the Orange County Water District Board of Directors at 5:30 pm in the Boardroom at the District office. Following the Pledge of Allegiance to the Flag, the District Secretary called the roll and reported a quorum as follows. Directors Claudia Alvarez Philip Anthony Kathryn Barr Denis Bilodeau (arrived 5:35 pm) Shawn Dewane (not in attendance) Cathy Green Stephen Sheldon Harry Sidhu Bruce Whitaker Roger Yoh

Staff Michael R. Markus, General Manager Joel Kuperberg, General Counsel Janice Durant, District Secretary Bruce Dosier, Randy Fick, Roy Herndon, Bill Hunt, Don Jackson, John Kennedy, Greg Woodside

Others in attendance: Steve Tedesco – Tetra Tech Don Calkins – City of Anaheim Jim Atkinson, Bob McVicker– Mesa Consolidated Water District Nabil Saba – City of Santa Ana Mike Moore, Tim White – MWH Keith Lyon – Municipal Water District of Orange County Rob Hanford – Golden State Water Company Brian Ragland – City of Huntington Beach Doug Chapman – East Orange County Water District

VISITOR PARTICIPATION There were no persons wishing to address the Board. CONSENT CALENDAR The Consent Calendar was then approved upon motion by Director Green, seconded by Director Barr and carried [9-0] as follows. 1. Approval of Cash Disbursements

MOTION NO. 12-172 APPROVING CASH DISBURSEMENTS

Payment of bills for the period November 1 through November 14, 2012 in the total amount of $2,996,201.65 is ratified and approved.

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2. Approval of Minutes

MOTION NO. 12-173 APPROVING MINUTES OF BOARD MEETING

The minutes of the Board of Directors meeting held October 3, 2012 are hereby approved as presented. 3. ISDOC Executive Committee Election

MOTION NO. 12-174 SUPPORTING ISDOC NOMINATING COMMITTEE’S RECOMMENDED

SLATE OF CANDIDATES FOR ISDOC EXECUTIVE COMM ITTEE Support for the Independent Special Districts of Orange County (ISDOC) Nominating Committee’s recommended slate of candidates for the ISDOC Executive Committee is hereby approved, and the Board President or her designee is authorized to cast the ballot on behalf of Orange County Water District. CONSENT CALENDAR ITEMS RECOMMENDED FOR APPROVAL AT COMMUNICATIONS LEGISLATIVE LIAISION COMMITTEE MEETING HELD NOVEMBER 8 4. Federal Legislative Update

MOTION NO. 12-175 RECEVING AND FILING FEDERAL LEGISLATIVE REPORT

The Federal Legislative Report presented on November 8, 2012 is hereby received and filed. 5. State Legislative Update

MOTION NO. 12-176 RECEVING AND FILING STATE LEGISLATIVE REPORT

The State Legislative Report presented on November 8, 2012 is hereby received and filed. 6. Bolsa Chica Conservancy Sponsorship for Annual Conservator of the Year Luncheon

MOTION NO. 12-177 AUTHORIZING SPONSORSHIP OF BOLSA CHICA CONSERVANCY ANNUAL

CONSERVATOR OF THE YEAR LUNCHEON Sponsorship at the Gold Level in the amount of $2,250 for the Bolsa Chica Conservancy 12th Annual Conservator of the Year Luncheon is hereby authorized.

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CONSENT CALENDAR ITEMS RECOMMENDED FOR APPROVAL AT WATER ISSUES COMMITTEE MEETING HELD NOVEMBER 14

7. Agreement to Best Drilling and Pump for Monitoring Well Redevelopment

RESOLUTION NO. 12-11-132 AUTHORIZING ISSUANCE OF AGREEMENT TO BEST DRILLING AND PUMP FOR

MONITORING WELL REDEVELOPMENT RESOLVED, that issuance of an Agreement to Best Drilling and Pump, Inc. is authorized to redevelop monitoring wells ABS-1, SCS-2 and WBS-3 located next to the OCWD percolation basins, for an amount not to exceed $124,075; and, upon approval as to form by District General Counsel, execution of such agreement on behalf of the District by the President or Vice President and General Manager or District Secretary is authorized.

8. Contract No. SB-2011-1, Santiago Pump Station Project: Ratify Issuance of Change Orders 1-8

& 14-15, and Authorize Filing of Notice of Completion

RESOLUTION NO. 12-11-133 ACCEPTING COMPLETION OF CONTRACT NO. SB-2011-1, SANTIAGO PUMP STATION

PROJECT (CANYON SPRINGS ENTERPRISES DBA RSH CONSTRUCTION) AND AUTHORIZING FILING OF NOTICE OF COMPLETION

WHEREAS, the District staff has submitted its report that Canyon Springs Enterprises dba RSH Construction has completed work under Contract No. SB-2011-1, Santiago Pump Station Project; and WHEREAS, the District staff has advised of issuance of Change Order Nos. 1-8, 14 and 15 to such contract providing for contract price increase of $243,600.70; and WHEREAS, staff has recommended that the District accept completion of said work and that a Notice of Completion be filed for recordation and the balance of payment be made, pursuant to the terms and conditions of such contract; NOW, THEREFORE, the Board of Directors of the Orange County Water District does hereby resolve as follows: Section 1: Issuance of Change Orders No. 1 through 8, 14 and 15 to such contract is hereby ratified as outlined above. Section 2: Work under such contract is accepted as complete and the District staff is authorized and directed to execute a Notice of Completion and record said Notice in the Office of the County Recorder. Section 3: Upon expiration of the interim lien period, providing no liens have been filed, payment of the balance due under such contract shall be made

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9. Contract No. K-2011-1, Kraemer Basin Valve Project: Ratify Issuance of Change Orders 1-3, and Authorize Filing of Notice of Completion

RESOLUTION NO. 12-11-134

ACCEPTING COMPLETION OF CONTRACT NO. K-2011-1, KRAEMER BASIN VALVE PROJECT (CANYON SPRINGS ENTERPRISES DBA RSH CONSTRUCTION) AND

AUTHORIZING FILING OF NOTICE OF COMPLETION WHEREAS, the District staff has submitted its report that Canyon Springs Enterprises dba RSH Construction has completed work under Contract No. K-2011-1, Kraemer Basin Valve Project; and WHEREAS, the District staff has advised of issuance of Change Orders Nos. 1 through -3 to such contract providing for contract price increase of $27,868.38; and WHEREAS, staff has recommended that the District accept completion of said work and that a Notice of Completion be filed for recordation and the balance of payment be made, pursuant to the terms and conditions of such contract; WHEREAS, staff has further recommended an increase of $17,685 to the project budget, increasing the total project budget to $688,685; NOW, THEREFORE, the Board of Directors of the Orange County Water District does hereby resolve as follows: Section 1: Issuance of Change Orders No. 1 through 3 to such contract is hereby ratified as outlined above. Section 2: The total project budget is increased by $17,685 to $688,685. Section 3: Work under such contract is accepted as complete and the District staff is authorized and directed to execute a Notice of Completion and record said Notice in the Office of the County Recorder. Section 4: Upon expiration of the interim lien period, providing no liens have been filed, payment of the balance due under such contract shall be made 10. Contract No. W-2011-1, Warner Basin Transfer Tubes Replacement Project (Mike Bubalo

Construction Co.): Authorize Filing of Notice of Completion

RESOLUTION NO. 12-11-135 ACCEPTING COMPLETION OF CONTRACT NO. W-2011-1, WARNER BASIN TRANSFER

TUBES REPLACEMENT PROJECT (MIKE BUBALO CONSTRUCTION CO.) AND AUTHORIZING FILING OF NOTICE OF COMPLETION

WHEREAS, the District staff has submitted its report that Mike Bubalo Construction Co. has completed work under Contract No. W-2011-1, Warner Basin Transfer Tubes Replacement Project; and

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WHEREAS, staff has recommended that the District accept completion of said work and that a Notice of Completion be filed for recordation and the balance of payment be made, pursuant to the terms and conditions of such contract; NOW, THEREFORE, the Board of Directors of the Orange County Water District does hereby resolve as follows: Section 1: Work under such contract is accepted as complete and the District staff is authorized and directed to execute a Notice of Completion and record said Notice in the Office of the County Recorder. Section 2: Upon expiration of the interim lien period, providing no liens have been filed, payment of the balance due under such contract shall be made 11. Agreement to Habitat West for Two-Year Maintenance Services on OCWD Restoration Sites

RESOLUTION NO. 12-11-136 AUTHORIZING ISSUANCE OF AGREEMENT TO HABITAT WEST FOR TWO -YEAR

MAINTENANCE SERVICES ON OCWD RESTORATION SITES RESOLVED, that issuance of an Agreement is authorized to Habitat West, Inc. for maintenance services on habitat restoration sites in Orange County for $62,150 for two calendar years, 2013 – 2014. 12. Agreement to Geotechnical Consultants for Inspection Services for Destruction of Monitoring

Well OCWD -SA22 and Construction of Replacement Monitoring Well OCWD-SA22R

RESOLUTION NO. 12-11-137 AUTHORIZING ISSUANCE OF AGREEMENT TO GEOTECHNICAL CONSULTANTS FOR

INSPECTION SERVICES FOR DESTRUCTION OF MONITORING WELL OCWD-SA22 AND CONSTRUCTION OF REPLACEMENT MONITORING WELL OCWD-SA22R

RESOLVED, that issuance of an Agreement is authorized to Geotechnical Consultants, Inc. for an amount not to exceed $29,395 for inspection services for the OCWD-SA22 Project 13. Amendment to Joint Powers Agreement with OCSD Concerning Contract No. GWRS-2011-2,

Joint Microfiltration Backwash Redirection Project

RESOLUTION NO. 12-11-138 AUTHORIZING AMENDMENT TO JOINT POWERS AGREEMENT WITH OCSD

CONCERNING CONTRACT NO. GWRS-2011-2 JOINT MICROFILTRATION BACKWASH REDIRECTION PROJECT

WHEREAS, pursuant to Resolution No. 11-3-40 adopted March 16, 2011, OCWD entered into the Cost Sharing Agreement with the Orange County Sanitation District (OCSD) for the Development of a Joint Project to Increase Nighttime Flow to GWRS and Redirect Microfiltration Backwash Waste Flows at OCSD Plant No. 1; and

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WHEREAS, the District staff has advised that the Joint Microfiltration Backwash Redirection Project has been completed, with Phase 1 of this project successfully implemented which currently allows Orange County Water District (OCWD) to store microfiltration backwash in the OCSD primary clarifiers during the day so that it can be pumped to GWRS at night for treatment to make up for lack of nighttime flows. WHEREAS, staff has further advised that the Phase 2 of the project was unable to be completed due to unforeseen repair work to OCSD’s primary clarifiers which prevents access to the clarifiers;and WHEREAS, the Water Issues Committee of this Board has presented and recommended Amendment No. 1 to the hereinabove referenced Cost Sharing Agreement to reflect the withdrawal of Phase 2 and the necessary repair work; NOW, THEREFORE, the Board of Directors of the Orange County Water District does hereby approve Amendment No. 1 to such Cost-Sharing Agreement; and, upon approval as to form by District General Counsel, execution of such Amendment on behalf of the District by the President or Vice President and General Manager or District Secretary is authorized. 14. Amendment No. 5 to Hargis + Associates Agreement to Conduct Groundwater Assessment of

MTBE and TBA Contamination and Retain Aquilogic for Environmental Consulting Services

RESOLUTION NO. 12-11-139 AUTHORIZING FILING OF NOTICE OF EXEMPTION FOR COLLECTION AND

ANALYSIS OF SOIL AND GROUNDWATER DATA USING CONE PENETRATING TESTING AND SONIC DRILLING TECHNOLOGY AT GAS STATION SITES IN THE

SOUTH BASIN AREA, AND AUTHORIZING AMENDMENT TO HARGIS + ASSOCIATES AGREEMENT TO CONDUCT GROUNDWATER ASSESSMENT

OF MTBE AND TBA CONTAMINATION; AND AUTHORIZING AGREEMENT TO AQUILOGIC FOR ENVIRONMENTAL

CONSULTING SERVICES WHEREAS, pursuant to action taken in Closed Session on October 1, 2008, OCWD issued Agreement No. 518 to Hargis + Associates to conduct methyl tert butyl ether (MTBE) site evaluation and prepare a work plan for investigating selected MTBE station sites within the OCWD service area; and WHEREAS, the Water Issues Committee of this Board has recommended continued investigation to collect soil and groundwater data using CPT methodology within one mile of five designated gas station sites in accordance with CEQA guidelines; and WHEREAS, the Water Issues Committee has further recommended issuance of Amendment No. 5 to Agreement No. 518 with Hargis + Associates in an amount not to exceed $417,928 to conduct a groundwater assessment of MTBE and TBA contamination at five gas station site areas, bringing Hargis’ total PSA authorized amount to $4,465,161; WHEREAS, the Water Issues Committee has further recommended issuance of an Agreement to Aquilogic for an amount not to exceed $226,585 to oversee field work by Hargis; prepare site summary reports; and assist staff with site closure request analysis, presentation preparation, and technical support; and

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WHEREAS, in accordance with the California Environmental Quality Act (CEQA), staff has recommended filing a Notice of Exemption for such work; NOW, THEREFORE, the Board of Directors of the Orange County Water District does hereby resolve as follows: Section 1: The OCWD Board does hereby find and determine the necessity to expend the requested funds to perform the aforementioned work to address methyl tertiary butyl ether (MTBE) and tert-butyl alcohol (TBA) contamination in the vicinity of the gas station sites and that such expenditures are required by the magnitude of the endeavor and the urgency of prompt action needed to prevent, abate, or contain the threatened and existing MTBE and TBA contamination in the vicinity of the gas stations. Section 2: Filing of a Notice of Exemption is authorized for the collection and analysis of soil and groundwater data using CPT and sonic drilling technology at five additional priority sites in the South Basin area in accordance with CEQA guidelines. Section: 3: Issuance of Amendment No. 5 to Agreement No. 518 with Hargis + Associates is authorized in an amount not to exceed $417,928 to conduct a groundwater assessment of MTBE and TBA contamination at five additional gas station site areas, bringing Hargis’ total authorized amount to $4,465,161; and, upon approval as to form by District General Counsel, execution of such Agreement on behalf of the District is authorized by the President or Vice President and General Manager or District Secretary. Section: 4: Issuance of an Agreement to Aquilogic is authorized for an amount not to exceed $226,585 to oversee field work by Hargis; prepare site summary reports; and assist staff with site closure request analysis, presentation preparation, and technical support; and, upon approval as to form by District General Counsel, execution of such Agreement on behalf of the District is authorized by the President or Vice President and General Manager or District Secretary.

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CONSENT CALENDAR ITEMS RECOMMENDED FOR APPROVAL AT ADMINISTRATION AND FINANCE ISSUES COMMITTEE MEETING HELD NOVEMBER 15 15. Monthly Cash Control Report

MOTION NO. 12-178 RECEIVING AND FILING MONTHLY CASH CONTROL REPORT

The Cash and Cash Equivalents Control Report dated October 31, 2012 is hereby received and filed.

16. Monthly Cash Disbursement Detail Report

MOTION NO. 12-179 RECEIVING AND FILING MONTHLY CASH DISBURSEMENT DETAIL REPORT

The Cash Disbursements Detail Report for the period September 27, 2012 through October 31, 2012 is hereby received and filed. 17. Purchase Order to Raceway Ford for Replacement Service Truck at Field Headquarters

RESOLUTION NO. 12-11-140 AUTHORIZING PURCHASE ORDER TO RACEWAY FORD FOR SERVICE TRUCK

RESOLVED, that issuance of a Purchase Order is authorized to Raceway Ford for an amount not to exceed $29,922 for an F150 XLT Service Truck at Field Headquarters. 18. District Travel / Expense Report FY 2011 –12

MOTION NO. 12-180 RECEIVING AND FILING DISTRICT TRAVEL/EXPENSE REPORT FY 2011 –12

The District travel/expense report for Fiscal Year 2011-12 is hereby received and filed. 19. Biennial Review of OCWD Conflict of Interest Code

RESOLUTION NO. 12-11-141 ADOPTING AMENDED BIENNIAL REVIEW OF OCWD CONFLICT OF INTEREST CODE

Adopt amended Conflict of Interest Code revised Appendix A, and direct District Secretary to submit amendment to Orange County Clerk of the Board prior to December 31, 2012

ADOPTING AMENDED APPENDIX A (DESIGNATED FILERS) TO CONFLICT OF INTEREST CODE

WHEREAS, pursuant to Resolution No. 09-11-163 adopted November 4, 2009, the Orange County Water District adopted its Conflict of Interest Code conforming to the Political Reform Act, composed of the following three documents: 1) Conflict of Interest Code, 2) Appendix A, Designated Filers; and 3) Appendix B, Disclosure Categories; and

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WHEREAS, the Political Reform Act requires local government to review its Conflict of Interest Code biennially to determine its accuracy; and WHEREAS, the Administration and Finance Issues Committee of this Board has reviewed the OCWD Conflict of Interest Code and appendices thereto and has recommended adoption of an amended Appendix “A” to the OCWD Conflict of Interest Code to reflect appropriate staff assignments; NOW, THEREFORE, the Board of Directors of the Orange County Water District does hereby resolve as follows: Section 1: The OCWD Conflict of Interest Code Appendix A, Designated Filers dated November 4, 2009, is amended as described herein and is hereby incorporated in and made a part of the OCWD Conflict of Interest Code, replacing the previous Appendix A. Section 2: The District Secretary is hereby instructed to forward such amended Conflict of Interest Code and revised Appendix A to the Orange County Board of Supervisors for review and approval as required by California Government Code Section 87303. 20. Investment Portfolio Holdings Report

MOTION NO. 12-181 RECEIVING AND FILING INVESTMENT PORTFOLIO HOLDINGS REPORT

The Investment Portfolio Holdings Report dated October 31, 2012 is hereby received and filed. 21. First Quarter Fiscal Year 2012-13 Budget to Actual Report

MOTION NO. 11-182 RECEIVING AND FILING FIRST QUARTER FISCAL YEAR 2012-13

BUDGET TO ACTUAL REPORTS The First Quarter Fiscal Year 2012-13 Budget to Actual reports for the period of July 1, 2012 to September 30, 2012 are hereby received and filed. 22. Ratio Analysis Report for Quarter Ended September 30, 2012

MOTION NO. 12-183 RECEIVING AND FILING FIRST QUARTER FY 2012-13 RATIO ANALYSIS REPORT

The FY2012-13 First Quarter Ratio Analysis Report for the quarter ended September 30, 2012 is hereby received and filed.

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23. Statement of Investment Policy

RESOLUTION NO. 12-11-142 ADOPTING STATEMENT OF INVESTMENT POLICY

The Statement of Investment Policy for Fiscal Year 2012-2013, on file at the District office, is hereby adopted as presented. Director Bilodeau arrived at 5:35 p.m. at this point in tonight’s meeting. 24. INFORMATIONAL ITEMS There was no discussion of the information items on tonight’s Agenda. The Board reported on attendance at the following Committee meetings (at which a quorum was present), noting that the minutes/action agendas were included in tonight’s Board packet. November 08 - Communications and Legislative Liaison Committee November 14 - Water Issues Committee November 15 - Administration/Finance Issues Committee 25. VERBAL REPORTS There were no verbal reports. 26. ADJOURNMENT TO CLOSED SESSION The Board adjourned to Closed Session at 5:35 p.m. as follows:

CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION [Government Code Section 54956.9(a)] – One (1) case: OCWD v. Sabic Innovative Plastics, LLC, et al (South Basin Litigation) Superior Court Case No. 03CC00078246

CONFERENCE WITH REAL PROPERTY NEGOTIATORS

[Government Code Section 54956.8] Real property located at: 3199 East La Palma Avenue, Anaheim OCWD negotiators: Mike Markus Negotiating party: Panattoni Development Corporation Under negotiation: Price and Terms

RECONVENE IN OPEN SESSION The Board reconvened in Open Session at 7:40 p.m. whereupon General Counsel Kuperberg announced that no reportable action was taken in Closed Session.

MINUTES OF MEETING BOARD OF DIRECTORS, ORANGE COUNTY WATER DISTRICT

December 19, 2012, 5:30 p.m. President Alvarez called to order the December 19, 2012, meeting of the Orange County Water District Board of Directors at 5:30 pm in the Boardroom at the District office. Following the Pledge of Allegiance to the Flag, the District Secretary called the roll and reported a quorum as follows. Directors Claudia Alvarez Philip Anthony Kathryn Barr Denis Bilodeau Shawn Dewane Cathy Green Stephen Sheldon Harry Sidhu Bruce Whitaker Roger Yoh

Staff Michael R. Markus, General Manager Joel Kuperberg, General Counsel Janice Durant, District Secretary Gina DePinto, Randy Fick, Roy Herndon, Bill Hunt, Judy-Rae Karlsen, John Kennedy, Ben Smith, Eleanor Torres, Mike Wehner, Nira Yamachika, Dave Youngblood, Greg Woodside

Others in attendance: Assemblymember Donald Wagner Jose Diaz – City of Orange County Water District Nabil Saba – City of Santa Ana Jim Atkinson, Bob McVicker, Paul Schoenberger – Mesa Consolidated Water District Keith Lyon – Municipal Water District of Orange County Brian Ragland – City of Huntington Beach Steve Conklin – Yorba Linda Water District Suzanne Bilodeau Greg Allen – Aviva Energy Corp. Mark Butier – Butier Construction

VISITOR PARTICIPATION There were no persons wishing to address the Board. CERMEONIAL SWEARING-IN CEREMONY Assemblyman Donald Wagner administered the ceremonial oath of office to the following newly elected/reappointed Directors: Philip Anthony, Denis Bilodeau, Cathy Green, Roger Yoh

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1. Elections and Appointments to OCWD Board Board took the following actions with regard to the November 6 General Election.

MOTION NO. 12-184 RECEIVING AND FILING CERTIFICATES OF ELECTION

AND APPOINTMENTS IN LIEU OF ELECTION Upon motion by Director Dewane, seconded by Director Barr and carried [9-0], the Certificates of the Orange County Registrar of Voters for the November 6, 2012 General Election certifying the election of the following Directors are hereby received and filed: Division 2 Denis Bilodeau 4-year term December 7, 2012 through December 2, 2016 Division 3 Roger Yoh 4-year term December 7, 2012 through December 2, 2016 Division 4 Philip Anthony 4-year term December 7, 2012 through December 2, 2016 Division 6 Cathy Green 4-year term December 7, 2012 through December 2, 2016 2. Annual Reorganization of the Board of Directors A) Election of Officers The Board entertained nominations for Board officers. The following Directors were nominated by the Board: Office of President: Shawn Dewane Office of First Vice President: Cathy Green Office of Second Vice President: Roger Yoh The following actions were then taken.

MOTION NO. 12-185 ELECTING SHAWN DEWANE PRESIDENT

Upon motion by Director Alvarez, seconded by Director Green and carried [10-0], Director Shawn Dewane is hereby nominated to the office of President of the Orange County Water District; and, the nominations are hereby closed and Director Dewane is elected President for the 2012-13 one-year term.

MOTION NO. 12-186 ELECTING CATHY GREEN FIRST VICE PRESIDENT

Upon motion by Director Barr, seconded by Director Dewane and carried [10-0], Cathy Green is hereby nominated to the office of First Vice President; and, the nominations are hereby closed and Director Green is elected First Vice President for the 2012-13 one-year term.

MOTION NO. 12-187 ELECTING ROGER YOH SECOND VICE PRESIDENT

Upon motion by Director Dewane, seconded by Director Anthony and carried [10-0], Director Roger

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Yoh is hereby nominated to the office of Second Vice President; and, the nominations are hereby closed and Director Yoh is elected Second Vice President for the 2012-13 one-year term. Director Dewane assumed the chair and the meeting proceeded. B) Interim Reappointment of Committee and Agency Representatives President Dewane indicated that he would make his decisions regarding Committee and outside agency appointments at the next Board meeting. He urged the Directors to contact him with their requests for assignments prior to the next Board meeting. 3. Resolution Commending Claudia C. Alvarez The Board thanked Director Alvarez for her service to the Orange County Water District and the following action was taken. Upon motion by Director Dewane, seconded by Director Sheldon, the following resolution was unanimously adopted.

RESOLUTION NO. 12-12-143 COMMENDING CLAUDIA C. ALVAREZ FOR HER DEDICATED SERVICE AS A BOARD MEMBER OF THE ORANGE COUNTY WATER DISTRICT AND HER COMMITMENT TO

SUSTAINING ORANGE COUNTY’S WATER SUPPLIES

WHEREAS, in January 2007, Claudia C. Alvarez, Esq. was appointed by the city council to serve on the Orange County Water District (OCWD; the District) Board of Directors (the Board) representing Division Eight, the city of Santa Ana. She was elected by the OCWD Board to serve as President in 2011 and 2012. Director Alvarez proudly represented the City of Santa Ana and performed her duties with great diligence and enthusiasm for six years. Her numerous years of public service and broad experience have served the District well; and WHEREAS, Director Alvarez is very knowledgeable about the complexities of groundwater management, creating new water supplies and sustaining local and state water supplies. Under her leadership, the OCWD Board of Directors approved the construction of the 30 million gallon per day Initial Expansion of the Groundwater Replenishment System (GWRS), the world’s largest advanced water purification system of its kind. GWRS began operations in January 2008. Director Alvarez, her Board colleagues and District staff have provided GWRS onsite tours to more than 18,000 local, national, and international guests including U.S. Senator Dianne Feinstein, California Governor Edmund Brown, Jr. and many dignitaries from around the world. Additionally, while serving on the Board, OCWD garnered more than 21 awards, including the prestigious American Society of Civil Engineers (ASCE) 2009 Outstanding Civil Engineering Achievement Award for the year’s most outstanding national engineering project, and the Stockholm 2008 Industry Water Award for the year’s most outstanding international water project; and WHEREAS, Director Alvarez was raised in Santa Ana and has lived in the city for 26 years. She attended Santa Ana schools and graduated from Santiago High School. She took interest in public service at an early age. After high school, Director Alvarez went on to earn a Bachelor’s Degree in Criminal Justice/Political Science from California State University, Fullerton, and a Juris Doctorate in Law from Loyola Law School. Director Alvarez chose to pursue a career in law to better serve the community. During college, she worked at the North Orange County Superior Court and served on the Associated Student Board of Directors at the university. While attending law school, she

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volunteered for the Legal Aid Foundation of Los Angeles helping victims of domestic abuse and at the Conflict Resolution Center at Loyola Law School helping the surrounding community resolve conflicts. Since being admitted to the California Bar in 1994, Director Alvarez has managed a private practice and currently serves as a Deputy District Attorney for the County of Orange; and WHEREAS, Director Alvarez proudly served on the Santa Ana City Council for twelve years. She was elected to the Council in November 2000, re-elected in 2004 and then again in 2008 with over 78 percent of the vote. She served as Mayor Pro-Tem in Santa Ana from 2007 to 2012 and also served as the city’s Chair of the Public Safety Committee and as a member of its Transportation Committee; and WHEREAS, in June 2002, Director Alvarez attended the Program for Senior Executives in State & Local Government at Harvard University’s John F. Kennedy School of Government and served as a delegate to Japan through the American Council of Young Political Leaders in October 2003; and WHEREAS, Director Alvarez has been a committed public servant to numerous agencies and civic organizations. She has been a mentor for the Puente and Hermanita Mentor Program and also has worked with gang diversion programs. She has served as President of the Hispanic Bar Association and as Vice-President of KinderCaminata, a program that introduces low-income kindergarten students to higher education through their local community colleges. Director Alvarez has also been President of MANA – A National Latina Organization, Orange County Chapter (previously known as the Mexican American National Association) and currently serves as a Board Member of the Community Service Programs, an organization dedicated to providing shelter and counseling for Orange County residents that are victims of crime; and WHEREAS, Director Alvarez was elected in November 2012 to serve on the Board of Trustees of the Rancho Santiago Community College District which oversees one of the state’s oldest community colleges, Santa Ana College, and also one of its newest, Santiago Canyon College. Centered in a growing and dynamic area, the district serves a population of more than 700,000 residents in the communities of Anaheim Hills, Garden Grove, Irvine, Orange, Santa Ana, Tustin and Villa Park. As a Board of Trustees she will be given the great responsibility to help shape the future for more than 42,000 enrolled students annually; and NOW, THEREFORE, let it be resolved that the Board of Directors of the Orange County Water District does hereby officially commend and congratulate Claudia C. Alvarez, Esq. on her dedication to helping Orange County create new water supplies and her successful leadership at the Orange County Water District as its President and Board Member. It is with great appreciation and admiration that the Board wishes her continued success in her future endeavors. PRESENTATION OF DEMAND RESPONSE PAYMENT BY NORTH AMERICAN POWER PARTNERS North American Power Partners presented the District with a Demand Response Payment in the amount of $517,000.

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VISITOR PARTICIPATION There were no visitors wishing to address the Board. CONSENT CALENDAR 4. Approval of Cash Disbursements

MOTION NO. 12-188 APPROVING CASH DISBURSEMENTS

Payment of bills for the period November 15 through December 12, 2012 in the total amount of $18,847,255.30 is ratified and approved. 5. Approval of Minutes

MOTION NO. 12-189

APPROVING MINUTES OF BOARD MEETING The minutes of the Board of Directors meeting held October 17, 2012 are hereby approved as presented. CONSENT CALENDAR ITEMS RECOMMENDED FOR APPROVAL AT PROPERTY MANAGEMENT COMMITTEE MEETING HELD NOVEMBER 30 6. 50-Year Lease with YLWD to Construct Water Production Well at Warner Basin

RESOLUTION NO. 12-12-144 APPROVING 50 YEAR LEASE AGREEMENT WITH YORBA LINDA WATER DISTRICT TO

CONSTRUCT A WATER PRODUCTION WELL AT WARNER BASIN WHEREAS, the Property Management Committee of this Board has recommended approval of a 50-year lease agreement with Yorba Linda Water District to construct a groundwater production well and appurtenant pipeline and drain pipe at Warner Basin including a construction and maintenance area for a term of 50 years ending on December 31, 2062, with an annual rent of $3,817 adjusted annually by 3 percent; NOW, THERFORE, the Board of Directors of the Orange County Water District does hereby approve the aforementioned Lease Agreement with Yorba Linda Water District; and, approval as to form by District General Counsel, its execution on behalf of the District by the President or Vice President and General Manager or District Secretary is authorized.

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7. Selection of Consultants to Prepare Environmental Impact Report (EIR) for Ball Road Basin General Plan Amendment and Zone Change

RESOLUTION NO. 12-12-145

SELECTION OF CONSULTANTS TO PREPARE ENVIRONMENTAL IMPACT REPORT (EIR) FOR BALL ROAD BASIN GENERAL PLAN AMENDMENT AND ZONE CHANGE

WHEREAS, the District staff has advised that the Initial Study to determine the appropriate California Environmental Quality Act (CEQA) documentation required for the District’s application with the City of Anaheim (City) for a General Plan Amendment and Zone Change (GPA/ZC) for the Ball Road Basin property (Property) was finalized with the City and concludes that an Environmental Impact Report (EIR) should be prepared to comply with CEQA. WHEREAS, the Property Management Committee of this Board has recommended issuance of an Agreement to Environmental Advisors to prepare such EIR; and for an amount not to exceed $185,921 for preparation of an Environmental Impact Report for a General Plan Amendment and Zone Change for the Ball Road Basin Property; and WHEREAS, the Property Management Committee of this Board has recommended issuance of an Agreement to Adams-Streeter to provide Engineering support of the Ball Road Basin EIR in the amount of $24,700; NOW, THERFORE, the Board of Directors of the Orange County Water District does hereby resolve as follows: Section 1: Issuance of a Work Order to Environmental Advisors for an amount not to exceed $185,921 for preparation of an Environmental Impact Report for a General Plan Amendment and Zone Change for the Ball Road Basin Property; and

Section 2: Issuance of an Agreement to Adams-Streeter is authorized in the amount of $24,700 to provide Engineering support of the Ball Road Basin EIR. CONSENT CALENDAR ITEMS RECOMMENDED FOR APPROVAL AT WATER ISSUES COMMITTEE MEETING HELD DECEMBER 12 (ITEMS NO. 8 -14) 8. Amendment to Agreement with James Pike for Prado Vireo Monitoring

RESOLUTION NO. 12-12-146 AUTHORIZING AMENDMENT TO AGREEMENT WITH JAMES PIKE

FOR PRADO VIREO MONITORING WHEREAS, pursuant to Resolution No. 10-2-23 adopted February 17, 2010, OCWD authorized an agreement with Mr. James Pike for vireo monitoring and services in the Prado Basin at $55,000 for a three year period, 2010 through 2012; and WHEREAS, the Water Issues Committee of this Board has recommended Amendment of such Agreement with James Pike increasing the not to exceed reimbursement amount from $165,000 to $345,000 and extending the termination date to December 31, 2015

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NOW, THERFORE, the Board of Directors of the Orange County Water District does hereby approve the Amendment to Agreement No. 0637 with James Pike as described herein; and, upon approval as to form by District General Counsel, its execution on behalf of the District by the President or Vice President and General Manager or District Secretary is authorized. 9. Purchase Order to Bruker Daltonics for a Quadrupole GC/MS System (Gas Chromatograph /

Mass Spectrometer)

RESOLUTION NO. 12-12-147 AUTHORIZING PURCHASE ORDER TO BRUKER DALTONICS FOR A QUADRUPOLE

GC/MS SYSTEM (GAS CHROMATOGRAPH / MASS SPECTROMETER) RESOLVED, that issuance of a Purchase Order is authorized to Bruker Daltonics for an amount not to exceed $103,195 for the purchase of a Quadrupole Gas Chromatograph/Mass Spectrometer System 10. Contract No. MBI-2012-1: Phase II of Demonstration Mid-Basin Injection Project- Notice

Inviting Bids

MOTION NO. 12-190 AUTHORIZING ISSUANCE OF NOTICE INVITING BIDS FOR CONTRACT NO. MBI-2012-1,

PHASE II OF DEMONSTRATION MID-BASIN INJECTION PROJECT Publication of Notice Inviting Bids is authorized for Contract No. MBI-2012-1, Phase II of Demonstration Mid-Basin Injection Project. 11. Results of Demand Response Proposal Solicitation and Recommendation for Award to North

American Power Partners

RESOLUTION NO. 12-12-155 APPROVING TWO-YEAR AGREEMENT WITH NORTH AMERICAN POWER PARTNERS

RESOLVED, that the District General Manager is authorized to finalize negotiations and execute a two-year Agreement with North American Power Partners for the period January 1, 2013 through December 31, 2015 for 11 megawatt curtailment Demand Response (DR) services for GWRS, subject to approval as to form by District General Counsel. 12. Agreement to FS Construction for Lincoln Avenue Storm Drainage Improvement Project and

Establish Project Budget

RESOLUTION NO. 12-12-148 AUTHORIZING AGREEMENT TO FS CONSTRUCTION FOR LINCOLN AVENUE STORM

DRAINAGE IMPROVEMENT PROJECT AND ESTABLISHING PROJECT BUDGET RESOLVED, that issuance of an Agreement to FS Construction is authorized in the amount of $32,000 for construction of the Lincoln Avenue Storm Drainage Improvement project; and, upon approval as to form by District General Counsel, its execution on behalf of the District by the President or Vice President and General Manager or District Secretary is authorized; and a capital project budget of $38,000 is established for such project.

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13. NBGPP - Amendment to Agreement with Jackson Demarco Tidus and Peckenpaugh for Legal

Services

RESOLUTION NO. 12-12-149 AUTHORIZING AMENDMENT TO AGREEMENT WITH JACKSON DEMARCO TIDUS AND

PECKENPAUGH FOR LEGAL SERVICES FOR NORTH BASIN GROUNDWATER PROTECTION PROJECT

RESOLVED, that issuance of Amendment No. 11 to Agreement No. 16295 to Jackson, DeMarco, Tidus and Peckenpaugh is authorized for an amount not to exceed $31,860 for legal services to complete the Final Subsequent Environmental Impact Report process for modifications to the North Basin Groundwater Protection Project. 14. NBGPP – Agreement to Butier for Construction Management Services, and Publication of

Notice Inviting Bids for Contract No. NBGPP-2012-1 for Project Design

RESOLUTION NO. 12-12-150 AUTHORIZING AGREEMENT TO BUTIER FOR CONSTRUCTION MANAGEMENT SERVICES FOR CONTRACT NO. NBGPP-2012-1, NORTH BASIN GROUNDWATER

PROTECTION PROJECT, AND AUTHORIZING PUBLICATION OF NOTICE INVITING BIDS FOR PROJECT DESIGN

RESOLVED, that issuance of an Agreement to Butier is authorized for an amount not to exceed $1,760,352 for Construction Management Services for the North Basin Groundwater Protection Project; and, upon approval as to form by District General Counsel, its execution on behalf of the District by the President or Vice President and General Manager or District Secretary is authorized. RESOLVED FURTHER, publication of a Notice Inviting Bids for Contract No. NBGPP-2012-1, North Basin Groundwater Protection Project, for pipeline design is authorized. CONSENT CALENDAR ITEMS RECOMMENDED FOR APPROVAL AT ADMINISTRATION AND FINANCE ISSUES COMMITTEE MEETING HELD DECEMBER 13 15. Monthly Cash Control Report

MOTION NO. 12-191 RECEIVING AND FILING MONTHLY CASH CONTROL REPORT

The Cash and Cash Equivalents Control Report dated November 30, 2012 is hereby received and filed.

16. Monthly Cash Disbursement Detail Report

MOTION NO. 12-192 RECEIVING AND FILING MONTHLY CASH DISBURSEMENT DETAIL REPORT

The Cash Disbursements Detail Report for the period of November 12 through November 28, 2012 is hereby received and filed.

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17. Consent to Construct Additional Pistol Bays and Bullet Barrier Extensions at Mike Raahauge’s

Prado Shooting Range

RESOLUTION NO. 12-12-151 CONSENTING TO CONSTRUCTION OF ADDITIONAL PISTOL BAYS AND BULLET BARRIER

EXTENSIONS AT MIKE RAAHAUGE’S PRADO SHOOTING RANGE WHEREAS, the Administration and Finance Issues Committee of this Board has recommended that OCWD consent to the request by Mike Raahauge for construction of eight new pistol shooting bays, with bullet barrier extensions, at his Prado Shooting Range on the condition that bullet barriers extensions are constructed on all existing pistol bays, within six months of this Board action; NOW, THEREFORE, the Board of Directors of the Orange County Water District does hereby consent to the construction of eight new pistol shooting bays, with bullet barrier extensions as outlined herein; and upon approval as to form by District General Counsel, execution of the Consent by the President or Vice President and General Manager or District Secretary is authorized. 18. Investment Portfolio Holdings Report

MOTION NO. 12-193 RECEIVING AND FILING INVESTMENT PORTFOLIO HOLDINGS REPORT

The Investment Portfolio Holdings Report dated November 30, 2012 is hereby received and filed. 19. Post-Issuance Tax Compliance Policy and Procedure

RESOLUTION NO. 12-12-152 ADOPTING POST-ISSUANCE TAX COMPLIANCE PROCEDURES FOR TAX EXEMPT AND

TAX-ADVANTAGED BONDS WHEREAS, the Administration and Finance Issues Committee of this Board has presented and recommended adoption of the Post-Issuance Tax Compliance Procedures For Tax-Exempt and Tax-Advantaged Bonds the purpose of which is to document the District’s current practice with all post issuance tax regulations establish by the Internal Revenue Code of 1986 which are needed to preserve the tax-exempt or tax-advantaged status of the bonds; NOW, THEREFORE, the Board of Directors of the Orange County Water District does hereby adopt the Post-Issuance Tax Compliance Procedures For Tax-Exempt and Tax-Advantaged Bonds as follows:

Post-Issuance Tax Compliance Procedures For Tax-Exempt And Tax-Advantaged Bonds As Follows:

The purpose of these Post-Issuance Tax Compliance Procedures is to establish policies and procedures in connection with tax-exempt or tax-advantaged obligations (the “Bonds”) issued by the Orange County Water District (the “Issuer”) so as to maximize the likelihood that all applicable post-issuance requirements of the Internal Revenue Code of 1986, as amended (the “Code”) and applicable Treasury Regulations (the “Regulations”) needed to preserve the tax-exempt or tax-advantaged status of the Bonds are met. The Issuer reserves the right to use its discretion as

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necessary and appropriate to make exceptions or create additional provisions as circumstances warrant. The Issuer also reserves the right to change these policies and procedures from time to time.

General

Proceeds of the Issuer’s Bonds are used to finance certain facilities and equipment. Federal tax law limitations apply to the Issuer’s Bonds. These limitations apply throughout the life of the outstanding Bonds. Some of these “over the life” limitations relate to the investment of proceeds of the Bonds, and others relate to the use and expenditure of the proceeds of the Bonds. A failure to meet these “over the life” limitations at any time during the life of the Bonds could result in the retroactive and prospective loss of the tax-exempt or tax-advantaged status of the Bonds or the imposition of additional taxes or assessments on the Issuer. The Orange County Water District assigns to the Chief Financial Officer/Treasurer (the “Compliance Officer”) the primary operating responsibility to monitor the Issuer’s compliance with post-issuance federal tax requirements for the Issuer’s Bonds. The Compliance Officer shall be aware of options for voluntary corrections for failure to comply with post-issuance compliance requirements (such as remedial actions under Section 1.141-12 of the Regulations and the United States Treasury’s Tax-Exempt Bonds Voluntary Closing Agreement Program) and take such corrective action when necessary and appropriate. The Compliance Officer shall review post-issuance compliance procedures and systems on a periodic basis, but not less than annually. Post-Issuance Compliance Requirements External Advisors / Documentation The Issuer shall consult with bond counsel and other legal counsel and advisors, as needed,

throughout the Bond issuance process to identify requirements and to establish procedures necessary or appropriate so that the Bonds will continue to qualify for tax-exempt or tax-advantaged status. The Issuer also shall consult with bond counsel and other legal counsel and advisors, as needed, following issuance of the Bonds to ensure that all applicable post-issuance requirements in fact are met. This shall include, without limitation, consultation in connection with any potential changes in use of Bond-financed or refinanced assets.

The Issuer shall be responsible to determine (or obtain expert advice to determine) whether arbitrage rebate calculations have to be made for the Bond issue. If it is determined that such calculations are or are likely to be required, the Issuer shall engage expert advisors (each a “Rebate Service Provider”) to assist in the calculation of arbitrage rebate payable in respect of the investment of Bond proceeds, or else shall ensure that it has adequate financial, accounting and legal resources of its own to make such calculations. The Issuer shall make any rebate payments required on a timely basis. The investment of Bond proceeds shall be managed by the Issuer in accordance with applicable statutory provisions. The Issuer shall maintain adequate records regarding the investments and transactions involving Bond proceeds.

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Arbitrage Yield Restriction and Rebate Requirements The Compliance Officer shall be responsible for overseeing compliance with arbitrage yield restriction and rebate requirements under federal tax regulations, as follows: 1) Monitor compliance with the applicable “temporary period” (as defined in the Code and Regulations) exceptions for the expenditure of Bond proceeds, and provide for yield restriction on investments including “yield reduction payments” (as defined in the Code and Regulations) where applicable. 2) Ensure that investments acquired with Bond proceeds are purchased at fair market value. In determining whether an investment is purchased at fair market value, any applicable safe harbor under the Code and Regulations may be used. 3) In the case of any issue of Bonds for an “advanced refunding” (as defined in the Code and Regulations), coordinate with the Issuer’s financial advisor and any escrow agent to arrange for the purchase of the refunding escrow securities, arrange for the computation of the yield on such escrow securities by an outside verification agent, and monitor compliance with applicable yield restrictions. 4) If at the time of Bond issuance, based on reasonable expectations set forth in the tax certificate/agreement executed at the time of Bond issuance (the “Tax Certificate”), it appears likely that the Bond issue will qualify for an exemption from the rebate requirement, the Issuer may defer taking any of the actions set forth in subsection (5). Not later than the time of completion of construction or acquisition of the project (or, in the case of a refunding, the redemption of the refunded bonds), and depletion of all funds from the borrowed money fund, the Issuer shall make a determination if expenditure of the Bond proceeds qualified for exemption from the rebate requirements based on the “small issuer” exception or spending within 6 months, 18 months or 24 months after issuance. If a rebate exemption is determined to be applicable, the Issuer shall prepare and keep in the permanent records of the Bond issue a memorandum evidencing this conclusion together with records of expenditure to support such conclusion. If the transaction does not qualify for rebate exemption, the Issuer shall initiate the steps set forth in (5) below. 5) If at the time of Bond issuance it appears likely that arbitrage rebate calculations will be required, or upon determination that calculations are required pursuant to (4) above, the Issuer shall:

engage the services of a Rebate Service Provider and, prior to each rebate calculation date, deliver periodic statements concerning the investment of Bond proceeds to the Rebate Service Provider;

provide to the Rebate Service Provider additional documents and information reasonably requested by the Rebate Service Provider;

monitor efforts of the Rebate Service Provider; assure payment of required rebate amounts, if any, no later than 60 days after each 5-year

anniversary of the issue date of the Bonds, and no later than 60 days after the last Bond of each issue is redeemed;

during the construction period of each capital project financed in whole or in part by Bonds, monitor the investment and expenditure of Bond proceeds and consult with the Rebate

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Service Provider to determine compliance with any applicable exceptions from the arbitrage rebate requirements during each 6-month spending period up to 6 months, 18 months or 24 months, as applicable, following the issue date of the Bonds; and

retain copies of all arbitrage reports as described below under “Record Keeping Requirements.”

Use of Bond Proceeds and Bond-Financed or Refinanced Assets: The Compliance Officer shall be responsible for:

monitoring the use of Bond proceeds (including investment earnings and including reimbursement of expenditures made before bond issuance) and the use of Bond-financed or refinanced assets (e.g., facilities, furnishings or equipment) throughout the term of the Bonds to ensure compliance with covenants and restrictions set forth in the Tax Certificate relating to the Bonds;

maintaining records identifying the assets or portion of assets that are financed or refinanced with proceeds of each issue of Bonds (including investment earnings and including reimbursement of expenditures made before bond issuance), including, if necessary a final reallocation of Bond proceeds within 18 months after each project financed by the Bonds is placed in service in accordance with Section 1.148-6(d) of the Regulations;

consulting with bond counsel and other legal counsel and advisers in the review of any change in use of Bond-financed or refinanced assets to ensure compliance with all covenants and restrictions set forth in the Tax Certificate relating to the Bonds;

conferring at least annually with personnel responsible for Bond-financed or refinanced assets to identify and discuss any existing or planned use of Bond-financed or refinanced assets, to ensure that those uses are consistent with all covenants and restrictions set forth in the Tax Certificate relating to the Bonds;

to the extent that the Issuer discovers that any applicable tax restrictions regarding use of Bond proceeds and Bond-financed or refinanced assets will or may be violated, consulting promptly with bond counsel and other legal counsel and advisers to determine a course of action to remediate all nonqualified bonds, if such counsel advises that a remedial action is necessary;

All relevant records and contracts shall be maintained as described below. Information Reporting The Compliance Officer shall confirm that bond counsel has filed the applicable information report (e.g., Form 8038-G, Form 8038-CP, Form 8038) for each issue of Bonds with the Internal Revenue Service on a timely basis. Qualified Tax-Exempt Obligations If the Issuer issues “qualified tax-exempt obligations” in any year, the Compliance Officer shall monitor all tax-exempt financings (including lease purchase arrangements and other similar financing arrangements and conduit financings on behalf of 501(c)(3) organizations) to assure that the “small issuer” limit (currently, $10,000,000) is not exceeded.

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Federal Subsidy Payments The Compliance Officer shall be responsible for the calculation of the amount of any federal subsidy payments and the timely preparation and submission of the applicable tax form and application for federal subsidy payments for tax-advantaged bonds such as Build America Bonds, New Clean Renewable Energy Bonds, Qualified Energy Conservations Bonds and Qualified School Construction Bonds. Reissuance The following policies relate to compliance with rules and regulations regarding the reissuance of Bonds for federal law purposes. The Compliance Officer will identify and consult with bond counsel regarding any post-issuance change to any terms of an issue of Bonds which could potentially be treated as a reissuance for federal tax purposes. Record Keeping Requirement The Compliance Officer shall be responsible for maintaining the following documents for the term of each issue of Bonds (including refunding Bonds, if any) plus at least six years:

a copy of the Bond closing transcript(s) and other relevant documentation delivered to the Issuer at or in connection with closing of the issue of Bonds;

a copy of all material documents relating to capital expenditures financed or refinanced by Bond proceeds, including (without limitation) construction contracts, purchase orders, invoices, requisitions and payment records, as well as documents relating to costs reimbursed with Bond proceeds and records identifying the assets or portion of assets that are financed or refinanced with Bond proceeds, including a final allocation of Bond proceeds; and

a copy of all records of investments, investment agreements, arbitrage reports and underlying documents, in connection with any investment agreements, and copies of all bidding documents, if any.

While document retention is typically accomplished through the maintenance of hard copies, records may be kept in electronic format so long as applicable requirements, such as Revenue Procedure 97-22, are satisfied. IRS bond agents have been instructed to request documents and information in electronic format. IRM 4.81.5.7.2.4 (11-01-09). For this reason it is advisable to retain records relating to the Issuer’s bonds in electronic format whenever practical. Continuing Disclosure Under the provisions of SEC Rule 15c2-12 (the “Rule”), underwriters are required to obtain an agreement for ongoing disclosure in connection with the public offering of securities in a principal amount in excess of $1,000,000. Unless the Issuer is exempt from compliance with the Rule as a result of certain permitted exemptions, the Transcript for each issue of Bonds will include an undertaking by the Issuer to comply with the Rule. The Compliance Officer will monitor compliance by the Issuer with its undertakings, which may include the requirement for an annual filing of

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operating and financial information and will include a requirement to file notices of listed “material events.” Education Policy It is the policy of the Issuer that the Compliance Officer and his or her staff, as well as the principal operating officials of those departments of the Issuer for which property is financed with Bond proceeds should be provided with education and training on federal tax requirements applicable to tax-exempt and tax-advantaged bonds. The Issuer recognizes that such education and training is vital as a means of helping to ensure that the Issuer remains in compliance with those federal tax requirements in respect of its Bonds. The Issuer will therefore enable and encourage those personnel to attend and participate in educational and training programs offered by professional trade associations and other entities with regard to the federal tax requirements applicable to tax-exempt and tax-advantaged bonds. 20. 2013A Fixed Rate Refunding Revenue Bonds

RESOLUTION NO. 12-12-153 AUTHORIZING THE ISSUANCE OF NOT TO EXCEED $64,000,000 REFUNDING

REVENUE BONDS AND APPROVING THE EXECUTION AND DELIVERY OF CERTAIN DOCUMENTS IN CONNECTION THEREWITH AND CERTAIN OTHER MATTERS

WHEREAS, the Orange County Water District (the “District”), a political subdivision duly organized and existing under and by virtue of the laws of the State of California, has previously caused Revenue Certificates of Participation, Series 2003B (the “2003B Certificates”) to be executed and delivered to finance certain facilities of the District; and WHEREAS, the Board of Directors of the District (the “Board”) has determined that it is in the best interest of the District to refund all or a portion of the outstanding 2003B Certificates by the issuance of refunding revenue bonds (the “Bonds”) and to approve certain documents thereof; NOW, THEREFORE, the Board of Directors of the Orange County Water District does hereby resolve as follows: Section1: The Indenture of Trust, in substantially the form attached hereto as Exhibit A and, upon execution as authorized below, made a part hereof as though set forth in full herein, is hereby approved. The President, First Vice President or Second Vice President or General Manager or the designee thereof is hereby authorized and directed to execute and deliver the Indenture of Trust with such changes, insertions and omissions as may be recommended by General Counsel or Stradling Yocca Carlson & Rauth, a Professional Corporation (“Bond Counsel”) and approved by the officers executing the same, said execution being conclusive evidence of such approval. Section 2: The issuance, sale and delivery of the Bonds in an aggregate principal amount not to exceed $64,000,000 (except such amount may be increased with the approval of the Chief Financial Officer to provide for original issue discount to the extent such original issue discount will result in a lower interest rate or yield to maturity with respect to the Bonds) in accordance with the terms and provisions of the Indenture of Trust is hereby approved. The purposes for which the proceeds of the Bonds shall be expended are to refinance all or a portion of the 2003B Certificates, to fund a reserve fund, if determined to be necessary or desirable for ratings or pricing purposes and to pay the costs of delivery of the Bonds.

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Section 3: The Purchase Contract between the District and Citigroup Global Markets, Inc., (the “Underwriter”), in substantially the form attached hereto as Exhibit B and, upon execution as authorized below, made a part hereof as though set forth in full herein, is hereby approved. The President, First Vice President or Second Vice President or General Manager or the designee thereof is hereby authorized and directed to execute and deliver the Purchase Contract with such changes, insertions and omissions as may be recommended by General Counsel or Bond Counsel and approved by the person executing the same, said execution being conclusive evidence of such approval; provided, however, that in no event shall the aggregate principal amount of the Bonds exceed $64,000,000, nor shall the underwriting discount exceed 0.65% of the aggregate principal amount of the Bonds. Section 4: The preparation and distribution of the Preliminary Official Statement, in substantially the form attached hereto as Exhibit C, is hereby approved. The President, First Vice President or Second Vice President or the General Manager or the designee thereof is hereby authorized to make such changes, insertions and omissions as may be recommended by General Counsel or Bond Counsel and to sign a certificate pursuant to Rule 15c2-12 promulgated under the Securities Exchange Act of 1934 relating to the Preliminary Official Statement. Upon execution of such certificate, the Underwriter is hereby authorized to distribute copies of said Preliminary Official Statement to persons who may be interested in the initial purchase of the Bonds. The President, First Vice President or Second Vice President and the General Manager or the designee thereof is hereby authorized and directed to execute, approve and deliver the Official Statement in the form of the Preliminary Official Statement which, upon execution is made a part hereof as though set forth in full herein, with such changes, insertions and omissions as may be recommended by General Counsel or Bond Counsel and approved by the officer executing the same, said execution being conclusive evidence of such approval. The Underwriter is directed to deliver copies of any final Official Statement to all actual initial purchasers of the Bonds. Section 5: The Continuing Disclosure Certificate of the District, in substantially the form attached hereto as Exhibit D and, upon execution as authorized below, made a part hereof as though set forth in full herein, be and the same is hereby approved. The President, First Vice President or Second Vice President or General Manager or the designee thereof is hereby authorized and directed to execute and deliver the Continuing Disclosure Certificate with such changes, insertions and omissions as may be recommended by General Counsel or Bond Counsel and approved by the person executing the same, said execution being conclusive evidence of such approval. Section 6: The Escrow Agreement (2003B), in substantially the form attached hereto as Exhibit E and, upon execution as authorized below, made a part hereof as though set forth in full herein, is hereby approved. The President, First Vice President or Second Vice President or General Manager or the designee thereof is hereby authorized and directed to execute and deliver the Escrow Agreement (2003B) with such changes, insertions and omissions as may be recommended by General Counsel or Bond Counsel and approved by the officers executing the same, said execution being conclusive evidence of such approval. Section 7: In the event that the refunding is not completed before January 1, 2013, General Counsel and Bond Counsel are authorized to change references to the dated dates of the various documents and related provisions to reflect the date of the completed refunding.

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Section 8: The President, First Vice President or Second Vice President or the General Manager, the Chief Financial Officer or the designee thereof and any other proper officer of the District, acting singly, is authorized and directed to execute and deliver any and all documents and instruments and to do and cause to be done any and all acts and things necessary or proper to effectuate the refunding of the 2003B Certificates and the transactions contemplated by the Indenture, the Preliminary Official Statement, the Official Statement, the Escrow Agreement (2003B), the Purchase Contract, the Continuing Disclosure Agreement and this resolution, and such actions previously taken by such officers are hereby ratified, confirmed and approved. Section 9: The President, First Vice President or Second Vice President or General Manager or the designee thereof is hereby authorized to select a municipal bond insurer to insure the payments of principal of and interest on the Bonds so long as the President, First Vice President or Second Vice President or General Manager or the designee thereof determines that obtaining the municipal bond insurance policy provided thereby will result in a lower interest rate or yield to maturity with respect to the Bonds. Bond Counsel is hereby directed to make all changes to the Indenture of Trust, the Purchase Contract, the Preliminary Official Statement, the Escrow Agreement (2003B) and the Continuing Disclosure Certificate as are necessary to reflect the selection of a municipal bond insurer and the reasonable comments thereof. Section 10: Union Bank, N.A., Los Angeles, California is hereby appointed to act as trustee under the Indenture of Trust. Section 11: Unless otherwise defined herein, all terms used herein and not otherwise defined shall have the meanings given such terms in the Indenture of Trust unless the context otherwise clearly requires. Section 12: This resolution shall take effect immediately. MATTER FOR CONSIDERATION 21. Direct Access Electricity Purchase for GWRS Executive Director of Operations Bill Hunt advised that staff has negotiated contract terms and conditions with Shell Energy North America and Constellation NewEnergy, two of the largest Direct Access Energy Service providers. He stated that it is expected the pricing proposal offered by the low bidder will be less than current SCE electricity rates and recommended entering into a 12-month fixed price contract with one of the pre-selected energy companies and departing from SCE’s traditional bundled service. The Board then took the following action. Upon motion by Director Anthony, seconded by Director Green, the following resolution was unanimously adopted [10-0].

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RESOLUTION NO. 12-12-154

AUTHORIZING SOLICIATION OF AGREEMENTS FROM SHELL ENERGY NORTH AMERICA AND CONSTELLATION NEWENERGY FOR PURCHASE OF DIRECT ACCESS ELECTRICITY; AND

AUTHORIZING SUBMITTAL OF DIRECT ACCESS SERVICE REQUEST TO SCE WHEREAS, on the Ratepayer Protection Act which became law in 2009 allows a phase-in for nonresidential end-use customers to purchase electricity directly from non-utility sources; and WHEREAS, purchasing electricity directly from non-utility sources offers the potential for OCWD to lock in favorable electricity rates from private electric service providers (ESP’s) and to stabilize the District’s electricity expenditure outlays resulting in a cost savings as well as a hedge against potential future cost increases; and WHEREAS, the District staff has advised that energy generation costs are currently the lowest since 1999, offering prudent consideration of opportunities to lock in rates at this time and has therefore recommended proceeding with a Power Purchase Agreement with an ESP and submit a Direct Access Service Request to Southern California Edison (SCE) prior to the January 2, 2013 deadline; and WHEREAS, in response to the District’s request for qualifications for an ESP, Shell Energy North America and Constellation NewEnergy both provided terms and conditions acceptable to the District; and WHEREAS, staff has therefore recommended soliciting pricing proposals for such electricity from Shell Energy North America and Constellation NewEnergy; NOW, THEREFORE, the Board of Directors of the Orange County Water District does hereby resolve as follows: Section 1: The District General Manager is authorized to negotiate terms and conditions of an Agreement with both Shell Energy North America and Constellation NewEnergy for the purchase of direct access electricity. Section 2: The District General Manager is authorized to solicit pricing proposals from Shell Energy North America and Constellation NewEnergy.

Section 3: Upon approval as to form by District General Counsel, execution by the General Manager of an Agreement with the apparent low bidder (either Shell Energy North America or Constellation NewEnergy) is authorized, and issuance of an Agreement is authorized if price falls at or below the existing energy budget of $9,074,500. Section 4: Submission of a Direct Access Service Request (DASR) to SCE before January 2, 2013 is authorized.

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22. INFORMATIONAL ITEMS Director Anthony advised that OCWD’s project was approved for a little over $1 million in OWOW funding. There was no discussion of the remainder of the Informational items on tonight’s Agenda. The Board reported on attendance at the following Committee meetings (at which a quorum was present), noting that the minutes/action agendas were included in tonight’s Board packet. November 30 – Property Management Issues December 12 - Water Issues Committee December 13 - Administration/Finance Issues Committee 25. VERBAL REPORTS There were no verbal reports. 26. ADJOURNMENT TO CLOSED SESSION The Board adjourned to Closed Session at 6:25 p.m. as follows: CONFERENCE WITH LEGAL COUNSEL – EXISTING LITIGATION – [Government Code Section 54956.9(a)] – Three (3) Cases:

1) OCWD v. Northrop Corporation, et al (VOC Litigation) Superior Court Case No. 04CC00715

2) OCWD v. Unocal Corporation, et al (MTBE Litigation) Superior Court Case No. 03CC00176 3) OCWD v. Sabic Innovative plastics, LLC, et al (South Basin Litigation) Superior Court Case No. 03CC 00078246

RECONVENE IN OPEN SESSION The Board reconvened in Open Session at 7:15 p.m. whereupon General Counsel Joel Kuperberg announced that the Board took no reportable action in Closed Session. ADJOURNMENT There being no further business to come before the Board, the meeting was adjourned at 7:15 p.m. _____________________________________ Janice Durant, District Secretary ________________________________ Shawn. Dewane, President

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AGENDA ITEM SUBMITTAL Meeting Date: February 6, 2013 Budgeted: N/A Budgeted Amount: N/A To: Board of Directors Funding Source: N/A Program/Line Item No: N/A From: Mike Markus General Counsel Approval: N/A Engineers/Feasibility Report: N/A Staff Contact: E. Torres CEQA Compliance: N/A Subject: NOMINATIONS OF FRED R. BOCKMILLER, JR., P.E., AND MELODY

HENRIQUES-MCDONALD TO THE ASSOCIATION OF CALIFORNIA WATER AGENCIES/JOINT POWERS INSURANCE AUTHORITY (ACWA JPIA) EXECUTIVE COMMITTEE

SUMMARY The Association of California Water Agencies (ACWA) is holding an election on May 6, 2013 to fill four positions on the Joint Powers Insurance Authority (JPIA) Executive Committee. Fred R. Bockmiller, P.E., Vice President of the Mesa Water District, and Melody Henriques-McDonald, Director of the San Bernardino Water Conservation District, are seeking Orange County Water District’s (OCWD) resolutions supporting the nominations, per ACWA/JPIA election guidelines. Attachment(s):

Biography of Fred R. Bockmiller, P.E. Biography of Melody Henriques-McDonald Resolution supporting the nomination of Fred R. Bockmiller, P.E. Resolution supporting the nomination of Melody Henriques-McDonald

RECOMMENDATION Adopt resolutions nominating Fred R. Bockmiller, P.E. and Melody Henriques-McDonald to the ACWA/JPIA Executive Committee. BACKGROUND The Association of California Water Agencies (ACWA) is holding an election on May 6, 2013 at its spring conference in Sacramento to fill four positions on the Joint Powers Insurance Authority (JPIA) Executive Committee, each with a four-year term. The committee incumbents are Tom Cuquet, South Sutter Water District; Melody Henriques-McDonald, San Bernardino Valley Water Conservation District; Charles Muse, Helix Water District; and Lou Reinkens, Tahoe City Public Utility District. Fred R. Bockmiller, P.E., Vice President of Mesa Water District, and Melody Henriques-McDonald, Director of the San Bernardino Valley Water Conservation District, are seeking election to the ACWA/JPIA Executive Committee and have requested OCWD’s support with a nomination. Ms. Henriques-McDonald currently serves on the committee. Both are

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members of the ACWA/JPIA Board of Directors. Candidates for the election must be elected or appointed directors of the JPIA member that they represent and must have been appointed by that member to be on the JPIA's Board of Directors. The candidates must also each receive concurring in nomination resolutions from three other JPIA members. However, JPIA members may concur in the nomination of as many candidates as they wish; therefore, nominating Mr. Bockmiller and/or Ms. Henriques-McDonald does not preclude OCWD from nominating other candidates for this open position. Further, candidates for the election must also be representatives of JPIA members that participate in all four of the JPIA’s Programs: Liability, Property, Workers’ Compensation, and Employee Benefits. The submission of the nominating resolution, the three concurring in nomination resolutions, and the candidate's statement of qualifications is the sole responsibility of the nominating member. These nominations must reach the JPIA by the close of business (4:30 pm) on Friday, March 22, 2013. Nominations may be mailed to the attention of Sylvia Robinson at the JPIA: P. O. Box 619082, Roseville, CA 95661-9082. Final notice of the qualified candidates will be included as part of the Board of Directors’ meeting packet, which will be mailed on or before April 22, 2013, to those who request a meeting packet. Attached are copies of Mr. Bockmiller and Ms. Henriques-McDonald’s biographies, as well as the nominating resolutions.

 

Fred R. Bockmiller, Jr., P.E. ‐ Vice President, Mesa Water District (Division 1) 

A Newport‐Mesa native, Director Fred R. Bockmiller, Jr., P.E. represents Division 1, which 

encompasses the West Side of Costa Mesa and portions of Newport Beach.  Throughout his 

service as a Board member, Director Bockmiller’s emphasis has been on long‐term planning 

for the future of Mesa Water and its infrastructure.  He currently chairs the District’s Executive 

Committee and its Engineering & Operations Committee; he also serves on Mesa Water’s 

Audit Ad Hoc Committee. 

Director Bockmiller represents Mesa Water on the Board of the Association of California 

Water Agencies (ACWA) Joint Powers Insurance Authority (JPIA).  He also serves on the ACWA‐

JPIA Risk Management Subcommittee, the ACWA Energy Committee, and as a City/Districts 

Liaison. 

Having been Mesa Water’s Board President for five prior terms (in 1999, 2000, 2004, 2011, 

and 2012), Bockmiller has previously chaired the District’s Finance, Public Information, Human 

Resources, and IT Ad Hoc Committees.  Additionally, he has represented Mesa Water at the 

Orange County Council of Governments, and the Costa Mesa Westside Revitalization Oversight 

Committee. 

Director Bockmiller is the Engineering Manager in the Facilities Management Department at 

UC Irvine, where he has been a leader of energy conservation and construction efforts for 

more than 20 years. 

Developing the next generation is an area of interest for Director Bockmiller.  He has been a 

regular guest lecturer in UCI’s Department of Mechanical and Aerospace Engineering, a 

mentor in the Da Vinci Academy Program at Newport Harbor High School, and a Board 

member of the Youth Employment Service (Y.E.S.)—a local charity that provides youth with 

the tools to find jobs. 

      

 Melody Henriques‐McDonald, Director , San Bernardino Water Conservation 

District, Division 6 

Melody A. Henriques‐McDonald has served on the District's Board since 

November 1991. Director Henriques‐McDonald is currently employed with 

Century 21 Lois Lauer Realty as a Broker/Associate and is a member of the East 

Valley Association of Realtors. Director Henriques‐McDonald represents the 

District as the Director for ACWA/JPIA, a voting member of the Association of the 

San Bernardino County Special Districts, the Co‐Chair for the Santa Ana River 

Wash Area Coordinated Planning Activities, a member of the Western Coalition of 

Arid States (WESCAS), a member of the California Women for Agriculture (CWA), 

and a member on the Water Management Committee for ACWA. She is also 

actively involved in the Highland Chamber of Commerce and the San Bernardino 

Chamber of Commerce. 

In the past, Director Henriques‐McDonald has served as the Past Vice‐Chair for 

the Workers Compensation Program Subcommittee, the Past Chair for the Water 

Management Certification Subcommittee, Region 9, the Past Chair of the Liability 

Program for JPIA, and as a past member of the California Water Quality Control 

Board, Santa Ana Region. 

Director Henriques‐McDonald is a graduate of San Gorgonio High School (1976) 

and of Western Real Estate School (1989). She received a Certificate of 

Completion from the Special Districts Board Management Institute in 1997. 

Between Director Henriques‐McDonald and her husband Dean, they have 5 

children and have been blessed with now 5 grandchildren. They are members of 

Immanuel Baptist Church of Highland, Arrowhead County Club of San Bernardino 

(Dean's handicap is improving), local Chambers of Commerce, and various other 

organizations. 

RESOLUTION OF THE ORANGE COUNTY WATER DISTRICT BOARD OF DIRECTORS

NOMINATING FRED R. BOCKMILLER, JR., P.E. TO THE EXECUTIVE COMMITTEE

OF THE ASSOCIATION OF CALIFORNIA WATER AGENCIES JOINT POWERS INSURANCE AUTHORITY (ACWA/JPIA)

WHEREAS, the Orange County Water District (OCWD) is a special district created by the

California State Legislature in 1933; and WHEREAS, OCWD is a member district of the Association of California Water Agencies

(ACWA)/Joint Powers Insurance Authority (JPIA) that participates in its Liability, Property and Workers’ Compensation programs; and

WHEREAS, the Bylaws of the ACWA/JPIA provide that in order for a nomination to be

made to ACWA/JPIA’s Executive Committee, Mesa Water District must place into nomination a member of its elected Board of Directors to the ACWA/JPIA Board of Directors for such open position;

NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE ORANGE COUNTY DISTRICT DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS:

Section 1.The Board of Directors of the OCWD nominates ACWA/JPIA Board Member and Mesa Water District Vice President Fred R. Bockmiller, Jr., P.E. as a candidate for the ACWA/JPIA Executive Committee for the election to be held on May 6, 2013.

Section 2. The ACWA/JPIA staff is hereby requested, upon receipt of the formal

nomination by Mesa Water District and concurrence of three other ACWA/JPIA member districts to effect such nomination.

Section 3. The OCWD Secretary will transmit a certified copy of this resolution to the

ACWA/JPIA at P.O. Box 619082, Roseville, CA 95661-9082 to be received no later than March 22, 2013 at 4:30 p.m.

ADOPTED, SIGNED and APPROVED this 6th day of February, 2013.

RESOLUTION OF THE ORANGE COUNTY WATER DISTRICT BOARD OF DIRECTORS

NOMINATING MELODY HENRIQUES-MCDONALD TO THE EXECUTIVE COMMITTEE

OF THE ASSOCIATION OF CALIFORNIA WATER AGENCIES JOINT POWERS INSURANCE AUTHORITY (ACWA/JPIA)

WHEREAS, the Orange County Water District (OCWD) is a special district created by the

California State Legislature in 1933; and WHEREAS, OCWD is a member district of the Association of California Water Agencies

(ACWA)/Joint Powers Insurance Authority (JPIA) that participates in its Liability, Property and Workers’ Compensation programs; and

WHEREAS, the Bylaws of the ACWA/JPIA provide that in order for a nomination to be

made to ACWA/JPIA’s Executive Committee, the San Bernardino Water Conservation District must place into nomination a member of its elected Board of Directors to the ACWA/JPIA Board of Directors for such open position;

NOW, THEREFORE, THE BOARD OF DIRECTORS OF THE ORANGE COUNTY DISTRICT DOES HEREBY RESOLVE, DETERMINE, AND ORDER AS FOLLOWS:

Section 1.The Board of Directors of the OCWD nominates Melody Henriques-McDonald, Director of the San Bernardino Water Conservation District, as a candidate for the ACWA/JPIA Executive Committee for the election to be held on May 6, 2013.

Section 2. The ACWA/JPIA staff is hereby requested, upon receipt of the formal

nomination by the San Bernardino Water Conservation District and concurrence of three other ACWA/JPIA member districts to effect such nomination.

Section 3. The OCWD Secretary will transmit a certified copy of this resolution to the

ACWA/JPIA at P.O. Box 619082, Roseville, CA 95661-9082 to be received no later than March 22, 2013 at 4:30 p.m.

ADOPTED, SIGNED and APPROVED this 6th day of February, 2013.

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PROPERTY MANAGEMENT COMMITTEE MEETING HELD JANUARY 25, 2013 CITY OF ANAHEIM’S REQUEST FOR LETTER OF SUPPORT FOR DEVELOPING A PARK AT FIVE COVES BASIN RECOMMENDATION: 1) Provide letter of support for the City of Anaheim’s grant application; and 2) Prepare Memorandum of Understanding with the City, to be brought back to the

Committee for final consideration, allowing for the construction of a bike and pedestrian path at Upper and Lower Five Coves Basin

AGENDA ITEM SUBMITTAL Meeting Date: January 25, 2013 Budgeted: N/A Budgeted Amount: N/A To: Property Management Committee Board of Directors

Cost Estimate: N/A Funding Source: N/A

Program/ Line Item No. N/A From: Mike Markus General Counsel Approval: N/A Engineers/Feasibility Report: N/A Staff Contact: B. Dosier/D. Jackson CEQA Compliance: N/A Subject: CITY OF ANAHEIM’S REQUEST FOR LETTER OF SUPPORT FOR

DEVELOPING A PARK AT FIVE COVES BASIN SUMMARY At the August 24, 2012 Property Management Committee meeting, City of Anaheim (City) staff reported on the status of the City’s Connectivity Master Plan and the City’s interest in the District’s Five Coves Basin Property (Property). The City also requested that the District consider the development of an MOU to begin planning the potential development of recreational improvements at the Property. Subsequent to that meeting, the City has requested a letter of support from the District to help secure grant funding for development of the recreational improvements at the Property. Attachment(s): Draft letter of support to the City of Anaheim RECOMMENDATION Direct staff as appropriate. BACKGROUND/ANALYSIS At the August 24, 2012 Property Management Committee meeting, City of Anaheim (City) staff reported on the status of the City’s Connectivity Master Plan and the City’s interest in the Property, and that the City requested that the District consider the development of an MOU between the City and the District to begin planning the potential development of recreational improvements at the Property. The City is proposing to continue the Anaheim Coves trail north to Frontera Street. This project will include a bike path, walking path, benches, interpretive signage, and native landscaping. The City is also working with Southern California Edison and the Orange County Flood Control District who own adjacent parcels of land. The Committee directed an Ad Hoc Committee of the Board to meet with City Officials to discuss the proposed recreational improvements at the Property, as well as other District property issues within the City. Subsequent to that Committee meeting, the City met with District staff to request a letter of support from the District to help secure grant

funding for development of the recreational improvements at the Property. The City advised that they would anticipate developing an MOU within the next several months to further secure grant funding for the improvements. With the letter of support provided by the District, the City is planning to apply for grant funding from the Urban Greening for Sustainable Communities Program administered by the Strategic Growth Council of the California Natural Resources Agency for a trail and nature park west of 5 Coves. The grant is the 3rd and final round of Proposition 84 which was passed by California voters in 2006 for projects that reduce urban communities’ contribution to global warming and increase their adaptability to climate change while improving the quality of life in those communities. The Urban Greening for Sustainable Communities Program provides funds to preserve, enhance, increase or establish community green areas such as urban forests, open spaces, wetlands and community spaces. An initial grant application is due around March 1 and if selected the City of Anaheim will be eligible to submit a full application in the summer of 2013. The City previously received funding from the 1st round of Urban Greening for Sustainable Communities Program for the Anaheim Outdoors Connectivity Plan. The City is planning to conduct a community meeting and prepare the initial grant application by March 1, 2013. If awarded, the City will be responsible for environmental compliance, design, construction and maintenance with approval from OCWD at each step. PRIOR RELEVANT BOARD ACTION(S) N/A

LOCATION MAP

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Backup materials for Committee items are available in the Committee packet. Materials distributed at Committee meetings are attached hereto

AGENDA ITEM SUBMITTAL

Meeting Date: January 29, 2013 Budgeted: N/A Budgeted Amount: N/A To: Retirement Committee Board of Directors

Cost Estimate: N/A Funding Source: N/A

Program/ Line Item No. N/A From: Mike Markus General Counsel Approval: N/A Engineers/Feasibility Report: N/A Staff Contact: S. Dosier CEQA Compliance: N/A Subject: RETIREMENT COMMITTEE “EMPLOYEE” APPOINTMENTS SUMMARY Back in August 2010, the Board approved the procedure for the replacement of “employee” vacancies on the Retirement Committee. The sitting members of the Retirement Committee serve two year terms (expiring in alternating years) and the alternate members serve one year terms. The Employee Advisory Group (EAG) met recently to consider appointments to the Retirement Committee. Staff is recommending approval of the EAG’s appointments. RECOMMENDATION Agendize for the February 6 Board meeting: Approve the appointments of the following employees to the Retirement Committee:

1. Sitting Member – Jason Dadakis (re-appointed for another two-year term); 2. First Alternate – Roy Herndon (re-appointed for a one-year term); and 3. Second Alternate – Jana Safarik (re-appointed for a one-year term).

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Backup materials for Committee items are available in the Committee packet. Materials distributed at Committee meetings are attached hereto

Retirement Committee meeting held January 29, 2013 401(a) MONEY PURCHASE RETIREMENT PLAN INVESTMENT LINE-UP REVIEW Committee Recommendation: Approve the following changes to the 401(a) MPP Retirement fund portfolio

ACTION SYMBOL FUND NAME Red Flag PGNAX Prudential Jennison Natural

Resources A Keep Red

Flag DMCVX Dreyfus Opportunistic Midcap

Value A Red Flag

Add VETAX HWAAX

Victory Established Value A Hotchkis and Wiley Value

Opps A Red Flag HMVMX Highmark Value Fiduciary

Backup materials for Committee items are available in the Committee packet. Materials distributed at Committee meetings are attached hereto

AGENDA ITEM SUBMITTAL

Meeting Date: January 29, 2013 Budgeted: N/A Budgeted Amount: N/A To: Retirement Committee Board of Directors

Cost Estimate: N/A Funding Source: N/A

Program/ Line Item No. N/A From: Mike Markus General Counsel Approval: N/A Engineers/Feasibility Report: N/A Staff Contact: S. Dosier CEQA Compliance: N/A Subject: 401(a) MONEY PURCHASE RETIREMENT PLAN INVESTMENT LINE-UP REVIEW SUMMARY The Wolfson-Sutherland Group of Wells Fargo Advisors serves as the Retirement Plan advisor for the Money Purchase Retirement Plan. Part of their responsibility is to provide periodic updates on fund performance for the Plan so the Retirement Committee and the Board of Directors can meet their fiduciary responsibilities in monitoring investment options with the Plan. Wolfson-Sutherland Group representative Scott Sutherland will review the Plan and present recommendations to the Committee for consideration. Attachment(s): 401(a) Money Purchase Retirement Plan Review RECOMMENDATION Agendize for February 6 Board meeting: Take action as appropriate. DISCUSSION The purpose of this meeting is to review the due diligence that Scott Sutherland has done in his performance review of the Money Purchase Retirement Plan investment fund options. The meeting is to be a collaborative process in which the investment options are discussed in an effort to come to decisions on any fund line-up changes for the Plan. A key factor in the fund decisions is a review of each fund’s performance “net” of their expenses. An investment option with higher expenses will have to make up for that expense with better investment performance as compared to funds with lower expenses. The District’s retirement advisor will review each fund’s performance and provide recommendations, if any, for fund changes per the guidelines of the Retirement Plan Investment Policy Statement. The plan review documentation provided by Mr. Sutherland has been attached. He will review this document in detail at the meeting.

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Backup materials for Committee items are available in the Committee packet. Materials distributed at Committee meetings are attached hereto

Retirement Committee meeting held January 29, 2013 RED FLAG REVIEW- 457(b) DEFERRED COMPENSATION PLAN Committee Recommendation: Approve the following changes to the 457 (b) Deferred Compensation Plan

ACTION SYMBOL FUND NAME Close Fund RLPHX Royce Low Priced Stock Invmt

map RLPHX to JTUAX JPMorgan US Small Company A Add Fund PSSSX Principal SmallCap

Close Fund CSIEX Calvert Equity A map CSIEX to PRWAX T. Rowe Price New America

Growth Close Fund FKGRX Franklin Growth A

Map FKGRX to DVEAX Delaware Select Growth A Add Fund ASPIX Alger Spectra I

Keep Red Flag JUEAX JPMorgan US Equity A Keep Red Flag SAMVX Ridge Worth Mid-Cap Value

Equity A

Backup materials for Committee items are available in the Committee packet. Materials distributed at Committee meetings are attached hereto

AGENDA ITEM SUBMITTAL

Meeting Date: January 29, 2013 Budgeted: N/A Budgeted Amount: N/A To: Retirement Committee Board of Directors

Cost Estimate: N/A Funding Source: N/A

Program/ Line Item No. N/A From: Mike Markus General Counsel Approval: N/A Engineers/Feasibility Report: N/A Staff Contact: S. Dosier CEQA Compliance: N/A Subject: RED FLAG REVIEW- 457(b) DEFERRED COMPENSATION PLAN SUMMARY The Wolfson-Sutherland Group of Wells Fargo Advisors serves as the Retirement Plan advisors for the 401(a) Money Purchase Retirement Plan and the 457(b) Deferred Compensation Plan. In September 2012, the Committee placed several retirement funds in the 457 (b) Plan on the Red Flag List for future review. Scott Sutherland will provide a performance update on those funds. Attachment(s): 457(b) Plan Red Flag Funds RECOMMENDATION Agendize for February 6 Board meeting: Take action as appropriate. DISCUSSION In September of last year, the Committee took action to place the following funds in the 457(b) Plan on the “red-flag” list for future review:

ACTION SYMBOL FUND NAME

Red Flag RLPHX Royce Low-Priced Stock Fund

Red Flag JUEAX JP Morgan US Equity A

Red Flag SAMVX Ridge Worth Mid-Cap Value Equity A

Red Flag FKGRX Franklin Growth R

Red Flag CSIEX Calvert Equity A

The District’s Investment Policy Statement dictates that when a fund in the Plan is “red flagged” that fund’s performance will be reviewed on a quarterly basis. The Retirement Plan advisor, Scott Sutherland will present a performance update on the “red flagged” funds highlighted in the table above at the Committee meeting.

Backup materials for Committee items are available in the Committee packet. Materials distributed at Committee meetings are attached hereto

PRIOR BOARD ACTION(S): Quarterly review

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SAW P A

COMMISSION WORKSHOP/MEETING TUESDAY, FEBRUARY 5, 2013-9:30 A.M.

AGENDA

1. CALL TO ORDER/PLEDGE OF ALLEGIANCE (Phil Anthony, Chair)

2. PUBLIC COMMENTS

Members of the public may address the Commission on any item that is within the jurisdiction of the Commission; however. no action may be taken on any item not appearing on the agenda unless the action is otherwise authorized by Subdivision (b) Section 54954.2 of the Government Code.

3. WORKSHOP DISCUSSION AGENDA

A. THE LOS ANGELES COUNTY PROPOSED CLEAN WATER. CLEAN BEACHES INITIATIVE STATUS REPORT .................................................................................. 5 Presenter: Michael Drennan, WESTON Solutions, Inc.

Excerpt from the County's webpage (http://dpw.lacounty.gov/lacfcd/wgfi/) that provides a brief overview of the proposed fee:

"The County Clean Water, Clean Beaches Measure is a comprehensive effort to clean up our watenvays. Rivers, lakes, creeks, streams, beaches and coastal waters in the Los Angeles area have been found to be contaminated with toxins and health-threatening pollutants at levels above established public health standards. To meet the clean water challenge, the Los Angeles County Flood Control District (District) is proposing a new Water Quality Improvement Program to manage storm water and urban rnnoff, reducing pollution and contamination of watetways, while also reducing flooding, maximizing groundwater resources, and protecting and restoring habitat associated with water quality projects and programs."

Recommendation: Receive and file.

B. OVERVIEW OF SA WPA'S PRETREATMENT PROGRAM AND REMEDIAL PLAN ISSUED BY OCSD (CM#8715l ..................................................................................... l5 Presenter: Rich Haller Recommendation: Receive and file.

C. RECREATIONAL USES BASIN PLAN AMENDMENT (CM#8718l ..................................... 17 Presenter: Larry McKenney Recommendation: Receive and file.

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4. NEW BUSINESS

A. TASK ORDER WITH DAVID TAUSSIG & ASSOCIATES TO ASSIST IN PREPARATION OF REOIDRED ECONOMIC ANALYSIS FOR PROPOSITION 84 FUNDING APPLICANTS (CM#8721l ........................................................................................................................ 23 Presenter: Je.tiBeehler Recommendation: Authorize the General Manager to approve Task Order No. DTA373-0l with David Taussig & Associates tOr an amount not-to-exceed $120,000 fOr preparation of the required economic analysis for Proposition 84 funding applicants.

5. OLD BUSINESS

A. PROPOSITION 84. ROUND 1 DWR CONTRACT PROPOSED AMENDMENTS (CM#8716) ...... 27 Presenter: Marie Jauregui Recommendation: Receive and file.

6. CONSENT CALENDAR

All matters listed under the Consent Calendar are considered to be routine and non-controversial and will be acted upon by the Commission by one motion in the form listed below. There will be no separate discussion on these items prior to the time the Commission votes, unless any Commission members, staff, or the public request specific items be discussed and/or removed from the Consent Calendar for separate action.

A. APPROVAL OF THE MINUTES FROM THE MEETING HELD ON 1-15-13 ........................... 29 Recommendation: Approve as mailed.

B. DISPOSAL OF SURPLUS PROPERTY fCM#8719) ............................................................ 33 Recommendation: Receive and file.

7. INFORMATIONAL REPORTS Recommendation: Receive and tile the following oral/v.rritten reports/updates.

A. GENERAL MANAGER'S REPORT o SCWC Pump Up the Volume

B. CHAIR'S COMMENTS/REPORT

C. COMMISSIONERS' COMMENTS

8. CLOSED SESSION

A. PURSUANT TO GOVERNMENT CODE SECTION 54961- LIABILITY CLAIM Claimant: AT&T Agency Claimed Against: SA WPA

B. PURSUANT TO GOVERNMENT CODE SECTION 54956.9 (a) CONFERENCE WITH LEGAL COUNSEL- EXISTING LITIGATION o Castle and Cook, Case No. RIC 495874 o OCSD Arbitration

2

9. ADJOURNMENT

Any person with a disability who requires accommodation in order to participate in this meeting should telephone Commission Secretary Patti Bonawitz at (951) 354-4230, at least 48 hours prior to the meeting in order to request for a disability-related modification or accommodation.

PLEASE NOTE: Materials related to an item on this agenda submitted to the Commission after distribution ofthe agenda packet are available for public inspection in the Authority's oflice located at 11615 Sterling Avenue, Riverside, during normal business hours. Also, such documents are available on the Authority's Website at www.sawoa.org. subject to staffs ability to post documents before the meeting.

Declaration of Posting I, Patti Bonawitz, Clerk of the Board of the Santa Ana Watershed Project Authority certify that a copy of this agenda has been posted in the Agency's office at 11615 Sterlin1l Avenue. Riverside. California by 5:30p.m. on Wednesday, January 30,2013.

. J t f

,_ '.1

Thursday, April 11,2013

We-stir\ South Co"H Plata

Costa Mi!Sa, CA

2013 - SA WPA Commission Upcoming Meetings/Events

February 2-19-13

March 3-5-13 3-19-13

April 4-2-13 4-11-13 4-16-13

May 5-7/10-13 5-7-13 5-21-13

June 6-4-13 6-18-13

July 7-2-13 7-16-13

Commission Meeting

Commission Workshop Commission Meeting

Commission Workshop OWOW Conference- The Power of Partnerships -Westin- South Coast Plaza, Costa Mesa Commission Meeting

ACW A Spring Conference- Sacramento Commission Workshop? Commission Meeting

Commission Workshop Commission Meeting

Commission Workshop Commission Meeting

3

AGENDA ITEM SUBMITTAL

Meeting Date: February 6, 2013 Budgeted: N/A Budget Amount: N/A To: Board of Directors Cost Estimate: N/A Funding Source: N/A Program/Line Item No.: N/A From: Mike Markus General Counsel Approval: N/A Engineers/Feasibility Report: N/A Staff Contact: J. Kennedy CEQA Compliance: N/A Subject: ANNEXATION UPDATE SUMMARY In August 2010 the District entered into a Memorandum of Understanding to consider annexation requests from the City of Anaheim, Irvine Ranch Water District, and Yorba Linda Water District. Staff will update the Committee on this issue. Attachment(s): Presentation RECOMMENDATION Informational. DISCUSSION/ANALYSIS The City of Anaheim, Irvine Ranch Water District and Yorba Linda Water District have requested to annex approximately 15,424 acres of land outside of the District’s boundaries. These requests comply with the District’s annexation policy. Staff is preparing the following three documents for the Board’s consideration and information in considering the annexation requests.

1. Draft Environmental Impact Report – Staff is working towards a schedule of releasing this document for public comment in March 2013

2. Financial Analysis – This document will estimate the financial impacts to the

Groundwater Producers of approving the annexation requests.

3. Draft Annexation Agreement – A draft agreement will be prepared providing terms for approving the annexation requests for the Boards consideration. This document would be released for review in March 2013.

Staff will provide a presentation on the annexation requests and the District’s annexation policy. PRIOR RELEVANT BOARD ACTION(S) N/A

Annexation UpdateAnnexation UpdateFebruary 6, 2013February 6, 2013

Recent Annexation RequestsRecent Annexation Requests

►Requests received in Fall/Winter of 2009 City of Anaheim,

Irvine Ranch Water District

Yorba Linda Water District

►Annexing small portions of their service territories that are currently outside OCWD boundary

►Requests comply with OCWD Annexation Policy

►MOU approved in August 2010 to consider requests and prepare CEQA (EIR) documents

Areas of Requested Annexations – 15,424

acres

Watershed Line

YLWD

Anaheim

IRWD

Annexations AreasAnnexations Areas

~ Size (Acres)

Additional Total Water Demands

(afy)

Additional Pumping at 68% BPP

(afy)

Additional Pumping at 75% BPP

(afy)

YLWD 6,587 6,518 4,432 4,888

IRWD 6,482 6,130 (*) 4,168 4,598

Anaheim 2,355 2,470 1,680 1,853

Totals 15,424 15,118 10,280 11,339

Current OCWD

229,000 440,000 (5 year average)

300,000 300,000

(*) Demands are net of water reclamation supplies served

Annexations AreasAnnexations Areas

Additional Pumping at 68%

BPP (afy)

How Achieving Additional Production

YLWD 4,432 Constructing New Wells

IRWD 4,168

Utilize Deep Aquifer Treatment System

(DATS) Wells

Anaheim 1,680 Increase production from existing wells

Total Water Demand Total Water Demand ProjectionsProjections

Memorandum of UnderstandingMemorandum of Understanding

►Executed August 2010►Overall plan and schedule to consider annexations ►Plan to comply with CEQA

Program level CEQA OCWD Lead agency Applicants prepare any necessary project level CEQA

►Applicants fund CEQA work and any resulting mitigation Cost $257,000

►Establish location of additional groundwater pumping and any basin impacts

► Indemnification of OCWD►Any party can opt out of MOU at anytime►Provides basic annexation agreement terms and

conditions7

Basic Annexation Agreement Basic Annexation Agreement Business TermsBusiness Terms

Applicants prepare legal descriptions Payment of the annual OCWD annexation fee which is based upon

property tax revenues OCWD to submit annexation requests to LAFCO Applicants to pay a minimum annexation fee if OCWD ever loses its

annual property tax revenue (provision to terminate) Applicants responsible for all LAFCO cost Applicants responsible for funding and/or implementing any CEQA

mitigation measures Applicants can opt out of paying annual annexation fee within five

years if additional groundwater production facilities cannot be constructed to serve the annexation area

YLWD term only – No rights with Bryant Ranch

Information Being Prepared Information Being Prepared by OCWD staffby OCWD staff

►Draft EIR

►Annexation Agreement

►Financial Impact Estimate

9

Current Annexation Current Annexation Schedule Schedule

Date Issue

February 2013 Finalize Financial Impacts Information

March 2013 (*)Release

(1)Draft EIR(2)Draft Annexation Agreement(3)Financial Impacts Analysis

April EIR Public Workshop

May, 2013 End of EIR 45 day review period

July 2013 Respond to EIR comments

August 2013 Board consideration of EIR and Annexation Agreement

September 2013 Transmit request to LAFCO

(*) City of Fountain Valley Annexation Workshop – March 19th

11

Annexation Policy

General Annexation General Annexation PrinciplesPrinciples

Land that lies over the groundwater basin should be annexed

Land that drains into the groundwater basin providing a source of water should be annexed (foothills surrounding OCWD)

Annexing Producer should pay equivalent property tax revenue to OCWD

1986 Annexation Policy1986 Annexation Policy

“It shall be the policy of the Orange County Water District to accommodate the long-term

producers with the District’s groundwater management programs and provide uniformity

of cost of and access to groundwater throughout the District by consenting to

request for annexations of areas within the Orange County portion of the Santa Ana River watershed, provided that the annexing territory

is within the boundaries of the Metropolitan Water District of Southern California “

1986 Annexation Policy 1986 Annexation Policy SummarySummary

Accommodate long-term producers

Provide uniformity of cost and access

Within Orange County SAR Watershed

Within MWD service area

Pay annexation charge Annexation applicant collects and pays what would have

been ad valorem property tax received by OCWD before Prop 13 (1978)

What Annexation Policy What Annexation Policy Does Not SayDoes Not Say

Annexations can only occur if the BPP is “relatively” high

Annexations can only occur if the groundwater basin is “relatively” full

Existing Producers should be kept financially neutral with their water supply cost

Cannot annex after certain date

General Annexation General Annexation PrinciplePrinciple

Land that drains into the groundwater basin providing a source of water should be annexed (foothills surrounding OCWD)

Watershed Line &

LAFCO SOI

Rainfall within watershed line drains into and helps replenish the groundwater

basin – Part of “Natural Incidental Recharge”

Drainage Into OCWD Basin AFY

1. Inflow from La Habra basin 3,0002. Recharge from foothills into Irvine

subbasin 14,0003. Recharge from foothills into

Yorba Linda subbasin 6,0004. Subsurface inflow at Imperial Hwy

beneath the SAR 4,0005. Subsurface inflow from Santiago

Canyon 10,0006. Recharge along Peralta Hills 4,0007. Recharge along Tustin Hills 6,000

47,000Info from 2009 OCWD GWMP Table 2-2

13

4

6

7

2

2

Chino Hills

Peralta Hills

Tustin Hills

Santa AnaMtns

San JoaquinHills

La HabraBasin

SubsurfaceInflow SAR

5 Santiago Creek

Value of Water (FY13-14 rates)

47,000 afy x $917/af = $43 million/yr

19

Total Water Demands412,000 af

SAR Base Flows

Recharged105,000

Planned BasinRefill

1,000 af

Expected WQ Pumping

Above BPP 30,000 af

Expected Reclaimed

Supplies 15,000 af

68%=

-

-

FY12-13 BPP Equation

MWDwater

13,000 af

+

SAR Storm Flows

Recharged 50,000 af

Natural Incidental Recharged60,000 af

Expected GWR System

Supplies70,000 af

Other expected supplies 3,000 af

+

+

-

Annexation Policy is Consistent Annexation Policy is Consistent With the DistrictWith the District’’s Overall Basin s Overall Basin

Management PoliciesManagement Policies

All Producers treated equally

Producers should have uniform water supply cost

Replenishment Assessment is the same for everyone Producers along the coast do not pay more due to

seawater intrusion expenses

Producers in central/northern OCWD do not pay more to remediate contamination plumes

Producers have equal access to the groundwater basin

Avoid adjudication

21

Annexation History

Santa Ana

Anaheim

Fullerton

Annexation HistoryAnnexation History

► OCWD 1933 original size – 163,000 acres

► Current size – 229,000 acres

► 40% increase

► 45 annexations

Major AnnexationsMajor Annexations1933 1933 -- 19861986

YearSize

(acres)Description

1933 163,000 OCWD established

1949 (9,920) Laguna/Newport Beach

1953 20,672 Anaheim, Fullerton, Santa Ana

1957 6,300 Nohl Ranch (Anaheim)

1959 9,185 Buena Park, Fullerton, etc.

1961 11,245 adds Costa Mesa, Irvine, etc.

1965 426 Yorba Linda (Fairmont)

Major AnnexationsMajor Annexations1933 1933 –– 1986 (cont.)1986 (cont.)

YearSize

(acres)Description

1969 350 East Yorba Linda (Horseshoe Bend)

1970 205 East Yorba Linda

1975-78 844 East Orange

1975-76 172 East Yorba Linda

1978 1,700 East Yorba Linda

1981 2,014 North Fullerton

Major AnnexationsMajor Annexations1986 1986 -- PresentPresent

YearSize

(acres)Description

1988 8,863 City of Newport Beach

1988 1,685 Anaheim Hills (Wallace Ranch, etc.)

1989 9,434 Santiago County Water District

1989 385 East Orange

1995 477 Irvine Regional Park

1998 855 Yorba Linda Shell Property

Recent Annexation HistoryRecent Annexation History

►1996 IRWD original request for annexation►1996 -1998 Numerous annexation policy workshops►1998 IRWD moratorium lawsuit►1999 District completes Master Plan Report & reaffirms

Annexation Policy►1999 Huntington Beach and Fountain Valley lawsuits►2003 IRWD, YLWD and Anaheim request annexations►2003 New Process for considering annexations developed

Recent Annexation HistoryRecent Annexation History

►2004 MOU to consider annexations with IRWD and Anaheim executed

►2004 YLWD Bryant Ranch Agreement Lawsuit►2005-2008 Completed LTFP, Basin modeling, Draft EIR ►2007-2008 Unsuccessful in drafting annexation

agreement►2009 Terminated process and 2004 MOU with Anaheim

and IRWD►2009 YLWD, IRWD & Anaheim annexation request►2010 Executed MOU with three applicants to consider

request

29

Annexation Fee

Annual Annexation FeeAnnual Annexation Fee

Designed to collect property tax revenue OCWD would have received from the annexing land prior to Prop 13 implementation in 1978

All existing Producer areas pay property tax –Makes annexing land “equivalent” to existing Producers

Not designed to reimburse other OCWD Producers for financial impacts of annexations

Annual Annexation Charge Annual Annexation Charge Formula (FY12Formula (FY12--13) 13)

Current BPP

xHigher of Actual Water Demands

or 10% of ultimate Water Demands

x

Previous Year AV tax collected

Previous Year Basin Pumping

x

% based upon

ground water use in applicant’s

service area

68% x 6,518 afy x ----------------------- x 100% $19,383,000

283,105 af

= $303,457YLWD Calculation

Annual Annexation Annual Annexation Fee EstimateFee Estimate

Agency

Size (Acres)

Estimated Maximum Additional Total Water

Demands (afy)

Additional Pumping

at 68% BPP (afy)

Annual Annex Fee

YLWD 6,100 6,518 4,432 $303,457

IRWD 5,342 6,130 4,168 $285,393

Anaheim (1) 2,355 2,470 1,680 $114,995

Totals 13,797 15,100 10,280 $703,845

(1) Assumes Anaheim area develops

Annual Annexation FeeAnnual Annexation Fee

Annual revenue lowers the Replenishment Assessment by about $2/af

Annexation agreement would require payment if OCWD were to lose it’s property tax revenue

Net present value of annexation feeOver 30 years

Discount rate – 3.5% = $13.8 million

34

Estimated Financial Impacts to Groundwater Producers

Annexation BPP ImpactAnnexation BPP Impact

With annexations, the BPP will be ~ 2.2% lower than it otherwise would have been

What Impacts the BPP ?What Impacts the BPP ?Issues BPP Impact

Annexations 2.2%

Total Water Demands Decrease by 50,000 afy 8%

GWRS Constructed 16%

SAR Flows decrease 45,000 afy 11%

Dry Winter – 50,000 afy less water 12%

OCWD allowed to store up to elevation 505’ at Prado Dam annually

2%

Water Demands increase by 50,000 afy (internal growth)

7%

GWRS Initial Expansion Constructed 7%

Estimated Financial Impacts to Estimated Financial Impacts to Remaining Groundwater Remaining Groundwater

ProducersProducers

►2.2% Lower Basin Production Percentage

►Producer needs to purchase additional more expensive imported water

►Creates about a 2% increase in Producers variable water supply budget (imported and groundwater)

►Creates about a 1% increase to Producers total operating budget

Producer2011-12 Total Water

Demands Excluding GAP (afy)

Variable Water Supply Cost 70%

BPP

Variable Water Supply Cost 67.8%

BPPDifference

Buena Park 14,185 $7,315,914 $7,475,339 $159,425

EOCWD 1,017 $524,518 $535,948 $11,430

Fountain Valley 9,810 $5,059,508 $5,169,762 $110,255

Fullerton 27,408 $14,135,676 $14,443,715 $308,039

Garden Grove 25,057 $12,923,148 $13,204,763 $281,616

Golden State 26,526 $13,680,785 $13,978,910 $298,126

Huntington Beach 29,801 $15,369,866 $15,704,799 $334,933

La Palma 2,162 $1,115,052 $1,139,350 $24,299

MCWD 17,751 $9,155,078 $9,354,582 $199,503

Newport Beach 15,736 $8,115,842 $8,292,699 $176,857

Orange 29,603 $15,267,747 $15,600,455 $332,708

Santa Ana 39,643 $20,445,877 $20,891,425 $445,548

Seal Beach 3,571 $1,841,743 $1,881,878 $40,134

Serrano ,3,066 $1,581,290 $1,615,748 $34,459

Tustin 11,907 $6,141,035 $6,274,858 $133,823

Westminster 12,011 $6,194,673 $6,329,665 $134,992

Totals 269,254 $138,867,751 $141,893,896 $3,026,14638

DRAFT

Estimated Financial Impacts to Estimated Financial Impacts to Remaining Groundwater ProducersRemaining Groundwater Producers

►Total variable water supply cost of 16 Producers ~ $138.9 million/yr

►Total $3.0 million increase in water supply cost

►~2.2% increase

►Assuming water supply cost is about 50% of a Producers annual budget

► Increases retailers total operating budget by about 1.1% Reduce expenses, delay projects, allocate other revenue

sources, increase rates

Impact to 75% BPP GoalImpact to 75% BPP Goal►No immediate impact

►Small impact that will take several years to occur

Anaheim no demands yet

YLWD needs to construct additional wells

► Impact would be difficult to notice given all other issues impacting the BPP and the accumulated overdraft

► In the past – OCWD has developed new projects & programs to increase allowable basin pumping to maximize the BPP to accommodate annexations and internal growth of existing Producers New projects

Purchase additional imported water

►Everything else being equal or held the same going forward - BPP would need to be lowered to 73%

41

End of Presentation

42

Additional Slides

Estimated Financial Impacts to Estimated Financial Impacts to Remaining Groundwater ProducersRemaining Groundwater Producers

AssumptionsAssumptions

►FY13-14 RA = $280/af

►FY 13-14 BPP = 70%

►CY 2014 MWD Rate = $890/af

►Avg. cost of MWD water in FY13-14 = ($847+$890)/2 + $45 for RTS and $3/af MWDOC = $917/af

►Annexations create ~ 2.2% BPP decrease

►Annexation revenue decreases RA by $2/af

►Variable water supply costs include RA, MWD rate and energy cost to pump well

IRWD Deep Aquifer Treatment IRWD Deep Aquifer Treatment System (DATS)System (DATS)

► IRWD constructed $16 million treatment plant to treat two wells pumping groundwater with high color units in deep aquifer (on-line 2002)

► Increased pumping from the deep aquifer should help reduce upwelling potential of colored water into the main aquifer

►Project has been pumping above the Basin Production Percentage and receiving a Basin Equity Assessment exemption

►BEA exemption ends 2016►After 2016 these two wells would be used to help

IRWD pump up to BPP (slightly more expensive groundwater)

44

Impact to 75% BPP GoalImpact to 75% BPP Goal

►Need another 10,280 afy of water to recharge into the groundwater basin to offset additional pumping

Purchase additional MWD untreated full service water - $653/af in CY 2013

$653/af – RA of $280/af – Annexation Revenue = net cost ~ $3.1 million annually

Does OCWD have available recharge capacity?

Develop new project(s) to create additional 10,280 afy

OCWD Basin OCWD Basin Management PrinciplesManagement Principles

Annual Groundwater Production

0

50

100

150

200

250

300

350

400

1950

1955

1960

1965

1970

1975

1980

1985

1990

1995

2000

2005

2010

Ac

re-f

ee

t p

er

Ye

ar

(x 1

,00

0)

• Grow the groundwater basin

• Capital projects/investments

• All Producers share in cost and benefits

OCWD Projects To Increase Local OCWD Projects To Increase Local Water Supplies Water Supplies –– Conceptual EstimatesConceptual Estimates

Projected Water Demands & Projected Water Demands & Supply Sources (No Annexations)Supply Sources (No Annexations)

GROUNDWATERGROUNDWATER PRODUCTION PRODUCTION HISTORYHISTORY

0

50

100

150

200

250

300

350

400

1950 1955 1960 1965 1970 1975 1980 1985 1990 1995 2000 2005 2010

Acr

e-fe

et p

er Y

ear

(x 1

,000

)

Producers Annual Pumping Has Producers Annual Pumping Has Increased at Different Rates and TimesIncreased at Different Rates and Times

City of Santa Ana

05,000

10,00015,00020,00025,00030,00035,00040,00045,000

1955

1960

1965

1970

1975

1980

1985

1990

1995

2000

2005

2010

Acr

efee

t p

er y

ear

City of Fountain Valley

0

5,000

10,000

15,000

1955

1960

1965

1970

1975

1980

1985

1990

1995

2000

2005

2010

Acr

e-fe

et p

er Y

ear

City of Westminster

0

5,000

10,000

15,000

1955

1960

1965

1970

1975

1980

1985

1990

1995

2000

2005

2010

Acr

e-fe

et p

er Y

ear

City of Orange

0

5,000

10,000

15,000

20,000

25,000

30,000

1955

1960

1965

1970

1975

1980

1985

1990

1995

2000

2005

2010

Acr

e-fe

et p

er Y

ear

Impact of Annexations with Respect Impact of Annexations with Respect to the Annexing Producers Pumpingto the Annexing Producers Pumping

►Annexation adds to the Producers total water demands within OCWD

►BPP x increased total water demands allows for additional pumping by that Producer

►Actual groundwater molecules may not even enter the area being annexed

►Does the Producer have production wells to pump additional groundwater?

YLWD – will construct in next few years

IRWD – in 2016

Anaheim - yes

Basin Production Basin Production Percentage HistoryPercentage History

?

January 2013 Projections

Percentage Used for Percentage Used for Annexation Fee FormulaAnnexation Fee Formula

% Groundwater Used Within Service Area of Annexing Purveyor

Applicable %

0.0 – 5.99 10%

6.0 – 9.99 16%

10.0 – 14.99 25%

15.0 – 19.99 30%

20.0 – 24.99 40%

25.0 – 29.99 48%

30.0 – 34.99 55%

35.0 – 39.99 64%

40.0 – 44.99 72%

45.0 – 49.00 80%

50.0 – 100.00 100%

Current and Current and Projected Projected

Total Water Total Water DemandsDemands

Producer Current Total Water Demands

2035 Total Water Demands

Anaheim 64,272 86,020

Buena Park 14,185 19,900

EOCWD 1,017 1,100

Fountain Valley 10,910 12,990

Fullerton 27,408 32,792

Garden Grove 25,057 30,907

Golden State 26,526 33,956

Huntington Beach 29,801 27,000

IRWD 61,338 79,878

La Palma 2,162 2,742

MCWD 18,501 19,700

Newport Beach 16,136 18,474

Orange 29,603 35,029

Santa Ana 39,843 50,400

Seal Beach 3,571 4,880

Serrano 3,066 3,230

Tustin 11,907 15,194

Westminster 12,011 12,589

YLWD 15,127 19,763

Other 10,410 8,700

Totals (rounded) 423,000 515,00054

55

Orange County Water District

Projected Total Water Demands

Fiscal Year Ending 2000 2005 2010 2015 2020 2025 2030 2035

Anaheim 80,361 72,124 67,029 70,827 74,625 78,424 82,222 86,020

Buena Park 19,424 16,752 14,793 15,814 16,836 17,857 18,879 19,900

East OCWD 1,195 1,024 1,125 1,120 1,115 1,110 1,105 1,100

Fountain Valley 12,428 11,521 9,820 10,454 11,088 11,722 12,356 12,990

Fullerton 33,661 31,362 27,888 28,869 29,849 30,830 31,811 32,792

Garden Grove 32,501 29,717 26,038 27,011 27,985 28,959 29,933 30,907

Golden State Water Co. 32,037 29,077 26,377 27,893 29,408 30,924 32,440 33,956

Huntington Beach 35,552 33,022 29,521 29,017 28,513 28,008 27,504 27,000

IRWD 52,333 58,294 47,613 54,066 60,519 66,972 73,425 79,878

La Palma 2,717 2,436 2,281 2,373 2,466 2,558 2,650 2,742

Mesa 22,679 20,727 18,310 18,588 18,866 19,144 19,422 19,700

Newport Beach 19,391 17,847 16,249 16,694 17,139 17,584 18,029 18,474

Orange 35,322 32,163 30,611 31,494 32,378 33,262 34,145 35,029

Santa Ana 51,849 45,222 39,194 41,435 43,676 45,917 48,159 50,400

Seal Beach 4,396 4,097 3,670 3,912 4,154 4,396 4,638 4,880

Serrano WD 3,736 3,145 3,013 3,056 3,100 3,143 3,187 3,230

Tustin 14,852 13,271 12,590 13,111 13,632 14,153 14,673 15,194

Westminster 15,021 13,951 12,393 12,433 12,472 12,511 12,550 12,589

Yorba Linda WD 20,261 16,296 14,941 15,906 16,870 17,834 18,799 19,763

Non-Producers 0 0 7,862 8,700 8,700 8,700 8,700 8,700

Total Water Demand 489,716 452,048 411,317 432,772 453,390 474,008 494,626 515,244

57

Total Water Demands440,000 af (5 yr avg.)

SAR Base Flows

Recharged105,000

Planned BasinRefill

1,000 af

Expected WQ Pumping

Above BPP 30,000 af

Expected Reclaimed

Supplies 15,000 af

63.5%=

-

-

Estimating Annexation Impact to BPP

MWDwater

13,000 af

+

SAR Storm Flows

Recharged 50,000 af

Natural Incidental Recharged60,000 af

Expected GWR System

Supplies70,000 af

Other expected supplies 3,000 af

++

-

+ 15,118 afy = 61.3% BPP+ 19,400 afy = 58.8% BPP

58

Maximum Potential Annexations Under Existing

Policy

Maximum Potential Maximum Potential Annexations Under Existing Annexations Under Existing

PolicyPolicy

AgencyWater

Demands (afy)

Potential Groundwater Production @

68% BPP

Potential Groundwater Production @

75% BPP

Anaheim, IRWD, YLWD

15,118 10,280 11,339

Maximum Additional IRWD

19,400 13,192 14,550

Totals 34,500 23,472 25,889

Excludes minor possible annexation from City of Orange of ~140 afy

Maximum Potential Maximum Potential Annexation BPP ImpactAnnexation BPP Impact

With annexations, the BPP will be ~ 4.8% lower than it otherwise would have been

Producer2011-12 Total Water Demands Excluding

GAP (afy)

Variable Water Supply Cost 70%

BPP

Variable Water Supply Cost 65.2%

BPPDifference

Buena Park 14,185 $7,315,914 $7,687,220 $371,307

EOCWD 1,017 $524,518 $551,139 $26,621

Fountain Valley 9,810 $5,059,508 $5,316,294 $256,787

Fullerton 27,408 $14,135,676 $14,853,108 $717,432

Garden Grove 25,057 $12,923,148 $13,579,040 $655,892

Golden State 26,526 $13,680,785 $14,375,129 $694,345

Huntington Beach 29,801 $15,369,866 $16,149,937 $780,071

La Palma 2,162 $1,115,052 $1,171,644 $56,593

MCWD 17,751 $9,155,078 $9,619,728 $464,650

Newport Beach 15,736 $8,115,842 $8,527,748 $411,906

Orange 29,603 $15,267,747 $16,042,635 $774,888

Santa Ana 39,643 $20,445,877 $21,483,572 $1,037,695

Seal Beach 3,571 $1,841,743 $1,935,218 $93,474

Serrano ,3,066 $1,581,290 $1,661,545 $80,256

Tustin 11,907 $6,141,035 $6,452,713 $311,678

Westminster 12,011 $6,194,673 $6,509,073 $314,400

Totals 269,254 $138,867,751 $145,915,743 $7,047,99361

AGENDA ITEM SUBMITTAL Meeting Date: February 6, 2013 Budgeted: N/A Budgeted Amount: N/A To: Board of Directors Cost Estimate: N/A Funding Source: N/A From: Mike Markus Program/Line Item No. N/A General Counsel Approval: N/A Staff Contact: J. Kennedy Engineers/Feasibility Report: N/A CEQA Compliance: N/A Subject: LOCAL AGENCY FORMATION COMMISSION LAFCO MUNICIPAL

SERVICE REVIEW AND SPHERE OF INFLUENCE UPDATE SUMMARY The Local Agency Formation Commission (LAFCO) is required to review each agency’s sphere of influence every five years. It is also required to conduct a Municipal Service Review for each agency. LAFCO will be formally evaluating the spheres of influence for all Orange County special districts and cities in addition to updating their Municipal Service Reviews at their February 13, 2013 meeting. Staff has spoken to LAFCO’s interim executive officer and expects no changes or issues with the District’s review. Attachment(s): January 2, 2013 LAFCO Letter LAFCO Public Notice RECOMMENDATION Informational. PRIOR RELEVANT BOARD ACTION(S) N/A

CHAIR SUSAN WILSON RepresentatiVe of Genera! 0 ublic

VICE CHAIR JOECARCHIO Counciimember City of Huntington Beach

PAT BATES Suoervisor srn' District

PETER HERZOG Counciimember City of Lake Forest

JOHN MOORLACH Supervisor 2"u District

CHARLEY WILSON Santa Margarita Water District

JOHN WITHERS Director /Nine r<anch \.Vater District

-ALTERNATE BILL CAMPBELL Supervisor TDistrict

ALTERNATE JAMES FISLER Director Mesa Co!lsoJidateC Water District

ALTERNATE DEREK J. MCGREGOR Representative of Genera! Pub!!c

ALTERNATE BOB RING Councilmember City of Laguna Woods

CAROLYN EMERY Interim Executive Officer

LOCAL AGENCY FORMATION COMMISSION

January 2, 2013

Michael Markus General Manager Orange County Water District 18700 Ward Street Fountain Valley, CA 92708

ORANGE COUNTY

SUBJECT: Municipal Service Review and Sphere of Influence Update

Dear Mr. Markus,

The Orange County Local Agency Formation Commission (LAFCO) is required by State law to review each agency's sphere of influence at least once every five years (Government Code Section 56425). A sphere of influence defines the probable physical boundaries and service area for a special district or city (a map of your District's current sphere is attached for your reference). In order to update spheres of influence, the Commission is also required to conduct a Municipal Service Review for each agency (Government Code Section 56430) that evaluates how services are currently provided and are planned to be provided in the future to accommodate anticipated growth.

LAFCO will be reviewing the spheres of influence for all of Orange County's special districts and cities, in addition to updating their Municipal Service Reviews, at their February 13, 2013 meeting. The MSR/SOI staff report will be available one week before the meeting date. If there are any issues or modifications to your sphere boundary that you would like the Commission to consider, I am available to meet to discuss. Additionally, you may provide your comments in writing to LAFCO staff no later than Tuesday, January 22, 2013. Comments regarding the sphere review may be submitted by mail or email at cemery@qcjafco.org.

If you have any specific questions concerning this matter, please feel free to contact me at (714) 834-2556.

Sphere of Influence Map

I 2 Civic Center Plaza, Room 235, Santa Ana. CA 92701 (7 1 4) 834-2556 • FAX (7 1 4) 834-2643

http/ /VvVVW.oclafco.org

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Riverside

Orange County Water District Sphere of Influence Map

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SOl Originally Adopted: 11/23m last Reviewed: 11/12/08

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L.J Orange County Boundary _ ...

CHAIR SUSAN WILSON Representative of General ,oublic

VICE CHAIR JOE CARCHIO Councilmember City of Huntington Beach

PAT BATES Supervisor 5'~ District

PETER HERZOG Councilmember City of Lake Forest

JOHN MOORLo\CH Supervisor 2''0 District

CHARLEY WILSON Santa Margarita Water District

JOHN WITHERS Director Irvine Ranch Water District

ALTERNATE BILL CAMPBELL supervisor 3" District

ALTERNATE JAMES FISLER Director Mesa Consolidated Water District

ALTERNATE DEREK J. MCGREGOR Representative of General Public

ALTERNATE BOB RING Councilmember City of Laguna Woods

CAROLYN EMERY Interim Executive Officer

LOCAL AGENCY FORMATION COMMISSION

January 23, 2013

District Clerk Orange County Water District 18700 Ward Street Fountain Valley, CA 92708

ORANGE COUNTY

RECE D 282013

Subject: Public Notice for the "2013-2018 Municipal Service Review and Sphere of Influence Updates for Orange County Cities and Special Districts"

Dear District Clerk:

I am notifying you that the proposed "2013-2018 Municipal Service Review and Sphere of Influence Updates for Orange County Cities and Special Districts" has been scheduled for consideration by the Orange County Local Agency Formation Commission (LAFCO) at the February 13, 2013 regular meeting.

In accordance with state law, the enclosed public notice has been published in the Orange County Register and sent to each affected local agency 21-days prior to the LAFCO meeting.

Should you have any questions regarding this proposal, please contact me or Joe Serrano at (714) 834-2556.

Attachment; As sta.ted.

12 Civic Center Plaza, Room 235, Santa Ana, CA 9270 I (714) 834-2556 • FAX (714) 834-2643

http/ /WWvV~oclafco.org

NOTICE OF PUBLIC HEARING

LOCAL AGENCY FORMATION COMMISSION

NOTICE IS HEREBY GIVEN that public hearing will be held by the Local Agency Formation Commission of Orange County (LAFCO) to consider a MUNICIPAL SERVICES REVIEW and SPHERE OF INFLUENCE REVIEW AND UPDATE for the following agencies:

CITIES: Aliso Viejo, Anaheim, Brea, Buena Park, Costa Mesa, Cypress, Dana Point, Fountain Valley, Fullerton,

Garden Grove, Huntington Beach, Irvine, Laguna Beach, Laguna Hills, Laguna Niguel, Laguna Woods, La Habra, Lake Forest, La Palma, Los Alamitos, Mission Viejo, Newport Beach, Orange, Placentia, Rancho Santa Margarita, San Clemente, San Juan Capistrano, Santa Ana, Seal Beach,

Stanton, Tustin, Villa Park, Westminster, and Yorba Linda.

DISTRICTS: Buena Park Library District, Capistrano Bay Community Services District, Costa Mesa Sanitary

District, County Service Area 13 (La Mirada), County Service Area 20 (La Habra), County Service Area 22 (East Yorba Linda), County Service Area 26, (OC Parks), Cypress Recreation & Park District, East Orange County Water District, El Toro Water District, Emerald Bay Community Services District,

Garden Grove Sanitary District, Irvine Ranch Water District, Laguna Beach County Water District, Mesa Consolidated Water District, Midway City Sanitary District, Moulton Niguel Water District,

Municipal Water District of Orange County, Orange County Cemetery District, Orange County Sanitation District, Orange County Vector Control District, Orange County Water District, Placentia

Library District, Rossmoor Community Services District, RossmoorfLos Alamitos Sewer District, Santa Margarita Water District, Serrano Water District, Silverado-Modjeska Recreation & Park

District, South Coast Water District, Sunset Beach Sanitary District, Surfside Colony Stormwater Protection District, Surfside Colony Community Services Tax District, Three Arch Bay Community

Services District, Trabuco Canyon Water District, and Yorba Linda Water District

Municipal Service Reviews are a requirement of Government Code Section 56430 that requires LAFCO to make written determinations about services before updating the Spheres of Influence for cities and special districts. A Sphere of Influence is used by LAFCO as a long­range planning tool that guides future LAFCO decisions on jurisdictional boundary changes. Pursuant to Government Code Section 56425, LAFCO shall review and update, as necessary, the adopted Sphere of Influence for each agency not less than once every five years.

The hearing will be held on Wednesday, February 13, 2013 at 8:30 a.m. at the Orange County Hall of Administration, 10 Civic Center Plaza, Planning Commission Hearing Room, Santa Ana, CA 92701.

NOTICES OF EXEM:t;'TION for the Municipal Services Review and Sphere of Influence updates have been prepared in compliance with the California Environmental Quality Act and will also be considered by the Commission.

At the hearing, the Commission will consider oral and written testimony by any interested person or affected agency and the report of the Executive Officer. Written communication may also be directed to the LAFCO office at 12 Civic Center Plaza, Room 235, Santa Ana, CA 92701. For additional information, please call Carolyn Emery, Interim Executive Officer at (714) 834-2556.

Please note, available legal remedies may be limited to only those issues raised at the public hearing described in this notice, or in written correspondence delivered to the Commission at, or prior to, each specific public hearing.

Carolyn Emery Interim Executive Officer

Dated: January 23, 2013 File Reference Number: MSR (13-01) and SOl (13-02)

MINUTES GROUNDWATER REPLENISHMENT SYSTEM STEERING COMMITTEE

STEERING COMMITTEE Monday, January 14, 2013, 5:00 p.m.

ROLL CALL

Committee Members Troy Edgar OCSD Director, Chairman......................Present Roger Yoh OCWD Director, Vice Chairman .............Present Philip L. Anthony OCWD Director .......................................Present Jim Ferryman OCSD Director ...................................... Present Denis Bilodeau OCWD Director....................................... Present John Anderson OCSD Director ...................................... Present

Alternates Stephen Sheldon OCWD Director (No. 1)................... Not Present Not Appointed OCSD Director (No. 1).................... Not Present Cathy Green OCWD Director (No. 2) … ……………… Present Tom Beamish OCSD Director (No. 2)..................... Not Present Not Appointed OCWD Director (No. 3)............................Present Not Appointed OCSD Director (No. 3)........................... Present

Other Directors Present

Bruce Whitaker OCWD ....................................................Present

Staff/Consultants Present

Michael Markus, OCWD William Dunivin, OCWD Mehul Patel, OCWD Jim Herberg, OCSD Debbie Burris, DDB Wendy Sevenandt, OCSD William Hunt, OCWD John Collins

REORGANIZATION OF COMMITTEE TROY EDGAR, CHAIR

ANDERSON – MOTION YOH – SECOND ROGER YOH, VICE CHAIR EDGAR - MOTION GREEN – SECOND

APPROVED

1. MINUTES OF PREVIOUS MEETING

RECOMMENDATION: Approve Minutes of the October 8, 2012 Groundwater Replenishment System Steering Committee meeting as presented

FERRYMAN – MOTION, AYE YOH – SECOND, AYE BILODEAU – AYE ANDERSON – AYE ANTHONY – AYE EDGAR - AYE

APPROVED

INFORMATIONAL ITEMS

2. GWRS INITIAL EXPANSION CONSTRUCTION UPDATE

INFORMATIONAL

3. GWRS OPERATIONS UPDATE FOR FISCAL YEAR 2012/2013

INFORMATIONAL

4. OUTREACH STATUS REPORT Public information and Education update

INFORMATIONAL

GENERAL MANAGERS’ REPORTS

ADJOURNMENT

6:02 P.M.

ACTION AGENDA JOINT PLANNING COMMITTEE

January 23, 2013

ROLL CALL ACTIONS Shawn Dewane, Chair Philip Anthony Vincent Sarmiento Kathryn Barr (not present) Denis Bilodeau Cathy Green Steven Sheldon (not present) Harry Sidhu Bruce Whitaker Roger Yoh (not present)

Quorum of Cte: Yes Quorum of Board: Yes

1. Water Supply Update a. Imported Informational b. Local

2. Update on Bay Delta activities Informational 3. Proposed January 2014 MWD rates Informational 4. OCWD New Basin Production Percentage Policy Informational 5. Main Hallway Improvement Concepts Informational 6. Proposed Schedule of 2013 Meetings Informational

March 27, 2013 May 22, 2013 July 24, 2013 October 23, 2013

ACTION AGENDA PROPERTY MANAGEMENT COMMITTEE MEETING

Friday, January 25, 2013 ROLL CALL ACTIONS Steve Sheldon, Chair Philip Anthony (arrived 12:10 pm) Harry Sidhu Denis Bilodeau (not present) Roger Yoh Cathy Green Bruce Whitaker Kathryn Barr Vincent Sarmiento Shawn Dewane (arrived 12:15 pm)

Quorum of Cte: Yes Quorum of Board: Yes

CONSENT CALENDAR (ITEM NO. 1) 1. MINUTES OF PROPERTY MANAGEMENT COMMITTEE MEETING DECEMBER 28, 2012 RECOMMENDATION: Approve minutes as presented

Approved

MATTER FOR CONSIDERATION 2. CITY OF ANAHEIM’S REQUEST FOR LETTER OF SUPPORT

FOR DEVELOPING A PARK AT FIVE COVES BASIN

RECOMMENDATION: Direct Staff as appropriate

Staff Directed to: 1. Provide a letter of support for the

City of Anaheim’s grant application; and

2. Prepare a MOU with the City, to be brought back to the Committee for final consideration, allowing for the construction of a bike and pedestrian path at Upper and Lower Five Coves Basin.

INFORMATIONAL ITEMS 3. STATUS OF NEGOTIATIONS FOR PROPERTY LOCATED AT

3199 EAST LA PALMA AVENUE IN ANAHEIM Informational

4. STATUS OF THE SOUTH STREET PROPERTY IN ANAHEIM Informational 5. STATUS OF THE BALL ROAD BASIN PROPERTY LOCATED ON

BALL ROAD AND PHOENIX CLUB DRIVE IN ANAHEIM Informational

6. QUARTERLY REPORT ON LEASES AND PERMITS/LICENSES

FOR THE PERIOD ENDING DECEMBER 31, 2012 Informational

DETERMINATION OF ITEMS TO BE PLACED ON CONSENT CALENDAR FOR FEBRUARY 6 BOARD MEETING

Item No. 2

ADJOURNMENT 12.25pm

- 1 -

ACTION AGENDA

MEETING OF THE RETIREMENT COMMITTEE Tuesday, January 29, 2013

ROLL CALL ACTIONS DIRECTORS STAFF MEMBERS Roger Yoh Phil Harrington Harry Sidhu Jason Dadakis Vincent Sarmiento (arrived 8:15) STAFF ALTERNATES DIRECTOR ALTERNATES Roy Herndon (1st Alternate) Phil Anthony Jana Safarik (2nd Alternate) Bruce Whitaker Kathryn Barr (not present) EMPLOYEE ADVISORY COMMITTEE Denis Bilodeau (not present) Dave Bolin Cathy Green John Bonsangue Steve Sheldon (not present) John Bruns Shawn Dewane (not present) Rita Hintlian

Quorum of Cte: Yes

Quorum of Board: Yes

CONSENT CALENDAR (ITEMS NO. 1-2) 1. MINUTES OF RETIREMENT COMMITTEE MEETING HELD ON OCTOBER 23, 2012 RECOMMENDATION: Approve minutes as presented

Approved

2. RETIREMENT COMMITTEE “EMPLOYEE” APPOINTMENTS RECOMMENDATION: Agendize for the February 6 Board meeting: Approve the appointments to the following employees to the Retirement Committee:

1.) Sitting Member - Jason Dadakis 2.) 1st Alternate- Roy Herndon 3.) 2nd Alternate Jana Safarik

Approved

MATTERS FOR CONSIDERATION 3. 401(a) MONEY PURCHASE RETIREMENT PLAN INVESTMENT LINE-UP REVIEW Committee Recommendation: Approve the following changes to the 401(a) MPP Retirement fund portfolio

ACTION SYMBOL FUND NAME Red Flag PGNAX Prudential Jennison Natural

Resources A Keep Red Flag DMCVX Dreyfus Opportunistic

Midcap Value A Red Flag

Add VETAX HWAAX

Victory Established Value A Hotchkis and Wiley Value

Opps A Red Flag HMVMX Highmark Value Fiduciary

Committee Recommendation: Approve changes to the 401(a) Money Purchase Plan investment line up as

presented

- 2 -

4. RED FLAG REVIEW- 457(b) DEFERRED COMPENSATION PLAN Committee Recommendation: Approve the following changes to the 457 (b) Deferred Compensation Plan

ACTION SYMBOL FUND NAME Close Fund RLPHX Royce Low Priced Stock Invmt

map RLPHX to JTUAX JPMorgan US Small Company A Add Fund PSSSX Principal SmallCap

Close Fund CSIEX Calvert Equity A map CSIEX to PRWAX T. Rowe Price New America

Growth Close Fund FKGRX Franklin Growth A

Map FKGRX to DVEAX Delaware Select Growth A Add Fund ASPIX Alger Spectra I

Keep Red Flag JUEAX JPMorgan US Equity A Keep Red Flag SAMVX Ridge Worth Mid-Cap Value

Equity A

Committee Recommendation: Approve changes to the 457(b)

Deferred Compensation Retirement Plan investment line up as presented

DETERMINATION OF ITEMS TO BE PLACED ON CONSENT CALENDAR FOR FEBRUARY 6 BOARD MEETING

Items 3-4

ANNOUNCEMENTS/REPORTS N/A ADJOURNMENT 9:20 am