Oversight Board for the Redevelopment Successor Agency

OVERSIGHT BOARD FOR THE REDEVELOPMENT SUCCESSOR AGENCY OF THE CITY OF HEALDSBURG SPECIAL MEETING AGENDA City Hall Council Chamber Date: Monday, January 14, 2013 401 Grove Street, Healdsburg, CA 95448 Time: 2:30 P.M. Phone: 431-3317 Date Posted: Friday, January 11, 2013 1. Call to Order 2. Roll Call 3. Approval of January 14, 2013 Special Meeting Agenda 4. Approval of January 7, 2013 Special Meetings Minutes 5. Public Comment on Non-Agenda Matters This time is set aside to receive comments from the public regarding matters of general interest not on the agenda, but related to the Oversight Board. Pursuant to the Brown Act, however, the Oversight Board cannot consider any issues or take action on any requests during this comment period. Speakers are encouraged to limit their comments to 5 minutes maximum so that all speakers have an opportunity to address the Oversight Board. Members of the audience desiring to address the Oversight Board please walk to the public speaker podium and, after receiving recognition from the Chair, please state your name and make your comments. 6. (1) Public comment on the Due Diligence Review Report regarding unobligated funds and assets of the Former Redevelopment Agency (other than former Low and Moderate Income Housing Fund funds and assets) that are now under control of the Successor Agency and that may become available for distribution to affected taxing entities (2) consider adopting resolution approving the Independent Accountant’s Report presenting the results of the review conducted pursuant to Section 34179.5 for “All Other Funds” (excluding Low and Moderate Income Housing Fund) and authorizing the transmission of such results to the Department of Finance and the Sonoma County Auditor-Controller 7. Update on status of legal expenses 8. Adjournment ===================================================================== Oversight Board Members: Councilmember Gary Plass – City of Healdsburg Representative Jason Liles, Board of Supervisors Representative, Sonoma County Lisa Schaffner – Public Representative Eric Ziedrich, Special District Representative Scott Ward, Employee Representative Steven Herrington, PhD, County Office of Education Representative Ricardo Navarrette, Community College Representative Oversight Board Meeting Agenda January 14, 2013 Page 2 SB 343 - DOCUMENTS RELATED TO OPEN SESSION AGENDAS: Any writings or documents provided to a majority of the Oversight Board regarding any item on this agenda after the posting of this agenda and not otherwise exempt from disclosure, will be made available for public review in the City Clerk’s Office located at City Hall, 401 Grove Street, Healdsburg, during normal business hours. If supplemental materials are made available to the members of the Oversight Board at the meeting, a copy will be available for public review at the City Hall Council Chambers, 401 Grove Street, Healdsburg, CA 95448. These writings will be made available in appropriate alternative formats upon request by a person with a disability, as required by the Americans with Disabilities Act. DISABLED ACCOMMODATIONS: The City of Healdsburg will make reasonable accommodations for persons having special needs due to disabilities. Please contact Maria Curiel, City Clerk, at Healdsburg City Hall, 401 Grove Street, Healdsburg, California, 431-3317, at least 72 hours prior to the meeting, to ensure the necessary accommodations are made.  OVERSIGHT BOARD FOR THE REDEVELOPMENT SUCCESSOR AGENCY OF THE CITY OF HEALDSBURG SPECIAL MEETING MINUTES January 7, 2013 – 2:30 P.M. City Hall Council Chamber 401 Grove Street, Healdsburg, CA 95448 Present: Board Members: Herrington, Liles, Navarrette, Schaffner, Ward, Ziedrich and Chairperson Plass Absent: Board Members: None CALL TO ORDER Chairperson Plass called the special meeting to order at 2:33:53 PM. APPROVAL OF AGENDA On a motion by Board Member Schaffner, seconded by Board Member Liles, approved the agenda as submitted. The motion carried on a voice. (Ayes 7, Noes 0, Absent – None) APPROVAL OF MINUTES On a motion by Board Member Herrington, seconded by Board Member Liles, approved the October 11, 2012 special meeting minutes as submitted. The motion carried on a voice with Board Member Ziedrich abstaining. (Ayes 7, Noes 0, Absent – None) PUBLIC COMMENTS There were no public comments on non-agenda items. PUBLIC COMMENT ON DUE DILIGENCE REPORT REGARDING UNOBLIGATED FUNDS AND ASSETS EXCEPT LOW AND MODERATE INCOME HOUSING FUND Assistant City Manager Mickaelian stated that as required by AB 1484, the purpose of today’s meeting was to receive public comment on the results of the “due diligence review” conducted by the auditing firm of Moss, Levy & Hartzheim, LLP, of unobligated funds and assets of the Former Redevelopment Agency other than the Low and Moderate Income Housing Fund funds that are under control of the Successor Agency and that may become available for distribution to affected taxing entities. Mr. Mickaelian summarized the audit’s findings, as follows: • The total amount of assets held by the Successor Agency as of June 30, 2012 is $43,169,078. Of that amount $21,767,872 are restricted for uses specified by debt covenants or other restrictions, $10,159,322 are the cash equivalents of the physical assets; $8,207 are restricted to fund enforceable obligations; $2,417,620 are restricted to satisfy the ROPS III obligations; and $5,660,452 is the payment made in July to the County Auditor-Controller. • $3,155,605 are available to be remitted to the County for disbursement to taxing entities Oversight Board Meeting Minutes January 7, 2013 Page 2 Chairperson Plass opened the public comment period. There being no members in the audience that wished to comment, the comment period was continued it to January 14, 2013 at 2:30 P.M. UPDATE ON RESULT OF MEET AND CONFER Assistant City Manager Mickaelian reported that on December 18, 2012, the Department of Finance denied both the meet and confer appeal and the ROPS III. Staff and the Successor Agency would be exploring its options at a closed session after the Council meeting. One concern is that if litigation is filed, it will delay receipt of the notice of completion necessary in order to utilize the bond proceeds available in the amount of $13.5 million. In response to inquiries, Assistant City Manager Mickaelian stated that before properties can be disposed of, the Successor Agency would first need to get the notice of completion and within six months prepare a long-term property management plan. Discussion ensued regarding the process to dispose property, the repercussions of filing litigation, and the legal expenses to date. Board Member Liles inquired whether the legal budget had been exhausted and if Board action was needed to increase the amount. Assistant City Manager Mickaelian stated that he would give an update at the next meeting. NEXT MEETING The next meeting was scheduled for January 14, 2013 at 2:30 P.M. ADJOURNMENT There being no other business to discuss, the meeting of the Oversight Board was adjourned at 2:51:55 PM APPROVED ATTEST: _________________________________ _________________________________ Gary W. Plass, Chairperson Maria Curiel, Board Secretary Oversight Board Meeting Minutes January 7, 2013 Page 3 =========================================================================== Oversight Board Members: Mayor Gary Plass – City of Healdsburg Representative Jason Liles – Board of Supervisors Representative, Sonoma County Lisa Schaffner – Public Representative Eric Ziedrich – Special District Representative Scott Ward – Employee Representative Steven Herrington, PhD – County Office of Education Representative Ricardo Navarrette – Community College Representative Healdsburg Oversight Board Staff Report January 14, 2013 Page 2 necessary, and is empowered to authorize the Successor Agency to retain assets and funds identified in Health and Safety Code Section 34179.5 (B) – (E), such as legally restricted funds and funds required to pay enforceable obligations. By April 1, 2013, DOF is to make its determination of the amount available for transfer to the taxing entities. The Successor Agency may request, a “meet and confer” process with DOF to resolve any remaining disputes, giving DOF up to 30 days in which to modify or confirm its determination. The Successor Agency is required to transmit the funds to the County Auditor-Controller within five working days of receipt of DOF’s determination. DISCUSSION/ANALYSIS The proposed resolution, if adopted, approves the Independent Accountant’s Report presenting the results of the review conducted pursuant to Section 34179.5 for All Other Funds (excluding Low and Moderate Income Housing Fund). ATTACHMENTS 1. Resolution 2. Independent Accountant’s Report Healdsburg Oversight Board Staff Report January 14, 2013 Page 3 OVERSIGHT BOARD FOR THE REDEVELOPMENT SUCCESSOR AGENCY OF THE CITY OF HEALDSBURG RESOLUTION NO. OB1-2013 A RESOLUTION OF THE OVERSIGHT BOARD FOR THE REDEVELOPMENT SUCCESSOR AGENCY OF THE CITY OF HEALDSBURG APPROVING THE INDEPENDENT ACCOUNTANT’S REPORT PRESENTING THE RESULTS OF THE REVIEW CONDUCTED PURSUANT TO SECTION 34179.5 FOR THE “ALL OTHER FUNDS” (EXCLUDING THE LOW AND MODERATE INCOME HOUSING FUND) AND AUTHORIZING THE TRANSMISSION OF SUCH RESULTS TO THE DEPARTMENT OF FINANCE AND THE SONOMA COUNTY AUDITOR-CONTROLLER WHEREAS, Assembly Bill 1X 26, also known as the "Dissolution Act", was enacted on June 28, 2011, the result of which was to significantly modify the Community Redevelopment Law and as a result, redevelopment agencies dissolved on February 1, 2012; and WHEREAS, on June 27, 2012, a clean-up bill to the redevelopment dissolution legislation was enacted by the State Legislature (“AB 1484”) establishing several new procedures that must be followed and accelerated several timelines for existing procedures; and WHEREAS, in compliance with AB 1484, the Successor Agency contracted with Moss, Levy & Hartzheim, LLP, a certified public accountant approved by the County Auditor-Controller, to conduct a “due diligence review” of both the Housing Fund and of the non-housing funds of the former Redevelopment Agency; and WHEREAS, the purpose of the Housing Fund due diligence review is to determine the unobligated balance available for transfer to the taxing entities; and WHEREAS, on January 7, 2013, the Oversight Board convened a session to receive comments from the public at which time and place no comments were received; and WHEREAS, on December 14, 2012, the Successor Agency provided the County Auditor- Controller, the State Controller, and the Department of Finance (“DOF”) the draft results of the review conducted pursuant to Section 34179.5 for the All Other Funds, (excluding the Low and Moderate Income Housing Fund) and specifically the amount of cash and cash equivalents determined to be available for allocation to taxing entities; and WHEREAS, by January 15, 2013, for the Housing Fund, the Oversight Board is required to review, approve, and transmit to DOF and the County Auditor-Controller the determination of the amount of cash and cash equivalents that are available for disbursement to taxing entities. Healdsburg Oversight Board Staff Report January 14, 2013 Page 4 NOW, THEREFORE, BE IT RESOLVED that the Oversight Board for the Redevelopment Successor Agency of the City of Healdsburg does hereby approves the Independent Accountant’s Report presenting the results of the review conducted pursuant to Section 34179.5 for the All Other Funds (excluding the Low and Moderate Income Housing Fund) and authorizes the transmission of such results to the Department of Finance and the Sonoma County Auditor-Controller. The above and foregoing Resolution was duly and regularly passed and adopted at a meeting of the Oversight Board for the Redevelopment Successor Agency of the City of Healdsburg on the 14th day of January, 2013 by the following vote: AYES: Board Members: () NOES: Board Members: () ABSENT: Board Members: () ABSTAINING: Board Members: () SO ORDERED: ATTEST: _____________________________ _____________________________ Gary W. Plass, Chairperson Maria Curiel, Board Secretary  Successor Agency of the Redevelopment Agency of the City of Healdsburg Sonoma County, California Agreed-Upon Procedures – AB 1484 Other Funds June 30, 2012 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG SONOMA COUNTY, CALIFORNIA AGREED-UPON PROCEDURES – AB 1484 OTHER FUNDS TABLE OF CONTENTS JUNE 30, 2012 Independent Accountant’s Report on Applying Agreed Upon Procedures .................................................................................. 1 Attachment A – Asset Transfer Listing to the Successor Agency on February 1, 2012................................................................ 9 Attachment B – Summary of Financial Transactions................................................................................................................ 10 Attachment C – Asset Listing as of June 30, 2012.................................................................................................................... 11 Attachment D – Assets Legally Restricted for Uses Specified by Debt Covenants as of June 30, 2012...................................... 12 Attachment E – Non-Liquid Assets – Other Funds as of June 30, 2012 .................................................................................... 13 Attachment F – Balances Dedicated for the Funding of Obligations as of June 30, 2012........................................................... 14 Attachment G – Cash Balances Need to be Retained to Satisfy Obligations on the ROPS as of June 30, 2012 15 Attachment F – Allocation to Affected Taxing Entities – Other Funds ..................................................................................... 16 PARTNERS COMMERCIAL ACCOUNTING & TAX SERVICES GOVERNMENTAL AUDIT SERVICES RONALD A LEVY, CPA 9107 WILSHIRE BLVD. SUITE 500 5800 E. HANNUM, SUITE E CRAIG A HARTZHEIM, CPA BEVERLY HILLS, CA 90210 CULVER CITY, CA 90230 HADLEY Y HUI, CPA TEL: 310.273.2745 TEL: 310.670.2745 FAX: 310.670.1689 FAX: 310.670.1689 www.mlhcpas.com www.mlhcpas.com INDEPENDENT ACCOUNTANT’S REPORT ON APPLYING AGREED UPON PROCEDURES Oversight Board of the Successor Agency City of Healdsburg Healdsburg, California We have performed the procedures enumerated below solely to assist in ensuring that the Successor Agency of the Redevelopment Agency of the City of Healdsburg is complying with its statutory requirements with respect to AB 1484. Management of the Successor Agency is responsible for the accounting records pertaining to statutory compliance pursuant to Health and Safety Code Section 34179.5. This agreed-upon procedures engagement was performed in accordance with attestation standards established by the American Institute of Certified Public Accountants. The sufficiency of these procedures is solely the responsibility of the specified users of the report. Consequently, we make no representation regarding the sufficiency of the procedures described below either for the purpose for which this report has been requested or for any other purpose. Procedures Applied 1. Obtain from the Successor Agency a listing of all assets that were transferred from the former Redevelopment Agency to the Successor Agency on February 1, 2012. Agree the amounts on this listing to account balances established in the accounting records of the Successor Agency. Identify in the Agreed-Upon Procedures (AUP) report the amount of the assets transferred to the Successor Agency as of that date. Result: The former Redevelopment Agency transferred the total asset amount of $43,691,803 to the Successor Agency on February 1, 2012. See Attachment A for the listing of all assets that were transferred. 2. If the State Controller’s Office has completed its review of transfers required under both Sections 34167.5 and 34178.8 and issued its report regarding such review, attach a copy of that report as an exhibit to the AUP report. If this has not yet occurred, performed the following procedures: A. Obtain a listing prepared by the Successor Agency of transfers (excluding payments for goods and services) from the former Redevelopment Agency to the City, County, or City and County that formed the Redevelopment Agency for the period from January 1, 2011 through January 31, 2012. For each transfer, the Successor Agency should describe the purpose of the transfer and describe in what sense the transfer was required by one of the Agency’s enforceable obligations or other legal requirements. Provide this listing as an attachment to the AUP report. 1 OFFICES: BEVERLY HILLS • CULVER CITY • SANTA MARIA MEMBER AMERICAN INSTITUTE OF CPAs • CALIFORNIA SOCIETY OF MUNICIPAL FINANCE OFFICERS • CALIFORNIA ASSOCIATION OF SCHOOL BUSINESS OFFICIALS SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 2 A. (Continued) Result: No Other Funds assets were transferred from the former Redevelopment Agency to the City, County, or City and County that formed the Redevelopment Agency for the period from January 1, 2011 through January 31, 2012. B. Obtain a listing prepared by the Successor Agency of transfers (excluding payments for goods and services) from the Successor Agency to the City, County, or City and County that formed the Redevelopment Agency for the period from February 1, 2012 through June 30, 2012. For each transfer, the Successor Agency should describe the purpose of the transfer and describe in what sense the transfer was required by one of the Agency’s enforceable obligations or other legal requirements. Provide this listing as an attachment to the AUP report. Result: No assets were transferred from the Successor Agency to any City, County, or City and County during the period February 1, 2012 through June 30, 2012. C. For each transfer, obtain the legal document that formed the basis for the enforceable obligation that required any transfer. Note in the AUP report the absence of any such legal document or the absence of language in the document that required the transfer. Result: We found no exceptions as a result of the procedures performed. 3. If the State Controller’s Office has completed its review of transfers required under both Sections 34167.5 and 34178.8 and issued its report regarding such review, attach a copy of that report as an exhibit to the AUP report. If this has not yet occurred, perform the following procedures: A. Obtain a listing prepared by the Successor Agency of transfers (excluding payments for goods and services) from the former Redevelopment Agency to any other public agency or to private parties for the period from January 1, 2011 through January 31, 2012. For each transfer, the Successor Agency should describe the purpose of the transfer and describe in what sense the transfer was required by one of the Agency’s enforceable obligations or other legal requirements. Provide this listing as an attachment to the AUP report. Result: No assets were transferred from the former Redevelopment Agency to any other public agency or to private parties for the period from January 1, 2011 through January 31, 2012. B. Obtain a listing prepared by the Successor Agency of transfers (excluding payments for goods and services) from the Successor Agency to any other public agency or private parties for the period from February 1, 2012 through June 30, 2012. For each transfer, the Successor Agency should describe the purpose of the transfer and describe in what sense the transfer was required by one of the Agency’s enforceable obligations or other legal requirements. Provide this listing as an attachment to the AUP report Result: No assets were transferred from the former Redevelopment Agency to any other public agency or to private parties for the period from February 1, 2012 through June 30, 2012. C. For each transfer, obtain the legal document that formed the basis for the enforceable obligation that required any transfer. Note in the AUP report the absence of any such legal document or the absence of language in the document that required the transfer. Result: Not applicable. No assets were transferred to a public agency or private party. 2 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 4. Perform the following procedures: A. Obtain from the Successor Agency a summary of the financial transactions of the Redevelopment Agency and the Successor Agency in the format set forth in the attached schedule for the fiscal periods indicated in the schedule. For purposes of this summary, the financial transactions should be presented using the modified accrual basis of accounting. End of year balances for capital assets (in total) and long-term liabilities (in total) should be presented at the bottom of this summary schedule for information purposes. B. Ascertain that for each period presented, the total of revenues, expenditures, and transfers account fully for the changes in equity from the previous fiscal period. C. Compare amounts in the schedule relevant to the fiscal year ended June 30, 2010 to the state controller’s report filed for the Redevelopment Agency for that period. D. Compare amounts in the schedule for the other fiscal periods presented to account balances in the accounting records or other supporting schedules. Describe in the report the type of support provided for each fiscal period. Result: For fiscal year ended June 30, 2010, we compared the financial transactions on Attachment B to the State Controller’s report and audited financial statements and found no exceptions as a result of the procedures performed. See Attachment B. For fiscal year ended June 30, 2011, we compared the financial transactions on Attachment B to the State Controller’s report and audited financial statements and found no exceptions as a result of the procedures performed. See Attachment B. For the seven months ended January 31, 2012 of the former Redevelopment Agency, we compared the financial transactions on Attachment B to the Agency’s trial balance, fixed assets list, and long-term debt schedule, and found no exceptions as a result of the procedures performed. See Attachment B. For the five months ended June 30, 2012 of the Successor Agency, we compared the financial transactions on Attachment B to the Agency’s trial balance, fixed assets list, and long-term debt schedule, and found no exceptions as a result of the procedures performed. See Attachment B. 5. Obtain from the Successor Agency a listing of all assets of the Low and Moderate Income Housing Fund as of June 30, 2012 for the report that is due October 1, 2012 and a listing of all assets of all other funds of the Successor Agency as of June 30, 2012 (excluding the previously reported assets of the Low and Moderate Income Housing Fund) for the report that is due December 15, 2012. When this procedure is applied to the Low and Moderate Income Housing Fund, the schedule attached as an exhibit will include only those assets of the Low and Moderate Income Housing Fund that were held by the Successor Agency as of June 30, 2012 and will exclude all assets held by the entity that assumed the housing function previously performed by the former Redevelopment Agency. Agree the assets so listed to recorded balances reflected in the accounting records of the Successor Agency. The listings should be attached as an exhibit to the appropriate AUP report. Result: We found no exceptions as a result of the procedures performed. See Attachment C. 3 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 6. Obtain from the Successor Agency a listing of asset balances held on June 30, 2012 that are restricted for the following purposes: A. Unspent bond proceeds: i. Obtain the Successor Agency’s computation of the restricted balances (e.g., total proceeds less eligible project expenditures, amounts set aside for debt service payments, etc.) ii. Trace individual components of this computation to related account balances in the accounting records, or to other supporting documentation (specify in the AUP report a description of such documentation). iii. Obtain from the Successor Agency a copy of the legal document that sets forth the restriction pertaining to these balances. Note in the AUP report the absence of language restricting the use of the balances that were identified by the Successor Agency as restricted. Result: The Successor Agency had $8,247,886 of bond proceeds in a reserve account with fiscal agents and $13,519,986 of bond proceeds in cash and investments. We traced this restricted cash to the general ledger, the cash with fiscal agent bank statements, and the Official Statements for the 2002, 2003, and 2010 Tax Allocation Bonds. See Attachment D. B. Grant proceeds and program income that are restricted by third parties: i. Obtain the Successor Agency’s computation of the restricted balances (e.g., total proceeds less eligible project expenditures). ii. Trace individual components of this computation to related account balances in the accounting records, or to other supporting documentation (specify in the AUP report a description of such documentation). iii. Obtain from the Successor Agency a copy of the grant agreement that sets forth the restriction pertaining to these balances. Note in the AUP report the absence of language restricting the use of the balances that were identified by the Successor Agency as restricted. Result: The Successor Agency did not have grant proceeds and program income restricted by third parties. C. Other assets considered to be legally restricted: i. Obtain the Successor Agency’s computation of the restricted balances (e.g., total proceeds less eligible project expenditures). ii. Trace individual components of this computation to related account balances in the accounting records, or to other supporting documentation (specify in the AUP report a description of such documentation). iii. Obtain from the Successor Agency a copy of the legal document that sets forth the restriction pertaining to these balances. Note in the AUP report the absence of language restricting the use of the balances that were identified by the Successor Agency as restricted. Result: The Successor Agency did not have other assets restricted by third parties. D. Attach the above mentioned Successor Agency prepared schedule(s) as an exhibit to the AUP report. For each restriction identified on these schedules, indicate in the report the period of time for which the restrictions are in effect. If the restrictions are in effect until the related assets are expended for their intended purpose, this should be indicated in the report. Result: No restriction is in effect. 4 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 7. Perform the following procedures: A. Obtain from the Successor Agency a listing of assets as of June 30, 2012 that are not liquid or otherwise available for distribution (such as capital assets, land held for resale, long-term receivables, etc.) and ascertain if the values are listed at either purchase cost (based on book value reflected in the accounting records of the Successor Agency) or market value as recently estimated by the Successor Agency. Result: The values of non-liquid assets are based on the book value reflected in the accounting records of the Successor Agency. See Attachment E. B. If the assets listed at 7(A) are listed at purchase cost, trace the amounts to a previously audited financial statement (or to the accounting records of the Successor Agency) and note any differences. Result: We found no exceptions as a result of the procedures performed. C. For any differences noted in 7(B), inspect evidence of disposal of the asset and ascertain that the proceeds were deposited into the Successor Agency trust fund. If the differences are due to additions (this generally is not expected to occur), inspect the supporting documentation and note the circumstances. Result: We found no exceptions as a result of the procedures performed. D. If the assets listed at 7(A) are listed at recently estimated market value, inspect the evidence (if any) supporting the value and note the methodology used. If no evidence is available to support the value and\or methodology, note the lack of evidence. Result: Not applicable. The values of non-liquid assets are not listed at estimated market value. 8. Perform the following procedures: A. If the Successor Agency believes that asset balances need to be retained to satisfy enforceable obligations, obtain from the Successor Agency an itemized schedule of asset balances (resources) as of June 30, 2012 that are dedicated or restricted for the funding of enforceable obligations and perform the following procedures. The schedule should identify the amount dedicated or restricted, the nature of the dedication or restriction, the specific enforceable obligation to which the dedication or restriction relates, and the language in the legal document that is associated with the enforceable obligation that specifies the dedication of existing asset balances toward payment of that obligation. i. Compare all information on the schedule to the legal documents that form the basis for the dedication or restriction of the resource balance in question. ii. Compare all current balances to the amounts reported in the accounting records of the Successor Agency or to an alternative computation. 5 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 8. A (Continued) iii. Compare the specified enforceable obligations to those that were included in the final Recognized Obligation Payment Schedule approved by the California Department of Finance. iv. Attach as an exhibit to the report the listing obtained from the Successor Agency. Identify in the report any listed balances for which the Successor Agency was unable to provide appropriate restricting language in the legal document associated with the enforceable obligation. Result: The Successor Agency believes that $8,207 needs to be retained to satisfy accounts payable obligations as of June 30, 2012. See Attachment F. B. If the Successor Agency believes that future revenues together with balances dedicated or restricted to an enforceable obligation are insufficient to fund future obligation payments and thus retention of current balances is required, obtain from the Successor Agency a schedule of approved enforceable obligations that includes a projection of the annual spending requirements to satisfy each obligation and a projection of the annual revenues available to fund those requirements and perform the following procedures: i. Compare the enforceable obligations to those that were approved by the California Department of Finance. Procedures to accomplish this may include reviewing the letter from the California Department of Finance approving the Recognized Enforceable Obligation Payment Schedules for the six month period from January 1, 2012 through June 30, 2012 and for the six month period July 1, 2012 through December 31, 2012. ii. Compare the forecasted annual spending requirements to the legal document supporting each enforceable obligation. a. Obtain from the Successor Agency its assumptions relating to the forecasted annual spending requirements and disclose in the report major assumptions associated with the projections. iii. For the forecasted annual revenues: a. Obtain from the Successor Agency its assumptions for the forecasted annual revenues and disclose in the report major assumptions associated with the projections. Result: The procedure was not considered required as the Successor Agency believes future revenues together with dedicated balances will be sufficient to fund future obligations. C. If the Successor Agency believes that projected property tax revenues and other general purpose revenues to be received by the Successor Agency are insufficient to pay bond debt service payments (considering both the timing and amount of the related cash flows), obtain from the Successor Agency a schedule demonstrating this insufficiency and apply the following procedures to the information reflected in that schedule. i. Compare the timing and amounts of bond debt service payments to the related bond debt service schedules in the bond agreement. ii. Obtain the assumptions for the forecasted property tax revenues and disclose major assumptions associated with the projections. iii. Obtain the assumptions for the forecasted other general purpose revenues and disclose major assumptions associated with the projections. Result: The procedure was not considered required as the Successor Agency believes future tax revenues will be sufficient to fund future obligations. 6 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 8. (Continued) If procedures A, B, or C were performed, calculate the amount of current unrestricted balances necessary for retention in order to meet the enforceable obligations by performing the following procedures: iv. Combine the amount of identified current dedicated or restricted balances and the amount of forecasted annual revenues to arrive at the amount of total resources available to fund enforceable obligations. v. Reduce the amount of total resources available by the amount forecasted for the annual spending requirements. A negative result indicates the amount of current unrestricted balances that needs to be retained. vi. Include the calculation in the AUP report. Result: The $8,207 of cash needed to be retained is part of the accounts payable balance as of June 30, 2012. 9. If the Successor Agency believes that cash balances as of June 30, 2012 need to be retained to satisfy obligations on the Recognized Obligation Payment Schedule (ROPS) for the period of July 1, 2012 through June 30, 2013, obtain a copy of the final ROPS for the period of July 1, 2012 through December 31, 2012 and a copy of the final ROPS for the period January 1, 2013 through June 30, 2013. For each obligation listed on the ROPS, the Successor Agency should add columns identifying (1) any dollar amounts of existing cash that are needed to satisfy that obligation and (2) the Successor Agency’s explanation as to why the Successor Agency believes that such balances are needed to satisfy the obligation. Include this schedule as an attachment to the AUP report. Result: The Successor Agency believes that $2,417,620 needs to be retained to satisfy obligations on the Recognized Obligation Payment Schedule (ROPS) for the period of July 1, 2012 through June 30, 2013. See Attachment G. 10. Include (or present) a schedule detailing the computation of the Balance Available for Allocation to Affected Taxing Entities. Amounts included in the calculation should agree to the results of the procedures performed in each section above. The schedule should also include a deduction to recognize amounts already paid to the County Auditor-Controller on July 12, 2012 as directed by the California Department of Finance. The amount of this deduction presented should be agreed to evidence of payment. The attached example summary schedule may be considered for this purpose. Separate schedules should be completed for the Low and Moderate Income Housing Fund and for all other funds combined (excluding the Low and Moderate Income Housing Fund). Result: We found no exceptions as a result of the procedures performed. See Attachment H. 11. Obtain a representation letter from Successor Agency management acknowledging their responsibility for the data provided to the practitioner and the data presented in the report or in any attachments to the report. Included in the representations should be an acknowledgment that management is not aware of any transfers (as defined by Section 34179.5) from either the former Redevelopment Agency or the Successor Agency to other parties for the period from January 1, 2011 through June 30, 2012 that have not been properly identified in the AUP report and its related exhibits. Management’s refusal to sign the representation letter should be noted in the AUP report as required by attestation standards. Result: We found no exceptions as a result of the procedures performed. 7 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 We were not engaged to, and did not, perform an examination, the objective of which would be the expression of an opinion on management’s assertion. Accordingly, we do not express such an opinion. This report is intended solely for the information of the Oversight Board and Management of the Successor Agency of the Redevelopment Agency of the City of Healdsburg, California State Controller’s Office, California Department of Finance, and Sonoma County Auditor-Controller, and is not intended to be and should not be used by anyone other than these specified parties. Culver City, California December 10, 2012 8 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 ATTACHMENT A – ASSET TRANSFER LISTING TO THE SUCCESSOR AGENCY ON FEBRUARY 1, 2012 Asset Transfer Listing - Other Funds February 1, 2012 Cash $ 25,922,266 Cash with Fiscal Agent 8,301,780 Accrued Interest Receivable 717 Loans Receivable 1,496,501 Capital Assets 7,970,539 Total $ 43,691,803 9 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 ATTACHMENT B – SUMMARY OF FINANCIAL TRANSACTIONS SUCCESSOR AGENCY OF THE REDEVELOPMENT Attachment B AGENCY OF THE CITY OF HEALDBURG Summary Schedule of Financial Transactions Included Low/Moderate Incoming Housing Fund Redevelopment Redevelopment Redevelopment Successor Agency Agency Agency Agency 12 Months Ended 12 Months Ended 7 Months Ended 5 Months Ended 6/30/2010 6/30/2011 1/31/2012 6/30/2012 Assets (modified accrual basis) Cash and Investments $ 15,393,765 $ 36,619,027 $ 32,531,963 $ 31,106,422 Cash with Fiscal Agent 10,040,753 7,230,467 10,261,487 10,207,676 Tax Increment s Receivable 107,458 36,678 - - Accounts Receivable 447,224 - - - Accrued Interest Receivable 54,321 77,129 717 35,760 Loans Receivable 7,826,542 7,691,764 7,586,793 1,358,898 Lease Receivable - 588,272 - - Prepaid Assets 3,092 9,750 - - Due from City of Healdsburg 3,466,788 3,695,000 - - Total As sets $ 37,339,943 $ 55,948,087 $ 50,380,960 $ 42,708,756 Liabilities (modified accrual basis) Accounts Payable $ 22,863 $ 50,640 $ 845 $ 8,207 Due to City of Healdsburg 1,058,000 - - - Deferred Revenue 7,491,540 7,535,088 6,999,171 894,024 Total Liabilities $ 8,572,403 $ 7,585,728 $ 7,000,016 $ 902,231 Equity $ 28,767,540 $ 48,362,359 $ 43,380,944 $ 41,806,525 Total Liabilities + Equity $ 37,339,943 $ 55,948,087 $ 50,380,960 $ 42,708,756 Total Revenues : $ 10,033,296 $ 10,039,664 $ 13,233,096 $ 222,496 Total Expenditures: $ 11,808,711 $ 10,043,611 $ 18,214,511 $ 1,796,915 Proceeds from Sales of Propety/Debt Issuance $ 247,088 $ 19,598,766 $ - $ - Total Transfers: $ (903,819) $ - $ 43,380,944 Net change in equity $ (2,432,146) $ 19,594,819 $ (4,981,415) $ 41,806,525 Beginning Equity: $ 31,199,686 $ 28,767,540 $ 48,362,359 $ - Ending Equity: $ 28,767,540 $ 48,362,359 $ 43,380,944 $ 41,806,525 Other Information (show year end balances for all three years presented): Capital as sets as of end of year net of depreciation $ 20,924,881 $ 10,838,718 $ 11,553,676 $ 12,347,801 Long-term debt as of end of year $ 37,860,000 $ 55,095,000 $ 53,980,000 $ 53,980,000 10 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 ATTACHMENT C – ASSET LISTING AS OF JUNE 30, 2012 Asset Listing - Other Funds June 30, 2012 Cash $ 24,761,870 Cash with Fiscal Agent 8,247,886 Accrued Interest Receivable 35,760 Loans Receivable 1,358,898 Capital Assets 8,764,664 Total $ 43,169,078 11 SUCCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 ATTACHMENT D – ASSETS LEGALLY RESTRICTED FOR USE SPECIFICED BY DEBT COVENANTS AS OF JUNE 30, 2012 Assets Legally Restricted For Uses Specified by Debt Covenants - Other Funds June 30, 2012 Cash 2010 Tax Allocation Bonds $ 13,519,986 Cash with Fiscal Agent 2002 Series A Tax Allocation Bonds 1,778,338 2003 Series A Tax Allocation Bonds 2,562,515 2010 Tax Allocation Bonds 3,907,033 Total $ 21,767,872 12 SUCCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 ATTACHMENT E – NON-LIQUID ASSETS – OTHER FUNDS AS OF JUNE 30, 2012 Non-Liquid Assets - Other Funds June 30, 2012 Accrued Interest Receivable $ 35,760 Loans Receivable 1,358,898 Capital Assets 8,764,664 Total $ 10,159,322 13 SUCCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 ATTACHMENT F – BALANCES DEDICATED FOR THE FUNDING OF OBLIGATIONS AS OF JUNE 30, 2012 Balances Dedicated for the Funding of Obligations - Other Funds June 30, 2012 Accounts Payable $ 8,207 Total $ 8,207 14 SUCCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 ATTACHMENT G – CASH BALANCES NEEDED TO BE RETAINED TO SATISFY OBLIGATIONS ON THE ROPS AS OF JUNE 30, 2012 Cash Balances Needed to be Retained to Satisfy Obligations on the ROPS - Other Funds June 30, 2012 ROPS II (Less Housing Bonds Previously $ 2,167,620 Reported in the Low/Mod Housing Report) Admin 250,000 Total $ 2,417,620 15 SUCCESSOR AGENCY OF THE REDEVELOPMENT AGENCY OF THE CITY OF HEALDSBURG AGREED-UPON PROCEDURES OF AB 1484 ATTACHMENT H – ALLOCATION TO AFFECTED TAXING ENTITIES – OTHER FUNDS SUMMARY OF BALANCES AVAILABLE FOR ALLOCATION TO AFFECTED TAXING ENTITIES Total amount of assets held by the successor agency as of June 30, 2012 (procedure 5) $ 43,169,078 Add the amount of any assets transferred to the city or other parties for which an enforceable obligation with a third party requiring such transfer and obligating the use of the transferred assets did not exist (procedures 2 and 3) - Less assets legally restricted for uses specified by debt covenants, grant restrictions, or restrictions imposed by other governments (procedure 6) (21,767,872) Less assets that are not cash or cash equivalents (e.g., physical assets) - (procedure 7) (10,159,322) Less balances that are legally restricted for the funding of an enforceable obligation (net of projected annual revenues available to fund those obligations) - (procedure 8) (8207) Less balances needed to satisfy ROPS for the 2012-13 fiscal year (procedure 9) (2,417,620) Less the amount of payments made on July 12, 2012 to the County Auditor-Controller as directed by the California Department of Finance (5,660,452) Amount to be remitted to county for disbursement to taxing entities $ 3,155,605 Note that separate computations are required for the Low and Moderate Income Housing Fund held by the Successor Agency and for all other funds held by the Successor Agency. NOTES: For each line shown above, an exhibit should be attached showing the composition of the summarized amount. 16