LAKE MERRITT/UPTOWN DISTRICT ASSOCIATION OF OAKLAND BOARD OF DIRECTORS MEETING MARCH 3RD, 2011- 8:30 A.M.

KAISER CENTER, 300 LAKESIDE DRIVE, 2ND FLOOR CONFERENCE ROOM

Present: Deborah Boyer/Swig, Indrajit Obeysekere/Kaiser Permanente, Michelle Lane/Cathedral, Mike Brown/Cathedral, Steve Douglas/Douglas Parking, Lorie Alemania/The Leamington, Andrea Kirkpatrick/Swig, Tanicia Jackson/Swig Robert Wilkins/YMCA, John Dolby/Grubb & Ellis, Nola Montgomery/CIM, Laurie Cooperman-Rosen/Metro Estates, Chris Curtis/Metrovation, Samantha Stires/CAC Marco Li Mandri, Steve Snider, Andrew Jones, Elizabeth Clark/FAB, Tim Gallen/Gallen Associates, Ted Tarver, Victoria Decker

Staff:

Excused Absences: Aliza Gallo/City of Oakland, Mike Huaco/Kaiser Foundation DISCUSSIONS HELD AND DECISIONS MADE BY THE BOARD OF DIRECTORS SUBJECT Call to OrderDeborah Boyer, President Approval of the minutes of the December 2nd , 2010 board meeting DISCUSSION President Deborah Boyer called everyone together at 8:40 a.m. and Introductions were made. The minutes of the December 2nd, 2010 board meeting were reviewed. ACTION?

Introduction of new businesses, property owners, public comment

Chris Curtis announced that the Great Wall of Oakland had invested in a new 15000 lumen projector. Laurie Cooperman-Rosen announced the OSA (Oakland School for the Arts) friend-raiser event to be held on

Michelle moved and Chris seconded the motion to accept the minutes of the December 2nd board meeting. The motion was approved unanimously. No action taken

LAKE MERRITT/UPTOWN COMMUNITY BENEFIT DISTRICT

388 19th Street Oakland, California 94612 Phone 510.452.4530 Fax 510.452.4529 mail@lakemerritt-uptown.org www.lakemerritt-uptown.org

Financial Report-Indrajit Obeysekere

April 11th. Steve will forward the invite to the joint board. Steve asked the board to keep an eye out for window art displays in the Marquee Lofts windows facing both Broadway and Telegraph. Marco referred to the financial report on pages 13 and 14 of the agenda packet. He highlighted the 10% reserve amount of $104K, the $391K carry-forward and the 94% anticipated assessment amount of $1,044,487.00. The total budget, including carry-forward and excluding the 10% reserve, is $1,333,631.00. Marco also highlighted the total DISI budget of $125K and the total SOBO budget of $837,835.00. Tori explained that she and Laura Li Mandri had worked together to make a few minor adjustments to the budget. The accounting line item was increased by $4K to cover expenses related to the annual audit and tax filing. Both the general liability and directors and officers insurance line items were increased to account for an increase in the annual premium. Lastly, occupancy was adjusted by $7.80/month. Indrajit asked about the large variance in the Great Wall line item. Tori explained that although we are still within the annual budget, invoices from 2010 had been paid out of the 2011 budget, accounting for the variance. Indrajit and Deborah asked that Tori include more detail in the about any variance in the explanatory notes. Laurie Cooperman-Rosen expressed some confusion over the flow of the DISI line items and asked that Tori organize the subcategories in such a way that they are easy to total. Tori will work with Laura to make the changes requested.

Robert moved and John Dolby seconded the motion to approve the financial report as presented. The motion was approved unanimously.

Updated Board Roster (removal of Charlie Leonard, removal of Mike Ghielmetti at his request and question on CJ Hirschfield)

Grant Task Force meeting on March 3rd, to discuss urban Ecology concept-Drew Lisac

Marco highlighted the net ordinary income amount of $145K and said that in combination with the reserve an=amount of $104K, LMUDA was looking a projected $250K carry forward and that it is likely to have a 10% reserve again next year. Indrajit asked Marco about a LMUDA capital reserve and Marco explained that he could look at the $104K as the capital reserve and the $145K as the operational reserve. Marco explained that due to scheduling conflict related to a LeaderSpring fellowship opportunity, CJ Hirschfield will not be able to attend board meetings and is requesting a leave of absence from the board until January of 2013. Deborah Boyer explained that the Lake Merritt Board would love for her to continue on as a member, but for now we will remove her and welcome her back when she is available. Marco announced that Mike Ghielmetti is no longer able to participate and he has been removed from the board. Nola Montgomery explained that she is in fact the LMUDA board representative and until recently, Charlie Leonard had been her alternate. John Bruno was identified as the DOA board representative from CIM. Since Charlie is temporarily working out of state, Nola will identify an alternate alternate. Elizabeth Clark recommended that staff receive copies of the letters from CJ and Mike Ghilemetti for their records. Marco announced that the Land Use Committee would be meeting at 2:00 today. The committee will be reviewing the Land Use conceptual document which will advance the urban ecology concept.

No action taken

No action taken

Org Committee minutes from January 19th, 2011

Expansion Update on Fox, Forest City one block and Parcel 4Steve Snider

Marco referred to page 19 of the agenda packet and walked the board through the staff transition document and timeline. On page 23, Marco reviewed the options for management of the districts in 2012, including the hiring of a new Executive Director and elevating OVM staff to the position of ED. Deborah explained to the board that some of these transition tasks have already begun, such as local check writing and presentation of financial reports, and that things are going smoothly. Marco referred to the Org. Committee minutes from January 19th, 2011 on pages 15-18 of the agenda packet and asked the board to review. Forest City has approached the districts regarding inclusion, but we cant move forward without knowing the status of the Fox Theater. The operators of the new Rudys Cant Fail Cafe have also approached Steve about inclusion in the district. The tenants of the Fox all have an interest, but things are in a holding pattern in regards to the City/Redevelopment Agency. The additional revenue, which would equal approximately $100K, would pay for the additional staff. Indrajit raised the issue of additional coverage/extended hours in the Uptown (W. Grand and Broadway specifically) regardless of the inclusion of the Fox. Deborah Boyer explained that it is really important that the Fox, which is a big draw for Oakland, be included in the district. Marco explained that a letter has been written to Walter Cohen regarding the inclusion of the Fox.

No action taken

No action taken

Meeting with Mayor Quan

Governor Brown and Redevelopment Law

Drew Lisac recommended that the letter be sent to the Mayor as well. Deborah Boyer explained that a request had been made of the Mayor to address an upcoming joint board meeting. Since the request was made, we have received word that Alizas role within the City has changed, which is cause for major concern. We have re-approached the Mayor to do a very small meeting with board presidents, Marco and Steve to lay out our concerns. We have a meeting scheduled for March 21st, and the plan is to bring to the Mayor a brief but strong list of our highest priorities to put in front of her with some leave-behind documents. We want her to see that supporting the districts will give her a win with the business community. Drew Lisac explained that the Mayor is really up to speed with the CBDs, but she is grappling with the whole context of the business community and how to improve various offices that have not been working so well. We need to go in there with a really crisp list of what we need her to do for the CBDs. The Governor has proposed $12 billion in cuts and $12 billion in revenue to close the budget gap. Marco explained that by March 10th the state legislature needs to decide if they are going to put the Governor's proposal on the ballot. The ballot questions would relate to an extension of a series of taxes. If the legislature does not support the Governors plan, there is a proposal to terminate redevelopment agencies as of July 1st. Redevelopment is critical as It subsidizes a lot of city operations, including the Mayors salary, city council, and police. The law also says, regardless of city council action,

No action taken

No action taken

Changes at CEDA , Alizas new role

InOak event, update

if money was not encumbered prior to Jan 1st, it will be transferred to the state. Aliza was not in attendance, but she explained the following in regards to her situation to the DOA board on March 2nd: Aliza explained that Redevelopment is being realigned and is an agency that could be impacted at a high leadership level. As far as the CBD program is concerned, Aliza explained that there are five new areas interested in district formation, so there are opportunities to increase the program, but there is also a need to help the existing districts. There is an idea of shifting day to day programs into the business services group, the existing nine, and new programs would be kept in the strategy group, essentially splitting the program-Aliza is not in favor of this idea. Aliza has strongly suggested to CEDA leadership to keep the program intact. At this time the program has been moved and Aliza has been asked to stay involved, but she does not think this is beneficial to the program. Aliza ultimately is not sure what she will be doing. Aliza also announced that Alix Rosenthal, the Deputy City Attorney assigned to the CBDs, will be leaving in early April so her work list related to the CBDs need s to be completed prior to her departure. Steve Snider explained that the fourth InOak mixer took place on February 10th at Disco Volante and that it was another successful event. Comcast has agreed to underwrite future events with a $12,000.00 sponsorship commitment. There is a new team of InOak collaborators; including Susan Mernit of Oakland Local has joined. Ciena, a network specialist company,

No action taken

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Shuttle request, 1) fund existing operation, 2) fund evening operation

was a featured presence at the event. JC suggested to Steve that he connect Patrick Hurley and Anagha to discuss a speaker series or seminar related to InOak. Marco explained that CEDA is asking for another $32K combined from both districts for the B Shuttle and a supplemental $30K combined from both districts to fund expanded evening service. The decision from the Org. Committee is that we are not going to fund anything at this point until we figure out what is going on with the Fox. We are not going to do the nighttime shuttle to bring people to the Fox if the Fox is not in. Steve is planning to send a letter to Walter Cohen regarding the inclusion o f the Fox in the LMUDA district. The 2nd Annual Breakfast is scheduled for June 9th, 2011 at 8:00 am. The Breakfast will be held in the Kaiser Auditorium at 300 Lakeside Drive, 2nd Floor. The meeting schedule for the year was set at the January 19th Joint Org. meeting and Outlook invites have been sent out to all board members. Additionally, Tori explained that the meeting schedule is available on the LMUDA website. Ted had nothing big to report-just business as usual. Marco read aloud a letter Ted had received from an appreciative visitor to Oakland thanking Ambassador Tish Eaton for her great work. Marco and other members of the Board felt strongly that the letter was a great testimony to the success of our program. Tim Gallen suggested placing it on our website. The 2011 LMUDA SOBO budget is $837,835.00. No further discussion took place.

No action taken

Date of Annual Breakfast

No action taken

Meeting schedule for 2011

No action taken

SOBO Committee Update from Ted Tarver

No action taken

Review of proposed budget for 2011Michelle Lane

No action taken

Update on ClockAndrew Jones

Hanging plants and banners update

Gallen Neilly report

Andrew and Steve recently viewed the clock and reported that all new mechanisms were being installed. Washington Clock is under the gun to get it done by the March 21st press event. The banners are going up in the next week and the hanging plants will follow shortly thereafter. It was suggested that the press event be postponed by a week or two. The plants are on order, and Columbine is under contract. The hope is that installation will be completed by March 21st. The hanging plants are to be installed along Grand Avenue and 20th Street. Banners will be going up along Broadway next week. Tim announced that Don Sanchez from Channel 7 news would like to do a story on First Friday and we want them to emphasize The Great Wall. Gallen has Pitched the Chronicle and the Bay Citizen in the past thirty days. Tim emphasized the need to really get a handle on the information about the businesses. Who they are, how many we have and who has come in since the districts were formed and how they are doing. We need to get the intelligence together on what effect we are having on developing business in the district. If we want publicity, Gallen Associates needs some ammunition to go out and sell real business stories. Economic development stories are going to be key. Marco asked about the collection of employment statistics and Steve explained that staff is forwarding all incoming stats to Gallen. Marco asked the board to send new employments statistics to staff and or to CBD Staff. Job creation is the name of the game as it allows us to

No action taken

No action taken

Land Use CommitteeIndrajit Obeysekere Conceptual Plan on Land Use Committee, priorities of Committee to be determined and using this as a basis for the next seven years of the district. Next meeting with City Planning and Zoning staff on March 14th to review general plan for Downtown and Lake Merritt

really go after grant money. Michelle Lane interjected that it is important to know where people are moving from as well. Deborah also suggested that property managers inform Tim when a company has a business success of some sort, as that is another way to demonstrate that a company is thriving in Oakland and may foreshadow expansion. Tim explained that he and JC will meet with the Dean of Haas School of Business to get a few MBA students to work on a paper to develop the economic development story and to assist in the collection of employment statistics. Marco referred to the Conceptual Plan on Land Use committee priorities on pages 25-31and explained that the committee is going over it and will make revisions/additions as necessary. The final document will guide the priorities of the districts for the next seven years. The LUC will be meeting with City Planning and Zoning staff on March 14th to gain an understanding of what their general plan for the City is moving forward. We want to be the go to committee for all new projects and to be integrated into the process so that we know what is going on. It was decided that LUC will start to invite planning commissioners and the historical society to talk about land use issues Doug Boxer will be the first invitee. May 5th, 2011 at 8:30 a.m. in the Kaiser 2nd Floor Conference Room.

No action taken

No action taken

Other Next Meeting Date

Minutes taken by Tori Decker, Staff and Marco Li Mandri, Executive Director Lake Merritt/Uptown District Association of Oakland