151 kalmus drive, suite l1 costa mesa, ca 92626 hahn & bowersock ...

MEETING OF THE FAIR BOARD OF DIRECTORS32ND DISTRICT AGRICULTURAL ASSOCIATIONHeld on: Thursday, March 28, 2013Reported by: Marlene Apodaca, CSR No. 6579HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 926261

1 Meeting of the Fair Board of Directors,2 reported by Marlene Apodaca, a Certified Shorthand3 Reporter for the State of California, with principal4 office in the County of Orange, commencing at 9:04 a.m.,5 Thursday, March 28, 2013, in the Administration Building,6 Orange County Fairgrounds, Costa Mesa, California.7APPEARANCES OF BOARD MEMBERS:8Douglas La Belle, Board Chair9 Stan Tkaczyk, Vice ChairAshleigh Aitken, Member10 Nick Berardino, MemberGerardo Mouet, Member11 David Ellis, MemberKristina Dodge, Member1213 STAFF SPEAKERS:14 Jerome Hoban, CEOSharon Augenstein, CFO15 Jeff Willson, Board ClerkMichele Richards, Chief Business Development Officer16 Gary Hardesty, Chief of Technology and Production17APPEARANCE OF COUNSEL:18LAW OFFICES OF MANATT, PHELPS & PHILLIPS, LLP19 BY: ROGER A. GRABLE, ESQ.695 Town Center Drive20 Fourteenth FloorCosta Mesa, California 9262621 (714) 371-2578(714) 371-2550 Fax22232425HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 926262

1 PRESENTORS:2 Elaine NoceOC District Attorney's Office3John Vasquez4 CFFA5 Becky Bailey-FindleyCFSA6Steve Chambers7 Western Fairs Association89 PUBLIC SPEAKERS:10 Greg RidgeReggie Mundekis11 Mike RobbinsJeanine Robbins12 Les BlanchardDoug Mangione13 Kelly CorbinAda Briceno14 Keith HarkeyDebbie Cook15 Stephanie BargerJonathan Lake16 Ron EdwardsCarina Francle-Pantone17 Steve BridgesLezlee Neibe18 Jim AdamsJulio Perez19 Mickey TottenTheresa Sears20 Tefere GebreHugh Jimenez21 Ed Straub22232425HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 926263

1 Thursday, March 28, 20132 Costa Mesa, California3 9:04 a.m.4 ***567 CHAIRMAN DOUGLAS LA BELLE: Good morning8 everyone. All items on the agenda may be considered in9 any order at the discretion of the Chair, and I will make10 an announcement in a couple minutes as to how I'm going11 to reorder the agenda. We do have a large number of12 individuals here who wish to speak, and I want to make13 sure that everybody has an opportunity to make their14 comments to the Board.15 The mission of the Orange County Fair and event16 center is celebration of Orange County's communities,17 interests, agriculture and heritage, with results18 justifying the resources expended.19 With that, I'd like to have the pledge of20 allegiance.21 Ashleigh, would you please lead us?22 (Pledge of Allegiance conducted.)23 CHAIRMAN DOUGLAS LA BELLE: Jeff, could we have24 the roll call, please?25 (Roll call conducted by Board clerk,HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 926264

1 Jeff Willson.)2 CHAIRMAN DOUGLAS LA BELLE: There are a number3 of items on the agenda that are inter-related, so I hope4 that as many of you could stay as possible to be involved5 in the discussion relative to those items. What I'm6 going to do first is we're going to take 9B, which is a7 presentation by the Orange County District Attorney's8 office; and then I'm going to go to public comments, to9 make sure that those of you who have to leave for another10 meeting would be able to make your comments.11 And then we will go to item 9G, 9E, 9D, 9C and12 9F. I've written that down, so hopefully I'll keep it in13 that order.14 At this time item like to introduce Elaine Noce,15 with the investigator with the Orange County District16 Attorney's office, who is going to be making a17 presentation to us. Elaine.18 MS. ELAINE NOCE: Good morning. My name is19 Elaine Noce. I'm an investigator with the Orange County20 District Attorney's office. I've been with them for a21 little bit over a year and a half right now. I came from22 Garden Grove P.D. after 28 years, and now with the D.A.23 and assigned to our public works unit.24 Just show you this little picture to start here.25 Anybody see anything wrong? It's a little bit off. ThisHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 926265

1 is actually one of my cases that I'm working right now,2 and this is the contractor who really didn't see anything3 wrong. I don't know, but people that he picked up at4 Home Depot knew what they were doing. So there you go.5 And as I said, I work in the prevailing wage6 public works unit, which our District Attorney,7 Tony Rackauckas, started in June 2011. And this unit was8 started due to the numerous complaints that our office9 was receiving from contractors, saying: Things aren't10 fair out there. We're being outbid. People are coming11 in with low bids. They don't know what they're doing;12 and it's cheating. Cheating, cheating, cheating. So,13 therefore, we started this unit; and honestly, I never14 even heard of labor codes before I came to this office;15 and the last year and a half I have just been utterly16 amazed at what I have found. I have never seen so much17 crime in this arena than anyplace else that I have ever18 worked. It is that bad.19 As I was just telling somebody, you walk into my20 cubical, I've killed a lot of trees. There is so much21 paper. There is so much work that my partner and I, just22 to keep up, it is just amazing. But we're trying to make23 that dent, and that's what we're doing. I'm just going24 to tell you a couple quick stories. The first search25 warrant that we did, this will just give you a littleHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 926266

1 idea of what's happening out there. First search warrant2 we did, we went into this contractor's -- it was actually3 his home. That's where he ran his business. And the4 first thing he did was pull out his checkbook; and he5 said, "Who do I write the check to, to pay the fine?"6 And I had to explain to him we don't take fines.7 We only give them orange jumpsuits. Which was very, very8 surprising to him.9 I just did a search warrant last week, sat down10 with this individual who owned the company. I'm11 interviewing him. And he was, "I don't understand why12 you're here. I'm already dealing with DIR, and we have13 come to a conclusion on how much I have to pay."14 And I said, "Well, you committed a crime."15 He goes, "A crime?"16 I go, "Yes. Stealing from your workers is a17 crime. You can't steal."18 He didn't understand that. He's like, "Why not?19 As long as I pay my fine, I'm good."20 And that's what we're trying to change. And21 we've run across this numerous times, is everybody just22 wants to pay the fine, as they have in the past, and not23 seeing the whole totality of what they're doing. And24 I'll kind of get into that.25 If you want to file a case with our office, it'sHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 926267

1 really easy. Number one, the project has to have been in2 Orange County or the company has to be in Orange County.3 Pretty simple.4 Two. We'd like a little synopsis of the case.5 Not 30 pages. I'm talking two pages of: Basically, this6 is what's going on. If you have any interviews, anything7 that you've done. Any recordings, documentation8 checks, evidence. If you have the prevailing wage9 determination that your contractor signed, basically10 they're saying: "I'm going to be paying my worker11 prevailing wages." We need that. They know. They12 signed that document. That's basically it. That's all13 we need to get started.14 You have a contractor, they're not paying15 prevailing wages to their workers, we're there. Most of16 the time we're not going to get complaints until the end17 of the project, because the workers are afraid of losing18 their jobs. That's fine. We're good. But we'd like to19 take the case. We're going to request a lot from the20 awarding bodies from the cities, the school21 districts, whoever has that project. And let me show you22 what we're going to be asking for.23 Number one, we want not redacted copies of your24 certified payrolls. I'm going to show you another slide25 in a minute. We now can get unredacted certifiedHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 926268

1 payrolls. Law enforcement can get those. I've argued2 with people before over this. I'll show you the penal3 code. Yes, we can get them. Every time they sign that4 certified payroll, if you've got a year-long project,5 that's a lot of payrolls. Every time they sign their6 name to that payroll, saying, "I paid prevailing wage,"7 and they didn't, that's another count. That's perjury.8 You lied on that payroll. So that's why we need every9 single one.10 We need the contracts between the contractor and11 the awarding body. Their bid proposal, including the12 Workers' Comp policy. The bid. Again, that prevailing13 wage agreement showing their knowledge, pre-construction14 logs and notes. The list goes on.15 Inspector logs. And you can see there, you can16 see on the very bottom it got cut off these are a17 goldmine for us. And why are they a goldmine? Because18 if you have a good contractor that's writing more on the19 page than "it was sunny outside", which I see a lot20 of, if they write more like the names of the workers or21 what was going on that day, then we compare those to the22 certified payrolls. And when you've got inspector logs23 that are saying there are ten people on the job site, and24 you've got a certified payroll saying two, okay. Very25 easy. You know you have something. Then we can lookHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 926269

1 into it even more.2 Continuing, we want the fringe benefit3 statements. Bid summary, showing the contractors what4 they bid. If you have any information on civil wages and5 penalties that they may have had in the past. Any6 interviews that you may have done with the workers. The7 apprenticeship form. And last, but not least, we're8 going to ask for photographs, any photographs you took of9 the scene.10 And why do we ask for photographs? Because,11 again, you look at the photographs, and you look at the12 certified payrolls. Because "I swear under penalty of13 perjury I only had two people working on that job site.14 That's all that was there."15 Gee, when I looked at the photo, were there two?16 Yeah, there were two, but there were a lot more. Again,17 it gives us another place to look, showing how they're18 cheating. We never work at night, ever. I would never19 have my guys work at night. Then we look at the photo.20 So that's why we're asking for all this21 information. It's a lot of piecing together, you know,22 just like a jigsaw puzzle. You put all these things23 together, and you can show how they're cheating. I told24 you about this Penal Code or Labor Code section 1776 F1.25 That's what gives law enforcement, as of January 2002,HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262610

1 the right to have non-redacted certified payrolls.2 Let me tell you about some of the violations3 that I've seen in the last year and a half. They show us4 hours on the CPRs to match the prevailing wage. The most5 common one I'm hearing from workers is: "I get $150 a6 day. That's all I get."7 So what will the certified payroll show? How8 many hours did they work? Let's say they were supposed9 to get 50 bucks an hour. It will show three. That's the10 150. You know as well as I do that worker was not there11 for three hours that day. There is no way they completed12 that job. But that's the most common one we'll see, flat13 amount of hours.14 Next one, they don't even show them on there.15 And why is that? Because I bring this worker in, and:16 "I tell you what? You bring me your friends, I'll pay17 you, and then you pay them." See that one all the time.18 We have a forensic lab here in Orange County.19 So when we come to your business or home, we're going to20 take all your computers. We're going to take every last21 one of them. And then our forensic lab, what they do is22 they download everything off that; and then we sit there,23 for days on end, going through your computer, all your24 files. I just did that yesterday. It's wonderful. It's25 a great thing to do. I get to read all your e-mail. IHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262611

1 get to read everything. And there are a lot of dirty2 pictures out there. So -- but we get to go through3 everything.4 And just like yesterday, I had a worker come in.5 He goes, "Yeah, what he would have me do is he'd have me6 bring my friends, who have absolutely no training7 whatsoever to do electrical work. And what I would do is8 he would pay me in cash, and then I would give it to9 them."10 Well, what are their names? I'm just going to11 say "Tom, Dick, Harry," for right now. So when I go12 through the computer, what do I find? A time sheet. And13 whose names are on that time sheet? Tom, Dick, Harry.14 It gives the worker credibility. And I hate to say, that15 man is going to be in a world of hurt.16 Okay. Misclassification. We all know about17 this. You know, they're all laborers. Everybody is a18 laborer. Set wages. I already told you about that.19 I'll give you $120 a day to work here.20 I'll be honest. Most of the people I've21 interviewed never even heard of prevailing wage. So when22 you ask them, "How much should you be making?" They have23 no idea. So it's usually a set amount.24 Cash kick backs. Here's a check. So you're25 getting the right amount. Those certified payrolls areHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262612

1 exactly right. Here's a check for your wages. Now I2 want you to go to the bank and cash it, and I want you to3 bring me back the money. And if you don't, you're fired.4 Or, if you have an undocumented worker, "I'm going to5 call immigration and you're going to be deported." Yeah.6 But threats.7 Cash payments. I have a case I'm working right8 now. One week they get cash; one week they get a check.9 The week they get cash. They're not on the payrolls.10 And those workers were great. They caught on what was11 going on. So what they did is they started taking12 picture of themselves with their cell phones on the site,13 and the dates; so they have a nice little record of14 everything. They don't issue the earning statement.15 It's just a personal check.16 Here you go. Under-reporting to insurance17 company or EDD. I have a case right now, never reported18 anybody to EDD. This is called premium fraud. In the19 office that I work, in the fraud unit, we have insurance20 fraud, Workers' Comp. We also do that component in the21 prevailing waning unit; because if they're cheating on22 their payrolls, then they're cheating to insurance, and23 they're cheated to EDD. Let's just keep adding those24 charges on.25 Failure to provide medical attention. One ofHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262613

1 the first cases I had, guy did not appear on the2 payrolls; therefore, he was not being accounted for on3 Workers' Comp. Got a nail through his hand; and his4 medical attention was he went home, and he soaked it in5 salt water. So added another charge for that.6 Failure to dispatch apprentices. We don't need7 those. They don't do it. Or they will hire more than8 they should; so they have to pay the lower wage, instead9 of the journeyman rate. This is what I'm working right10 now, claim their workers as 1099. You can't do that on11 prevailing wage. He has one worker on his certified12 payroll; one. Yet when I went through his computer13 yesterday, I found 26. And they're all 1099. Can't do14 that. He's only paying them ten dollars an hour.15 Having the workers sign a blank time card. One16 of the cases I have, what they would do is just come17 around: "Okay. Just sign right, and we'll fill it in18 the he end of the week." You know as well as I do, there19 is not the right hours on there.20 This one was my favorite one. The secret LCP.21 The contractor was a little worried, after telling all22 his workers that if he speaks to anybody, that he would23 fire them; but he still didn't trust his workers. So24 what he did is he got his buddy to show up on the job25 site and tell them that he was labor compliance, and wentHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262614

1 around to each of the workers, to see who would talk.2 And then the friend came back, and I'll let you guess3 what happened to all those workers. That was a good one.4 Certified payroll. I'm sure you've all seen5 certified payrolls before. These are required on all6 public works jobs. Has the name, the hours, their7 classifications. That's the part we like. The second8 page, where they say, "I'm signing under penalty of9 perjury that everything I have here is true and correct."10 Every single one is another count against them that they11 signed. Every single one.12 If you suspect something, you need to monitor13 these payrolls. You have to monitor them. You can't14 monitor if you don't review them. It kind of goes hand15 in hand. I've had so many people that we talked to; and16 I go, "Did you look? It was so obvious. There were two17 people, or there is three hours."18 "We don't look at them."19 "Why not?"20 "We don't have time."21 Really? It takes five minutes. Just take a22 quick look. If you see three hours on there, and you23 know you are out there and saw this, then nip it in the24 bud from the beginning. Why are you allowing them to25 cheat? You have to review them.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262615

1 Next thing is every public works amount is2 important, since it's taxpayer money. It's our money as3 well. Saying you didn't monitor the project because it4 was only $200,000, I don't know about you, but that's5 very offensive. That was said in front of the grand6 jury. And if you know anything about the grand jury,7 these are usually older people. 200,000 is a lot of8 money. And we actually had a city sit there in front of9 the grand jury on one ever our cases and go, "It was only10 200,000. I didn't look at it." They were not very11 happy. The grand jury. And it made him look like an12 idiot, really.13 Just real quick. There is a lot on the screen.14 Basically, it's saying you have to keep your documents15 for three years. I've had some cities tell me, "Well, as16 soon as the job is done, the six months is done, I throw17 them away." You have to keep them for three years.18 If you have a contractor that takes a portion of19 someone's wages, that is a felony. That's 1778 of the20 Labor Code. If they take any portion, don't give them21 the full prevailing wage, 1778. In order for us to prove22 that, those few simple things: The defendant's knowledge23 of prevailing wage. That's why we want that signed24 prevailing wage document.25 The defendant was a contractor doing publicHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262616

1 works. Okay. Well, that's a given.2 The defendant hired a worker to render service.3 That's a given. You have the worker there.4 They paid something to the worker, and the5 defendant received or conspired with somebody else to get6 a portion of that money back. It doesn't matter if the7 worker agreed to taking 120 or whatever it is or $10 an8 hour. It's not the worker's responsibility. It is the9 contractor's responsibility.10 Our first indictment was last year, and I want11 to say, though -- well, how many of these do you have?12 I'll be honest. We have one indictment. I have another13 case going tomorrow. These cases take a long, long time.14 By the time we get all those documents from the awarding15 body -- we have to get insurance documents; we have to16 get EDD documents. Once we got all that, review that, we17 have to do a search warrant. Then we come to the18 business, the contractor's business, and serve the search19 warrant. I just took 29 boxes and 13 computers out of a20 business. By the time I go through all those boxes, go21 through all the computers; yes, it can take over a year.22 So they don't go quick. It's just a lot that we have to23 get, to prove our case. Because once we step in front of24 that Judge, we have to be ready.25 So that was our first one, SouthlandHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262617

1 Construction, Mr. Mohammedi; 48 counts against him. And2 you can see the counts up there: 1778, that's taking a3 lot of the money. 115, several counts there for filing4 false certified payrolls. Willful failure to file5 returns and pay taxes. We have some tax code things.6 We have somebody from EDD that works at our7 office. We have someone from the Franchise Tax Board8 that works out of our office. There is a lot of people9 who will want you, by the time we're done. So that's10 just the basic right there of the 48 counts.11 Another thing is we also have civil attorneys12 that work with the workers. We don't do that. We don't13 go after the money, our part of it. Our part is going14 after the contractor. As far as restitution for the15 workers, we tell them to go to the civil attorneys, and16 then that's another whole thing that the contractor will17 have to deal with.18 What you can do. Conduct a responsibility19 hearing. Ask yourself if you're willing to accept the20 inferior work. Now, I know when I mention The Center For21 Contract Compliance, people go "oh", because they're22 always asking cities, school districts for documents.23 But it's funny, because people don't turn around and ask24 them for anything. They will help you. They will come25 out with binders and binders of everything they know onHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262618

1 these companies, to help you not take them. So don't be2 afraid to call them.3 Make sure you're only dealing with the person on4 the license. You can print out the license on CSLB and5 see who the people are on this company. We have a case6 we're working right now. This contractor has changed7 names more than I could tell you. He has been disbarred;8 and yet he is the one that goes out and does everything,9 and everybody talks to him. He's nowhere to be found on10 anything, but yet everybody is dealing with him. He's11 signing contracts. You have to deal with the people that12 are on the license. No one else. Get some information.13 Again, call CCC. Call us. We'll see what we14 have on them. Just don't give them the job, and that's15 what we're seeing. They're just: "Here. Take it. You16 got low bid."17 Conduct a pre-construction conference and give18 the requirements of what you want. You want those19 payrolls. You want this. You want that, and they had20 better be in on this date.21 Continue to check the license, throughout the22 project. My partner's working a case right now. He23 submitted false insurance documents to CSLB and to the24 awarding body. Never had insurance. No one bothered to25 check. Call the previous awarding bodies and ask. AndHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262619

1 I've heard a lot of different things on this, where:2 "Well, if someone calls me, as the awarding body, I'm not3 going to tell them, because I could be sued."4 This is public record. This is public money.5 If they ask you questions, like, "Would you hire the6 contractor again?" You can say "yes" or "no." Ask those7 questions: "How did they perform? What did they do?8 Did they do the specifications? Did you have problems9 with certified payrolls?" Ask the questions.10 My favorite one was I went to a city; and we11 were trying to explain to them about this contractor,12 that they should not hire them. This is the one that had13 been disbarred and was doing all this stuff. And the14 lady there that we were talking to said to me, "Well, I15 called their references, and they said he was okay."16 And I asked her, "Have you ever applied17 personally for a job?"18 And she said, "Yes."19 I go, "Did you put anybody down that didn't like20 you?"21 "Well, no."22 "Exactly. You have to check outside of that."23 Ask for the wage earnings statements. See if24 they're actually getting the earnings statements which25 are required by the Labor Code, and not just a check onHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262620

1 their personal account or something that has the business2 name on it. They have to get earnings statements.3 Speak with the workers. You should be talking4 with the workers. See if they have calendars. If they5 don't, give them calendars.6 I had a guy that came in literally with a trash7 bag, and every day he wrote it on a Post-it note and8 threw it in the trash bag. That was great, going through9 all those, trying to put them in some type of order.10 Have all insurance policies sent directly to11 you. Don't count on them to give them you to. Have the12 insurance company. Have it written into your contract,13 that the insurance policy has to be sent directly to you14 from the insurance company. So if they cancel it or15 never really had one in the first place, you'll know.16 Enforce the CPRs. Do they match the inspector17 logs? Is the classification correct? Are the hours18 correct? Please look at these things.19 Withhold the payments. If they're not doing20 what they should be doing, withhold the payments. If21 they're not doing their certified payrolls the right way,22 withhold the payments.23 Require a sub list prior to working, and require24 written notice of any substitutions.25 Another case I have right now, I started withHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262621

1 the prime contractor being the bad guy. And I said, "You2 know what? Being that all these 12 workers that came3 that complained are not on the prime contractor's4 certified payrolls --" these are the guys that took5 pictures of each other -- I said, "let me get all the6 subs."7 Every single sub, as well as the prime, were8 cheating. So my little case just went (indicating). So9 now, instead of one contractor, I have a whole lot of10 contractors.11 Again, what you can do is I have some handouts12 up here. It's not enough for everybody here. I didn't13 expect this many; but I have all the links to the14 websites. Contact the Contractors State License Board.15 I went to a meeting a coalition meeting that I'm16 part of, and I put a proposal to CSLB. And I asked them,17 you know, even for me knowing where to go now, as I'm all18 booked marked on my computer, it's really hard, when you19 have to go to DIR site, and you have to go to this site,20 and you have to go to that site to find everything. Why21 can't you put everything on your site, and link it to22 you? And they took my suggestion and are doing it. So23 you're going to start seeing that on CSLB where, if you24 have a company that has a civil wage and penalty or any25 other things, it's going to be on CSLB's site. And youHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262622

1 can link off of them, instead of having to go to 132 different websites. So that will be coming, so look for3 that.4 Another thing to do check Workers' Compensation5 insurance, WCIRB, to see if they actually have insurance.6 Anybody can get on that and just go to the website. You7 can check.8 Contact the Department of Labor Standards, DIR.9 Check them for the civil wages and penalties. Have they10 had previous ones?11 If you've never looked at L.A. Unified School12 District, they have a wonderful website. Any contractors13 they do penalties on, they just put them on their14 website. Just hit your "find" button, put the name of15 the contractor in, and you can see if they have ever had16 penalties before from L.A. Unified.17 Check the apprentice website, to see if your18 contractor has been paying into that fund. I talked to19 you before about the Center For Contract Compliance.20 They're more than willing to help you out.21 Orange County Recorder's Office. You can check22 to see if there are any liens against somebody.23 L.A, unfortunately, you have to go there, to24 find out about any liens.25 And last but not least, my contact information.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262623

1 I have some pamphlets up here and about 25 handouts of2 this presentation. That's my partner. He's new to the3 unit. My original partner just got transferred. But4 we're here to help you. And like I said, I have never5 seen anything so blatant before as what I'm working right6 now. And we're trying to do our best to put a dent in7 this. And, like I said, we have our first indictment.8 We have something going tomorrow, and I have a lot more9 right behind it.10 Any questions?11 MEMBER OF AUDIENCE: Can we get a copy of the12 presentation?13 MS. NOCE: I have a couple of them up here.14 MEMBER OF AUDIENCE: Like an electronic copy?15 MS. NOCE: Sure. I can send it to you.16 CHAIRMAN DOUGLAS LA BELLE: Thank you, Elaine.17 Any Board member have any comments or questions?18 DIRECTOR NICK BERARDINO: Thank you,19 Investigator. I want to thank you so much. I want to20 thank the District Attorney, Tony Rackauckas, and thank21 you. Because the education that you're doing is so22 necessary. And what's happened to workers in this23 country and what's happened to workers particularly in24 this county, a county that, as you know, from a law25 enforcement perspective, has run rampant with puttingHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262624

1 workers and their families in danger, only to make an2 extra two bucks. And I know you have to leave, and I3 can't tell you how grateful I am to you to come and take4 the time.5 And after you leave, we're going to be6 discussing something that happened on this very7 Fairgrounds, and what happens to people when they stand8 up. And I can tell you we're going to go -- we're going9 to continue to fight for justice for workers. We're10 going to continue to fight for justice. And no matter11 what some people will try to do to shut us up, we're not12 going to away. We're here with you.13 Thank you very much.14 DIRECTOR STAN TKACZYK: Just a real quick15 question. Thank you for your presentation, and I know it16 was directed towards public works and the public sector.17 Does your agency do the same thing for the18 private sector?19 MS. NOCE: No. Sorry.20 DIRECTOR STAN TKACZYK: Because there is issues21 there, too.22 MS. NOCE: Oh, I know.23 CHAIRMAN DOUGLAS LA BELLE: Thank you, Elaine.24 Any other Board comments?25 DIRECTOR ASHLEIGH AITKEN: Is there away we canHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262625

1 get a pdf copy of that? Would you be able to just e-mail2 it?3 MS. NOCE: You have it.4 DIRECTOR ASHLEIGH AITKEN: Thank you.5 CHAIRMAN DOUGLAS LA BELLE: Any public comments6 on this particular item?7 I just have a question for the D.A.'s office.8 CHAIRMAN DOUGLAS LA BELLE: Can you State your9 name, for the record?10 MR. TEFERE GEBRE: My name is Tefere Gebre, from11 the Orange County Labor Federation. I was wondering if12 there was any way when you find contractors who are13 violating the law openly, if you can share that list to14 public agencies; so those contractors would never, ever,15 ever anywhere could bid on public works projects anymore.16 That's the only thing you can do to stop them17 from doing that.18 MS. NOCE: I'm sorry. Our presentation, we have19 a public works website.20 MR. TEFERE GEBRE: No. I was asking a question.21 Is there that the list of people that you find violating22 the law or any kind of the law, do you pass that list to23 public agencies, so they ban them from bidding for24 contracts any more?25 MS. NOCE: What happens is when somebody is --HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262626

1 when we file charges, like Mr. Mohammedi, that will2 appear on CSLB's site. This way, they can be disbarred,3 as one part of it.4 We do press releases as well. But we don't have5 a certain place yet on our website to do that, that shows6 everybody. Plus, we only have the one right now, but a7 lot more coming up.8 MR. TEFERE GEBRE: Thank you.9 MR. MICKEY TOTTEN: My name is Mickey Totten, of10 the Operating Engineers Local 12.11 I had a question. As far as monitoring job site12 access, business agents or bonafide union representatives13 have the right to talk to these workers and interview14 them.15 Correct?16 MS. NOCE: Yes.17 MR. MICKEY TOTTEN: Thank you.18 CHAIRMAN DOUGLAS LA BELLE: Any other public19 comments on this particular item? Thanks again, on20 behalf of the Board. It was a very informative21 presentation, and very helpful to us, as we move forward22 with our public works project.23 We'll now going to public comments. If you have24 any item that's on the agenda, if you could please fill25 out a card. We can also take comments on any item not onHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262627

1 the agenda; however, the Board can take no action on any2 item not on the agenda.3 We do have a number of speakers who are here4 today. If you could make every effort to limit your5 comments to three minutes, which is our normal procedure,6 it would be much appreciated.7 DIRECTOR NICK BERARDINO: Mr. Chairman, I'd like8 to make a comment.9 Before public comment starts, I want to kind of10 tee up some of that; because I know some of the folks,11 and I want to talk about what happened right here. We12 worked very hard to try to develop a process and a13 program that would provide enhanced safety for workers.14 And the process that we thought -- and I don't know what15 the other Board members thought; because they're very16 careful not to talk to any Board members, because I don't17 know. I didn't want anybody to think I'm going out18 lobbying folks, because I think the facts speak for19 themselves. So I haven't talked to any Board members20 about this.21 But we said that we would have an enhanced22 safety program, and that enhanced safety program included23 that 70 percent of each trade, we thought -- at least I24 thought; that's what I was going on -- would be certified25 apprentices. Well, let me tell you what happened afterHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262628

1 we did that, and after we passed the vote. I was2 unequivocal with my fellow Board members and with the3 public. I said, "If I suspect there is any cheating4 going on in this job, that I will be down here."5 Now, apparently somebody must have not thought I6 was serious about that. Well, I get a call, 10:10 in the7 morning from somebody, that tells me they were out here;8 and they had noticed that this heavy equipment that is9 very, very dangerous, was being operated. And somebody10 who climbs off a piece of equipment happens not to be an11 operator. Now, we talk about misclassification of12 workers. That's why we put this policy in, because what13 you heard here today is happening everywhere to workers.14 So I came down here, and I brought with me15 Carina Francle-Pantone. Carina, if she's there, do you16 want to stand up? I want to show you how threatening17 these people really are. There's Carina. She might clip18 you with her purse. Doug Mangione, and Mickey. Stand19 up.20 So we came down. I called the CEO, and told him21 that I had heard there are problems out here. And I22 asked him if he could be available, because I was on my23 way down. So I arrived, and the contract monitors were24 out there. And I asked them, "What the heck is going on25 here?"HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262629

1 I was direct. I'm a pretty direct guy. And I2 said, "I'd better not hear that there is a problem here3 of what I just heard." These are the contract monitors,4 apparently from CFFA. So we had a meeting.5 And Jerome, as well as the other contract6 monitor, said, "No, no, no. We didn't bid that job at 707 percent for each trade. It's 70 percent for the whole8 project. We only need 70 percent apprentices. It9 doesn't have to be in the trade in which they're10 working."11 That's how you build crooked walls, my friends.12 No, it doesn't have to be the trade in which they're13 working. We had a very spirited discussion about it, and14 not to say very spirited. We had a discussion about it.15 So let me tell you what happens when you fight16 for workers around here. Let me tell you what happens17 when you seek justice around here. Let me tell you what18 happens to you, so all of you know. Next thing I know,19 the CEO sends an e-mail up to Sacramento and says that20 us, we were threatening, and we were harassing. He also21 went on to say that there may be a strike, that the22 operating engineers may put up a picket line. He went on23 to say that the laborers won't cross the picket line.24 This is a possibility. This will happen. I'm just25 letting you know.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262630

1 Completely untrue. While it was a spirited2 discussion, no one discussed a picket line. There wasn't3 even a discussion of a picket line. There wasn't even a4 discussion of a strike. There wasn't any talk of that.5 Not a single word. Not a single word.6 Well, this goes to the State people, who7 allegedly monitor these contracts. I hope you'll hear8 from today how great the CCA handled things during the9 Fairgrounds. You'll get a real opportunity to watch and10 see who the players were, and how that all worked out.11 Well, they sent it to the Governor's office.12 That's what they did. Well, that didn't work; because we13 have the greatest Governor, I think we've ever had in the14 State of California, and a Governor who believes in15 justice, who believes in honesty. So that didn't work.16 But do you think that is enough? No. We've got17 to keep trying to silence the voice of some people that18 want to seek justice, the voice that wants -- I'm19 unapologetic about being a labor individual. I'm not20 apologetic for that. I'm proud of it. And I'm proud21 that the Governor appointed me to this position, where I22 can advocate for our position. I'm proud of it, and I23 don't run from it.24 And I see what happens to workers. I see what25 happens to them on jobs. People here see what happens toHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262631

1 them, and you'll hear more about that. And you saw it2 for yourself. Prolific in this county, that people like3 to turn their heads, and they like to shut people like me4 up; because we don't play ball with them, and we5 challenge them, and we challenge their comfort zone, and6 we get in their faces, and we do things that they don't7 like. Because they like to operate in their own little8 worlds.9 So yesterday, just coincidentally, to show you10 how these people play, coincidentally, somebody called11 the Attorney General's office, just the day before this12 meeting. Isn't that a coincidence? And the Attorney13 General's office talked to our attorney. We don't know14 what it's about yet, other than allegedly a possible15 conflict of interest that I might have, because I serve16 on another State Board.17 Now, if I serve on another State Board, whatever18 board that is, please kick me off; because I don't know19 about it, and I've never been to a meeting. But they20 will try anything. This is not new.21 Folks, wake up. This is what's happening all22 over this country. Well, the only board I serve on, for23 those of you who may have cooked this little play up --24 maybe the people aren't even in the room -- you know,25 great try. I'll give you credit for that.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262632

1 But I serve as an executive vice president for2 the California Labor Federation. That's not a State3 board. It's like being an executive vice president of4 The Elks. You can see all the labor guys are laughing,5 because they know. That is a hell of a lot worse than6 being in The Elks, because no one gets along there. And7 we don't get -- we don't even have our own bar. We get8 50 cent drinks. In fact, we get no money.9 So I don't know who cooked it up. It's10 obviously some people in Sacramento who cooked it up, or11 here. It's the same people probably who forwarded the12 e-mail to the Governor's office, who are probably here13 today to speak. Because they know I want out of the14 CFFA, and I want out bad. I want out. And I want out15 now. Enough is enough. How much corruption are we going16 to tolerate?17 Last meeting I stood here -- let me tell you18 what's happened to me, just so you know what it's like19 here. Okay? I made a statement about protecting two20 Board members here, two Board members, because of all21 this corruption and things that went on. And I stood up,22 and I said, "I think the staff did them a disservice. I23 don't think that those were people that intentionally did24 those things." I don't.25 Boy, did I start a thing, because people said,HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262633

1 "Hey, they think you're talking about the whole staff."2 So I had to send out a clarification. No, it's3 not the whole staff. I'm talking about the executives.4 So, you know, okay. So I apologized. Anything can be5 done to silence us, if they try.6 The second thing, I stood here last month, and I7 said, "Let's go on with the Fair." I stood and tried to8 protect people here, so we can move forward, so we can9 move forward. And said, "Enough is enough. Wrap it all10 up, take it back over to the District Attorney's11 office, and let's see if we can get some justice." Which12 they did yesterday, because I wanted to go forward.13 What I want to tell each and every one of you,14 those of you that have complained, those of you that have15 stood up, those of you that have talked about what's gone16 on here, some of that stuff I discounted. But let me17 tell you, when you're on the receiving end with these18 people, get ready. But I want to let anybody that was19 involved in, first of all, sending that stuff over to try20 to intimidate me, believe it or not, I'm not intimidated21 easily. Maybe that's a little message for you and for22 the people that contacted the Attorney General's office,23 who I believe are the same people who probably sent those24 other e-mails along: I'm not intimidated. I'm not going25 away. I'm not going to be quiet, and I'm going to doHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262634

1 everything that I can, everything that I can, from this2 point forward, to be sure anybody remotely involved in3 anything that took place here is brought to justice, and4 that we are going to, for once and for all, straighten5 this place out.6 And for those of you that I discounted and those7 of you that I was willing to say enough is enough, and8 walk away, I apologize. I apologize. Because let me9 tell you, I wasn't on the receiving end of it. And I10 have been, but not only will I tell you that apology I11 will guarantee you we're cleaning this place up.12 Thank you.13 CHAIRMAN DOUGLAS LA BELLE: Thank you,14 Director Berardino. We'll go ahead with the public15 comments at this point in time.16 Greg Ridge.17 Again, we do have a number of speakers; so if18 every effort could be make to limit your comments to19 three minutes, that would be much appreciated by the20 Board.21 MR. GREG RIDGE: Good morning, Board. I really22 want to thank Director Berardino for bringing this issue23 forward. It's something that, from the Orange County24 Fairgrounds Preservation Society, we have been wanting to25 really have openness with our public property, and I wantHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262635

1 to thank you for bringing this forward. I know that2 there will be other people to speak on it in public3 comments this morning.4 I wanted to basically talk about what's going to5 be happening this Sunday. It's actually my favorite6 event at the Fairgrounds, and it's "Heaven Crashes In",7 if you saw the big tents when you were driving in,8 Easter Sunday, at the Orange County Amphitheater. And I9 think it's kind of aptly named, because it looks like a10 meteor just hit it. So "Heaven Crashes In" is going to11 be a great event over there. We have thousands of people12 coming this weekend. It's the biggest outdoor event for13 Easter celebration.14 We have all those big white tents are just for15 the kids. We're decorating them. We have tons of16 activities and trained staff for age appropriate crafts17 and stuff for the kids. We have a huge spectacle that18 takes place in the amphitheater for all the adults. It's19 probably just the pre-eminent Easter celebration. It's20 taking place right here. I just wanted everybody to know21 about it. It's free to the public. You can all come.22 It's at nine o'clock and it's at 11:15.23 Keep standing up for the workers, Nick. Keep24 doing what you're doing. I'm just so proud that this25 Fair Board seems to have new openness and newHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262636

1 transparency, and I just want to keep us moving forward.2 Thank you so much.3 CHAIRMAN DOUGLAS LA BELLE: Mike Robbins.4 MR. MIKE ROBBINS: Thank you, Board members. I5 did send you a package. They're trying to raise the rent6 a crazy amount at the Orange County Fair to the vendors.7 The vendors don't have a union. I'm the only one8 speaking for the Fair. The Fair vendors have been9 unfairly blasted in rents for the last few years under10 the new management.11 They were never treated that way for 40 years.12 And I would like to say, first of all, they treated the13 vendors with respect, because they valued the vendors,14 just like they would value an employee in a union. Many15 vendors were there for decades. And you have to be there16 during the bad years when it rained, and it was a hundred17 degrees at the Fair; and people didn't make a lot of18 money, but they stayed. They stayed because they were19 loyal. They were loyal to the Fair, and then their rents20 were increased 50, 100, 200, 300 percent in the last few21 years. A lot of them just left the Fairgrounds. These22 people were there for 20, 30, 40 years.23 Please could you past it to Jerome? Because24 really, I think you just need to tear that up. Loyalty25 is gone. There is no reason for it. There is no reasonHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262637

1 to consider it.2 Value. Just like any person in the union or any3 workers, the vendors were rated. They were rated just4 like any employee. We're part of the Fair. We're part5 of the value of the Fair. We're part of the swapmeet.6 We're there to support everything. And this has been7 done over the last few years, under the new management.8 And now I'd just like to quote some of the9 vendors, some of the people who spoke here, and some of10 the Fair Board members over those years in the past. In11 2009 they tried to raise the rents by 62 percent, and12 these were just some of the quotes: "This is outlandish.13 Unconscionable, shockingly unfair. Extortion."14 Julie Vandermost was the president or the15 chairman: "We didn't approve a rate increase when we16 approved the budget. The rent increase cannot be more17 than six percent, which is what was approved by this18 Board."19 And then, after discussing it, she said -- and20 we have all the paperwork here for you, all the minutes21 from the meeting -- "It looks like we have a straw vote."22 David, David Ellis said, "Can someone explain23 how we get from an authorized six percent to 62 percent?"24 "I'd also like to include in this motion," by25 David Ellis, "for Board consideration a vendor taskHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262638

1 force. I think we heard that it's important; and I would2 like to modify the governance policy, to the extent that3 it does not say that are all rental increases come to the4 Board for approval, it needs to go back and it needs to5 say that. That's my motion."6 Julie Vandermost said, "I'd like to see a vendor7 task force implemented."8 This was never done, not one that included Fair9 Board members and that had any impact. We need this to10 happen a couple times a year, and it has to have vendors11 and representatives and Fair Board members. And it was12 approved by Gary Hayakawa.13 This management is not doing what the Fair Board14 says to do. Who is going to take care of this place?15 These people have been working here for generations, and16 they have to be protected in some way. To raise the rent17 crazy amounts is ridiculous, and it puts people out of18 business.19 Thank you guys.20 CHAIRMAN DOUGLAS LA BELLE: Jeanine Robbins.21 MS. JEANINE ROBBINS: Good morning. My name is22 Jeanine Robbins, and my husband, Mike, owns23 Paradise Cigars. We have been a vendor here at the Fair24 since 1999, 14 years. While Mike runs the business, I am25 in charge of all bookkeeping, including budgeting for theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262639

1 future.2 When leaving the last Fair Board meeting, I felt3 a sense of relief and hope. The Fair Sale Review4 Committee had finalized their report. You, the Board,5 had come back with your recommendations. We were all6 going to move forward and play nice with each other. We7 could finally focus on simply operating our business and8 supporting our family.9 You can imagine my dismay when I returned home10 from a 12-hour day at the marketplace to find a letter on11 Saturday, less than 48 hours after the meeting, how12 coincidental, informing us that our rent was being13 increased by 50 percent, effective this year.14 50 percent. How can anyone justify that kind of rent15 increase? At this time, when we actually should have16 been receiving our contract, we got a letter information17 us the rents were going up. Our rent was increasing from18 5800 to 8700, with the additional 2900 broken down into19 two increments. That would place our rent at $21.75 a20 square foot. I mean, that is right up there with21 South Coast Plaza.22 When I pointed out to Jerome that a space 20 by23 20, like ours, in a premium location at the L.A. County24 Fair, not on a back row, rented for 5200, he told me that25 no spot was different than any other at the Orange CountyHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262640

1 Fair, that the employees would never presume to label one2 spot either more or less desirable. Well, we all know3 that that is just a lie. Just look back a few years ago4 when the Fair staff evicted long-time loyal vendors from5 permanent spaces in the building and sold them to6 corporate entities for premium pricing.7 One of the reasons given in the letter from the8 Fair, and let me quote this, was that there had been9 numerous and significant cost increases incurred during10 the last five years. I take this to mean during the time11 period when the sale was being rammed down everyone's12 throats. Significant cross increases that result from13 the hiring of a private law firm after the14 Attorney General refused to represent this Fair any15 longer.16 We are a group of small businesses who are17 attempting to offer Fairgoers a unique and affordable18 experience. Now, let me ask you: Why is it our19 responsibility to cover your cost increases that resulted20 from the staff's mismanagement of the Fairgrounds?21 Now for a bit of history. Like Mike quoted, in22 2009 the Fair staff also chose to raise our rents a23 ridiculous amount. This issue was addressed at the24 August 2009 meeting, and the staff was severely25 reprimanded by the Fair Board and forced to issue refundsHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262641

1 to the vendors affected. The minutes from that meeting,2 as posted online on the Fair website, are nothing but a3 basic summary of the meeting and total only ten pages,4 with two pages of that devoted to the issue of the5 refund. However, the actual transcribed minutes total6 111 pages, with almost 60 pages devoted to the issue of7 the Fair staff arbitrarily choosing to raise the rents8 while purposefully neglecting to inform the Fair Board.9 They truly did try to hide this from the Board, even10 threatening vendors to wanted to speak out.11 So when Nick talks about a hostile environment,12 it is a hostile environment with the Fair staff and the13 vendors. If a poll was taken, you guys would be in14 shock, because of what has happened to all of the vendors15 from the Fair staff, from the CEO on down.16 The end result of that meeting was that the Fair17 Board voted unanimously for three items: A refund of the18 increase charged to the vendors; the formation of a19 vendor task force; and the last and final item was that20 the governance manual be revised to clearly state that21 there are no rent increases allowed without Board22 approval.23 Number one: The refunds were issued to many24 vendors.25 Number two: To the best of my knowledge, thereHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262642

1 has never been a vendor task force, that I have heard2 about.3 And number three: The Fair staff, keeping true4 to their unbelievably arrogant ways, chose to completely5 ignore the directive the Fair Board, and never revised6 the governance manual. Jerome told me so himself.7 I am sure that staff assumed correctly that the8 revision would get overlooked in the Fair sale fiasco.9 As a business owner, when I give an employee an10 instruction, I expect it to be done. And if it's not11 done, there had better be a good reason why.12 You are the stewards of this Fairgrounds. You13 are the bosses, and the staff is your employees. I do14 not believe a rent increase was presented to you, and yet15 we received one. For staff to blatantly ignore16 directives is inexcusable behavior. The arrogance of the17 staff is mind boggling to me. The disrespect shown to18 you It was a fair Board is shocking. This is an ongoing19 never-ending problem that goes from one CEO to the next,20 and it needs to be stopped. This has become a reign of21 terror, where people are afraid to speak out. People are22 afraid of retribution. They're afraid they aren't going23 to get their spaces. They're afraid they're going to be24 stuck in the corner. They're afraid they aren't going to25 be invited back.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262643

1 We would never accept this kind of behavior from2 our employees. How can you guys accept it from yours?3 CHAIRMAN DOUGLAS LA BELLE: Theresa Sears.4 MS. THERESA SEARS: Good morning to all. I am5 so happy to be back, and I do apologize for not attending6 the last meeting. I think that's the first meeting I've7 missed since 2008. I was stuck in the snow in Vermont,8 and I got a lot of text messages about the meeting. So I9 am happy to be here.10 I appreciate the D.A. being here. I especially11 liked her comment about the orange jumpsuits.12 I appreciate Nick's comments about not being13 intimidated, and that's one thing, I will never be14 intimidated by anyone -- mark my words -- by anyone.15 So just barely got the transcripts, because they16 are not online. Would appreciate the transcripts being17 online. And I want to take note of what was said at the18 last meeting. This is rich. And I will be speaking a19 lot today, but one of the comments that was made by one20 of the Board members, Dave Ellis, about me. Personal.21 And, you know, I'm not going to get really into it;22 because, first of all, it's not true.23 Secondly, I get what's going on with Mr. Ellis,24 wanting to take the light off him. He accused me of25 being on the payroll of Tel-Phil. He accused me of beingHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262644

1 not a team member. He accused me of not wanting to do2 700 forms on the Fair Sale Review Committee. I have no3 problem disclosing my income and what I own. I am4 retired. I own a home. I have an investment account. I5 derive income from that. I do not get a paycheck from6 anyone, and I have not gotten a paycheck from anyone for7 years; and when I did, it was in a different county,8 because I owned houses and apartments.9 So Mr. Ellis, you're wrong. And I wouldn't even10 ask for a retraction from you, because I know you don't11 get it; but neither here nor there. The weasel clauses12 that you use, "potentially on the payroll", keep me from13 going further with this. But you were smart to use14 "potentially". Good. Now you're trying to shoot the15 messenger.16 Let's remember why we are here. This is a17 public asset. The mindset of this executive staff of18 people that are involved with this Fairgrounds, they19 don't get it's a public asset. I am here because of20 that. I care about public assets. I care about the21 people, and I care about preserving them in perpetuity.22 Remember, the police chief who led the Fair Sale Review23 Committee, a former city manager, stacked with former24 city managers, activists and vendors, describe how the25 lobbying process during the sale was handled by executiveHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262645

1 staff, Board members.2 He said he had seen -- this is a police chief --3 had seen enough evidence to conclude that public funds4 had been laundered through Fair ground subcontractor5 LSA, clear to CCA in Sacramento, in order to avoid public6 disclosure. We know about Dick Ackerman. We know what7 he did. We have the billing statements. So we're not8 making this up. We're just simply looking at all of the9 billing statements.10 The OC Fair scandal -- and I want you guys to11 really understand this. This scandal is filled with12 self-dealing by insiders locally and in Sacramento. They13 have been ignoring the laws, playing by their own rules14 with a complete disregard -- a complete disregard for15 public properties. This operates different. This is not16 a private business.17 A lot of people are trying to hide all of this,18 but I believe -- and I'm on the path. I will not stop.19 I believe misappropriation of public funds happened here.20 And I now understand the statute for that is four years,21 and it's from the time of discovery. And I believe the22 time of discovery was January 26, 2011, when we found the23 billing statements in Sacramento.24 So you know what? I'm not going away. I won't25 be intimidated. I'm here to represent all of the peopleHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262646

1 out there that are afraid to talk, that they have a2 business, they need to make income. They need to pay3 their mortgages. That's not -- I'm fortunate that's not4 my problem. I don't have to worry about that. So you5 know what? I am spending my time. I am focused on this6 issue, and I'm going to see it through to the end. And I7 appreciate the Board members that are supportive. I8 appreciate the people in Sacramento that have been9 helping us as well.10 And I am looking forward to going back down to11 the D.A; and if we can't get what we need done12 there, there is other routes. Four years. Thank you.13 CHAIRMAN DOUGLAS LA BELLE: Reggie.14 MS. REGGIE MUNDEKIS: Good morning. I'm15 Reggie Mundekis, and I'm a member of the Orange County16 Fairgrounds Preservation Society. I would like to thank17 Director Berardino for all his hard work and efforts to18 try to get the mess at this place cleaned up. It's19 extremely difficult, because it's just been here20 festering for so long.21 I would also like to thank all of our brothers22 and sisters in labor today, who are here both to support23 our fellow workers, and who also stood by us to stop the24 sale of this public property.25 We also need to talk about our U.S. Bank creditHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262647

1 card. This month the credit card was paid. The amount2 was 149,092.62, Which is almost three times the signing3 authority of $50,000. So we also need to talk about the4 signing authority. Because I have reviewed the over ten5 million dollars in charges since 2008 on this credit6 card, and I don't understand why people have to go to7 Home Depot three times a day.8 Last summer, in July, the credit card bill was9 $446,733.08; for one month. Okay? We spent over ten10 million dollars on this credit card since 2008. We need11 to find out what the checks and balances are on this.12 How do we decide that what's being bought is actually13 needed at the Fairgrounds? Where is this stuff being14 kept? I'm kind of thinking that this place should look15 like "Hoarders" on "TLC", because of all the stuff that's16 been bought. It's just amazing.17 And apparently we also bought somebody lunch in18 Moreno Valley over Memorial Day weekend, and I don't19 quite understand that.20 The other thing we need to talk about is that I21 have heard a rumor that there could be an auditor from22 the California Department of Food and Agriculture at the23 Fairgrounds doing an audit, or they may be from another24 organization. I don't understand how they can do an25 audit here; because one of the agencies we deal with, theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262648

1 California Construction Authority, California Fair2 Financing California Fair Services Authority, their3 auditor quit. Because their long time auditor,4 Macis & O'Connell, could not verify the financial5 information that they were given. Okay?6 I do not want to see and I will not tolerate7 being given a kitten count audit by CDFA or whoever else8 is doing the audit. We are just hearing about very9 serious problems. The civilians have already found money10 laundering in one area; so usually if you see one11 cockroach there is at least ten or a hundred more. Do12 not hand us a Bandini audit, dear auditor; because we13 will take whatever steps we need to do to get a proper14 audit done; and, if we need to, pursue criminal charges.15 So thank you very much and talk with you later.16 CHAIRMAN DOUGLAS LA BELLE: Next speaker is17 Les Blanchard.18 MR. LES BLANCHARD: Les Blanchard. I'm the19 business agent for IATSE Local 504. I represent stage20 hands, motion picture and television technicians all over21 Orange County.22 I think some of the interest here today is about23 safety, and I'd like to talk about safety just a little24 bit. My industry is one of the most dangerous industries25 there are in the United States and Canada, which is whereHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262649

1 we are, not only to the workers but to the public. And2 the things that we do affect the well-being of the3 public, as well as our workers.4 I can tell you that in Orange County all over5 the place, when a job is being performed by the6 professionals that I represent, there is no safer track7 record anywhere, anywhere. I can tell you that we've8 been back in Pacific Amphitheatre now since 2002, and not9 one notable accident has occurred down there.10 And I have to give the credit to that for my11 guys, people that supervise them, and the work that they12 perform; because they insist that everything that is done13 is being done by trained, competent, certified personnel.14 And that's what we do.15 There was a question raised earlier about access16 to check with compliance, and I can tell you this is17 something that we do. We send the authorized18 representatives of the local out. We see the situation19 that is being created. We put a stop to it, and we get20 it done right. A lot of times these situations are21 brought to our attention by the guys doing the work. And22 thankfully I can state -- actually, I'm very impressed --23 not one incident like that has happened down at the24 Pacific Amphitheatre. And this is just commendable down25 there.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262650

1 So one thing that we're more concerned about2 than anything else is the safety aspects, and that3 trained, competent, certified personnel are doing the4 work. And the way you get that is by going through5 organized labor, because nobody polices that work better6 than these guys out here.7 Thank you.8 VICE CHAIR DOUGLAS LA BELLE: Doug Mangione.9 MR. DOUG MANGIONE: Mr. Chair, Board, my name is10 Doug Mangione. I represent the International Brotherhood11 of Electrical Workers here in Orange County, and I'm here12 to speak about job site safety. IBEW was started in 189113 in St. Louis, when workers came together to organize for14 better conditions and to advocate for a safer workplace.15 There were few worker safety laws; no OSHA, Occupational16 Safety and Health Administration; and as electrical work17 was new, there was no training programs and no electrical18 safe practices.19 Profit was always valued above workers; and20 death and injury was the price paid to get the job done.21 In the electrical field at that time, an electrical22 worker had a 30 percent chance that he would be dead on23 the job within five years of starting his career as an24 electrician.25 So safety has always been a high priority forHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262651

1 the IBEW. The IBEW, along with legislators and2 manufacturers developed over the years electrical safe3 practices that we take for granted today. And these safe4 practices are reflected in our almost century of5 apprenticeship training. Along with extensive training6 on electrical theory and the practical aspects of7 construction electrical work, we teach both our8 apprentices and our journeyman safety practices with OSHA9 ten-hour; OSHA 30-hour; quality safety program; CPR,10 first aid; NFDA 70E, which deals with arc flash11 explosions; and the National Electrical Code.12 Our journeyman are all State certified per13 California law, and must have 32 hours of electrical14 upgrade training within three years in order to maintain15 this license and be eligible for dispatch from IBEW 441.16 Let me take a few moments. I'd like to read17 from an OSHA booklet on electrical safety. Electricity18 has long been recognized as a serious workplace hazard,19 exposing employees to electric shock, electrocution,20 burns, fires and explosion. In 1999, for example, 27821 workers died from a electrocutions at work, accounting22 for almost five percent of on-the-job fatalities. What23 makes this tragic is most could have been avoided. OSHA24 standards cover many electrical hazards in many different25 industries. OSHA general industry electrical safetyHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262652

1 standards are published in Title 29 Code of Federal2 Regulations. OSHA electrical standards are based on the3 National Fire Protection Association Standards, NFDA 70,4 National Electrical Code, NFDA 70E, which is electrical5 safety requirements for employee work places.6 It goes onto talk about the effects of what7 happens when a shock occurs, our workers are trained to8 deal with their fellow workers when this happens. It9 goes on to talk about the best ways -- most electrical10 accidents result from one of the following: Unsafe11 equipment or installation, unsafe environment, unsafe12 work practices.13 It talks about grounding, the importance of14 grounding. A lot of folks don't understand you have a15 drill, if it's not properly grounded and you have a short16 to that piece of equipment, any piece of equipment, once17 you touch that equipment, if it's not properly grounded18 and a breaker trips, you're the grounding means. You're19 going to die.20 Ground wall circuit interrupters that are used21 on construction sites. Every plug has to be plugged into22 a ground fault circuit interrupter box and must be tested23 periodically. Our guys are trained to do that.24 What specialty training does an employee need?25 All employees should be trained to be thoroughly familiarHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262653

1 with the safety procedures for their particular jobs.2 The responsibility of this program should be delegated to3 someone with a complete knowledge of electrical,4 electricity, work practices, and the appropriate OSHA5 standards for installation and performance. So you can6 see that OSHA takes craft responsibility for safety very7 seriously.8 I am grateful to this Board that they have taken9 seriously worker safety, and I would like to thank Board10 Member Berardino for championing this issue for workers.11 Workplace safety enhancement did not increase12 the overall cost of your project. Instead, it ensured13 that qualified workers in their respective craft would14 provide both a safe job site and a safe venue for the15 general public. I hope that you will see that the intent16 of the this policy was for each craft, as it doesn't make17 sense to see this as an overall job site application.18 I know that it could be argued that on its face19 the language could be interpreted as overall job site;20 but viewing safety with your eye on a loophole to be21 exploited is a slap to the workers, their families, and22 to the general public. Let's not go back to the days of23 a 30 percent death rate as acceptable for workers.24 Thank you.25 CHAIRMAN DOUGLAS LA BELLE: Thank you, Doug.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262654

1 Kelly Corbin.2 MS. KELLY CORBIN: Good morning. Thank you,3 Board. My name is Kelly Corbin, and I'm a proud member4 of the Operating Engineers Local 12, as a special5 inspector as well as an apprentice.6 And I wanted to say thank you to Nick and to7 talk in regards to -- I wear with pride the fact that I8 am a union member, not only the fact that I've also been9 trained in my trade, in my particular trade as an10 inspector, but I've been on some large sites where I have11 worked side by side with those that are not part of the12 union, as well as people that are.13 People will hunt me down and ask me questions.14 I'm really proud of the training that I've been given and15 the qualifications. But when I work next to somebody who16 has had more years of experience and is asking me, as an17 apprentice, what's right about this and what's wrong18 about that, and whether or not a particular test is being19 done properly; and you watch things slide or you watch20 things fall, when people that are doing the job that21 they're not supposed to be doing or letting it go, just22 because somebody else has walked away. They tend to be a23 little bit more accountable for the work that they do,24 when they see somebody that knows what they're doing25 beside them, and those that come up and ask me questionsHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262655

1 when it doesn't have anything to do with what I am2 trained to do.3 I go through a very detailed training program.4 I know what it is that I'm talking about in my particular5 trade. So when it comes to somebody saying that it's6 trade by trade or it isn't trade by trade, I think it's7 very important when a qualified inspector comes out and8 knows what they're talking about and has been trained in9 that specific trade, and not whether I'm handling a piece10 of equipment. I've seen people drive pieces of equipment11 that I wouldn't want to be out there with. I wouldn't12 want to be underneath it when they come swinging around13 the corner and not caring about their job or the safety14 of the others that they work with.15 But when it comes to somebody that's part of the16 union, that's part of the trade, and knows that their17 safety is a concern, as well as their brothers and18 sisters that are out there, I feel more comfortable about19 what's being done. Being out on a job site and seeing20 lax in some areas has been surprising to me that it21 happens. To see that people come and ask me questions22 and want to know how a job is done correctly makes me23 feel very comfortable that I've been trained the right24 way, and that I know what's going to happen.25 And the astonishing thing is to see not justHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262656

1 walls that are crooked, but things that could slide2 underneath a handicapped ramp. When stuff like that is3 done, and it's not done per spec or per code, or when4 there is somebody that has people doing a lot of5 different jobs that they're not qualified to do, you're6 going to have mistakes happen.7 And the only way to prevent that is when you8 look at something specifically as safety and training and9 a job being done right, when you look at it per trade.10 Whether it's an inspector writing the right report,11 knowing whether or not something has been done correctly,12 is not the same person that's out there digging up dirt13 and driving a tractor around the corner.14 So I think it's very important that we look at15 it trade per trade, not necessarily job wide. And I'm16 proud to be there, and I wanted to thank you for your17 time.18 CHAIRMAN DOUGLAS LA BELLE: Ada Briceno.19 DIRECTOR ASHLEIGH AITKEN: Chair, would it be20 helpful if we maybe called the next two or three people?21 That way, people could line up.22 CHAIRMAN DOUGLAS LA BELLE: Before you23 start, Keith Harkey and Debbie Cook, in that order.24 Thank you, Ashleigh.25 MS. ADA BRICENO: Members of the Board, goodHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262657

1 morning. My name is Ada Briceno, and I wanted to come2 out here today and thank you for adopting the task worker3 protection safety protection for the Orange County4 Fairgrounds. As a union leader at Unite Here Local 11,5 we represent 20,000 workers in the hospitality industry;6 and health and safety is one of our main priorities. So7 to hear that you have taken the steps to value the safety8 of workers on this State property is very pleasing.9 But we are disappointed to hear and learn that,10 for some reason, the guidelines that you passed are not11 being followed, and that the CEO of the Fair is coming12 down on Nick for standing up for what this Board decided13 to take on, and for it not being honored.14 So I wanted to talk to you about why the worker15 safety is so important, and the consequences to people's16 lives when workers are not protected on the job, and the17 consequences that are happening right now to so many18 workers across our country.19 In the hospitality industry, health and safety20 is a major issue, like I said, but especially for21 housekeepers. According to the American Journal for22 Industrial Medicine, workers in the hotels had a high23 rate of injuries. In fact, 25 percent higher than all24 service workers. Women were actually 50 percent more25 likely to be injured than men; and housekeepers had theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262658

1 highest rates of musculoskeletal disorders, followed by2 dishwashers. And we know why this happens, and that's3 why I'm passionate to be here on behalf of OC workers,4 because our workers endure this every day.5 Room attendants are the vast majority of our6 members, in the hotels, and they're not given the proper7 tools or the time in order to do the work. Some8 housekeepers clean up to 30 rooms a day in an 8-hour9 shift. That allows them about 15 minutes to actually10 clean the room. And that means that they have to rush11 through, and actually get seriously injured, and even12 permanently disabled.13 We have a Hyatt housekeeper, Cecelia Alvarez;14 and she cleans anywhere from 25 to 30 rooms a day, as a15 housekeeper for about 19 years. And her body final gave16 in; and she was permanently disabled, with her back and17 her shoulder. And that was her profession. That's what18 she did for 19 years. She can no longer do that. She's19 now without a job and without being able to provide for20 her family.21 And like Cecelia, there are many more that are22 getting permanently disabled and injured every day. Most23 room attendants actually have to take pain medication24 every single day throughout the day, Advil and25 Tylenol, just to make it through the day, to continue toHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262659

1 clean rooms. That's not what we need. That's not the2 kind of work that we need.3 We here are trying to do different measures, in4 order to eliminate that, including training and including5 bringing legislators on board to understand what happens.6 This is why I stand here next to Nick and OCEA and stand7 up for working families' safety.8 Thank you very much.9 CHAIRMAN DOUGLAS LA BELLE: Keith is next up.10 Before we start, and then after Debbie will be11 Stephanie Barger.12 Go ahead, Keith.13 MR. KEITH HARKEY: Chairman, Members of the14 Board, thank you for letting me have the opportunity to15 talk today. I'm Keith Harkey. I'm a Union Ironworker.16 This July 5th I'll be celebrating 28 years in the trade,17 27 of those in the field. The last year I've been a18 union rep.19 And some of the marquee projects that I've20 worked on in the last two years have been the CHOC21 Hospital in Orange, the St. Jude's Hospital in Fullerton,22 and the PIMCO Tower, 22-story, in Fashion Island.23 This right here, just so you guys know, this is24 not a remnant from a St. Patrick's Day party. This is a25 program that we have. It's called IMPACT, and it saysHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262660

1 "zero fatalities" on it. All right?2 On a daily basis we put our lives at risk, as3 Ironworkers. And that's just part of the job. That's4 what we chose to do. So I appreciate you guys moving5 towards this safety program, why training is so critical6 to worker safety, and also it affects the public also.7 So nobody in the construction industry that's8 ever worked in the construction industry would ever9 imagine that the 70 percentile was job wide and not trade10 specific. It's ludicrous to even twist that and make11 that fit for a specific purpose or reason.12 Ironworkers serve as a four-year apprentice. We13 have a joint training program, which means that we work14 in conjunction with our contractors, so we can provide15 them with the best qualified, safest workers available.16 Apprentices earn while they learn. They start at a17 50 percent rate. They take classes related to18 supplemental structures. They take approximately 16019 hours per year over that four-year program. They learn a20 multitude of trade specific skills, and as well as use21 the trade specific tools.22 One of the highest priorities that we teach the23 kids is fall protection, because that is the number one24 killer in our trade. Last year we had 12 deaths, and25 that wasn't coming to -- that wasn't going to work orHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262661

1 going home from work. That was actually at work. That2 was 12 deaths. And I don't know how many people in this3 room have to worry about dying every day they go to work.4 As you see graduates from our certified apprenticeship5 program, they have the public's trust that they will6 perform the work that they have been trained to do in7 that particular area. And the best way for me to8 illustrate this in my trade is the way that we have a9 relationship with operators. The raising gang, what we10 do, which is what I did when I was about 20 years younger11 and about 20 pounds lighter, I worked the raising gang.12 And basically you have a crane operator. He unloads the13 trucks, using our guys. They de-rig it. We set it on14 the ground, we shake it out. The operator, he's15 constantly moving that hook around us. We work16 synergistically with them. It's poetry in motion. The17 thought that even me, after 20 years of hanging iron,18 would sit in that crane and operate it is ludicrous. So19 you have to be trained in the craft that you're working20 in.21 Your projects, they deserve to have22 professionals trained in the craft in which they work in,23 and it's pretty much that simple.24 Thank you for your time.25 MS. DEBBIE COOK: For the record, my name isHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262662

1 Debbie Cook. I served on the Huntington Beach City2 Council for eight years, and I investigating conflicts of3 interest of elected and appointed officials.4 I hadn't planned on speaking this morning, but5 the D.A.'s comments just got me disgusted, so I felt I6 had to come back again. But first things first. You7 really must have known this was going to be an overflow8 crowd today. It seems that you could have moved to a9 larger facility. You've got an amphitheater over here.10 Absent that, how about seating outside with speakers that11 actually work? They have one out there that doesn't12 work. Or even out here in this room, you just get13 reverberation. Or how about online streaming, so that we14 could watch on our smart phone?15 Why is it that you can spend public money to16 install surveillance and listening devices to spy on17 employees, but you can't make an easier way for the18 public to participate in the process?19 Okay. Now, the D.A.'s report really was quite20 enlightening, but not surprising, considering the21 self-dealing of the previous Board. But what is shocking22 is that your interim CEO still has a job or that the army23 of consultants that you hire, many of whom are here24 today, that they still have jobs; or that any of the25 Board members from the previous Board still are in theirHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262663

1 seats, although I don't see any of them here. Isn't that2 interesting?3 But I think you're going to know the corruption4 here runs wide and deep. I'm sorry you decided not to do5 a forensic audit. I think that was a big mistake. I'm6 glad that additional facts have been turned over to the7 District Attorney. I think the corruption here rivals8 that of the City of Bell, and it's just a matter of time9 before that comes out. Until you clean house, the10 cockroaches will continue to breed.11 My last and only question really is: Why hasn't12 this started?13 Thank you.14 CHAIRMAN DOUGLAS LA BELLE: Stephanie Barger.15 And then the last comment I have under public comments is16 Jonathan Lake.17 DIRECTOR NICK BERARDINO: There are people18 that -- I think there was confusion people under G, if we19 could just call them in.20 CHAIRMAN DOUGLAS LA BELLE: Sure.21 DIRECTOR NICK BERARDINO: Because I think there22 was some confusion.23 MS. STEPHANIE BARGER: Good morning. My name is24 Stephanie Barger, and I'm on the Board of Friends of25 Harbors, Beaches and Parks. And I'm here to talk aboutHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262664

1 heartbreak and a Cinderalla story.2 Friends of Harbors, Beaches and Parks has had a3 booth at the Orange County Fair for many, many years; and4 we've won the award for the best community Fair booth.5 Fairs are supposed to be about the community and public6 education and engagement. And over the years we have7 been pushed out of the big huge community building, which8 was thriving with not only all the people coming and9 learning about what's happening in their community, but10 for us nonprofits to network and engage and bring more11 collaboration.12 Then we were pushed outside that building, which13 made it even harder for our volunteers and people to find14 us.15 And then last year we were completely thrown out16 of the ball and stuck out in the back 40. And I think17 there was only six or seven booths. The light bars, the18 lights went out. So they had to completely close their19 booth down. Nobody could find us. We usually have a big20 booth area that's very interactive, that the public can21 come in and actually learn about how to preserve and how22 to enjoy their harbors, beaches and parks.23 Last year that did not happen. We were stuck in24 this little tiny booth. We could squish our little bean25 bag toss in, that the kids love. Luckily I did haveHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262665

1 Ms. Berlin there, and she did get a little bit of a2 crowd. But we're talking like four or five people would3 stop by in a day. Our booth not only hosts Friends of4 Harbors, Beaches and Parks; but we service an umbrella5 over 20 different nonprofits that usually come out during6 the Fair period to volunteer and educate about what their7 activities and concerns are.8 So you have not only taken away from Friends of9 Harbors, Beaches and Parks, but from these nonprofits,10 from our summer interns, from our community.11 The Fairgrounds is public. It's owned by the12 public. It's for the taxpayers. It's for the citizens.13 It's for our children. And you've completely taken that14 away. And so with much heartbreak, Friends of Harbors,15 Beaches and Parks will not be participating this year in16 the Orange County Fair. And this is very depressing for17 all of us. And we hope that you will make the18 nonprofits, the belle of the ball once again.19 Thank you.20 CHAIRMAN DOUGLAS LA BELLE: Next three speakers21 is Ron Edwards, Steve Bridges and Carina.22 Go ahead, sir.23 MR. JOHN LAKE: Good morning, Board. My name is24 John Lake with Halo Detail. I perform a mobile car25 detail service.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262666

1 Today I'm here to introduce a business2 opportunity for the OC Fairgrounds. I've been in the3 industry for ten plus years. My current clients are4 Anaheim Angels; the OC swapmeet, which is here every5 weekend; Xerox headquarters; New York Life; Disneyland;6 and Jay Leno.7 My Halo Detail turnkey plan is not only8 profitable, but environmentally safe. We have developed9 a proven system that is effective and efficient.10 Dispensed water is processed and then recycled from the11 run-off from the car wash. Our process enables us to12 virtually set up anywhere, leaving no footprint or any13 negative need for any business.14 Halo Detail assumes all responsibilities and15 liabilities. We're licensed, certified, insured. The16 client or place of business has no need to worry about17 anything. We handle it all.18 The numbers. This isn't hypothetical. We are19 already doing this at Angel Stadium, and currently on the20 weekends here at the Fairgrounds. We already know that21 the revenue is great.22 We're interested in splitting partial of that23 revenue with the Fairgrounds and offering this during the24 Fair this year for the Fair. This turnkey plan offers25 patrons a means to wash and/or detail their car whileHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262667

1 enjoying the event.2 If supported, advertising the car wash and3 detailing services may be noticed by more people and4 might have more people attend. Adding a VIP concierge5 service and treatment is another reason why people will6 enjoy the Fair.7 Thank you for your time. We are available for8 any questions, and I would love to hear from you.9 Thank you.10 CHAIRMAN DOUGLAS LA BELLE: Ron Edwards.11 MR. RON EDWARDS: Good morning. Thank you for12 the opportunity to speak before you. I'll just open up13 with a little bit of my background. I'm an apprentice14 coordinator for the Operating Engineers Local 12. I've15 been in the trade for going on 20 years now; and I myself16 am a graduate of the apprenticeship program.17 I hold several certifications. I teach OSHA18 30, OSHA 10, HAZ-WOPER, which is Hazardous Waste19 Operations and Emergency Response, along with disaster20 site worker training, confined space training, many21 others. I can't name them all, off the top of my head.22 Our apprenticeship program is a 6,000 hour23 program. We do two semesters a year. And Kelly over24 here that spoke before you earlier, she is one of my25 current apprentices.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262668

1 Our operators provide the highest safety.2 You've heard of the Ironworker that just spoke a few3 minutes ago about why we would not try to attempt to do4 his job, and they will not try to attempt to do our job.5 Okay?6 We have -- just to give you some examples, a7 true story. CCO is another accredited entity to certify8 crane operators. Basically, you go and you pay the CCO;9 and they teach you how to pass a test. Okay? True10 story. A kid goes to CCO, pays, gets his crane11 certification on tower cranes, goes out to a job.12 Somehow got a job as a tower crane operator. Within two13 hours, he has an accident and almost kills somebody.14 Okay?15 The superintendent comes up and goes, "What the16 happened, man? You're the tower crane operator."17 He goes, "Four days ago I was flipping burgers18 at In-N-Out."19 Okay? Our program, we require our crane20 operators have to have a thousand hours of crane related21 experience before they can even take the written exam,22 let alone the practical exam. So that's the kind of23 training that you want. You don't want a baker coming in24 to do a construction job when you're flying iron 4025 stories up on a building, and there is five or six guysHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262669

1 up there trying to catch a 150,000 pound beam blowing in2 the breeze. Right?3 So to wrap things up, it is very important to4 have trained, skilled workers doing these jobs. Okay?5 And the funny thing is we get kicked to the curb a lot to6 save money. Right? But the funny thing is when they7 need us, they want us. Right?8 Proof. When they flew the space shuttle all9 over California, landed it over at LAX, big national10 treasurer, why do you think they didn't get some cheap11 crane outfit to pick that thing off the plane and roll it12 onto the dolly that rolled it into L.A? Why do you think13 that is? Because it's high profile? Because if you get14 some shoddy crane outfit in there with shoddy training15 and drop the space shuttle, that would be a16 bummer, wouldn't it? Okay.17 Another good example, the Northridge earthquake.18 Okay? It happened early in the morning, and19 Penhall Corporation, which is a signatory company with20 the Operating Engineers, just started sending equipment21 go break up the freeways, try to get people out. They22 got huge grants for that. Okay? When they need us, they23 need us.24 Probably the best example is Ground Zero, after25 9/11, when the firefighters -- and I don't want to takeHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262670

1 anything away from firefighters or police officers. They2 have an incredible job that I would never try to attempt3 doing their work. But when those buildings came down,4 they didn't have the equipment to deal with that. So who5 did they call? Who's in there right now building the6 Freedom Tower? They're union trades. They're skilled7 workers. Right?8 Thank you.9 MS. CARINA FRANCLE-PANTONE: Good morning,10 Mr. Chairman.11 CHAIRMAN DOUGLAS LA BELLE: Real quick, before12 you start, the next couple of speakers: Lezlee Neibe,13 and Jim Adams.14 MS. CARINA FRANCLE-PANTONE: Good morning,15 Mr. Chairman, Members of the Board. My name is16 Carina Francle-Pantone.17 So last September this body adopted, very18 wisely, the enhanced worker safety policy, which19 obviously signaled a very strong commitment from you to20 both worker safety, as well as and equally important to21 protecting taxpayer dollars, through responsible and22 professional hiring practices.23 Unfortunately, despite your direction, through24 adoption of this very smart policy, we found out25 two weeks ago that, in fact, there was at least oneHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262671

1 misclassified worker at the Pac Amp site.2 Now, a meeting was quickly called, during which3 a CFFA representative was asked straight-forwardly how4 the request for the job had been bid out. Was it, in5 fact, as you had intended, by 70 percent craft by craft;6 or, instead, as was not intended, across the entire job?7 Now it's common knowledge, as was very well8 pointed out today by Kelly, by Ron, by everybody else9 who's given some very straight-forward examples that you10 can't really honestly bid out such a requirement if you11 don't do it craft by craft.12 Plumbers, you don't want plumbers installing13 electricity, bakers installing plumbing. And then I go14 back to the District Attorney's office first slide, which15 was that very haunting picture of a job not well done.16 And she made that comment: Well, those might have been17 those guys pulled off the street in front of Home Depot.18 And you never know. We know, at least we have a19 hundred percent confidence that those that go through the20 needed training craft by craft can come to the job and21 meet the expectation of taxpayers.22 When the CFFA representative said that the bid23 specs only required 70 percent compliance across the24 entire job, what he was actually saying was: Well, we25 issued the bid to allow the contractor to circumvent theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262672

1 Board's policy, or we issued the bid to allow the2 contractor to cheat.3 Now, how did this happen? How on earth did this4 happen? Why? And who was responsible? I request that5 the Board to establish an ad hoc committee immediately to6 give the public the answers to those very critical7 questions.8 One, did CFFA act on its own, to allow the9 contractor to evade Board policy? Did Fair staff10 authorize, allowing the contractor to evade the Board11 policy? And did Fair staff know that the bid requests12 had been issued, to allow the contractor to evade the13 Board's policy? If not, why not?14 So either: One, what we have here is that the15 entire Fair Board and staff have been deceived by CFFA;16 or two, Fair Board staff has been grossly negligent; or17 three, CFFA and Fair staff have conspired together to18 deceive this Board and deliberately circumvent Board19 policy.20 Hopefully the appointment of this ad hoc will21 bring accountability to both workers -- we're concerned22 obviously about their safety; you have made a commitment23 to that -- and also to taxpayers.24 Thank you very much, and we hope for answers25 soon.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262673

1 CHAIRMAN DOUGLAS LA BELLE: Has Steve spoken2 yet? Steve?3 MR. STEVE BRIDGES: No.4 CHAIRMAN DOUGLAS LA BELLE: Next in line. Sorry5 about that.6 MR. STEVE BRIDGES: I'd like to hand this out to7 the Board.8 CHAIRMAN DOUGLAS LA BELLE: State your name.9 MR. STEVE BRIDGES: Good morning. My name is10 Steve Bridges. I'm with the Foundation for Fair11 Contracting. We provide monitoring, education and12 training to support the public agencies in construction13 industries and their stakeholders. We work closely with14 the License Board, the Labor Commissioner's office and15 D.A.'s office, to ensure that workers on public projects16 are paid correctly. And we also work with some of the17 agencies here in the south, like the CCC, and we are in18 contact with Local 12's compliance people. They attend a19 lot of our seminars. We educate different agencies and20 also contractors on how to meet all the requirements for21 the public works projects.22 I myself have been a worker in a union for 4023 years. I've worked around the construction industry for24 35 of those years. I've been involved in projects doing25 earth work, underground utilities and environmental work.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262674

1 I was a foreman for 20 years of that career.2 And I admire this Board for recognizing that a3 well-trained work force may result in a safer job site4 environment and produce a superior product for the5 agency.6 I think the apprenticeship programs are very7 important, but there are many men in the trade that did8 not go through an apprenticeship program. They worked in9 the industry for many years and are part of a10 contractor's steady work force, and perform at a11 journeyman level. Majority of the work force -- well, I12 won't say the majority, but a lot of the work force got13 into the construction trade before some apprenticeship14 programs were approved.15 I cannot speak for the programs in16 Southern California, but in Northern California an17 operator can still get into the program by showing past18 work history and by qualifying on pieces of equipment he19 or she will be operating. There is not a mandatory20 requirement to go through an apprenticeship program, but21 a worker's experience offsets the apprenticeship training22 and will result in a safe, productive job site and a23 successful project.24 For instance, in Northern California -- I'm not25 sure about southern -- the laborers require 3600 hours inHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262675

1 the field to become a journeyman; the operators 6,0002 hours to become a journeyman; and the cement masons3 require 3200 hours to become a journeyman. In other4 words, I've put in over 50,000 hours in the field and5 basically have a working man's Ph.D, but still may not be6 eligible to work on one of your projects because I did7 not graduate from an apprenticeship program.8 There are many ways to check out the contractors9 that do the work for you. Basically, the D.A.'s office10 went over about everything I have on my list. She was11 very thorough.12 If safety and a superior project is truly the13 goal, you may want to consider that crews pulled together14 to fulfill requirements and are not used to working15 together may actually promote the same safety and16 production problems that you're trying to avoid. Many17 contractors bid projects around specific crews. They18 know their production rates and can provide an equitable19 bid to an agency. Requirements that exceed industry20 standards may result in additional costs, confusion, and21 may deter many reputable contractors to bidding on22 projects. An experienced crew that has been together are23 familiar with each other, the safety requirements of24 their company, and the flow of work are more likely to25 provide a safe work environment and a superior product.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262676

1 I would like to thank the Board.2 CHAIRMAN DOUGLAS LA BELLE: Lezlee?3 MS. LEZLEE NEIBE: Yes. Thank you for this4 opportunity to speak to you today.5 My name is Lezlee Neibe, and I'm president of6 the Orange County Employees Association where7 Nick Berardino is the general manager. I wanted to come8 to speak to you, after hearing what happened on the9 Pacific Amphitheatre project, because I fear that the10 executive staff of the Fairgrounds and the contractor on11 this job may not understand the reality of life for12 working people like me in California.13 That might be why CEO Jerome Hoban and failed to14 ensure that the contractor carry out this Board's wishes15 and, instead, decided to attack Nick. I am a union16 leader. I'm a Republican, like many of my co-workers,17 but I'm not a stereotype.18 Like Mr. Hoban might try to make union leaders19 into stereotypes; but like him, they'd be a hundred20 percent wrong. And Mr. Hoban and was wrong about Nick.21 For Nick and for me and for the 18,000 employees, I22 represent as president of OCEA, fighting for fair23 treatment of working people is not a partisan issue. It24 is about justice, fairness and personal dignity.25 The reality of Orange County working families,HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262677

1 just as for working families across our great country, is2 that those who have money and power seem to play by a3 different set of rules than the rest of us. As we4 struggle to send our kids to college, to pay for health5 care, and even put gas in our cars to go to work, those6 privileged few who have friends in high places don't have7 to follow the same rules as we do.8 One example is the contractors we just heard9 about from the District Attorney's office. In an effort10 to turn a higher profit, they exploit their workers; and11 they're allowed to do it, because the people in charge of12 the company paying for that work to be done don't want to13 rock the boat they're often bidding to their friends.14 We see other examples across the country which15 have led to devastation of work that has driven the16 deepest divide between the wealthiest Americans and the17 rest of us. Some people call this class warfare, but18 it's not. It's reality. And the majority of us in this19 room are just struggling to hold on to the last remnant20 of the middle class.21 When this Board approved an enhanced worker22 safety policy for construction on the23 Pacific Amphitheatre, you all took a stand for that type24 of business as usual that continues to exploit workers,25 shrink middle class incomes, and put the public at risk.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262678

1 This policy ensures that qualified workers are building a2 structure that will be used by the public and ensures3 that, because they are qualified, they will be paid4 fairly. The enhanced worker safety policy is good public5 policy, because it also helps guarantee that, once6 complete the amphitheatre will be safe for generations to7 come.8 I'm proud of this Board for taking a stand to9 protect our tax dollars and demand safety and dignity for10 our workers on this public site owned land. I'm11 particularly proud of Nick for standing up, to make sure12 that those rules were being followed.13 Thank you for your time and your attention.14 CHAIRMAN DOUGLAS LA BELLE: Jim Adams.15 And the next two speakers are Julio Perez and16 Mickey Totten, and that concludes the public comments17 that I have.18 Go ahead, Jim.19 MR. JIM ADAMS: Good morning, Mr. Chairman,20 Members of the Board of Directors, Orange County21 Fairgrounds. My name is Jim Adams, and I am a council22 representative for the Los Angeles, Orange County23 Building and Construction Trade Council. Our council24 represents affiliated construction unions, whose25 membership exceeds 140,000 highly skilled, highlyHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262679

1 productive crafts men and women in the construction2 industry.3 I want to thank the Board for allowing and4 arranging for the District Attorney to come and show that5 what these folks have been putting up with for the last6 40 years on the fraud on the public works projects. And7 finally, however it happened that the District Attorney8 of Orange County has finally got an investigative unit to9 where they're going to prosecute these people that cheat.10 Thank you for having those folks here.11 I would like also to start off by thanking the12 Board of Directors for adopting the worker safety policy13 this last September. Adopting this policy is a positive14 move forward to not only assure the safety of the15 workers, it greatly benefits the Fair Board in16 identifying contractors that demand worker safety for the17 production of these workers.18 The local union, the District Council that we19 represent have lost way too many members in job site20 accidents. The most recent just over a week ago in21 Malibu. There was a cave-in in a ditch or a trench with22 a lack of shoring on one side. Two workers was in. One23 was essentially smothered to death down in a hole, for24 lack of shoring.25 The craft union joint labor managementHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262680

1 apprenticeship program prepares these workers for jobsite2 safety. It continues with the journeyman upgrade classes3 throughout their career.4 However, if the worker safety policies are not5 practiced or they're not adhered to by the contractor, we6 all know the old saying: "Accidents don't just happen.7 They are caused."8 Finally, I would like to point out that the9 enhanced worker safety policy that this Board adopted10 intended to be on a per craft basis, not on a job site11 requirement. You can't have a carpenter that comes out12 and builds this building. He may be in compliance with13 the requirement, but he's no longer on the job. And in14 comes a floor layer who is not in compliance, and he's15 not being adhered to. It has to be on a craft per craft16 basis.17 Thank you.18 CHAIRMAN DOUGLAS LA BELLE: Julio Perez, and19 then Mickey Totten.20 And if anyone wishes to speak, we do need a21 card.22 MR. JULIO PEREZ: Good morning, chairman and23 Members of the Board. My name is Julio Perez, staff24 director with the Orange County Labor Federation. We25 have over 97 affiliated unions representing over 250HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262681

1 thousand workers here in the County of Orange, and we're2 here today basically because we heard that someone had3 tried to cheat and get around the policy that you have4 passed around the worker safety guidelines in the PacAmp.5 And we thought this was a good opportunity not only to6 bring folks here, but highlight some of the injustices7 that happened here, but also across Orange County.8 What an example for us to actually not only look9 at this as fighting for working class people, but10 maintaining the middle class as a whole. The enhanced11 worker safety guidelines are truly a model that other12 counties and cities should be taking into account13 throughout California. They ensure a safe workplace by14 demanding the highest safety standards, and they ensure15 that the end product is not only safe for the public; but16 because they have highly trained workers performing the17 work, the guidelines also make it more likely that the18 people working on these projects create or have good19 quality jobs, not just minimum wage jobs that sometimes20 contractors hire unskilled workers to take higher profits21 throughout.22 Unfortunately, the pendulum has swung too far23 away from thinking about what these workers lives are24 like, and really eliminating the middle class life. The25 middle class life here in Orange County should not onlyHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262682

1 talk about or include a good paying job, but also have2 health care benefits, a plan for retirement, and a little3 bit left over for a rainy day. As a result, the middle4 class is being eroded here in Orange County. Policies5 like the enhanced worker safety guidelines help ensure6 that working people don't get exploited, that they get7 paid fairly, and that they maintain their position in the8 middle class.9 I commend Nick and other Board members for not10 only passing this policy but also fighting for what's11 right. I understand why anyone -- I don't understand why12 anyone would ever attack others for making sure this13 policy is enforced. I agree with some of the other14 speakers that there should be a full investigation and15 make sure that workers here in your area are being16 protected and included and maintain a working class17 lifestyle, a middle class lifestyle here in Orange18 County.19 Thank you very much.20 CHAIRMAN DOUGLAS LA BELLE: Mickey Totten.21 MR. MICKEY TOTTEN: Operating Engineers Local22 12. I'm not much of a public speaker, so I'm just going23 to tell you all what happened.24 I was at the meeting that Nick was at and25 Carina. And, unfortunately, the meeting didn't end likeHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262683

1 we had hoped, I think due to arrogance on the part of2 CFFA and the contractor. But I had another meeting.3 I'll tell you this: The first thing that happened after4 we had the meeting with Nick was they got rid of the5 union operator they did have on that job. Right off the6 bat.7 There was another meeting set up; and forgive8 me, but I forgot your name. Gary? This gentleman was at9 the meeting that I had with the contractor on this10 project for ICS, Mr. Chuck Waters, the project manager.11 We had a meeting and discussed the 70 percent a12 little bit, you know, whether it's craft specific or job13 wide. Mr. Waters sat across the table from me, looked me14 in my face and said, "Look, we completely understand the15 intent of this enhanced worker safety worker policy16 language, but we have to go by the wording for our17 attorneys and the bottom line."18 So what that tells me is they understand what19 the enhanced worker safety policy is there for; but since20 it's not worded just the way I think it should be or they21 think it should be, they're choosing to interpret it the22 way they want, to meet their bottom line.23 By the time the meeting was over, me and24 Mr. Waters came to an agreement that they would put25 operating engineers on the equipment on site. At theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262684

1 time, I think there was four or five operating engineer2 positions out there.3 The next day, Mr. Waters called me, or I4 actually called him. And he said he had spoken with his5 boss and, due to money issues, they would only be putting6 two operating engineers on the site. This is after we7 had a deal -- you seen it -- shook hands, had an8 agreement. And this is the kind of contractors we have.9 You know, they go back on their word, they're not -- they10 have no intent, or safety is not their priority for these11 people. The bottom line and the dollar is.12 Right now there is probably five or six DIR13 operating engineer positions out there. I have two guys14 on the site. And I haven't even checked. I might not15 even have them today. But I just want to let you all16 know what happened and how these contractors lie and flip17 flop.18 Thank you.19 DIRECTOR NICK BERARDINO: Mickey, could you stay20 there? I want a clarification. Actually, this is the21 first time I've heard the second part of this.22 After our meeting that we had and, you know,23 after Jerome's missive that he sent to Sacramento about24 me, are you saying that the next day they took the only25 operating engineer?HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262685

1 MR. MICKEY TOTTEN: Correct.2 DIRECTOR NICK BERARDINO: Off the job?3 MR. MICKEY TOTTEN: Correct.4 DIRECTOR NICK BERARDINO: That was very5 thoughtful of them.6 And then the second part I haven't heard. And7 Gary's here, so we can, you know, be very transparent8 about it.9 MR. MICKEY TOTTEN: Nick, Gary was there.10 Brian Eubanks from CFFA was there. And Chuck Waters,11 with ICS.12 DIRECTOR NICK BERARDINO: Okay. Thank you. I13 just want to talk to our staff.14 Gary, was there a hand shake that there would be15 union operators the next day?16 MR. GARY HARDESTY: There was.17 DIRECTOR NICK BERARDINO: Okay. Thank you very18 much.19 Thank you.20 MR. MICKEY TOTTEN: You bet.21 CHAIRMAN DOUGLAS LA BELLE: I don't believe we22 have a card.23 MR. HUGH JIMENEZ: No. Can I speak? My name is24 Hugh Jimenez, and I represent the laborers of Local 652.25 Safety -- and like I said, I represent the JAC.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262686

1 Our training is pretty intense. Our apprentices go2 through 3,000 hour training schooling. Also our3 journeymen also take this training. And our training4 consists of OSHA 10, OSHA 30. I know it's very crucial.5 Before they go to any job sites, they are certified on6 how the safety issues, due to the fact that all the7 accidents, how they occur on job sites.8 And when I go visit a job site, I make sure that9 safety is there and safety well covered. I make sure10 that all my apprentices have their safety glasses, their11 helmets, their gloves on, due to the fact that they have12 to have all this on. But our training is very intense,13 and we make sure before they go out to the job site that14 they are well-trained for safety.15 That's all I have to say. Thank you.16 CHAIRMAN DOUGLAS LA BELLE: Are there any other17 speakers on item 9G?18 Now to the agenda items.19 Director Berardino?20 DIRECTOR NICK BERARDINO: Yeah. I asked that21 this item be -- I asked that this item be placed on the22 agenda, because we passed, I think I hope, I hope that23 folks now have a clear picture of what's taking place24 here.25 And I just don't -- this is so difficult forHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262687

1 me, to be a sworn public official and not to somehow2 bring forth to everyone the kinds of abuses that men and3 women are putting up with all over, all over the State of4 California, all over the country. It's a tragedy. And5 you've heard about incident after incident.6 And somehow, as you heard here, somebody said7 there was a hand shake; but afterwards, and I don't know,8 that there was a hand shake that they agreed to do9 something, to hire workers. That didn't happen. That's10 the bottom line.11 The day after that we met to try to enforce, to12 try to enforce an enhanced safety program. What did they13 do? Fire the guy the next day, the one operator. Right14 after that meeting the CEO, the interim CEO goes to15 attack me. The attack on me is no big deal. I mean, you16 know, there is reporter's in here. They have fun17 attacking me all the time. I have fun reading it.18 That's the way it is. That doesn't bother me.19 What bothered me was that we, as a public20 agency, are going to perpetuate the kind of exploitation21 of workers that goes on, the same exploitation that has22 destroyed the middle class. Some people here may have23 enough money, may live a very charmed life. They don't24 care what it's like to not put food on your table. They25 don't care what it's like not to have gasoline in yourHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262688

1 car. Yeah.2 And if I have a conflict of interest, I do have3 a conflict of interest. I'll admit what my conflict is.4 My conflict is I don't share an interest of making5 workers work for nothing. I don't share an interest. If6 we have a conflict, you're doggone right. I have a7 conflict about saying to people we don't care if it's a8 safe environment.9 You saw what the D.A. said. I have a conflict10 with that. And I tell you straight up and straight11 forward, I've got a conflict with people who hold -- who12 work for the taxpayers, that work for the State of13 California, that work for the people, that don't do14 everything they possibly can to protect working men and15 women and to do our part.16 We, as public officials, we have a role here.17 And nobody likes to talk about it, because there are all18 kinds of interests here. There is interests on this19 Board who represent conflicts, who do all kinds of things20 to get in. I get it. I get it. But that's our job.21 That's part of our job. That's part of taking that oath.22 And what happened out here is ridiculous.23 Now, I don't think we can get rid of this24 contractor now. And, you know, I mean I was told that.25 And Jerome is saying that: Hey, I'm just letting CFFAHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262689

1 know what's going on.2 Okay. I get it. We'll get sued. Okay. Or,3 you know, we have got a fair to put on. We can't go4 forward with it. I've heard it all. We've got to live5 with this, I think, because we don't have any support.6 Do we have support from CFFA? No. They're not7 going to support us. I'll tell you that. They sat here8 and said: Hey, no. It's only 70 percent for the whole9 thing, and that's fine with us. They said it.10 Jerome, you let them bid it that way. They bid11 it that way. We don't have support. We lose on this12 contract. We lose. Okay?13 But their battle -- it's not a big war; it's a14 battle. And every one of these people, every one of15 these working men and women, they fought those battles,16 and they continue to fight those battles. And you know17 what? In Orange County, they're used to losing. Yeah.18 They're familiar with failure. Because as you heard from19 the District Attorney, this is an abuse that is wide, and20 there are people with a lot of money in this county and21 people that represent a lot of people with a lot of money22 in this county. Let me tell you they don't want to give23 up that money. They don't want to share it.24 This is a great country. Capitalism is the best25 thing. I fought for it, and I'd fight for it again. AndHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262690

1 in capitalism a person with ideas, a person that takes2 risks, the person that builds a business, you get rich.3 Absolutely rich. In fact, if it's a good enough idea4 they ought to be filthy rich; because that's what this5 country is about, entrepreneurism and growth.6 And what do we ask? I'll tell you what we ask,7 and I'll tell you what they ask. All they say is:8 "Value our work when you're getting rich, don't keep it9 all for yourself. Value our work." If 52 mansions10 aren't enough, you know, have 50. But value our work.11 That's what this country was about, until this perversion12 that we are under now, where it's greed, where it's13 greed.14 And yeah, you're saying what's this have to do15 with the project? I'm going to take every opportunity,16 and I don't care. Jerome, send another e-mail up there.17 Becky Bailey-Findley, send another one to the Governor.18 Send them out. Tell them what I'm saying here. You're19 going to get the same answer but tell them. Go ahead.20 Because at some point, at some time we have to21 all stand up as Americans. We have got to get back our22 country; and we're going to get back our country by23 valuing work, by redeveloping the middle class, by making24 it so people can send their children to school.25 You want to talk about my members? I see it. IHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262691

1 have to keep, and so do all these other unions. Do you2 know what we have to do? We have to raise money3 constantly. You know what for? To feed our members who4 are out of work. We have to give them gas cards, so they5 can get gas in their automobiles, so they can get to6 work.7 And I'll tell you what, I hope that the intent8 with the rest of the Board, unless I was sleeping, we9 talked about, and I wasn't sleeping, because you heard me10 I wasn't sleeping, and I'm not sleeping now. I'm full11 awake. I'm old, and my memory is getting bad, but I'm12 awake. And I don't think there was ever that agreement,13 because we talked about worker safety was 70 percent, 7014 percent of every craft. And I don't think there was any15 doubt about that.16 We agreed -- I'm not done. And you're a staff17 member, and let me finish. I think it was 70 percent.18 That was the agreement. Why would we agree to let a19 baker apprentices count towards operating heavy20 equipment? Why we would agree with that. Why would we21 agree to have an apprentice from IATSE, who is a camera22 man, digging trenches? I don't know why we would agree23 to that. I don't think we would agree to that.24 The others who thought that's what we were25 agreeing to, I want to hear it, because I missed thatHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262692

1 part. I missed that part. We're not -- look, if the2 CFFA people, they're going to fight us all the way. Why3 are they fighting us all the way? Because some Fair4 preservation people discovered that money was laundered.5 I mean, I asked for the -- I asked for documents from6 them. I still don't have some of them. And I'm a Fair7 Board member. You talk about frustration from the8 public. Good luck. You ain't getting nothing. You've9 got to pound and pound and pound.10 I asked them what about -- I mean, clearly, what11 about -- how were the policies and procedures up there?12 Do you know what they sent me? Policies and procedures13 from when they were doing business as CCA in 2008. And14 those are the same policies and procedures, after what15 people have come and spoken about for over three years,16 they haven't changed them? They haven't changed them?17 Look what we're dealing with. Let's be honest about what18 we're dealing with. Let's embrace the reality of what19 we're dealing with. Let's understand what we're dealing20 with, and let's fix it.21 I hope that the next time -- I mean, we'll live22 with it, you know, because there is guys back from the23 contractor looking for a way he can sue. We're used to24 it. We have done it for years. Everybody in this room,25 we've all lived with that intimidation; but it doesn'tHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262693

1 work. But you have to finish out this contract the way2 it's done. I'm not going to try to get us sued. I'm not3 going to do that.4 Just so it comes clear, we're going to finish it5 out. You know, you're going to get your contract done6 the way it is. But I hope in the future, I really hope7 in the future that we adopt a policy. And I know this8 may be pioneering new ground in the terms of logic,9 because obviously pioneering new ground in terms of logic10 for some, but that it is 70 percent of each trade.11 That's all we wanted to do in the first place. And I12 wanted to reiterate, I'm not going away.13 And again, any more violations of that, and I'll14 be down here again. It may not be meeting with all the15 people I met with before, but I'm going to tell you. I'm16 going to be down here again, because I believe that much,17 and I believe in these people. I believe in their hard18 work, and I believe in their struggle. I believe in the19 commitment. And it's about time some public official20 stands up and says, "Yeah, you know what, unions? I'm21 not going to be apologetic. You're right. We're with22 you, and we're going to ultimately win, because we are23 right."24 So that I hope, on this item, my purpose is the25 next time we do this, 70 percent by trades. Maybe it'sHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262694

1 clear now. If it's not, maybe Mike Robbins can make one2 of them big signs and bring it in here, by trade.3 CHAIRMAN DOUGLAS LA BELLE: Director Berardino,4 this is on as an action item, so were you prepared to5 make a motion to re-affirm that on all future contracts6 it be very specific: 70 percent by trade?7 DIRECTOR NICK BERARDINO: I'm prepared to --8 thank you. I am prepared to make that motion. And9 again, for our friend with his recorder, we're finishing10 out this contract, going by the way that it was agreed11 to, the way it was bid; and that's fine. Got to live12 with it.13 But in the future, I'd like to move that on all14 our public works contracts we have the enhanced safety15 worker program, 70 percent by trade. Thank you.16 CHAIRMAN DOUGLAS LA BELLE: Okay. We have a17 motion.18 Is there --19 DIRECTOR GERARDO MOUET: I'll second.20 DIRECTOR DAVID ELLIS: Can I ask a question?21 CHAIRMAN DOUGLAS LA BELLE: Yes.22 DIRECTOR DAVID ELLIS: I remember this item,23 Nick, and I think it was just passed in September. And I24 voted against it, for precisely this reason.25 We have a union contractor who tries to complyHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262695

1 with the language you developed, Nick. This is your2 language. So the next time you develop language, I3 suggest that you might want to make it specific to what4 you want, so that there is no miscommunication or lack or5 interpretation or confusion.6 So we have got a union guy out there, which is7 great, who doesn't understand the intent of your8 language. I don't know. I wasn't there. So he gets9 kicked off the job. And another operating engineer guy10 comes in, this nice fellow out here, and there is a11 handshake deal. And if there is one thing that irritates12 me about this process, it's that somebody welched on a13 hand shake. If that's the case, I'll vote with you all14 day long, because that's all we have got is our word on15 these agreements.16 But what really disturbs me is we need clarity.17 If I don't understand this 70 percent journeyman stuff,18 you guys do. This is your world. We have got to be19 precise when we issue bid documents.20 Jerome, I assume you've just lifted the language21 from what Director Berardino prepared for the policy, and22 inserted that language into the bid documents.23 Is that accurate? Or was there more language24 that came from somewhere that entered the bid documents?25 MR. JEROME HOBAN: I forwarded the exactHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262696

1 language passed by this Board to CFFA.2 DIRECTOR DAVID ELLIS: And they developed the3 bid documents?4 MR. JEROME HOBAN: Correct.5 DIRECTOR DAVID ELLIS: And did anybody on this6 Board review the bid documents?7 MR. JEROME HOBAN: Not to my knowledge, but it8 is open for public review.9 DIRECTOR DAVID ELLIS: So we have a legitimate10 procurement. The language from Director Berardino had11 passed through this Board is in the procurement12 documents, in the bid documents. We end up retaining a13 qualified contractor, at a fair price, I assume, right?14 And that contractor complies with the contract, the terms15 in the contract.16 Is that accurate?17 MR. JEROME HOBAN: Correct.18 DIRECTOR DAVID ELLIS: I just want to get this19 straight, because I think sometimes these things are a20 solution in search of a problem.21 We have developed $25 million in capital22 improvements on this property in the last four years,23 using prevailing wage, and I suspect a significant amount24 of union labor.25 Would that be accurate? So I appreciate theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262697

1 safety and all that. But we haven't had an accident in2 four years, have we?3 MR. JEROME HOBAN: Not to my knowledge.4 DIRECTOR DAVID ELLIS: And so, again, I think a5 lot of this is a solution looking for a problem. And if6 you can't find the problem, maybe you manufacture one.7 And I think you're looking at some of that right now.8 So with that being said, I won't support the9 motion; because we simply need, in the future, to be10 precise in the language that we're asking contractors to11 bid upon.12 DIRECTOR NICK BERARDINO: Well, you know, since13 you're talking about conflict of interest.14 DIRECTOR DAVID ELLIS: I didn't mention the word15 "conflict".16 DIRECTOR NICK BERARDINO: Do you ever represent17 contractors?18 DIRECTOR DAVID ELLIS: No, I don't.19 DIRECTOR NICK BERARDINO: Do you represent20 Bob Johnson?21 DIRECTOR DAVID ELLIS: No.22 DIRECTOR NICK BERARDINO: Have you ever23 represented him?24 DIRECTOR DAVID ELLIS: Oh, sure. Over the25 years.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262698

1 CHAIRMAN DOUGLAS LA BELLE: So we have a motion2 on the floor, and I think the intent is to --3 DIRECTOR DAVID ELLIS: Look, but Nick, you4 should not be afraid of the conflict issues, then.5 DIRECTOR NICK BERARDINO: I'm not.6 DIRECTOR DAVID ELLIS: If you're weighing in on7 this stuff offline with your folks, and I think that's8 all wonderful, I mean, are you -- you know, who are you9 representing here? The Board or your labor guys? You10 should not be afraid of that discussion.11 DIRECTOR NICK BERARDINO: Well, obviously I12 wasn't afraid, because nobody knew about it until I13 brought it up publicly.14 DIRECTOR DAVID ELLIS: Great.15 DIRECTOR NICK BERARDINO: Yeah. Talk about who16 you represent. How many contractors do you represent,17 and how many city council people you've gotten elected so18 they get on and kick people off, so your contractors can19 get deals that you're representing.20 DIRECTOR DAVID ELLIS: That's wonderful21 speculation. That's great theater, playing to your22 folks; but that's not the point.23 CHAIRMAN DOUGLAS LA BELLE: Gentlemen.24 DIRECTOR NICK BERARDINO: No. Excuse me,25 Mr. Chairman.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 9262699

1 DIRECTOR DAVID ELLIS: I file all the forms.2 CHAIRMAN DOUGLAS LA BELLE: If we could talk one3 at a time, that would be beneficial.4 MR. MICKEY TOTTEN: It's called the worker5 safety policy, isn't it?6 CHAIRMAN DOUGLAS LA BELLE: Yes.7 DIRECTOR STAN TKACZYK: I have a question for8 Jerome.9 To your knowledge, and if the contractor is10 here, is this project on schedule right now?11 MR. JEROME HOBAN: To my knowledge, it's on12 schedule, if not slightly ahead.13 DIRECTOR STAN TKACZYK: I just wanted that for14 the record, to know where we are right now.15 So there has been no stoppages; everything has16 been going along?17 DIRECTOR NICK BERARDINO: No picket lines,18 nothing.19 DIRECTOR STAN TKACZYK: No obstruction from20 anybody whatsoever?21 MR. JEROME HOBAN: No work stoppage.22 DIRECTOR STAN TKACZYK: Okay. And the project23 is on schedule. Okay.24 MR. MICKEY TOTTEN: The contractor told me the25 job was down. That's why he had to let my guys go.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626100

1 So if there is no stoppage, why did he let them2 go?3 DIRECTOR STAN TKACZYK: That's certainly a4 conflict, isn't it, in terms?5 MR. JEROME HOBAN: I'm not following.6 DIRECTOR STAN TKACZYK: Well, I asked if there7 were any stoppages, and the project is on schedule. And8 it is. And we just heard from the gentleman there that9 he was told differently.10 CHAIRMAN DOUGLAS LA BELLE: What was the11 context? Pardon me, Mickey. What was the context of12 that statement to you again?13 MR. MICKEY TOTTEN: When I called the contractor14 after we made our agreement, and he told me that he15 wouldn't be hiring more of my guys, he said it was16 because the job was down.17 When I came out here that same day, trucks were18 moving.19 So is the job down or is it not?20 DIRECTOR STAN TKACZYK: Was this the same guy21 that shook your hand?22 MR. MICKEY TOTTEN: Chuck Waters. Yes, sir.23 And I called him since, to try to work this out;24 because I came to him with the olive branch, to try to25 fix this, not in conflict. And the last thing I want toHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626101

1 do is get in conflict with the Fair. But we made an2 agreement.3 He spoke to the owner of the company. The owner4 of the company said it's going to cost too much money,5 went back on the agreement.6 I called him again; and he still, to this day,7 this was last week, hasn't returned my call. And when I8 say DIR operating engineer positions, those are the9 positions that the director of industrial relations puts10 in the category of the operating engineers.11 I know for a fact there is guys out there doing12 operating engineer work. They're not receiving operating13 engineer pay. And I will be contacting the District14 Attorney with that.15 DIRECTOR STAN TKACZYK: I just want to clarify16 what he said. Was that the gentleman that we apparently17 had a handshake deal, is the same gentleman that you18 talked to?19 MR. MICKEY TOTTEN: Yes, sir.20 DIRECTOR STAN TKACZYK: Thank you.21 CHAIRMAN DOUGLAS LA BELLE: Any other comments22 on the motion?23 Do you want to restate the motion, Jeff, if you24 could?25 MR. JEFF WILLSON: Director Berardino motioned,HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626102

1 with Director Mouet seconding, to approve the inclusion2 of the enhanced worker safety policy in all public works3 contracts, and stipulate 70 percent journeymen by trade.4 Is that correct?5 DIRECTOR NICK BERARDINO: Correct.6 CHAIRMAN DOUGLAS LA BELLE: Okay. Any other7 comments?8 DIRECTOR ASHLEIGH AITKEN: Is this something9 that we can look at in writing and pass around to the10 Board, so that we know specifically, as opposed to just11 forwarding an e-mail summarizing our intent? We can12 actually see what CFFA is putting in the contracts for13 our projects?14 Because I just don't want this to happen again,15 where we're trying again to be pretty clear with our16 intent and what we are choosing to do, and where it makes17 it from the minutes to Jerome's e-mail to CFFA and then18 to a public document. Which I'm assuming when you say19 that a public document was issued, it's already out to20 bid, and it's too late for us to edit it.21 MR. JEROME HOBAN: No. That's not accurate.22 DIRECTOR ASHLEIGH AITKEN: Okay.23 MR. JEROME HOBAN: If there is an error or24 omission found in a bid document, they are amended25 through the process of the bid process until certain dateHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626103

1 of opening, so of opening the bids.2 So there are, you know, for example,3 architectural plans. There are questions. There are4 changes. The architects clarify things, and then it goes5 back out.6 So corrections are made continuously, through7 the bid process.8 DIRECTOR ASHLEIGH AITKEN: Because I feel like9 we're playing a telephone game, and I don't know how to10 make it more clear to you and to CFFA what we're trying11 to do.12 So if we could see something in writing before13 it's put into future bid projects, would that make you14 feel more comfortable with this, Nick?15 DIRECTOR NICK BERARDINO: Yes, it would.16 DIRECTOR ASHLEIGH AITKEN: And maybe once this17 is passed, maybe next month we could get the policy18 restated; and we can approve something in writing, and19 make sure that it passes muster with everybody that's20 more knowledgeable about these things than I am, for21 sure.22 CHAIRMAN DOUGLAS LA BELLE: We can certainly do23 that. I think schedule for next month is beginning a24 review of our governance policies, and that would25 certainly be a good time to do it.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626104

1 We could also, as a Board, require that the bid2 documents be submitted to us before they actually go to3 bid; and we can then make sure that -- a lot of this is4 very detail oriented stuff, but obviously that's -- as5 they say, the devil is in the details, and we want to6 make sure we have it clear.7 So I think there is a couple things we could do;8 one through the governance policy review, and the other9 through an actual review of the bid documents, before10 they are transmitted.11 DIRECTOR STAN TKACZYK: One last thing.12 Director Ellis, I heard your comment in regards13 to your position on this motion, that you'd be against14 it. And maybe you can give me your thoughts.15 Director Berardino has a motion on the floor16 right now to clarify, if there was any issue in the past,17 to clarify it.18 I'm kind of baffled why you wouldn't want to19 vote for clarification.20 DIRECTOR DAVID ELLIS: I just don't think it's21 necessary. I don't think the policy is necessary. I22 voted for it originally. I think we are compliant. I23 think we pay prevailing wage.24 And I think we have had tremendous cooperation25 and good work with the organized labor folks over theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626105

1 past five years in the construction of the hangar, the2 main mall, this building here.3 Again, I think it's a solution in search of a4 problem, and I don't think we found a problem.5 That being said, I get to vote "no". It's a6 wonderful process.7 CHAIRMAN DOUGLAS LA BELLE: Okay. That being8 said, any further discussion? Ready for the motion? All9 in favor? Wait.10 MR. MICKEY TOTTEN: I just had one question.11 Will the Fair be holding CFFA and the contractor12 to the agreement they made with me, or is that just13 thrown to the way side? Even the Board member said he14 would hope so. And one of your Fair people are the15 witness to it. I mean, what's the fairest position on16 that? Are you going to --17 CHAIRMAN DOUGLAS LA BELLE: Mickey, you might18 want to wait around the for the next item on the agenda,19 which is a presentation by the California Fair Services20 Authority.21 MR. MICKEY TOTTEN: Thank you.22 CHAIRMAN DOUGLAS LA BELLE: That would be a good23 time to pose that question.24 Okay. We have a motion and a second on the25 floor.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626106

1 MR. JEROME HOBAN: To clarify Director Aitken's2 request, are we going to take this vote and then pass3 around a document, or are we waiting for the perfect4 language or the --5 CHAIRMAN DOUGLAS LA BELLE: No. I think we're6 going to take a vote. And then, based upon that vote, we7 will bring that specific language, double-checked, so to8 speak, in terms of when we have our governance policy9 review.10 Okay. All those in favor of the motion signify11 by saying "aye".12 Those opposed?13 DIRECTOR DAVID ELLIS: Opposed.14 CHAIRMAN DOUGLAS LA BELLE: Okay. So the motion15 carries. All right.16 Now, I hope everyone sticks around for the next17 item, which is a presentation by the California Fair18 Services Authority, CFSA.19 And with that, I'd like to introduce the20 chairman of the authority, who is a Solano County Board21 of Supervisor member, John Vasquez.22 MR. JOHN VASQUEZ: Good morning. Well, again,23 good morning. My name is John Vasquez. I'm the Solano24 County supervisor, also the chairman of what used to be25 CCA, now CFSA. I also get confused in that acronym also.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626107

1 I want to thank all the speakers today. I2 attend lots of public meetings and participate in a lot3 of public meetings, and I've been an elected official for4 over 35 years. I was very young when I started. I was5 much of an activist early on, slowed down a little bit6 over those 35 years, but still concerned about the health7 and well-being of my community.8 I find it interesting that you have that slogan9 up there: Celebration of Orange County's10 communities, interests, agriculture and heritage. And11 that's really why many people join commissions and12 boards, to serve their community and to make it a little13 better. And I applaud your effort, and I applaud the14 fact that you, as Board members, are willing to serve.15 It's often times not a pleasant situation. There are16 times that it can be very vocal; and I certainly17 appreciate, again, all the people that are out here18 speaking.19 Just a little bit about me, so you know where I20 come from. And I'm a son of a farmer and the grandson of21 a farmer. I grew up working in the fields of22 Solano County. I was born and raised in Solano County23 and been there nearly all my life, except for a little24 time in the military and the two years I spent in Alaska,25 working on the Trans-Alaska Pipeline. During that time IHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626108

1 was a member of the Laborers Union, and prior to that I2 was a member of the Retail Clerks out of the Vallejo3 Union Hall. But since then I've been a small business4 person for 35 years. My brother and I run a Mexican5 restaurant; and I have been, again, a public servant6 since 1978, serving as an appointed official or as an7 elected official. So I take my responsibilities8 seriously. A number of people have come up and spoke9 about CFFA, concerned about it. That's why I took the10 time and the effort to be here.11 I have the Chair of that Board -- it's not a12 staff person that's up here -- but it is a Board member13 who takes that criticism seriously. And I take that14 responsibility seriously. So if there are things we have15 done over the past 24 years that have been incorrect, I16 hope that we have tried to correct them.17 If there are concerns, I pledge that whatever it18 is you believe to be of concern, that we will address it.19 Now, having said that, I'm going to turn this20 over to Becky Bailey-Findley, who is going to start out21 this presentation; because she's the executive for the22 California Fair Services Authority. Becky.23 MS. BECKY BAILEY-FINDLEY: Good morning. Thank24 you for having us. A little bit of my background. I25 have been in this organization, have never had theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626109

1 privilege of meeting in this room. You've done a lot in2 the last few years, in terms of the capital improvements;3 and I want to congratulate you. It's beautiful.4 I know that, from my work in the Fair industry,5 that sometimes it gets very confusing as to what the6 local versus the State versus the county. The names get7 mixed up; and quite honestly, the complexity of the8 business that you run is just that. It's very complex.9 It's very large. You're one of the largest in the State,10 and you have the challenge and the responsibility of11 operating with good business practices, strong ties to12 your community, and a responsibility to report and13 operate within the rules and regulations of the State.14 So that's a little bit about -- I'm going to start there,15 but I want to -- it leads to the historic reason of how16 at least two of the JPA's that you're involved with were17 created.18 Thank you for your time today, and I also thank19 the two directors who met with me two months ago to help20 organize this, give me the information, so that I would21 know how to proceed.22 A map of California. There are actually 7823 Fairs in California. And that stretches from the very,24 very largest Fairs which are here in25 Southern California, the largest Fair being now theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626110

1 San Diego County Fair, then the Los Angeles County Fair.2 And third in size is the Orange County Fair. But it goes3 all the way up from the border of Mexico, all the way up4 to Oregon. Fairs such as the Tulelake Butte Valley5 Fair, the Siskiyou Golden Fair in Yreka, and Del Norte6 County Fair in Crescent City. These are Fairs that are7 in very, very different communities than8 Southern California.9 Some of our Fairs might have a county population10 of five thousand, and their Fair attendance would be11 15,000, which is actually pretty good odds for that12 market; but that is the breadth of our State. Of those13 78 Fairs, 52 are organized as District Agricultural14 Associations. This is a relationship that you have and a15 governance structure that was developed in the 40's, and16 it ties you to the State of California. The Orange17 County Fair actually has an official name, the18 32nd District Agricultural Association; and you're one of19 those 52 DAA Fairs.20 23 of our 78 Fairs are organized as actual21 county Fairs. More than just a name, their governance is22 with the county. Some of the counties may actually23 contract with a nonprofit to operate their fair, but it's24 on county property, county governance. Two of our Fairs25 are organized as Citrus Fruit Fairs by statute. It'sHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626111

1 like a district on its own. It has historic relevance,2 but there is only two of them in the State. And then we3 have the one California State Fair, which is known as Cal4 Expo.5 The direct connection of the 32nd District to6 the State is through the California Department of Food7 and Agriculture. By law, the Department of Food and8 Agriculture has oversight authority, primarily on your9 fiscal and policy oversight.10 The Department of Food and Agriculture, through11 the Division of Fairs, up until 2011 also allocated an12 annual Fairs expenditure plan, and that was revenues that13 came through paramutual taxes. And they were distributed14 to all the Fairs in the State in a variety of different15 ways: Some through allocations; some in support of16 capital projects. In 2011, that funding stopped. It was17 32 million a year, and it is since then at zero.18 Other State entities that are involved with the19 network of California Fairs: The Governor's office20 obviously is, as was stated earlier. That is how, for21 the DAA's, the Board of Directors are appointed, through22 the Governor's office. The State Attorney General's23 office provides legal counsel. The Fair Board Fair24 Practices Commission, where all public officials must25 report. California Fair Horses Board. The 32nd DistrictHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626112

1 is not involved currently in horse racing. If it were,2 you would also be involved in reporting to the Horse3 Racing Board. Cal HR is a new name for the personnel arm4 of the State. California State Controllers office, you5 have reporting requirements. California Department of6 General Services oversees personal and real property for7 the State; and you are on State property. And the8 California Department of Finance.9 Under California law, two or more public10 agencies, State or local, can form a joint powers11 association. The joint powers associations may exercise12 any power that's common to their forming. Once13 established, the JPA is a distinct entity operating14 separately from the parties to the agreement. And in the15 case of the California Fair Network, over the time of16 20, 25 years ago, in each case there was a specific need17 that arose or an emergency that occurred; and the18 different entities came together to speak to those needs19 or to that emergency.20 There is actually three JPAs that are connected21 to the California network of Fairs. The California22 Authority of Racing Fairs. Currently the 32nd District23 is not involved in this JPA. There is the California24 Fairs Financing Authority and the California Fairs25 Services Authority. The last two are the two that we'reHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626113

1 introducing or speaking about today. They are separate2 entities, though in recent time they have been linked3 together.4 Each Fair Board or County Board of Supervisors5 voted to be a member of the JPA. It's a little different6 for each one. California Fairs Financing Authority has7 five members, two counties and three DAAs. Orange County8 is one of them.9 And in the case of California Fair Services10 Authority, it has 68 members, which is 16 counties in11 California, the State of California, and then 52 of the12 DAAs became members. And at sometime in the history the13 Fair Boards or the County Board of Supervisors voted to14 make that happen.15 I'll have John take over here.16 MR. JOHN VASQUEZ: Again, early 1988, the17 Solano County Board of Supervisors chose to join this18 JPA. And that JPA has operated, as I said, for nearly 2419 years. And it was voluntary to ask for those services.20 You don't have to.21 But the reason for the JPA was to provide a22 service to help expedite projects at the fairgrounds.23 You all know, as Fair Board members, how things come up24 very quickly; and going through the Department of General25 Services can take some time. The purchasing proceduresHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626114

1 were crafted after Solano Counties policies, and that's2 why we were asked to be one of them.3 But initially the JPAs sold revenue bonds to4 satellite wagering facilities. Years later we have got5 into some other things that caused us some problems; but,6 you know, the support for over 365 capital projects on7 the fairgrounds is unique. The fact that we have been8 able to build over hundreds of projects every year at a9 fair and reasonable price, and at many times to the10 benefit of the Fair and fairgoers.11 The funding for, as we all know, has been cut12 dramatically. I believe that under the 1933 Prop. 3,13 that that money shouldn't have been cut. It was a14 Constitutional Amendment, and I don't know how they were15 going to get around that. But since then we have had a16 big reduction in staff, and that's why we chose to join17 up with CFSA.18 The members of the CFFA are Solano County,19 Eldorado County, the 22nd DAA, the 32nd DAA, and the20 46th DAA. Those two, Solano County and Eldorado County21 are county Fairs. In Solano County we're fairly unique.22 We have the oldest district agricultural Fair, which is23 the Dixon May Fair. And we have Solano County Fair,24 which is down in Vallejo.25 CHAIRMAN DOUGLAS LA BELLE: Supervisor, if IHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626115

1 might, the.2 MR. JOHN VASQUEZ: Do you want to go back to3 that one?4 CHAIRMAN DOUGLAS LA BELLE: Well, the other5 associations. I know who we are, but what are the other6 two districts, 46?7 MR. JOHN VASQUEZ: That's the8 Southern California Fair, which is out of Lake Perris.9 CHAIRMAN DOUGLAS LA BELLE: And then the other10 one is?11 MR. JOHN VASQUEZ: San Diego.12 CHAIRMAN DOUGLAS LA BELLE: Okay. Thank you.13 MS. BECKY BAILEY-FINDLEY: So California Fairs14 Financing Authority was started as the result in 1988,15 when they had the revenue bond, and they wished to16 administer the building of the satellite wagering17 facilities. Later, because it became inefficient, they18 turned the attention and started -- the State started19 directing money to Fairs for health and safety projects;20 and that's how the JPA was started.21 The other JPA, California Fairs Services22 Authority, was organized in 1986, as a not-for-profit23 JPA; and it was created to address an insurance emergency24 that was impacting Fairs throughout the State. Fairs25 were having difficulty with insurance. They wereHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626116

1 involved in some self-insurance pooling at the State, and2 that was not working. And so it was decided for an3 insurance self-insurance pool to be created, to help4 California Fairs. These services and these programs are5 open to California Fairs, but on a fee basis. It is6 voluntary.7 The services insurance pools include -- well,8 first of all, it's exclusively for California Fairs. It9 includes general liability coverage,10 Workers' Compensation, revenue protection, property11 protection, and special events. And these are all12 self-insurance pools, meaning that the money is put in,13 and then it is administered by CFSA.14 These pools have are financially healthy. They15 continue to provide a broad insurance coverage for16 California Fairs at a stable rate. And you can imagine,17 with the different sizes of Fairs and the complexity of18 operations, that having that kind of stability is19 important.20 The Board of Directors for California Fair21 Services Authority is elected by its members, and there22 is one member appointed by the Secretary of the23 Department of Food and Agriculture. The staff have a24 deep understanding of Fair insurance coverages, and we25 try to tailor the coverages to the needs of the Fairs.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626117

1 There are unique risks in Fair programming, as2 you probably have experienced. Fairgrounds throughout3 the State have tended to be older facilities. ADA4 concerns is critical; and we have covered that, and we5 help Fairs with those issues. The e-coli and other6 infectious and communicable diseases is another area of7 coverage that is important to Fairs, because of animal8 exhibits and petting zoos and things, activities that9 where animals and humans are in the same space. And so10 having that kind of coverage is important for your11 operation.12 We also have public officials errors and13 omissions and employment practices liability. And in the14 packet that I provided to you is a lot more detail about15 all of this, should you like to see that.16 The services that we then provide is risk17 management and managing the claims. We also have a very18 strong risk control program. Each Fair is visited twice19 a year for safety inspection, and we work with the Fairs20 on correcting those. There are audits. We do21 certifications of employees, and we are also involved in22 safety training.23 We also provide financial and accounting24 services. This is an example of a service that your Fair25 would not be involved with us about; but many of ourHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626118

1 Fairs are very small. They might have only one or two2 employees. And some of them do contract with us for a3 variety of different accounting and financial services.4 We provide planning services, maintenance consulting.5 And again, many Fairs with very small staffs, and we have6 a person that goes out and helps organize the work7 plan, et cetera.8 We have a group purchasing program. We have9 computer support services and equipment and capital10 improvement project financing. We're also very involved11 in a collaborative way in financial and leadership12 training, and we participate in all the Fair industry13 conferences and seminars and workshops. We're involved a14 lot with the Fairs on a one-on-one basis. They call us15 with questions that might be operational or16 administrative; and we try to, as I said, be very17 involved collaboratively, both with the associations as18 well as if the Department of Food and Agriculture needs19 us to help develop a program or address a specific need.20 This is an example of one of our training21 programs. It's actually taking place next week. It's22 called Maintenance Mania. It's a large training day.23 It's several days, in fact. And the Orange County Fair24 has been very supportive of this training program, both25 by sending participants as well as providing a site forHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626119

1 this to occur. But we try to get our Fair workers2 together, give them access to educational development and3 training and resources.4 We have been facing -- some California Fairs5 have been facing quite a few challenges. And most6 recently, the elimination of the Fairs and expositions7 fund in 2011 has caused quite a few impacts on our Fairs8 in California. There have been -- we're noticing9 significant cutbacks in staff and resources. At the10 Division of Fairs and Exposition, they went from a staff11 of 20 down to two. Significant cutbacks in staff at12 local levels. Radical cuts made to the traditional areas13 of Fair programming. And something that concerns us, of14 course, is no monies for deferred maintenance, with aging15 facilities on our Fairgrounds throughout the State.16 Probably not the same as you would have here in17 Orange County, but it is throughout many of our 78 Fairs.18 How we're working to meet those challenges.19 First of all, we have opened our staff and our resources,20 that employees of Fairs can contact us as a resource and21 to ask questions. And this is basically because Division22 of Fairs has not the staffing to be able to do that as23 much. Ongoing CFSA programs include risk management,24 safety inspections, certifications, loss25 control, accounting services. And we look, as we'reHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626120

1 growing all those services, what else a Fair may need for2 us to develop. We work on our own and in tandem with our3 Fair industry partners, to continue to commit and4 generate resources for professional, development and5 technical assistant programs, designed to address the6 current needs that our Fairs are facing. And we also are7 trying -- are committed to help keep member Fairs healthy8 and strong and financially viable.9 The California Network of Fairs is important to10 all of us, from the very largest to the very smallest.11 It creates a circuit so that our Fair programming has12 opportunity, our vendors have opportunity throughout the13 State. It behooves us all to have strong, healthy14 relationships with our communities, and to be doing15 things that are responsible, as responsible stewards of16 the public assets that we have.17 Orange County Fair and Event Center participates18 in the CFSA's self-insurance pools. That is,19 traditionally you have, and you currently are involved in20 them. You also your staff attend and participate in the21 educational seminars and workshops that are offered.22 CFSA provides risk control services to your23 Fair, safety inspections, and assistance with the24 required safety plans that must be developed. And with25 CFFA you're involved in purchasing services, on occasion,HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626121

1 and project management for capital improvements.2 That concludes the formal presentation. I want3 to express our interest in helping you be good stewards4 of your public assets and your people, and certainly to5 be able to support the ongoing efforts to be a very,6 viable community Fair. You have that reputation. You7 have the reputation that you are very creative and8 successful, and we're committed to helping that continue.9 It is also our responsibility to also help the other10 Fairs. And certainly the Orange County Fair being11 involved in seminars and trainings and helping keeping12 the network of California Fairs is very important to13 everyone.14 So I thank you for your interest and time. And15 because our services and your participation in the two16 JPAs is voluntary, we certainly want to make sure that17 we're employing the proper amount of service that you18 require.19 MR. JOHN VASQUEZ: I just wanted to say just20 maybe just a couple more things. If you went back to21 that one slide, we talked about public officials errors22 and omissions. There is a reason for that, because none23 of us is perfect. No organization is perfect. If there24 are things, again, we have done or perceived to have done25 by CFFA, as the chairman and as an elected official, myHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626122

1 handshake means something, and I'm here to offer that.2 I will come back, if you want me to, whatever3 you think that we may have done, to explain that, if it4 turns out to be there is something we have done. But5 again we're not a perfect organization. We're very small6 now. But I think we provide essential services to the7 Fairs, to the whole Fair network or the family of Fairs,8 as I call it; because it is truly a family. If one9 fails, then we all start to fail.10 I'm not from the Fair industry. I've only been11 a consumer of Fairs, going. You know, I love that corn12 dog. But I did participate for several years at the13 county level, at the State Fair exhibit. So I was very14 active there, and got to see how the Fair industry works15 from the inside, and on the ground. But I'm a tremendous16 supporter of Fairs, because I believe they're more than17 just the Fair itself. They're a community asset.18 They're important to every community, no matter how small19 or how large.20 And I think Orange County, the example you set21 for -- in fact, you are one of the Fairs. The efforts on22 the part of the Board and staff to keep that excitement23 and to keep it pertinent to the community. And the fact24 that you have so much interest, as someone who is25 elected, I truly find joy in this having people come andHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626123

1 criticize. Because out of that criticism you find a2 roundness to whatever the issue is before you, and you3 seek those common grounds.4 In fact, your last motion did some of that. It5 was a reasonable motion. Send the stuff back. Have6 staff develop the language that you want to see in it,7 and then to vote on it. I thought that was very8 reasonable, and I think you will get to where you need to9 get.10 And with that, again, we're willing to entertain11 any questions. If they're very technical, you won't get12 much of an answer from me, but we will respond back to13 you in writing.14 CHAIRMAN DOUGLAS LA BELLE: Director Berardino,15 before we have questions, we do have one speaker under16 public comments.17 Theresa, would you like to speak on this item?18 MS. THERESA SEARS: I appreciate you coming out19 today, and the presentation. And, you know, these20 Fairgrounds are really -- you know, it's coming clear to21 me they are town squares. And, you know, it's where22 people meet, they play, and they work. We have got our23 workers out here. This is a town square. It's very24 important.25 You know, I'm a nice person, and I'm going toHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626124

1 try to be as nice as I can in my comments; and I'll try2 to be as brief as possible. What I've learned since 20083 is of interest to me. My background with the Fairs is4 very limited. I do know about Fairs from the racing5 side, because I raced horses for 25 years; and we raced6 the Fair Circuit. After we got done with Hollywood,7 Santa Anita, and Del Mar, then we did the Fair Circuit.8 I think one of our horses probably still holds the record9 at Pleasanton and a few of the other tracks, so it's10 wonderful.11 But I want to talk about the conspiring, the12 covering up, and the conflict which involves arrogance13 and the shadow side of all of this. And this might be14 news to you, and please don't take anything personal. I15 think you and you are going to get along just fine.16 And I think also we're talking about poor17 decisions, poor decisions made by executive staff. And I18 actually am going to hold CCA responsible for allowing19 the ball to get rolling here at the sale of the20 Orange County Fairgrounds. Because, you know, if they21 were doing what they say they're supposed to be22 doing, none of this, none of this would have happened.23 Again, insiders, a very small group, ignoring24 the law and you know in a lot of ways. Let's just start25 with the Nossaman contract. The Nossaman contract gotHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626125

1 this whole thing going, or the lack thereof. It all2 started with Ackerman, Ellis, Beazley. You know, the3 cover up. And we already know about that from the Fair4 Sale Review Committee. We have already looked at that,5 the laundering of money and how it happened.6 And it happened through CCA. That's where it7 happened. CCA never had a contract for Ackerman, because8 it didn't exist. There is e-mails back and forth. You9 have the contract. Is the contract down here? My God,10 they paid the bill. They paid the most important bill11 where public funds were misappropriate for a foundation12 or private foundation.13 And I can give a class on this. Happy to do it.14 But CCA was all part of it. You know, and so once we15 discovered the records up at CCA -- Nick, don't feel bad16 that they're sending e-mails back and forth. You know,17 the e-mails went back and forth to let everyone know that18 Sandy Genis and I were up in Sacramento collecting19 documents. So, you know, don't think you're all alone in20 this.21 But what I did is, once I tried to figure out22 what was going on, then I started doing public records at23 CCA; because I assumed CCA was doing what they're24 supposed to do. Okay? I didn't get the public records25 requests that I asked for from Beazley here, as everyoneHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626126

1 knows, 820 days. I have to say there is an improvement.2 There was an improvement with CCA, Mr. Hyde. It3 only took him 572 days to get back to me, and I had4 started the request. And the only reason he got back to5 me is he sent me an e-mail -- I'm surprised he even6 remembered me -- the day after our Fair Sale Review7 Committee hit the streets. And he wanted to know -- I'm8 going to read you this e-mail: "I received the Fair Sale9 Review Committee report dated January 14, 2013. I was10 troubled to read that your public records requests have11 gone unanswered."12 He's troubled. This is the guy that called me.13 The only request -- and I would ask if I could have a14 couple more minutes, and I do apologize.15 CHAIRMAN DOUGLAS LA BELLE: Yeah. That's fine.16 MS. THERESA SEARS: Thank you, sir.17 "The only request I'm aware of that was not18 answered is your request for documents regarding19 Becky Bailey-Findley. I thought you no longer wanted the20 records."21 Now, public records, I didn't think that was22 done telepathically. I thought we were supposed to put23 it in writing. I made my request very clear, and I made24 it several times. If you want more information, get25 ahold of me. I shouldn't have to be running after theirHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626127

1 attorney. Their attorney gets paid $300 an hour, I2 found.3 So my requests were I just wanted to understand4 the role that Becky Bailey-Findley was playing in all5 this. I assumed it was just okay. But it became very,6 very, very unsettling when we learned, when I learned the7 role that she was playing concurrently as all of this was8 going down.9 And so what I did is I have a little flow chart10 with information; and I'm sure there is reasonable11 answers, but I have a hard time having a State employee12 or consultant working for the State who concurrently is13 working for the City of Costa Mesa, and then goes to work14 for the private developer that was trying to buy the15 Fairgrounds. Okay?16 This will explain it. I don't understand it.17 That's conflict in my mind. I don't understand how18 employees at this site or employees could go work for the19 developer for a month or two, and then make their way20 back here. Those are things I don't understand. But21 I've tried to keep it with CCA, because we'll talk about22 this at the Fair Sale Review Committee.23 Lots and lots of questions. CCA did not do24 their job correctly. CCA failed. I believe they're part25 of the conspiring in this. You have a very small groupHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626128

1 of people interacting with each other, keeping everybody2 out of the loop. You have a Board back then that -- and3 I think Dave Ellis said it perfectly: "I don't4 understand."5 And, you know, I think he's honest. He doesn't6 understand. He comes from the private sector. He has no7 idea how a public meeting runs. And I witnessed that8 2008, 2009; and I watched how these meetings were run.9 And I understand it's a volunteer job; but again, there10 is a huge difference between a public asset and a private11 asset.12 The people own it. This is all part of the13 people. This is part of our town square. And so, you14 know, we're in Sacramento, and we are discussing this.15 The Fair Sale Review Committee recommended an audit of16 CCA. There is a lot of problems there, and I'll do what17 it takes to get to the Governor's office, to make sure18 that happens. And I will continue to talk about what's19 going on; because the interaction, the inter-relation of20 the JPAs and how this is all working out, I don't doubt21 that in the beginning it was supposed to serve the22 Fairgrounds. I think it's a good idea. I think it23 really is. I think it is filled with problems; and, you24 know, it's probably a good thing that the money is taken25 away for now, until it gets reordered and straightenedHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626129

1 around. Because the way it was before doesn't work out2 well, and -- I'm sorry?3 MR. JOHN VASQUEZ: That will do it.4 MS. THERESA SEARS: And you know what? When the5 money is not flowing and the volunteers are the only ones6 left, most people won't anything. They want all their7 expenses paid, and they want the good salaries, and they8 want to be able to do what they're doing.9 But as Beazley said, it's interesting10 times, isn't it?11 CHAIRMAN DOUGLAS LA BELLE: Thank you, Theresa.12 DIRECTOR NICK BERARDINO: I have a question.13 CHAIRMAN DOUGLAS LA BELLE: We have a couple14 more speakers.15 DIRECTOR NICK BERARDINO: I have a question16 directly for the speaker.17 Ms. Sears, I have a question, and I'm18 particularly interested in how Ms. Findley, how you19 traced where she was and when she was there. And I'll20 give you a concern, the reason why I asked that question21 is I wanted a clarification.22 But after Mr. Hoban sent his missive to the23 State Fairs Association, which I forgot where it was, I24 requested his phone records. And I noticed that just25 prior, not long before he sent this e-mail that made itsHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626130

1 way around, you're talking about there were e-mails that2 made its way around. He had spoken to Ms. Findley twice,3 so I don't know. Maybe that's an e-mail clearing house4 there, but it was not his telephone. It was on his5 telephone.6 So then I thought -- I only thought; I could be7 completely wrong -- it's interesting, from some of the8 things that you have brought up over the 18 months I've9 been here, about how that kind of works, and how they10 operate. But then to discover, wow, that's kind of11 interesting. I got the cell phone number and found out12 one of them was Ms. Findley. And then the e-mail got13 circulated around.14 Can you go over for us where she was? And15 because you passed out a chart. And your three minutes,16 once a Board members asks you a question, you can stay up17 here as long as you want.18 CHAIRMAN DOUGLAS LA BELLE: Relatively19 speaking.20 MS. THERESA SEARS: Yeah, and that's not my21 intention.22 DIRECTOR NICK BERARDINO: But Mr. Vasquez here,23 maybe some things that he doesn't know, as a Board24 member, I think it would be very enlightening to you;25 because some of this is over at the District Attorney'sHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626131

1 office, as I understand.2 But can you go through that one more time where3 people were, what they were doing when the money was put,4 as put by Police Chief McCrary, being laundered through5 the CCA? I mean, there is absolutely no question.6 Can you go through how that took place?7 MS. THERESA SEARS: Well, first of all, it all8 started with the horses. Okay? They wanted to pave over9 the Equestrian Center. You have the master planner here,10 had a master plan, that all of the contracts went under.11 And then they put together separately -- why they ever12 did that -- another contract, which was going to pave13 over the Equestrian Center. Okay. And that was in '09.14 Okay. So that was what we were on. We were15 just trying to save the horse facility out there. And16 that's how I got involved, is they called me. So what17 they ultimately did, and we did not figure this out. It18 took us two years. And think you have trouble getting19 stuff? Dave Padilla asked for information, as a Board20 member.21 DIRECTOR NICK BERARDINO: Just so you know, I22 asked for stuff from the CFFA. I still don't have all23 that I asked for. It took forever just to get a copy of24 your policies and procedures, which could have been25 easily put in the mail and dropped off to me, I had toHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626132

1 make three requests to get, just policies and procedures.2 MS. THERESA SEARS: Nick, all of these documents3 should be electronically sent, and it should happen4 within a day or two. It should be no big deal, going5 through the mail; and none of that should happen. I6 mean, we're in. --7 DIRECTOR NICK BERARDINO: I got it through mail.8 I got it electronically sent, but it took a long time;9 and I wanted it, to prepare for the meeting. It took10 very, very long for the simplest thing to get.11 So you know, fellow Board members, you do need12 to know this for your own, I think consideration. The13 simplest thing to give us would be their policies and14 procedures. And I asked to have it before this Board15 meeting, so I would have to time to do it.16 I didn't get them until -- I had to request it,17 I think one or two more times. And then they sent it to18 me by e-mail. Because they didn't want me, in my19 view, my view, they didn't want me prepared to talk about20 it.21 So that one drug on forever to get it out.22 Simple. You know, you kind of go through. And I don't23 know how to use them; but people in my office, you know,24 use to use these scanners and put it in. You go, and it25 takes about, you know, 15 minutes. But delayed, so youHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626133

1 know. If you want to know what's going on with your2 operation.3 Go ahead.4 MS. THERESA SEARS: So what they did is they5 used the premise of the Equestrian Center to be paved6 over. They used that contract to circumvent having to go7 through the master plan. And what they did is they did8 it, and I bet you don't even understand what happened at9 all, Mrs. Dodge. I'm sure this is all news to you,10 because you weren't in the loop of it all.11 But what they did is they took the Ackerman12 contract. And they, with LSA, they got together as a13 third party subcontractor; and they used the LSA14 contract, and they went and they sent it up to CCA.15 Now, this was all done under a land use16 contract. That is, it was governed by the facilities17 director here, and I have that conversation with Jerome.18 We discussed this. And my feeling was if the facility19 manager doesn't understand what's being done with his20 contracts and how they're being used illegally, and he21 allows it, I simply said: Either you're in on it or22 you're an idiot, because why would you ever allow that to23 happen?24 And so these documents got sent up to CCA for25 processing. They are supposed to be looking at thingsHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626134

1 that are going on at the Fairgrounds. They're supposed2 to be building things and whatever. And somebody could3 not understand that this had nothing to do with that4 Equestrian Center?5 And then there is no contract from6 Dick Ackerman. Well, Dick Ackerman was a former7 State Senator that, under California Law, shouldn't even8 be lobbying or involved in these kinds of things for one9 year. There is no bells going off. Nobody says10 anything, and that's the cover up.11 And so what that tells me is something is up at12 CCA. Something is up big time, and we couldn't figure it13 out. Took us, like I said, nearly two years. And we are14 still trying to figure it out. Now, I asked for those15 records from CCA in 2011, after we got the first records,16 because we needed more information.17 We're not here to accuse people of things that18 are -- I mean, these are pretty serious charges in my19 mind; and we're operating with evidence. And I'm only20 interested in evidence that can be proved out. And if21 somebody wants to tell me something different, I will22 change my position, if they can make a case for it; but23 to date, nobody has.24 Mr. Ellis, when we had the Fair Sale Review25 Committee, he was the one that wanted the 70 plus peopleHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626135

1 interviewed. He asked for it. Letters went out to2 everyone on that list, which we assumed was Ellis as3 well. And he didn't come forward. I know Kristina got a4 letter. She came forward and tried to rectify her spot5 in it. Joyce said she didn't want to talk. She didn't6 want to deal with -- she felt there was conflict, so we7 respected that.8 Dave Ellis shows up at the final meeting and9 starts in on the whole discussion. The good news is a10 police chief that's seasoned, 40 years, that looked at11 this evidence, that gets all this. It's not me saying12 it, just some activist, some person. No. It was the13 police chief. He saw it. He shut Dave down right away.14 So there is a lot going on with this.15 DIRECTOR NICK BERARDINO: But you were saying16 that Ms. Findley was with this group and that group and17 that group.18 Can you go slower and kind of say what the19 timelines are?20 MS. THERESA SEARS: Well, I gave you a flow21 chart. Okay? The best I could tell, based on all the22 information that we have to date, is Becky was at this23 Fairgrounds for a number of years, since '72, doing24 whatever she did, and was the executive director here.25 At some point in 2008, it looks like June ofHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626136

1 2008, according to the CCA minutes, she, through2 Findley Consulting, went to work for CCA. And just was3 retiring here and leaving.4 And so she was with CCA, as best I can5 tell, through all of 2011, until the scandal hit up there6 in 2010 about the PhotoVoltaic panels.7 DIRECTOR NICK BERARDINO: I have a question,8 because I'm not sure on these dates.9 When the money is laundered, pursuant to what10 the police chief told us, through CCA, is that accurate?11 MS. THERESA SEARS: Yes, yes.12 DIRECTOR NICK BERARDINO: Who was the director or13 who was involved with CCA then? They just had a lawyer?14 MS. THERESA SEARS: Well, you had a fellow by15 the name of Tom Baker. He was supposedly the director.16 It is an unaudited JPA, and we don't know exactly what17 happened to him, you know. A lot of people are saying he18 went off with a lot of money. I don't know that yet,19 because we have yet to get that auditing done; but we'll20 work on it, and we are.21 During that period, Becky was there. She was up22 there as a consultant. Later, she became an interim; but23 during this whole time period, the CCA Board continued to24 meet, of which Dena Heathman and Jerome Hoban were part25 of that Board and the JPA. So they were theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626137

1 representatives for here.2 And if you -- just to get a perspective, CCA and3 all of what's going on up there, this is a very small4 building. It's a very small area. I cannot imagine that5 in that -- well, put it this way. They knew that we were6 up there, and an e-mail went over here and went down7 there. They communicate with each other. So I know that8 that definitely is true.9 So during the sale period you have Ms. Findley10 contracting for the City of Costa Mesa on the sale11 effort, and just concurrently then, jumping over and12 working for the developer that wants to buy the property.13 So I mean.14 DIRECTOR NICK BERARDINO: What do you mean15 "concurrently"?16 MS. THERESA SEARS: Just that August 9th, when17 we were trying to -- when it was the shock to everybody18 that now the hat changed. She was wearing a different19 hat, working for a different organization, this one. It20 was a private developer that wanted now to buy the21 Fairgrounds, and but had been involved and knew the22 intimate information about what had gone on at the23 City of Costa Mesa, knew the intimate information about24 what's going on in the Fairgrounds, and knew the intimate25 information about what goes on here. So --HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626138

1 DIRECTOR NICK BERARDINO: So having the2 information from the City of Costa Mesa, what was going3 on here, plus being involved with CCA where the money was4 being laundered, then went to work for the developer that5 was trying to buy it.6 Is that accurate?7 MS. THERESA SEARS: Yes, sir. And at the same8 time, working for the State of California.9 DIRECTOR NICK BERARDINO: And she currently now10 is entrusted with our money we have sent up there.11 MS. THERESA SEARS: Well, yes. Now she is a12 director of CFSA.13 And had I gotten the documents that I wanted14 from Dick Hyde in 2011, had I gotten those documents in15 the appropriate amount of time, I would have opposed her16 appointment as the director of CFSA. And I would have17 laid it out why. Again, nothing personal.18 Take away the names and the personality, the19 conflicts. I just don't know how this isn't a conflict,20 in my mind.21 DIRECTOR NICK BERARDINO: Thank you.22 CHAIRMAN DOUGLAS LA BELLE: Okay. We have two23 more speakers on this item, before we engage in some24 dialogue. Reggie.25 MS. REGGIE MUNDEKIS: Hi. I'm Reggie Mundekis,HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626139

1 and I am going to be reading excerpts from the Board of2 Directors meeting minutes from the California Fair3 Financing Authority to you, so that you understand the4 situation regarding the audit of the CFFA and its5 previous entities.6 The first excerpt is from the7 September 5th, 2012 meeting, at which we had8 Nate Dirshwitz. I apologize if I mangle your name --9 he's from the Department of Food and Agriculture -- and10 Jerome Hoban from the 32nd DAA at this meeting.11 DIRECTOR NICK BERARDINO: The date again, please?12 MS. REGGIE MUNDEKIS: It is September 5th, 2012.13 It's under 7A, correspondence from Macias, Gini &14 O'Connell regarding 2010, 2011 CFFA audit.15 "In a letter dated May 15, 2012, the audit firm16 engaged to perform the 2010, 2011 financial audit of CFFA17 stated they were not able to complete the audit based on18 the inability to verify physical information on the19 balance sheet. The various changes in the company/staff,20 the fact that they were subpoenaed in legal action21 regarding the company. The firm stated the only action22 they could take was to officially withdraw from the23 engagement. The Board discussed taking action to have a24 financial review performed. Now that the former auditors25 have officially withdrawn, CFFA can go out and solicit aHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626140

1 new auditing firm. It was agreed that some sort of2 review needs to be performed, though, in order to show3 that CFFA has attempted the best action possible. CFFA4 needs to research what a quote unquote scope of work will5 be for this procedure and put it out to bid to different6 auditing firms."7 You need to understand that the auditing firm8 that withdrew had been their firm for a number of years9 under the Tom Baker administration, and had produced the10 financial statements when Tom Baker was the CEO. And now11 there have been very significant restatements in their12 financial submissions where things have gone from being13 listed as hundreds of thousands of dollars of revenue in14 a year to millions of dollars of revenue. I have a15 worksheet on my laptop if anybody wants to see it.16 The second excerpt I'm reading is from the17 California Fairs Financing Authority meeting of18 November 14, 2012. Please note that we have19 Nate Dirshwitz from the Department of California Food and20 Agriculture at the meeting, and Jerome Hoban at this21 meeting. It's item number five: Resolution approving22 audit scope of work and timeline.23 The resolution is 12-16. "The Board of24 Directors hereby approves the audit scope and timeline to25 prepare and present the most functional submission to newHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626141

1 auditing firm to complete the CFFA 2013 audit."2 "Discussion: Becky Bailey-Findley readdressed3 the history of the CFFA audit and why the former company4 removed themselves from the process. It is believed that5 2013 is the first year that a full audit can be6 completed, but Amy Kopenhakius explained the timeline and7 why the quote unquote agreed upon procedure is necessary8 since a formal audit is not possible at this time. Amy9 explained how the Board needs to present quote unquote10 samples for the new auditing firm and how to achieve11 these by explaining the ideal full audit scope."12 Okay. Any State agency that cannot complete a13 full audit for over two years needs to be taken down.14 Okay? The bones of what this agency is supposed to do15 may be good, but it's like that old Victorian house that16 has become so riddled by termites that the only reason17 it's still standing is because the termites are holding18 hands. The only thing you can do is gut it and remodel19 it from the inside.20 And I'm really concerned that we have21 County Supervisors who sit on this authority; because I22 know for a fact that this behavior would not be tolerated23 by any County Supervisor of their employees, but this24 problem has gone on for years. And it's simply25 unacceptable. We have no idea what the financialHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626142

1 position of this place that we send hundreds of thousands2 or millions of dollars to every year is. We don't know3 where money goes; and nobody can account for stuff, and4 nobody wants to be responsible.5 The last item I will touch base on is the6 "Daily Pilot" article from July 5th, 2011, "Community7 Comment: FMW had big plans for Fourth at Fairgrounds."8 It was penned by Becky Bailey-Findley. I draw9 your attention to the quote on the second page, where she10 states: "Unfortunately, legal challenges to the sale11 have blocked our plans, at least for the time being."12 Seriously, why is this person allowed in or near13 a California Fairgrounds. Okay? If you really think FMW14 is a great place to work, they have an office over on15 Newport Center Drive. I will give you a ride over there16 after lunch, and you can go apply with them. FMW is made17 up of real estate partners who buy properties. They tear18 them down. They build higher density developments. They19 have a number of projects going in Costa Mesa right now,20 where they tear down older houses, and they put up condos21 and strip malls. They also own a sausage factory,22 Sabatino's Sausage, that they sell in Costco. They23 own that, and they also own several oil companies in24 Bakersfield.25 There is a serious conflict of interest hereHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626143

1 that should not and will not be tolerated. If this was2 at the County level, this person would not be hired3 anymore. You do not hire -- okay. When you run the4 motor pool, you do not run people who steal cars for a5 living to run the motor pool.6 Thank you.7 CHAIRMAN DOUGLAS LA BELLE: Greg Ridge. Greg?8 MR. GREG RIDGE: I just have kind of -- there9 was a question and a recollection that I had that --10 while this has been kind of bubbling up, it's been11 sticking in my brain. A lot of the Board members weren't12 here when this happened. But during the late part of the13 threat of the sale, and it looked like it was going14 through, there was $8 million of Fair Board money that I15 believe was transferred out of the Fairgrounds for16 safekeeping. And I don't know if we ever got all that17 money back.18 And so I just wanted to request. You know, I19 remember those discussions; and the discussion that they20 are buying the property, but they were not going to get21 the assets. And there was some questions about DGS, the22 State taking the $8 million, when it really was the23 property of the 32nd DAA. It went back and forth and24 back and forth. I just wasn't sure where we were at with25 that.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626144

1 I'm hearing now that nobody has any money2 anymore. But I remembered that there was $8 million, and3 I would just like to be reassured that that money came4 back to the 32nd DAA, and that we got every penny back5 that we were trying to safekeep. That's all I have to6 point out.7 DIRECTOR STAN TKACZYK: Can staff address that?8 MR. JEROME HOBAN: To my knowledge, yes. In9 fact, that's what's currently paying for the past10 projects, as well as this one.11 CHAIRMAN DOUGLAS LA BELLE: So the answer is12 yes.13 MR. JEROME HOBAN: It's yes.14 MR. GREG RIDGE: To the best of his knowledge.15 CHAIRMAN DOUGLAS LA BELLE: Before we take Board16 comments on this item, lunch is going to be provided17 today, courtesy of the Orange County Employees18 Association. Nick drove his hot dog wagon all the way19 over here this morning, and it's out back. So we want20 you to stick around and join us for that.21 And with that, I think we should conclude our22 comments on this here, and then take lunch.23 DIRECTOR NICK BERARDINO: I have a question,24 Mr. Chair. So there hasn't been -- and for25 you, Supervisor. As a Board Supervisor, you have tons ofHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626145

1 responsibilities in terms of handling money and handling2 it correctly.3 So there hasn't been a complete audit in a4 couple of years, apparently, from what we've read here.5 Were you aware of that that there had not been a6 complete audit in the last couple of years?7 MR. JEROME HOBAN: Yes.8 DIRECTOR NICK BERARDINO: And you continue to9 send our money there?10 MR. JEROME HOBAN: No, I don't.11 DIRECTOR NICK BERARDINO: You don't send -- our12 money hasn't been going up there?13 MR. JEROME HOBAN: No. Our money only goes to14 the organization when there is a bonafide invoice on a15 project to pay.16 DIRECTOR NICK BERARDINO: I didn't ask that.17 We have been sending money, whether it's a18 bonafide invoice or not. And you, as the CEO.19 MR. JEROME HOBAN: Yes.20 DIRECTOR NICK BERARDINO: Thank you.21 CHAIRMAN DOUGLAS LA BELLE: But it's based on a22 contract that has been let for a specific project.23 DIRECTOR NICK BERARDINO: I understand.24 MS. THERESA SEARS: Nick, that's not true.25 $78 million, there was no contract.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626146

1 CHAIRMAN DOUGLAS LA BELLE: I think that was2 prior. That was not, I think, the question of Jerome.3 MR. JEROME HOBAN: You're saying currently?4 DIRECTOR NICK BERARDINO: Correct.5 CHAIRMAN DOUGLAS LA BELLE: We understand that,6 Theresa.7 So any other questions of John or Becky? That8 was very informative. It's on as an information item; so9 there is no action, at this point in time.10 DIRECTOR STAN TKACZYK: I was going to say11 something, but everyone said everything that pretty much12 covered what I was going to ask. And I was just going to13 add to it that, as a new Board member almost a year ago,14 one of the things that I continually heard was how15 difficult it was to get public information requests from16 this organization.17 I did have the opportunity to talk to several18 people, and I was successful in getting some information19 back to the Fair Sale Review Committee. And that has20 continued.21 And Becky, I'm just going to say that there is a22 reputation out there that your organization has, as far23 as being very uncooperative in getting information back24 to Board members, members of the Fair Sale Review, and25 myself. And this has been going on, for my personalHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626147

1 experience is for a year. And I know that it's gone on2 prior to that. So there is something very, very wrong3 with that organization not being able to produce the4 information that they have been asked. And it's been5 under your -- you're the boss.6 MS. JOHN VASQUEZ: That's with CFFA. I'm the7 Chair of that.8 DIRECTOR STAN TKACZYK: Then it's your problem.9 MR. JOHN VASQUEZ: It's my problem.10 DIRECTOR STAN TKACZYK: What are you going to do11 about it?12 MR. JOHN VASQUEZ: Well, we'll certainly do13 everything we can to rectify that and make sure that --14 obviously, anybody can come up with excuses. That15 doesn't work. That doesn't answer your question.16 DIRECTOR STAN TKACZYK: That's right. That's why17 I'm putting you on the spot to ask.18 MR. JOHN VASQUEZ: Well, you should. No19 problem. I'm not backing away from that responsibility.20 DIRECTOR STAN TKACZYK: Thank you.21 DIRECTOR NICK BERARDINO: And I can have one of22 our assistants send you copies of the e-mails, so you can23 see exactly what we're talking about. This isn't making24 it up. I mean, you can see the e-mails. You can see25 when we got the material. You can see requests for moreHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626148

1 material. You can see the foot dragging about giving us2 policies and procedures.3 They don't have new policies and procedures.4 They had the same policies and procedures when they were5 CCA and when the money was laundered, and they didn't6 want us to see that. And we have been sending money up7 there, with those same policies and procedures.8 DIRECTOR GERARDO MOUET: Just because it's so9 darn confusing, all these letters and stuff, I am10 starting to get a handle on it. The organization that11 stopped existing and became CFFA is the same organization12 you've been involved as a Board member?13 MR. JOHN VASQUEZ: For the last two years, yes,14 I've chaired it. It was always CFFA, but it was doing15 business as California Construction Authority.16 DIRECTOR GERARDO MOUET: Okay. And does CFFA17 currently have a CEO, a staff person in charge?18 MR. JOHN VASQUEZ: No. Our services are taken19 care of by CFSA.20 DIRECTOR GERARDO MOUET: So the day-to-day21 operations for CFFA is handled by CFSA?22 MR. JOHN VASQUEZ: Yes. Through a contract.23 DIRECTOR GERARDO MOUET: Through a contract.24 Okay.25 So which is Ms. Findley. Okay. All right.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626149

1 Thank you.2 CHAIRMAN DOUGLAS LA BELLE: Just one concluding3 comment, before we take a break.4 When the Board moved forward with the Pac Amp5 project several months ago with the Joint Powers6 Authority, we as a Board discussed kind of future7 projects. And I think that we understand the logic or I8 understand the logic that General Services is a very9 large State agency; and moving through that bureaucracy,10 at times, can be very challenging. Hence, the JPA was11 formed, to make a smoother process of constructing these12 projects.13 I, as one Board member, am very much an advocate14 of local control. Assuming through General Services we15 get some authorization to do things that we as a Board,16 and collectively the staff, who implements the projects,17 can get a better handle on what's going on, on kind of a18 daily sort of basis. So I think that was part of wanting19 to get a presentation on the authority, and that was what20 we talked about several months ago.21 First of all, I want to apologize to the22 audience. The reason why this is a very lengthy meeting23 is I, as the Chair, last month felt that the most24 important thing we can do was to consider the25 recommendations of the Fair Sale Review Committee. AndHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626150

1 other than just consent items, that was the only item2 that was on the agenda. Hence, we deferred the3 presentation by the D.A.'s office. We deferred the4 presentation by the Supervisor and Ms. Findley and5 several other items that are on the agenda yet to be6 dealt with.7 Our objective, when we approved the Fair Sale8 Review Committee, was to move forward, to put things9 behind us, and get back to being the second happiest10 place in Orange County, I guess behind Disneyland; or11 maybe we're the most happy place.12 So with that, if the Board concurs, why don't we13 take just a half hour lunch break, come back at 1:15.14 (Lunch break taken from 12:45 p.m. to 1:19 p.m.)15 (Whereupon Directors Aitken and Ellis departed16 from the Fair Board Meeting.)17 DIRECTOR DOUGLAS LA BELLE: The Board meeting is18 back in session. We have several items that we are19 moving forward with. Again, I take full responsibility,20 partially, for the lengthy meeting. And again, we did21 have a number of items that we wanted to bring forward22 that I specifically deferred last month.23 And at this point in time I'd like to move24 forward with the Western Fairs Association presentation.25 Steve Chambers is here to go through what isHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626151

1 currently being proposed legislatively.2 Steve, the Board is yours.3 MR. STEVE CHAMBER: Thank you. My name is Steve4 Chambers I'm the executive director of the Western Fairs5 Association. I saw by your agenda today you want to talk6 about legislation. But if you don't mind, I'd like to7 give you a brief overview of our company, and maybe pass8 those around.9 I'm kind of glad that this is after the break,10 because we're not a Joint Powers Authority. We are not a11 regulatory agency of any kind. Your membership with us12 is voluntary, and we're extremely appreciative of the13 leadership that the Orange County Fair has played in our14 organization since I joined the team in 1982.15 We represent about 150 Fairs throughout the16 western U.S. If you were to put were your finger on the17 Calgary Stampede, draw a line across the continent to the18 New Mexico State Fair, almost all the major Fairs to the19 west of that, Fairs with property, are members of ours.20 And we do two critical things for them. First, I want to21 talk briefly about training, because you guys played a22 role in that, and we appreciate it. It's kind of an23 interesting job, whether you're a Fair CEO or a Fair24 staff or a Fair director. It's an interesting job.25 There aren't many other people in your community thatHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626152

1 that essentially the same responsibilities that you have,2 for example, as members of this Board.3 So we, through our training programs, we have a4 fall conference for Fair executives. We have a5 convention. It's kinds of a one time only opportunity6 for Fair boards and their staff to train. We also invite7 some of our member businesses. And they range from8 bigger companies like Ovations and Ray Cammack Shows.9 But our primary member businesses, like Jeannie's Deep10 Fried Artichokes, the mom and pop businesses vendors that11 tour the Fair Circuit.12 But the last couple years -- it was touched on13 earlier; I don't want to go over too much stuff -- but14 the last couple years have been very rough. To give you15 an idea, of the 52 District Ag Associations, this Fair16 and the 22nd, which we call the San Diego County Fair,17 are half the total budgets. So your problems are very18 different, let's say, than the typical Fair.19 Our typical member is a four to six-day Fair.20 These days, since the elimination of Fair funding, it may21 be has maybe two full time employees, maybe. An average22 budget would be around four to 800,000, right around in23 there. Which, you know, there are a lot of Fairs that24 your single day attendance on just an okay day, would be25 way more than they have in the entire Fair.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626153

1 I say that because you guys have even though we2 don't pretend necessarily to have information of3 something that can help you, your help has been critical4 to other Fairs. The things that you do here, and I5 realize sometimes you're too deep in your own Fair and6 your own challenges, but I've been to more Fairs than7 anybody in the planet, and I have the deep fried8 cholesterol level to prove it.9 And I can tell you the Orange County Fair is10 amazing. And the people, the things that -- our highest11 award in our company is the Merrill Award. It's named12 after the founder of our organization who basically13 modernized our company when he got out of the service14 after World War II. It's not even given every year.15 Most Fairs have not even won one of them. Your Fair has16 won four of them. And those are for your creative17 management and communication skills, particularly during18 Fair time.19 The things you do, like We Care Wednesday, the20 Centennial Farms. I mean, again, maybe you're at the21 point where you kind of take that stuff for granted.22 It's We Care Wednesday. Wow, the parking lot is full.23 Wow, the parking lot is full, on a Wednesday. And you're24 helping out local charitable efforts. It's just amazing25 stuff. So that's one of the reasons our organizationHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626154

1 moved their annual convention to Anaheim last year 2012.2 We haven't been in this area for kind of a long time.3 It's kind of expensive for some of our members. We were4 able to get a manageable hotel rate. But the biggest was5 motivator for us was being able for our members and being6 able to have the partnership with OC Fair.7 And some of you may have remembered we had a big8 event on the Fairgrounds. It was kind of a preview on9 Sunday night. Kind of hard on your team. I know you10 were still cleaning up after New Years and other11 activities and things like that. But we really12 appreciated that. So much so that every year our board13 selects a Fair to tour. And it's only been held once14 before in California. Usually it's like the Calgary15 Stampede or New Mexico State Fair. But they like to16 invite all of our members for a behind the scenes tour.17 And this year, hopefully, we're working with your team on18 bringing everybody here in July during the Orange County19 Fair, and inviting all the Fairs in the west. And I've20 been getting calls already about from like Minnesota21 State Fairs and others.22 So I just want to say "Thank You". Obviously23 there are a lot of different communities that you24 represent; but there is one that -- I've never been to25 one of your Board meetings before. I've been to yourHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626155

1 Fair, but never been to a Board meeting. But on behalf2 of the other Fairs in the west, we really appreciate your3 leadership.4 Now, another area that I know you're interested5 in, that we work hard on for California Fairs is6 advocacy. We're not a lobbying group. I'm not a7 lobbyist. But we try and carry the message to8 legislators about Fairs, and we retain the services of an9 advocacy firm, to try and get legislation passed that10 will help make it easier for Fairs to operate11 successfully in the State of California.12 We started that with we were the driving force13 behind the legalization of horse racing in 1933. I was14 not on the team yet. Someone mentioned that earlier.15 But that was a huge thing for California Fairs. That16 initiative had failed several times. And it wasn't until17 they partnered with the Fair network and Western Fairs,18 that we worked with the California Thoroughbred Breeders,19 not only to legalize betting on the outcome of horse20 racing, but created the Fairs and Expositions Fund.21 To give you an idea of the impact, in 1933 there22 were nine Fairs in California. By the start of World War23 II there were 54, because racing was that successful.24 Now the big challenge for us is we're kind of25 the other end of the life span of racing as a viableHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626156

1 funds source for other activities. I think racing is2 still doing okay as a whole, but at least anybody that3 looks around sees, the gaming landscape in California has4 changed. We have lotteries. We have tribal casinos, all5 those kinds of things; and so that's created a very big6 struggle for California's Fairs, with the elimination of7 Fair funding in 2011.8 So we're scrambling and working hard trying to9 find ways, because our legislative program is based on10 essentially two principal concepts: One, that there11 ought to be some form of public financing, particularly12 for small and medium sized Fairs. It's just a necessary13 thing, just like convention centers or sports arenas.14 They need some kind of payback for the economic impact15 and jobs that they create and all those things.16 One of the things we've told the Department of17 Finance, if we could just have half the sales tax18 California State Fairs generate, that for infrastructure19 and particularly for the small Fairs, that would take20 care of all of our problems. That's an easier thing to21 say than to get done in the legislature. That continues22 to be a priority for us.23 The second priority for us is empowering local24 Fair Boards. And one of you mentioned that earlier, that25 the best control is local. California is unusual. It'sHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626157

1 the only State where 52 of the stairs plus State Fair are2 somewhere under in other auspices of the State, as3 opposed to local power. So if you looked at our lobbying4 program, at all the bills we have tried to work on since5 the 50's, when we really became very active in that6 process, you would see a consistent policy theme, which7 is we think those decisions should be made by the people8 in this room, not people in Sacramento, and that we want9 to empower those boards.10 Our biggest success that many of our members11 take for granted is we successfully -- we worked on and12 saw the successful passage of the legislation that13 allowed you to spend your own money. That may sound14 crazy. Like really? Doesn't everybody get to? No. No15 other State agency gets a continuous appropriation of its16 own funds.17 If you were the DMV, if you were Parks & Rec,18 and you had a great year here at the OC Fair, you would19 start the next fiscal year with zero. You would not get20 to say: Oh, we have built up some money. We're going to21 do improvements. We're going to add new entertainment,22 or we are going to do anything. You would always start23 at zero. So that was a big accomplishment for us,24 because that empowered the Fairs to build reserves.25 Frankly, those small Fairs I've been describing,HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626158

1 they would all be gone now except for the fact that over2 the last 20 years they have been able to save some money3 at the local level, not have to bank it in the State's4 general fund. Otherwise, it would be gone.5 We have also done a lot of small things that,6 again, we take for granted. Probably some of them we7 couldn't get done today. We led the fight that exempted8 junior livestock auctions from sales tax. Maybe not a9 big thing to your Fair's bottom line, but it's an10 important part of what you do. And over the time since11 we have got that done, millions of dollars now are still12 in the pockets of the young people who do such a great13 job raising the animals and selling them at Fairs14 throughout the State: 76 Fairgrounds, 78 Fairs. You can15 see how that would add up.16 We continue to be committed to trying to find17 ways to empower Fair Boards at the local level, to give18 them greater control over the destiny of the Fair. We19 realize that there are times when we have to live with20 the fact that at any given time a local Fair Board might21 make a bad decision. Our experience is that that's less22 likely than having that bad decision invested again in23 Sacramento, in some State bureaucratic agency.24 It was interesting for me today, I'm not that25 familiar with the world. Most of our clients don't haveHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626159

1 the opportunity to have some of the challenges you have.2 They don't have the opportunity to have big construction3 projects on the Fairgrounds, so it doesn't cross their4 minds, the issues I was learning about today.5 But just know that, you know, we work hard to6 make sure that you get to make those decisions about7 what's important to you at the local level. I'll give8 you an example. Elephant rides. I know the people at9 Have Trunk Will Travel. I know this was a topic at this10 Board meeting; and, you know what? We respect your11 decision. If there were a bill to ban elephant rides12 statewide, we would be opposed to it. Not because,13 again, we're for or against elephant rides, but because14 we think this decision should happen in this Board room,15 not on a statewide basis.16 We are going to face a similar challenge with17 gun shows at the Cow Palace. Again, we don't want to way18 in on the part of gun shows. They're an important part19 of the Cow Palace's bottom line, but we think that should20 be the Board of the Cow Palace, as the governmental21 appointed Board, should have to make those decisions. It22 shouldn't be legislated away from them.23 Last year we had legislation that Fiona Ma24 helped us with, and thanks for the wonderful term limits25 she is not there. But late in the session we weren'tHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626160

1 able to get it done, so we brought it back with2 Senator Cannella. And to give you an idea why Cannella3 is interested, to show you the difference in terms of4 Fairs in urban versus rural, Senator Cannella has a rural5 district. He has 14 Fairs in his district. And without6 knowing it off the top of my head, I'd be willing to bet7 that all 14 Fairs budget and total attendance is less8 than maybe 20 percent of your attendance and budget. So9 you can see the kind of pressure he's under, with 1410 communities and horse people and 4H, and all that kind of11 stuff, saying: You've got to save every one of these12 Fairs. So he has agreed to essentially be the lead.13 We have many coauthors. And the first thing the14 bill is trying to address is structural changes for15 district associations. Many of the small -- all of the16 small or medium sized Fairs do not have the resources to17 have staff. This Fair, frankly, and San Diego probably18 have little or no trouble complying with the State rules19 that exist for every State agency.20 I'll give you an simple example. State law21 requires that you track all of your recycling, that you22 report to the State your purchase of recycled products,23 your use of what you do with things that are thrown away24 on the Fairgrounds, and stuff like that. And I'm willing25 to bet your Fair does a great job of that. But I saw aHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626161

1 letter the other day from the guy whose running the2 Amador County Fair. He's retired, even though he's3 working there full time. He has no other staff, and he4 wrote a great -- what I thought was a great letter to DGS5 Consumer -- wherever this report was supposed to go6 saying: You know what? We totally agree with these7 policies. You know, we buy recycled paper. We recycle8 bottles and cans on the grounds, but I don't have the9 time to track it for you and report it to you. I just10 can't.11 And so one of the things we are trying to do in12 bill 741 is try and find ways to empower local boards to13 have greater authority, still within the construct of14 State practices.15 One of the things I saw brought up in various16 things you see on the internet and e-mails was audits.17 We think Fairs should be audited every year. But a lot18 of small Fairs can't afford an audit every year. If19 you've got a $400,000 budget, if you can do a review20 instead, which is still done by an outside firm, and save21 three or $4,000, that's huge to your bottom line.22 So what we're trying do, and we're not pleased23 with how the bill is right now right now. It says every24 five years the experts have come back to us and say: You25 know what's going to happen? An audit every five yearsHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626162

1 is going to be really expensive, because an audit hasn't2 been done in four years. So we're looking at ways to3 just empower local boards to decide maybe every other4 year: Audit, review, audit, review. Maybe every three5 years. We're working on that. But nothing in that6 precludes this Board, a Fair with resources, from saying7 we want an audit every year.8 I know the San Diego Fair, because it I talked9 to them about it, they have bonds. They have still bonds10 that they're paying off. And part of their bond11 requirement is an annual audit; but it's just important12 to know that what really drove that was the elimination13 of Fair funding. Because prior to this, audits were done14 by the Department of Food and Agriculture at little or no15 cost to the small Fairs. So for the small Fairs the16 audits are a gift.17 Again, audits are an important tool. I would18 want one in any company I ran, especially if somebody19 from an outside agency came in and did it for me, and20 didn't bill me for it. But now the Department is saying:21 Hey, there is this section of law that requires us to22 audit all the districts. We can't do that anymore, so23 we're going to make them pay for it.24 We're saying that wipes out about 40 of the 5225 districts, just that one fee. And so we are trying toHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626163

1 negotiate that. As this bill moves forward, we're2 already putting together amendments on different sections3 of it. It was scheduled to be heard at its first hearing4 next Tuesday, on the 2nd. We have moved it off to the5 16th, so we can try and find ways to make things work6 better.7 And we're working with the Governor's office.8 The Governor would like to have greater control over9 appointees, you. Not you specifically. I mean you. His10 first solution was making all Fair Board directors at11 will appointments. Our industry had a problem with that.12 For a lot of small Fairs that meant that a new Governor13 could come along and replace all Board members14 January 3rd or whatever, after they're sworn in. We felt15 that that over politicized Fair Boards. But we agree16 with the Governor that the current law, which basically17 says three unexcused absences. And I've been to a lot of18 Fair Board meetings. I've never seen any issue of19 excused or not excused absences come up.20 We agree that there are probably some things21 that. What we're trying to do is invest the power in22 you. We're taking the statutes that are already in place23 for the California State Fair that says the Board itself24 can recommend to the Governor.25 So if you're sitting here going: "You knowHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626164

1 what? We can't take it any more. Director Chambers2 hasn't shown up in two years."3 Then you could vote to recommend to the4 Governor, and then the Governor could remove a director5 that way. But we're pretty consistent on saying that we6 want that power vested at the local level. Again, there7 is the opportunity for misbehavior anywhere; but when we8 have seen things happen in the State, as I explain it to9 friend who don't quite know what I do, if we're building10 a bridge, and we can't get approval from Caltrans for11 something, and the bridge was scheduled to open12 August 1, we don't just open the bridge and let people13 drive off into it the ocean. We delay the opening of the14 bridge.15 Fairs live in a time certain world. You've16 already announced your 2013 dates. You don't get to put17 up a sign on the reader board that says: You know what?18 We've had some contracting issues with DGS. We're just19 going to put off the Fair for a week, so we can get our20 work in order. It doesn't work that way, which is why we21 have been successful. There is nothing in 741 that's new22 in the sense of there are already pages and pages of23 current code that allow District Ag Associations much24 greater freedoms than a full State agency based in25 Sacramento.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626165

1 State law requires that the Governor personally2 approve any promotional expenditure done by a State3 agency. If you're running the DMV, and you want to make4 a hat that celebrates the anniversary of the 100th5 anniversary of the seven character license plate, you6 have to have the Governor sign off on that. Can you7 imagine if every promotional activity that every District8 Ag Association did, from a TV ad or choosing your theme9 for 2014 had to be run by the Governor's office? It10 wouldn't work. There is a specific exemption in State11 statute that says you can, as a Board. It empowers you12 to approve promotional materials, without having to wake13 up and find out that Governor Brown is in China next14 week, and we can't roll out our promotion.15 So there is already a lot of things like that,16 in statute, we continue to work on. When we were working17 last year, there were people from your Preservation18 Society that were concerned about the Ma bill. They were19 concerned that it made changes in open meeting laws. It20 does not. They were concerned it made changes in control21 over real estate. It does not and did not. And it made22 changes over civil service employees. And it does not23 and it did not.24 I mean Fiona Ma was a leader of the Democratic25 Party and the assembly at the time. We're not going toHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626166

1 ask our author to risk her reputation to do anything that2 would irritate State employees, organized labor, or3 jeopardize property issues, stuff like that.4 The bill does try and give you, this Board,5 greater control over what the State calls personal6 property: Vehicles, equipment, things like that.7 I'll just give you a quick example. I know you8 guys have a had a long day. If you're is a small Fair in9 Siskiyou County, and you determine that your tractor is10 now no longer useful, you surplus it. That's the term I11 was looking for. State law requires that you ship that12 tractor to Sacramento, that it be auctioned, and the13 proceeds go into General Services. So that small Fair is14 going to pay about $1500 to ship its tractor to15 Sacramento. It's going to be sold at auction for about16 $300, and the State is going to keep the money.17 We think the local Fair Board should either be18 able to bid that wrecked tractor or find somebody to buy19 it locally, not put it on the road to Sacramento. That's20 actually a common example that we hear from Fairs, their21 challenges just dealing with what they call fleet.22 And again, you guys probably have a variety of23 vehicles. Your average Fair, one truck, two tractors,24 maybe a water truck for the arena. That would be about25 it.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626167

1 This bill is going to take a while to go through2 the process. And again, you guys, your membership is3 voluntary. And your participation in this is sought4 after by us. So we're very interested in now, later.5 You might want to wait until the next round of6 amendments; because, like I already said about the7 auditing section, we are trying to find ways to make that8 work. But ultimately its goal is to empower your9 decision making, and not take any decisions away from10 you, not mandate that you can only have a audit or you11 can only do this and that. It's to allow you to make12 those decisions here. And we realize that your decision13 making is much more challenging.14 I was saying to your Board Chair, I've been to a15 lot of Fair Board meetings. This one had different16 subjects going on than you usually find at a small rural17 town. Usually there is nobody in the audience. When I18 go to a small Board meeting, I'm it. And so I couldn't19 even get in here this morning. I was a little late from20 the airport.21 But we really appreciate the support of the OC22 Fair. It really means a lot to the other Fairs and all23 the other Fair related businesses which are represented24 here today. I see a couple of them here. But there are25 a lot of businesses. And I would tell you, if we were toHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626168

1 survey all the 450 businesses we represent, from2 carnivals to entertainers: What's the most awesome fair3 to play, to be a participate at? What's the Fair that4 our office gets the most calls about? Gosh, how do I get5 ahold of the people who are at the Orange County Fair?6 It would be yours.7 So congratulations for that.8 Questions for me?9 CHAIRMAN DOUGLAS LA BELLE: Thank you for your10 comments. We do have, before we go to the Board, we do11 have one public comment on this. Looks like we have two12 public comments on this. And you may be able to answer13 some of those questions.14 MR. STEVE CHAMBERS: Okay. Excellent. No15 problem.16 MS. REGGIE MUNDEKIS: Hi. I'm Reggie Mundekis,17 and I went to the Western Fairs Convention in Reno and18 had a great time. It's a small, very fun convention, and19 one of the few places where you get to meet musicians and20 see the Monster truck and eat all the fried food and get21 away with it.22 And I think that Western Fairs is a great23 organization, and they do a lot of good things. And I24 understand that we at Orange County are the odd balls25 among Fairs. We are a Mega Fair. Okay? We have anHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626169

1 embarrassment of riches down here, because of our2 location. And that there are many Fairs where the3 attendance of the Orange County Marketplace on the4 weekend is twice the annual attendance at their Fair. We5 are not the norm. We are the outlier.6 And I appreciate Western Fairs' efforts on the7 legislation, but the easiest way to explain this is that8 much of the legislation they write is way too broad.9 They try to kill flies with Sherman Tanks, if you will.10 Rather than trying to target specific areas that11 need to be changed, they come in with legislation that's12 very broad that will take -- you know, that will enable13 much of the mischief that we have been going through for14 the last four years and much of the mischief that goes on15 with CFFA, CCA and CFSA.16 One of the other challenges is that you would17 think that Western Fairs would be able to pick up on some18 of the experiences and some of the bad things that have19 happened down here, and try to make sure that, when they20 write their legislation, that they understand that there21 is a huge problem with the whole the idea of telling22 somebody: You only need to have an audit every23 five years. How is that going to help anybody?24 One of the things we have to remember that makes25 California unique is that public money was used to fundHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626170

1 our network of Fairgrounds. That was the horse racing2 money. And since the Fairgrounds were founded as a State3 network, more public money has been put into them to4 purchase land, build buildings and other things. And5 this has not happened in other states.6 So when we talk about governance issues, you7 also need to think about the gross investment that's been8 made by the public in these Fairgrounds. And that even9 though they're not receiving a subsidy this year from the10 State, there still is substantial investment in property,11 plant and equipment paid for by the public; so there12 needs to be a middle ground here.13 You, know I know that DGS is a bear to deal14 with. Okay? I know that like they held up your easement15 on something for ten years. I know they killed the16 cheese factory tour at the Del Norte Fairgrounds. Okay?17 I know that they're not -- that describing them as not18 user friendly is being very generous. Okay?19 But there has to be a middle way to fix the20 problems without throwing out everything, without21 throwing out all the checks and balances. And that's22 what we need to see. And maybe there needs to be more23 discussion about what the exact problems are and what24 needs to be fixed and addressed. We don't want to let25 everybody lose and end up with a huge mess in some areas.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626171

1 So thank you.2 CHAIRMAN DOUGLAS LA BELLE: Theresa Sears.3 MS. THERESA SEARS: I am very, very happy that I4 am not going to Sacramento on Easter again to drive to5 testify, so that was great news yesterday. I have been6 involved with the legislation process for the last7 four years. I've been to Sacramento 14 times. I've8 testified. I've met with legislators. I've worked early9 with Fiona Ma, with her when the Cow Palace was still on10 the chopping block. I watched how she got it off, versus11 over here. The Fair Board at the time didn't try to get12 ours off the chopping block.13 Worked with legislation with Jose Solario: AB14 1590, 1790, AB 35.15 Last year Fiona put forth AB 2435, and we16 opposed it; and went up there, and I met with her. I17 explained to her what the bill was about. She really18 didn't quite get it. I mean, I think she was trying to19 do a good thing.20 Once I told her about the underlying21 consequences, the land use issue challenges, the22 transparency, the oversight, all those things, she said,23 "Wait a minute," and called a meeting. We had a meeting,24 and the meeting was held in her office. And we laid it25 out, and we discussed it. And I was there, so I knowHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626172

1 what happened with AB 2345. It did not advance. It did2 not get out of committee.3 I was a friendly opposed to the Ag Committee4 last year, and I explained that. She was totally5 appreciative of that. After I testified, she discussed6 the fact that she was so grateful to the Orange County7 Preservation Fairground Preservation Society for the work8 that we have been doing, so -- not just myself, but our9 entire group.10 We're opposed on this bill. I'll be back up in11 Sacramento, doing the exact same thing; because I know12 that Mr. Chambers -- I appreciate him explaining that he13 does not understand about this Fairgrounds. He doesn't14 understand about unintended consequences. He doesn't15 understand about complex land use issues.16 And what you end up doing is this bill is a17 weakening of the network of Fairs, when we need to18 strengthen it. And I am in total support of helping the19 small Fairs. We want to figure that out, and we want to20 be part of the solution. We're not just opposition.21 This bill is bad news. It's not going to go22 anywhere. You've got to remember: Fairgrounds, for the23 most business, their cash cows, a lot of money. Cash24 comes through these places, $2.5 billion industry in this25 State. It's quite an engine, the network of Fairs. It'sHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626173

1 quite an engine, and it's something that needs to be2 improved. But the last thing you want to do is you want3 to take away the oversight, the transparency, and allow4 someone to take our cash cow.5 So I don't know. You know, you talk about the6 give the buzz words, the local control; and you give the7 examples of, yeah, the tractor, and this and that. What8 about the guy that's actually stealing the tractor?9 There is a lot in here that it's just not well thought10 out; and it's unfortunate, because we are going to spend11 another round of energy going back up to Sacramento.12 But you know what? The good news is we get to13 educate our legislators. And I did the other day,14 yesterday. And it was like they had no idea, and they15 were like really interested. So I just look at it as16 educating the public, educating the decision makers,17 educating our Board members; because you don't come in18 contact with this. I understand it a little bit better,19 and it's unfortunate that we haven't been able to work20 together.21 Reggie and I went and testified at the22 Hoover Commission, so we have been engaged. We have been23 very engaged about this. And it's very interesting to24 me; because, as you all know, I'm an environmentalist,25 and I care about land use issues, and I care aboutHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626174

1 conserving property for the public.2 This is that kind of property, even though it's3 not environmental in the sense of gnatcatchers and all4 that. It's really important, this network. So right5 now, I say: Oppose the bill.6 CHAIRMAN DOUGLAS LA BELLE: Theresa, have you7 had the opportunity to sit down with Mr. Chambers and8 kind of go through your concerns?9 And, if not, would you be willing to do that?10 MS. THERESA SEARS: Oh, the last -- I don't know11 Mr. Chambers. I met him just briefly at the12 Hoover Commission. And we said, "Hey, let's work13 together."14 The last time I heard from him -- and I hardly15 remember what he looked like -- he was on the phone,16 yelling to me that I was going to testify against the17 AB 2345.18 And I'm going, "Who is this guy yelling at me?19 I'm getting ready to go testify, and I'm getting yelled20 at."21 So I mentioned it to his lobbyists after that22 meeting. I gave him my card. I said, "Please, let's23 figure it out." And to this day, not one phone call.24 So I am always open, Doug; but my experience has25 not been so hot.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626175

1 CHAIRMAN DOUGLAS LA BELLE: Well, it's a new day2 now.3 Steve, would you be willing to sit down and meet4 with Theresa?5 MR. STEVE CHAMBERS: I'm willing to go back to6 the microphone.7 CHAIRMAN DOUGLAS LA BELLE: Okay.8 MR. STEVE CHAMBERS: We're a small company with9 very limited resources. We're willing to do what you10 tell us to do. You're our client.11 If you think about it, just with California12 Fairs, 78 of them, many of them with local groups very13 interested in the Fair: Rotary Clubs and Equestrian14 Center teams, and all those other special interests that15 have an investment in the Fair. And I say that in a16 positive way. We don't have the resources to do that.17 You know, everybody has a different perception18 of history. I was very frustrated with Orange County19 Fair Preservation Society's opposition to Fiona Ma's20 bill, because they were claiming that there were things21 in the bill that -- if I was yelling, I apologize for22 that. I was probably yelling, "Why don't you read it?"23 And I would like to point out that I realize24 everybody has a different perception of things that go25 on; but after their testimony, the bill passedHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626176

1 unanimously.2 So I am reluctant to commit to spending a lot of3 our extremely limited resources. I have 80 assembly4 members and/or -- yes, 87 members and 40 Senators that I5 have to work with, we have to work with, with their6 staff.7 Now, I will tell you a simple solution that's8 happened before with this Fair. When we were developing9 off-track betting as a new revenue source for small10 Fairs, it became a very controversial issue in this area.11 Your local legislators did not like the idea of having12 off-track betting at the Orange County Fairgrounds. But13 primarily, another special interest, Los Alamitos Race14 Course, didn't want you to have off-track betting;15 because they felt it would conflict with their interests.16 At some point we had to just say, "okay", and exclude you17 from the legislation.18 So I'm certainly willing to would work with you,19 any members of your Board. If you work with community20 groups, and if come back to us and say, "Steven, this21 just doesn't fit. This doesn't work for us."22 That is two sentences in any statute: None of23 these changes or none of this statute applies to the24 32nd District Ag Association. Because you're already25 spelled out in statute. It's a very easy thing toHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626177

1 explain.2 But I think that I just -- my role in educating3 and working with members has to be focused on members.4 And let me just clarify a couple other things. Fairs as5 public facilities are not unique. We did lead the way6 with legalization of horse racing in 1933, and the7 concept of utilizing it to fund Fairs. 37 other states8 and every Canadian Province did so as well.9 There are Fair networks in almost every State10 and every Canadian Province. All of them operate with11 many of the same challenges you deal with: Land use12 issues, public versus private, all those kinds of things.13 Many of them, frankly, are at the size you're at. I was14 giving you a comparison to California Fairs, but15 certainly the folks at the Calgary Stampede, at the16 Arizona State Fair, the P&E in Canada, the Tuolumne Fair17 outside of Seattle. They live with many of the18 challenges that you face in this Board room. And we do19 have experience with those, but all of them are sitting20 in some way or other on public property, and dealing with21 the challenges that come with that.22 I have to leave you with the irony as somebody23 who has watched the issue of sales of Fairgrounds his24 entire career, including this one. This last round was25 not new. This happens cyclically. I don't think thereHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626178

1 is a Governor that I can think of, except Brown, who was2 Governor when I first started with the company, who3 hasn't proposed the sale of Fairgrounds at some point4 during their career. And this last round, it wasn't just5 you. There were five Fairs proposed for sale. And if I6 were rating what Fair gets put on the chopping block more7 often, I hate it tell you. It's not you. It's the State8 Fair. Reagan campaigned for Governor, promising that he9 was going to sell the State Fair as soon as he was in10 office. He didn't get it done. I would say Cow Palace11 comes second, and you're probably in a three-way tie with12 Del Mar and Ventura.13 We have worked hard to make statutes that make14 this very difficult for the State to do; because, again,15 we want that decision to be local. And there are times16 when Fairs have sold their property locally here in17 California, but for one purpose only: To relocate. And18 you have two in the southern area, the Antelope Valley19 Fair worked in partnership with the city, sold their20 Fairgrounds. And because of the statutes that we21 created, your organization included, unlike any other22 piece of State property, when a Fairgrounds is sold, the23 money goes into Fairs & Expositions Fund and is held for24 three years, and is available to you. That's one of the25 challenges that was in the way of the other people thatHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626179

1 were trying to transact this Fairgrounds. So we put up2 some of the road blocks that they had to work their way3 around.4 Now, I know success has many fathers, and that5 there are certainly groups that worked hard to prevent6 the sale of this Fairgrounds the most recent time, and7 they should be proud of it. But you know what? Other8 Fairgrounds were on the chopping block as well. We made9 sure that they weren't sold. We have been here before.10 We know what we're talking about in this regard. It's11 something that's an ongoing challenge, particularly for12 urban Fairs. Most urban Fairs were built on the13 outskirts of town, initially.14 California State Fair, where I live in15 Sacramento, you know, nobody had businesses on our side16 of the river. Then the town grows up around it, and17 developers start licking their chops and saying,18 "Wouldn't that be great if we could sell that property."19 This is not news to us. Public funding for20 Fairs is not unique to California. We have been around21 this statutory development of these issues for a long22 time, and we are deeply interested in your opinion.23 And if you want to set up meetings with the24 other groups, other special interests here, whether it's25 the Equestrian Center, the swapmeet, the PreservationHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626180

1 Society -- you know them better than I -- who are your2 stakeholders; and you want to talk to them and hear their3 concerns about Senate Bill 741, then by all means, we're4 going to listen to your team, whether it's your Board of5 Directors or your CEO telling us. And we're going to act6 immediately; because, again, you're the client for us.7 You're our member, and we really appreciate your8 membership.9 CHAIRMAN DOUGLAS LA BELLE: So to summarize, so10 if I understand what you're saying, if we were to11 agendize this bill for our next Board meeting.12 MR. STEVE CHAMBERS: Yes.13 CHAIRMAN DOUGLAS LA BELLE: And have dialogue14 among the Board members and our --15 MR. STEVE CHAMBERS: Absolutely.16 CHAIRMAN DOUGLAS LA BELLE: Our partners. And17 out of that process, the Board could say: We would like18 this, this, and this excluded from the bill, as it19 relates to the Orange County Fair and Event Center, you20 would be an advocate?21 MR. STEVE CHAMBERS: I don't have a problem with22 that. Absolutely.23 I will say that that's the nice thing about the24 legislative process. It's frustrating sometimes; but the25 legislative process -- and I started my career workingHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626181

1 for Senate Rules Committee and fell in love with Fairs.2 I grew up in the East. I'd love to say I'm a former3 4H-er, but I'm not. I just fell in love with what they4 do for their communities. But when you look at the5 statutes as they pertain to Fairs, they're complicated.6 But the process is also set up -- most bills7 fail every year. There is a million ways for bills to8 fail. They all have to go through a cumulative process:9 Senate, then the Assembly, and back for review. And10 then, at the very end of the day, your boss, ultimately,11 you the Board members here, Governor Brown, can just veto12 it.13 So there is only one way a bill gets passed, and14 that's when everybody agrees: The Majority and both15 Houses, and the Governor. So we are not going to do16 anything to jeopardize this bill for our -- you know, we17 don't want the Orange County Fair weighing in and saying18 it's opposed. Local groups, we are not beholden to them;19 but you guys matter a lot to us.20 So I would also suggest though that the bill,21 right now, you wait another -- I'll make sure that your22 team gets the amended version; because it takes time to23 get those amendments to counsel. They've got to come24 back. That's why we put it off until the 16th. We are25 making some changes in the audit section and things likeHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626182

1 that. So we'll have that back to you.2 CHAIRMAN DOUGLAS LA BELLE: And when would you3 expect the amended bill?4 MR. STEVE CHAMBERS: We should have it by about5 a week from tomorrow, have it in print; and I can ship6 off to you. And again, it will probably continue to7 evolve from there.8 DIRECTOR STAN TKACZYK: Thank you. Two things:9 One, our dues you mentioned are voluntary.10 How much are they? Do you know?11 MR. STEVE CHAMBERS: Well, you know, dues are12 based on attendance and budget size, with a cap. So your13 dues -- I know you're dues. Almost any other Fair, I14 couldn't necessarily tell. But you're at the cap.15 I believe your dues are like $3500 a year. But16 you support us in a lot more ways than that. You've17 helped underwrite training programs. You've hosted18 events at your Fairgrounds. Believe me, as we sit down19 planning our 2014 convention, which will be in early20 January at the Anaheim Marriott, we're already looking to21 reaching out to you, saying: What programs can we do for22 Fair Directors in particular? Because there is a whole23 bunch of new directors out there. The Governor has 47124 Fair Board appointments, and a lot of them are struggling25 in ways that you're not. They're showing up at thisHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626183

1 community jewel, the Tolusa County Fair, that they have2 loved since they were a kid, and they're realizing at3 their first Board meeting they might not be open next4 year. So they're under tremendous pressure.5 DIRECTOR STAN TKACZYK: You just said something6 to pique my interest. You also said we sponsor different7 events.8 MR. STEVE CHAMBERS: Yes.9 DIRECTOR STAN TKACZYK: Were we presented that?10 And do we vote on that, as a Board, from staff? Does11 that come to us?12 MR. JEROME HOBAN: Not traditionally. But we13 could, yeah, so that everybody -- you might even get more14 money.15 MR. STEVE CHAMBERS: You guys have been awesome16 to us for a long, long time.17 DIRECTOR STAN TKACZYK: That's a good thing and18 a bad thing.19 MR. STEVE CHAMBERS: No, and I understand that.20 I understand that. You get irritated at us.21 DIRECTOR STAN TKACZYK: As long as we know the22 money that's going out.23 MR. STEVE CHAMBERS: When I first came to this24 Fair, I believe Ken Falks was the general manager. He's25 passed away. He's in the WFA haul of fame. He wasHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626184

1 president of Western Fairs Association, and I figured out2 right away this was a Fair that is going to play a big3 role in leading the other Fairs.4 DIRECTOR STAN TKACZYK: So since you know our5 dues, what do you think we've contributed on those other6 events?7 MR. STEVE CHAMBERS: Oh, it depends. You know,8 you tend to have done more.9 DIRECTOR STAN TKACZYK: Give me a dollar amount.10 MR. STEVE CHAMBERS: Probably at least11 20-$30,000, in terms of -- and our budget is about a12 million dollars. So it gives you an idea of your13 perspective to us. But you also tend to send people.14 You know, every organization has its own culture. The15 culture of the Orange County Fair, as far as staff and16 Board participation in training opportunities is at the17 high end.18 So we get -- I'd have to go back and see. So19 you send people when there is a training conference.20 Somebody mentioned Maintenance Mania. You hosted21 training for maintenance workers here at the Fairgrounds.22 So some of the investment you've made with us, frankly,23 you'd have to go back, and because it might be in terms24 of services.25 We had a fantastic event for all of our clientsHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626185

1 in your hangar building, and it was just fantastic. And2 I'm sure your team helped us out, whether it was staff3 time, or in ways that would be harder for me to quantify.4 DIRECTOR STAN TKACZYK: So the other question5 is, then, from what Theresa said and hearing what you've6 said in regards to conversations that went on with her7 and you, it sounds like -- and I can understand why you8 would listen to maybe local groups, because they may not9 have had the blessing of the Board.10 But for our group and for Theresa's sake, would11 it not be best for both sides, us and Theresa, for her to12 bring things to the Board and get our blessing; and then13 you know that it's coming from us and her?14 MR. STEVE CHAMBERS: Thank you. It has to come15 from you. We have -- and in particular within larger16 Fairs, in urban areas, there tend to be two kinds of17 local groups. One, most larger Fairs have an actual18 charitable arm, a friend of the Fair type entity, usually19 focused on scholarship or ag education or things like20 that. And I'm not sure the exact construct of yours.21 But then at most larger Fairs there happen to be22 usually groups that -- the neighbors association against23 concerts at the Fair. I'm making that up. But almost24 every big Fair has one.25 Now, me personally, it makes me a little crazy.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626186

1 You would think that if you moved onto a street that's2 called "Fair Avenue", and you saw a fair facility across3 the street, you might assume there would be noise there4 now and then. But that is more typical in urban areas.5 Our organization, we would not be doing our job6 to you if we were to start running legislative things by7 local groups that, in fact, maybe contrary to your8 success. They may not be interested in your success.9 I'm not saying about this group. But it has to come from10 you.11 DIRECTOR STAN TKACZYK: I'm just saying if we12 worked together and you get the word from us that it's us13 and Theresa or that group who are in concert with one14 another.15 MR. STEVE CHAMBERS: Absolutely. But I don't16 care about the first part.17 DIRECTOR STAN TKACZYK: Maybe those yelling18 matches would stop.19 MR. STEVE CHAMBERS: Oh, yeah. Very interested.20 Because, again, we have had situations where -- this21 isn't new to us -- where we're supporting something for22 Fairs, and there is a group in opposition from the23 community; but they're in opposition, because they're24 basically opposed to the Fair.25 DIRECTOR STAN TKACZYK: Thank you.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626187

1 MR. STEVE CHAMBERS: Other questions for me.2 Very appreciative of your time. I know you guys3 are tired. You've had a long day. I really appreciate4 it. Thank you.5 CHAIRMAN DOUGLAS LA BELLE: Thank you, Steve.6 Appreciate it.7 CHAIRMAN DOUGLAS LA BELLE: I know Kristina has8 to leave very shortly, and I don't know that we're going9 to get through the entirety of the agenda.10 I would like to briefly go through the next11 item, so we can give an update to the Board relative to12 the Fair Sale Review Committee recommendations.13 MR. ROGER GRABLE: We also have a consent14 calendar issue.15 CHAIRMAN DOUGLAS LA BELLE: Good point.16 The Board, at its last meeting, February 28th,17 considered the recommendations of the Fair Sale Review18 Committee, and had a very lengthy discussion on the19 various items, and took some very specific actions.20 As a result of those actions, staff prepared for21 the Chair's signature letters that went out to all of our22 legislative delegation regarding the appeal of the23 current legislation. Those letters went out.24 We also conveyed to the Department of Food and25 Agriculture the Board's action relative to looking intoHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626188

1 the various actions of the agency we just heard from, the2 one with all the initials.3 MR. JEROME HOBAN: CFFA.4 CHAIRMAN DOUGLAS LA BELLE: CFFA. So that5 letter was transmitted.6 We have also forwarded to the Attorney General's7 office a letter relative to their representation of the8 Fair Board.9 And we also specifically met with the District10 Attorney's office, Jerome, myself and Mike McCrary, who11 was the Chair of the Fair Sale Review Committee, met12 yesterday with two of the Deputy District Attorneys; and13 we conveyed the Board's actions. We indicated that it14 was our desire as a Board to move forward, and we very15 specifically provided them with all of the documents that16 we had provided them, with information in terms of17 contacts with Theresa Sears, and urged them to sit down18 and meet with her and her information. And Mike McCrary19 has offered to be a part of that discussion.20 So we have basically laid out everything to21 them, per the Board's action; and it is now in their22 hands. We talked a little bit about the forensic audit23 and felt that, as the Board discussed and acted24 upon, it's more in the purview of the District Attorney's25 office, that has subpoena power and other abilities, toHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626189

1 gather information that we, as a Board, and obviously the2 Fair Sale Review Committee did not have.3 We have in the staff report there are some4 specific policy changes that are going to be needed in5 the governance policy. And as I mentioned earlier in the6 meeting, that will come before the Board at our April7 meeting, for formal implementation, I guess.8 MR. JEROME HOBAN: For clarification, are you9 talking about drafting the amendments to the policy, or10 are we speaking more to training that we were going to11 implement with staff and the Board?12 CHAIRMAN DOUGLAS LA BELLE: Well, the objective13 of the review of the governance policy at the next14 meeting was to begin our review of all of the policies,15 as set forth by the Board, and begin the process relative16 to the Bagley-Keene training and that sort of thing.17 MR. JEROME HOBAN: Correct.18 But to clarify, the policies that were amended19 at the last Board meeting have been drafted into your20 manual, of which you were provided. So that's already21 done.22 CHAIRMAN DOUGLAS LA BELLE: I stand corrected.23 Yes.24 MR. JEROME HOBAN: If anybody sees anything that25 doesn't look right, please bring it to our attention. WeHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626190

1 tried to draft them into the policy per the exact2 language that was provided in the Board reports.3 And then to your point, hopefully we schedule4 our policy update review, as well as Bagley-Keene5 training and conflict of interest training and all of6 that, for next month.7 CHAIRMAN DOUGLAS LA BELLE: Okay.8 DIRECTOR NICK BERARDINO: Mr. Chairman, I have9 one question. Is the letter to the District Attorney10 included in our packet?11 CHAIRMAN DOUGLAS LA BELLE: I think it was.12 MR. JEFF WILLSON: I don't know if I did include13 it.14 MR. JEROME HOBAN: Was that one not in there?15 MR. JEFF WILLSON: It was a cover letter.16 CHAIRMAN DOUGLAS LA BELLE: And it wasn't17 specifically related to the Board's actions; but the18 intent, clearly, was to report on it. And Jeff can --19 MR. JEFF WILLSON: It was a cover letter20 explaining what was in the packet we gave them.21 CHAIRMAN DOUGLAS LA BELLE: Are you talking about22 the District Attorney?23 DIRECTOR NICK BERARDINO: Yeah. The letter to24 the district attorney's office.25 CHAIRMAN DOUGLAS LA BELLE: It was just a coverHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626191

1 letter that transmitted the information and the disk with2 that. But it's obviously a document that I signed, and3 clearly can be provided.4 MR. JEROME HOBAN: It also stated what the5 motion of the Board was in that letter. But we can -- if6 it's not in there, we can get it out. No problem.7 CHAIRMAN DOUGLAS LA BELLE: Obviously staff will8 do that.9 MR. JEROME HOBAN: Do you want me to do the last10 thing?11 CHAIRMAN DOUGLAS LA BELLE: Yeah. Go ahead.12 MR. JEROME HOBAN: Item 9F is really a13 housekeeping item. The Fair Political Practices14 Commission has updated some language in their manual15 that, in turn, affects our governing policies with regard16 to Fair tickets.17 This is our current policy. Pacific18 Amphitheatre Concerts/Arena -- and the bold part is the19 addition, if so passed -- Memorial Gardens Marketing20 Functions Tickets: "Each Board member may request up to21 six complimentary tickets to each concert, arena22 event --" and we're trying to add hangar event -- "and/or23 nightly Memorial Gardens Marketing Functions for24 themselves, their spouse and dependent children, or no25 nor than one guest." It's or "no more than one guest" isHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626192

1 what the FPPC changed in their policy; so we wanted to2 update our policy, to reflect the same.3 That also makes it so that if one of the Board4 members is coming that evening on that particular night,5 because it's a long Fair, their spouse isn't coming or6 their partner is not coming with them, they can still7 bring a guest, so they're not going alone.8 MR. JEFF WILLSON: That also accommodates single9 Board members.10 MR. JEROME HOBAN: Yes. It also accommodates a11 single Board member, that doesn't have a partner.12 So that is the bolded language, and that is what13 staff is recommending, that policy change.14 CHAIRMAN DOUGLAS LA BELLE: And that's based on15 a change in the FPPC regulations?16 MR. JEROME HOBAN: That's correct.17 DIRECTOR STAN TKACZYK: So we get six?18 MR. JEFF WILLSON: Up to six, based on that19 criteria. Like one for you, one for your spouse, and20 then one for each child. But then you can purchase the21 other four.22 But someone like Ali, who was only getting one;23 but he could be in a long-term relationship, you know.24 DIRECTOR STAN TKACZYK: Well, this is a policy I25 wanted to really discuss, about adding actually for twoHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626193

1 guests for Board members.2 MR. JEFF WILLSON: This is the limit set forth by3 the FPPC. So once they vet it again, it may not pass4 muster with them.5 DIRECTOR STAN TKACZYK: Okay. Is that law, or6 what is that? I mean, that's their blessing; but is that7 law?8 MR. JEFF WILLSON: We could be found in9 violation of the Fair Political Practices Commission.10 MR. ROGER GRABLE: It's a regulation. It's a11 force of law.12 DIRECTOR STAN TKACZYK: But can we request a13 change?14 MR. JEFF WILLSON: They would have to change the15 law.16 MR. ROGER GRABLE: You can make an application17 to them, requesting that the regulation be revised.18 DIRECTOR STAN TKACZYK: That's where I would like19 to go with this, is to make a request for a change; and,20 you know, not put us in violation.21 And what I would like to propose, and certainly22 kind of a change of where I was when I first came on this23 Board; and that is because there is an inconsistency in24 my mind on some of the regulations here. But to allow a25 Board member to have the two tickets, one for themselvesHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626194

1 and their spouse, and also two guests. And then, if they2 want the other, the fifth and sixth one, then they can3 purchase it.4 That's what I would like to propose, that we5 send them some language, that we discuss amongst the6 Board members. I've had a lot of thought on this, and I7 want to bring it up now.8 CHAIRMAN DOUGLAS LA BELLE: Roger, what would be9 the process?10 MR. ROGER GRABLE: What I would suggest you do is11 you act to approve this modification; but that you also,12 as part of that motion, direct the staff to communicate13 with FPPC the fact that this Board would like to have,14 what I believe the more appropriate act, would be to15 permit up to two guests. And to reflect the fact that --16 DIRECTOR STAN TKACZYK: And for many who are17 single; because there are some real issues, as far as I18 think fairness, in the way it's written.19 MR. ROGER GRABLE: And I think the staff can20 draft that and circulate that to everyone, before that21 letter goes out.22 MR. JEROME HOBAN: For clarity, are you23 suggesting that it be "and up to two guests", or "or"?24 Because the way this is written, it's "or no more than".25 Meaning that if you were not with your familyHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626195

1 members, then you can bring a guest.2 DIRECTOR GERARDO MOUET: That's what the current3 version is.4 MR. JEROME HOBAN: Correct. But what I heard5 you saying is "and two guests".6 DIRECTOR STAN TKACZYK: I hadn't thought that7 through, to that point.8 What my intentions were is that if I come with9 my wife, and I want to ask another couple to come with10 me, I would be within legal limits to want to do that.11 MR. JEROME HOBAN: I think the language would be12 "and up to two guests". So we can work on that, and then13 we can ask the FPPC to review that language.14 DIRECTOR STAN TKACZYK: Theresa, I saw your hand15 go up there.16 MS. THERESA SEARS: No. I put a card in for the17 other issue, but that's okay.18 CHAIRMAN DOUGLAS LA BELLE: One can also argue19 that our children are dependant forever, but that's20 another issue. I won't go there.21 DIRECTOR STAN TKACZYK: Not that I need to give22 an explanation, but I will. It's that I always like to23 promote the Fair; and I spent a lot of money bringing24 people to the Fair, to every event. And I just thought25 it really would be in my best interests if I could bringHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626196

1 new people in. They could share the experience, and2 that's my intention. And I know that I think some of my3 other Board members would be able to do the same thing.4 I welcome any comments, criticisms, or anything5 in that regard.6 CHAIRMAN DOUGLAS LA BELLE: So is there a motion7 to approve the staff recommendation, with the provision8 that a letter be forwarded to the FPPC?9 DIRECTOR NICK BERARDINO: Move it.10 DIRECTOR GERARDO MOUET: I'll second.11 CHAIRMAN DOUGLAS LA BELLE: Okay.12 Any Board discussion? All those --13 MR. JEROME HOBAN: Can we take public, if there14 is any?15 CHAIRMAN DOUGLAS LA BELLE: Is there any public16 comment on this issue? I'm sorry, Theresa, you had17 wanted to speak on?18 MS. THERESA SEARS: The past issue.19 CHAIRMAN DOUGLAS LA BELLE: We'll go back.20 MR. ED STRAUB: Just a comment. I'm glad that21 Jerome recognized the difference between "and" and "or".22 CHAIRMAN DOUGLAS LA BELLE: Okay. With that,23 we have a motion and a second.24 All those in favor, signify by saying "aye".25 Those opposed?HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626197

1 Motion carries.2 CHAIRMAN DOUGLAS LA BELLE: Let's go to consent3 calendar real quickly. I know Kristina has a time frame.4 Are there any specific items that any Board5 member wishes to have pulled for discussion on the6 consent calendar?7 Jerome, are there any you wanted to?8 MR. JEROME HOBAN: No.9 CHAIRMAN DOUGLAS LA BELLE: Okay. Is there a10 motion, then, to approve the consent calendar?11 DIRECTOR GERARDO MOUET: I move to approve.12 DIRECTOR KRISTINA DODGE: Second.13 CHAIRMAN DOUGLAS LA BELLE: Motion and a second.14 Any further comments? Any public comments on15 that? Okay.16 All those in favor, signify by saying "aye".17 Opposed?18 Motion carries.19 I don't think we can do the minutes, can20 we, Jeff? Kristina wasn't at the last meeting, I don't21 believe.22 MR. ROGER GRABLE: Technically, she can vote on23 it. She can abstain, since you had a quorum present the24 majority of a quorum.25 CHAIRMAN DOUGLAS LA BELLE: Okay. We have theHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626198

1 minutes from the Board meeting of February 28th.2 Is there a motion to approve?3 DIRECTOR GERARDO MOUET: So moved.4 CHAIRMAN DOUGLAS LA BELLE: Second? I'll second5 it. Okay. All those in favor, signify by saying "aye".6 Opposed?7 Motion carries. Okay.8 Is there any other items of business that we9 have? Theresa, you want to comment on the last item?10 I'm sorry.11 MS. THERESA SEARS: That's all right. Just one12 comment about the Fair Sale Review Committee. Had I been13 here last meeting, I would have asked about my public14 records requests. I made that request looking for the15 boxes, the Nossaman Platinum and the Fuller, those boxes.16 And I realize everyone believes that we're not17 going to get them. And that may be the case, that could18 be the case. But rather than predict the future, I was19 hoping that we would get some direction. Because part of20 the Public Records Act requires that there is helping.21 There is help.22 And so what I do know for sure is if you look at23 the contract, and you read the Nossaman contract -- and24 Roger, I think you have that -- you see item number25 eight: Ownership of documents.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626199

1 When somebody has worked for you, what happens?2 Do you have a right to them? Are they yours or whatever?3 If you look at item number 8 in the Nossaman contract,4 you will see that all the work memorandums, any kind of5 photographs, written graphic material, however produced6 by the contractor -- so that's Nossaman and LSA and7 Fuller and all that -- become the property of the client.8 And we are the client. So because they did the work for9 the client, which was the OC Fair.10 So all I would ask is that there just be a11 demand letter to Nossaman that demands the boxes. And12 then, whether we get them back or not is going to be --13 well, that's in the future.14 I, as a public member, do not have the right to15 third party contract things, but the Board has that16 right. So I'm asking if you would consider doing that,17 just a demand, simple letter: Send us the boxes of all18 of this. And then see what happens.19 DIRECTOR NICK BERARDINO: This, I think, would20 require an action item.21 MR. ROGER GRABLE: It does require an action22 item. We can agendize it and take it up at the next23 meeting.24 MS. THERESA SEARS: Okay. That's fine. I25 didn't get that.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626200

1 DIRECTOR NICK BERARDINO: No, I think we ought to2 take it up at the next meeting; because if we're going to3 send them a demand letter, we need to be prepared that if4 they don't give us the materials, we initiate litigation.5 So I'd like to see it agendized for the next6 meeting, which would be an action item to send them a7 demand letter and consider being prepared to litigate, if8 they don't provide the documents.9 DIRECTOR STAN TKACZYK: Okay. You've get them10 on the list.11 Who else can we add to that list?12 MS. THERESA SEARS: Well, Roger would have to13 review the contract. That's his area of expertise. It's14 item number 8. You have it. Okay? And just read it.15 You'll be able to determine your thoughts on it.16 And that's everyone in the mix, in my mind. It17 would be.18 MR. ROGER GRABLE: I think her question was19 someone other than Nossaman.20 DIRECTOR STAN TKACZYK: Yeah. That's what my21 question is. Someone other than Nossaman.22 Have we gotten everything from LSA?23 MS. THERESA SEARS: Well, LSA is part of it, and24 then Fuller. That's the appraiser.25 DIRECTOR STAN TKACZYK: I personally have beenHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626201

1 chasing him, and he hasn't returned my phone calls.2 MS. THERESA SEARS: That's why there is a letter3 demand.4 And Platinum.5 DIRECTOR STAN TKACZYK: So we'd like to add6 Platinum, Fuller and Nossaman and LSA to that letter7 list.8 MS. THERESA SEARS: Yeah. And you know the9 ruling is that all personal devices; all that is10 searchable.11 CHAIRMAN DOUGLAS LA BELLE: And if we could have12 the letter drafted, as a part of the packet, then we13 could discuss it at the Board.14 DIRECTOR STAN TKACZYK: Is there anyone else?15 MS. THERESA SEARS: Well, if there is anybody16 that pops in my mind, I will definitely let you know.17 DIRECTOR STAN TKACZYK: Would you, please?18 MS. THERESA SEARS: Right. I can do that. Yes.19 DIRECTOR STAN TKACZYK: Thank you.20 MS. THERESA SEARS: Yes, sir.21 CHAIRMAN DOUGLAS LA BELLE: I think we can also22 copy the District Attorney on that letter, once the Board23 acts, to put a further piece of information into the pile24 over there.25 CHAIRMAN DOUGLAS LA BELLE: Okay. I would likeHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626202

1 to get some direction from the Board here. We are now do2 you know to four members, or five, soon to be four. I3 think the closed session, I'd like to suggest that we4 have an adjourned regular meeting relative to this. So5 we have, if at all possible, all nine Board members6 present to review this matter, that's a personnel item.7 So I'd like some thoughts from the Board as to8 what your availability would be in terms of a date and9 time.10 DIRECTOR NICK BERARDINO: Well, is it possible11 to, if we -- because I think we need to, and I want to12 move very quickly on one of the items for closed session.13 So could we may be do it next Thursday?14 DIRECTOR GERARDO MOUET: If it's at all15 possible -- I can meet next week, but Thursday always16 competes with the City Manager Department Meeting, and I17 always take a vacation day.18 DIRECTOR NICK BERARDINO: When the meeting comes19 up?20 DIRECTOR GERARDO MOUET: Yeah. So I have to21 send the zoo director to the CMT meeting today.22 CHAIRMAN DOUGLAS LA BELLE: Might be23 appropriate.24 DIRECTOR GERARDO MOUET: I just don't like25 missing the city manager department head meeting thatHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626203

1 often.2 DIRECTOR NICK BERARDINO: Oh, because you're the3 department head. You're the boss.4 DIRECTOR GERARDO MOUET: Yeah. So if it could5 be any other day other than Thursday.6 MR. ROGER GRABLE: I'd also suggest, just out of7 abundance of caution, we schedule it at least ten days8 out; because we do need to give notice.9 DIRECTOR STAN TKACZYK: I would just say to my10 fellow Board members I'm going to be out of town for the11 next three weeks, so I won't be available.12 CHAIRMAN DOUGLAS LA BELLE: Well, I'm available13 any day except my granddaughter's fourth birthday on the14 21st of April. So can't miss that.15 MR. ROGER GRABLE: Well, we can do that but it16 would be to be a special meeting.17 CHAIRMAN DOUGLAS LA BELLE: But Stan's going to18 be gone for three weeks.19 DIRECTOR STAN TKACZYK: Yeah. I'm sorry.20 MR. JEFF WILLSON: We have a the next Board21 meeting scheduled April 25th.22 When are you back?23 DIRECTOR STAN TKACZYK: The 23rd.24 CHAIRMAN DOUGLAS LA BELLE: Maybe the next Board25 meeting is when we do it, then. So I guess there is noHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626204

1 need to adjourn to any date and time certain. And if2 something changes, we can always --3 MR. ROGER GRABLE: We can hold a special meeting.4 CHAIRMAN DOUGLAS LA BELLE: Special meeting,5 with ten days notice. Okay.6 DIRECTOR STAN TKACZYK: If I can get back for a7 day or two, can I let you know, and then in time to8 reschedule?9 CHAIRMAN DOUGLAS LA BELLE: Yeah.10 DIRECTOR STAN TKACZYK: So you need ten days?11 CHAIRMAN DOUGLAS LA BELLE: Ten days' notice.12 And you can't come back on April 24th.13 DIRECTOR STAN TKACZYK: No, no. Can you give me14 a date that you would prefer, so I can see?15 CHAIRMAN DOUGLAS LA BELLE: What would two weeks16 out be? Two weeks from today would be April 11th.17 Is that two weeks?18 MR. JEFF WILLSON: Two weeks from today is, yeah,19 April 11th.20 DIRECTOR STAN TKACZYK: We have other Board21 members that aren't here. I'm not the only one. But I22 can get back to you and see.23 What day is that?24 MR. JEFF WILLSON: Thursday, April 11.25 DIRECTOR GERARDO MOUET: Again, that's Thursday.HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626205

1 CHAIRMAN DOUGLAS LA BELLE: How about2 Wednesday, April 10th? Tax day.3 DIRECTOR GERARDO MOUET: Yeah. I just have a4 doctor's appointment at two o'clock. So as long as it's5 in the morning.6 CHAIRMAN DOUGLAS LA BELLE: Let's do it at 9:00.7 DIRECTOR STAN TKACZYK: I need to check some8 things, and see if I can arrange.9 DIRECTOR NICK BERARDINO: We can call the meeting10 now.11 MR. ROGER GRABLE: You can do that, too.12 DIRECTOR NICK BERARDINO: That way, it's done.13 DIRECTOR STAN TKACZYK: I'm sorry. I normally14 don't have this much time away.15 DIRECTOR NICK BERARDINO: So the special meeting16 for the closed session items is April 10th, at 9:00 a.m.17 MR. ROGER GRABLE: We'll notice that as a special18 meeting.19 CHAIRMAN DOUGLAS LA BELLE: That would be the20 only other one. Well, we can't have anything else on the21 agenda. Well, I guess we can.22 MR. ROGER GRABLE: Yeah. You can put it on the23 there.24 CHAIRMAN DOUGLAS LA BELLE: Jerome, were there25 any organizational announcements that you really --HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626206

1 MR. JEROME HOBAN: Well, we should end it on a2 happy note.3 Do you want to say a few words about --4 MS. MICHELE RICHARDS: Yes. I'll spare the5 presentation; but I wanted to invite everybody to our6 34th annual Youth Expo event, being held here at the7 OC Fair and Event Center on Friday, April 12; Saturday,8 April 13; and Sunday, April 14. And staff loves this9 event, because it gives us an opportunity to give back to10 the community.11 This is a free, fun-filled weekend of hands-on12 discovery, activities, demonstrations. We're once again13 partnering with Vital Link, to bring the science14 technology engineering and math program, the STEM15 program, and their arts and career showcase to Youth16 Expo.17 We'll have 4H competitions, lots of featured18 exhibitors. Once again, the Building Industry Education19 Council will hold their design build competition here.20 So we encourage everybody to come out. There is more21 information on the website.22 MR. JEROME HOBAN: Very good.23 CHAIRMAN DOUGLAS LA BELLE: Thank you, Michele.24 Okay.25 With that, we stand adjourned until 9:00 a.m. onHAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626207

1 Wednesday, April 10th.2 MR. ROGER GRABLE: Do you want to move to adjourn3 the meeting or have a notice of a special meeting? It's4 your call.5 DIRECTOR NICK BERARDINO: Let's just adjourn the6 meeting. That way, it carries over.7 CHAIRMAN DOUGLAS LA BELLE: And if Stan can't8 make it on that day --9 DIRECTOR STAN TKACZYK: I'll let you know very10 quickly.11 CHAIRPERSON DOUGLAS LA BELLE: Okay. Thank you12 all for attending and your patience.13 And thanks to Director Berardino for the hot14 dogs. Appreciate it.15 (Whereupon the Meeting of the Fair Board of16 Directors was hereby adjourned at 2:30 p.m.)171819202122232425HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626208

12 CERTIFICATION3 OF4 CERTIFIED SHORTHAND REPORTER5 I, the undersigned, a Certified Shorthand Reporter6 of the State of California, do hereby certify:7 That the foregoing proceedings were taken before me8 at the time and place herein set forth; that any9 witnesses in the foregoing proceedings, prior to10 testifying, were placed under oath; that a verbatim11 record of the proceedings was made by me using machine12 shorthand which was thereafter transcribed under my13 direction; further, that the foregoing is an accurate14 transcription thereof.15 I further certify that I am neither financially16 interested in the action nor a relative or employee of17 any attorney of any of the parties.18 IN WITNESS WHEREOF, I have this date subscribed my19 name __________________________________________________2021 Dated: ___________________________________________2223 Certificate Number: 65792425HAHN & BOWERSOCK 800-660-3187 FAX 714-662-1398151 KALMUS DRIVE, SUITE L1 COSTA MESA, CA 92626209