January 10, 2018

VENTURA PORT DISTRICT
BOARD OF PORT COMMISSIONERS

Everard Ashworth, Chairman
Brian Brennan, Vice Chairman
Jim Friedman, Secretary
Nikos Valance, Commissioner
Chris Stephens, Commissioner
Oscar Peña, General Manager
Timothy Gosney, Legal Counsel
Jessica Rauch, Clerk of the Board

PORT COMMISSION AGENDA
REGULAR MEETING
JANUARY 10, 2018 AT 7:00PM
VENTURA PORT DISTRICT OFFICE
1603 ANCHORS WAY DRIVE, VENTURA, CA
A Closed Session of the Board will be held at 5:30PM at the Port District Office located at 1603 Anchors Way Drive, Ventura, CA,
to discuss the items on the Attachment to Agenda-Closed Session Conference with Legal Counsel.

The Board will convene in Open Session at the Port District Office located at 1603 Anchors Way Drive for its Regular Meeting at 7:00PM.

ADMINISTRATIVE AGENDA:

CALL TO ORDER: By Chair Everard Ashworth

PLEDGE OF ALLEGIANCE: By Chair Everard Ashworth.

ROLL CALL: By the Clerk of the Board.

ADOPTION OF AGENDA (3 minutes)

Consider and approve, by majority vote, minor revisions to agenda items and/or attachments and any item added to, or removed/continued from the Port Commission’s agenda. Administrative Reports relating to this agenda and materials related to an item on this agenda submitted after distribution of the agenda packet are available for public review at the Port District’s office located at 1603 Anchors Way Drive, Ventura, CA during business hours as well as on the District’s website – www.venturaharbor.com (Public Notices). Each item on the agenda shall be deemed to include action by an appropriate motion, resolution or ordinance to take action on any item.

APPROVAL OF MINUTES (3 minutes)
The Minutes of the December 13, 2017 Regular Meeting will be considered for approval.

PUBLIC COMMUNICATIONS (3 minutes)
The Public Communications period is set aside to allow public testimony on items not on today’s agenda. Each person may address the Commission for up to three minutes or at the discretion of the Chair.

CLOSED SESSION REPORT (3 minutes)
Closed Sessions are not open to the public pursuant to the Brown Act. Any reportable actions taken by the Commission during Closed Session will be announced at this time.

BOARD COMMUNICATIONS (5 minutes)
Port Commissioner’s may present brief reports on port issues, such as seminars, meetings and literature that would be of interest to the public and/or Commission, as a whole. Port Commissioner’s must providea brief summary and disclose any discussions he or she may have had with any Port District Tenants related to Port District business.

STAFF COMMUNICATIONS (5 minutes)
Ventura Port District Staff will update the Commission on important topics if needed.

LEGAL COUNSEL REPORT (5 minutes)
At this time the Port Commission will adjourn and convene as the
Board of Directors of the Ventura Port District Public Facilities Corporation
Board of Directors of the Ventura Port District
Public Facilities Corporation

AGENDA
I. Call to Order the Annual Meeting of the Ventura Port District Public Facilities Corporation
A. Ratify the Minutes of the Meeting held January 11, 2017
II. Adjourn the Annual Meeting of the Public Facilities Corporation
Reconvene the Regular Meeting of the
Ventura Port District Board of Port Commissioners
CONSENT AGENDA: (5 minutes)
Matters appearing on the Consent Calendar are expected to be non-controversial and will be acted upon
by the Board at one time, without discussion, unless a member of the Board or the public requests an
opportunity to address any given item. Approval by the Board of Consent Items means that the
recommendation is approved along with the terms set forth in the applicable staff reports.
A) Termination of Office Lease Agreement for Aimee Quemuel dba Quemuel
Communications, Inc.
Recommended Action: Voice Vote.
That the Board of Port Commissioners approve the termination of a two year lease agreement,
dated June 1, 2016, for the premises located at 1583 Spinnaker Drive #212, consisting of 374
square feet.
B) Termination of Office Lease Agreement and Approval of New Office Lease Agreement
for Coastwide Corporation

Recommended Action: Voice Vote.
That the Board of Port Commissioners:

a) Approve by motion the termination of a lease agreement, dated January 17, 2017 for the premises located at 1575 Spinnaker Drive #205/#205A, consisting of 1,326 square feet; and

b) Approve by motion a new office lease agreement for the premises located at 1583 Spinnaker Drive #212, consisting of 374 square feet between the Ventura Port District
dba Ventura Harbor Village and Coastwide Corporation for a one-year term.

C) First Amendment to Pre-Option Agreement for Parcels 5 and 8 Development Recommended Action: Voice Vote. That the Board of Port Commissioners approve the First Amendment to Pre-Option Agreement between the Ventura Port District and H. Parker Hospitality for the development of Parcels 5 and 8.

STANDARD AGENDA:

1) Annual Reserve Policy Review
Recommended Action: Voice Vote. That the Board of Port Commissioners accept the current Ventura Port District Reserve Policy,
Resolution No. 3225, dated August 28, 2013.

2) Annual Investment Policy Review
Recommended Action: Roll Call Vote. That the Board of Port Commissioners adopt Resolution No. 3345, which reflects minor changes to the Ventura Port District’s Investment Policy and rescind Resolution No. 3326.

REQUEST FOR FUTURE AGENDA ITEMS ADJOURNMENT
This agenda was posted on Friday, January 5, 2018 by 5:00 p.m. at the Port District Office and on the Internet – www.venturaharbor.com (Port Commission).

In compliance with the Americans with Disabilities Act, if you need special assistance to participate in this meeting, please contact the Ventura Port District at (805) 642-8538. Notification 48 hours before the meeting will enable the District to make reasonable arrangements to ensure accessibility.
(28 CFR 35.102.35.104 ADA Title II)

ATTACHMENT TO PORT COMMISSION AGENDA
CLOSED SESSION CONFERENCE WITH LEGAL COUNSEL
WEDNESDAY, JANUARY 10, 2018

1. Conference with Real Property Negotiators – Per Government Code Section 54956.8:

a) Property:
Negotiating Parties:
Under Negotiation:
1583 Spinnaker Drive #212
Oscar Peña, Brian Pendleton, Timothy Gosney
Termination of Office Lease for Aimee Quemuel dba
Quemuel Communications

b) Property:
Negotiating Parties:
Under Negotiation:
1575 Spinnaker Drive #205/#205A and
1583 Spinnaker Drive #212
Oscar Peña, Brian Pendleton, Timothy Gosney
Termination of Office Lease for Coastwide Corporation and
New Office Lease for Coastwide Corporation

c) Property:
Negotiating Parties:
Under Negotiation:
Parcel 5 and Parcel 8
Oscar Peña, Brian Pendleton, Timothy Gosney
Lease Negotiations with H. Parker Hospitality

d) Property:
Negotiating Parties:
Under Negotiation:
1591 Spinnaker Drive #113, #115
Oscar Peña, Brian Pendleton, Timothy Gosney
Possible Lease Amendment to Beer and Sausage, LLC dba BS
Taproom/Beer Season
2. Conference with Legal Counsel – Potential Litigation per Government Code Section
54956.9(d)(4): One case.

APPROVAL OF MINUTES
DECEMBER 13, 2017 MEETING
5
VENTURA PORT DISTRICT
BOARD OF PORT COMMISSIONERS
MINUTES OF DECEMBER 13, 2017
The Regular Meeting of the Ventura Board of Port Commissioners was called to order by Chairman Everard Ashworth at 7:10PM at the Ventura Port District Administration Office, 1603 Anchors Way Drive, Ventura, CA 93001.

Commissioners Present:
Everard Ashworth, Chairman
Brian Brennan, Vice Chairman
Jim Friedman, Secretary
Chris Stephens
Commissioners Absent:
Nikos Valance
Port District Staff:
Oscar Peña, General Manager
Brian Pendleton, Business Operations Manager
John Higgins, Harbormaster
Joe Gonzalez, Facilities Manager
Robin Baer, Property Manager
Frank Locklear, Marina Manager
Jennifer Talt-Lundin, Marketing Manager
Jessica Rauch, Clerk of the Board
Richard Parsons, Consultant
Legal Counsel:
Timothy Gosney
Dominic Nunneri

AGENDA
CALL TO ORDER: By Chairman Everard Ashworth at 7:10PM.
PLEDGE OF ALLEGIANCE: By Commissioner Brennan.
ROLL CALL: Commissioner Valance was absent.
ADOPTION OF AGENDA
ACTON: Commissioner Friedman moved, seconded by Commissioner Brennan and
carried by a vote of 4-0 (Valance absent) to adopt the December 13, 2017
agenda with Standard Item 3 pulled from the agenda and the following
amendment to Closed Session Item 3:
3. Conference with Legal Counsel – Per Government Code Section 54957(b)(1): To
consider the continued employment engagement of the Independent Contractor/Dredging and
Project Manager, and the terms thereof [excluding compensation].

APPROVAL OF MINUTES
The Minutes of November 15, 2017 Regular meeting were considered as follows: ACTION: Commissioner Brennan moved, seconded by Commissioner Stephens and carried by a vote of 4-0 (Valance absent) to approve the minutes of the November 15, 2017 regular meeting.

PUBLIC COMMUNICATIONS: Cherryl Heitmann updated the Commission and the Public on the ongoing efforts of the Thomas Fire.

CLOSED SESSION REPORT: Mr. Gosney stated that the Board met in closed session; discussed and reviewed 1a, 1b, 3, and 5-6 on the closed session agenda. Staff was given
instructions on how to proceed as appropriate and there was no action taken that is reportable under The Brown Act. Closed Session Item 2 and 4 were not discussed.

BOARD COMMUNICATIONS: Commissioner Ashworth mentioned that Commissioner Stephens and Commissioner Brennan have also been working hard due to the Thomas Fire and that we are all thinking of Mr. Peña and his family during this time.

STAFF COMMUNICATIONS: Mr. Peña thanked staff for all their hard work during the Thomas Fire.

LEGAL COUNSEL REPORT: Mr. Gosney reported that a letter was sent to the title company for Parcels 5 and 8. Legal and staff will be meeting with the title company to work through the exceptions.

CONSENT AGENDA:
A) Approval of Out of Town Travel Requests Recommended Action: Voice Vote. That the Board of Port Commissioners approve the out of town travel request for Business
Operations Manager, Brian Pendleton, Consultant, Richard Parsons, and Commissioner Brian Brennan.

ACTION: Commissioner Friedman moved, seconded by Commissioner Stephens and carried by a vote of 4-0 (Valance absent) to approve the out of town travel request for Business Operations Manager, Brian Pendleton, Consultant, Richard Parsons, and Commissioner Brian Brennan.

STANDARD AGENDA:
1) Ventura Harbor – Thomas Fire Recommended Action: Informational.
That the Board of Port Commissioners receive a report on the impacts of the Thomas Fire to Ventura Harbor.

ACTION: The Commission received a report from staff on the impacts of the Thomas Fire to the Harbor.

Public Comment: Sam Sadove spoke on behalf of the businesses in the Harbor. He thanked the City for their efforts and mentioned that the financial impact to the Harbor was substantial. The Rhumb Line lost 74 reservations in four days. The District may want to consider rent credits.

2) Approval of Notice of Completion for the Ventura Harbor Village Window Replacement Project
Recommended Action: Roll Call. That the Board of Port Commissioners adopt Resolution No. 3343,
a) Accepting the work of Vortex Construction for the Ventura Harbor Village Window
Replacement Project; and
b) Authorize staff to prepare and record a Notice of Completion with the Ventura County
Recorder.

ACTION: Commissioner Brennan moved, seconded by Commissioner Stephens and carried by a vote of 4-0 (Valance absent) to adopt Resolution No. 3343, accepting the work of Vortex Construction for the Ventura Harbor Village Window Replacement Project; and authorizing staff to prepare and record a Notice of Completion with the Ventura County Recorder.
3) Approval of Professional Services Agreement for Richard W. Parsons dba R.W.P. Dredging Management
Recommended Action: Voice Vote.
That the Board of Port Commissioners authorize the General Manager to enter into a
Professional Services Agreement with Richard W. Parsons dba R.W.P. Dredging Management.
ACTION: This item was pulled from the agenda.
4) Approval of Deputy General Manager Position
Recommended Action: Roll Call Vote.
That the Board of Port Commissioners adopt Resolution No. 3344 for the creation of the Deputy
General Manager position.
ACTION: Commissioner Friedman moved, seconded by Commissioner Brennan and
carried by a vote of 4-0 (Valance absent) to adopt Resolution No. 3344 for
the creation of the Deputy General Manager position.
AGENDA PLANNING GUIDE AND REQUEST FOR FUTURE AGENDA ITEMS: Professional
Services Agreement for Richard W. Parsons.
ADJOURNMENT: The meeting was adjourned at 8:17PM.
________________________________
Secretary
8
BOARD OF DIRECTORS
PUBLIC FACILITIES CORPORATION
JANUARY 10, 2018
APPROVAL OF MINUTES
JANUARY 11, 2017 MEETING
9
Ventura Port District Public Facilities Corporation
Minutes of Annual Meeting Held January 11, 2017 Page 1 of 1
MINUTES OF THE ANNUAL MEETING
OF THE VENTURA PORT DISTRICT
PUBLIC FACILITIES CORPORATION
HELD ON JANUARY 11, 2017
At 7:33PM, Vice President Ashworth called to order the Annual Meeting of the Ventura Port District Public Facilities Corporation. The meeting was held in the offices of the
Ventura Port District located at 1603 Anchors Way Drive, Ventura, California.

ROLL CALL
Present: Jim Friedman, President
Everard Ashworth, Vice President
Bruce Smith, Director
Brian Brennan, Director
Absent: Nikos Valance, Director
Staff Present: Oscar Peña, Chief Financial Officer and Secretary
Timothy J. Gosney, Legal Counsel
Jessica Rauch, Clerk of the Board

Mr. Gosney advised the Board that the Ventura Port District Public Facilities Corporation is a free standing corporation and the members of the Corporation are the same as the Board of Port Commissioners. The Public Facilities Corporation was created when the District took back a portion of the leasehold interest in Harbor Village. According to the By-Laws of the Corporation, there must be an annual meeting of the Board of Directors for the purpose of selection of Directors and Officers, and the transaction of any other business.

ELECTION OF OFFICERS
ACTION: Director Friedman moved, seconded by Director Ashworth and carried by
a vote of 3-1 (Smith no) to elect the following officers:
President – Everard Ashworth
Vice President – Brian Brennan
Secretary – Jim Friedman
APPROVAL OF MINUTES
ACTION: Director Friedman moved, seconded by Director Brennan and carried by a vote of 3-0-1 (Brennan abstained) to ratify the minutes of January 27,
2016.

ADJOURNMENT
There were no further items for discussion and at 7:40PM, President Ashworth declared the meeting of the Ventura Port District Public Facilities Corporation adjourned.

Secretary

CONSENT AGENDA ITEM A
TERMINATION OF OFFICE LEASE
AGREEMENT FOR AIMEE QUEMUEL
DBA QUEMUEL COMMUNICATIONS,
INC.

TO: Board of Port Commissioners
FROM: Robin Baer, Property Manager
SUBJECT: Termination of Office Lease Agreement for Aimee Quemuel dba Quemuel Communications, Inc., 1583 Spinnaker Drive #212
RECOMMENDATION:
That the Board of Port Commissioners approve the termination of a two year lease agreement,
dated June 1, 2016, for the premises located at 1583 Spinnaker Drive #212, consisting of 374
square feet.

SUMMARY:
Quemuel lease is a two year lease expiring on May 31, 2018. Their business has grown and they are in need of a warehouse / office setup. Coastwide Corporation, Inc. currently a tenant within the Village has decided to downsize after eleven years and wants a smaller space to conduct business and eventually retire. They will be signing a new lease to occupy Quemuel’s office space.

BACKGROUND:
Quemuel Communications, Inc. has been a tenant since July 2015. Ms. Quemuel founded her Public Relations and Content Marketing business in 1999. They offer public relations; SEO optimized content, social media and Web design services. Quemuel Communications leverages its 15+ years of public relations and writing experience coupled with “white hat” SEO techniques that uses quality content to earn credible links to help both established and start-up companies get noticed in today’s competitive digital world. Their clients span numerous vertical markets such as consumer goods, manufacturing, accounting and tax services, software and hardware, retail and healthcare.
We will be terminating Quemuel Communications, Inc. current two year lease.

FISCAL IMPACTS:
None.

ATTACHMENT:
None.

CONSENT AGENDA ITEM B
TERMINATION OF OFFICE LEASE
AGREEMENT AND APPROVAL OF NEW
OFFICE LEASE AGREEMENT FOR
COASTWIDE CORPORATION
13
VENTURA PORT DISTRICT CONSENT AGENDA ITEM B
BOARD COMMUNICATION Meeting Date: January 10, 2018
TO: Board of Port Commissioners
FROM: Robin Baer, Property Manager
SUBJECT: Termination of Agreement and Approval of New Office Lease Agreement for
Coastwide Corporation, 1583 Spinnaker Drive #212
RECOMMENDATION:
That the Board of Port Commissioners:
a) Approve by motion the termination of a lease agreement, dated January 17, 2017 for the
premises located at 1575 Spinnaker Drive #205/#205A, consisting of 1,326 square feet;
and
b) Approve by motion a new office lease agreement for the premises located at 1583
Spinnaker Drive #212, consisting of 374 square feet between the Ventura Port District
dba Ventura Harbor Village and Coastwide Corporation for a one-year term.
SUMMARY:
Coastwide has decided to downsize after eleven years at the Village and wants a smaller space
to conduct business and eventually retire.
BACKGROUND:
Coastwide Corporation is a Real Estate Development company that have been a Village tenant
since 2006. Coastwide Corporation also holds a General Building Contractor, Fire Protection
Contractor and Plumbing license. They have projects throughout California and Arizona. They
love the Ventura Harbor and would like to continue tenancy for two more years.
We will be terminating Coastwide Corporation’s current one year lease and entering into a new
one year lease.
FISCAL IMPACT:
This new lease reflects current market rental rates for retail space in the complex. The lease
will have a yearly step increase.

We look forward to continued success with this tenant. Staff recommends the Board’s approval
of the new lease transaction.
ATTACHMENT:
None.
14
BOARD OF PORT COMMISSIONERS
JANUARY 10, 2018
CONSENT AGENDA ITEM C
FIRST AMENDMENT TO PRE-OPTION
AGREEMENT FOR PARCELS 5 AND 8
DEVELOPMENT
15
VENTURA PORT DISTRICT CONSENT AGENDA ITEM C
BOARD COMMUNICATION Meeting Date: January 10, 2018
TO: Board of Port Commissioners
FROM: Brian Pendleton, Deputy General Manager
SUBJECT: First Amendment to Pre-Option Agreement for Parcels 5 and 8 Development
RECOMMENDATION:
That the Board of Port Commissioners approve the First Amendment to Pre-Option Agreement
between the Ventura Port District and H. Parker Hospitality for the development of Parcels 5
and 8.
SUMMARY:
On September 13, 2017 the Board of Port Commissioners approved the Pre-Option Agreement
“Agreement” between the Ventura Port District and H. Parker Hospitality for the development of
Parcels 5 and 8. The Agreement allows both parties to extend the 120-day term by mutual
agreement.
BACKGROUND:
On May 24, 2017, the Board selected H. Parker Hospitality (“Parker”) for proposed development
at Parcel 5 and Parcel 8. The parties have determined the next step in the development process
is the completion of certain due diligence items, by the District and Parker, as detailed in the
Agreement. Both parties have made significant progress in completing these tasks. However it
is estimated that two additional months are needed to complete the tasks.
Per the Agreement the District is providing updated preliminary title reports and preliminary
property surveys, while Parker will complete environmental site assessments, archaeological
assessments, biological assessments and geotechnical studies. The term of this First
Amendment will be for a period of 60 days, during which time, these tasks will be completed.
Also, during this extended term, staff will continue to negotiate the terms of the Option and
Lease Agreements with Parker for future Board consideration.
FISCAL IMPACTS:
The District’s expense for completing its obligations under the pre-option agreement to date is
approximately $10,000 for preliminary title reports and land survey work.
ATTACHMENT:
Attachment 1 – First Amendment to Pre-Option Agreement
16
– 1 –
AMENDMENT NO. 1 TO PRE-OPTION AGREEMENT
IDENTIFICATION
This Amendment Number One to Pre-Option Agreement (“Amendment No. 1”) is made
and entered into as of the ______ day of January, by and between VENTURA PORT
DISTRICT, a port district formed under and pursuant to Part 4 of the California Harbors and
Navigation Code of the State of California (“VPD”) and H. PARKER HOSPITALITY, LLC, a
California limited liability company (“PARKER”) (individually, “Party” or collectively,
“Parties”).
RECITALS
1. Effective September 13, 2017, VPD and PARKER entered into a Pre-Option
Agreement as a first step in the anticipated negotiation of an Option to Lease and Ground Lease
for the ultimate development of Parcels 5 and 8 in Ventura Harbor.
2. By its terms, the Pre-Option Agreement was to expire 120 days after its Effective
Date, or on January 11, 2018, “. . .unless the Term is extended by mutual written consent of the
Parties.”
3. VPD and PARKER have each undertaken to perform the obligations required of
them under the Pre-Option Agreement and have concluded that additional time is required in
order to perform all of the due diligence items contemplated in the Pre-Option Agreement.
4. The parties are therefore entering into this Amendment No. 1 for the purpose of
extending the term of the Pre-Option Agreement.
ATTACHMENT 1 17
– 2 –
AGREEMENT
1. The parties hereby agree to extend the Term of the Pre-Option Agreement for a
period of sixty (60) calendar days from the natural expiration date set forth in Paragraph A of
said Agreement. Under the terms of this First Amendment, the Pre-Option Agreement will now
expire on March 12, 2018.
2. Except as expressly provided above, all the terms and provisions of the PreOption
Agreement are unchanged and remain in full force and effect.
IN WITNESS WHEREOF, each Party has caused this First Amendment to Pre-Option
Agreement to be executed by an authorized official on the date set forth below and agrees to
abide by its terms.
DATED: _______________ VENTURA PORT DISTRICT
By: ______________________________
DATED: _______________ H. PARKER HOSPITALITY, LLC
By: _____________________________
G:\VENTURA\Parcels 5 + 8\PARKER NEGOTIATIONS\AMENDMENT NO. 1 – 01-02-2018.doc
January 4, 2018
ATTACHMENT 1 18
BOARD OF PORT COMMISSIONERS
JANUARY 10, 2018
STANDARD AGENDA ITEM 1
Annual Reserve Policy Review
19
VENTURA PORT DISTRICT STANDARD AGENDA ITEM 1
BOARD COMMUNICATION Meeting Date: January 10, 2018
TO: Board of Port Commissioners
FROM: Gloria Adkins, Accounting Manager
SUBJECT: Annual Reserve Policy Review
RECOMMENDATION:
That the Board of Port Commissioners accept the current Ventura Port District Reserve Policy,
Resolution No. 3225, dated August 28, 2013.
SUMMARY:
The last time the Reserve Policy was brought before the Board for review was December 7,
2016. Legal Counsel and staff have reviewed the current policy and have determined that no
changes are necessary at this time.
BACKGROUND:
The prudent management of the District requires that reserve funds be established and
maintained to fund scheduled and unscheduled expenses. It is good practice to review the
Reserve Policy annually.
In Resolution No. 3225, the Board revised the policy so that the Unrestricted Reserve balance
would be equal to 40% of the operating budget to ensure service continuity. Any unrestricted
reserve funds in excess of such minimum reserve are to be moved to the Capital Improvement
Reserve Fund at the end of each fiscal year.
At this time the District has two reserve funds that are mandated; the Dredging Reserve and the
Fisheries Complex Reserve. The Dredging Reserve is mandated by a lawsuit judgment and the
Fisheries Complex Reserve is mandated by the language in a tenant lease.
FISCAL IMPACT:
None
ATTACHMENTS:
Attachment 1 – Resolution No. 3225 Reserve Policy dated August 28, 2013
20
ATTACHMENT 1 21
ATTACHMENT 1 22
ATTACHMENT 1 23
ATTACHMENT 1 24
BOARD OF PORT COMMISSIONERS
JANUARY 10, 2018
STANDARD AGENDA ITEM 2
ANNUAL INVESTMENT
POLICY REVIEW
25
VENTURA PORT DISTRICT STANDARD AGENDA ITEM 2
BOARD COMMUNICATION Meeting Date: January 10, 2018
TO: Board of Port Commissioners
FROM: Gloria Adkins, Accounting Manager
SUBJECT: Annual Investment Policy Review
RECOMMENDATION:
That the Board of Port Commissioners adopt Resolution No. 3345, which reflects minor
changes to the Ventura Port District’s Investment Policy and rescind Resolution No. 3326.
SUMMARY:
The Government Code requires that the governing board of every local agency conduct an
annual review of its investment policy. The District’s current Investment Policy, Resolution No.
3326, was adopted by the Board on December 7, 2016.
BACKGROUND:
Legal Counsel recently conducted a review of the Investment Policy Resolution No. 3326 and
recommends some minor updates that are redlined in Attachment 1. The updates were
primarily to clarify the verbiage describing approved investment rating categories.
FISCAL IMPACT:
None
ATTACHMENTS:
Attachment 1 – Resolution No. 3326 – Redlined
Attachment 2 – Resolution No. 3345 – Updated and Clean
26
– 1 –
Resolution No. 3345 3326, January 10 December 7, 20186
ATTACHMENT 1
RESOLUTION NO.3345 3326
RESOLUTION OF THE BOARD OF PORT COMMISSIONERS OF
THE VENTURA PORT DISTRICT
ESTABLISHING ITS INVESTMENT POLICY
1.0 POLICY
WHEREAS, the Legislature of the State of California has declared that the deposit and
investment of public funds by local officials and local agencies is an issue of statewide concern; and
WHEREAS, the legislative body of a local agency may invest surplus monies not required
for the immediate necessities of the local agency in accordance with the provisions of California
Government Code Sections 53635 and 53601 et seq.; and
WHEREAS, the General Manager of the Ventura Port District (“District”) must annually
prepare and submit a statement of investment policy and such policy, and any changes thereto, shall
be considered by the Board of Port Commissioners (“Board”) at a public meeting,
NOW THEREFORE, it shall be the policy of the District to invest funds in a manner which
will provide the highest investment return with the maximum security while meeting the District’s
daily cash flow demands and conforming to all statutes governing the investment of District funds.
2.0 SCOPE
This investment policy applies to all financial assets of the District. These funds are
accounted for in the annual district audit.
3.0 PRUDENCE
Investments shall be made with judgment and care, under circumstances then prevailing,
including, but not limited to, the general economic conditions and the anticipated needs of the
District, which persons of prudence, discretion and intelligence exercise in the management of their
own affairs; not for speculation, but for investment, considering the probable safety of their capital
as well as the probable income to be derived. The standard of prudence to be used by investment
officials shall be the “prudent investor” standard (California Government Code Section 53600.3)
27
– 2 –
Resolution No. 3345 3326, January 10 December 7, 20186
and shall be applied in the context of managing an overall portfolio. Investment officers acting in
accordance with written procedures and the investment policy and exercising due diligence shall be
relieved of personal responsibility for an individual security’s credit risk or market price changes,
provided deviations from expectations are reported in a timely fashion and appropriate action is
taken to control adverse developments.
4.0 OBJECTIVES
When investing, reinvesting, purchasing, acquiring, exchanging, selling and managing
District funds, the primary objectives, in priority order, of the investment activities shall be:
1. Safety: Safety of principal is the foremost objective of the investment program.
Investments of the District shall be undertaken in a manner that seeks to ensure the preservation of
capital in the overall portfolio. To attain this objective, diversification is required in order that
potential losses on individual securities do not exceed the income generated from the remainder of
the portfolio.
2. Liquidity: The investment portfolio will remain sufficiently liquid to enable the
District to meet all operating requirements which might be reasonably anticipated.
3. Return on Investments: The investment portfolio shall be designed with the
objective of attaining a market rate of return throughout budgetary and economic cycles, taking into
account the investment risk constraints and the cash flow characteristics of the portfolio.
5.0 DELEGATION OF AUTHORITY
Authority to manage the investment program is derived from California Government Code
Section 53600, et seq. Overall accountability and authority for implementation of this policy shall
remain with the Board of Port Commissioners and overseen by the General Manager. Management
responsibility for the investment program is hereby delegated to the General Manager who, where
and when appropriate, shall establish written procedures for the operation of the investment
program consistent with this investment policy. No person may engage in an investment transaction
except as provided under the terms of this policy and such procedures that are established by the
General Manager. The General Manager shall be responsible for all transactions undertaken and
shall establish controls to regulate the activities of subordinate officials. Under the provisions of
California Government Code Section 53600.3, the General Manager is a trustee and a fiduciary
subject to the prudent investor standard.
6.0 ETHICS AND CONFLICTS OF INTEREST
The General Manager and officers and employees involved in the investment process shall
refrain from personal business activity that could conflict or appear to conflict with the proper
execution of the investment program, or which could impair their ability to make impartial
investment decisions.
28
– 3 –
Resolution No. 3345 3326, January 10 December 7, 20186
7.0 AUTHORIZED FINANCIAL INSTITUTIONS AND DEALERS
The General Manager will maintain a list of financial institutions, selected on the basis of
credit worthiness, financial strength, experience and minimal capitalization authorized to provide
investment services. In addition, a list will also be maintained of approved security broker/dealers
selected by credit worthiness who are authorized to provide investment and financial advisory
services in the State of California. No public deposit shall be made except in a qualified public
depository as established by state laws.
For brokers/dealers of government securities and other investments, the General Manager
shall select only broker/dealers who are licensed and in good standing with the California
Department of Securities, the Securities and Exchange Commission, the National Association of
Securities Dealers or other applicable self-regulatory organizations.
Before engaging in investment transactions with a broker/dealer, the General Manager shall
have received from said firm a signed Certification Form. This form shall attest that the individual
responsible for the District’s account with that firm has reviewed the District’s Investment Policy
and that the firm understands the policy and intends to present investment recommendations and
transactions to the District that are appropriate under the terms and conditions of the Investment
Policy.

The District is a local agency authorized to invest surplus monies in the Local Agency Investment Fund (LAIF). LAIF is a special trust fund in the custody of the State Treasurer and the Local Investment Advisory Board created under Government Code Section 16429.2 advises the State Treasurer on the investment and reinvestment of LAIF deposits. Each local agency with LAIF deposits has a separate account within LAIF, but the total deposits in LAIF are managed as a pooled investment account. The securities eligible for LAIF investments are statutorily specified in Government Code Section 16430 and are more conservative than those investments permitted under Government Code Section 53601, which governs the management of invested surplus monies by local agencies. Accordingly, the General Manager need not be concerned with the qualifications of those financial institutions and broker/dealers with whom LAIF transacts business.

8.0 AUTHORIZED AND SUITABLE INVESTMENTS
The District is empowered by California Government Code Section 53601 et seq. to invest in the following:
a. Bonds issued by the District.
b. United States Treasury Bills, Notes, Bonds, and Certificate of Indebtedness.
c. Registered state warrants or treasury notes or bonds issued by the State of California.
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d. Registered treasury notes or bonds of any of the other 49 states in addition to California, including bonds payable solely out of revenues from revenue producing property owned, controlled, or operated by a state or by a department, board, agency, or authority of any of the other 49 states, in addition to California.
e. Bonds, notes, warrants or other evidence of debt issued by a local agency within the State of California, including bonds payable solely out of the revenues from a revenue-producing property owned, controlled, or operated by the local agency, or by a department, board, agency, or authority of the local agency.
f. Federal agency or United States government-sponsored enterprise obligations, participations, or other instruments, including those issued by, or fully guaranteed as
to principal and interest by federal agencies or United States government-sponsored enterprises.
g. Bankers’ acceptances, otherwise known as bills of exchange or time drafts that are drawn on and accepted by a commercial bank. Purchase of bankers’ acceptances
may not exceed one hundred eighty (180) days’ maturity or forty percent (40%) of the District’s money that may be invested pursuant to this policy. However, no more
than thirty percent (30%) of the District’s money can be invested in the bankers’ acceptances of any single commercial bank.
h. Commercial paper of “prime” quality of the highest ranking or of the highest letter and number rating as provided for by a nationally recognized statistical-rating
organization. The entity that issues the commercial paper shall either be:
(1) organized and operating within the United States as a general corporation, shall have total assets in excess of Five Hundred Million Dollars ($500,000,000), and
shall issue debt, other than commercial paper, if any, that is rated in a rating category of “A” or its equivalent or higher by a nationally recognized statistical-rating
organization; or
(2) organized within the United States as a special purpose corporation, trust, or limited liability company, have program-wide credit enhancements including, but
not limited to, over-collateralization, letters of credit, or surety bond, and has commercial paper that is rated “A-1” or higher, or the equivalent, by a nationally
recognized statistical-rating organization. Eligible commercial paper shall have a maximum maturity of two hundred seventy (270) days or less. The District shall invest no more than twenty-five percent (25%) of its money in eligible commercial paper. The District shall purchase no more than ten percent (10%) of the outstanding commercial paper of any single corporate issue.

Resolution No. 3345 3326, January 10 December 7, 20186
i. Negotiable certificates of deposit issued by a nationally or state chartered bank, a savings association or a federal association (as defined by Section 5102 of the Financial Code), a state or federal credit union, or by a federal or state licensed branch of a foreign bank. Purchases of negotiable certificates of deposit shall not exceed thirty percent (30%) of the District’s money which may be invested pursuant to this policy. The Board of Port Commissioners and the General Manager are prohibited from investing District funds, or funds in the District’s custody, in negotiable certificates of deposit issued by a state or federal credit union if a member of the Board of Port Commissioners, or any person with investment decision making authority within the District also serves on the board of directors, or any committee appointed by the board of directors, or the credit committee or the supervisory committee of the state or federal credit union issuing the negotiable certificates of deposit.
j. Repurchase/Reverse Repurchase Agreements of any securities authorized by Section 53601. The market value of securities that underlay a repurchase agreement shall be
valued at one hundred two percent (102%) or greater of the funds borrowed against those securities, and are subject to the special limits and conditions of California
Government Code 53601(j).
k. Medium term notes, defined as all corporate and depository institution debt securities with a maximum remaining maturity of five (5) years or less, issued by corporations organized and operating within the United States or by depository institutions licensed by the United States or any state and operating within the United States. Notes eligible for investment under this subdivision shall be rated in a rating category of “A” or its equivalent or better by a nationally recognized rating service. Purchases of medium term notes shall not include other instruments authorized by this policy and shall not exceed thirty percent (30%) of the District’s money which may be invested pursuant to this policy.
l. Shares of beneficial interest issued by diversified management companies (mutual funds) investing in the securities and obligations authorized by this policy, and shares in money market mutual funds, subject to the restrictions of Government Code Section 53601(l). The purchase price of investments under this subdivision shall not exceed twenty percent (20%) of the District’s investments under this policy. However, no more than ten percent (10%) of the District’s money may be invested in any one mutual fund.
m. Moneys held by a trustee or fiscal agent and pledged to the payment or security of bonds or other indebtedness, or obligations under a lease, installment sale, or other agreement of a local agency, or certificates of participation in those bonds, indebtedness, or lease installment sale, or other agreements, may be invested in accordance with the statutory provisions governing the issuance of those bonds, indebtedness, or lease installment sale, or other agreement, or to the extent not

Resolution No. 3345 3326, January 10 December 7, 20186
inconsistent therewith or if there are no specific statutory provisions, in accordance with the ordinance, resolution, indenture, or agreement of the local agency providing
for the issuance.
n. Notes, bonds, or other obligations that are at all times secured by a valid first priority security interest in securities of the types listed by Government Code Section 53651
as eligible securities for the purpose of securing local agency deposits having a market value at least equal to that required by Government Code Section 53652 for the purpose of securing local agency deposits. The securities serving as collateral shall be placed by delivery or book entry into the custody of a trust company or the trust department of a bank which is not affiliated with the issuer of the secured obligation, and the security interest shall be perfected in accordance with the requirements of the Uniform Commercial Code or federal regulations applicable to the types of securities in which the security interest is granted.
o. Any mortgage pass-through security, collateralized mortgage obligation, mortgage backed or other pay-through bond, equipment lease backed certificate, consumer
receivable pass-through certificate, or consumer receivable backed bond of a maximum of five (5) years maturity. Securities eligible for investment under this subdivision shall be issued by an issuer rated in a rating category of having an “A” or its equivalent or better higher rating for the issuer’s debt as provided by a nationally recognized rating service and the securities shall be rated in a rating category of “AA” or its equivalent or better by a nationally recognized rating service. Purchase of securities authorized by this subdivision shall not exceed twenty percent (20%) of the District’s money that may be invested pursuant to this policy.
p. Shares of beneficial interest issued by a joint powers authority organized pursuant to Section 6509.7 that invests in the securities and obligations authorized under Government Code Section 53601. Each share shall represent an equal proportional interest in the underlying pool of securities owned by the joint powers authority. To be eligible, the joint powers authority issuing the shares must have retained an investment advisor that is registered or exempt from registration with the Securities and Exchange Commission, have not less than five years of experience in investing in the securities and obligations authorized under Government Code Section 53601, and have assets under management in excess of five hundred million dollars ($500,000,000.00).
q. United States dollar denominated senior unsecured unsubordinated obligations issued or unconditionally guaranteed by the International Bank for Reconstruction and Development, International Finance Corporation, or Inter-American Development Bank, with a maximum remaining maturity of five years or less, and eligible for purchase and sale within the United States. These types of investments must be rated in a rating category of “AA” or its equivalent or better by a nationally
Resolution No. 3345 3326, January 10 December 7, 20186 recognized statistical rating organization and cannot exceed 30% of the District’s moneys that may be invested pursuant to Section 53601.
r. Proposition 1A receivables sold pursuant to California Government Code Section 53999. A “Proposition 1A receivable” constitutes the right to payment of moneys
due or to become due to a local agency, pursuant to clause (iii) of subparagraph (B) of paragraph (1) of subdivision (a) of Section 25.5 of Article XIII of the
California Constitution and Section 100.06 of the Revenue and Taxation Code. s. Any other investment security authorized under the provisions of California
Government Code Sections 5922 and 53601.
A summary of the limitations and special conditions that apply to each of the above listed investment securities is attached and included by reference in this Investment Policy.
The District shall not invest any funds covered by this Investment Policy in inverse floaters, range notes, interest-only strips derived from mortgage pools or any investment that may result in a zero interest accrual if held to maturity.
9.0 COLLATERALIZATION
All certificates of deposits must be collateralized by United States Treasury Obligations. Collateral must be held by a third party trustee and valued on a monthly basis. The percentage of collateralizations on repurchase and reverse agreements will adhere to the amount required under California Government Code Section 53601(j)(2).
10.0 SAFEKEEPING AND CUSTODY
All security transactions entered into by the District shall be conducted on delivery-versus payment (DVP) basis. All securities purchased or acquired shall be delivered to the District by book entry, physical delivery or by third party custodial agreement.
11.0 DIVERSIFICATION
The District will diversify its investments by security type and institution. Assets shall be diversified to eliminate the risk of loss resulting from over concentration of assets in a specific maturity, a specific issuer or a specific class of securities. Diversification strategies shall be reviewed and revised periodically. In establishing specific diversification strategies, the following general policies and constraints shall apply:
a. Portfolio maturity dates shall be matched versus liabilities to avoid undue
concentration in a specific maturity sector.
b. Maturities selected shall provide for stability of income and liquidity.

Resolution No. 3345 3326, January 10 December 7, 20186
c. Disbursement and payroll dates shall be covered through maturities of investments,
marketable United States Treasury bills or other cash equivalent instruments such as
money market mutual funds.
12.0 REPORTING
The General Manager shall submit an investment report to the Board of Port Commissioners
at least quarterly. The report shall include a complete description of the portfolio, the type of
investments, the issuers, maturity dates, par values and the current market values of each component
of the portfolio, including funds managed for District by third party contracted managers. The
report will also include the source of the portfolio valuation. For all funds that are placed in LAIF,
FDIC-insured accounts and/or in a county investment pool, the foregoing report elements may be
replaced by copies of the latest statements from such institutions. The report must also include a
certification that (1) all investment actions executed since the last report have been made in full
compliance with the Investment Policy and, (2) the District will meet its expenditure obligations for
the next six (6) months, as required by Government Code Section 53646(b)(2) and (3), respectively.
The General Manager shall maintain a complete and timely record of all investment transactions.
13.0 INVESTMENT POLICY ADOPTION shall be reviewed on an annual basis, and
modifications must be approved by the Board of Port Commissioners. This Investment Policy
replaces that which was set forth in Resolution No. 3284 3326 on December 7, 2016.September 9,
2015.
PASSED, APPROVED AND ADOPTED this 10th 7th day of JanuaryDecember, 20168. .
Jim FriedmanEverard Ashworth, Chairman
ATTEST:
Jim FriedmanOscar Peña, Secretary
(Seal)
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Resolution No. 3345 3326, January 10 December 7, 20186
STATE OF CALIFORNIA )
COUNTY OF VENTURA ) ss.
CITY OF SAN BUENAVENTURA )
I, Jim FriedmanOscar Peña, Secretary of the Ventura Port District, a public corporation,
do hereby certify that the above and foregoing Resolution No. 33453326 was duly passed and
adopted by the Board of Port Commissioners of said District at a regular meeting thereof held on
the 10th7th day of JanuaryDecember, 20186, by the following vote:
AYES:
NOES:
ABSENT:
IN WITNESS WHEREOF, I have hereunto set my hand and affixed the official seal of
said District this 10th 7th day of JanuaryDecember, 20162018. .
________________________________
Secretary
(Seal)

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