The mission of OCFEC is CELEBRATION OF ORANGE COUNTY S COMMUNITIES, INTERESTS, AGRICULTURE AND HERITAGE (with results justifying resources expended)

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1 The mission of OCFEC is CELEBRATION OF ORANGE COUNTY S COMMUNITIES, INTERESTS, AGRICULTURE AND HERITAGE (with results justifying resources expended) NOTICE OF MEETING 32 ND District Agricultural Association OCFEC Board of Directors Thursday, December 14, :00 a.m. Nick Berardino, Member Gerardo Mouet, Member Ashleigh Aitken, Member Administration Building OC Fair & Event Center 88 Fair Drive Costa Mesa, California Board of Directors Barbara Bagneris, Board Chair Robert Ruiz, Vice Chair Stan Tkaczyk, Member Douglas La Belle, Member Sandra Cervantes, Member Newton Pham, Member Secretary-Treasurer Kathy Kramer CFE, CFEE, CMP Chief Executive Officer, OCFEC 32 nd DAA Counsel Josh Caplan Office of the California Attorney General Those persons wishing to attend the meeting and who may require special accommodations pursuant to the provisions of the Americans with Disabilities Act are requested to contact the office of the 32 nd District Agricultural Association (714) , at least five working days prior to the meeting to insure the proper arrangements can be made. At the discretion of the Board of Directors, all items appearing on this Agenda, whether or not expressly listed for action, may be deliberated and may be subject to action by the Board of Directors. The Board may convene to closed session pursuant to Government Code section 11126, subdivisions (a) and (e) to consider personnel evaluation and/or possible litigation. Items may not necessarily be taken up in the order shown on this Agenda. This agenda, and all notices required by the Bagley-Keene Open Meeting Act are available on the Internet at:

2 OC FAIR & EVENT CENTER, 32 ND DAA BOARD OF DIRECTORS MEETING December 14, 2017, PAGE 2 OF 4 AGENDA 1. CALL TO ORDER All matters noticed on this agenda, in any category, may be considered for action as listed. Any item not so noticed may not be considered. Items listed on this Agenda may be considered in any order, at the discretion of the chairperson. 2. THE MISSION OF OCFEC IS Celebration of Orange County s Communities, Interests, Agriculture and Heritage (with results justifying resources expended). 3. PLEDGE OF ALLEGIANCE 4. ROLL CALL (Policy B) 5. CEO S OPERATIONAL ANNOUNCEMENTS AND UPDATES 6. MATTERS OF PUBLIC COMMENT Public comment is allowed on issues NOT on the current Agenda. However, no debate by the Board shall be permitted on such public comments, and no action will be taken on such public comment items at this time, as law requires formal public notice prior to any action on a docket item. Speakers are requested to sign in prior to the start of the meeting and are limited to three minutes. Comments will be accepted on Agenda items during the meeting. Speakers wishing to address the Board on items on the agenda are requested to sign in prior to the start of the meeting and identify the agenda item(s) on which you desire to address the Board. Speakers are limited to three minutes. 7. MINUTES: A. Board Meeting held November 16, 2017 Action Item 8. CONSENT CALENDAR: (Policy 4.3.4) All matters listed under Consent Calendar are operational matters about which the Board has governing policies, implementation of which is delegated to the CEO. They will be enacted in one motion. There will be no discussion of these items prior to the time the Board of Directors votes on the motion, unless members of the board, staff or public request specific items to be discussed separately and/or removed from this section. Any member of the public who wishes to discuss Consent Calendar items should notify the Chair of the Board, at the time requested and be recognized by invitation of the Chair to address the Board. A. Standard Agreements: SA GE B. Amendments: SA-35-14FV (Amend. #4); SA-50-14BS (Amend. #4); SA ET (Amend. #3); SA YR (Amend. #1); SA FT (Amend #1);

3 OC FAIR & EVENT CENTER, 32 ND DAA BOARD OF DIRECTORS MEETING December 14, 2017, PAGE 3 OF 4 SA FTYR (Amend. #1); SA MS (Amend. #1); SA SP (Amend. #1) C. Rental Agreements: R ; R ; R ; R ; R ; R ; R ; R ; R ; R ; R ; R ; R ; R ; R D. Active Joint Powers Authority Agreements: ; E. Correspondence: Communications to the Board from the public in response to Board discussion or to comments made before the Board are to be listed on the meeting agenda and included in the Board materials as an item of public disclosure. i. none. -End of Consent Calendar- 9. GOVERNANCE PROCESS A. Committee / Task Force / Liaison Reports Information Item To assure compliance with the Bagley-Keene Act, Committee reports are only for the purpose of the Committee chair, Task Force members or Liaison to provide a verbal update. Should the Board want to discuss any Committee work item not already on the agenda; those would need to be agendized for a future Board meeting. i. Centennial Farm Foundation Board (Director Cervantes) ii. Heroes Hall Veterans Foundation Board (Director Berardino, Director La Belle) iii. Financial Monitoring Committee (Director Pham, Director Mouet) iv OC Fair City Liaison Committee (Director La Belle, Director Cervantes) v. Legislative Monitoring Task Force (Director Berardino, Director Aitken) vi. Master Site Plan Task Force (Director La Belle, Vice Chair Ruiz) vii. Tenant Liaison Committee (Director Tkaczyk, Director Berardino) viii. ix. Equestrian Center Task Force (Director Aitken, Director Tkaczyk) Pacific Amphitheatre Operation Evaluation & Review Task Force (Director Berardino, Director Tkaczyk) x. Community Outreach & Education Task Force (Chair Bagneris, Director Berardino) B. Future November Board Meeting Dates Action Item

4 OC FAIR & EVENT CENTER, 32 ND DAA BOARD OF DIRECTORS MEETING December 14, 2017, PAGE 4 OF 4 C. Discussion to Establish Board Policy for Defining Terms of Service Agreement Contracts Action Item D OC Fair Theme Information Item 10. CLOSED SESSION (Closed to the Public) A. Pending Litigation The Board will meet in closed session to consult with legal counsel regarding the following pending litigation. [Gov. Code section 11126(e).] i. To confer with and receive advice from legal counsel regarding potential litigation involving the 32nd District Agricultural Association. Based on existing facts and circumstances, the Board of Directors will decide whether to initiate litigation. (Govt. Code, 11126, subd. (e).) ii. To confer with and receive advice from legal counsel regarding potential litigation involving the 32nd District Agricultural Association. Based on existing facts and circumstances, there is significant exposure to litigation against the 32nd District Agricultural Association. (Govt. Code, 11126, subd. (e).) B. Personnel: The Board will meet in closed session to consider the evaluation of performance of the General Manager / CEO. [Gov. Code, 11126, subd. (a).] 11. BOARD OF DIRECTORS MATTERS OF INFORMATION 12. NEXT BOARD MEETING: JANUARY 25, ADJOURNMENT Respectfully submitted, Kathy Kramer CFE, CFEE, CMP Secretary-Treasurer Chief Executive Officer, OCFEC Date of notice: 4:00 p.m. December 4, 2017

5 The following financial reports as of November 30, 2017 are enclosed for your reference. Income Statement Through November 2017, year-to-date Net Proceeds are $6.8M. This is favorable to the budget of $5.3M by $1.5M. Total 2017 Revenue of $44.9 is favorable to Total 2016 Revenue of 42.9M by $2M. This is a 5% revenue increase over Gate Admissions, Concessions, Attractions and Other Rental Event Revenue were the largest contributors. Total year-to-date Operating Expenses of $34.5M are favorable to budget of $35.7 by $1.2M. Positive variances are payroll/benefits/taxes from unfilled positions and Event Production expenses. Balance Sheet For November 2017 Accounts Receivable are $.5M vs. $.06M in prior year. This is due to earlier invoicing of Q4 events. Deferred Revenues were $1M vs. $.5M in prior year. These funds will be reclassified as Revenue per State and GAAP guidelines. Statement of Cash Flows As of November 30, 2017, OCFEC s cash on hand is $44.9M. Prior year was $39.5M. This is a year over year increase of $5.4 from November Year-to-date 2017 Sources of Cash are primarily Earnings and Depreciation of $2.8M. Year-to-date uses of Cash are primarily Capital Improvements of $3.1M. These projects include $1.5M for the Arlington Beatification Project, $275k for the Agricultural Workers Memorial, Heroes Hall Museum and other capital projects as noted. OC Fair & Event Center 32nd District Agricultural Association 88 Fair Drive, Costa Mesa, CA (714) ocfair.com

6 32 nd DAA OC Fair & Event Center Year to Date Business Unit Financial Results As of November 30, 2017

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8 Year-Round Events Business Unit Contribution Margin Statement Year to Date as of November, Year to Date Year to Date % FY Year to Date Full Year Actual % Budget % Actual % Budget Rental of Facilities % % % 3.7 Personnel Services % % % 1.4 Concessions % % % 1.1 Equipment Rentals % % % 0.7 Admissions/Parking % % % 2.1 Other Revenue % % % 0.0 Total Direct Revenue $8.5 94% $8.1 90% $8.0 88% $9.0 Payroll/Related % % % 2.2 Outside Services % % % 0.3 Supplies/Equipment/Rentals % % % 0.1 Facility/Related % % % 0.5 Marketing/Related % % % 0.1 Other Expense % % % 0.1 Total Direct Expense $2.9 87% $3.0 92% $2.8 85% $3.3 Contribution to Overhead and CapEx $5.6 98% $5.1 89% $5.1 90% $5.7

9 Self-Produced Events Business Unit Contribution Margin Statement Year to Date as of November, Year to Date Year to Date Year to Date Full Year Actual % Budget % Actual % Budget Admissions % % % $9.1 Concessions % % % 7.8 Carnival % % % 3.9 Sponsorships % % % 1.9 Commercial Space % % % 1.4 Parking % % % 2.4 Other Revenue % % % 1.1 Total Direct Revenue $ % $ % $ % $27.5 Payroll/Related % % % 5.7 Outside Services % % % 2.8 Marketing/Related % % % 1.6 Supplies/Equipment/Rentals % % % 2.6 Attractions % % % 1.1 Other Expense % % % 1.9 Total Direct Expense $ % $ % $ % $15.7 Contribution to Overhead and CapEx $ % $ % $ % $11.7

10 Pacific Amphitheatre Business Unit Contribution Margin Statement Year to Date as of November, Year to Date Year to Date Year to Date Full Year Actual % Budget % Actual % Budget Ticket Sales % % % 6.5 Facility Fee % % % 0.9 Concessions % % % 0.7 Parking % % % 0.7 Sponsorship 0.0 0% 0.0 0% 0.0 0% 0.0 Other Revenue % % % 0.1 Total Direct Revenue $8.5 95% $ % $8.3 93% $ 8.9 Performers' Fees % % % 4.1 Outside Services % % % 1.0 Marketing/Related % % % 0.3 Supplies/Equipment/Rentals % % % 0.4 Payroll/Related % % % 0.1 Other Expense % % % 0.2 Total Direct Expense $5.5 89% $ % $5.3 86% 6.2 Contribution to Overhead and CapEx $ % $ % $ % $2.7

11 Support Services Business Unit Net Overhead Summary Year to Date as of November, Year to Date Year to Date Year to Date Full Year Actual % Budget % Actual % Budget Interest % % % 0.1 Facility Rentals % % % 0.1 Other Revenue % % % 0.2 Total Revenue $ % $0.5 95% $0.5 98% $0.5 Payroll/Related % % % 7.4 Facility/Related % % % 2.0 Supplies/Telephone/Postage % % % 0.8 Outside Services % % % 0.4 Insurance % % % 0.4 Other Expense % % % 0.5 Total Expense $ % $ % $9.5 82% $11.6 Net Overhead ($9.8) 89% ($10.5) 95% ($9.0) 81% ($11.1) Non-Cash Expenses: Depreciation Expense $3.0 96% $2.8 92% $2.6 83% $3.1 Total Non-Cash Expense $3.0 96% $2.8 92% $2.6 83% $3.1

12 32nd D A A - OC Fair & Event Center Balance Sheet (Unaudited) November 30, 2017 and 2016 Assets Cash $ 1,805,961 $ 8,594,935 Investments 43,183,671 30,876,117 Accounts Receivable 523,565 63,381 Reserve for Bad Debt (19,379) (18,283) Prepaid Expenses 137, ,261 Deferred Outflows - Pension 2,061,693 1,836,449 Total Assets 47,692,718 41,471,860 Capital Projects in Process 7,145,623 6,505,294 Land 133, ,553 Buildings and Improvements 87,729,681 84,813,500 Equipment 7,256,555 6,842,700 Accumulated Depreciation (50,729,884) (47,150,448) Total Capital 51,535,528 51,144,599 Total Assets $ 99,228,246 $ 92,616,459 Liabilities Accounts Payable 934, ,568 Deferred Revenue 1,037, ,825 Payroll Liabilities 443, ,502 Deposits 28,981 6,500 Other Liabilities 436, ,674 Compensated Absences Liability 936, ,843 Deferred Inflows - Pension 437,969 2,382,651 Pension Liability 14,175,597 12,065,216 Total Liabilities 18,431,182 17,695,779 Net Resources Investment in Capital Assets 51,535,528 51,144,599 Net Resources - Designated Use 959, ,341 Net Resources - Available for Operations 34,010,464 26,926,438 Unrestricted Net Position - Pension (12,551,873) (12,611,418) Net Resources - Auction Fund 13,502 13,921 73,966,962 66,332,881 Net Proceeds from Operations 6,830,102 8,587,799 Total Net Resources 80,797,064 74,920,680 Total Liabilities and Net Resources $ 99,228,246 $ 92,616,459

13 32nd D A A - OC Fair & Event Center Statement of Operations - Detailed (Unaudited) November 30, 2017 and Budget 2016 Full Year to Date Year to Date Budget Year to Date Year over Year 2017 Amount Amount Variance Amount Variance Budget OCFEC-PRODUCED EVENT REVENUE ADMISSIONS TO GROUNDS Gate Admissions $ 7,657,350 $ 7,971,730 $ (314,379) $ 7,185,786 $ 471,564 $ 7,971,730 Advance Admissions 3,421,870 3,306, ,192 3,306, ,192 3,306,678 Subtotal 11,079,220 11,278,408 (199,188) 10,492, ,756 11,278,408 COMMERCIAL SPACE RENTALS 1,366,431 1,357,800 8,631 1,480,745 (114,314) 1,357,800 CARNIVAL & CONCESSIONS Carnival 3,676,213 3,900,000 (223,787) 3,800,659 (124,446) 3,900,000 Concessions 8,359,763 8,430,361 (70,598) 7,919, ,704 8,430,861 Subtotal 12,035,976 12,330,361 (294,384) 11,719, ,258 12,330,861 EXHIBITS REVENUE Entry Fees 80,127 69,563 10,564 65,764 14,363 69,563 Donations/Awards 4,616 5,160 (544) 5,028 (412) 5,160 Sales 19,650 41,794 (22,144) 19, ,494 Subtotal 104, ,517 (12,124) 90,126 14, ,217 ATTRACTIONS REVENUE 5,677,221 5,608,165 69,057 5,187, ,401 5,608,165 MISC OCFEC-PRODUCED EVENT REVENUE Parking 2,749,535 2,929,381 (179,846) 2,927,280 (177,746) 2,929,381 Sponsorships 1,642,276 1,949,745 (307,469) 1,706,659 (64,383) 1,949,745 Livestock Auction Receipts 291, ,663 (28,817) 319,800 (27,954) 320,663 Camping 95,178 91,780 3,398 84,565 10,613 91,780 Exhibitor Fees 45,890 28,300 17,590 38,800 7,090 28,300 Miscellaneous Other Self Produced Revenue 66, ,400 (88,733) 100,000 (33,333) 155,400 Subtotal 4,891,390 5,475,268 (583,878) 5,177,104 (285,713) 5,475,268 TOTAL OCFEC-PRODUCED EVENT REVENUE 35,154,632 36,166,519 (1,011,886) 34,147,978 1,006,655 36,167,719 RENTAL REVENUE RENTAL OF FACILITIES Facility Rental Fees (800) 145,000 (145,800) - (800) 145,000 Grounds Wide Rentals 39,375 43,100 (3,725) 43,100 (3,725) 43,100 Building , ,300 3, ,186 10, ,500 Building , ,400 (31,300) 133,930 (14,830) 174,100 Building ,980 92,400 20, ,000 4, ,000 Building 16 58,275 64,000 (5,725) 75,000 (16,725) 108,600 The Hangar 161, ,200 (88,270) 222,835 (60,905) 313,400 Parade of Products 70,225 81,200 (10,975) 75,013 (4,788) 101,400 Breezeway 34,493 34, ,000 4,493 73,300 Wine Courtyard 3,088 5,400 (2,313) 5,025 (1,938) 5,400 Silo Building 1,710 2,800 (1,090) 3,500 (1,790) 2,800 Millennium Barn 2,250 3,600 (1,350) 4,500 (2,250) 3,600 Little Theater 10,475 6,700 3,775 11,423 (948) 6,700 Baja Blues Restaurant 6,750 5,200 1,550 6, ,900 Livestock Office ,640 (5,640) - Parking Lot 1,742,748 1,813,575 (70,827) 1,750,801 (8,053) 2,004,100 Lawns 8,500 5,600 2,900 6,795 1,705 11,400 Event Camping 64,455 50,300 14,155 54,525 9,930 56,300 Festival Grounds 7,100 36,800 (29,700) 22,000 (14,900) 36,800 Mall 20,700 33,700 (13,000) 26,250 (5,550) 45,200 Grandstand Arena 23,700 28,200 (4,500) 28,000 (4,300) 28,200 Trailer Rallies 3,455 1,300 2,155 2,195 1,260 1,700 Individual Camping 83,765 54,400 29,365 90,110 (6,345) 60,400 Pacific Amphitheater 67,075 35,100 31,975 47,750 19,325 35,100 Subtotal 2,936,198 3,233,575 (297,377) 3,035,877 (99,680) 3,687,000 OTHER RENTAL EVENT REVENUES Interim Admissions 317, ,900 43, ,292 43, ,900 Interim Parking 1,903,790 1,860,329 43,462 1,801, ,857 1,988,329 Revenue from Personnel Services 1,644,312 1,266, ,412 1,309, ,703 1,442,600 Equipment Rentals 725, ,100 47, ,577 (19,540) 770,400 Year-Round Concessions 986, , , , , ,000 Outside Caterers 195, ,200 1, ,843 (5,580) 220,500 Outdoor Signs 44,450 44, , ,370 Subtotal 5,816,738 5,129, ,640 5,106, ,709 5,598,099 EQUESTRIAN CENTER REVENUES Stall Rentals 132, ,887 (5,196) 106,072 26, ,587 Subtotal 132, ,887 (5,196) 106,072 26, ,587 12/5/2017 5:03 PM Page 1

14 32nd D A A - OC Fair & Event Center Statement of Operations - Detailed (Unaudited) November 30, 2017 and Budget 2016 Full Year to Date Year to Date Budget Year to Date Year over Year 2017 Amount Amount Variance Amount Variance Budget OTHER OPERATING REVENUES Discounts Earned 29,370 23,000 6,370 18,686 10,684 24,000 Miscellaneous 395,324 92, , , ,466 95,761 Subtotal 424, , , , , ,761 TOTAL RENTAL REVENUE 9,310,321 8,615, ,449 8,466, ,798 9,551,447 TOTAL OPERATING REVENUE 44,464,953 44,782,390 (317,437) 42,614,500 1,850,453 45,719,165 NON-OPERATING REVENUE Interest Earnings 324, , , , , ,000 Grants 139,165 95,308 43,857 8, ,195 95,308 Other Non-Operating Revenue 4,125-4, ,500 (108,375) - Prior Year Revenue 16,021-16,021 2,191 13,830 - TOTAL NON-OPERATING REVENUE 483, , , , , ,308 TOTAL REVENUE 44,948,460 45,008,698 (60,239) 42,898,221 2,050,239 45,957,473 OPERATING EXPENSES Payroll and Related: Salaries/Wages - Permanents 5,176,533 5,507, ,194 4,782,366 (394,167) 5,994,323 Salaries/Wages - Overtime 112,369 67,483 (44,886) 99,485 (12,884) 68,660 Salaries/Wages - Temporaries 4,906,880 4,933,678 26,797 4,508,927 (397,953) 5,055,935 Employee Benefits 3,490,100 3,862, ,949 3,189,090 (301,010) 4,169,876 Travel Expense 58, ,133 57,899 45,132 (13,102) 116,505 Training and Recruiting Expense 75,968 99,339 23,371 64,239 (11,729) 109,341 Subtotal 13,810,352 14,586, ,057 12,685,975 (1,124,377) 15,514,640 Professional Services: Professional Services 4,665,762 4,613,387 (52,375) 3,238,401 (1,427,361) 4,500,000 Judges 35,674 29,993 (5,681) 33,559 (2,115) 29,993 Subtotal 4,701,435 4,643,380 (58,056) 3,271,960 (1,429,476) 4,529,993 Directors Expense: Directors Expense 10,086 6,500 (3,586) 2,718 (7,368) 7,000 Directors Mtg Expense 12,292 11,000 (1,292) 11,909 (383) 12,000 Subtotal 22,378 17,500 (4,878) 14,627 (7,751) 19,000 Insurance Expense 242, , , ,726 52, ,053 Telephone & Postage 173, ,506 (145) 158,870 (14,781) 185,646 Supplies and Equipment: Office Supplies 287, ,040 (133,928) 192,230 (95,738) 158,010 Signs/Banners 259, ,236 (129,509) 96,708 (163,037) 130,436 Decorations/Props 212, ,247 11, ,927 (53,182) 225,247 Small Equipment 49,080 38,552 (10,528) 43,298 (5,781) 38,552 Audio Visual 24,418 43,560 19,142 12,925 (11,493) 43,560 Software 42,379 55,121 12,742 61,158 18,778 55,691 Computer Hardware & Peripherals 43,773 40,455 (3,318) 26,558 (17,216) 40,455 Farm 70,294 79,310 9,016 78,465 8,171 81,748 Ticketing/Wristbands 46,495 53,232 6,737 88,686 42,191 53,232 Equipment Rental 2,330,969 2,623, ,181 2,705, ,311 2,628,389 Equipment Maintenance & Supplies 255, ,750 (57,457) 236,319 (18,888) 208,491 Uniforms & Laundry 99,848 88,054 (11,794) 60,480 (39,368) 89,654 Subtotal 3,722,284 3,726,706 4,422 3,761,032 38,748 3,753,465 Facility and Related: Maintenance of Buildings/Grounds 336, ,644 (78,092) 274,590 (62,145) 275,196 Utilities 1,150,074 1,248,894 98,820 1,046,374 (103,700) 1,352,814 Trash/Waste Removal 1,563,308 1,538,280 (25,028) 1,526,639 (36,669) 1,587,355 Rental of Facilities - 1,000 1, ,000 Special Repairs 857, ,000 (270,975) 620,405 (237,570) 615,700 Subtotal 3,908,092 3,633,818 (274,274) 3,468,008 (440,084) 3,832,065 Publicity and Related: Photography 13,938 23,839 9,901 18,733 4,796 24,139 Contests 354 7,400 7,046 5,691 5,337 7,400 Printing 161,867 64,680 (97,188) 53,583 (108,284) 64,680 Advertising - Outdoor 252, ,250 (38,730) 216,760 (36,220) 214,250 Advertising - Radio 305, ,750 65, ,006 29, ,750 Advertising - TV 491, ,000 8, ,095 (19,545) 500,000 12/5/2017 5:03 PM Page 2

15 32nd D A A - OC Fair & Event Center Statement of Operations - Detailed (Unaudited) November 30, 2017 and Budget 2016 Full Year to Date Year to Date Budget Year to Date Year over Year 2017 Amount Amount Variance Amount Variance Budget Advertising - Print 162, ,914 (30,573) 150,359 (12,128) 132,914 Advertising - Online 185, , , ,695 27, ,624 Promotional Expense 101, ,250 16, ,913 12, ,835 Brochure Printing 6,379 57,450 51,071 49,950 43,571 57,450 Buttons Printing 4,916 3,280 (1,636) - (4,916) 10,780 Media Relations 2,700 10,800 8,100 19,321 16,621 10,800 Public Relations Expense 105, ,074 (3,089) 79,496 (25,668) 109,174 Design & Production 6,238 16,200 9, (5,746) 16,200 Sponsorships 264, ,265 37, ,933 17, ,265 Special Projects 6,217 6, (5,220) 6,250 Subtotal 2,070,586 2,251, ,606 2,011,024 (59,563) 2,302,511 Self-Produced Events Attractions Expense: Arena/Hangar Acts 616, ,663 (32,527) 583,663 (32,527) 583,663 Grounds Acts 584, ,400 1, ,747 (3,021) 586,400 Major Acts 3,564,200 4,000, ,800 3,394,450 (169,750) 4,000,000 Attractions Hospitality 93, ,238 25, ,941 13, ,238 Subtotal 4,859,074 5,289, ,227 4,666,801 (192,272) 5,289,300 Other Self-Produced Event Expense: Competition Handbook 1,246 2, , ,100 Jr. Livestock Auction Costs 277, ,842 22, ,842 22, ,842 Subtotal 278, ,942 23, ,935 23, ,942 Premium Expense: Cash Premiums 91,286 89,000 (2,286) 89,182 (2,104) 89,000 Trophies, Ribbons 20,985 22,752 1,767 28,482 7,497 22,752 Subtotal 112, ,752 (519) 117,664 5, ,752 Other Operating Expenses: Cash Shortages/(Overages) 12,654 14,368 1,714 11,624 (1,030) 14,468 Dues & Subscriptions 53,219 81,473 28,255 72,611 19,392 82,798 Bank Charges 399, ,327 (15,202) 381,757 (17,772) 386,927 Miscellaneous Expense 135, ,072 31, ,935 54, ,072 Subtotal 600, ,241 46, ,926 55, ,266 TOTAL OPERATING EXPENSE 34,501,492 35,758,798 1,257,307 31,408,547 (3,092,944) 36,897,631 Non-Operating Expenses Depreciation Expense 2,990,823 2,841,663 (149,160) 2,577,762 (413,061) 3,099,996 Major Projects 488, ,734 (232,486) 294,703 (193,517) 260,004 * Pension Expense - GASB , , ,000 Prior Year Expense 137,823 - (137,823) 29,409 (108,414) - TOTAL NON-OPERATING EXPENSE 3,616,867 3,922, ,530 2,901,875 (714,992) 4,260,000 TOTAL EXPENSES 38,118,358 39,681,195 1,562,837 34,310,422 (3,807,936) 41,157,631 NET PROCEEDS $ 6,830,102 $ 5,327,503 $ 1,502,598 $ 8,587,799 $ (1,757,698) $ 4,799,842 12/5/2017 5:03 PM Page 3

16 32nd District Agricultural Association OC Fair & Event Center Costa Mesa, CA Statement of Cash Flows (Unaudited) For the Eleven Months Ended November 30, 2017 and 2016 CASH FLOWS FROM OPERATING ACTIVITIES Excess of Expenses Over Revenues $ 6,830,102 $ 8,587,799 Adjustment to Reconcile Excess of Revenue Over Expenses to Net Cash Provided by Operating Activities: Non-Cash Charges (Credits) to Net Income Depreciation Expense 2,990,823 2,577,762 Prior Year Depreciation Expense 21,210 0 (Increase) Decrease in Assets (Increase) Decrease in Accounts Receivable (192,539) 235,664 (Increase) Decrease in Prepaid Expenses (92,349) (119,261) (Increase) Decrease in Notes Receivable 0 253,158 (Increase) Decrease in Deferred Expenses 0 19,583 Increase (Decrease) in Liabilities Increase (Decrease) in Accounts Payable (142,263) 291,003 Increase (Decrease) in Deferred Revenue 291, ,466 Increase (Decrease) in Payroll Liabilities 46, ,413 Increase (Decrease) in Deposits 23,981 (23,627) Net Cash Provided (Used) by Operating Activities 9,776,440 12,210,960 CASH FLOWS FROM INVESTING ACTIVITES (Increase) Decrease in Capital Projects in Progress (3,099,662) (6,238,417) (Increase) Decrease in Building & Improvements 22,352 (79,011) (Increase) Decrease in Equipment 83,513 0 Net Cash Provided (Used) by Investing Activities (2,993,797) (6,317,428) CASH FLOWS FROM FINANCING ACTIVITIES Net Cash Provided (Used) by Financing Activities 0 0 NET INCREASE (DECREASE) IN CASH 6,782,643 5,893,532 Cash and Cash Equivalent - Beginning of Year 38,206,988 33,577,520 Cash and Cash Equivalent - End of Period $ 44,989,631 $ 39,471,052

17 Description Budget Spent Remaining Buildings and Improvements 32nd DAA - OC Fair & Event Center Capital Expenditures & Major Projects Spending (Unaudited) Capital Expenditures & Major Projects Spending (Unaudited) For the Eleven Months Ended November 30, 2017 Migrant AG Worker Memorial - c/o 2016 $46,199 $46,199 $0 Migrant AG Worker Memorial 250, ,042 24,958 Heroes Hall 0 465,789 (465,789) Bldg 14: Roof - c/o ,000 3,478 46,522 Cent Farm: Pipe Corral - c/o ,000 68,692 11,308 Landscape Layout Redesign 0 11,953 (11,953) Parking Lot: LED Conversion - c/o , ,775 Plaza Pacific:Lobby Doors - c/o ,114 (888) 7,002 Pacific Pacific: Turf 0 7,025 (7,025) Bioswale - Arlington Beautification 1,800,000 1,500, ,000 Fall Protection - Pac Amp 70,000 69, Tower Ladders - Pac Amp 40,000 20,733 19,267 Chain Link Fence - Arlington 35,000 18,017 16,983 Building Improvement - EE 70,000 67,502 2,498 Reroof - Courtyard 40,000 24,302 15,698 Restroom Remodel - Maint Dept 32, ,961 Trailer Remodel - Pac Amp 10,000 9, Hen House - Centennial Farm 18, ,000 HVAC Retrofit - Costa Mesa Bldg 100,000 89,249 10,751 (2) Irrigation Pumps - PacAmp Berm 80,000 14,411 65,589 New Asphalt - Ranch House 50,000 40,678 9,322 F & E - Exhibits (*see Equipment/Major Projects) 45,000 * 0 45,000 F & E - Heroes Hall (*see Equipment/Major Projects) 25,000 * 0 25,000 F & E - Ranch House (*see Major Projects) 45,000 * 0 45,000 Furniture & Equip - Administration 50, ,000 K-Rails (100) (*see Major Projects) 50,000 * 0 50,000 Magnetometers (10) (*see Major Projects) 45,000 * 0 45,000 2-Yard Dumpsters (10) (*see Major Projects) 40,000 * 0 40,000 Electric Car Charging Stations 75,000 37,178 37,822 Centennial Barn Repair 30,000 28,394 1,606 Duct Sock - Baja Blues 15,000 17,631 (2,631) Office Upgrade - Admin Bldg 25, ,000 Picnic Tables (30) ( *see Major Projects) 15,000 * 0 15,000 Gutter and Downspout - Maint 10,000 9, Custom Tables (Exhibit Display) 15, ,000 Fall Protection - Costa Mesa Bldg 10, ,000 Silo Renovation 52,000 26,492 25,508 Square Tube Fence Panel 15, ,000 Recycling/Garbage Cans (80) (*see Major Projects) 20,000 * 0 20,000 Portable Staging 20,000 18,202 1,798 Total Buildings and Improvements $3,482,088 $2,818,443 $663,645 Page 1 of 3

18 32nd DAA - OC Fair & Event Center Capital Expenditures & Major Projects Spending (Unaudited) Capital Expenditures & Major Projects Spending (Unaudited) For the Eleven Months Ended November 30, Description Budget Spent Remaining Carnival/Marketplace Improvements Lot G: Asphalt Repair - c/o 2016 $150,614 $119,129 $31,485 Carnival: Asphalt Repair / Seal 0 44,720 ($44,720) Total Carnival/Marketplace Improvements $150,614 $163,849 ($13,235) Furniture & Equipment Portable Electric Panels (6) - c/o 2016 $30,000 $29,181 $819 HH Display Fixtures/Walls/Lighting 65,000 7,000 58,000 Taylor Dunn Carts (3) Event Ops (*see Major Projec 36,000 * 12,715 23,285 LED Sign Upgrade 10, ,000 Facility AEDs (*see Major Projects) 10,000 * 0 10,000 Trailer for "OC FAIR" Letters 16, ,000 Farm Truck - Stake Bed 13, ,000 Fair Matieral 12, ,000 AV Equipment 18, ,000 F & E - Exhibits >$5K 0 * 35,751 (35,751) F & E - Heroes Hall >$5K 0 * 12,377 (12,377) Ranch Cubicle & Equip.$5K 0 * 0 0 Admin F & E >$5K 0 * 0 0 Total Furniture & Equipment $210,000 $97,024 $112,976 Total Capital Expenditures $3,842,702 $3,079,316 $763,386 Page 2 of 3

19 32nd DAA - OC Fair & Event Center Capital Expenditures & Major Projects Spending (Unaudited) Capital Expenditures & Major Projects Spending (Unaudited) For the Eleven Months Ended November 30, Description Budget Spent Remaining Major Projects Fence: Paint Perimeter Green $0 $8,700 ($8,700) Master Plan 175, ,598 (8,864) Asphalt Repairs - Livestock 40, ,000 Landscaping Upgrades - PacAmp 30,000 18,000 12,000 Sound Wall Repair - PacAmp 10,000 1,490 8,510 F & E - Exhibits 0 * 38,190 (38,190) F & E - Heroes Hall 0 * 32,699 (32,699) F & E - Ranch House 0 * 17,193 (17,193) F & E - Admin 0 * 5,000 (5,000) K-Rails 0 * 70,060 (70,060) Magnetometers 0 * 35,175 (35,175) 2-Yard Dumpsters (10) 0 * 16,035 (16,035) Picnic Tables (30) 0 * 14,207 (14,207) Recycling Garbage Cans 0 * 19,964 (19,964) Facility AEDs 0 * 8,433 (8,433) Taylor Dunn Carts (3) Event Ops 0 * 17,952 (17,952) Major Projects - Contingency (525) Total Major Projects $255,734 $488,221 ($232,487) Contingency Fund $143,000 $20,346 $122,654 Total Capital Expenditures, Major Projects & Contingency Fund $4,241,436 $3,587,883 $653,553 Page 3 of 3

20 OC Fair & Event Center Accounts Payable Checks Summary November 2017 Check No. Date Vendor Name Amount /1/2017 Action Golf Cart Rentals 3, /1/2017 B & L Productions 12, /1/2017 Brook Furniture Rental, Inc. 6, /1/2017 CC Framery /1/2017 California Fair Services Authority /1/2017 CR&A Custom, Inc. 3, /1/2017 Fuscoe Engineering, Inc. 2, /1/2017 Gem Faire, Inc. 1, /1/2017 Hahn & Bowersock, Inc. 1, /1/2017 Haitbrink Asphalt Paving, Inc. 4, /1/2017 IIDA Southern California Chapter /1/2017 Leslie Trasport /1/2017 Mariana Sanchez /1/2017 Morpace International 1, /1/2017 Newport Mesa Unified School District /1/2017 Orange County Treasurer-Tax Collector /1/2017 Orange County Direct Mail /1/2017 Orange Mirror and Glass /1/2017 Pinnacle Petroleum, Inc /1/2017 Roy Englebrecht Promotions /1/2017 Shari Yee /1/2017 Spectra /1/2017 Summit Environmental Services, Inc. 4, /1/2017 Thermal Concepts, Inc. 2, /1/2017 ThyssenKrupp Elevator Corporation 1, /1/2017 United Rentals (North America), Inc. 5, /1/2017 West Coast Emergency Medical Services 2, /1/2017 West Coast Emergency Medical Services /2/2017 Department of Treasury 5, /8/2017 CWF, Inc. dba A1 Event & Party Rental 5, /8/2017 Association of State CA Supervisors /8/2017 Alejandro Pijuan /8/2017 Animal Protection & Rescue dba SoCal Veg 9, /8/2017 Aquatic Service, Inc /8/2017 AT&T 1, /8/2017 California Fair Services Authority 2, /8/2017 California Fair Services Authority /8/2017 Citi Bank 2, /8/2017 Citi Bank /8/2017 CCS Orange County Janitorial, Inc. 14, /8/2017 David Leasure /8/2017 DeltaCare USA /8/2017 Delta Dental Plan Of California 5, /8/2017 Department of Forestry & Fire Protection 2, /8/2017 Department of General Services 3, Page 1 of 4

21 OC Fair & Event Center Accounts Payable Checks Summary November 2017 Check No. Date Vendor Name Amount /8/2017 Golden Voice, LLC 340, /8/2017 IUOE, Craft/Maint. Division 1, /8/2017 Truemark, Inc. dba JB3D 1, /8/2017 J.C. Construction 2, /8/2017 Joe A. Gonsalves & Son 5, /8/2017 C H Johnson Consulting, Inc. 48, /8/2017 Junior League Of Orange County 3, /8/2017 Kaiser Permanente 42, /8/2017 VOID /8/2017 Mark Weber /8/2017 Mobile Modular Portable Storage 21, /8/2017 Orange County Treasurer-Tax Collector 15, /8/2017 Adentope, Inc. dba OC Japan Fair /8/2017 Pablo Calderon /8/2017 Patrick Hotra /8/2017 CA Public Employees Retirement System 50, /8/2017 Pinnacle Petroleum, Inc /8/2017 Ralph Crowther /8/2017 Reidman Dairy Services /8/2017 Ricoh Americas Corporation 3, /8/2017 Robert Slane /8/2017 SEIU Local 1000 CA State Employees Asso. 2, /8/2017 Sound Media Fusion, LLC 5, /8/2017 Spectra 3, /8/2017 State Disbursement Unit /8/2017 Technical Air Corporation /8/2017 Trojan Painting Professional 4, /8/2017 West Coast Emergency Medical Services /16/2017 Amlon Industries, Inc. 4, /16/2017 AT&T /16/2017 AT&T /16/2017 Brook Furniture Rental, Inc. 7, /16/2017 BurrellesLuce /16/2017 Business Mail Acceptance /16/2017 California Fairs Financing Authority 3, /16/2017 California Fair Services Authority 1, /16/2017 California Fair Services Authority 24, /16/2017 Costa Mesa Chamber Of Commerce 5, /16/2017 CCS Orange County Janitorial, Inc. 19, /16/2017 CORT Business Services, Inc. 1, /16/2017 CR&R Inc. 8, /16/2017 CR&A Custom, Inc. 1, /16/2017 Employment Development Department /16/2017 Employment Development Department 1, /16/2017 Edward Leon Page 2 of 4

22 OC Fair & Event Center Accounts Payable Checks Summary November 2017 Check No. Date Vendor Name Amount /16/2017 Executive Event Services LLC 4, /16/2017 Jose Martinez Tree Service, Inc. 3, /16/2017 Khavarian Enterprises, Inc. dba Vision C 3, /16/2017 Leslie Trasport /16/2017 Limbach Company LP /16/2017 Lopez Works, Inc. 35, /16/2017 The Mars Group /16/2017 Marie Torres /16/2017 Michael Goulding /16/2017 Modular Space Corporation / Modspace 1, /16/2017 nqativ, LLC /16/2017 Orange County Register - Advertising /16/2017 Pinnacle Landscape Company /16/2017 Pinnacle Petroleum, Inc. 1, /16/2017 Safeguard Health Plans /16/2017 Southern California Edison 55, /16/2017 Southern California Indian Center 1, /16/2017 Spectra 3, /16/2017 State Disbursement Unit /16/2017 Stage Right Corporation /16/2017 StyleCon /16/2017 TalentWise, Inc.dba Sterling Talent Solu /16/2017 Thermal Concepts, Inc. 3, /16/2017 Universal Waste Systems, Inc. 36, /16/2017 UTP Productions, Inc. 71, /16/2017 Verizon Wireless 2, /16/2017 West Coast Emergency Medical Services 1, /16/2017 Xerox Corporation /16/2017 AT&T /16/2017 Franchise Tax Board /16/2017 KBIG FM Radio 2, /16/2017 KOST-FM 5, /16/2017 KYSR FM 2, /16/2017 UTP Productions, Inc. 19, /17/2017 Lisa Sexton 7, /20/2017 PRG (California), Inc. (Production Resou 186, /21/2017 The Blue Ribbon Foundation 30, /21/2017 Orange County Treasurer-Tax Collector 17, /22/2017 Department of Forestry & Fire Protection 11, /22/2017 Department of Justice 8, /22/2017 Evelyn Hernandez /22/2017 Executive Event Services LLC 2, /22/2017 Gem Faire, Inc /22/2017 Golden Voice, LLC 7, /22/2017 Kathy Kramer Page 3 of 4

23 OC Fair & Event Center Accounts Payable Checks Summary November 2017 Check No. Date Vendor Name Amount /22/2017 Lisa Sexton 7, /22/2017 Mesa Water District 10, /22/2017 Gravity Technologies Inc /22/2017 Secretary Of State /22/2017 State Disbursement Unit /22/2017 Sugar Plum Festivals 2, /22/2017 Williams Scotsman, Inc. 11, /30/2017 Association of State CA Supervisors /30/2017 AT&T 5, /30/2017 CCS Orange County Janitorial, Inc. 232, /30/2017 Employment Development Department /30/2017 Fire Sprinkler Inspections, Inc /30/2017 Fueling Moms 1, /30/2017 Global Med Industries LLC dba Heartsmart 1, /30/2017 Hahn & Bowersock, Inc /30/2017 IUOE, Craft/Maint. Division 1, /30/2017 JJJ Floor Covering, Inc. 21, /30/2017 Joe A. Gonsalves & Son 5, /30/2017 nqativ, LLC 23, /30/2017 Orange County Treasurer-Tax Collector 11, /30/2017 One Touch Solutions, Inc. 2, /30/2017 Pasco Doors /30/2017 Ricoh Americas Corporation 1, /30/2017 Sectran Security, Inc /30/2017 SEIU Local 1000 CA State Employees Asso. 2, /30/2017 Spectra 1, /30/2017 State Disbursement Unit /30/2017 State Water Resources Control Board 5, /30/2017 The Activation Group /30/2017 The Gas Company /30/2017 United Rentals (North America), Inc. 1, /30/2017 Vanguard University 2, /30/2017 West Coast Emergency Medical Services 2, /30/2017 Williams Scotsman, Inc. 5, Total November 2017 AP Checks 1,651, Page 4 of 4

24 OC Fair & Event Center Electronic Payments Summary November 2017 Reference No. Date Vendor Name Amount EL /3/2017 Paypal, Inc E /9/2017 CA Public Employees Retirement System 1, E /20/2017 CA Public Employees Retirement System 169, E /22/2017 CA Public Employees Retirement System 3, Ec63456db56 11/29/2017 US Bank 106, ACH Banking Fees / Credit Card Fees / Payroll Tax Transactions American Express Credit Card Fees Authorize.Net Fees Banking Analysis Fee Chargebacks Gateway Services Fees Global Pay Fees Merchant Service Bankcard Fees 2, Paymentech Credit Card Merchant Fees Payroll Taxes 80, Uaccept.com Total November 2017 Electronic Payments 365, Page 1 of 1

25 OC Fair & Event Center Premium Checks Summary November 2017 Check No. Date Vendor Name Amount /30/2017 Emily Parsons Total November 2017 Premium Checks Page 1 of 1

26 OC Fair & Event Center Junior Livestock Auction Checks Summary November 2017 Check No. Date Vendor Name Amount /13/2017 Lalani Pacheco Total November 2017 Junior Livestock Auction Checks Page 1 of 1

27 MINUTES OF OCFEC BOARD OF DIRECTORS MEETING HELD November 16, CALL TO ORDER: Vice Chair Ruiz called the meeting to order at 9:02 a.m. 2. MISSION STATEMENT 3. PLEDGE OF ALLEGIANCE: The Pledge of Allegiance was recited by Director Berardino. Roll call was taken by Summer Angus. 4. DIRECTORS PRESENT: Chair Bagneris, Vice Chair Ruiz, Director Berardino, Director Mouet, Director Tkaczyk, Director La Belle, Director Cervantes and Director Pham. DIRECTORS ABSENT/EXCUSED: Director Aitken OTHERS PRESENT: Kathy Kramer, OCFEC CEO; Michele Richards, OCFEC Vice President, Business Development, Ken Karns, OCFEC Vice President, Operations; Adam Carleton, OCFEC Vice President, Finance & Administration; Summer Angus, OCFEC; Jerry Eldridge, OCFEC Director of Facilities; Jason Jacobsen, OCFEC Director of Planning & Presentation; Joan Hamill, OCFEC Director of Exhibits & Education; Terry Moore, OCFEC Director of Communications; Nick Buffa, OCFEC Director Security & Traffic; Dan Gaines, OCFEC Director of Entertainment; Jeff Wilson, OCFEC Entertainment Supervisor; Johanna Svensson, OCFEC Creative Services Supervisor; Josh Caplan, Office of the Attorney General; Luis Hernandez, Stenographer; Theresa Sears; Reggie Mundekis; Beth Refakes; Ana Vrska Chair Bagneris joined the meeting. 5. CEO S OPERATIONAL UPDATE Kathy Kramer, OCFEC CEO, reported on the Salute to Veterans event held on November 11 th at the fairgrounds. She also reported that on November 13 th community and OCFEC staff volunteers, in partnership with Starbucks, prepared and packaged candy and coffee boxes to be sent to US Military troops overseas. Adam Carleton, OCFEC VP Finance & Administration presented the October 2017 financials. Ken Karns, OCFEC VP Operations, gave a report on the administration building backup emergency generator capabilities, as requested by Director Tkaczyk.

28 OC FAIR & EVENT CENTER, 32 ND DAA MINUTES OF THE BOARD OF DIRECTORS MEETING November 16, 2017, PAGE 2 OF 8 Michele Richards, OCFEC VP of Business Development, provided an overview of upcoming events. 6. PUBLIC COMMENTS Theresa Sears congratulated the new chair on her appointment. Sears spoke about her experience during the Canyon 2 Fire and the animal evacuations. Reggie Mundekis spoke about her request to view the filed form 700s and criticized that the forms were not readily available. Mary, Costa Mesa resident, spoke about the increase in reported crimes to the Costa Mesa Police Department during the OC Fair dates. Beth Refakes, commented on the Veterans Day event on November 11th. She suggested having the food donation collection at all entrances to the event. Ana Vrska, Costa Mesa resident, shared her concerns of the Master Site Plan concepts. She also suggested a change in time of the meetings and flat rate stipend compensation for Board members. Lisa Sabo commented on her experience at the fairgrounds during the Canyon 2 Fire animal evacuations. 7. MINUTES: A. Board Meeting held October 26, 2017 ACTION: Director Cervantes motioned and Vice Chair Ruiz seconded to review and approve the minutes from the Board meeting held October 26, MOTION CARRIED. AYES: Chair Bagneris, Vice Chair Ruiz, Director Berardino, Director Mouet, Director Tkaczyk, Director La Belle, Director Cervantes and Director Pham. NAYES: None. 8. CONSENT CALENDAR A. Standard Agreements: None B. Amendments: SA FT (Amend. #1); SA FT (Amend. #1); SA FT (Amend. #1); SA-193-(17FT Amend. #1); SA FTYR (Amend. #1) C. Rental Agreements: R ; R ; R ; R ; R ; R ; R ; R ; R D. Active Joint Powers Authority Agreements: None

29 OC FAIR & EVENT CENTER, 32 ND DAA MINUTES OF THE BOARD OF DIRECTORS MEETING November 16, 2017, PAGE 3 OF 8 E. Correspondence: Communications to the Board from the public in response to Board discussion or to comments made before the Board are to be listed on the meeting agenda and included in the Board materials as an item of public disclosure. i. none. -End of Consent Calendar- ACTION: Director Cervantes motioned and Director La Belle seconded to review and approve the Consent Calendar. MOTION CARRIED. AYES: Chair Bagneris, Vice Chair Ruiz, Director Berardino, Director Mouet, Director Tkaczyk, Director La Belle, Director Cervantes and Director Pham. NAYES: None. 9. GOVERNANCE PROCESS: A. Committee/Task Force/Liaison Reports i. Centennial Farm Foundation Board (Director Cervantes) ii. Heroes Hall Veterans Foundation Board (Director Berardino, Director La Belle) iii. Financial Monitoring Committee (Director Pham, Director Mouet) iv OC Fair City Liaison Committee (Director La Belle, Director Cervantes) v. Legislative Monitoring Task Force (Director Berardino, Director Aitken) vi. Master Site Plan Task Force (Director La Belle, Vice Chair Ruiz) vii. Tenant Liaison Committee (Director Tkaczyk, Director Berardino) viii. Equestrian Center Task Force (Director Aitken, Director Tkaczyk) ix. Pacific Amphitheatre Operation Evaluation & Review Task Force (Director Berardino, Director Tkaczyk) x. Community Outreach & Education Task Force (Chair Bagneris, Director Berardino) Theresa Sears spoke about her experience helping move evacuated animals to the fairgrounds during the Canyon 2 Fire. Michele Richard, on behalf of the Centennial Farm Foundation Board, reported that no action had taken place at the Foundation s October meeting and that they will not meet again until January Director Berardino, on behalf of the Heroes Hall Veterans Foundation Board, reported on the Salute to Veterans event on November 11 th and complimented staff on their efforts with the event. Char Bagneris moved to agenda item 9B. B. Heroes Hall Plaque Installation Action Item Bobby Mc Donald, Heroes Hall Veterans Foundation, presented the recommendation of the Foundation for the plaque for Marine Corps

30 OC FAIR & EVENT CENTER, 32 ND DAA MINUTES OF THE BOARD OF DIRECTORS MEETING November 16, 2017, PAGE 4 OF 8 Lance Corporal Donald J. Hogan to be installed at Heroes Hall Medal of Honor Courtyard. He also commented on the Salute to Veterans event held November 11 th. Director Berardino presented more information regarding Marine Corps Lance Corporal Donald J. Hogan. ACTION: Director Berardino motioned and Director Cervantes seconded to review and approve the Heroes Hall Plaque Installation for Marine Corps Lance Corporal Donald J. Hogan. MOTION CARRIED. AYES: Chair Bagneris, Vice Chair Ruiz, Director Berardino, Director Mouet, Director Tkaczyk, Director La Belle, Director Cervantes and Director Pham. NAYES: None. Chair Bagneris, on behalf of the Financial Monitoring Committee, announced that she will be stepping down from the Committee. She also announced that Director Pham will chair the Committee and Director Mouet will be a member. Director Pham commented on the 2018 Budget Study Session. Director La Belle, on behalf of the Master Site Plan Task Force, reported on a workshop that was held in September, wherein conceptual drawings were presented by the consultants. La Belle reiterated that the Board has made no decisions representative to which, if any, of the concepts being adopted. Director Berardino stated his confused about the public comments regarding a supposed convention center being considered as part of the Master Site Plan. He stated that to his knowledge no convention center has been presented at any point in the workshops or concepts. Director La Belle confirmed that at no point has a convention center been presented. Director Ruiz also confirmed the same. Chair Bagneris announced the discontinuation of the Consumer Initiatives Task Force and the Agricultural Committee. She stated that if there is a future need for a like task force or committee that it could be brought back in an ad hoc capacity. Director Berardino, on behalf of the Pacific Amphitheatre Operation Evaluation & Review Task Force, reported that the Committee is in the process of reviewing and developing new policies. He reported that the Committee met with a consultant and the sheriff s department regarding the recent security concerns that have taken place at other major event centers. Director Tkaczyk reported that significant changes to policies will take place provide a safe environment for performers, staff and guests alike. Chair Bagneris, on behalf of the Community Outreach & Education Task Force, introduced the new Task Force that will concentrate on

31 OC FAIR & EVENT CENTER, 32 ND DAA MINUTES OF THE BOARD OF DIRECTORS MEETING November 16, 2017, PAGE 5 OF 8 educational engagement with the community. C. Research the Opportunity to Purchase the Art Astor Foundation Inventory Owned by the City of Cerritos Action Item Reggie Mundekis spoke in opposition to the purchase of the Art Astor Foundation Inventory collection. Kathy Kramer presented the staff report. Director La Belle discussed the background of the collection and Art Astor s connection to Orange County and the Santa Ana Army Air Base. He recommended that a committee be formed to research and explore the opportunity. Theresa Sears stated that she had the opportunity to view the collection and shared her support in exploring the opportunity to purchase the collection. She share that she had interviewed Art Astor years ago. Director Mouet agreed that the opportunity should be explored as it relates to the OCFEC s mission statement as part of heritage. Director Tkaczyk stated that he agrees with researching the opportunity but also weighing the cost effectiveness carefully. Director Pham shared his concerns about the number of vehicles in the collection, the footprint and expense the collection would take to house at OCFEC. Pham stated that he would like to understand the expense and maintenance of the collection. Chair Bagneris appointed Director Pham and Director Mouet to serve on the committee. No vote, no action taken. D. California Department of Food & Agriculture Cannabis Event Guidelines Action Item Reggie Mundekis spoke in opposition of allowing cannabis events at the fairgrounds. Kathy Kramer presented the staff report.