The City Council unanimously approved the formation of the Seal Beach Historical Resources Foundation this week. The foundation is a non-profit entity envisioned as independent of the city government.
Strictly speaking, the council authorized staff to file the articles of incorporation and the bylaws of the new foundation.
The council will appoint the first five board members at a future date. (After that, they will be elected according to the bylaws.) At the suggestion of District One Councilman/Mayor Joe Kalmick, the city will issue an announcement about how community members may apply for the position. Council members discussed, but did not formally vote on, whether to select council members by district or at large. The consensus, however, seemed to be for at-large membership.
City Attorney Craig Steele said the board members could not be related to one another by blood or marriage. He said the foundation would not be controlled by the city.
Kalmick said he would like for the council to decide if they want to select board members by district or at large.
District Two Councilman Thomas Moore asked if it would make sense to have a council member on the board.
Kalmick said he thought the intent would be to have a city official who was not a voting member.
District Four Councilwoman Schelly Sustarsic said she would just as soon see board members selected from at large.
District Three Councilman Michael Varipapa expressed a preference for a board member from each district.
“I think the at-large option is the best way to go,” said District Five Councilwoman Sandra Massa-Lavitt.
According to Kalmick, the bylaws call for elections each year.
Section 8 of the bylaws calls for an annual meeting on the second Tuesday in February to elect officers and transact business. Section 8 also requires five days’ notice before a meeting.
Steele told the council that board members would serve three-year terms and be limited to a maximum of two terms. “There would be a sort of natural rotation,” he said.
Background
“The City of Seal Beach owns the historic ‘Blue House’ located on the Greenbelt and other historic resources of the City,” according to the staff report by City Attorney Craig Steele.
“Because the Seal Beach Historical Society turned over ownership of the adjacent ‘Red Car’ museum to the Lions Club, it is an opportune time to form an independent, tax exempt, 501(c)(3) corporation to own, preserve, and display these community assets in a way that benefits the entire community,” Steele wrote.
“An independent foundation would provide the mechanism for fundraising and management that might not be as successful in the City government structure,” he wrote.
“This independent non-profit corporation would have an initial Board of 5 members appointed by the City Council, but it would not, thereafter, be a City committee or board,” he wrote.
“The Foundation could increase its Board to as many as 15 Directors and elect its own officers,” Steele wrote.
“Initially, City staff would provide administrative support for the operations of the foundation, including filing the request for tax exempt status for the foundation and providing bookkeeping and tax return. The Bylaws provide for a City advisory member (non-voting) to provide continuity and coordination between the City and the Foundation,” Steele wrote.
“Under the proposed Bylaws, the City Council would appoint the first 5 members of the Board of Directors, with the Board then appointing and re-appointing Directors thereafter,” Steele wrote.
“Any person 18 years old of age or older may be nominated or elected to serve as a Director. Directors preferably should have experience with historic preservation, fundraising, non-profit management or education. Directors need not be residents of the City of Seal Beach. Directors may not be City of Seal Beach elected officials or City employees or individuals related by blood or marriage to another Director,” Steele wrote.
