PERALTA COMMUNITY COLLEGE DISTRICT AUDIT AND FINANCE COMMITTEE MEETING MINUTES Date: Location: Start time: End time: April 12, 2007 Chancellor’s Conference Room, District Office 3:07 p.m. 4:35 p.m. PRESENT: Bill Withrow, Chair Abel Guillén, Trustee Cy Gulassa, Trustee Gail Waiters, Inspector General Tom Smith, Vice Chancellor for Finance and Administration Yvonne Dorrough, Associate Vice Chancellor, Budget and Finance Joseph Bielanski, President, District Academic Senate Bill Rauch, Vavrinek Trine Day & Co. Heidi White, Vavrinek Trine Day & Co. (via conference call) ABSENT: William Riley, Trustee AGENDA: 1. Review and approve the agenda. 2. Review and approve the minutes of the March 22, 2007 meeting 3. Presentation by Heidi White on the final external audit report for FY 2005-06. 4. Discussion of engagement letter from Mark Harris, The Pineapple Group 5. OPEB Investment Report Chair Withrow opened the meeting at 3:07 p.m. with a discussion of what should Board members be most concerned about when reviewing the findings of the external audit, i.e., FTEs, internal counting controls, financial aid audit and audit comments, General fund reserve. Committee reviewed the MD&A on page 4 of the external audit. Chair Withrow questioned if there was any significant areas that the Board should be aware of (anything that could get caught up in with the press). VC Smith indicated the material weakness about PeopleSoft is noted in the report. Heidi White joined meeting at 3:20 p.m. via conference call. External Audit VC Smith gave briefing on certain sections of the report for some direction. Ms. White indicated the good news was the report was sent to all appropriate agencies on time by April 2nd since March 31st fell on weekend. The opinion is on page 2, third paragraph, financial statements. It is unqualified opinion, as we go through the recommendations, we were able to satisfy the numbers, April 12, 2007 Page 1 of 4 and go forward with an unqualified opinion. The opinion will be highlighted for the Board, the Audit and Finance Committee will go over more detailed sections. Chair Withrow asked if there was anything in the audit of significance that the Board needs to know about. Ms. White stated that it is fairly standard and there is nothing of great significance that would be a red flag highlighting any issues. Everything is in book value. Where you will see the most impact is on page 59, the start of discussion of findings and recommendations. Significant areas of concerns are really discussed beginning with the transition of legacy over to PeopleSoft. Some issues have been resolved, would like to see if more progress has been made. Chair Withrow asked when the SAS 70 review will take place. VC Smith stated we will begin immediately. We are using CIBER in demonstrating the physical capital asset system. He is unimpressed with benefits package. The audit findings in the report are only the findings that are required by the State/ Federal compliance. We do have other findings in a management letter that focused more on effectiveness and efficiency, plus recommendations to get processes resolved. VC Smith questioned if it is acceptable not to give that part in open session to Board, but in closed instead. Ms. White said yes, that the Finance and Audit Committee would be considered to be communication route to take to full Board. State information is solely for use by the Board. VC Smith stated that he knew there was one comment that is quite controversial to the District. Ms. White followed up that it is segregation of duties (page 61), that is part of a reportable condition. What we found is a lack of segregation of duties between Purchasing and Facilities, and who should oversee the other. It is really possible for one individual to have the ability to initiate Requisition, a Purchase Order and approve payment without going through proper channels and after the fact. This is Finding 2006-5. We feel in District’s best interest to incorporate another layer between purchasing and facilities. Background of vendors/contractors checked, but handled in facilities department. Chair Withrow stated you don’t want person purchasing to be person receiving. He was unclear about A/P and whether that is sufficient for validation. Ms. White mentioned that what they found in A/P was they were looking to make sure documentation is there and ready for payment. If supporting documentation not approved until after the services have been rendered, A/P does not have any other choice but to pay the bill. They are not a line of authority to make that decision if it happened after the fact. This goes back and forth between facilities and purchasing, who is actually looking to make sure qualified vendor, insurance, etc. Follow up on this finding is in the management letter. VC Smith stated for the record the Chancellor is struggling with this comment. I believe his position is that there is a level of accountability and that finance is the line of defense to the inappropriateness. VC Smith would ask that IG take a look at this to make recommendation to the Audit and Finance committee. Ms. White said that internal control question is more of a preventative risk; other area of segregation of duties, transfer of funds and journal entries. Need to talk about level of control over programming and processing, and making changes to the General Ledger April 12, 2007 Page 2 of 4 system. A lot had to be done as a “work around”. IT service department does not have access to general ledger that they are providing programming for. Would be like a SAS 70 report. Recommendation is that you look for firm to provide a SAS 70 type audit. Ms. White will recommend some firms that can do these types of audit. VC Smith will contact and then bring back to the Audit and Finance committee for approval; for trustees benefit this is the latest that this audit report has come out. The comments we are supposed to be implementing this fiscal year; we now have two months. Trustee Guillén arrived at 4:00 p.m. Regarding the Financial Aid at BCC, COA and Laney did not have same problems or issues as BCC. VC Smith mentioned that the District didn’t change personnel at BCC, are they doing something different this year or were they just lucky in previous years. AVC Dorrough stated that BCC went into direct mail disbursement, Robert [Vergas] disburses early. Chair Withrow thought BCC is in serious trouble. Audit committee may want to request that VC Haig have Howard [Perdue, AVC] look into this. Ms. White recommends they look at BCC financial aid end of May to see if findings have changed. Trustee Gulassa, mentioned Finding 2006-7, he has concern of paying of contracts at $25,000. Ms. White indicated that two or three were specifically at that amount; within sample there were three or four. VC Smith stated that part of the problem is they [managers] will do a $25K contract knowing that it will be much larger and they don’t want to wait and go through the Board. Trustee Gulassa mentioned it seemed the same contractor was getting the same contracts, per vendor, per year, especially in construction. Ms. White discussed the 50% law calculation; the auditors were not able to finish the 50% law requirements. Mr. Rauch says they are still in compliance with 50% law [he met with AVC Dorrough today to review]. Chair Withrow asked if audit Finding 2006-11 was due to PeoepleSoft? Both Ms. White and Mr. Rauch said yes, interim reporting was very affected. Chair Withrow was concerned that BCC off by 40%. AVC Dorrough indicated that the money $48,000 has been spent by now. Trustee Guillén asked how does this overall picture compare us to other Bay 10 districts. Ms. White indicated we need to remember that 05/06 year was very unique since District converted the financial statements. Other Bay 10’s did not convert to PeopleSoft. Findings here are really due to the PeopleSoft conversion. It takes two to three years to resolve the bugs in the system. Wasn’t an easy year but it wasn’t the worst either. Trustee Gulassa asked about Finding 2006-13, we collecting FTEs for the K-12, enrollment forms could not be located. Ms. White indicated this time it is a recordkeeping type process. Form is required to be maintained, have parents permission, did not exceed certain percentage enrollment at that high school. Related to concurrently enrolled students high school and college. It is a course by course basis. Conference Call ended at 4:15 p.m. Back of document has to do with prior fiscal year, or whether we fixed the problem. April 12, 2007 Page 3 of 4 Mr. Rauch indicated that since only two months to implement, you will see a lot of rollover into the next fiscal year. Mark Harris (The Pineapple Group) Contract for Mark Harris is five (5) basis points for payment and three (3) basis points for reimbursements. Trustee Guillén has problem with 10 years and basis points payments. He believes we should only reimburse for expenses. We are paying for dedicated staff person at Pineapple Group overseeing the underwriters. VC Smith stated they will monitor the transactions themselves on a month to month basis; running through their software, providing reports to audit committee. Chair Withrow talked about shifting risk profile is one of the big values coming to District; to what degree did the risk profile change from the guidelines we gave them. Trustee Guillén stated we asked Lehman to follow the CalPERS model; what is rationale to shift away from CalPERS model? VC Smith indicated we need to watch what CalPERS is doing, we are talking about risk. Chair Withrow followed up that CalPERS underperformed, in small cap. We also risk being overexposed in certain area, i.e. oil. We are now hearing they may invest in commodities which is a conservative mode. Trustee Guillén mentioned that five (5) basis points translates to $162 million, about $108,000 per year. $5 million is owed to general fund so only about $80,000 per year (basis points). Certain variations from the CalPERS record that we are not comfortable with. VC Smith’s suggestion is to take this committee and Chancellor to New York to see trading floor and operations, meet with managers who know their stuff; would like to try and go during May. Next meeting May 10th beginning at 4:00 p.m. Meeting adjourned at 4:35 p.m. April 12, 2007 Page 4 of 4