Government GRF Retreat Agenda Old Ranch Country Club Tuesday, June 23, 2016 —9:00 a.m.–3:45 p.m

***No action will be taken at this retreat***

8:30 AM Breakfast

9:00 AM President’s Comments

9:10 AM Introduction of Facilitator by Vice President Stone

9:10 AM Facilitator’s Opening Remarks/Self

Introduction

9:25 AM Executive Director’s Comments/Introduction of Staff

9:30 AM Financial Review by Director of Finance Miller

10:00 AM Roundtable Discussions

11:30 AM Lunch

12:15 PM Reports from Breakout Sessions

1:15 PM Prioritization/Dots Exercise/Wrap Up

1:45 PM Roundtable Final Comments

2:00 PM Closing Remarks

RECAP OF GOLDEN RAIN FOUNDATION BOARD

ACTIVITY OF JUNE 21, 2016

Approval of Minutes

MOVED and duly approved to accept the minutes of the May 24, June 7, and June 14 (Organization), 2016 Board of Directors meetings, as printed.

Ratify 2016-2017 Golden Rain Foundation Ratify Committee Assignments

MOVED and duly approved to ratify the proposed 2016-2017 GRF Committee Assignments, as included in the agenda packet.

Approve Establishment of an Ad Hoc Committee for Strategic Planning

MOVED and duly approved to establish the Strategic Planning Ad Hoc Committee and grants to the Ad Hoc Committee limited authority specifically stated within the GRF governing documents and policies or other authority as granted by the BOD or as stated within this policy.

MOVED and duly approved to appoint the Strategic Planning Ad Hoc Committee members.

Acceptance of GRF Committee Charters

MOVED and duly approved to accept GRF Committee Charters for the 2016/2017 GRF Committees: Architectural Design & Review, Executive, Finance, ITS, Mutual Administration, Publications, Physical Property, Recreation, Security, Bus & Traffic

The minutes of the Board meeting will be published in the Golden Rain News upon approval at the next Board meeting.

Mutual

Meetings are scheduled in June

Mutual meetings are listed below and are subject to change. Mutual residents are invited to attend the open meetings of their mutual boards as follows:

Friday, June 24 Mutual 6 Annual

Clubhouse 4 10 a.m.

Monday, June 27 Mutual 8

Administration 1:30 p.m.

Tuesday, June 28 Mutual 3 (special)

Physical Property 11 a.m.

Tuesday, June 28 Mutual 17 Annual

Clubhouse 4 10 a.m.

Tuesday, July 5 Mutual 16

Administration 9:30 a.m.

Tuesday, July 5 Mutual 17

Administration 1:30 p.m.

Thursday, July 7 Presidents’ Council

Clubhouse 4 9 a.m.

Wednesday, July 6 Mutual 4 (special)

Clubhouse 3, Room 2 9 a.m.

ORGANIZATIONAL MEETING OF

BOARD OF DIRECTORS

GOLDEN RAIN FOUNDATION

June 14, 2016

In accordance with Article V, Section 3, of the corporation bylaws and pursuant to due notice being delivered to the Directors and shareholders, a special meeting of the Board of Directors of Golden Rain Foundation was called to order by Executive Director Ankeny, at 3:55 p.m., on Tuesday, June 14, 2016, in Clubhouse Four.

PLEDGE OF ALLEGIANCE

The Pledge of Allegiance was led by the Executive Director.

ROLL CALL

Following the roll call, Recording Secretary Bennett reported that Directors members Perrotti, R. Stone, Snowden, Pratt, L. Stone, Reed, Hood, Hopewell, Rapp, McGuigan, Dodero, Greer, Damoci, Lukoff, Bolton and Moore were present. Directors Bell and Tran were absent.

BEGIN PROCESS OF ORGANIZATION

The Executive Director called for nominations for the office of President. Mr. Lukoff nominated Mrs. Damoci. There being no further nominations, Mrs. Damoci was declared, by acclamation, President of the Board for the 2016/2017 term.

President Damoci thanked the Board members for their support and opened nominations for the office of Vice President. Ms. Rapp nominated Ms. Stone. There being no further nominations, Ms. Stone was declared, by acclamation, Vice President of the Board for the 2016/2017 term.

Nominations were opened for the office of Corporate Secretary. Mrs. Greer nominated Mrs. Reed. There being no further nominations, Mrs. Reed was declared, by acclamation, Corporate Secretary of the Board for the 2016/2017 term.

Nominations were opened for the office of Treasurer. Ms. Stone nominated Mr. Hood. There being no further nominations, Mr. Hood was declared, by acclamation, Treasurer of the Board for the 2016/2017 term.

ANNOUNCEMENTS

The President announced that the next regular Board meeting is scheduled for Tuesday, June 21, 2016, at 10:00 a.m., in Clubhouse Four.

The Board members were advised that the committee assignments will be distributed as soon as possible.

The meeting was adjourned at 4:00 p.m.

___________________________________

Joy Reed, Corporate Secretary

Board of Directors

/dfb

06.14.16

GRF

Committees reassigned; meet monthly

Golden Rain Foundation committee and board meetings are open to Leisure World residents. Conference Room B is located downstairs in Building 5.

The following is a tentative schedule of meetings on the Golden Rain Foundation master calendar, which is maintained by Administration:

Wednesday, July 6 Security, Bus, & Transportation Committee

Conference Room B 1 p.m.

Friday, July 8 Executive Committee

Administration 1 p.m.

Monday, July 11 Physical Property

Conference Room B 1 p.m.

Tuesday, July 12 Architectural Design Review Committee

Conference Room B 10 a.m.

Tuesday, July 12 Mutual Administration Committee

Administration 1 p.m.

Tuesday, July 12 Mutual Administration Committee

Administration 1 p.m.

Wednesday, July 13 Recreation Committee

Conference Room B 1 p.m.

Wednesday, July 13 Publications Committee

Administration 1 p.m.

Friday, July 15 Mutual Presidents’ Roundtable/GRF Board of Directors

Administration 1 p.m.

Tuesday, July 19 Finance Committee

Administration 10 a.m.

Friday, July 22 Emergency Planning Subcommittee

Administration 1 p.m.

Tuesday, July 26 GRF Monthly Meeting

Clubhouse 4 10 a.m.

Carports

July 4 cleaning moved to June 29

The following is the holiday carport cleaning schedule for the remainder of 2016.

Independence Day- July 4

Cleaned Wednesday, June 29

Mutual 1, Carports 1-6, 9-10

Mutual 17, Building 3

Labor Day - Sept. 5

Cleaned Monday, Aug. 29

Mutual 1, Carports 1-6, 9-10

Mutual 17, Building 3

Veterans Day- Nov. 11

Cleaned Monday, Oct. 31

Mutual 3, Carports 39-42

Mutual 4, Carports 54-56

Thanksgiving Day

Cleaned Wednesday, Nov. 30

Mutual 11, Carport 130-131

Mutual 15, Carport 3, 6-8, 10-13

Mutual 16, Carport 9

LW Democratic Club

Annual dinner features musical theater performer

Musical Theater Performer Michelle Akeley will be the featured entertainer at the Leisure World Democratic Club’s annual dinner at 6 p.m. on July 9 in Clubhouse 4.

A Southern California-based musical theater performer and educator, Akeley is a graduate of the highly esteemed UCLA Ray Bolger Musical Theater program and the Pilates Institute of Southern California. She has produced, acted and taught since graduation and is grateful to be working full-time in a career she loves.

Her past performances include Judy in “White Christmas”; Maggie in “A Chorus Line”; Tess in “Crazy for You”; “Singin’ In the Rain,” “West Side Story,” “Chicago” and “Into the Woods.”

She is the granddaughter of the SBLW Democratic Club president, Mary Larson.

Note the dinner location has changed to Clubhouse 4. Dinner costs $25. Contact Laura Wilson, 760-6660, for information or reservations.

The Democratic Club staffs a voter registration table on the Clubhouse 6 patio, Wednesdays from 10:45 a.m.-12:30 p.m. For more information, call Dale Lieberfarb at 594-1119.

BOARD OF DIRECTORS MEMBERS MEETING MINUTES

GOLDEN RAIN FOUNDATION

May 24, 2016

CALL TO ORDER

President Winkler called the regular monthly meeting of the Golden Rain Foundation (GRF) Board of Directors (BOD) members to order at 10:00 a.m., on Tuesday, May 24, 2016, in Clubhouse Four.

PLEDGE OF ALLEGIANCE

The GRF BOD was honored to have Ruben Gonzalez, Facilities Manager, to lead the Pledge of Allegiance.

ROLL CALL

The Corporate Secretary reported that Board members Perrotti, R. Stone, Snowden, Pratt, Hood, Wood, Rapp, L. Stone, Damoci, Winkler, Reed, McGuigan, Dodero, Greer, Lukoff, Bolton (arrived 10:35 a.m.) and Moore were present. Director of Finance Miller was also present. Seventeen Board members were present, ten constituted a majority.

PRESIDENT’S COMMENTS

This message will be up front and personal and is my opinion only. There is a rumor precipitated by an e-mail, by a resident, regarding GRF iPads gifted to GRF board members after three years of serving on the Foundation Board of Directors (BOD). Well, the rumor is true, however; consider this: first of all, in the fast moving area of technology, a three year old iPad is very much past its prime and although usable for another year or two, it is slow, new apps are out and the processing speed leaves much to be desired. Remember, the iPads were issued to encourage board members to use them to access information without producing more copies. You will see them used frequently by board members when they attend meetings. However; once fully depreciated, they are given to the board member who has used it for the past three years, if they want it. If they resign or are no longer a GRF board member, if they want the tablet, they must reimburse the Foundation for the undepreciated amount. This is in policy #5045-34 and was adopted by the BOD in March of 2014. A tiny gift for the hundreds of number of hours a Foundation director spends taking care of the business of the Foundation without compensation, except for a free lunch, dinner or a few pastries is of such benefit to the residents of our community; it puzzles me why anyone would object to this action.

I have been told by a resident that directors made a choice to serve so we shouldn’t expect anything in return. Wow! If the volunteers, sitting at this dais, were not here and we did not meet the requirements of our by-laws and the civil codes because we did not have a quorum of board at our board meetings, the Foundation could possibly be put into receivership and an outside management company would have to operate the Foundation. We would still need the same number of people to take care of our small city and, in addition, we would be paying a significant management fee just as those residents living in the Mutuals in Laguna Woods have had to pay. The residents and the board members sitting here, myself included, would be paying far more for our monthly assessments. Remember, we also pay those fees and it is not always easy for some board members to pay them. Two thirds to three fourths of these directors attend all the Standing Committee meetings to make sure they understand the issues presented to them and why and to verify the costs of these decisions which are made. I was calculating what the value of a three year old iPad, which is somewhere between $125.00 and $175.00, would be per hour of meeting of the many meetings in which we attend, back up information which must be studied, and participation in the many functions we should go to including our own Mutual meetings. Over a period of three years, I estimate it at approximately sixteen cents an hour. This is probably a very low estimate as we have approximately twenty five to thirty meetings a month. Some of these Directors attend between 25 or 30 meetings a month. My calculations were based on twelve meetings a month for three years. You do the math!

For the past four years I have been a corporate officer, I have read many e-mails of complaints and criticism of the actions of the BOD. I welcome well-thought out questions and comments, however; often these communications are full of inaccuracies and misinformation. Rarely does a writer hold a position of leadership in the Mutuals or the Foundation. If a shareholder/member is unhappy with our decisions then join the leadership teams, take part in the decision making. There are others who feel strongly, because they are retired, they have no intention of taking their time to participate in the management of the Leisure World. It also means some groups in our community are under-represented which also concerns me. At some point in time, if we all felt that way, this would be a very expensive place to live.

My philosophy is if you have a concern, share it and a possible solution. Letters can be very effective as they are read at the appropriate committee meeting. Because of the civil code, as a general rule, action cannot be taken on your concerns at that meeting, but it can be on the agenda at the next meeting. Talk to your GRF Representative for the background on why certain decisions are made by the committee and later the BOD. Understand the issues!

Attend meetings, talk to people, voice your concerns and consider being an advisor on your Mutual board, run for office and take a seat at the table. Spend at least a year on your Mutual Board, which will give you the background to represent your Mutual and have some knowledge which would be helpful at the Foundation level, then elect to run as a GRF Representative for your Mutual.

If you decide to get involved, you will make friends, meet some very interesting people and there will be a definite positive effect on your brain power. I have found it very worthwhile.

ANNOUNCEMENTS/SERVICE AWARD PRESENTATION

The Committee meeting schedule is published in the Golden Rain News. All committee meetings are open to Shareholder/Foundation members.

The GRF President stated that the GRF BOD met in Executive Session on April 1, 2016. Fifteen Board Members were present to discuss litigation matters, the formulation of contracts and personnel issues.

The GRF President recognized the following service anniversaries:

Michael Cox Service Maintenance Department 10 years of service

Tim Brooks Service Maintenance Department 10 years of service

Ester Jamora Finance Department 10 years of service

Seal Beach Mayor’s Report – City of Seal Beach Update

The Seal Beach Mayor, Sandra Massa-Lavitt, updated the GRF BOD on topics discussed at the last Seal Beach City Council meeting.

Shareholder/Member Comments

One shareholder/members spoke on various topics concerning the operations of the community.

NOTE: In accordance with applicable sections of the Civil Code and Policy 5610 of the Golden Rain Foundation, Members may provide comments to the Board. Members must register their requests in advance of the meeting, and comments are limited to four (4) minutes.

CONSENT CALENDAR – APPROVAL OF BOARD COMMITTEE MEETING MINUTES

In accordance with Civil Code 4090, the Foundation has made available a summary of the meetings where a quorum of the Board was present. Quorums of the Board were present at six Committee meetings in March. The Committee minutes for these meetings were approved earlier this month by their respective Committees:

Minutes of the Physical Property Committee Board Meeting of April 6, 2016

Minutes of the Executive Committee Board Meeting of April 8, 2016

Minutes of the Recreation Committee Board Meeting of April 11, 2016

Minutes of the Security, Bus & Transportation Committee Board Meeting of April 13, 2016

Minutes of the Architectural Design and Review Committee Board Meeting of April 18, 2016

Minutes of the Finance Committee Board Meeting of April 19, 2016

These minutes were approved by Consent Calendar, whereby any item placed on the Consent Calendar can be approved in one motion. The Consent Calendar was approved, by general consent of the Board, as distributed.

The Committee Chairs were asked to stop by the Board Office within the next five business days to sign their approved Board Committee minutes. Once they are all signed, they will be posted to the website.

APPROVAL OF BOARD MEETING MINUTES

The minutes of the April 26, 2016 Golden Rain Foundation meeting were approved, as distributed, by general consent of the Board.

NEW BUSINESS

General

Appoint Golden Rain Foundation Director for Mutual Fifteen

Mutual Fifteen GRF Director Phil Friedman resigned from the Board effective April 18, 2016, leaving his position vacant. On April 19, Mutual Fifteen units were advised of the vacancy and nominations requested. At 4:30 p.m., on April 29, the nominating period closed with no nominations received.

Pursuant to Article VI, Section 6, of the GRF Bylaws, if no nominations are received, the GRF Board shall appoint someone to serve. Upon consultation with Mutual Fifteen, Ms. Helen Tran was chosen as the ideal candidate. If approved, Ms. Tran shall serve as a Director until June 2018 when the regular election for GRF Directors representing odd-numbered Mutuals takes place.

Ms. Winkler MOVED, seconded by Ms. Snowden and carried unanimously -

TO appoint Helen Tran as the GRF Director for Mutual Fifteen.

Ms. Tran was welcomed and thanked for her service. She took her place on the dais with the GRF Board of Directors.

The Corporate Secretary advised that with the arrival of the Director for Mutual Sixteen, seventeen Board members were present, ten constituted a majority.

Request for GRF Support for Assembly Bill 1779

Shareholder/member Les Cohen made a presentation in favor of the GRF BOD officially support Assembly Bill 1779 in letter form.

Ms. Winkler MOVED, seconded by Mr. Hood-

TO authorize the use of the name Golden Rain Foundation of Seal Beach Board of Directors in correspondence expressing support for AB1779 and authorize the President to sign the correspondence.

The motion was carried with two no votes (Bolton, McGuigan).

Executive Committee

Rescission of 4000 Series Policies

At its May 13, 2016 meeting, the Executive Committee recommended that the redundant policies in the 4000 Series be rescinded, as they are addressed in the Employee Handbook:

Ms. Rapp MOVED, seconded by Ms. Snowden and carried unanimously by the Board Members present-

TO rescind 4000 Series Policies:

4001 Application of Personnel Policy

4100 Equal Employment Opportunity

4101 General Personnel Policy Statement

4102 General Immigration Policy Statement

4104 Policy against Harassment

4110 Employee Status

4120 Employee Classifications

4150 Limitations on Employment

4151 Limitations on Employment – Interpretation

4152 Moonlighting (Performance of Privately Contracted Work)

4157 Non-Fraternization

4160 Conflict of Interest – Employees

4162 Gift Disclosure

4181 Chemical Substance Abuse

4181.1 Chemical Substance Abuse Procedure (and Acknowledgement Form) (Regulation)

4182 Standards of Conduct

4183 Smoking Policy

4184 Solicitation

4185 Employee Personnel Records (Regulation)

4186 Electronic Communications

4210 Hours of Work Schedules

4211 Hours of Work (Regulation)

4211.1 Breaks and Meal Periods

4212 Time Cards (Regulation)

4220 Notice of Absence (Regulation)

4280 Relations between Staff and Residents (Regulation)

4310 Vacations

4311 Vacation (Procedure)

4320 Sick Leave

4322 California Sick Leave Program

4323 Payments with Disability or Workers’ Compensa-

tion (Regulation)

4330 Bereavement Leave

4340 Leave of Absence

4341 Personal Leave of Absence (Regulation)

4342 Disability Leave of Absence (Regulation)

4343 Family Care Leave of Absence (Regulation)

4344 Employee Medical Leave of Absence (Regulation)

4360 Holidays

4362 Pro-rata Holidays and Vacations (Regulation)

4410 Health and Accident Insurance

4431 Work Related Injuries

4440 Disability Insurance

4441 Long-Term Disability Insurance

4442 Paid Family Leave (PFL) Insurance

4502 Pay Provisions

4503 Minimum Wage

4504 Call-Back Pay Non-Exempt Employees (Regulation)

4510 Salary Classifications

4511 Schedule of Monthly Rates

4511.1 Schedule of Hourly Rates

4522 Full-time Hourly Pay Schedule

4523 Part-time Hourly Pay Schedule

4530 Salary Classifications - Administrative & Super-

visory

4531 Schedule of Rates - Administrative & Supervisory

4540 Anniversary Dates (Regulation)

4620 Employee Promotion

4620.1 Employee Promotion – Procedure

4631 Service Awards

4710 General Policy

4711 Resignations (Regulation)

4712 Reinstated Employees

4720 Problem Solving/Grievance Process

4731 Discipline (Rule)

Adopt New Position: Trust Properties, Building and Services Inspector

The Executive Committee, at its May 13, 2016 meeting, approved the addition of a new position in the Recreation Department – Trust Properties, Building and Services Inspector. This position will be responsible for ensuring that the value of the trust properties are adequately maintained and that contractors are fulfilling all contractual obligations.

The funding for this new position was approved by the Finance Committee at its meeting on May 17, 2016.

Mr. Hood MOVED, seconded by Mr. Moore and carried unanimously by the Board Members present-

TO adopt the new position of Trust Properties, Building and Services Inspector as outlined in the attached Position Description (included in the agenda packet), with funding of between $20,000 and $30,000 for the remainder of 2016 and annual funding between $40,000 and $50,750, including the cost of benefits.

Finance Committee

Accept April 2016 Financials for Audit

Ms. Stone MOVED, seconded by Ms. Rapp and carried unanimously by the Board members present-

TO accept the April 2016 Financial Statements for audit.

Physical Property Committee

Approve Building Five, Conference Room B Proposal

At the regular scheduled meeting of the Physical Property Committee (PPC) on May 4, 2016, the Committee recommended the renovation of Building 5 and necessary equipment and furnishings to add a second conference room in the space previously occupied by the Video Producers Club. This action is in response to the recommendation of the Facilities and Amenities Review Committee.

Mr. Lukoff MOVED, seconded by Ms. Stone –

TO approve renovation of the room within Building 5, previously occupied by the Video Producers Club, into a second conference room, in an amount not to exceed $38,560: capital funding of $37,000 equipment and room renovation and non-budgeted GRF labor expense of $1,560 and authorize the Executive Director to initiate the required purchases and room modifications.

Eight Board members spoke on the motion.

The motion was carried unanimously.

Recreation Committee

Approve Contract for Amphitheater Sound and Lighting

At the regular scheduled meeting of the Recreation Committee on May 9, 2016, the Committee reviewed bids solicited from four (4) companies to provide sound and lighting services for the 2016-2018 (three year term) Amphitheater show season.

The Recreation Committee recommended the Board award a three year contract to Mr. Cat Productions (proposal included in agenda packet) to provide sound and lighting for the 2016-2018 Amphitheater Show Season, in the amount of $47,250, funding coming from Cost Center 45.

Mrs. Reed MOVED, seconded by Ms. Rapp-

TO award a three year contract to Mr. Cat Productions, to provide Amphitheater sound and lighting for the 2016-2018 Amphitheater Season, in the amount of $47,250. Funds through Cost Center 45 and to authorize the President to sign the contract.

Three Board members spoke on the motion.

The motion was carried unanimously by the Board members present.

Amend Policy 1412.2-50, Smoking Prohibition

At the regular scheduled meeting of the Recreation Committee (RC) on May 9, 2016, the RC recommended amendment of Policy 1412.2-50, Smoking Prohibition, amending the distance of smoking prohibitions to within twenty feet from all Trust buildings.

Mr. Pratt MOVED, seconded by Mrs. Reed

TO amend Policy 1412.2-50, Smoking Prohibition to comply with California Government Code, 7597.

Eleven Board Members spoke on the motion.

Mrs. Greer MOVED, seconded by Mrs. Damoci -

TO amend Policy 1412.2-50, Smoking Prohibition by removing section 5.1.

Five Board members spoke on the proposed amendment to the motion.

Mr. Hood called the question, seconded by Ms. Rapp. The motion to end debate was carried unanimously.

The main motion, as amended, was carried unanimously.

Approve Clubhouse Two Oven Replacement

The stove top and oven combination unit (Reserve Asset ID 0808) in the kitchen in Clubhouse Two is in need of major repairs, has out lasted its useful life and is in need of replacement.

Quotes have been solicited from three companies to replace the existing Hobart Electric Range with a new Vulcan Electric Range with all of the same features; the quotes include sales tax and shipping charges with the lowest quote coming from Hotel Restaurant Supply, in the amount of $7,862.42. On May 9, 2016, the Recreation Committee approved to recommend to the Board the purchase of a new Vulcan oven unit for Clubhouse Two from vendor, Hotel Restaurant Supply, in the amount of $7,862.42.

At its May 18, 2016 meeting, the Finance Committee noted, GRF is financially in good standing and funding within the Reserve account is at a sufficient level to support the expense. The Committee approved to recommend to the Board Reserve funding in the amount not to exceed $8,000.

Mrs. Perrotti MOVED, seconded by Mrs. Reed-

TO approve the purchase of a new Vulcan oven unit from Hotel Restaurant Supply, in an amount not to exceed $8,000, funding through Reserves and authorize the Executive Director to initiate the replacement of the asset, as noted.

Three Board Members spoke on the motion.

The motion was carried unanimously.

Security, Bus & Traffic Committee

Amend Policy 1927-36, Parking

At the regular meeting of the Security, Bus and Traffic Committee meeting on May 11, 2016, the Committee duly moved to recommend to the Golden Rain Foundation Board of Directors amendment of Policy 1927-36, Parking.

Mr. McGuigan MOVED, seconded by Mrs. Wood -

TO amend Policy 1927-36, Parking and approve 30 day notice of the proposed policy amendment in accordance with Civil Code 4360.

Mr. McGuigan MOVED, seconded by Mr. Moore –

TO refer Policy 1927-36, Parking to the Security, Bus and Traffic Committee for review and approval.

The amended motion was carried with one no vote (Wood).

STAFF REPORTS

Director of Finance

The Director of Finance’s report was presented during the Finance Committee agenda items.

Executive Director

A printed copy of the Executive Director’s report was provided to the GRF BOD members.

BOARD MEMBER COMMENTS

Eighteen Board members spoke on topics related to today’s Board of Director’s meeting.

The meeting was adjourned at 11:46 a.m.

___________________________________

Joy Reed, Corporate Secretary

Board of Directors

dfb/05.24.16

SPECIAL BOARD OF DIRECTORS MEMBERS MEETING

GOLDEN RAIN FOUNDATION

June 7, 2016

In accordance with Article V, Section 3, of the corporation by-laws and pursuant to due notice being delivered to the Directors and shareholders, a special meeting of the Golden Rain Foundation (GRF) Board of Directors was called to order by President Winkler at 10:00 a.m. on Tuesday, June 7, 2016, in Clubhouse Four.

PLEDGE OF ALLEGIANCE

The Pledge of Allegiance was led by Mrs. Reed.

ANNOUNCEMENTS

The Annual Meeting is scheduled for Tuesday, June 14, 2016 at 2:00 p.m. in Clubhouse Four. The Organization meeting will be held approximately 15 minutes after the Annual Meeting’s conclusion, also in Clubhouse Four.

The winners of today’s election will be installed at the conclusion of the Annual Meeting. If the non-incumbent winners of today’s election are present when the results are announced, please see the Executive Coordinator, Deanna Bennett, before leaving in order to obtain information regarding next week’s schedule and answer any questions.

All Foundation members were welcomed to observe the counting process. Once the counting process was underway, the Board was recessed to the Art room for informal conversation and light refreshments.

MEMBER COMMENTS

In accordance with Policy 5610, Participation by Foundation Members, members may enter into a comment period prior to the beginning of business. Foundation members must register their requests in advance of the meeting, and comments are limited to four minutes.

No shareholder/members submitted a written or verbal request to speak prior to the beginning of business.

ROLL CALL

Following the roll call, Corporate Secretary Reed reported that Directors Perrotti, R. Stone, Snowden, Pratt, Hood, Wood, Rapp, L. Stone, Damoci, Winkler, Reed, McGuigan, Dodero, Greer, Lukoff, Tran, Bolton and Moore were present. Eighteen Board members were present with a quorum of ten.

ELECTION FOR GRF DIRECTORS REPRESENTING ODD-NUMBERED MUTUALS

The President stated that the purpose of the meeting was to observe the counting process for the election of the GRF Directors representing the even-numbered Mutuals.

The President introduced the principals of Accurate Voting Services (AVS), Inc. Ms. Cheryl Wilson thanked the Board for engaging AVS to conduct today’s election, advised how the election process has progressed and the work that will be conducted today. As a quorum of the Board was present, the counting process began at 10:04 a.m.

The Board meeting was recessed at 10:05 a.m.

At 11:37 a.m., after the ballot counting was conducted, the meeting resumed and Ms. Wilson reported the election results as follows:

Mutual Two: Paul Pratt, 355; Paula Snowden, 343. Quorum only: 12. Abstain: 0.

Mutual Four : Joy Reed, 186. Quorum only: 4. Abstain: 6.

Mutual Six: Susan Hopewell, 200. Quorum only: 1. Abstain: 0.

Mutual Eight : Steve McGuigan, 100; Suzanne Fekjar, 74, Quorum only: 5. Abstain: 2.

Mutual Ten: David Bell, 141. Quorum only: 0. Abstain: 1.

Mutual Twelve: Carole Damoci, 194. Quorum only: 1. Abstain: 5.

Mutual Fourteen: Barry Lukoff, 161. Quorum only: 3. Abstain: 5.

Mutual Sixteen: Tim Bolton, 34. Quorum only: 1. Abstain: 1.

The President thanked the members of Accurate Voting Service for their work. The newly-elected Directors will be installed at the conclusion of the GRF Annual Meeting on June 14, 2016, at 2:00 p.m. in Clubhouse Four.