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HomeMy WebLinkAbout2024-11-13 Council Appointed Officers Committee Summary MinutesCOUNCIL APPOINTED OFFICER COMMITTEE SUMMARY MINUTES Page 1 of 4 Special Meeting November 13, 2024 The Council Appointed Officers Committee of the City of Palo Alto met on this date in the Community Meeting Room and by virtual teleconference at 11:00 A.M. Present In-Person: Lauing (Chair), Burt Present Virtually: Kou Absent: None. Call to Order Chair Lauing called the meeting to order. The clerk called the roll and declared three were present. Council Member Kou invoked the Just Cause Provision of AB 2449. She was at the National League of Cities City Summit Conference in Tampa, Florida. There was not adult over the age of 18 in the room with her. Chair Lauing announced the second action item pertaining to City Manager Review had been continued to November 26 due to scheduling conflicts. Public Comments The clerk declared there were no requests to speak. Agenda Items 1. Discussion and Recommendation from the City Council on Next Steps for Internal Audit Services Contract with Baker Tilly that ends June 2025; CEQA Status – Not a Project Sandra Blanch, Director of Human Resources Department, informed the Committee that the current contract would expire in June 2025 and instructed they may wish to explore whether they wish to renew or renegotiate the contract or explore other providers. Kiely Nose, Assistant City Manager, added this was one of the four Council-appointed positions which is the reason they were before the Committee. Staff would take guidance from the Committee and the full Council. It was different since they had a contract provider versus an employed staff. She instructed the Baker Tilly staff and Procurement Team were available to answer questions and give legal support to navigate the options. SUMMARY MINUTES Page 2 of 4 Sp. Council Appointed Officers Committee Meeting Summary Minutes: 11/13/2024 Chair Lauing queried if there would be substantive changes if they opted to start a new contract with Baker Tilly rather than extend the current one and if that would mean they should make amendments to the current contract if they were to continue with them. He asked if the costs were felt to be appropriate. Kate Murdock, City Auditor, explained the contract has six major tasks to include an annual risk assessment, an annual audit plan, oversight of the audits that are selected for the annual audit plan, various reporting, oversight of the external auditor who does the financial statement review, evaluation and benchmarking. She would not advise eliminating any of the tasks and did not think any needed to be added. She had noted from previous years and the current year a possible need to allocate more funds to some tasks and less to others. She hoped to see the relationship continue. Chris Kalafatis, Managing Director for Baker Tilly, did not think there were any major changes in overall fees. He mentioned all of their other internal audit outsource relationships typically operated off an overall fixed fee and not by assigning funds for certain tasks. It was the Committee’s choice if they wanted to continue the way they have always done it. He thought their relationship with the City had come a long way and would be factored into the decision. Council Member Burt wanted to know what the annual cost has been historically and what it would be with this extension. City Auditor Murdock replied it had been around $708,000 per year and confirmed it would stay about the same. Council Member Kou remarked her calculations showed Amendment 1 was $2.1 million for additional 3 years and broken out it came to $700,000 per year but the one on $3.4 million over 5 years looked like $680,000 a year. She asked for confirmation on that. Assistant City Manager Nose advised they had been in contract with Baker Tilly for five years. The first 2 years the contract authority was $550,000 and $750,000, respectively. That was because on of the years was partial. In the advent of COVID and all of the cost reductions that were done across the organization, Baker Tilly took part in that with the organization and adjusted their contract down to the approximate $700,000 on an annual basis. She did not recall the exact year but they had been at about a $700,000 a year contract cost. Council Member Kou questioned if any staff remembered if the City Attorney was allocated a budget for their office that they handled and how it worked. Assistant City Manager Nose replied when it was in-house it was a separate office. They had their own staff as well as other non-salary expenses. She wondered how it would work if the mayor or vice mayor signed the contract versus the city manager. Council Member Burt thought that brought up the cost comparison from when they had internal functions and he recalled it was a higher cost. He said not only was it a lower cost to be SUMMARY MINUTES Page 3 of 4 Sp. Council Appointed Officers Committee Meeting Summary Minutes: 11/13/2024 outsourced but there were pros and cons of having people on site all the time. With Baker Tilly, they had been able to tap into specialized expertise in different areas which he thought was a plus to the current model. Chair Lauing commented they had only been reengaged with their new auditor for a number of months. It seemed to him the idea of starting a new search for a new auditor was premature. He suggested taking that off the table and decide on the amount of time they wanted to renew, if they wanted a second look at the new Baker Tilly versus, or stay with the two they were already working with. Council Member Kou was pleased to be working with the two current providers. She agreed it was early to be making decisions on renegotiations or going out for alternative service providers. She wanted reassurance that the service would be stable and steady and they would have the opportunity to establish a long-term relationship. Council Member Burt supported continuing the services. He inquired if there was any recommendation or alternative if they were to extend the contract further. He asked if there was a length of time of the term of the renewal. Assistant City Manager Nose advised that staff was looking for feedback from the Committee. She described the options that had been laid out. Chair Lauing suggested an incremental year to go to June 2026 for the renewal length. Assistant City Manager Nose remarked that it is the Committee’s and Council’s decision how long they wish to extend the contract. She noted a procurement like this would take probably nine months and a lot of time from the Council members and the Council themselves. A 1-year extension would probably be about 18 months in terms of from that day. They would only be providing themselves about nine months’ worth of additional time with them before they would need to have another evaluation whether or not they wanted to do an RFP process. When a contract comes to term, there would be a choice of going out for an RFP or doing a renewal. If they do a renewal until June of 2026, they would back themselves up 9 months to have another conversation with this body on whether or not you wanted to do another renewal or do a procurement process. They would have to make the next decision in fall of 2025. Chair Lauing was in agreement but did caution that they would prefer not to have any more turnover. Assistant City Manager Nose offered an option to negotiate options for extension now and only approve a one year extension but proactively negotiate the options to extend. They could then roll the evaluation of extending the contract into the annual review of appointees. Another option was a multi-year or a one year with options for extension. She suggested asking Baker Tilley staff what that would do to them operationally. SUMMARY MINUTES Page 4 of 4 Sp. Council Appointed Officers Committee Meeting Summary Minutes: 11/13/2024 Councilmember Burt liked both aspects of negotiating the contract with an option for an additional two years extension and to roll the review of it in with our other CAO review period. Director Kalafatis assured the Committee City Auditor Murdock would stay on the account unless she left the entire firm. MOTION: Council Member Burt moved, seconded by Vice Mayor Lauing to recommend City Council recommend that staff and the Council Appointed Officers Committee Chair refine terms of a contract renewal with Baker Tilly through June 30, 2026 plus negotiate terms for an option to renew for two years, and to align the review of the City Auditor performance with other CAO reviews. MOTION PASSED: 3-0 Adjournment: The meeting was adjourned at 11:31 A.M.