HomeMy WebLinkAboutStaff Report 2511-5567CITY OF PALO ALTO
Council Appointed Officer Committee
Special Meeting
Wednesday, December 10, 2025
4:30 PM
Agenda Item
2.Discussion and Recommendation to the City Council on Next Steps for the Internal Audit
Services Contract with Baker Tilly that ends June 2026; CEQA Status – Not a Project
Council Appointed Officers Committee
Staff Report
Report Type: ACTION ITEM
Lead Department: Human Resources
Meeting Date: December 10, 2025
Report #:2511-5567
TITLE
Discussion and Recommendation to the City Council on Next Steps for the Internal Audit
Services Contract with Baker Tilly that ends June 2026; CEQA Status – Not a Project
RECOMMENDATION
Recommend to the City Council next steps for internal audit services with the current contract
ending June 2026.
EXECUTIVE SUMMARY
The CAO Committee will review and discuss next steps regarding the current contract ending
June 20, 2026 and provide a recommendation to City Council. This report outlines the options
available to the City Council in determining the future direction for these services. Next steps
for consideration include extending the contract, renegotiating terms, and/or conduct a
Request for Proposal (RFP) to explore alternative service providers. These are not mutually
exclusive options.
BACKGROUND
The City Charter defines the City Auditor's role and furthers the City Council’s commitment to
internal auditing, transparency, and accountability in government. The City Auditor is a City
Council Appointee, meaning the City Council appoints this position. Per City Council direction
on February 10, 2020 to consider outsourcing the Auditor function, the Council Appointed
Officers (CAO) Committee, led by an independent procurement expert team, completed a
request for proposals (RFP) process for outsourced internal auditing services, led a
procurement process aligned with Council direction, and engaged in a transparent review of
scope of work services, RFP evaluation, and a public interview process as part of the overall
effort.
Through the procurement process, the Council selected Baker Tilly to lead the City’s internal
audit services and the City’s contract with Baker Tilly specifies the designation of a City Auditor.
On May 6, 2024, the City Council formally appointed Kate Murdock as City Auditor.
ANALYSIS
On June 2, 20251, the City Council approved Contract Amendment No. 2 to the Baker Tilly US,
LLP contract #C21179340 in the Amount of $2,126,250 and to extend the term of the contract
to June 30, 2026, with an option to extend for two years. The revised total not to exceed
contract authority was $5.55 million for the eight-year term should the additional two years of
extension be authorized. As a result of this approval, audit services were authorized to continue
through the scheduled review of the City Auditor through the annual CAO evaluation process
prior to authorization of further extension beyond June 2026.
As an appointed role, this item is before the Committee for review and a recommendation to
the City Council on next steps in light of the current contract term. The CAO Committee and
City Council has the opportunity to direct staff to exercise the option to extend the contract up
to two years; alternatively, the Committee could recommend to renegotiate terms, and/or seek
to explore alternative service providers. These are not mutually exclusive options and staff as
well as representative(s) from Baker Tilly will be available to address questions on options the
committee may wish to explore during the discussion.
Extend the Contract: Continue the current service arrangement with Baker Tilly. Some
considerations may include: the performance of Baker Tilly and the effectiveness of the current
contract terms; continuity of service; price and length of time for the renewed contract.
Renegotiate the Contract: If the CAO Committee has a desire to modify the terms and
conditions of the existing contract, the contract would require renegotiation. Some
considerations may include: potential impact on service delivery, assessing the feasibility of
renegotiation and timeframe for this step; price; and, addressing any concerns or issues with
current contract.
Explore Alternative Service Providers: Issue a Request for Proposals (RFP) to solicit bids from
industry providers. Some considerations may include: the time and resources required for the
procurement process, potential disruptions in service, access to new service options, and
potential increase in cost. This step will require several CAO Committee meetings to complete
the procurement process.
Funding for annual internal audit services is budgeted in the Office of the City Auditor in the
operating budget. The option to extend reflects a contract amount of $708,750 annually,
consistent with the current year contract compensation limit. Depending on the Committee’s
recommendation, additional resources may be needed to support the process.
Public comment will be available during the Committee deliberations.
1 City Council, June 2, 2025, Item #8, Staff Report #2410-3733:
https://cityofpaloalto.primegov.com/Portal/Meeting?meetingTemplateId=16122
ENVIRONMENTAL REVIEW
Committee action on this item is not a project as defined by CEQA because direction on the City
Auditor contract and alternative options is a continuing administrative or maintenance activity.
CEQA Guidelines section 15378(b)(2).
ATTACHMENTS
Attachment A: Baker Tilly US LLP Contract #C21179340
APPROVED BY:
Sandra Blanch, Human Resources Director
Vers.: Aug. 5, 2019
Page 1 of 12
AMENDMENT NO. 2 TO CONTRACT NO. C21179340
BETWEEN THE CITY OF PALO ALTO AND
BAKER TILLY US, LLP
This Amendment No. 2 (this “Amendment”) to Contract No. C21179340 (the “Contract”
as defined below) is entered into as May 12, 2025, by and between the CITY OF PALO ALTO, a
California chartered municipal corporation (“CITY”), and BAKER TILLY ADVISORY GROUP, LP, a
Illinois Limited Liability Partnership, located at 205 Michigan Avenue, Suite 2800, Chicago, IL
60601 (“CONSULTANT”). CITY and CONSULTANT are referred to collectively as the “Parties” in
this Amendment.
R E C I T A L S
A. The Contract (as defined below) was entered into by and between the Parties
hereto for the provision of performing internal auditor services in accordance with City Charter
and Municipal Code requirements, as detailed therein.
B. The Parties now wish to amend the Contract in order to extend by an additional
One (1) year with an option to extend for an additional Two (2) years of the Contract term in
which Services will be provided and, therefore, increase compensation by Two Million One
Hundred Twenty Six Thousand Two Hundred Fifty Dollars ($2,126,250), from an amended not-
to-exceed amount of Three Million Four Hundred Twenty Six Thousand Two Hundred Fifty Dollars
($3,426,250) to a new not-to-exceed amount of Five Million Five Hundred Fifty Two Thousand
Five Hundred Dollars ($5,552,500), as detailed herein.
NOW, THEREFORE, in consideration of the covenants, terms, conditions, and provisions
of this Amendment, the Parties agree:
SECTION 1. Definitions. The following definitions shall apply to this Amendment:
a. Contract. The term “Contract” shall mean Contract No. C21179340
between CONSULTANT and CITY, dated October 1, 2020, as amended by:
Amendment No.1, dated April 18, 2022
b. Other Terms. Capitalized terms used and not defined in this Amendment
shall have the meanings assigned to such terms in the Contract.
SECTION 2. Section 2, “TERM” of the Contract is hereby amended to read as follows:
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“The term of this Agreement shall be from October 1, 2020 through June 30, 2026 with
the option to renew for an additional two (2) year extension, unless terminated earlier
pursuant to Section 19 of this Agreement.”
SECTION 3. Section 4, “NOT TO EXCEED COMPENSATION” of the Contract is hereby
amended to read as follows:
“The total compensation to be paid to CONSULTANT for performance of the Services,
including As Required Services (per Section 1) and any reimbursable expenses, shall not
exceed Five Million Five Hundred Fifty-Two Thousand Five Hundred Dollars ($5,552,500),
as detailed in Exhibit B (Compensation).
CONSULTANT agrees to complete all Services, including As Required Services and any
reimbursable expenses, within this amount. The applicable rate schedule is set out at
Exhibit “B-1”, entitled “SCHEDULE OF RATES,” which is attached to and made a part of
this Agreement. Any work performed or expenses incurred for which payment would
result in a total exceeding the maximum amount of compensation set forth herein shall
be at no cost to the CITY.”
SECTION 4. Section 13, “PROJECT MANAGEMENT” of the Contract is hereby amended to
read as follows:
“CONSULTANT will assign Chris Kalafatis, Email: Chris.Kalafatis@bakertilly.com, as the
Project Manager to have supervisory responsibility for the performance, progress, and
execution of the services and Kate Murdock, Email: Kate.Murdock@bakertilly.com, as the
assigned City Auditor to represent CONSULTANT during day-to-day work on the Project.
If circumstances cause the substitution of the Project Manager as designated City Auditor
or any other key personnel for any reason the appointment of a substitute beyond a
period of 90 days will be subject to the prior written approval of the CITY’s Project
Manager. Further, the City Council will interview and approve by resolution the
appointment of any substitute City Auditor as specified here in Exhibit A (Scope of
Services). CONSULTANT at the CITY’s request shall promptly remove personnel who CITY
finds does not perform the Services in acceptable manner, are uncooperative, or present
a threat to the adequate or timely completion of the Project or a threat to the safety of
persons or property
CITY’s Project Manager is the Chair of the City Council's Policy and Services Committee or
other City Council designee as identified to CONSULTANT in writing, The CITY’s Project
Manager will be CONSULTANT’s point of contact with respect to performance, progress
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and execution of Services under this Agreement. City Council may designate an
alternative CITY Project Manager upon approval of the Annual Audit Plan described in
Exhibit A (Scope of Services), approval of City Council appointments, or any other time it
is so acted upon by City Council.”
SECTION 5. The following exhibit(s) to the Contract is/are hereby amended or added, as
indicated below, to read as set forth in the attachment(s) to this Amendment, which is/are
hereby incorporated in full into this Amendment and into the Contract by this reference:
a. Exhibit “A” entitled “SCOPE OF SERVICES, AMENDED, REPLACES PREVIOUS.
b. Exhibit “B” entitled “COMPENSATION”, AMENDED, REPLACES PREVIOUS.
c. Exhibit “B-1” entitled “SCHEDULE OF RATES”, AMENDED, REPLACES
PREVIOUS.
SECTION6. Legal Effect. Except as modified by this Amendment, all other provisions of
the Contract, including any exhibits thereto, shall remain in full force and effect.
SECTION7. Incorporation of Recitals. The recitals set forth above are terms of this
Amendment and are fully incorporated herein by this reference.
(SIGNATURE BLOCK FOLLOWS ON THE NEXT PAGE.)
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SIGNATURES OF THE PARTIES
IN WITNESS WHEREOF, the Parties have by their duly authorized representatives
executed this Amendment effective as of the date first above written.
CITY OF PALO ALTO
_____________________________________
City Manager
APPROVED AS TO FORM:
_____________________________________
City Attorney or Designee
BAKER TILLY US, LLP
Officer 1
By: ____________________________
Name: _________________________
Title: __________________________
Officer 2 (Required for Corp. or LLC)
By: ____________________________
Name: _________________________
Title: __________________________
Attachments:
- EXHIBIT A: SCOPE OF SERVICES, AMENDMENT NO.2 (AMENDED, REPLACES
PREVIOUS)
- EXHIBIT B: COMPENSATION, AMENDMENT NO.2 (AMENDED, REPLACES PREVIOUS)
- EXHIBIT B-1: SCHEDULE OF RATES, AMENDMENT NO.2 (AMENDED, REPLACES
PREVIOUS)
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Ashley Deihr
Principal
Risk Advisory Public Sector Leader
Chris Kalafatis
Vers.: Aug. 5, 2019
Page 5 of 12
EXHIBIT “A”
SCOPE OF SERVICES, AMENDMENT NO.2
(AMENDED, REPLACES PREVIOUS)
Background
In accordance with City Charter and Municipal Code requirements, the Palo Alto City Council
must appoint a City Auditor who serves at the will of the Council, and who executes annual
Council-approved internal audit plans through the Office of the City Auditor.
Mission of the Office of the City Auditor
The mission of the office of the city auditor is to promote honest, efficient, effective,
economical, and fully accountable and transparent city government. This mission is fulfilled by
conducting annual performance audits and financial/operational analyses of city departments,
programs, services or activities.
These audits are intended to ensure that city management is using its financial, physical, and
informational resources effectively, efficiently, economically, ethically, and equitably, and in
compliance with laws, regulations, contract and grant requirements, and city policies and
procedures.
Internal Auditor Scope of Services
This section contains the scope of internal audit services to be performed by CONSULTANT as
required by the City Charter and Municipal Code, including the required duties of, and audit
tasks performed by, the CONSULTANT’S City Auditor.
Service Requirements of the City Auditor
The City Auditor shall:
• Ensure that city departments and officers responsible for accounting and financial
management activities comply with statutory requirements and accounting standards.
• Perform internal audits of all the fiscal transactions and operations of the City, in
accordance with annual audit plans approved and directed by the City Council, that
include:
• Conducting performance audits of city departments, programs, services or activities,
• Examination and analysis of fiscal procedures and expenditures,
• Provision of other analyses of financial and operational data, and
• Periodic unscheduled audits.
As Required Internal Audit Tasks
The following 6 tasks represent the core services to be provided by CONSULTANT. These As
Required Services must be authorized by CITY’s representative through the approval of Task
Orders prepared by CONSULTANT, in further accordance with Section 4 of this Agreement (Not
To Exceed Compensation) and Exhibit A-1 thereto (Professional Services Task Order).
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Task 1. Citywide Risk Assessment:
Beginning with year 1 and continuing at a minimum every other year thereafter, prepare a
citywide risk assessment following the same review and approval requirements described in
Task 2. The risk assessment process will be the primary determinant of subsequent audit
activity.
Task 2. Preparation of Annual Audit Plan:
Prepare an annual audit plan for review by the City Manager and appropriate City Council
committee(s), and approval by the City Council, that identifies preliminary objectives of each
audit to be performed, the schedule for each audit, and the estimated not to exceed resources
and costs for each audit. The City Auditor shall consult with the City Attorney as necessary
when developing audit plans. The annual audit plan will be largely based on the risk assessment
required in Task 1.
Task 3. Selection of External Financial Auditor and Annual Audit Coordination (Amendment
No.2): Coordinate the annual external financial audit in each year of the contract term.
Pursuant to the City Charter, the City Auditor shall oversee the selection process for the annual
external financial auditor. The City anticipates conducting a Request for Proposals for this
purpose in 2026 (during contract year FY 2027).
Task 4. Execute Annual Audit Plan:
Conduct a minimum number of internal audits in accordance with each approved annual audit
plan based on the risk assessments. Each internal audit will commence only upon the City’s
approval of a Task Order (which may be at the task or sub-task level) as required by this
Agreement. Each internal audit requires the preparation of a written report for review by the
City Manager, City Attorney and appropriate Council committee, and review/approval by the
City Council as required.
Task 5. Preparation of Quarterly Reports, Annual Status Report, Provision of City Hotline, and
Other Ongoing Office Administrative Functions:
Prepare and issue quarterly reports describing the status and progress toward audit
completion, to be provided as information reports to the City Council and reviewed by the
appropriate committee, unless other reporting methods are directed by Council.
Prepare and issue an annual report in the first quarter of each fiscal year on the status of
recommendations made in completed audits, to be provided as an information report to the
City Council and reviewed by the appropriate committee, unless other reporting methods are
directed by Council.
Maintain and respond to the City’s employee “hotline” function provided through voicemail,
email or written submissions. Coordinate referrals as appropriate to other City offices,
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departments or divisions and incorporate relevant referrals into future risk assessments, audit
plans or audit activity as appropriate.
Task 6. Evaluation and Benchmarking (Amendment No.2)
Undergo a peer evaluation following the guidelines of the Association of Local Government
Auditors or the Institute of Internal Auditors (IIA) every three years (i.e., at the beginning of the
initial contract term, then every three years thereafter throughout the contract term), or as
required by the City Council, so that performance of the internal audit function can be
objectively assessed.
Prepare a cost per audit analysis following the first completed fiscal year, to be submitted at
the beginning of the second fiscal year and every other year thereafter throughout the contract
term.
The cost per audit analysis will be used to evaluate the cost effectiveness of services provided
by the CONSULTANT. This evaluation will be incorporated into ongoing performance
assessments as required and will help ensure that fees for service provision throughout the
duration of the Agreement are objectively determined and mutually agreed upon.
Last, the City Council will perform periodic Closed Session performance evaluations with the
designated City Auditor as allowed by law and performed with the other City Council
appointees (the City Manager, City Attorney and City Clerk). The appointed City Auditor will
have a 6-month evaluation, and then annually thereafter throughout the initial contract term
and any extensions granted by the City Council.
Internal Auditor Services – Designation of City Auditor, Minimum Experience Requirements
and Auditing Standards
Consistent with City Charter and Municipal Code provisions, the City Council must appoint a
City Auditor who serves at the will of the Council, and who executes annual Council-approved
internal audit plans through the Office of the City auditor.
Designation of City Auditor
The CONSULTANT has designated Kyle O’Rourke to fulfil the role of City Auditor, whose
designation received City Council approval and appointment, and whose appointment is subject
to at-will modification by the Council.
In accepting this appointment and its associated responsibilities and requirements, the
CONSULTANT agrees to the following stipulations and reserved rights of the CITY in the event
the City Auditor vacates the appointment for whatever reason:
• CONSULTANT must designate a temporary replacement not to exceed 3 months if the
City Auditor vacates the appointment without enough time for Council to appoint a
replacement.
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• Any subsequent appointment of a City Auditor be conducted in the manner specified by
the City Council, subject to applicable laws.
• Continued appointment of the City Auditor is based on and subject to acceptable
performance.
During the term of this Agreement, CONSULTANT may propose an alternative City Auditor for
Council consideration should it become necessary to do so.
Minimum Experience Requirements
The CONSULTANT and City Auditor must have at least 5 years of experience performing internal
audit services to local, state, federal or quasi-public entities, with a focus on performance
auditing.
Auditing Standards
The appointed City Auditor must be a Certified Public Accountant (CPA) or Certified Internal
Auditor (CIA) in good standing and must maintain such certification at all time during the term
of the Agreement.
All staff members of CONSULTANT assigned to internal auditor services under this Agreement
must be able to conduct or assist in conducting internal audits in accordance with Government
Accounting Standards, as established by the Comptroller General of the United States,
Governmental Accountability Office.
Maintenance of Independent Contractor Status
Proposers must maintain independent contractor status at all times during the Agreement
term.
Best Value Service Provision
The City Council has awarded this contract to the CONSULTANT based on its ability to deliver
cost effective and efficient internal auditor services that represent the best possible value in
exchange for public funds. Continued service provision is dependent on a number of evaluative
factors to help determine that the CITY receives the best possible value for internal audit
services during the term of this Agreement. These include, but are not limited to, acceptable
pricing; cost effective and service provision provided by the City Auditor and CONSULTANT; and
favorable City Auditor performance evaluations.
Additionally, budget constraints and economic conditions are factors that shall be considered in
determining acceptable pricing and funding.
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EXHIBIT “B”
COMPENSATION, AMENDMENT NO.2
(AMENDED, REPLACES PREVIOUS)
The CITY agrees to compensate the CONSULTANT for the Services (including As Required
Services) performed in accordance with the terms and conditions of this Agreement, and as set
forth in the budget schedule below. Compensation shall be calculated based on the hourly rate
schedule attached as Exhibit B-1 up to the not to exceed budget amount for each task set forth
below.
CONSULTANT shall perform the tasks and categories of work as outlined and budgeted below.
The CITY’s Project Manager may approve in writing the transfer of budget amounts between
any of the tasks or categories listed below provided the total compensation for Services,
including As Required Services and any reimbursable expenses do not exceed the amounts set
forth in Section 4 of this Agreement.
Budget Schedule for FY 2021 and FY 2022
Task FY 2021 FY 2022
Subtotal -
Task 3: Selection of External Financial
Task 5: Preparation of Quarterly Reports,
Annual Status Report, Provision of City
Hotline, and Other Ongoing Office
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Budget Schedule for FY 2023, FY 2024 and FY 2025, Amendment No.1
Task FY 2023 FY 2024 FY 2025
Subtotal -
Financial Auditor and Annual Audit
Reports, Annual Status Report,
Provision of City Hotline, and Other
Ongoing Office Administrative
Budget Schedule for FY 2026, FY 2027 and FY 2028, Amendment No.2
Task FY 2026
FY 2027 FY 2028 Subtotal -
Financial Auditor and Annual Audit
Reports, Annual Status Report,
Provision of City Hotline, and Other
Ongoing Office Administrative
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Total Not-to-Exceed Amount Across All Fiscal Years
Task
Subtotal - Subtotal - Subtotal -
Financial Auditor and Annual Audit
Reports, Annual Status Report,
Provision of City Hotline, and Other
Ongoing Office Administrative
REIMBURSEABLE EXPENSES
The administrative, overhead, secretarial time or secretarial overtime, word processing,
photocopying, in-house printing, computing, telecommunications, insurance other ordinary
business expenses are included within the scope of payment for Services and are not
reimbursable expenses.
CITY shall reimburse CONSULTANT at cost for travel to or from the San Francisco Bay Area and
shall be identified by CONSULTANT as separate line items on the applicable Task Order.
CONSULTANT travel and meal expenses are subject to the City’s Travel Policy. CONSULTANT
shall identify a fixed “not to exceed” figure for anticipated reimbursable expenses, subject to
the City of Palo Alto’s approval of such Task Order.
All requests for reimbursement of expenses, if any are specified as reimbursable under this
section, shall be accompanied by appropriate supporting documentation and information for
mileage, airfare, and lodging.
Should CONSULTANT’s actual incurred expense exceed the “not-to-exceed” figure,
CONSULTANT and the CITY shall meet in good faith to determine the extent to which
CONSULTANT shall be reimbursed by the CITY for the excess.
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EXHIBIT “B-1”
SCHEDULE OF RATES, AMENDMENT NO.2
(AMENDED, REPLACES PREVIOUS)
Compensation for services rendered under this agreement shall be calculated based on the
following hourly rate schedule for the fiscal year in which the services are rendered, which shall
remain fixed during the applicable period of fiscal years specified below.
Hourly rates for any subsequent renewal term or terms shall be negotiated to the mutual
agreement of the parties.
Schedule of Rates (Hourly):
Staff Level
FY 2021 &
FY 2023,
FY 2024, &
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Certificate Of Completion
Envelope Id: 761E5809-FF99-491D-9517-C5AE74986A46 Status: Completed
Subject: Docusign: C21179340 Baker Tilly Amendment No. 2_FINAL.pdf
Source Envelope:
Document Pages: 12 Signatures: 4 Envelope Originator:
Certificate Pages: 2 Initials: 0 Mai, Philip
AutoNav: Enabled
EnvelopeId Stamping: Enabled
Time Zone: (UTC-08:00) Pacific Time (US & Canada)
250 Hamilton Ave
Palo Alto , CA 94301
Philip.Mai@PaloAlto.gov
IP Address: 165.225.242.85
Record Tracking
Status: Original
5/8/2025 4:44:14 PM
Holder: Mai, Philip
Philip.Mai@PaloAlto.gov
Location: DocuSign
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Storage Appliance Status: Connected Pool: City of Palo Alto Location: Docusign
Signer Events Signature Timestamp
Ashley Deihr
Ashley.Deihr@bakertilly.com
Principal
Security Level: Email, Account Authentication
(None)Signature Adoption: Pre-selected Style
Using IP Address: 73.87.238.232
Sent: 5/8/2025 5:00:51 PM
Viewed: 5/12/2025 7:20:35 AM
Signed: 5/12/2025 7:21:14 AM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Chris Kalafatis
Chris.Kalafatis@bakertilly.com
Risk Advisory Public Sector Leader
Baker Tilly Advisory Group, LP
Security Level: Email, Account Authentication
(None)
Signature Adoption: Pre-selected Style
Using IP Address: 99.196.128.113
Sent: 5/12/2025 7:21:15 AM
Viewed: 5/13/2025 7:26:53 AM
Signed: 5/13/2025 7:28:36 AM
Electronic Record and Signature Disclosure:
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Mark Vanni
Mark.Vanni@paloalto.gov
Assistant City Attorney
COPA
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(None)
Signature Adoption: Pre-selected Style
Using IP Address: 73.231.240.255
Sent: 5/13/2025 7:28:37 AM
Resent: 6/3/2025 5:23:55 PM
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Signed: 6/4/2025 4:43:16 PM
Electronic Record and Signature Disclosure:
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Ed Shikada
Ed.Shikada@PaloAlto.gov
Ed Shikada
City of Palo Alto
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(None)
Signature Adoption: Pre-selected Style
Using IP Address: 199.33.32.254
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Signed: 6/4/2025 11:54:59 PM
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Clerks's Office of Palo Alto
ClerksOffice@paloalto.gov
Security Level: Email, Account Authentication
(None)
Sent: 6/4/2025 11:55:00 PM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Christine Paras
Christine.Paras@PaloAlto.gov
Security Level: Email, Account Authentication
(None)
Sent: 6/4/2025 11:55:01 PM
Electronic Record and Signature Disclosure:
Not Offered via Docusign
Josh Martinez
Josh.Martinez@CityofPaloAlto.org
Security Level: Email, Account Authentication
(None)
Sent: 6/4/2025 11:55:02 PM
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