Silicon Valley Clean Energy
Audit Committee Meeting
Thursday, February 29, 2024
1:00 p.m.
Silicon Valley Clean Energy Office
333 W. El Camino Real, Suite 330
Sunnyvale, CA
City of Gilroy City Hall
7351 Rosanna Street
Gilroy, CA 95020
MEETING MINUTES
Call to Order
Chair Mekechuk called the meeting to order at 1:04 p.m.
Roll Call
Present:
Bryan Mekechuk (Chair), Monte Sereno
Sheila Mohan (Vice Chair), Cupertino
Sergio Lopez, Campbell
Harjot Sangha, Gilroy (Participated remotely)
Absent:
None
Public Comment on Matters Not Listed on the Agenda
No speakers.
Consent Calendar
MOTION: Director Mohan moved and Alternate Director Lopez seconded the motion to approve the Consent Calendar.
Chair Mekechuk opened public comment.
No speakers.
Chair Mekechuk closed public comment.
The motion carried unanimously by verbal roll call vote. 1) Approve Minutes of the September 19, 2023, Audit Committee Meeting Docusign Envelope ID: 2073C0FF-2603-4963-824C-31FABFEF3373 Regular Calendar
2) Welcome and Audit Committee Overview (Discussion)
Amrit Singh, CFO and Director of Administrative Services, provided information on the Audit Committee, including:
An overview of SVCE’s finance functions and accounting services provided by Maher Accountancy; The purpose of the Audit Committee;
Process for reviewing the audited financials with the auditor; An overview of SVCE’s IT audits; and
Meeting timing.
Staff responded to questions and comments regarding investment management, energy and enterprise risk management, and SVCE’s financial reserves policy.
Chair Mekechuk opened public comment.
No speakers.
Chair Mekechuk closed public comment.
3) Selection of 2024 SVCE Audit Committee Chair and Vice Chair (Action) Sr. Executive Assistant and Board Clerk Andrea Pizano presented the item and the process for selecting the Chair and Vice Chair of the Audit Committee.
Director Mekechuk expressed interest in serving as Chair of the 2024 Audit Committee.
MOTION: Director Mohan moved and Alternate Director Lopez seconded the motion to nominate Director Bryan Mekechuk to serve as Chair of SVCE’s 2024 Audit Committee.
Chair Mekechuk opened public comment.
No speakers.
Chair Mekechuk closed public comment.
The motion carried unanimously by verbal roll call vote.
Following Chair Mekechuk’s appointment as Chair, the Audit Committee proceeded with identifying a Vice Chair.
Director Mohan expressed interest in serving as Vice Chair of the 2024 Audit Committee.
MOTION: Alternate Director Lopez moved and Committee member Sangha seconded the motion to nominate Director Sheila Mohan to serve as Vice Chair of SVCE’s 2024 Audit Committee.
Chair Mekechuk opened public comment.
No speakers.
Chair Mekechuk closed public comment.
The motion carried unanimously by verbal roll call vote.
Docusign Envelope ID: 2073C0FF-2603-4963-824C-31FABFEF3373 4) Receive Financial Audit Report from Pisenti & Brinker, LLP and Recommend the SVCE Board of Directors Accept the Audit Findings (Action)
CFO and Director of Administrative Services Singh introduced Pisenti & Brinker LLP’s Kellin Gilbert, lead Audit Partner, and Aliandra Schaffer, Engagement Supervisor. Mr. Gilbert provided a presentation that included the following:
Results of current year audit, with SVCE receiving a “clean” audit opinion; Roles and responsibilities of management and the auditor; Review of risk assessment procedures;
An overview of audit procedures; and
Required Board Communications.
Mr. Gilbert and SVCE staff responded to committee member questions and comments regarding the comparison of SVCE’s processes to other CCAs, audited financial statement filing requirements, confirmation that the auditors are independent of SVCE, the auditor opinion and relationship between the financial statements and the management discussion and analysis, and the auditor’s opinion relative to internal controls.
Chair Mekechuk opened public comment.
No speakers.
Chair Mekechuk closed public comment.
MOTION: Committee member Sangha moved and Alternate Director Lopez seconded the motion to receive the financial audit report and recommend the SVCE Board of Directors accept the audit findings from Pisenti & Brinker LLP.
5) IT/Cybersecurity Assessment Update (Discussion)
Nik Zanotto, Senior Manager of IT and Administrative Services, presented an update on SVCE’s IT and cybersecurity assessment to the committee which included the following:
Information on the 2022 Security Assessment scorecard; What staff have done, are currently doing, and what will be done to improve SVCE’s cybersecurity posture score;
Overview of the four technology audits/assessments; and Next steps for updating the Audit Committee on progress.
Staff responded to committee member questions regarding remediation, steps to improve SVCE’s score, the four category scores, a suggestion to hold a Closed Session to discuss cybersecurity, the Advanced Metering Infrastructure (AMI) audit and data sharing, artificial intelligence, SVCE’s cybersecurity in relation to other CCAs and their objectives, if there have been any cybersecurity breaches in other CCAs, and clarification on the reference to ‘relative to industry’ mentioned in the presentation.
Chair Mekechuk opened public comment.
No speakers.
Chair Mekechuk closed public comment.
Docusign Envelope ID: 2073C0FF-2603-4963-824C-31FABFEF3373 Committee/Staff Remarks
Alternate Director Lopez welcomed COO Monica Padilla and congratulated her on her appointment as CEO beginning in April 2024. COO Padilla provided brief comments.
Adjournment
Chair Mekechuk adjourned the meeting at 2:20 p.m.
ATTEST:
_____________________________
Andrea Pizano, Board Secretary
Docusign Envelope ID: 2073C0FF-2603-4963-824C-31FABFEF3373