RVA Annual Report — Redondo Beach City Council, November 5, 2024

PO Box 3853, Redondo Beach CA 90277
[email protected] | www.rivieravillage.net
Annual Report 2024-2025
RIVIERA VILLAGE BUSINESS IMPROVEMENT DISTRICT ANNUAL REPORT 2024-2025 The Riviera Village Business Improvement District (BID) advisory Board hereby requests that the City Council of the City of Redondo Beach authorize the continuance of a Parking and Business Improvement District in the Riviera Village area of Redondo Beach in accordance with the State Law of 1989 (36500 of the Streets and Highway Code). The BID Advisory Board further requests that the Mayor and City Council generally include the following in any Resolution of Intention considered for adoption at the Redondo Beach City Council meeting on November 5, 2024.

BYLAWS
On June 18, 2024 per Article 11 of the RVA’s ByLaws (“Amendments to bylaws”), the BID Advisory Board amended the bylaws at a regular meeting by a majority of the Board members present at the meeting. The modified text is copied into the bylaws with the original, as required per Article 11. The amended bylaws document is included as “Exhibit A”.

It is the BID Board’s intent to make a future modification to Article 18 by changing the association’s fiscal year to January 1 through December 31. Currently, the fiscal year of the Association is be July1 through June 30.
.

DISTRICT NAME
The name of the BID is "Riviera Village Business Improvement District".

DISTRICT BOUNDARIES
The district boundaries had been in question. The RVA sought the guidance of Civitas to define the boundaries and advise on possible expansion of the boundaries. Civitas confirmed that Vons Market located at 245 Palos Verdes Blvd, as well as the businesses in that shopping center are in the City. The BID Board is interested in expanding the BID boundaries to include them. 1 PO Box 3853, Redondo Beach CA 90277
[email protected] | www.rivieravillage.net
Annual Report 2024-2025

PROPOSED ASSESSMENT INCREASE
All business license holders located within the boundaries will continue to be members of the BID. Since 2006, each license holder (with the exception of nonprofit organizations who elect not to participate in the BID) has been assessed as follows: Each business license holder pays a base fee of $100 plus a fee of $29 per employee per year to a maximum assessment of $1,000. Those licensees who are property owners and are assessed on their business license fees on a per unit basis pay BID fees of $100 plus $29 per rental unit per year with a maximum assessment of $1,000. Examples: A licensee with 10 employees would pay a total annual assessment of $390. A licensee with no employees would pay a total annual assessment of $100. A licensed property owner with four rental units would pay an annual assessment of $216.

The RVA is formally requesting an increase to the BID license base fees starting January 2025, per motions approved by the BID Board on March 19, 2024 and September 30, 2024, “Increase the base price of the BID business license to $125 plus $34 per employee/unit with a cap at $1,400 per license.” The additional income will aid in covering operating expenses that have increased dramatically with the rise in the cost of living, consistent with the CPI increase that has been prevalent over covid and post-covid years. Additionally, the RVA manages the parklets program as mandated by the City. Current management income does not offset ongoing parklets-related expenses.

METHOD OF COLLECTION
The assessment will be billed, accounted for and collected by the City. All BID funds collected by the City will be turned over to the BID in a timely manner consistent with the Agreement for Project Services executed between the City of Redondo Beach and the Riviera Village Association. The amount of fees collected quarterly through the BID in fiscal year 2023-2024 is $76,595.00, of which we seek formal reporting to maintain transparency in our record keeping. Four payments have been received. 1) 10/17/2023: $16,851.00 2) 1/16/2024: $15,573.00 3) 4/162024: $24,373.00 4) 7/16/2024 $19,798 2 PO Box 3853, Redondo Beach CA 90277
[email protected] | www.rivieravillage.net
Annual Report 2024-2025

INCOME/FUNDS DISTRIBUTION
Traditionally, the RVA has an annual budget earmarked with the following ratio of expenses as it relates to total income, which is variable: Administration : 10%, Marketing : 40%, Beautification & Maintenance :
50%. Please see the attached reports for 2024 Actuals in addition to 2025 Projections (Exhibits B & C).

The Board does not desire to change the allocation or ratio of expenses for 2025.

PARKLET PROGRAM
The parklet program continues to be managed successfully by the Riviera Village Association in 2024.

Parklets utilization has waned in the cooler weather. Regardless, restaurants opt to remain in the program to take advantage of summer and fall popularity. The 2023 parklets aesthetics refurbishment is wearing well and provides a cohesive clean look to the Village landscape that consumers love. District 1 Council Member Nils Nehrenheim attends BID board meetings reporting the parklet program continues to increase tax revenue to the City of Redondo Beach.

The current Village-wide parklet permit expires July 1, 2026 under the 12th amendment issued December 7, 2023.

BEAUTIFICATION
Board members voluntarily removed hanging pots and metalwork from lamp posts deemed irreparable and unattractive due to corrosive coastal weather conditions. At the July 2024 RVA BID Board meeting, a $30,000 allocation was approved for beautification project(s). Potential projects under consideration are replacing more tree wells with planter boxes, as was done in 2023, and an art project of painting areas of asphalt such as intersections, crosswalks and protected corners. Additional ideas are accepted. The BID continues to work with its landscaping company to maintain/replenish sidewalk pots and planter boxes along Catalina Ave, Avenue I, Avenida del Norte and Elena which enhances the look of Riviera Village to better reflect the clientele we serve.
3 PO Box 3853, Redondo Beach CA 90277
[email protected] | www.rivieravillage.net
Annual Report 2024-2025

JOINT PROJECTS WITH CITY
The BID Board continues to meet with City staff regularly. City staff and our City Council Member are invited to, and attend, the monthly BID Board meetings. Funds for the permanent paver program have been allocated for years. The RVA has learned the City plans to add permanent pavers to Avenida Del Norte by the end of 2024. The RVA is eager to assist the City as needed. The RVA has managed several projects successfully and wants to continue to be a reliable partner to the City. Another proposed 2025 joint project is placement of a Riviera Village touch screen directory on Esplanade at Avenue I. The RVA has allocated the funds and seeks assistance from the City to advise on environmental impact and the proper course of action to get it done. The BID Board has approved replacing the current directory kiosk at 1799 S Catalina with a touch screen directory that features an engaging video function. An ongoing item is installing permanent retractable bollards in key areas of the Riviera for ease of street closures and pedestrian safety during community events. The BID Board is seeking the guidance of an RVA member in the grant industry who has offered to seek out grants to potentially finance bollards and other “wish list” projects.

MARKETING/PROMOTIONS
Marketing funds were allocated to advertise and produce a professionally shot video promoting Riviera Village as a shopping, dining, and relaxation destination - as well as a reminder to shop brick and mortar retailers - a segment that has been struggling. The video shows several business owners inviting the viewer to, “Meet me in the Village.” In May 2024, Riviera Village marketing reached out to Terranea Resort about developing a strategic partnership. Terranea immediately saw the potential of joining forces. The following month, we collaborated on a joint giveaway valued at $2,700, which yielded a spike in social media followers, several thousand entries and approximately 1,200 new email contacts. The promotion went so well, that a second giveaway is in progress. Future collaborations include Terranea's involvement in the Halloween Trick or Treat, Holiday Stroll, Riviera Village featured in Terranea’s in-room entertainment, and potentially, resurrecting a shuttle service between the two locations. 4 PO Box 3853, Redondo Beach CA 90277
[email protected] | www.rivieravillage.net
Annual Report 2024-2025
The current digital ad plan is based on maintaining the steady climb of followers, raising overall awareness, informing the community of Village-wide events/business events and putting faces to the names of Village businesses. Riviera Village is aiming to reach the 15,000 followers milestone on Instagram by the end of 2024. Since 2017, the RVA’s marketing has been managed by a paid local professional. Responsibilities are social media, email marketing, website content management, project management and content creation. In 2024, paid ads promote the farmer’s market, retailers, restaurants, services and large scale community events.

INSTAGRAM FOLLOWERS 13,700 | + 34% YTD
FACEBOOK FOLLOWERS 9,800 | +9% YTD
Video “Reels” views have increased by 25% with 330,643 views to date.

MERCHANT MIXERS
RVA Merchant Mixers are held twice per year in April and November, at a Riviera Village restaurant, guests are treated to complimentary appetizers and a libation of their choice. The mixers provide an environment to unwind, meet fellow business owners, talk with BID Board members, city workers, RBPD and city council members - and for some, discover a new restaurant.

HALLOWEEN & HOLIDAY STROLL
Both the 2023 Riviera Village Halloween Trick or Treat and Holiday Stroll had increased attendance. The 2024 Riviera Village Halloween Trick or Treat, is 3PM to 6PM on October 31, 2024. The RVA expects an equally enthusiastic turnout. The community enjoys walking the village in costume with their family and collecting treats in a safe environment closed to motor vehicles.

The 2023 Riviera Village Holiday Stroll was one of the best. A community member reached out months before the event asking to include Judaism. She was invited to attend a board meeting. There, it was agreed to include a display of large lighted letters spelling "Hanukkah.” We observed interaction by many stroll-goers taking pictures and commenting on social media with their appreciation. Stroll 2024 intends to do the same. Also in 2023, the RVA partnered with more sponsors to help offset costs, collecting $10,000.

Event producer, Start to Finish Events, organized attractions including interactive photo opportunities with 5 PO Box 3853, Redondo Beach CA 90277
[email protected] | www.rivieravillage.net
Annual Report 2024-2025
classic holiday characters and inflatables for kids - setting the mood with a DJ, uplit palm trees and snowflakes projected on the asphalt. Santa and the Grinch made a grand entrance in a vintage fire truck led by members of the Redondo Union High School marching band. Grinch and Santa stayed throughout for photos. The dynamic environment was attended by thousands. In 2024, the BID is seeking sponsorship of several attractions to offset costs usually paid by the BID. Start to Finish is working with a professional to secure partners.

RIVIERA VILLAGE SUMMER FESTIVAL
The Riviera Village Summer Festival returned the last week of June 2024 with much of the event’s format staying in place. New producer VR Events, kept with the game plan of 2023. Vendor booths sold out.

Spectrum One morning news came out for a live segment. The perfect weather made for an excellent turnout all three days. The 2024 festival turned a profit of $77,796 versus $55,359 in 2023, of which 50% is paid to the event producer under a revenue sharing agreement.

CERTIFIED FARMERS MARKET
The BID continues to support the Certified Farmers Market located in the Triangle Parking Lot on Sundays. Hours have changed to 8:30am - 1:30pm, from 9am - 2pm, based on shopping habits. Market attendance has been growing at a gradual pace. Families love the Kids Zone conceived by vendor Yummmm Bar in cooperation with the market where parents and kids have a place to craft and play.

Social media ads for the market are ongoing since early 2022. The manager of the Farmers Market has excelled in curating a higher caliber and diverse vendor selection, focusing on organic farmers and a quality shopping experience. The market continues to be a source of income for the BID. 6 PO Box 3853, Redondo Beach CA 90277
[email protected] | www.rivieravillage.net
Annual Report 2024-2025

ADMINISTRATIVE
The coordinator of the BID Board hired in January 2022 is working well and helps maintain needed consistency. She is responsible for creating board meeting agendas, inviting outside guests to board meetings, notifying board members of meetings, assisting the board secretary with meeting minutes, organizing the annual report and other projects as needed. Board members continue in their additional volunteer positions managing specific village tasks and projects. Examples are: farmers market, plant maintenance, lamp post banners/holiday decor, insurance and events.

INSURANCE POLICIES
General Liability Insurance required by the City of Redondo Beach was renewed. Officers and Directors Liability Insurance was also renewed. Certificate of Insurance for Events (Outside Dining Parklets & Sidewalk Sale during COVID-19) is in place as well.

BUSINESS LICENSE VERIFICATIONS
Annual Business License verification walkthrough procedure began in late 2018 which resulted in a dramatic improvement of paid business license taxes and fees benefiting both the BID as well as the City bringing businesses into compliance (see Fiscal Year breakdown below of BID fees collected - data provided from City business license department). The BID will continue to execute this, and expects similar revenue in 2024.

FY 19-20 = $87,494 FY 20-21 = $75,650 FY 21-22 = $78,729 FY 22-23 = $78,936 FY 23-24 = $76,595 PROJECTS/GOALS ANTICIPATED FOR CALENDAR YEAR 2025
Continue work on the ongoing bollards project with Chief Hoffman to create a cohesive plan to identify, seek grants for, and install retractable bollards in the Riviera Village with a phased approach. Working as needed with the City of Redondo Beach and the Coastal Commission on recently proposed plans to widen sidewalks on S Catalina, change to parallel parking, and create bike lanes. The intention of wider sidewalks is to transition to sidewalk dining and remove the temporary parklets. 7 PO Box 3853, Redondo Beach CA 90277
[email protected] | www.rivieravillage.net
Annual Report 2024-2025
Focus on the completion of the Sidewalk Pavers Capital Improvement Project (CIP) throughout the village in cooperation with the Mayor, City Council and City. Each segment of the CIP that gets completed adds to the ambiance of the village. Another BID goal is beautification on Avenida del Norte. Additionally, an ongoing goal is improving safety while also adding a unique feature to the village with a Roundabout at Catalina Ave & Avenue l; roundabouts both improve traffic flow while separating pedestrians from vehicle traffic inside the roundabout where the vehicles travel. The BID's current long-term goal is to continue vetting possible solutions to the short-term and long-term parking challenges within the Village.

AMENDED BYLAWS | FINANCIAL REPORTS
Exhibit A: Updated Bylaws
Exhibit B: Projected Operating Budget for Calendar Year 2025 Exhibit C: RVA BID Financial Reports
8 BYLAWS OF

RIVIERA VILLAGE ASSOCIATION
A California Nonprofit Mutual Benefit Corporation
ARTICLE 1: NAME
The name of this corporation is RIVIERA VILLAGE ASSOCIATION.

ARTICLE 2: PRINCIPAL OFFICE

2.1 The principal office for the transaction of the activities, affairs, and business of the corporation is located at 1611 Catalina Avenue I, Unit 115 Redondo Beach, California 90277-5277. The board of directors (Board) may change the principal office from one location to another. Any change of location of the principal office shall be noted by the secretary on these bylaws opposite this Article, or this Article may be amended to state the new location.

2.2 The Board may at any time establish branch or subordinate offices at any place or places where the corporation is qualified to conduct its activities.

ARTICLE 3: BOUNDARIES
The Riviera Village (or “Village”) is generally bounded on the north by Avenue I; on the east and south by Elena Avenue; on the west by Catalina Avenue. Specific boundaries are those as established by the Riviera Village Business Improvement District (BID) as on file with the City of Redondo Beach. The Riviera Village encompasses property only in the City of Redondo Beach.

ARTICLE 4: DEFINITIONS

4.1 The “RVA” or “Association” shall denote the Riviera Village Association.

4.2 The “Board” shall refer to the Board of Directors of the RVA.

4.3 The “Officers” shall refer to those Directors of the Board who are elected to specific operating positions in the RVA such as president, vice-president, treasurer and secretary.

4.4 The term “Business” shall mean a place of business that holds a current business license and is located within the RVA boundaries as described above in the City of Redondo Beach.
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ARTICLE 5: PURPOSES AND LIMITATIONS

5.1 The Purpose of this corporation is to engage in any lawful act or activity for which a corporation may be organized under the Nonprofit Mutual Benefit Corporation Law.

5.2 Within the context of the general purpose stated above, this corporation is formed by the business community of the Riviera Village as a means to maintain and improve the physical surroundings of the Village as well as the business environment in the community. The RVA shall achieve these objectives by pursuing activities including, but not limited to physical improvements, beautification efforts, general maintenance, advertising and promotion, volunteer activities, staging of events and involvement in the City and community development efforts.

5.3 No part of the net earnings of the corporation may inure to the benefit of any member.

ARTICLE 6: MEMBERSHIP

6.1 Members: A Member is a person, corporation, partnership, trust, limited liability company, or an unincorporated association which is operating as a single entity and holds a valid Business License within the boundaries of the RVA.

ARTICLE 7: PRIMARY FUNDING

7.1 Funding Agreement: Funds are collected based on a contractual agreement with the City of Redondo Beach that recognizes the RVA as the advisory board of the BID for the Riviera Village. Funds may also be raised by the RVA via independently sponsored Special Events. These additional funds raised by the RVA shall be deposited and held in the same account as the funds collected from the City of Redondo Beach.

ARTICLE 8: DIRECTORS

8.1 Number of Directors: The Directors on the Board shall consist of a minimum of six and a maximum of eleven Members. Each director shall have one vote.

8.2 Nomination and Election of Directors: All persons wishing to serve on the Board shall be a member, owner, officer, partner or authorized representative of a member and submit their name to the currently sitting Board not less than forty-five days in advance of the upcoming election. Nomination submissions shall be sent via email to [email protected] or mailed to the RVA, PO Box 3853, Redondo Beach CA 90277 and should more than eleven (confirmed eligible) persons submit their names to serve as Board members, elections shall be held. If an election is held, the Board will form a ballot with a slate of candidates which will be presented to the Membership in writing.

Each licensed member shall have one vote and must submit their completed ballot for up to 11 candidates or write in and vote for additional eligible candidates. Election is done by simple majority of the votes cast. If elections are required pursuant to this clause, all ballots must be received by the morning of the general meeting. Completed ballots must 1400\RVA BYLAWS 06.18.2024

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be sent via email to [email protected] or mailed to the RVA, PO Box 3853, Redondo Beach CA 90277.

8.3 Powers: Subject to the provisions and limitations of the California Nonprofit Mutual Benefit Corporation Law and any other applicable laws, and subject to any limitations in the articles of incorporation and bylaws regarding actions that require the approval of the members, the corporation’s activities and affairs shall be managed, and all corporate power shall be exercised, by or under the Board’s direction.

8.4 Specific Powers: Without prejudice to the general powers set forth in the preceding section, but subject to the same limitations, the directors shall have the power to:
(a) Adopt and publish rules and regulations governing the Association; (b) Suspend the voting rights of any member who is in default of the regulations of the Association;
(c) Exercise for the Association all powers, duties, and authority vested in or delegated to the Association and not reserved for the membership by other provisions in these by-laws;
(d) Declare the office of a board member vacant in his or her absence from three consecutive regularly scheduled Board meetings except with notice of absence; (e) .

8.5 Duties of Directors: It shall be the duty of the Board of Directors to:
(a) Cause to be kept a complete record of all of its acts and affairs and to present a statement of such activities to the members during an annual meeting of the membership or by publication (including via e-mail); or by posting on its website; (b) Keep an annual statement of income and expenses, balance sheet, and keep a budget for the succeeding year.

8.6 Terms: Directors’ terms shall be two years in length and commence on July 1st and end on June 30th.

8.7 Authority to Contract: The Board shall have the authority to enter into contracts on behalf of the Association. The President shall have the authority independent of the Board to contract up to $250.00, but must report such a contract to the Board within thirty days. Contracts above $250.00 must be approved by a majority of the board and signed by a minimum of two officers.

ARTICLE 9: OFFICERS
The Officers of the Association shall consist of the Directors serving as President, Vice President, Secretary, and Treasurer, plus any other offices as the Board may create.

9.1 Election of Officers: Officers shall be elected by a majority vote of board members.

Election of officers shall be held at the first board meeting of the newly elected board members.
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9.2 Term & Term Limits for Officers: Officers’ terms shall be one year in length and commence on July 1
st and end on June 30th
.

9.3 Number of Officers: Any two or more Officers’ positions may be combined except the President, but at no time shall there be less than three persons holding offices.

9.4 Duties of Officers:

9.4.1 President: Shall preside at all meetings of the Board; shall see that orders and resolutions of the Board are carried out; shall sign any written instruments; shall be responsible for all distributions of notices; nominate standing committee Chairs (for Board majority approval); act as ex-officio member of all committees; and conduct business as necessary for the proper function of the Association.

9.4.2 Vice President: Shall act as President in place of the President’s absence, inability or refusal to act; shall be responsible for Marketing and Public Relations matters; and shall exercise and discharge other duties as required by the Board.

9.4.3 Secretary: Shall keep a record of all proceedings, maintain an accurate set of By-laws of the Association; serve notice of the meetings of the Board and membership; cause news updates to be published and sent to the members on a regular basis, and shall exercise and discharge other duties as required by the Board.

9.4.4 Treasurer: Shall receive and deposit in proper accounts all monies of the Association and disburse such funds as directed by the Board; sign all checks; keep all proper books of account prepare statements of income & expenditures; cause to be prepared all proper tax documents; and shall exercise and discharge other duties as required by the Board.

9.5 Resignation & Removal of Officers: Any Officer may be removed from office by the Board of Directors with cause by a majority vote of the Board. Any Officer may resign from office and the Board by giving written notice to the Board, which resignation takes effect on the date of receipt. The acceptance of such resignation is not required. Officers may resign a specific Office, but remain on the Board as a Director only by a majority vote of the Board.

9.6 Filling Unexpired Terms & Vacancies for Officers: Upon resignation or removal of an Officer, the Board may appoint a replacement Officer from the current Board. New Officers are elected by a majority vote of the Board. Replacement Officers shall complete the term of the former Officer and may stand for election by the membership during the election for the next term period.

9.7 Filling Vacancies on Board of Directors: Upon resignation of a member of the Board of Directors, the Board may elect a replacement Director from the current membership. In the event the Board of Directors consists of less than eleven (11) members at any time, the Board may elect additional Directors up to a maximum of eleven (11) with no restriction on the total number of Directors being an even number. \\\
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ARTICLE 10: MEETINGS

10.1 Board of Directors Meetings

10.1.1 Regular Directors Meetings: Regular meetings of the Board shall be held a minimum of four times per year. Notice of regular Board meetings shall be made to all Directors not less than five days prior to the meeting. Board members agree to attend 8 out of the 11 meetings held annually. The Board may vote to remove a member of the Board for excessive absences.

10.1.2 Special Directors Meetings: Special meetings of the Board shall be called by the President or any two Directors. Notice of special meetings shall be given by email not less than two (2) days prior to the vote on any issue to be considered at the special Directors meeting. All Directors shall vote by email on the issues considered at a special meeting.

10.1.3 Board of Directors Quorum: Every act or decision made by the Directors presented at a duly held meeting at which a quorum is present shall be regarded as an act of the Board. A quorum is defined below.

No. of Directors: Quorum
5 3
6 4
7 4
8 5
9 5
10 6
11 6

10.2 Meetings of Members

10.2.1 Regular Meetings of Members: General meetings of the members shall be held once a year on the third Tuesday of May unless otherwise notified. 102.2 Notice of Meetings: Written notice for each meeting of the members shall be given at the direction of the Secretary at least five days in advance of the meeting. Such notice shall specify the time, day, location, and the purpose of the meeting.

ARTICLE 11: AMENDMENTS TO BY-LAWS
After two weeks advance written notice, these by-laws may be amended, at a regular meeting, by a majority of the Board members present at the meeting. Whenever the by-laws are amended, the modified text shall be copied into the book of by-laws with the original. Notice of amendments shall be made available to any member of the RVA upon receipt or be posted at www.rivieravillage.net.
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ARTICLE 12: PARLIAMENTARY PROCEDURE
Roberts Rules of Order, most current edition, shall be the authority on all points not covered by these by-laws and standing rules.

ARTICLE 13: RECORDS & INSPECTIONS
The by-laws, books, records, and papers of the Association shall be made available during reasonable business hours, for inspection by any members in the principle office.

Records of the Association must be in compliance with all applicable rule, laws and regulations for a period of not less than two years in a place designated by the Board.

ARTICLE 14: ANNUAL REPORT
The Board shall make an Annual Report, that is presented to the Redondo Beach City Council, available to any member, upon request, within three months of the close of the fiscal year. This Annual Report will contain a summary of activities, list of Directors, Profit & Loss statement, and Balance sheet for the past fiscal year.

ARTICLE 15: DISSOLUTION OF ASSOCIATION
The Association may be dissolved only upon a written three-quarter vote of the Board.

The Treasurer shall, after an affirmative vote for dissolution, distribute the balance of any surplus funds, after expenses, in accordance with the disbursement procedure recommended by the Board at that time, however subject to all laws relating to non-profit mutual benefit corporations.

ARTICLE 16: INDEMNIFICATION

16.1 Right of Indemnity. To the fullest extent permitted by law, this corporation shall indemnify its directors, officers, employees and other persons described ion Section 7237(a) of the California Corporations Code, including persons formerly occupying any such position, against all expenses, judgments, fines, settlements, and other amounts actually and reasonably incurred by them in connection with any “proceeding”, as that term is used in that Section, and including an action by or in the right of the corporation, by reason of the fact that the person is or was a person described in that Section. “Expenses”, as used in this by-law, shall have the same meaning as in Section 7237(a) of the California Corporations Code.

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Directors who are parties to the proceeding with respect to which indemnification is sought prevents the formation of a quorum of Directors who are not parties to that proceeding, the Board shall promptly call a meeting of members. At that meeting, the members shall determine under Section 7237(e) whether the applicable standard of conduct set forth in Section 7237(b) or Section 7237(c) has been met and, if so, members present at the meeting in person or by proxy shall authorize indemnification.

16.3 Advancement of Expenses. To the fullest extent permitted by law and except as otherwise determined by the Board in a specific instance, expenses incurred by a person seeking indemnification under Section 16 of these by-laws in defending any proceeding covered by those Sections shall be advanced by the corporation before final disposition of the proceeding, on receipt by the corporation of an undertaking by or on behalf of that person that the advance will be repaid unless it is ultimately determined that the person is not entitled to be indemnified by the corporation for those expenses.

ARTICLE 17: INSURANCE
The corporation shall have the right to purchase and maintain insurance to the full extent permitted by law on behalf of its officers, directors, employees, and other agents, against any liability asserted against or incurred by any officer, director, employee, or agent in such capacity or arising out of the officer’s, director’s, employee’s, or agent’s status as such.

ARTICLE 18: MISCELLANEOUS
The fiscal year of the Association shall be July1st through June 30th.

ARTICLE 19: CERTIFICATION
I, the undersigned, do hereby certify that I am the duly elected President and a Board Member of the Board of Directors of the RIVIERA VILLAGE ASSOCIATION, and that the foregoing By-laws constitute the succeeding By-laws of said Association, as duly adopted at a meeting of the Board of Directors, held on the 7th day of September, 1995, and ratified by a majority of the membership present at a regular meeting.

These by-laws were amended on the 18th day of June 2024 and ratified by a majority of the Board present at a regular meeting.

RIVIERA VILLAGE ASSOCIATION
By:

Allen Sanford, President
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BYLAWS OF

RIVIERA VILLAGE ASSOCIATION
A California Nonprofit Mutual Benefit Corporation
ARTICLE 1: NAME
The name of this corporation is RIVIERA VILLAGE ASSOCIATION.

ARTICLE 2: PRINCIPAL OFFICE

2.2 The Board may at any time establish branch or subordinate offices at any place or places where the corporation is qualified to conduct its activities.

ARTICLE 4: DEFINITIONS

4.1 The “RVA” or “Association” shall denote the Riviera Village Association.

4.2 The “Board” shall refer to the Board of Directors of the RVA.

4.3 The “Officers” shall refer to those Directors of the Board who are elected to specific operating positions in the RVA such as president, vice-president, treasurer and secretary.

Page 2 of 8 ends

ARTICLE 5: PURPOSES AND LIMITATIONS

5.1 The Purpose of this corporation is to engage in any lawful act or activity for which a corporation may be organized under the Nonprofit Mutual Benefit Corporation Law.

5.3 No part of the net earnings of the corporation may inure to the benefit of any member.

ARTICLE 6: MEMBERSHIP

ARTICLE 7: PRIMARY FUNDING

7.1 Funding Agreement: Funds are collected based on a contractual agreement with the City of Redondo Beach that recognizes the RVA as the advisory board of the BID for the Riviera Village. Funds may also be raised by the RVA via independently sponsored Special Events. These additional funds raised by the RVA shall be deposited and held in the same account as a separate account from the funds collected from the City of Redondo Beach.

ARTICLE 8: DIRECTORS

8.1 Number of Directors: The Directors on the Board shall consist of a minimum of six and a maximum of eleven Members. Each director shall have one vote.

8.2 Nomination and Election of Directors: All persons wishing to serve on the Board shall be a member, owner, officer, partner or authorized representative of a member and submit their name to the currently sitting Board not less than forty-five days in advance of the upcoming election. Nomination submissions shall be sent via email to [email protected] or mailed to the RVA, PO Box 3853, Redondo Beach CA 90277 [email protected] and should more than eleven (confirmed eligible) persons submit their names to serve as Board members, elections shall be held. If an election is held, the Board will form a ballot with a slate of candidates which will be presented to the Membership in writing. Each licensed member shall have one vote and must submit their completed ballot for up to 11 candidates or write in and vote for additional eligible candidates. Election is done by simple majority of the votes cast. If elections are 1400\RVA BYLAWS 06.18.24 08.05.2019

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required pursuant to this clause, all ballots must be received by the morning of the general meeting. Completed ballots must be sent via email to [email protected] or mailed to the RVA, PO Box 3853, Redondo Beach CA 90277 [email protected] or mailed to the RVA, 318 Avenue I #16, Redondo Beach, CA 90277-5601.

8.6 Terms: Directors’ terms shall be two years one year in length and commence on July 1st and end on June 30th.

ARTICLE 9: OFFICERS
The Officers of the Association shall consist of the Directors serving as President, Vice President, Secretary, and Treasurer, plus any other offices as the Board may create. 1400\RVA BYLAWS 06.18.24 08.05.2019

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9.1 Election of Officers: Officers shall be elected by a majority vote of board members.

Election of officers shall be held at the first board meeting of the newly elected board members.

9.2 Term & Term Limits for Officers: Officers’ terms shall be one year in length and commence on July 1st and end on June 30th.

9.3 Number of Officers: Any two or more Officers’ positions may be combined except the President, but at no time shall there be less than three persons holding offices.

9.4 Duties of Officers:

9.4.3 Secretary: Shall keep a record of all proceedings, maintain an accurate set of Bylaws of the Association; serve notice of the meetings of the Board and membership; cause news updates to be published and sent to the members on a regular basis, and shall exercise and discharge other duties as required by the Board.

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restriction on the total number of Directors being an even number. provided that the total number of Directors would be an odd number.
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ARTICLE 10: MEETINGS

10.1 Board of Directors Meetings

No. of Directors: Quorum
5 3
6 4
7 4
8 5
9 5
10 6
11 6

10.2 Meetings of Members

ARTICLE 11: AMENDMENTS TO BY-LAWS
1400\RVA BYLAWS 06.18.24 08.05.2019

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After two weeks advance written notice, these by-laws may be amended, at a regular meeting, by a majority of the Board members present at the meeting. Whenever the bylaws are amended, the modified text shall be copied into the book of by-laws with the original. Notice of amendments shall be made available to any member of the RVA upon receipt or be posted at www.rivieravillage.net.
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ARTICLE 12: PARLIAMENTARY PROCEDURE
Roberts Rules of Order, most current edition, shall be the authority on all points not covered by these by-laws and standing rules.

Records of the Association must be in compliance with all applicable rule, laws and regulations for a period of not less than two years in a place designated by the Board.

ARTICLE 15: DISSOLUTION OF ASSOCIATION
The Association may be dissolved only upon a written three-quarter vote of the Board.

ARTICLE 16: INDEMNIFICATION

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“Expenses”, as used in this by-law, shall have the same meaning as in Section 7237(a) of the California Corporations Code.

16.2 Approval of Indemnity. On written request to the Board by any person seeking indemnification under Section 7237(b) or Section 7237(c) of the California Corporations Code, the Board shall promptly determine under Section 7237(e) of the California Corporations Code whether the applicable standard of conduct set forth in Section 7237(b) or Section 7237(c) has been met and, if so, the Board shall authorize indemnification. If the Board cannot authorize indemnification because the number of Directors who are parties to the proceeding with respect to which indemnification is sought prevents the formation of a quorum of Directors who are not parties to that proceeding, the Board shall promptly call a meeting of members. At that meeting, the members shall determine under Section 7237(e) whether the applicable standard of conduct set forth in Section 7237(b) or Section 7237(c) has been met and, if so, members present at the meeting in person or by proxy shall authorize indemnification.

ARTICLE 18: MISCELLANEOUS
The fiscal year of the Association shall be July1st through June 30th.

These by-laws were amended on the 18th day of June 2024 5th day of August 2019 and ratified by a majority of the Board present at a regular meeting. 1400\RVA BYLAWS 06.18.24 08.05.2019

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RIVIERA VILLAGE ASSOCIATION
By:

Allen Sanford, President Jeff Ginsburg, President
Board Meeting Agenda
May 21, 2024, 8:30 AM at H.T. Grill (indoor wine room), 1701 S Catalina Ave CALL TO ORDER 8:35 AM
I. ROLL CALL
Cris Bennett, Jeff Ginsburg, Greg Gomez, Kim Judy, Terry McGaughey, Ralph Russomano, Allen Sanford, Mike Ward, Kathleen Fisher Guests: Lynda Habash, Kyle Lofstrum, Zipinmail: Vijay Chetty, Darryl Hudson
II.

III. CONSENT ITEMS

1. Approval of Minutes from April 16, 2024 meeting (Secretary) (attachments item #1)

2. Receive & file Financial report (Treasurer) (attachments item #2 ) Ralph is handling the IRS issues: nearly straightened out. It’s a non-file penalty by the due date of form 990. Although a fine was charged, the filing was not late. Allen suggested paying the fine to be in good standing. Then, ask for a refund. Ralph will ask Sara.

Nonprofit status with the state of California is handled.

MOTION Allen Sanford to approve financial report by: 2nd Jeff Ginsburg APPROVED IV. GUESTS

1. Redondo Beach Police Dept (Kyle Lofstrum)
Two main concerns are traffic, e-bike infractions and juvenile delinquency issues.Mike Ward commented about a credit card issue at Village Runner where the scammers had trouble paying by phone. The store associates manually input all payment and merchandise information and got away with thousands of merchandise. Per Kyle in response to Kim Judy's question it is not unlawful to post a picture of an adult caught on camera stealing.

2. Public Works, Deputy Director (Mike Klein) not present

3. Zipinmail, Vijay Chetty, Darryl Hudson (attachments item #3) Zipinmail is a text & email ad delivery platform.They have approximately 5,000 opt-in contacts per zip code. There are numerous variations of messaging, call to action, Analytics. The service is subscription based. Text messaging is especially of interest to the RVA. It is suggested to focus on collecting phone numbers from the general public in addition to email addresses.

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V. UPDATES

1. Farmers Market (Lynda Habash) (attachments item #4)
Lynda would like to change Market hours from 8:00 a.m. to 1:00 p.m. and to update the Farmers Market website. Mike commented she is free to make those decisions with full support of the RVA. Amend Lynda’s contract to extend to 12/31/25. Lynda is to provide an addendum that extends 18 months. Move to calendar year budget & contract.

Motion Jeff Ginsburg to have Allen sign Lynda’s 18 month addendum upon receipt 2nd Mike Ward

2. Social media, Board election 2024-2026 (Kathleen Fisher) FB 9705 +54 YTD +8% | IG 12128 +190 YTD +26%

3. Digital directory touch screen (Jeff Ginsburg) No update

4. Parklets (Cris Bennett)

5. Plants (Greg Gomez)

6. Lamp post banners (Mike Ward)

7. Events Director (Kim Judy)
a. Riviera Village Summer Festival (Mike Ward) (attachments item #5) b. Halloween Trick or Treat, Oct 31, 2024
Extend Trick or Treat to 7PM
c. Next Merchant Mixer, November 19, 2024, 6-8 PM, TBD
d. Holiday Stroll, December 5, 2024
Recommendations: Holiday Stroll Committee of volunteers, a shuttle, youth charity Christmas giving tree ceremony, 57 light poles with prism wrapping. Set up October 1 through January 2025. We need to make more of a holiday environment all season. Sponsorships: hire an outside source to locate sponsors. Allen suggested 15% commission. it can be tiered up to a certain percentage at $100K and then % over that. Send a holiday card to all businesses asking for a $200 donation. Send the notification out in June and pay by the end of July.

VI. DISCUSSION & VOTING ITEMS

1. Marketing
a. Zipinmail
The board has declined the proposal at this time. The RVA will focus on building a mobile number database.
b. Terranea. Print collateral, events, giveaways, video (attachments item #6) Terranea was receptive to doing a joint giveaway, possibly airing Riviera Village video on their in room entertainment. Other ideas discussed were a shuttle going back and forth to Riviera Village during the Summer Festival, adding

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Riviera Village to the Lexus Fleet driving map, adding printed materials to their experience / concierge office. Essentially it was a brainstorming meeting. Will be checking back before the next board meeting.
c. Cameron Bennett estimate (attachments item #7)
Motion Ralph Russomano to approve $2,500 budget for video production of a Riviera Village promotional piece at Kathleen’s discretion 2nd Kim Judy d. Clear Channel Outdoor
Billboard advertising. Declined by the BOD

2. RVA BID
a. 2024-2026 Board of Directors, effective July 1, 2024 (Allen Sanford) (attachments item #8)
There were 11 nominations. Therefore a board election was not necessary.

Three new board members will attend the June 2024 board meeting, Victoria Tap (Salon Riviera), Brad Waller (E Page), Loren Bass (McGaughey & Spirito) b. Bylaws review changes (Kathleen Fisher) (attachments item #9) Motion Allen Sanford All of the red line changes we've made to the bylaws will be approved by the board and we will bring a clean copy of the bylaws to the June 18 board meeting for sign-off 2nd Terry McGaughey
VII. ONGOING ITEMS

1. Grants | contact: Quanah Stamps, (703) 599-8226, [email protected] (Brian Diederich)

2. Make more formal, a program focusing on Riviera Village sidewalk beautification

3. Retractable Bollards (Jeff Ginsburg)

4. Permanent Parklets

5. Morgan Moore Memorial: $1,125 in prepaid acct.

VIII. CITY LEADERSHIP UPDATES (City Council Member Nils Nehrenheim) IX. PUBLIC COMMENT (Non-agenda items up to 3 minutes per individual) X. ADJOURNMENT

1. Next BID meeting (June 18, 2024)

2. Any agenda questions or additions, please email [email protected]

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EXHIBIT B
Riviera Village Association BID
Projected Operating Budget for Calendar Year 2025

REVENUE
BID Income $80,000
Event Income $35,000 (addition of Halloween concert)
Farmers Market $18,000
Surplus from 2024 $48,000
RVA Parklette Income $45,000
Total $226,000
Parklets Reimbursements $228,000
Total $454,000

EXPENSES
Administrative $22,600 (10%)
Advertising & Marketing $90,400 (40%)
Beautification & Maintenance $113,000 (50%)
Total $226,000
Parklet Permit Fee paid to City $228,000
Total $454,000
Riviera Village Association
Profit and Loss
January 1 - September 16, 2024
Accrual Basis Monday, September 16, 2024 03:01 PM GMT-07:00 1/1 TOTAL
JAN 1 - SEP 16, 2024 JAN 1 - SEP 16, 2023 (PY YTD)
Income
4000 Income 0.00
4250 BID Income 59,744.00 44,606.60
4450 Event Income 30,947.55
4500 Farmers Market 11,027.26 14,523.40
4650 Parklet Income - RVA Fee 30,306.96 28,758.68
4675 Parklet Reimbursement Income 168,372.00 173,775.60 4700 Unapplied Cash Payment Income 2,500.00
Total Income $271,950.22 $292,611.83
GROSS PROFIT $271,950.22 $292,611.83
Expenses
6000 Administrative Expenses 17,257.13 17,066.22
7000 Beautification and Maintenance
7100 Landscaping 12,000.00 21,964.37
7200 Parklet Program
7210 City Parklet Permit Fees 168,372.00 171,516.00
7240 Parklet Construction & Studies 1,750.00 1,400.00
7255 Parklet Turf Cleaning 18,729.36 18,275.80
7260 Repair & Maintenance 30,709.24
Total 7200 Parklet Program 188,851.36 221,901.04
Total 7000 Beautification and Maintenance 200,851.36 243,865.41 8030 Dues and Subscriptions 385.00
8200 Marketing 17,378.92 17,728.47
Total Expenses $235,872.41 $278,660.10
NET OPERATING INCOME $36,077.81 $13,951.73
NET INCOME $36,077.81 $13,951.73
Riviera Village Association
Balance Sheet
As of September 16, 2024
Accrual Basis Monday, September 16, 2024 01:13 PM GMT-07:00 1/2 TOTAL
ASSETS
Current Assets
Bank Accounts
1010 Opus Bank - RVA BID - 2990 110,544.83
1072 Bill.com Money Out Clearing 0.00
Journal Entries 0.00
Manage RVA BID Funds 0.00
Opus Bank - RVA - 6543 0.00
Petty Cash 0.00
Wells Fargo - 0288-864036 0.00
Total Bank Accounts $110,544.83
Accounts Receivable
1200 Accounts Receivable 13,685.64
Total Accounts Receivable $13,685.64
Other Current Assets
1310 Undeposited Funds 0.00
Total Other Current Assets $0.00
Total Current Assets $124,230.47
Other Assets
2100 Prepaid Expenses -1,125.00
Total Other Assets $ -1,125.00
TOTAL ASSETS $123,105.47

LIABILITIES AND EQUITY
Liabilities
Current Liabilities
Accounts Payable
2000 Accounts Payable 3,581.04
Total Accounts Payable $3,581.04
Credit Cards
2200 Pacific Premier - FBNO Credit Card 0.00
Total Credit Cards $0.00
Other Current Liabilities
2300 Other Liabilities 0.00
2500 Sales Tax Payable 0.00
2600 State Board of Equalization Payable 0.00
2550 Sales Tax Payable 0.00
Total 2600 State Board of Equalization Payable 0.00
Total Other Current Liabilities $0.00
Total Current Liabilities $3,581.04
Total Liabilities $3,581.04
Equity
3200 Retained Earnings 103,755.46
Riviera Village Association
Balance Sheet
As of September 16, 2024
Accrual Basis Monday, September 16, 2024 01:13 PM GMT-07:00 2/2 TOTAL
Net Income 15,768.97
Total Equity $119,524.43
TOTAL LIABILITIES AND EQUITY $123,105.47
Riviera Village Association
Check Detail
January 1 - September 16, 2024
Monday, September 16, 2024 03:25 PM GMT-07:00 1/17

DATE TRANSACTION
TYPE

NUM NAME MEMO/DESCRIPTION CLR AMOUNT
1010 Opus Bank - RVA BID - 2990
01/02/2024 Expense QuickBooks Payments System-recorded fee for QuickBooks Payments.