City Council / Local Redevelopment Authority / Public Financing Authority
September 24, 2024

Any documents that are not privileged or part of a Closed Session provided to a majority of the City Council/LRA Board after distribution of the agenda packet, regarding any item on this agenda, will be made available for public inspection at the City Clerk’s Office 6707 Third St., Suite A, Riverbank. Page 1 of 5
AGEND
AMENDED AGENDA (ADDED ITEM 7.2)
TUESDAY, SEPTEMBER 24, 2024 – 6:00 P.M.
(THE AGENDA PACKET IS ONLINE AT HTTP://WWW.RIVERBANK.ORG/AGENDACENTER)

1. CALL TO ORDER

2. FLAG SALUTE

3. INVOCATION

4. ROLL CALL

5. AGENDA CHANGES

6. CONFLICT OF INTEREST
Any Council/Authority Member or Staff who has a direct Conflict of Interest on any scheduled agenda item to be considered is to declare their conflict at this time.

7. PRESENTATIONS (Informational only)
Item 7.1 Proclamation -Suicide Prevention Month- September 2024- It is recommended that the City Council read and present the proclamation for Suicide Prevention Month to Nancy Andrews and Norm Andrews, volunteers for American Foundation for Suicide Prevention.

Item 7.2 Presentation- Workshop on the City’s Housing Element Update- It is recommended that City Council hear a staff presentation on the Housing Element Update effort. The presentation will serve to provide an overview of the 6th Cycle Housing Element update. No recommendation or formal action is necessary at this point of the Housing Element Update process.

8. PUBLIC COMMENTS (No action can be taken)
At this time, members of the public may comment on any item not appearing on the agenda, and within the subject matter jurisdiction of the City Council/LRA Board. Individual comments will be limited to a maximum of 3 minutes (or as stated by the presiding Officer) and time cannot be yielded to another person. Under State Law, matters presented during the public comment period cannot be discussed or acted upon.

CITY OF RIVERBANK
Regular City Council and
Local Redevelopment Authority
Board Meetings
Council Chambers
6707 Third Street, Suite B
Riverbank, CA 95367

CITY COUNCIL / LRA BOARD
Mayor/Chair
Richard D. O’Brien
Council/Authority Members
District 1 - Luis Uribe
District 2 - Rachel Hernandez
Vice Mayor, District 3 - Leanne Jones Cruz
District 4 - Darlene Barber-Martinez
City Council and LRA Board Meetings Agenda September 24, 2024 Next City Council Resolution: 2024-087 Next Ordinance: 2024-005 Next Local Redevelopment Authority Board Resolution 2024-002 Any documents that are not privileged or part of a Closed Session provided to a majority of the City Council/LRA Board after distribution of the agenda packet, regarding any item on this agenda, will be made available for public inspection at the City Clerk’s Office 6707 Third St., Suite A, Riverbank. Page 2 of 5
Refer to the last page of this agenda for the Public Comment Procedures via ZOOM.

IN PERSON COMMENTS- Please fill out a Comment Card & Return to the City Clerk

9. CONSENT CALENDAR
All items listed on the Consent Calendar are to be acted upon by a single action of the City Council/LRA Board unless requested by an individual Council/Authority Member or member of the public for special consideration. Otherwise, the recommendation of staff will be accepted and acted upon by motion of the City Council/LRA Board.

Item 9.1 Waive Readings. All Readings of ordinances and resolutions, except by title, are waived.

Item 9.2 Approval of the City Council and Local Redevelopment Authority Board Minutes for August 27, 2024.

Item 9.3 Resolution to Award Bid for the Roselle & S. Rosebrook Intersection Improvements Project to Hensley’s Paving & General Engineering Inc., Authorize Execution of Future Change Orders, and Authorizing a Budget Amendment for an Additional $261,219.00 from Measure L Local Streets and Roads.

Item 9.4 Resolution Accepting the Annual Financial Report for Fiscal Year 2021- 2022.

Item 9.5 LRA Resolution to Award a Contract for Specialized Legal Services for the Local Redevelopment Authority and Authorize the City Manager to Enter into an Outside Counsel Services Agreement with Kutak Rock LLP.

10. PUBLIC HEARING-No Items Scheduled.

11. NEW BUSINESS
Item 11.1 A Resolution to Approve a Contract Change Order for 60% Design for the Regional Recycled Water Project – Phase I to Brown and Caldwell, and Authorize a Budget Appropriation in the amount of $2,254,540.00 from the Sewer Fund 106- It is recommended that the City Council award the contract change order for preparation of the 60% design for the Riverbank Regional Recycled Water Project – Phase I to Brown and Caldwell, authorize the City Manager to execute a contract with said firm in the amount of $2,049,540.00, authorize a contingency amount of $205,000.00 (approximately 10%), and authorize a budget appropriation of $2,254,540.00 from Sewer Fund 106 for said contract.

Item 11.2 A Resolution to Award a Contract Change Order for the 60% Design Phase Program Management and Project Permitting Support for the Regional Recycled Water Project – Phase I to Kjeldsen, Sinnock & Neudeck, Inc., and Authorize a Budget Appropriation in the amount of $395,700.00.00 from the Sewer Fund 106 for FY 2024/2025- City Council and LRA Board Meetings Agenda September 24, 2024 Next City Council Resolution: 2024-087 Next Ordinance: 2024-005 Next Local Redevelopment Authority Board Resolution 2024-002 Any documents that are not privileged or part of a Closed Session provided to a majority of the City Council/LRA Board after distribution of the agenda packet, regarding any item on this agenda, will be made available for public inspection at the City Clerk’s Office 6707 Third St., Suite A, Riverbank. Page 3 of 5
It is recommended that the City Council award the contract for ongoing program management for the 60% design phase and permitting support for the Riverbank Regional Recycled Water Project – Phase I to Kjeldsen, Sinnock & Neudeck, Inc. (KSN), authorize the City Manager to execute a contract change order with said firm in the amount of $395,700.00 and authorize a budget appropriation from the Wastewater Enterprise Fund (Fund 106) for FY 2024/2025.

Item 11.3 Resolution Adopting a Revised Statement of Investment Policy- It is recommended that the City Council consider adopting a Resolution to amend the current Statement of Investment Policy originally approved in July 2007.

Item 11.4 Direction on the Proposed Tiny Home Development and Park on CityOwned Property Near the Intersection of Jackson Ave. and Stanislaus Street- It is recommended that the City Council receive an update on the proposed development to be located on city-owned property and provide feedback to staff regarding the use of the site for a tiny home village permanent supportive housing development or a park.

12. COMMENTS/REPORTS
A brief report on notable attendance of a meeting or conference or other notable topics of City business shall be made.

The Brown Act does not allow for discussion or action of items by the City Council/LRA Board during this time.

Item 12.1 Staff
Item 12.2 Council/Authority Member
Item 12.3 Mayor/Chair

13. CLOSED SESSION
The public will have a limit of 3 minutes to comment on Closed Session item(s) as set forth on the agenda prior to the City Council/LRA Board recessing to Closed Session
Item 13.1 CONFERENCE WITH LEGAL COUNSEL– Anticipated Litigation Significant Exposure to Litigation,
(Pursuant to Gov. Code § 54956.9(d))
Number of Potential Cases: 1
Item 13.2 LIABILITY CLAIMS
Pursuant to Government Code § 54961)
Claimant: Nathan Wilson
Agency Claimed Against: City of Riverbank

14. REPORT FROM CLOSED SESSION
Item 14.1 Report from Closed Session Item 13.1
CONFERENCE WITH LEGAL COUNSEL– Anticipated Litigation
City Council and LRA Board Meetings Agenda September 24, 2024 Next City Council Resolution: 2024-087 Next Ordinance: 2024-005 Next Local Redevelopment Authority Board Resolution 2024-002 Any documents that are not privileged or part of a Closed Session provided to a majority of the City Council/LRA Board after distribution of the agenda packet, regarding any item on this agenda, will be made available for public inspection at the City Clerk’s Office 6707 Third St., Suite A, Riverbank. Page 4 of 5
Significant Exposure to Litigation,
(Pursuant to Gov. Code § 54956.9(d))
Number of Potential Cases: 1
Item 14.2 Report from Closed Session Item 13.2

LIABILITY CLAIMS
Pursuant to Government Code § 54961)
Claimant: Nathan Wilson
Agency Claimed Against: City of Riverbank

15. ADJOURNMENT
The Next Regular City Council Meeting will be on: Tuesday, October 8, 2024

ADA COMPLIANCE STATEMENT
In compliance with the Americans with Disabilities Act, and the Governor’s Executive Order N-29-20, the City will make every effort to make reasonable modifications or accommodations from individuals with disabilities. Contact the Administration Dept. at (209) 863-7122 or the City Clerk at [email protected] at least (48) hours prior to the meeting to enable the City to make reasonable arrangements for accessibility.

NOTICE REGARDING NON-ENGLISH SPEAKERS
Pursuant to California Constitution Article III, Section IV, establishing English as the official language for the State of California, and in accordance with California Code of Civil Procedures Section 185, which requires proceedings before any State Court to be in English, notice is hereby given that all proceedings before the City of Riverbank City Council/LRA Board shall be in English and anyone wishing to address the Council is required to have a translator present who will take an oath to make an accurate translation from any language not English into the English language.

AFFIDAVIT OF POSTING
I hereby certify under penalty of perjury, under the laws of the State of California that the foregoing agenda was posted at the meeting location, on the North City Hall public exterior bulletin board, South City Hall public exterior Bulletin, Riverbank Community Center exterior bulletin, and the City’s website 72 hours prior to the meeting in accordance to the California Ralph M. Brown Act.

Posted this 23rd Day of September, 2024
/s/Gabriela Hernandez, CMC, City Clerk

PUBLIC “LIVE” VIEWING
• Government Channels: Charter– 2 and AT&T U-VERSE – 99 • YouTube Live – City of Riverbank
• Via ZOOM Platform (See instructions below)

SUBMITTING PUBLIC COMMENTS FOR THE RECORD

Written comments must be received before 5:00 p.m. on the date of the meeting in order for them to be distributed to the Council prior to consideration of the matter. Written comments will not be read aloud at the meeting, but will be reported as received for the record. If you do not receive an acknowledgement of receipt within an hour of submission or by 5:00 pm, please call the City Clerk’s Office at (209) 863-7198 or the Administration Dept. at (209) 863-7122.

ACCEPTABLE METHODS OF SUBMITTING COMMENTS BEFORE THE 5:00 PM DEADLINE ● Via Mail Service: Mail comments to City of Riverbank, Attn. City Clerk, 6707 Third Street, Suite A, Riverbank, CA 95367. (Call 209-863-7198 / 209-863-7122 to ensure they were received.)
● Via Email: Mail to [email protected] (Note: This technology is not a guaranteed method.)
• Indicate Agenda Item # in the subject line. (Call 209-863-7198 /209-863-7122 to ensure receipt)
● Oral Comments In-Person: The Mayor will ask the public if anyone wishes to comment, at that time you may approach the podium.
● Oral Comments Via Zoom: The Mayor will announce when public comments may be made for a limit of 3 minutes on the agenda item being considered, at which time you will:
(please make sure the volume on your video device or any nearby device is turned down.) o Using a computer – click on the “raise hand” feature in the webinar controls. This will alert staff that you wish to speak, and you will be unmuted.
o Using a Phone – press *9 to “raise the hand”. This will alert staff that you wish to speak, and you will be unmuted.

Teleconference Phone Number (This system is a backup for ZOOM technical difficulties only when providing oral comments.) If there are technical difficulties or disconnection with ZOOM while making oral comments, please immediately call the teleconference phone number (209) 863-7151 so that Council may receive your comments. Council will be waiting for your call. Thank you

JOIN THE MEETING VIA ZOOM PLATFORM
Join by this link: https://us02web.zoom.us/j/88278740838 Join by accessing website: https://zoom.us/join , enter Webinar ID: 882 7874 0838 Join by telephone:1 669 444 9171 OR 1 669 900 9128, plus Webinar ID: 882 7874 0838 Learn about using ZOOM - Visit https://zoom.us/j/94943925973?status=success for a free account or to download the app.

TELECONFERENCE/VIRUAL PLATFORM PUBLIC PARTICIPATION

COMMENT PROCEDURES FOR CITY COUNCIL MEETING HELD IN

CONFORMANCE WITH THE BROWN ACT

Item 7.1 – CC/LRA 09/24/2024

RIVERBANK CITY COUNCIL / LOCAL REDEVELOPMENT AUTHORITY
AGENDA ITEM NO. 7.1
SECTION 7: PRESENTATIONS
Meeting Date: September 24, 2024
Subject: National Suicide Prevention Month – September 2024 From: Marisela H. Garcia, City Manager
Submitted by: Jessica Campos, Administrative Assistant – Confidential

RECOMMENDATION
It is recommended that the City Council read and present the proclamation for Suicide Prevention Month to Nancy Andrews and Norm Andrews, volunteers for American Foundation for Suicide Prevention.

SUMMARY
Suicide Prevention Month is a time to raise awareness of this urgently important crisis.

This month is used to shift public perception, spread hope and share vital information to people affected by suicide. The goal of Suicide Prevention month is ensuring that individuals, friends and families have access to the resources they need to discuss suicide prevention and to seek help.

STRATEGIC PLAN
Though not related to the Strategic Plan, it is important to provide support to our organizations that provide resources for suicide prevention and mental health.

BACKGROUND
September was first declared as National Suicide Month in 2008. Prior to 2008, the first crisis hotline was formed in England in 1951. Followed by the first suicide prevention center in Los Angeles in 1958. WHO released the first global report on suicide with the intentions to bring awareness to the crisis in 2014. Suicide is the 11th leading cause of death in the US and since 2022 more than 49,000 Americans have died due to suicide.

American Foundation for Suicide Prevention (AFSP) and National Alliance on Mental Illness (NAMI) are two important organizations within our community that provide resources and the help needed.

Item 7.1 – CC/LRA 09/24/2024

FINANCIAL IMPACT
There is no financial impact with the report.

ATTACHMENTS

1. Proclamation
WHEREAS, the month of September is National Suicide Prevention Month, a time in which individuals, organizations and communities around the country join their voices to amplify the message that suicide can be prevented; and
WHEREAS, according to the CDC, each year more than 49,000 people die by suicide; and
WHEREAS, local organizations like American Foundation for Suicide Prevention (AFSP) and national organizations like the National Alliance on Mental Illness (NAMI) are on the front lines of a battle that many still refuse to discuss in public, as suicide and mental illness remain too taboo a topic to speak on; and
WHEREAS, these past years have presented our communities with challenges and led to transitions that, expected or unexpected, welcomed or not, can be unsettling, disorienting, and stressful; and WHEREAS, knowing the signs of suicide, finding the words to communicate with someone they are concerned about, and reaching out to local resources; and
WHEREAS, we know that connecting, working with, and supporting one another can help prepare us for the future; and
WHEREAS, it is encouraged that all residents take the time to inquire as to the wellbeing of their family, friends, and neighbors and to genuinely convey their appreciation for their existence by any gesture they deem appropriate, and
NOW, THEREFORE, LET IT BE RESOLVED that the City Council of the City of Riverbank hereby proclaims September as Suicide Prevention Month. We encourage all staff, students, families, and community members to recognize the power of connection and support in times of challenge.

September 24, 2024
____________________
Richard D. O’Brien, Mayor

CITY OF RIVERBANK

PROCLAMATION

SUICIDE PREVENTION MONTH
Riverbank City Council:

District 1 – Luis Uribe, District 2 – Rachel Hernandez, District 4 – Darlene Barber-Martinez, District 3 – Vice Mayor Leanne Jones Cruz, Mayor Richard D. O’Brien ATTACHMENT 1

Item 7.2 – CC/LRA 09/24/2024

RIVERBANK CITY COUNCIL / LOCAL REDEVELOPMENT
AUTHORITY AGENDA ITEM NO. 7.2
SECTION 7: PRESENTATIONS
Meeting Date: September 24, 2024
Subject: Presentation- Workshop on the City’s Housing Element Update From: Marisela H. Garcia, City Manager
Submitted by: Joshua E. Mann, Director of Community Development

RECOMMENDATION
It is recommended that City Council hear a staff presentation on the Housing Element Update effort. The presentation will serve to provide an overview of the 6th Cycle Housing Element update. No recommendation or formal action is necessary at this point of the Housing Element Update process.

SUMMARY
The 6th Cycle Housing Element Update is currently underway and Staff is requesting that the City Council receive an update, receive public input, and discuss the Housing Element Update process.

BACKGROUND
Since 1969, California has required that all local governments (cities and counties) adequately plan to meet the housing needs of everyone in the community. California’s local governments are required to prepare a Housing Element, which is one of the seven required elements of the General Plan.

The Housing Element must be updated approximately every 8 years, and it is the role of the Department of Housing and Community Development (HCD) to administer and ensure local government compliance with Housing Element law. HCD is now administering the 6th Cycle Housing Element. For Riverbank and other local governments within the Stanislaus Council of Governments (StanCOG), the 6th Cycle covers the period from June 30, 2023, to December 31, 2031.

Item 7.2 – CC/LRA 09/24/2024
Because the Housing Element is updated every eight years, the current 5th Cycle Housing Element provides a foundation for this update. Please refer to the City’s current 5th Cycle Housing Element for more information on existing goals, policies, and programs. It can be accessed on the City’s website at:
https://www.riverbank.org/330/Applications-Forms.

To comply with State law, each jurisdiction’s Housing Element must be updated to ensure its policies and programs can accommodate its share of the number of housing units identified by the State. The Housing Element update includes the following steps:
• Determine the Regional Housing Needs Assessment (RHNA) • Update previous Housing Element
• Publish Draft Housing Element for a 30-day Public Review Period • Submit Draft Housing Element to HCD for review
• Revise Draft Housing Element pursuant to HCD comments • Adopt Housing Element (Planning Commission and City Council) • Submit Adopted Housing Element to HCD for Certification

UPDATED INFORMATION AND ANALYSIS
A. Regional Housing Need Allocation
HCD begins the RHNA process by setting the total number of new housing units needed for the State during the 6th Cycle. HCD then disaggregates the total number of new housing units by income group: Very Low, Low, Moderate, and AboveModerate Income. Next, HCD distributes those numbers to each region within the State. For the StanCOG region, HCD allocated a total of 34,344 new housing units for this 6th Cycle Housing Element period.

StanCOG then takes the lead and establishes a methodology for allocating the units across the local jurisdictions within its region. StanCOG started its part of the 6th Cycle RHNA process in 2021. Riverbank actively participated in that process, attending all the Valley Vision Stanislaus (VVS) meetings, and providing comments to StanCOG on the RHNA process during the various meetings. The Final RHNA Plan was adopted by the StanCOG Policy Board on August 16, 2022.

For Riverbank, the RHNA allocation is:

Total RHNA Units for Riverbank 3,591
Very Low Income (<50% of AMI*) 970
Low Income (50-80% of AMI) 672
Moderate Income (80-120% of AMI) 594
Above Moderate Income (>120% of AMI) 1,355

Item 7.2 – CC/LRA 09/24/2024
*AMI = Area Median Income, based on the Stanislaus County average incomes.

B. Housing Element Update Highlights
• A demographic profile and analysis of population growth and trends in the community;
• Identification and analysis of existing and projected housing needs for all economic segments of the community;
• Identification of adequate sites that are zoned and available within the 8-year housing cycle to meet the City’s fair share of regional housing needs at all income levels, as prescribed by the RHNA;
• An evaluation of local constraints or barriers to housing development as well as opportunities to develop housing; and
• Housing goals, policies, quantified objectives, and scheduled programs to preserve, improve and develop housing within the City.

C. Site Inventory
As part of the Housing Element Update process, the City will be identifying adequate sites to accommodate the 3,591 new units, particularly “affordable” units that would be available to very-low and low-income households. Combined, the 970 very-low-income units and the 672 low-income units bring the total number of affordable units for Riverbank to 1,642.

To identify a housing site as “affordable”, a Housing Element needs to provide analysis demonstrating that adopted densities, costs, financial subsidies and/or market demand can accommodate lower income households. In Riverbank, such an analysis is impractical because very few, if any, houses rent or sell at rates that are affordable to very-low or low-income households. As an option and alternative to preparing the analysis, California Government Code Section 65583.2(c)(3)(B) allows local governments to elect the option to utilizing “default” density standards that are “deemed appropriate to accommodate housing for lower income households.”
The default density standard provides a streamlined option for local governments to meet the density requirement. If a local government zones a site to meet the default density, no analysis to establish the appropriateness of the default density is required and HCD must accept that density as appropriate in its review. Riverbank and the surrounding cities in the region are designated as “Suburban Jurisdictions”. This means that Riverbank must identify sufficient sites that have a density of no less than 20 dwelling units per acre for the very-low and low-income categories.

Riverbank has used the default density strategy in its previous Housing Element to successfully meet its RHNA requirements for very-low and low-income housing.

Additionally, Riverbank successfully satisfied its moderate and above moderate RHNA allocation by identifying sites that allow for Low Density Residential and Medium Density Residential developments.

Item 7.2 – CC/LRA 09/24/2024
Potential sites to satisfy the 3,591 RHNA requirement should have:
• Reasonable access to infrastructure, including roads, sewer, and water; • Topography with slopes less than 10%;
• Limited geologic constraints;
• Limited biological resources; and
• Adequately sized to accommodate housing development (e.g., avoiding sites that are too small to realistically develop).

Staff will be evaluating sites that potentially meet these criteria, including but not limited to:
• City owned undeveloped properties.
• Undeveloped privately owned residentially zoned properties. • Undeveloped privately owned non-residentially zoned properties (e.g., Mixed Use).
• Underutilized developed commercial properties that could be rezoned to a mixeduse density.

D. Public Participation
Public participation is an important component of the Housing Element Update process.

The City is required to make diligent effort to include all economic segments of the community (including residents and/or their representatives) in the development and update of the Housing Element.

This workshop is the start of the process for Riverbank’s 6 th Cycle Housing Element
Update. A public notice informing the public about the workshop held with the Planning Commission was published in the Riverbank News on February 7, 2024. A Public Hearing Notice for this workshop was not required. Additionally, a webpage is being established to inform the public about the Housing Element process. This webpage will be updated periodically and will include drafts of the 6th Cycle Housing Element.

The public outreach process will continue during the next few months as the City works to complete the draft Housing Element Update. Public Hearings will be properly advertised for both the Planning Commission and City Council when each of these bodies formally considers the Housing Element update under a General Plan Amendment.

E. Schedule
To meet HCD’s 6th Cycle Housing Element requirement, Riverbank and other StanCOG local governments must have their Housing Element submitted to HCD for review and approval by December 31, 2024. To meet this schedule, Riverbank was originally intending to follow this recommended timeline:
• Develop Site Inventory Analysis – April/May 2024
• Complete Draft Housing Element Document - June/July, 2024

Item 7.2 – CC/LRA 09/24/2024
• Planning Commission review and Concurrence of Draft Housing Element – July 2024
• City Council Review and Recommendation to Submit Draft Housing Element to HCD – August 2024
• Submit Draft Housing Element to HCD for 90-day Review – August/September 2024
• Planning Commission Review and Recommendation to City Council for Adoption – October 2024
• City Council Approval of Housing Element Update – October/November 2024 • Submittal of Final Housing Element to HCD – December 2024 There have been a few minor delays in developing the Draft Housing Element document and a revised timeline has been established with HCD concurrence:
• Complete Draft Housing Element Document - October 2024 • Planning Commission review and Concurrence of Draft Housing Element – October 15, 2024
• City Council Review and Recommendation to Submit Draft Housing Element to HCD – November 12, 2024
• Submit Draft Housing Element to HCD for 90-day Review – November/December 2024
• Planning Commission Review and Recommendation to City Council for Adoption – April/May 2025
• City Council Approval of Housing Element Update – April/May 2025 • Submittal of Final Housing Element to HCD – June 2025

GENERAL PLAN CONSISTENCY
The proposed update of the Housing Element will be considered though an amendment to the City’s adopted General Plan.

ENVIRONMENTAL
The Housing Element contains policies and programs rather than specific projects or developments; therefore, it will not have a significant effect on the environment.

STRATEGIC PLAN
The City’s Strategic Plan identifies goals that the City will work towards for the next three years. This project works toward the goals of “promoting sustainable development,” “promoting economic development that supports a jobs-housing balance,” and “maintain a high quality of life.”

FINANCIAL IMPACT
The proposed amendment to the Housing Element of the General Plan is part of the City’s overall work program budgeted for this fiscal year.

Item 7.2 – CC/LRA 09/24/2024

ATTACHMENT

1. Power Point Presentation
Housing Element
Presentation
Presentacion del
Elemento de Viviendas
ATTACHMENT 1
Housing Element Update
Actualizar el Elemento de
Viviendas
Recent Activities
• Community
Workshop
• Stakeholder
workshop
• How you can
participate.

Actividades
recientes
• Taller comunitario
• Taller de partes
interesadas.
• ¿Cómo puedes
participar?
WHAT IS A HOUSING ELEMENT?
• A Housing Element is one of the required
elements of a General Plan. El Elemento
de Viviendas es uno de los Elementos
requeridos en el Plan General.
• Covers an 8-year planning period from
June 30, 2023, to December 31, 2031. Es
por un periodo de 30 de Junio, 2023 al
31 de Diciembre 2031.
• Includes a sites inventory to meet the
Regional Housing Needs Allocation
(RHNA). Incluye un inventorio de sitios
para cumplir la asignacion de Viviendas
Regional.
• Includes Policies and Programs. Incluye
normas y programas.

HOUSING ELEMENT CONTENT
• Housing stock, household
and Employment
Characteristics.

Carateristicas del Viviendas,
los hogares y del empleo
• Housing Supply and Needs
Provision de Viviendas y
necesidades
• Fair Housing Analysis. Analisis
de decriminacion en
obtener un Vivienda.
• Housing Production
Opportunities.

Oportunidades de
produccion de Viviendas.
• Housing Production
Constraints. Limitaciones
de la produccion de
vivendas.
• Review of Previous Housing
Element. Revision del
Elemento de Viviendas
anterior.
• Housing Goals, Objectives,
and Policies. Metas,
objetivos y normas de
Viviendas.

Structural Components - Componentes Estructurales
City Focus - Enfoque de la Ciudad
Roof/Ceiling- Techo
Additions and Rehabilitation -
Ampliaciones y rehabilitaciones
Mortgage and rent - hipoteca y alquiler
Walls, Doors and Windows -
Paredes Puertas y Ventanas
Financing and developersFinanciamiento y contratistas
Development standards and building
codes – normas de la ciudad.

Foundation – Cimiento
Land, utilities - terrenos y servicios
públicos

REGIONAL HOUSING NEEDS ALLOCATION
Total RHNA Units for Riverbank 3,591
Very Low Income (Ingreso muy bajo) (<50% of AMI*) 970
Low Income (Ingreso bajo) (50-80% of AMI) 672
Moderate Income (Ingreso moderado) (80-120% of AMI) 594 Above Moderate Income (Ingreso superior al moderado)
(>120% of AMI)
1,355
*AMI = Area Median Income, based on the Stanislaus County average incomes (AMI = Ingreso medio del area).

RHNA is the amount of housing each city must plan for
in the Housing Element. RHNA es la cantidad de
Viviendas que cada ciudad debe prever.

Riverbank’s RHNA is 3,591 total units (1,642 for VLI/LI).

COMMUNITY Workshop
Taller Comunitario
7-31-2024
Four Stations – Cuatro Estaciones:
▪ Station One: Housing Needs and Constraints.

Necesidades y limitaciones de Viviendas.
▪ Station Two: Housing Sites Inventory Inventario de
sitios de Viviendas.
▪ Station Three: Housing Programs Programas de
Viviendas.
▪ Station Four: Housing Element Survey. Encuesta
del Elemento de Viviendas.
------------------------------------------------------------------------------------------------------------------------------------------------------ COMMUNITY Workshop
Taller Comunitario
7-31-2024
▪ Station One: Housing Needs and Constraints.

Necesidades y limitaciones de Viviendas.
------------------------------------------------------------------------------------------------------------------------------------------------------ o Increased options for Senior Housing, Multigenerational housing. Mas opciones para ancianos y hogares multi-generaciones.
o Single family home options: more bedroom
options: 4 bdrms. w/2 -3 baths; 2 bdrms. with 2
baths. Mas opciones en casas con habitaciones
y banos.
o Increase building height limits. casas mas altas.

COMMUNITY Workshop Cont.

Taller Comunitario
7-31-2024
• Station One Cont. : Housing Needs and
Constraints. Necesidades y limitaciones de
Viviendas.
• ------------------------------------------------------------------------------------------------------------------------------------------------------ o Housing affordability ($350,000 sales price,
condos, mobile homes, and down
payment assistance program).
asequibilidad de la viviendas
o Offer Credit Counseling classes. ofrecer
clases de asesoría crediticia
COMMUNITY Workshop Cont.

Taller Comunitario
7-31-2024
• Station One Cont. : Housing Needs and
Constraints. Necesidades y limitaciones de
Viviendas.
• ------------------------------------------------------------------------------------------------------------------------------------------------------ o Adopt Inclusionary housing policies.

Adoptar políticas de vivienda inclusivas
o Expand City’s Sphere to McHenry Ave,
but set up an agriculture buffer. Ampliar
la esfera de la ciudad hasta McHenry
Ave, pero establecer una zona de
amortiguamiento agrícola.

COMMUNITY Workshop
Taller Comunitario
7-31-2024
▪ Station Two: Housing Sites Inventory Inventario
de sitios de Viviendas.
------------------------------------------------------------------------------------------------------------------------------------------------------ o Attendees identified sites for rezoning to
allow multi-family dwellings (20 d.u./acre)
by right.
o Staff reviewed sites
o Staff is recommending sites to meet verylow and low-income RHNA number of 1,642 dwelling units.

SITE INVENTORY Inventario
de Propiedades o sitios
State Requirements/Requisitos Estatales:
Inventory of land suitable and available.

Inventario de terrrenos aptos y disponibles.
Evaluation of availability of utilities. Evaluacion
de servicios publicos disponibles.
Accommodate RHNA by income level.

Acomodar RHNA por nivel de ingreso.
Locations must affirmatively further fair housing.

Sitios deben promover afirmativamente
Viviendas sin discriminacion.

SITE INVENTORY Map Inventario
de Propiedades o sitios
SITE INVENTORY Map Inventario
de Propiedades o sitios
COMMUNITY Workshop
Taller Comunitario
7-31-2024
▪ Station Three: Housing Programs Programas
de Viviendas.
------------------------------------------------------------------------------------------------------------------------------------------------------ o Inclusionary policy Set homes aside or pay
into a fee program that funds down payment
assistance loans. Reserve casas o pague en
un programa de tarifas que financia
préstamos de asistencia para el pago inicial.
o First time homebuyers Program Programa
para compradores de vivienda por
primera vez
COMMUNITY Workshop
Taller Comunitario
7-31-2024
▪ Station Four: Housing Element Survey.

Encuesta del Elemento de Viviendas.
------------------------------------------------------------------------------------------------------------------------------------------------------ Seventy-five responses received with two responses from the Spanish speaking community.
o Mostly long-time homeowners participated.
o Mostly middle-aged people that are current home
owners.
o Housing need most identified - desire for a housing
rehabilitation program. Necesidad de vivienda más
identificada: deseo de un programa de rehabilitación de vivienda.

Stakeholder Meeting Questions
Preguntas en elTaller de personas
interesadas
Four Questions:
▪ One: What are the top housing issues that should
be addressed?
▪ Two: What challenges do you face in developing
housing in our community?
▪ Three: What can the City of Riverbank do to
facilitate housing development?
▪ Four: What housing-related activities should the
City prioritize?
Stakeholders Workshop
Taller de personas interesadas
(9-11-2024)
------------------------------------------------------------------------------------------------------------------------------------------------------ Four persons attended in person and three
attended via zoom. Asistieron cuatro personas
presencialmente y tres asistieron vía zoom.
o Financing Multi-family under 50 units is
difficult for developers. La financiación de
viviendas multifamiliares menos de 50
unidades es difícil para los promotores.
o Like mixed use zoning. Me gustó la
zonificación de uso mixto.

Stakeholders Workshop Cont.

Taller de Personas interesadas
(9-11-2024)
------------------------------------------------------------------------------------------------------------------------------------------------------ o Like the flexibility on density ranges, Les
gustó la flexibilidad en los rangos de
densidad,
o Consider new City standards for road widths
and parking requirements. Considere
nuevos estándares municipales para el
ancho de las carreteras y los requisitos de
estacionamiento.
o Streamline Multi-family applications.

Optimice las aplicaciones multifamiliares.

COMMUNITY ENGAGEMENT
Participación de la Comunidad.
▪ Community Workshops Tallares
Comunitarios
▪ Stakeholder Interviews. Entrevistas con las
personas interesadas.
▪ Online Survey. Encuesta en linea (Internet)
▪ Public Hearings. Audencias publicas
▪ Dedicated Webpage:

Pagina web dedicadad:
https://www.riverbank.org/652/HousingElement

TIMELINE
Activity Date
Develop Site Inventory September 2024
Complete Draft Housing Element Document September/October 2024
Planning Commission Review and start of 30-day
public review period
October 2024
City Council Review and Recommendation to
Submit Draft Housing Element to HCD.

November 2024
Submit Draft Housing Element to HCD for a 90-day
Review.

November 2024 to
March 2025
Revise Housing Element Document. March-April 2025
PC and CC Review and Adoption of HE April/May 2025
Submittal of Adopted Housing Element to HCD June 2025
QUESTIONS?
PREGUNTAS?
Register to be on the Interested parties list.

Registarse para estar en la lista de personas
interesados.

Staying Connected/Mantenerse en
contacto

1. Register to be on the Interested parties list.

Registarse para estar en la lista de personas
interesadas.

2. Project website/ El sitio web:
https://www.riverbank.org/652/Housing-Element

3. Staff mail and E-mail/direccion y correro electronico Joshua Mann, Community Development Director
6707 Third Street
Riverbank, CA 95367
Phone: (209) 863-7124
Email: [email protected]

Item 9.1 – CC/LRA 09/24/2024

RIVERBANK CITY COUNCIL / LOCAL REDEVELOPMENT AUTHORITY
AGENDA ITEM NO. 9.1
SECTION 9: CONSENT CALENDAR
Meeting Date: September 24, 2024
Subject: Waiver of Readings
From: Marisela H. Garcia, City Manager
Submitted by: Gabriela Hernandez, City Clerk/LRA Secretary

RECOMMENDATION
It is recommended that the City Council / LRA Board approve the waiver of readings of any proposed ordinances and resolutions for consideration, except by title.

SUMMARY
In lieu of reading the entire text of a proposed ordinance or resolution that is introduced for consideration for adoption and approval, by majority vote, the City Council/LRA Board may waive the reading of the text and introduce the ordinance or resolution by title only for the record.

The full text of the proposed ordinances and resolutions, and any related documents that are part of the agenda packet, are available for review by the public on the City’s website and in the City Clerk’s office at City Hall (North) upon distribution to a majority of the City Council/LRA Board; typically 72 hours prior to the scheduled date and time of the meeting.

FINANCIAL IMPACT
There is no financial impact to this item.

ATTACHMENTS
There are no attachments to this report.

Item 9.2 – CC/LRA 09/24/2024

RIVERBANK CITY COUNCIL / LOCAL REDEVELPOMENT AUTHORITY
AGENDA ITEM NO. 9.2
SECTION 9: CONSENT CALENDAR
Meeting Date: September 24, 2024
Subject: Approval of the City Council and Local Redevelopment Authority Board Minutes for September 10, 2024.

From: Marisela H. Garcia, City Manager
Submitted by: Gabriela Hernandez, City Clerk/LRA Secretary

RECOMMENDATION
It is recommended that the City Council/ Local Redevelopment Authority Board approve the City Council/LRA Meeting Minutes of September 10, 2024.

SUMMARY
The Draft Minutes of the City Council and the Local Redevelopment Authority Board meeting have been prepared for review and approval.

FINANCIAL IMPACT
There is no financial impact to this item.

ATTACHMENTS

1. September 10, 2024 City Council and Local Redevelopment Authority Board Minutes.

CC / LRA Minutes – 09/10/2024

MINUTES
TUESDAY, SEPTEMBER 10, 2024 – 6:00 P.M.
(THE AGENDA PACKET IS ONLINE AT HTTP://WWW.RIVERBANK.ORG/AGENDACENTER)

THIS MEETING WAS HELD VIA TELECONFERENCE
****AB 2449****
(IN PERSON AND REMOTE ATTENDANCE)
*** CONSISTENT WITH THE PROVISIONS OF AB 2449, MEMBERS OF THE CITY COUNCIL MAY PARTICIPATE REMOTELY DUE TO JUST CAUSE. ***

1. CALL TO ORDER - Mayor / Chair O’Brien called the meeting to order at 6:00 P.M.

2. FLAG SALUTE – Councilmember Barber-Martinez led the pledge of allegiance.

3. INVOCATION – Reverend Randy Richardson provided the invocation.

4. ROLL CALL – City Clerk Hernandez conducted Roll Call.

Members of the City Council / Local Redevelopment Authority Board present:

Council Member / Authority Member District 1 Luis Uribe Council Member / Authority Member District 2 Rachel Hernandez (Via Teleconference) Council Member / Authority Member District 4 Darlene Barber-Martinez Vice Mayor / Vice Chair District 3 Leanne Jones Cruz
Mayor / Chair Richard D. O’Brien

5. AGENDA CHANGES
No Agenda Changes.

6. CONFLICT OF INTEREST: Any Council/Authority Member or Staff who has a direct Conflict of Interest on any scheduled agenda item to be considered is to declare their conflict at this time.

None Declared.

CITY COUNCIL / LRA BOARD
Mayor/Chair
Richard D. O’Brien
Council/Authority Members:

District 1 -Luis Uribe
District 2- Rachel Hernandez
District 3- Leanne Jones Cruz
District 4 -Darlene Barber-Martinez

CITY OF RIVERBANK
Regular City Council and
Local Redevelopment Authority
Board Meetings
Council Chambers, 6707 Third St
Suite B
Riverbank, CA 95367
ATTACHMENT 1

CC / LRA Minutes – 09/10/2024

7. PRESENTATIONS (Informational only)
Item 7.1 Proclamation for Hispanic Heritage Month September 15th to October 15th, 2024 and Honoring Mr. Jose Enrique Morales for His Contributions to the Riverbank Community- It is recommended that the City Council present the Proclamation in honor of Hispanic Heritage Month from September 15th to October 15th, 2023, to longtime Riverbank resident Mr. Jose Morales, member of Central Valley Community Resources, Inc. a local Riverbank non-profit.

Mayor O’Brien read and presented the proclamation for Hispanic Heritage Month to Mr.

Jose Enrique Morales, longtime Riverbank resident and member of Central Valley Community Resources, Inc.

Item 7.2 Presentation- Cheese and Wine Festival Update- It is recommended that the City Council receive a presentation from Michael Patton, City of Riverbank Parks and Recreation Director, regarding an update of the Cheese and Wine Festival 2024.

Director of Parks and Recreation Patton gave a presentation regarding updates for the upcoming 2024 Cheese and Wine Festival.

Item 7.3 Presentation- Water Restriction Updates- It is recommended that the City Council receive a presentation from Cody Bridgewater, City of Riverbank Director of Public Works, regarding an update of the water use restrictions and “Making Conservation a California Way of Life.” Director of Public Works Bridgewater gave a presentation on updates for water use restrictions and “Making Conservation a California Way of Life”

8. PUBLIC COMMENTS (No action can be taken)
At this time, members of the public may comment on any item not appearing on the agenda, and within the subject matter jurisdiction of the City Council/LRA Board. Individual comments will be limited to a maximum of 3 minutes (or as stated by the presiding Officer) and time cannot be yielded to another person. Under State Law, matters presented during the public comment period cannot be discussed or acted upon.

Mayor O’Brien Opened Public Comment at 6:55 P.M.

Kimberly Evans, Riverbank resident to express concern and seek an update on her previous comment regarding Roselle and Morrill Rd Intersection.

Olivia Arambula, Riverbank Chamber of Commerce provided an update of upcoming events.

CC / LRA Minutes – 09/10/2024
Gonzalo and Elvira Velasco, owners of Riverbank Antigua Event Center, to extend an invitation to the upcoming event celebrating their 20th Anniversary Gala on October 19th at Antigua Event Center.

City Manager Garcia, provided clarification regarding the intersection on Roselle and Morrill Road project.

Rich Holmer, Riverbank Historical Society to extend an invitation to the event “Through Tamsen’s Eyes: The Story of the Donner Party” on November 10th at 4:00p.m. at Galaxy Theaters.

There being no further public comments, Mayor O’Brien closed the Public Comment period 7:03 P.M.

9. CONSENT CALENDAR
All items listed on the Consent Calendar are to be acted upon by a single action of the City Council/LRA Board unless requested by an individual Council/Authority Member or member of the public for special consideration. Otherwise, the recommendation of staff will be accepted and acted upon by motion of the City Council/LRA Board.

Item 9.1 Waive Readings. All Readings of ordinances and resolutions, except by title, are waived.

Item 9.2 Approval of the City Council and Local Redevelopment Authority Board Minutes for August 27, 2024.

Item 9.3 Acceptance of the Riverbank Police Gate & Fence Project and Authorization to File a Notice of Completion.

Item 9.4 Acceptance of the Patterson Road Sidewalk Project between Roselle and Hwy 108 and Authorization to File a Notice of Completion.

Item 9.5 Resolution 2024-079 Accepting the Public Improvements for DMG Development, LP for Crossroads West Unit 2.

Item 9.6 Resolution 2024-080 Approving the Purchase of a BMW Motorcycle for Riverbank Police Services and Authorizing the Surplus and Sale of 2018 BMW Motorcycle #18-03 to the Sheriff’s Office.

Item 9.7 Resolution 2024-081 Approving the Addition of the Capital Project/Regulatory Compliance Manager Position and Salary Range to the City’s Compensation Plan and Removing the Development Services Administration Manager Position.

Item 9.8 Resolution 2024-082 Authorizing the Purchase of One (1) Acre of Land Located on APN 074-014-016 for the Construction of Well #13 for $410,000 and Allocating Funds from the Water System Development Fee (Fund 206) for said Purchase.

CC / LRA Minutes – 09/10/2024
Item 9.9 Second Reading by Title Only and Introduction of a Proposed Ordinance 2024-004 Amendment to Title XI, Business Regulations, Amending Chapter 119 Massage/Bodywork Establishments.

There being no public comments, Mayor O’Brien brought the item back to City Council.

ACTION: By motion moved and seconded (Uribe / Jones Cruz 5/0) to approve the consent calendar as presented.

Motion carried by unanimous City Council and LRA Board roll call vote:

AYES: Uribe, Hernandez, Barber-Martinez, Jones Cruz and Mayor O’Brien NAYS: None / ABSENT: None/ ABSTAINED: None

10. PUBLIC HEARING
No Items Scheduled.

11. NEW BUSINESS
Item 11.1 Resolution Approving an Agreement with Epic I/O for the Addition of Three (3) Camera Site Locations within the City of Riverbank Security Camera and LPR (License Plate Reader) System and Authorize the Relocation of an Existing Camera Site- It is recommended that the City Council consider approving a resolution authorizing the City Manager to execute an Agreement with Epic I/O, formerly known as IntelliSite LLC, to add three (3) additional locations within the City, relocate an existing camera site, and to authorize Modesto Executive Electric to add power to two proposed locations.

Police Chief Ridenour gave a comprehensive staff report and PowerPoint Presentation for City Council to consider approving an agreement with Epic I/O for the addition of three (3) Camera Site Locations within the City of Riverbank Security Camera and LPR (License Plate Reader) System and Authorize the Relocation of an Existing Camera Site.

City Council Discussed item with City Staff.

Gonzalo Velasco, Riverbank resident, question “Does it have Artificial Intelligence to recognize facial features or recognize people?” Do they have battery backup systems in case of a power outage?
Chief Ridenour Clarified, there is no Artificial intelligence on the cameras for facial recognition, but there is Artificial Intelligence to identify vehicle make and model.

They do not have battery backup.

There being no further public comment, Mayor O’Brien brought the item back to City Council.

CC / LRA Minutes – 09/10/2024
ACTION: By motion moved and seconded (Barber-Martinez / Uribe 5/0) to approve Resolution 2024-083 approving an agreement with Epic I/O for the addition of three (3) Camera Site Locations within the City of Riverbank and Authorize the relocation of a License Plate Reader System.

Motion carried by unanimous City Council and LRA Board roll call vote:

AYES: Uribe, Hernandez, Barber-Martinez, Jones Cruz, and Mayor O’Brien NAYS: None / ABSENT: None / ABSTAINED: None
Item 11.2 Resolution of Concurrence and Support of the Fiscal Year 2023-2024 Stanislaus HOME Consortium and Stanislaus Urban County
Consolidated Annual Performance and Evaluation Report (CAPER)- It is recommended that the City Council hold a Community Meeting to gather input on the Fiscal Year 2023-2024 HOME Program and Community Development Block Grant (CDBG) Consolidated Annual Performance and Evaluation Report (CAPER) prepared by Stanislaus County.

Housing Specialist Ibanez, gave a comprehensive report and PowerPoint presentation for City Council to consider adopting a resolution of Concurrence and support of the Fiscal Year 2023-2024 Stanislaus HOME Consortium and Stanislaus Urban County Consolidated Annual Performance and Evaluation Report (CAPER).

City Council Discussed item with City Staff.

There being no further public comment, Mayor O’Brien brought the item back to City Council.

ACTION: By motion moved and seconded (Uribe / Jones Cruz 5/0) to approve Resolution 2024-084 of Concurrence and Support of the Fiscal Year 2023- 2024 Stanislaus HOME Consortium and Stanislaus Urban County Consolidated Annual Performance and Evaluation Report (CAPER) Motion carried by unanimous City Council and LRA Board roll call vote:

AYES: Uribe, Hernandez, Barber-Martinez, Jones Cruz, and Mayor O’Brien NAYS: None / ABSENT: None / ABSTAINED: None
Item 11.3 Acceptance of Certificate of Initiative Petition Entitled “Voter Approval Required to Allow Development of Urban Uses on Agricultural or Open Space Lands Located West of Riverbank City Limits,” and Submitting the Initiative to the Voters at a Future Regular Election- Staff is recommending adoption of the following two (2) resolutions: 1.) Adopt a Resolution of the City Council of the City of Riverbank accepting the certificate of initiative petition from the Stanislaus County Registrar of Voters entitled "Voter Approval Required to Allow Development of Urban Uses on Agricultural or Open Space Lands Located West of Riverbank City Limits."

2.) Adopt a Resolution of the City Council of the City of Riverbank submitting

CC / LRA Minutes – 09/10/2024
the initiation petition entitled "Voter Approval Required to Allow Development of Urban Uses on Agricultural or Open Space Lands Located West of Riverbank City Limits” to the voters at the City’s next regular election in accordance with Elections Code section 1405.

City Manager Garcia and City Clerk/Elections Official Hernandez, gave a comprehensive report and PowerPoint presentation on the acceptance of the Certificate of Initiative Petition Entitled “Voter Approval Required to Allow Development of Urban Uses on Agricultural or Open Space Lands Located West of Riverbank City Limits” and the submitting the Initiative to the Voters at a future regular election.

City Council Discussed item with City Staff.

Gary Pearson, Riverbank resident to urge the City Council to follow the City Staff's recommendations to allow a voter approval of this initiative.

Jami Aggers, Modesto resident regarding the initiative that we first tried last year and Gary is right, 1,544 people signed the petition, and those aren’t necessarily the same 1, 200 that signed last year. So, we could be talking about more than 2,000 people in the City of Riverbank that are speaking to you, you who need to represent them. I’ve said previously, it was very unfortunate the fraud incident that happened last year, but we said we would come back not only bigger, but stronger. We did that. We qualified with signatures in less than 30 days. So, we are excited to be at this point and thank you for bringing this item forward.

There being no further public comment, Mayor O’Brien brought the item back to City Council.

ACTION: By motion moved and seconded (Jones Cruz / Uribe 5/0) to approve Resolution 2024-085 Accepting the Certificate of Initiative Petition from the Stanislaus County Registrar of Voters entitled “Voter Approval Required to Allow Development of Urban Uses on Agricultural or Open Space Lands Located West of Riverbank City Limits”
Motion carried by unanimous City Council and LRA Board roll call vote:

AYES: Uribe, Hernandez, Barber-Martinez, Jones Cruz, and Mayor O’Brien NAYS: None / ABSENT: None / ABSTAINED: None
By motion moved and seconded (Jones Cruz / Uribe 5/0) to approve Resolution 2024-086 submitting the initiative petition to the Voters at the City’s next regular election in accordance with Elections Code section 1405.

Motion carried by unanimous City Council and LRA Board roll call vote:

AYES: Uribe, Hernandez, Barber-Martinez, Jones Cruz, and Mayor O’Brien NAYS: None / ABSENT: None / ABSTAINED: None

CC / LRA Minutes – 09/10/2024

12. COMMENTS/REPORTS
A brief report on notable attendance of a meeting or conference or other notable topics of City business shall be made. The Brown Act does not allow for discussion or action of items by the City Council/LRA Board during this time.

Item 12.1 Staff
City Manager Garcia reported on the following:
• Centennial Park ribbon cutting is this Saturday from 12:00-1:00pm. The park for those who may not be familiar is located in the Crossroads West Development at the intersection of Aliso Way and Westgate Drive.
• Our next compost giveaway is scheduled for September 20th and 21st from 8 in the morning until 12 pm. The giveaway is located at the corner of 2 nd and Sierra. We
do ask that residents bring their own bins or buckets or their trucks to be able to load that on, as well as their own shovels.
• Our Housing Element stakeholder meeting for developers and housing related service providers is tomorrow from 12 to 3p.m. The meeting will be here in the Council Chambers, and is also accessible via Zoom. Future workshops regarding the Housing Element will be held at the next Planning Commission meeting on 9/17 and at the next City Council meeting on 9/24, in order to provide for additional public comments.

Item 12.2 Council/Authority Member
Councilmember Hernandez reported on the following:
• I want to thank the staff and everybody for facilitating me being on zoom. • Soroptimist Riverbank is meeting regularly now, and I'd encourage anyone to join.

They are fundraising for scholarships for young girls and women. • I want to thank Galaxy Theaters. They're having this push to be involved in the community, and it's been great seeing them host various events which I'm sure Councilmember Barber-Martinez will speak more on.

Councilmember Uribe reported on the following:
• I had the opportunity to have a meeting with Lance Christiansen. He is a representative from California Policy Center. Got to do a deep dive to our discussion about pensions and 401K plans. So, I've kind of asked staff if we can have the Budget subcommittee kind of relaunch, hoping for a meeting next year in preparation for those contracts that we're going to be having next year. I think it'd be a good discussion for the for the subcommittee to kind of discuss that. • Shout out to 2 of the 8 members of the Sister City Committee, John and Mo in the back seat. We're going to be having a meeting September 20th at 6 o'clock. Please reach out to us. We're going to be getting ready for our fundraiser. Cheese and Wine is right around the corner, and we're looking to sponsor Riverbank youth to a youth summit in Washington, DC next year. So, we're hoping for a big turnout.

You'll see some more social media posts coming out real soon. We're going to start to push it a little bit heavier. As we get a little bit closer. So, if you guys are interested, please reach out to any one of us. Rachel's on the committee, so any

CC / LRA Minutes – 09/10/2024
one of us please reach out. Come, join us and hear about what we're planning to do. We're going to have a Loteria fundraiser. It's going to be $5 a card. Come, join us.

Councilmember Barber-Martinez reported on the following:
• I attended the Celebration of Donor’s event of 100yrs at MJC. I said a few words of congratulations on behalf of our City Council.
• Stanislaus Homeless Alliance meeting is tomorrow at 1010th Street, 5:30-7:30.

Vice Mayor Jones Cruz reported on the following:
• No Comments
Item 12.3 Mayor/Chair
Mayor O’Brien reported on the following:
• Today, I met with the Deputy Secretary of the Army for Installations, Mr. Drew White. He came from D.C. with his entourage to take a look at Riverbank, and what we're doing here. He was amazed on how productive we are without having it. He was truly amazed. And he's going to go back to D.C. and get support from others of his same rank, we are not going to get the expedited conveyance, but we may get a long-term lease of 25 to 50 years which would be excellent. We can start doing construction out there, and we can start completing the carbon sequestration ethanol plant, and all the others. So, he was extremely pleased with what we're doing out here, and he commended us for our efforts over the last 10 to 15 years.

13. CLOSED SESSION
The public will have a limit of 3 minutes to comment on Closed Session item(s) as set forth on the agenda prior to the City Council/LRA Board recessing to Closed Session.

Item 13.1 CONFERENCE WITH REAL PROPERTY NEGOTIATORS
(Pursuant to Government Code § 54956.8)
Property: 6436 Oakdale Road, Riverbank (APN 075-026-040) Agency Negotiator: City Manager Marisela H. Garcia
Property Negotiator: High, Price & Leffler Associates
Under Negotiation: Price, terms of payment, or both.

Annabel Gammon, Riverbank resident to oppose Item 13.1.being under closed session when it already was on open session.

There being no public comment, Mayor O’Brien moved to Closed Session at 7:57 P.M.

Reconvened from Closed Session at 8:21 P.M.

14. REPORT FOR CLOSED SESSION
Item 14.1 Report from Closed Session Item 13.1

CONFERENCE WITH REAL PROPERTY NEGOTIATORS

CC / LRA Minutes – 09/10/2024
(Pursuant to Government Code § 54956.8)
Property: 6436 Oakdale Road, Riverbank (APN 075-026-040) Agency Negotiator: City Manager Marisela H. Garcia
Property Negotiator: High, Price & Leffler Associates
Under Negotiation: Price, terms of payment, or both.

ACTION: Direction has been provided to staff.

15. ADJOURNMENT OF THE REGULAR MEETING
There being no further business, Mayor / Chair O’Brien adjourned the regular meeting at 8:21 P.M.to the next regular scheduled City Council / LRA Meeting of September 24, 2024 at 6:00P.M.

ATTEST: (Adopted 09/24/2024) APPROVED:

Gabriela Hernandez, CMC Richard D. O’Brien
City Clerk / LRA Recorder Mayor/ Chair

Item 9.3 - CC /LRA 09/24/2024

RIVERBANK CITY COUNCIL /LOCAL REDEVELOPMENT AUTHORITY
AGENDA ITEM NO. 9.3
SECTION 9: CONSENT CALENDAR
Meeting Date: September 24, 2024
Subject: Resolution to Award Bid for the Roselle & S. Rosebrook Intersection Improvements Project to Hensley’s Paving & General Engineering Inc., Authorize Execution of Future Change Orders, and Authorizing a Budget Amendment for an Additional $261,219.00 from Measure L Local Streets and Roads
From: Marisela H. Garcia, City Manager
Submitted by: Kathleen Cleek, Capital Project/Regulatory Manager Laura Graybill, Senior Project Coordinator

RECOMMENDATION
It is recommended that City Council approve three (3) actions by a roll call vote:

1. Adopt a Resolution to Award bid to the lowest responsible bidder, Hensley's Paving & General Engineering Inc.; and

2. Authorize the City Manager to execute Change Orders within total project budget.; and

3. Authorize a budget amendment for an additional $261,219.00 from Measure L – Local Streets & Roads Funds.

SUMMARY
On November 8, 2016 the Stanislaus County voters approved a ½ cent sales tax measure (Measure L) to fund local and regional transportation projects and programs.

On April 23, 2024 the Riverbank City Council approved and adopted the revised 2024 City of Riverbank Expenditure Plan Project List for Measure L Funds. The project was listed under the Traffic Management Improvements with a budgeted amount of $385,000 for preliminary engineering and construction costs.

Item 9.3 - CC /LRA 09/24/2024
The bid opening was held on Thursday, September 12, 2024 to consider the bids for the Roselle and S. Rosebrook Intersection Improvements Project. The following bids were received:

Hensley's Paving & General Engineering Inc. $542,017.09 Rapid Grading Services $543,142.50
United Pavement Maintenance, Inc. $587,004.75
Platinum Dirt Worx LLC $620,707.06
George Reed, Inc. $623,236.00
Consolidated Engineering Inc. $638,006.50
Work on the project includes, but is not limited to, furnishing all labor, materials, equipment, transportation, and incidentals necessary for, utility potholing, asphalt grinding, sub-base removal, & paving, curb, gutter, sidewalk, striping, traffic control, and all other work included on the plans for the above mentioned project.

Bids have been reviewed and Hensley's Paving & General Engineering Inc. has been identified as the lowest responsible bidder for the project and staff recommends that the project be awarded in the amount of $542,017.09.

Staff originally budgeted $350,000.00 for construction from Measure L – Traffic Management. During design it was determined that the final Engineer’s Estimate was higher than budgeted but it was best to wait until bids came in for final budget approval.

The low bid came in at $542,017.09 but fortunately the City has funds available in Measure L – Streets & Roads to cover the additional costs, $192,017.09, plus 10% contingency of $54,201.71, construction testing $7,000.00 and construction engineering $8,000.00. A budget amendment is requested from Measure L – Local Streets & Roads in the amount of $261,219.00 to complete the project.

It is requested that the City Council provide the City Manager authorization to execute Change Orders if they are within total budget.

FINANCIAL IMPACT
Funding has been programmed for this project with Measure L Funds, total budget of $611,219.00 ($350,000.00 initially budgeted for construction and an additional $261,219.00 as a budget amendment being requested).

Hensley's Paving & General
Engineering Inc. $542,017.09
Contingency $54,201.70
Construction Testing $7,000.00
Construction Engineering $8,000.00
Total Construction Costs: $611,218.79
Original Budget $350,000.00

Item 9.3 - CC /LRA 09/24/2024
Additional Funds Required $261,219.00
Total Budget: $611,219.00

ATTACHMENT

1. Draft City Council Resolution 2024-

2. Site Map

CC/LRA – 09/24/2024
CC Resolution 2024-

CITY OF RIVERBANK
RESOLUTION 2024-

A RESOLUTION OF THE CITY COUNCIL

OF THE CITY OF RIVERBANK, CALIFORNIA
AWARDING A CONTRACT FOR THE ROSELLE AND S. ROSEBROOK
INTERSECTION IMPROVEMENT PROJECT WITH HENSLEY’S PAVING & GENERAL ENGINEERING, INC. IN THE AMOUNT OF $542,017.09, AND

AUTHORIZE THE CITY MANAGER TO EXECUTE SAID CONTRACT AND APPROVE CHANGE ORDERS UP TO THE PROJECT CONTINGENCY FUND OF $54,201.71, AND AUTHORIZE A BUDGET AMENDMENT OF AN ADDITIONAL $261,219.00 IN

FUNDING FROM MEASURE L LOCAL STREETS & ROADS

THE CITY OF RIVERBANK CITY COUNCIL (HEREAFTER REFERRED TO AS THE “CITY COUNCIL”) DOES HEREBY RESOLVE THAT:

WHEREAS, the Roselle & S. Rosebrook Intersection Improvements Project includes furnishing all labor, materials, equipment, transportation, and incidentals necessary for, utility potholing, asphalt grinding, sub-base removal, & paving, curb, gutter, sidewalk, striping, traffic control, and all other work included on the plans; and WHEREAS, the City published a Notice to Bidders inviting interested bidders to submit their sealed bids for the Project; and
WHEREAS, on September 12, 2024, the City of Riverbank received six (6) bids and publicly opened and read the bids; and
WHEREAS, the apparent responsive and responsible low bidder is Hensley's Paving & General Engineering Inc., in the amount of $542,017.09; and WHEREAS, staff also recommends that the City Council approve a project contingency of $54,201.71 for the Project to fund additional work as needed during renovation and construction; and
WHEREAS, staff is requesting a budget amendment of an additional $261,219.00 from Measure L Local Street and Roads to be combined with the original budgeted amount to complete the project.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Riverbank hereby approves a contract with Hensley's Paving & General Engineering Inc., in the amount of $542,017.09; and
ATTACHMENT 1

CC/LRA – 09/24/2024
CC Resolution 2024-
NOW, THEREFORE BE IT FURTHER RESOLVED that the City Council of the City of Riverbank authorizes the City Manager to execute said contract and approve change orders up to the project contingency funds of $54,201.71.

NOW, THEREFORE BE IT FURTHER RESOLVED that the City Council of the City of Riverbank authorizes a budget amendment of an additional $261,219.00 from Measure L Local Streets and Roads to be combined with the original budgeted amount to complete the project.

PASSED AND ADOPTED by the City Council of the City of Riverbank at a regular meeting held on the 24th day of September, 2024; motioned by Councilmember ________, seconded by Councilmember _________, and upon roll call was carried by the following City Council vote of:

AYES:

NAYS:

ABSENT:

ABSTAINED:

ATTEST: APPROVED:
_________________________ _____________________________ Gabriela Hernandez, CMC Richard D. O’Brien
City Clerk Mayor
Attachment: Contract

SITE MAP
ROSELLE & S. ROSEBROOK INTERSECTION IMPROVEMENTS

PROJECT
ATTACHMENT 2

Item 9.4 – CC/LRA 09/24/2024

RIVERBANK CITY COUNCIL / LOCAL REDEVELOPMENT AUTHORITY
AGENDA ITEM NO. 9.4
SECTION 9: CONSENT CALENDAR
Meeting Date: September 24, 2024
Subject: Resolution Accepting the Annual Financial Report for Fiscal Year 2021-2022
From: Marisela H. Garcia, City Manager
Submitted by: Tammy Alcantor, Assistant City Manager

RECOMMENDATION
It is recommended that the City Council consider adopting a Resolution accepting the Annual Financial Report for Fiscal Year 2021-2022.

SUMMARY
Cities are required to conduct an annual financial audit by an independent accounting firm. However, due to the transition to new financial software in 2015, and staffing changes the financial audits for the Fiscal Year 2021-2022 were delayed. Gallagher Gatewood (formerly Clendenin Bird & Company) has now completed these audits, which are being presented to the City Council for acceptance.

BACKGROUND
Government Auditing Standards issued by the Comptroller General of the United States, require that all entities of local government, including special districts, undergo an annual review (audit) of their financial records. The purpose of this review is to obtain reasonable assurance about whether the financial statements for these entities are free from material mistakes. These audits involve performing procedures to obtain evidence about the amounts and disclosures included in the financial statements. The audit firm makes an assessment of the risks that these statements include material misstatements, whether they are due to fraud or errors. The auditors make an assessment about whether the City has sufficient internal controls in place to ensure that there are no instances of fraud and to limit the opportunity for errors in the financial records.

Item 9.4 – CC/LRA 09/24/2024
For Fiscal Years 2021-2022 the City received an Unqualified Opinion, which states that the auditor feels the City followed all accounting rules appropriately and that the financial reports are an accurate representation of the City’s financial condition.

The Annual Financial Reports begin with a Management Discussion & Analysis (MD&A) prepared by City staff which highlights important details included in the Financial Statements. In reviewing the Annual Financial Report, this MD&A provides the general public with an overview of the financial status of the City, including those factors that may have contributed to positive or negative changes to the City’s financial position.

The Governmental Accounting Standards Board (GASB), which is the body that oversees all accounting standards for governmental agencies, requires that financial statements be presented in 2 different ways:

1. Government-Wide Financial Statements which reports information about the City as a whole, and provides viewers with a broad overview of the City’s finances.

These reports are similar to those issued by a private company, and

2. Fund Financial Statements which provide detailed information about the City’s most significant funds and not the City as a whole.

In reviewing and evaluating the financial status of the City, the Statement of Net Position (a government-wide financial statement) on page 13 of each report will serve as a useful indicator as to whether the City’s financial position is improving or deteriorating. This Statement of Net Position is divided into two categories:

1. Governmental Activities, which includes police, public works, community development, grants and special programs, and general government. Taxes and intergovernmental revenues such as sales tax, property tax, vehicle license fees, user fees, franchise fees, and federal and state grants primarily finance these activities, and

2. Proprietary Activities, which include the City’s water and sewer systems, in addition to the City’s Community Center and the LRA. Fees and rents are charged to customers to help cover the cost of the services it provides.

Under the Fund Financial Statements, major funds are grouped together based on specific activities, all other funds are shown under “Other Funds.” Page 16 of the report provides information regarding the major fund groups of the City, including the General Fund, CDBG (Federal & State Grants), Successor RDA LMI Housing, and System Development Fees.

As stated before, major funds are grouped together under one heading. For example, the “General Fund” groups together Fund 101 (General Fund), Fund 201 (Benefit Liabilities Fund), Fund 119 (Fleet Services) and Fund 134 (Recreation Fund).

Item 9.4 – CC/LRA 09/24/2024
FY 2021-22 OVERALL NET POSITION
Overall, the City's Net Position grew by 5.5% during the 2021-2022 fiscal year. This increase was mainly attributed to higher revenues including ARPA funding and Transitional Housing grants. For the fiscal year, revenues for the City’s Governmental and Proprietary Funds surpassed expenditures by $4,223,596, leading to a rise in unrestricted funds and reflecting growth in the City. Additionally, the City's General Fund "unassigned" balance rose by 12%, driven by a boost in general revenues and an increase in expenditures, with revenues exceeding expenses by $1,165,611.

FY 2022-21 AUDIT UPDATE
Currently, city staff and Gallagher Gatewood are performing fieldwork (sampling) for the Fiscal Year 2022-2023 audit.

STRATEGIC PLAN
This report is in alignment with the City Council’s Strategic Plan Goal to “Ensure Financial Stability.”

FINANCIAL IMPACT
There is no financial impact associated with the acceptance of these reports.

ATTACHMENTS

1. Draft City Council Resolution 2024-

2. Annual Financial Report Year Ended June 30, 2022

CC/LRA – 09/24/2024
CC Resolution 2024-

CITY OF RIVERBANK
RESOLUTION 2024-

A RESOLUTION OF THE CITY COUNCIL

OF THE CITY OF RIVERBANK, CALIFORNIA

ACCEPTING THE ANNUAL FINANCIAL REPORT FOR
FISCAL YEAR 2021-2022

THE CITY OF RIVERBANK CITY COUNCIL (HEREAFTER REFERRED TO AS THE “CITY COUNCIL”) DOES HEREBY RESOLVE THAT:

WHEREAS, the Comptroller General of the United States has issued Government Auditing Standards which must be met by the City; and
WHEREAS, on an annual basis the City of Riverbank is required to undergo a financial review (audit) which includes procedures to obtain evidence about the amounts and disclosures included in the Annual Financial Report; and WHEREAS, the annual audit is required to be performed by an independent accounting firm; and
WHEREAS, the firm of Gallagher Gatewood has completed the audit of Fiscal Year 2021-2022; and
WHEREAS, Clendenin Bird & Company has issued an Unqualified Opinion for Fiscal Year 2021-2022 which states that in their opinion the financial statements present fairly, in all material respects, the respective financial position of the governmental activities, the aggregate discretely presented component unit, each major fund, and the aggregate remaining fund information of the City of Riverbank.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Riverbank hereby accepts the Annual Financial Report for Fiscal Year 2021-2022.

PASSED AND ADOPTED by the City Council of the City of Riverbank at a regular meeting held on the 24th day of September, 2024; motioned by Councilmember __________, seconded by Councilmember __________, and upon roll call was carried by the following City Council vote of ______:

AYES:

NAYS:

ABSENT:

ATTACHMENT 1

CC/LRA – 06/14/2022
CC Resolution 2022-
ABSTAINED:

Attest: Approved:
________________________________ __________________________ Gabriela Hernandez, CMC Richard D. O’Brien
City Clerk Mayor
Attachment: Annual Financial Report Year Ended June 30, 2022

CITY OF RIVERBANK

ANNUAL FINANCIAL REPORT
YEAR ENDED JUNE 30, 2022
ATTACHMENT 2

CITY OF RIVERBANK, CALIFORNIA
Table of Contents
Page

FINANCIAL SECTION
Independent Auditor’s Report 1-2
Management’s Discussion And Analysis (unaudited) 3-12
Basic Financial Statements:

Government-wide Financial Statements:

Statement Of Net Position 13
Statement Of Activities 14-15
Fund Financial Statements:

Balance Sheet – Governmental Funds 16-17
Reconciliation Of The Governmental Funds Balance Sheet
To Statement Of Net Position 18
Statement Of Revenues, Expenditures, And Changes In
Fund Balances – Governmental Funds 19-20
Reconciliation Of The Statement Of Revenues, Expenditures, And Changes In Fund Balances Of Governmental Funds To
The Statement Of Activities 21
Statement Of Revenues, Expenses, And Changes In Fund
Balances – Budget And Actual – General Fund 22-23
Statement Of Revenues, Expenses, And Changes In Fund
Balances – Budget And Actual – CDBG Fund 24
Statement Of Revenues, Expenses, And Changes In Fund
Balances – Budget And Actual – System Development Fund 25 Statement Of Revenues, Expenses, And Changes In Fund
Balances – Budget And Actual – Successor RDA LMI Housing Fund 26 Statement Of Net Position – Proprietary Funds 27
Statement Of Revenues, Expenses, And Changes In Net
Position – Proprietary Funds 28
Statement Of Cash Flows – Proprietary Funds 29-30
Statement Of Fiduciary Net Position –
Agency Funds 31
Notes To The Basic Financial Statements 32-57

REQUIRED SUPPLEMENTAL FINANCIAL DATA
Schedule of Proportionate Share of the Net Pension Liability – Miscellaneous 58 Schedule of Proportionate Share of the Net Pension Liability – Safety 59 Schedule of Contributions – Miscellaneous 60
Schedule of Contributions – Safety 61

CITY OF RIVERBANK, CALIFORNIA
Table of Contents
Page
COMBINING AND INDIVIDUAL FUND STATEMENTS AND SCHEDULES:

Definitions 62-63
Combining Balance Sheet – Nonmajor Governmental Funds 64-67 Combining Statement Of Revenues, Expenditures And Changes In Fund Balances – Nonmajor Governmental Funds 68-72

OTHER REPORTS
Schedule Of Federal Expenditures 73
Schedule Of Findings And Questioned Costs 74
Independent Auditor's Report On Internal Control Over Financial Reporting And On Compliance And Other Matters Based On
An Audit Of Financial Statements Performed In
Accordance With Government Auditing Standards 75-76
Independent Auditor’s Report On Compliance With Requirements That Could Have A Direct And Material Effect On
Each Major Program And On Internal Control Over
Compliance In Accordance With OMB Circular A-133. 77-78 Report On Compliance With Laws And Regulations Based On An Examination Of General-Purpose Financial Statements
Performed In Accordance With The California
Transportation Development Act 79
1 INDEPENDENT AUDITOR’S REPORT
To The City Council
City Of Riverbank
State of California
We have audited the accompanying financial statements of the governmental activities, the aggregate discretely presented component unit, each major fund, and the aggregate remaining fund information of the City of Riverbank, State of California, as of and for the year ended June 30, 2022, and the related notes to the financial statements, which collectively comprise the City’s basic financial statements as listed in the table of contents.

Management’s Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error.

Auditor’s Responsibility
Our responsibility is to express opinions on these financial statements based on our audit. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinions.
2 Opinions
In our opinion, the financial statements referred to above present fairly, in all material respects, the respective financial position of the governmental activities, the aggregate discretely presented component unit, each major fund, and the aggregate remaining fund information of the City of Riverbank, State of California as of June 30, 2022, and the respective changes in financial position thereof for the year then ended, in accordance with accounting principles generally accepted in the United States of America.

Other Matters
Accounting principles generally accepted in the United States of America require that the management’s discussion and analysis and budgetary comparison information on pages 3 through 12 be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management’s responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

Our audit was conducted for the purpose of forming opinions on the financial statements that collectively comprise the City of Riverbank, State of California’s basic financial statements. The introductory section, combining and individual non-major fund financial statements are presented for purposes of additional analysis and are not a required part of the financial statements.

The combining and individual non-major fund financial statements are the responsibility of management and were derived from and relate directly to the underlying accounting and other records used to prepare the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the combining and individual nonmajor fund financial statements are fairly stated, in all material respects, in relation to the basic financial statements as a whole.

The introductory section has not been subjected to the auditing procedures applied in the audit of the basic financial statements and, accordingly, we do not express an opinion or provide any assurance on it.

Gallagher Gatewood

GALLAGHER GATEWOOD, A PROFESSIONAL ACCOUNTANCY CORPORATION Modesto, California
June 20, 2024

CITY OF RIVERBANK
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED JUNE 30, 2022
(UNAUDITED)
3 This discussion and analysis of the City of Riverbank’s financial performance provides an overview of the City’s financial activities for the fiscal year ending June 30, 2022. The City’s financial statements for the fiscal year ending June 30, 2022, are presented per GASB 34. Please read Management’s Discussion and Analysis in conjunction with the City’s financial statements, notes, and supplementary schedules.

FINANCIAL HIGHLIGHTS
 The City’s governmental activities total assets exceeded liabilities (net position) at the close of the fiscal year by $88,227,900. Of this amount, $4,351,165 is in unrestricted net position, which is available to meet the City’s ongoing financial obligations. The total assets of the businesstype activities exceeded its liabilities (net position) by $36,724,350. Of this amount, $14,281,875 was unrestricted.
 Governmental revenues exceeded General and program expenses by $4,523,176. City program expenses totaled $17,066,641 for the fiscal year 2021-2022, an increase of 8.3% over the 2020- 21 Fiscal Year. Public Works costs comprised $6,060,413 or 36% of the total expenses, whereas Public Safety comprised 32% of expenditures.
 In the City’s business-type activities (which include the Water, Sewer, Community Center and Local Redevelopment Funds), revenues exceeded expenses by $2,385,629.  The City’s General Fund ended the year with a fund balance of $10,544,929. This is an increase of 12.43% from the year ending June 30, 2022.

OVERVIEW OF THE FINANCIAL STATEMENTS
This annual report consists of a series of financial statements. These statements include all activities of the City of Riverbank using the integrated approach as prescribed by GASB Statement No. 34. The government-wide Statement of Net position and Statement of Activities provide information about the activities of the City as a whole and present a long-term view of the City’s finances. Fund financial statements show how City services are financed in the short term as well as what remains for future spending. Fund financial statements also report the City’s operations in more detail than the governmentwide statements by providing information about the City’s most significant funds.

REPORTING THE CITY AS A WHOLE
Government-wide Financial Statements. The government-wide financial statements report information about the City as a whole, providing readers with a broad overview of the City’s finances.

These statements include all assets and liabilities of the City using the accrual basis of accounting, which is similar to the accounting method used by most private sector companies. All the current year’s revenues and expenses are taken into account in the statement of activities regardless of when cash is received or paid.

CITY OF RIVERBANK
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED JUNE 30, 2022
(UNAUDITED)
4 The statement of net position presents information on all the City’s assets and liabilities, with the difference between the two reported as net position. Over time, increases or decreases in net position may serve as a useful indicator as to whether the City’s financial position is improving or deteriorating.

The statement of changes in net position presents information showing how the City’s net position changed in the most recent fiscal year. All changes in net position are reported as soon as the underlying event giving rise to the change occurs, regardless of the timing of related cash flows. Thus, revenues and expenses are reported on this statement for some items that will result in cash flows in future fiscal periods (e.g., uncollected taxes, and earned but unused vacation leave).  Over time, increases or decreases in the City’s net position can be an indicator of whether its financial health is improving or deteriorating, respectively.  To assess the overall health of the City you need to consider additional non-financial factors such as changes in the City’s property tax base and the condition of the City’s roads.

The government-wide financial statements of the City are divided into two categories:
 Governmental Activities: Includes police, public works, community development (building and planning), grants and special programs, and general government. Taxes and intergovernmental revenues such as sales tax, property tax, vehicle license fees, user fees, franchise fees, and federal and state grants primarily finance these activities.  Business-type activities include the City’s water and sewer systems, in addition to the City’s Community Center and the Local Redevelopment Authority (LRA). Fees are charged to customers, including lease revenue, to help cover the costs of the services it provides.

REPORTING THE CITY’S MOST SIGNIFICANT FUNDS
Fund Financial Statements. The fund financial statements provide detailed information about the City’s most significant funds – not the City as a whole. A fund is a grouping of related accounts that is used to maintain control over resources that have been segregated for specific activities or objectives.

Some funds are required to be established by State law or by bond covenants. Management establishes other funds to control and manage money for particular purposes or to show the City is meeting legal responsibilities for the use of certain taxes, grants, and other resources. All of the funds of the City can be divided into three categories: governmental funds, proprietary funds, and fiduciary funds.

Governmental funds – Most of the City’s basic services are reported in governmental funds, which focuses on how money flows in and out of those funds and the balances left at year-end that are available for spending. These funds are reported using an accounting method called modified accrual accounting, which measures cash and all other financial resources that can readily be converted to cash. The governmental fund statements provide a detailed, short-term view of the City’s general government operations and the basic services it provides. Governmental fund information helps determine whether there are more or fewer financial resources that can be spent in the near future to finance the City’s programs.

CITY OF RIVERBANK
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED JUNE 30, 2022
(UNAUDITED)
5 Because the focus of the governmental funds is narrower than that of the governmental-wide financial statements, it is useful to compare the information presented for the governmental funds with similar information presented for governmental activities in the government-wide financial statements. The differences in results in the governmental funds financial statements to those in the government-wide financial statement are shown in reconciliations following the governmental funds financial statements.

Fiduciary funds—Fiduciary funds are used to account for resources held for the benefit of parties outside the City. The City is responsible for ensuring that the assets reported in these funds are used for their intended purposes. Fiduciary funds are not reflected in the City’s government-wide financial statements because the City cannot use these assets to finance its operations.

Proprietary funds – Services for which the City charges customers a fee are generally reported in proprietary funds. Proprietary funds, like government-wide statements, provide both long and shortterm financial information. The City’s proprietary funds are the same as its business-type activities, but provide more detail and additional information, such as cash flows.

GOVERNMENT-WIDE FINANCIAL ANALYSIS
Net position. As noted earlier, net position may serve over time as a useful indicator of the City’s financial position. Below is a table showing the City’s net position as of June 30, 2022, compared to the City’s net position as of June 30, 2021.

City of Riverbank
Net Position
For the Year Ended June 30, 2022
2022 2021 2022 2021 2022 2021
Assets
Cash and Investments $31,615,917 $23,872,353 $19,564,333 $14,700,214 $51,180,250 $38,572,567 Other Assets 15,180,210 15,835,463 2,968,213 2,177,519 $18,148,423 18,012,982 Capital Assets 52,898,867 51,612,582 27,025,580 25,996,145 $79,924,447 77,608,727 Total Assets 99,694,994 91,320,398 49,558,126 42,873,878 149,253,120 134,194,276 Current Pension Plan Cont. 773,420 912,579 262,283 297,196 1,035,703 1,209,775 Liabilities
Current Liabilities 5,006,176 1,845,518 2,228,885 1,880,734 7,235,061 3,726,252 Compensated Absences 267,154 277,989 65,183 81,003 332,337 358,992 Net Pension Liability 3,292,101 5,672,550 1,130,635 1,727,848 4,422,736 7,400,398 Long-Term Liabilities 0 0 8,738,444 4,948,172 8,738,444 4,948,172 Total Liabilities 8,565,431 7,796,057 12,163,147 8,637,757 20,728,578 16,433,814 Deferral of Pension Expense 3,675,083 732,196 932,912 194,596 4,607,995 926,792 Net Assets
Invested in Capital Assets,
Net of Related Debt 52,898,867 51,612,582 18,104,949 21,047,973 71,003,816 72,660,555 Restricted 30,977,868 28,204,991 4,337,526 0 35,315,394 28,204,991 Unrestricted 4,351,165 3,887,151 14,281,875 13,290,748 18,633,040 17,177,899 Total Net Assets $88,227,900 $83,704,724 $36,724,350 $34,338,721 $124,952,250 $118,043,445 Governmental Activities Proprietary Activities Total

CITY OF RIVERBANK
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED JUNE 30, 2022
(UNAUDITED)
6 Of the total net position for both the Governmental and Business-type activities, $71,003,816 or 56.82% reflects the City’s investment in capital assets (e.g. land, buildings and improvements, vehicles and equipment, infrastructure) less any related debt used to acquire those assets that is still outstanding. The City uses these capital assets to provide services to its citizens; and consequently, these assets are not available for future spending. Although the City’s investment in its capital assets is reported net of related debt, it should be noted that the resources needed to repay this debt must be provided from other sources, since the capital assets themselves cannot be used to liquidate these liabilities.

Restricted net position amounts to $35,315,394 or 28.26% of the total. Restricted net positions are those resources that are subject to external restrictions on how they may be used. These restrictions are established by bond covenants or restrictions on the use of funds established by state or federal regulations.

Unrestricted net position is those resources that may be used to meet the City’s ongoing commitments to citizens and creditors. Government-wide unrestricted net position is $18,633,040 or 14.91% of the total net position.

Changes in Net Position. Total revenues for the year exceeded expenditures by $6,908,805. Below is a table showing the Governmental and Proprietary Activities of the City for the year ending June 30, 2022, as compared to the year ending June 30, 2022.

City of Riverbank
Changes in Net Position
For Year Ended June 30, 2022
2022 2021 2022 2021 2022 2021 Revenues
Program Revenues:

Charges for Services 5,932,988 5,080,813 12,768,160 15,879,453 18,701,148 20,960,266 Operating Grants and Contributions 323,581 232,820 0 0 323,581 232,820 Capital Grants and Contributions 3,613,438 1,164,179 0 0 3,613,438 1,164,179 General Revenues:

Property Tax 3,654,329 3,499,581 0 0 3,654,329 3,499,581 Sales Tax 4,496,722 4,440,844 0 0 4,496,722 4,440,844
Motor Vehicle Tax 29,100 18,358 0 0 29,100 18,358
Franchise Tax 655,292 629,059 0 0 655,292 629,059
Other Taxes 1,243,063 1,146,060 0 0 1,243,063 1,146,060 Investment Earnings (17,860) 65,230 (58,810) 19,336 (76,670) 84,566 Gain on Disposal of Assets 0 0 (119,993) 0 (119,993) 0
Transfers 1,659,164 1,445,588 (1,659,164) (1,445,588) 0 0 Total Revenues 21,589,817 17,722,532 10,930,193 14,453,201 32,520,010 32,175,733 Expenses
General Government 3,124,252 2,863,484 0 0 3,124,252 2,863,484 Public Safety 5,394,932 5,472,560 0 0 5,394,932 5,472,560 Public Works 6,060,413 5,665,116 4,425,111 3,615,299 10,485,524 9,280,415 Community Development 1,832,668 1,274,197 3,944,476 5,378,332 5,777,144 6,652,529 Culture and Leisure 654,376 485,747 174,977 106,996 829,353 592,743 Total Expenses 17,066,641 15,761,104 8,544,564 9,100,627 25,611,205 24,861,731 Increase (Decrease) in Net Assets 4,523,176 1,961,428 2,385,629 5,352,574 6,908,805 7,314,002 Net Assets - Beginning 83,704,724 81,792,795 34,338,721 28,986,147 118,043,445 110,778,942 Prior Period Adjustment 0 0 0 0 0 0
Net Assets - Ending $88,227,900 $83,754,223 $36,724,350 $34,338,721 $124,952,250 $118,092,944 Governmental Activities Proprietary Activities Total

CITY OF RIVERBANK
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED JUNE 30, 2022
(UNAUDITED)
7 Governmental Activities. Total governmental activity revenues for the year were $21,589,817. Sales and property tax revenue, which comprise 37.8% of the total, experienced an increase of 2.63% from the 2020-21 Fiscal Year. Revenues by source for governmental activities are shown in the graph below.

Total governmental expenses for the year were $17,066,641. Public Works accounted for 36% of the total governmental activities expenses. Expenses by function or program for governmental activities are shown in the graph below.

CITY OF RIVERBANK
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED JUNE 30, 2022
(UNAUDITED)
8 Business-type Activities
 The City's business-type activities generated revenues totaling $10,930,193, reflecting a 24.38% decline from Fiscal Year 2020-21, which had included one-time settlement funds. Expenditures for the year amounted to $8,544,564, representing a 6% decrease from the previous fiscal year.

FINANCIAL ANALYSIS OF THE CITY’S FUNDS
As noted earlier, the City uses fund accounting to ensure and demonstrate compliance with financerelated legal requirements.

The City’s governmental funds ended the year with a combined fund balance of 41,522,797. Of the total combined fund balance, 1% is classified as Nonspendable, 53% is classified as Restricted, 22% is classified as Assigned, and 24% is Unassigned. Major fund changes from June 30, 2021, to June 30, 2022 are noted below and are also noted on the Statement of Revenues, Expenditures, and Changes in Fund Balances on pages 19-20 of this report:

General Fund
 The City experienced an overall increase of 6.54% in its General Fund revenues during the 2020- 21 fiscal year. Major factors, contributing to this increase are noted below.  Sales tax for the City experienced an increase of 1.26%.  Revenues from Licenses and Permits increased by 38%. New housing developments in the City have generated additional building permit revenue.  Fines and Forfeiture revenues saw a 76% increase, attributed to the reinstatement of late fees and penalties that had been suspended during the COVID-19 pandemic.  Service Charges rose by 44% as the city's programs and parks continue to recover from the restrictions imposed during COVID-19, leading to an increase in activity and usage.  Investment earnings experienced a substantial decrease, with a decline of 280%. This was primarily influenced by unfavorable market conditions and changes in interest rates that adversely affected investments.
 General Fund expenditures increased by 9.1% during the 2021-22 Fiscal Year. Major factors contributing to this increase in General Fund expenditures include:
 Public Safety Expenditures increased by 11.8% due to contract inflation increases and some remodeling of the facilities' breakroom.

CITY OF RIVERBANK
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED JUNE 30, 2022
(UNAUDITED)
9  Community Development Expenditures increased by 14.5% based on the addition of a second Neighborhood Improvement Officer and a shared part-time Development Clerk .  Culture and leisure expenditures have risen by 23.0% as we rebound from the COVID19 pandemic. This increase reflects a surge in recreation programs and events, alongside a boost in staffing to support these activities
CDBG Fund
The CDBG Fund experienced increased revenues due to homeowners bringing their accounts up to date and a loan payoff.

Successor RDA LMI Housing Fund
On December 29, 2011 the California Supreme Court upheld Assembly Bill 1x26 (“the Bill”) that provided for the dissolution of all redevelopment agencies in the State of California effective February 1, 2012. This action impacted the reporting entity of the City of Riverbank that previously had reported a redevelopment agency within the reporting entity of the City as a blended component unit.

The Bill provides that upon dissolution of a redevelopment agency, either the city or another unit of local government will agree to serve as the “successor agency” to hold the assets until they are distributed to other units of state and local government. The City elected not to become this successor agency therefore another designated authority, the Riverbank Designated Local Authority, was formed by the State of California to serve as successor agency to the now-dissolved Riverbank Redevelopment Agency.

However, the City did elect to serve as the Housing Successor Agency of the former RDA. As successor agency, the City now holds a loan receivable for a $3.2 million loan provided to Pacific West Associates for the construction of a 65-unit apartment complex completed in 2009. In addition, the City is now entitled to receive annual interest payments and a Payment in Lieu of Taxes from this project.

GASB Statement No. 68
The City of Riverbank has implemented GASB Statement No. 68 as required. With the new reporting change, the City is allocated its proportionate share of the California Public Employees’ Retirement System’s net pension assets, deferred outflows of resources, deferred inflows of resources, and pension expense. Decisions regarding the allocations are made by the administration of the pension plan, not by the City of Riverbank’s management.

General Fund Budgetary Highlights
For the City’s General Fund, actual ending revenues of $10,476,369 were mainly comprised of Sales Tax, Property Taxes, Other Taxes & Franchise Fees, and Service Charges. Net Revenues received were $578,969 over budget. Below are some of the major reasons:

CITY OF RIVERBANK
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED JUNE 30, 2022
(UNAUDITED)
10  Sales Tax was over budget by $396,722, an unanticipated increase while the City is slowly rebounding from the COVID-19 pandemic.
 Licenses and Permit revenues were $130,522 over budget as a result of new housing developments within the City generating additional building permit revenue.

The General Fund’s actual ending expenditures of $11,245,522 were 9.1% higher than the prior fiscal year but were $758,678 under the final budget of $12,004,200.

CAPITAL ASSETS AND DEBT ADMINISTRATION

CAPITAL ASSETS
As of June 30, 2022, the City’s Governmental Funds had $52,898,867 invested in capital assets and the Business-type activities had $26,843,393, net of accumulated depreciation. This total of $79,742,260 is invested in a broad range of capital assets including land, construction in progress, building, equipment and infrastructure (i.e. streets, sidewalks, storm drain, etc.).

City of Riverbank
Capital Assets, Net of Accumulated Depreciation
June 30, 2022
Major capital asset additions during Fiscal Year 2021-2022 include:

Countryside Park and Equipment $779,143
Topeka Street Improvements 735,935
Jackson & Stanislaus - Land
3344 Sierra Street - Sierra House
Community Center Kitchen Remodel
Patterson Rd Right Lane addition to First Street
551,416
321,537
257,947
175,174
Downtown ADA Improvements 45,200
Governmental Activities Business-Type Activities Total
Land 4,582,865 $ 2,425,077 $ 7,007,942 $
Construction in Progress 2,233,638 $ 5,807,499 $ 8,041,137 $ Infrastructure 29,952,590 $ - $ 29,952,590 $
Land Improvements 10,659,147 $ - $ 10,659,147 $
Equipment and Vehicles 1,757,609 $ 6,350,306 $ 8,107,915 $ Building and Improvements 3,713,018 $ 12,260,511 $ 15,973,529 $ Total 52,898,867 $ 26,843,393 $ 79,742,260 $

CITY OF RIVERBANK
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED JUNE 30, 2022
(UNAUDITED)
11 LONG TERM DEBT
At year-end, the City’s governmental activities had $267,154 in compensated absences. Compensated absences consist of vacation time and compensatory time off that has been earned by employees but has not yet been taken. Compensated absences are due and payable to an employee upon separation if any balance exists.

At the end of the year, business-type activities had $8,803,626 in outstanding long-term debt. This debt includes Compensated Absences, Sewer Revenue Bonds, a State Revolving Fund Loan from California for Waste Water Treatment Plant improvements, a Master Lease Agreement with Wells Fargo for a citywide water meter upgrade project, and an Installment Agreement entered into in May 2022 for energy efficiency projects related to the Wastewater System.

City of Riverbank
Long-Term Debt
June 30, 2022
Governmental
Activities
Business-Type
Activities Total

Loans Payable – WWTP $0 $2,311,033 $2,311,033
WWTP Energy Lease $0 $3,853,784 $3,853,784
Water – Lease Purchase $0 $1,992,410 $1,992,410
Water Energy Lease $0 $ 581,216 $ 581,216
Compensated Absences $267,154 $ 65,183 $ 332,337
Total $267,154 $8,803,626 $9,070,780
The City’s long-term liabilities, except for compensated absences, relate to the acquisition and construction/remodel of capital assets. These capital assets are utilized to provide services to citizens and are not available for future spending. The repayment of the debt on these assets must be provided from other sources since the capital assets themselves cannot be used to liquidate these liabilities.

ECONOMIC FACTORS AND NEXT YEAR’S GENERAL FUND BUDGET
Due to the economic uncertainty surrounding the State of California’s financial condition, the City’s management has taken a position of conservative revenue projection while maintaining existing departmental spending limits.

In preparing the budget for the 2022-2023 fiscal year, City Management looked at the following factors:

REVENUE
 The City continues to see growth in new housing development. As these properties are sold they are added to the tax rolls which increase the total assessed values. The Certified Assessed Values are the basis on which Property Taxes are calculated. Therefore an increase

CITY OF RIVERBANK
MANAGEMENT’S DISCUSSION AND ANALYSIS
FOR THE YEAR ENDED JUNE 30, 2022
(UNAUDITED)
12 in revenue is anticipated for the following Property Tax related revenues: Property Tax Current Secured & Unsecured, Property Tax in Lieu of VLF.

 The City’s sales tax has consistently grown over the past three fiscal years. For the 22-23 fiscal year, the City has anticipated growth of 15% over the prior year.  Overall, General Fund revenues are anticipated to increase by 10% during the 2022-23 fiscal year in comparison to the prior fiscal year budget due to increases in revenue sources such as Building Permits, Sales Tax, and Franchise Fees.

EXPENDITURES
 Fiscal Year 22-23 expenditures are anticipated to increase by 12.5%. This increase includes a one-time allocation of General Fund Reserves for the replastering of the City’s pool.  The City added an additional Building Inspector and transition a part-time Development Services Clerk to Full-Time Community Development Clerk.  PERS Unfunded Accrued Liability Costs continue to increase for the City. In the upcoming fiscal year, we will experience a 15% increase in costs, resulting in the City contributing approximately $638,000 this fiscal year, with 1/3 of that being paid directly by the General Fund.
 A Tentative Agreement with the LIUNA Miscellaneous Bargaining Unit for a new labor contract that will begin July 1, 2023 and expire on June 30, 2025. Based on the agreed-upon terms, the employees within this unit will be receiving a 7% Cost of Living Adjustment (COLA).

Total operational and capital budgeted revenues and expenses for all funds for the 2022-2023 Fiscal Year are $31,177,896 and $29,754,547 respectively, excluding Inter-fund Transfers In and Out.

Structural deficits (where expenditures exceed revenues) were anticipated in the following funds:

General Fund, Gas Tax Fund, Weed Abatement Fund, Assessment District Fund, Teen Center Fund, Measure L Fund, System Development Streets/PW Fund, System Development Storm Drainage Fund, System Development Parks & Recreation Fund, HCD Old Program Income Fund, HCD CDBG Fund, HCD HOME Fund, HCD Cal-Home Fund, LMI Housing Asset Fund, Waste Water Connection Fund, System Development Waste Water Fund, Water Operating Fund, and Water Capital Improvement Fund.

The City Council has authorized for the deficits to be paid via ending reserve balances from the 2022- 23 fiscal year. Several of these allocations from reserve funds are due to the fact that funds must be spent during a certain time frame.

CONTACTING THE CITY’S FINANCIAL MANAGEMENT
This financial report is designed to provide our citizens, taxpayers, customers, investors and creditors with a general overview of the City of Riverbank’s finances and to demonstrate the City’s accountability for the money it receives. If you have questions about this report or need additional information, contact the Assistant City Manager/Admin Services Director, City of Riverbank, 6707 Third Street, Riverbank, California 95367.

Governmental Proprietary
Activities Activities 2022 2021
ASSETS
Cash And Investments 31,615,917 15,226,807 46,842,724 38,572,567 Cash With Fiscal Agent 0 4,337,526 4,337,526 0
Accounts Receivable 1,802,989 3,214,403 5,017,392 4,237,590 Note Receivable 0 0 0 0
Prepaid Expenses 0 6,096 6,096 16,397
Internal Balances 252,286 252,286) ( 0 0
Loans Receivable 13,124,935 0 13,124,935 13,663,395
Capital Assets (Net Of Accumulated
Depreciation):

Land 4,582,865 2,425,077 7,007,942 6,382,617
Land Improvements 10,659,147 0 10,659,147 11,064,547
Construction In Progress 2,233,638 5,807,499 8,041,137 5,325,665 Buildings And Improvements 3,713,018 12,260,511 15,973,529 14,998,291 Equipment And Vehicles 1,757,609 6,350,306 8,107,915 9,188,687 Infrastructure 29,952,590 0 29,952,590 30,648,920
Unamortized Bond Issue Costs 182,187 0 182,187 95,600
Total Assets 49,558,126 99,694,994 149,253,120 134,194,276

DEFERRED OUTFLOWS OF RESOURCES
Current Pension Plan Contribution 262,283 773,420 1,035,703 1,209,775

LIABILITIES
Accounts Payable And Other
Current Liabilities 5,006,176 2,228,885 7,235,061 3,726,252 Compensated Absences 267,154 65,183 332,337 358,992
Net Pension Liability 3,292,101 1,130,635 4,422,736 7,400,398 Long-Term Liabilities:

Due Within One Year 0 913,683 913,683 913,683
Due In More Than One Year 7,824,761 0 7,824,761 4,034,489 Total Liabilities 12,163,147 8,565,431 20,728,578 16,433,814

DEFERRED INFLOWS OF RESOURCES
Deferral Of Pension Expense 932,912 3,675,083 4,607,995 926,792

NET POSITION
Invested In Capital Assets
Net Of Related Debt 52,898,867 18,104,949 71,003,816 72,660,555 Restricted For
Capital Projects 14,223,377 0 14,223,377 10,392,171
Community Development Projects 14,526,469 0 14,526,469 14,651,366 Other Purposes 2,228,022 4,337,526 6,565,548 3,161,454
Unrestricted 14,281,875 4,351,165 18,633,040 17,177,899 Total Net Postion 36,724,350 88,227,900 124,952,250 118,043,445 Totals

CITY OF RIVERBANK

STATEMENTS OF NET POSITION
JUNE 30, 2022
Primary Government
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
13 CITY OF RIVERBANK

STATEMENT OF ACTIVITIES
FOR THE YEAR ENDED JUNE 30, 2022
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Functions/Programs Expenses
Primary Government:

Governmental Activities:

General Government 3,124,252
Public Safety 5,394,932
Public Works 6,060,413
Community Development 1,832,668
Culture And Leisure 654,376
Total Governmental Activities 17,066,641
Business-Type Activities
Water Services 2,277,534
Sewer Services 2,147,577
Community Center 174,977
Local Redevelopment Authority 3,944,476
Total Business-Type Activities 8,544,564
Total Primary Government 25,611,205

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
14 Changes In Net Assets
Fines, Fees And Operating Capital Primary Government
Charges Grants And Grants And Governmental Proprietary
For Services Contributions Contributions Activities Activities 2022 2021 0 1,276,701 0 1,847,551) ( 0 1,847,551) ( 788,385) (
323,581 478,533 0 4,592,818) ( 0 4,592,818) ( 5,101,505) ( 0 3,454,024 3,443,070 836,681 0 836,681 3,450,217) (
0 693,062 170,368 969,238) ( 0 969,238) ( 405,697
0 30,668 0 623,708) ( 0 623,708) ( 398,381) (
323,581 5,932,988 3,613,438 7,196,634) ( 0 7,196,634) ( 9,332,791) ( 0 3,776,388 0 0 1,498,854 1,498,854 3,956,621
0 5,376,511 0 0 3,228,934 3,228,934 3,038,520
0 173,903 0 0 1,074) ( 1,074) ( 27,863) (
0 3,441,358 0 0 503,118) ( 503,118) ( 188,452) (
0 12,768,160 0 0 4,223,596 4,223,596 6,778,826
323,581 18,701,148 3,613,438 7,196,634) ( 4,223,596 2,973,038) ( 2,553,965) ( General Revenues:

Taxes:

Property Tax 3,654,329 0 3,654,329 3,499,581
Sales Tax 4,496,722 0 4,496,722 4,440,844
Motor Vehicle Tax 29,100 0 29,100 18,358
Franchise Tax 655,292 0 655,292 629,059
Other Taxes 0 1,243,063 1,243,063 1,146,060
Investment Earnings 17,860) ( 58,810) ( 76,670) ( 84,566 (Loss) On Disposal of Assets 0 119,993) ( 119,993) ( 0
Transfers 1,659,164 1,659,164) ( 0 0
Total General Revenues And Transfers 11,719,810 1,837,967) ( 9,881,843 9,818,468 Change In Net Position 4,523,176 2,385,629 6,908,805 7,264,503 Net Position - Beginning 34,338,721 83,704,724 118,043,445 110,778,942 Prior Period Adjustment 0 0 0 0
Net Position - Ending 36,724,350 88,227,900 124,952,250 118,043,445 Program Revenues
Net (Expense) Revenue And
Totals

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
15 WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
System
General CDBG Development
Assets
Cash And Investments 11,633,603 1,404,266 7,561,553
Accounts Receivable 1,419,784 385 2,388
Loans Receivable 0 9,924,935 0
Prepaid Expenses 0 0 0
Unamortized Bond Issue Costs 0 0 0
Due From Other Funds 0 0 252,286
Total Assets 11,329,586 13,053,387 7,816,227
Liabilities
Accounts Payable 1,068,748 1,145 248,477
Compensated Absences 240,775 2,001 1,725
Bonds Payable 0 0 0
Loan Payable 0 0 0
Other Liabilities 1,198,935 3,042 0
Due To Other Funds 0 0 0
Total Liabilities 6,188 2,508,458 250,202
Fund Balances
Nonspendable 0 0 252,286
Restricted 0 11,323,398 7,313,739
Committed 0 0 0
Assigned 0 0 0
Unassigned 0 10,544,929 0
Total Fund Balances 11,323,398 10,544,929 7,566,025
Total Liabilities And Fund Balances 11,329,586 13,053,387 7,816,227

CITY OF RIVERBANK

BALANCE SHEET

GOVERNMENTAL FUNDS
JUNE 30, 2022

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
16 Successor RDA Other
LMI Housing Funds 2022 2021
11,013,522 2,973 23,872,353 31,615,917
380,334 98 1,837,446 1,802,989
0 3,200,000 13,663,395 13,124,935
0 0 10,300 0
0 0 0 0
0 0 252,286 324,322
11,393,856 3,203,071 46,796,127 39,707,816
240,487 0 812,741 1,558,857
22,653 0 277,989 267,154
0 0 0 0
0 0 0 0
2,245,342 0 1,032,777 3,447,319
0 0 0 0
2,508,482 0 5,273,330 2,123,507
0 0 252,286 324,322
0 3,203,071 21,840,208 20,772,195
0 0 0 0
9,276,400 0 9,276,400 7,150,946
391,026) 0 ( 10,153,903 9,336,846
8,885,374 3,203,071 41,522,797 37,584,309
11,393,856 3,203,071 46,796,127 39,707,816
Total Governmental Funds

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
17 CITY OF RIVERBANK

RECONCILIATION OF THE GOVERNMENTAL FUNDS BALANCE SHEET

TO THE STATEMENT OF NET POSITION
JUNE 30, 2022
Total fund balances - governmental funds 41,522,797
Total net position reported for governmental activities in the statement of net position is different because:

Capital assets used in governmental activities are not financial resources and therefore are not reported in the funds. Those assets consist of:

Land 4,582,865
Land Improvements net of $5,990,256 accumulated depreciation 10,659,147 Construction in progress 2,233,638
Buildings and Improvements, net of $2,865,603 accumulated depreciation 3,713,018 Equipment and Vehicles, net of $5,143,972 accumulated depreciation 1,757,609 Infrastructure net of $50,618,127 accumulated depreciation 29,952,590 Total capital assets 52,898,867
Deferred Outflow of Resources 773,420
Long-term liabilities applicable to the City's governmental activities are due and payable in the current period and accordingly are not reported as fund liabilities. All liabilities, both current and long-term, are reported in the statement of net position.

Net Pension Liability 3,292,101) (
Deferred Inflows of Resources 3,675,083) (
Total long-term liabilities 6,967,184) (
Total net position - governmental activities 88,227,900

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
18 STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN FUND BALANCES WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
System
General CDBG Development
Revenues
Property Tax 3,652,292 0 0
Sales Tax 4,496,722 0 0
Other Tax And Franchises 825,757 0 0
Licenses And Permits 460,922 0 0
Fines And Forfeitures 93,764 0 0
Investment Earnings 28,173) ( 34,397) 79,871 (
Intergovernmental 197,361 536,858 0
Impact Fees 0 1,354,261 0
Service Charges And Miscellaneous 0 777,724 147,775
Total Revenues 79,871 10,476,369 2,004,497
Expenditures
Current
General Government 2,243,619 0 0
Public Safety 5,101,718 0 0
Public Works 2,276,657 6,832 0
Community Development 929,026 0 106,337
Culture And Leisure 572,387 0 0
Capital Outlay 0 122,115 852,391
Total Expenditures 106,337 11,245,522 859,223
Excess (Deficiency) Of Revenues
Over Expenditures ( 26,466) 769,153) ( 1,145,274
Other Financing Sources (Uses)
Operating Transfers In 0 2,712,973 0
Operating Transfers Out ( 778,209) 24,400) 0 (
Total Other Financing Sources (Uses) 0 1,934,764 24,400) ( Net Change In Fund Balances 26,466) 1,165,611 ( 1,120,874 Fund Balance - Beginning 11,349,864 9,379,318 6,445,151 Fund Balance- Ending 11,323,398 10,544,929 7,566,025

CITY OF RIVERBANK
FOR THE YEAR ENDED JUNE 30, 2022

GOVERNMENTAL FUNDS

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
19 Successor RDA Other
LMI Housing Fund Funds 2022 2021
0 2,037 3,654,329 3,499,581
0 0 4,496,722 4,440,844
0 0 825,757 796,455
0 0 460,922 333,473
0 0 93,764 53,405
35,588) 427 ( 17,860) ( 65,230
5,751,859 0 6,486,078 3,767,144
57,200 0 1,411,461 399,813
1,593,981 0 2,519,480 2,920,999
2,464 7,367,452 19,930,653 16,276,944
683,767 0 2,927,386 2,775,929
306,255 0 5,407,973 5,436,010
1,042,637 0 3,326,126 3,054,199
590,769 100,895 1,727,027 1,232,113
33,657 0 606,044 465,915
2,682,268 0 3,656,774 1,311,863
5,339,353 100,895 17,651,330 14,276,029
( 2,028,099 98,431) 2,279,323 2,000,915
494,365 0 3,207,338 3,381,954
745,565) 0 ( 1,548,174) ( 1,936,366) (
251,200) 0 ( 1,659,164 1,445,588
( 1,776,899 98,431) 3,938,487 3,446,503
7,108,474 3,301,502 37,584,380 34,137,877
8,885,373 3,203,071 41,522,867 37,584,380
Total Governmental Funds

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
20 CITY OF RIVERBANK

RECONCILIATION OF THE STATEMENT OF REVENUES,

EXPENDITURES, AND CHANGES IN FUND BALANCES OF GOVERNMENTAL

FUNDS TO THE STATEMENT OF ACTIVITIES
FOR THE YEAR ENDED JUNE 30, 2022
Net change in fund balances - total governmental funds 3,938,487 The changes in net position reported for governmental activities in the statement of activities is different because:

Governmental funds report capital outlays as expenditures. However, in the statement of activities the cost of those assets is allocated over their estimated useful lives and reported as depreciation expense. This is the amount by which capital outlay ($3,656,774) exceeded depreciation ($2,482,224) in the current period. 1,174,550
The net effect of various miscellaneous transactions involving capital assets (i.e., sales, trade-ins and contributions) is to increase net assets. 111,739 The net change in pension expense either contributed to pension plan in current fiscal year not included on statement of activities; or expenses reported in statement of activities that do not require the use of current financial resources and, therefore, are not reported as expenditures in governmental funds. 701,600) ( Changes in net position of governmental activities 4,523,176

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
21 STATEMENT OF REVENUES, EXPENDITURES AND

CHANGES IN FUND BALANCES - BUDGET AND ACTUAL
FOR THE YEAR ENDED JUNE 30, 2022
Variance
With Final
Budget
Over 2021
Original Final Actual (Under) Actual

REVENUES
Property Tax 3,672,800 3,543,800 3,652,292 20,508) ( 3,499,581 Sales Tax 4,100,000 3,600,000 4,496,722 396,722 4,440,844 Other Tax And Franchise Fees 755,000 770,000 825,757 70,757 796,455 Licenses And Permits 330,400 290,400 460,922 130,522 333,473 Intergovernmental 179,500 144,500 197,361 17,861 155,448 Fines And Forfeitures 104,500 104,500 93,764 10,736) ( 53,405 Investment Earnings 25,000 40,000 28,173) ( 53,173) ( 15,608 Service Charges And Miscellaneous 730,200 647,000 777,724 47,524 538,323 Total Revenues 9,897,400 9,140,200 10,476,369 578,969 9,833,137

EXPENDITURES
General Government 2,608,300 2,485,400 2,243,619 364,681) ( 2,211,573 Public Safety 5,334,200 5,099,200 5,101,718 232,482) ( 4,564,790 Public Works 2,494,500 2,348,100 2,276,657 217,843) ( 2,058,945 Community Development 943,100 919,400 929,026 14,074) ( 811,408 Recreation And Leisure 590,500 590,500 572,387 18,113) ( 465,393 Capital Outlay 33,600 0 122,115 88,515 196,831
Total Expenditures 12,004,200 11,442,600 11,245,522 758,678) ( 10,308,940 Excess (Deficiency) Of Revenues
Over Expenditures ( 2,106,800) 2,302,400) ( 769,153) ( 1,337,647 475,803) (

OTHER FINANCING SOURCES (USES)
Transfers In 2,818,800 2,775,300 2,712,973 105,827) ( 2,833,116 Transfers Out ( 871,600) 865,400) ( 778,209) ( 93,391 758,470) ( Total Other Financing Sources And (Uses) 1,947,200 1,909,900 1,934,764 12,436) ( 2,074,646 Net Change In Fund Balance ( 159,600) 392,500) ( 1,165,611 1,325,211 1,598,843 Fund Balance - Beginning 9,379,318 9,379,318 9,379,318 0 7,780,475 Fund Balance - Ending 9,219,718 8,986,818 10,544,929 1,325,211 9,379,318 Budgeted Amounts

CITY OF RIVERBANK

GENERAL FUND
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
22 STATEMENT OF REVENUES, EXPENDITURES AND

CHANGES IN FUND BALANCES - BUDGET AND ACTUAL
FOR THE YEAR ENDED JUNE 30, 2022
Variance
With Final
Budget
Over 2021
Original Final Actual (Under) Actual
General Government
City Council 129,200 179,200 151,872 27,328) ( 92,940
City Manager 294,500 339,900 244,847 ( 95,053) 239,804
Admin Services 773,500 797,500 730,490 ( 67,010) 678,175 Finance And Treasurer 1,018,200 1,030,100 918,461 ( 111,639) 881,016 City Attorney 270,000 270,000 210,349 ( 59,651) 328,964 Total General Government 2,616,700 2,485,400 2,256,019 360,681) ( 2,220,899 Public Safety
Police 4,864,200 5,099,200 4,889,489 ( 209,711) 4,355,941 Animal Control 235,000 235,000 247,005 12,005 229,283
Total Public Safety 5,099,200 5,334,200 5,136,494 ( 197,706) 4,585,224 Public Works
Building Maintenance 245,100 297,700 262,554 ( 35,146) 241,170 Development Services 1,243,300 1,315,100 1,156,924 ( 158,176) 1,061,539 Stormwater Maintenance 87,100 87,700 85,630 ( 2,070) 73,695 Parks Maintenance 810,800 772,600 844,971 34,171 835,876 Total Public Works 2,348,100 2,511,300 2,350,079 ( 161,221) 2,212,280 Community Development
Planning 529,000 535,100 479,180 ( 55,920) 459,546
Building Department 380,400 385,000 426,363 41,363 355,598 Economic Development 10,000 25,000 25,000 0 10,000
Engineering 0 0 0 0 0
Total Community Development 919,400 945,100 930,543 ( 14,557) 825,144 Recreation And Leisure
Recreation 590,500 596,900 572,387 ( 24,513) 465,393
Total Culture And Leisure 590,500 596,900 572,387 ( 24,513) 465,393 Total General Fund 11,442,600 12,004,200 11,245,522 ( 758,678) 10,308,940 Budgeted Amounts

CITY OF RIVERBANK

GENERAL FUND
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
23 CDBG SPECIAL REVENUE FUND

STATEMENT OF REVENUES, EXPENDITURES AND

CHANGES IN FUND BALANCES - BUDGET AND ACTUAL
FOR THE YEAR ENDED JUNE 30, 2022
Variance
With Final
Budget
Over 2021
Original Final Actual (Under) Actual

REVENUES
Interest Income 22,400 12,400 79,871 57,471 24,754
Intergovernmental 0 0 0 0 0
Miscellaneous 66,800 45,600 0 66,800) ( 0
Total Revenues 89,200 58,000 79,871 9,329) ( 24,754

EXPENDITURES
Salaries And Benefits 70,000 70,000 97,253 27,253 84,936 Supplies And Services 1,184,100 988,100 9,084 1,175,016) ( 3,717 Bad Debt 0 0 0 0 0
Capital Outlays 0 0 0 0 0
Total Expenditures 1,254,100 1,058,100 106,337 1,147,763) ( 88,653 Excess (Deficiency) Of Revenues
Over Expenditures ( 1,164,900) 1,000,100) ( 26,466) ( 1,138,434 63,899) (

OTHER FINANCING SOURCES (USES)
Transfers In 0 0 0 0 0
Transfers Out 0 0 0 0 0
Total Other Financing Sources And (Uses) 0 0 0 0 0
Net Change In Fund Balance ( 1,164,900) 1,000,100) ( 26,466) ( 1,138,434 63,899) ( Fund Balance - Beginning 11,349,864 11,349,864 0 11,349,864 11,413,763 Fund Balance - Ending 10,349,764 10,184,964 1,138,434 11,323,398 11,349,864

CITY OF RIVERBANK
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Budgeted Amounts

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
24 SYSTEM DEVELOPMENT CAPITAL PROJECTS FUND

STATEMENT OF REVENUES, EXPENDITURES AND

CHANGES IN FUND BALANCES - BUDGET AND ACTUAL
FOR THE YEAR ENDED JUNE 30, 2022
Variance
With Final
Budget
Over 2021
Original Final Actual (Under) Actual

REVENUES
Investment Earnings 18,600 18,600 (34,397) 52,997) ( 16,424 Intergovernmental 0 0 536,858 536,858 10,030
Impact Fees 615,000 340,000 1,354,261 739,261 399,813
Service Charges And Miscellaneous 82,300 51,300 147,775 65,475 60,788 Total Revenues 715,900 409,900 2,004,497 1,288,597 487,055

EXPENDITURES
Salaries And Benefits 0 0 0 0 0
Supplies And Services 17,000 0 6,832 10,168) ( 36,941
Capital Outlays 3,356,738 2,950,200 852,391 2,504,347) ( 99,969 Total Expenditures 3,373,738 2,950,200 859,223 2,514,515) ( 136,910 Excess (Deficiency) Of Revenues
Over Expenditures ( 2,657,838) 2,540,300) ( 1,145,274 3,803,112 350,145

OTHER FINANCING SOURCES (USES)
Transfers In 73,200 0 0 73,200) ( 0
Transfers Out 0 0 24,400) ( 24,400) ( 23,528) (
Total Other Financing Sources And (Uses) 73,200 0 24,400) ( 97,600) ( ( 23,528) Net Change In Fund Balance ( 2,584,638) 2,540,300) ( 1,120,874 3,705,512 326,617 Fund Balance - Beginning 6,445,151 6,445,151 6,445,151 0 6,118,534 Fund Balance - Ending 3,904,851 3,860,513 7,566,025 3,705,512 6,445,151

CITY OF RIVERBANK
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Budgeted Amounts

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
25 SUCCESSOR REDEVELOPMENT AGENCY LMI HOUSING

STATEMENT OF REVENUES, EXPENDITURES AND

CHANGES IN FUND BALANCES - BUDGET AND ACTUAL
JUNE 30, 2022
Variance
With Final
Budget
Budgeted Amounts Over 2021
Original Final Actual (Under) Actual

REVENUES
Property Tax 0 0 2,037 2,037 0
Investment Earnings 300 300 427 127 292
Intergovernmental 0 0 0 0 0
Service Charges And Miscellaneous 0 0 0 0 0
Total Revenues 300 300 2,464 2,164 292

EXPENDITURES
Salaries And Benefits 0 0 0 0 0
Supplies And Services 101,400 101,400 100,895 505) ( 0
Interest 0 0 0 0 0
Capital Outlay 0 0 0 0 0
Total Expenditures 101,400 101,400 100,895 505) ( 0
Excess (Deficiency) Of Revenues
Over Expenditures ( 101,100) 101,100) ( 98,431) ( 2,669 292

OTHER FINANCING SOURCES (USES)
Transfers In 0 0 0 0 0
Transfers Out 0 0 0 0 0
Total Other Financing Sources And (Uses) 0 0 0 0 0
Net Change In Fund Balance 101,100) ( 101,100) ( 98,431) ( 2,669 292 Fund Balance - Beginning 3,301,502 3,301,502 3,301,502 0 3,301,210 Fund Balance - Ending 3,200,402 3,200,402 3,203,071 2,669 3,301,502

CITY OF RIVERBANK
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
26 STATEMENT OF NET POSITION
Community Local
Sewer Water Center Redevelop.

Fund Fund Fund Authority 2022 2021
Assets
Cash And Investments 6,405,446 9,933,543 54,071 ( 1,166,253) 14,700,214 15,226,807 Cash With Fiscal Agent 568,442 3,769,084 0 0 0 4,337,526 Accounts Receivable 659,851 1,747,420 0 807,132 3,214,403 2,400,144 Notes Receivable 0 0 0 0 0 0
Prepaids 3,048 3,048 0 0 6,096 6,097
Fixed Assets 16,054,490 811,754 16,998,163 3,182,842 37,047,249 37,548,558 Accumulated Depreciation ( 6,801,576) 8,018,793) ( 480,999) ( 709,987) ( 16,011,355) ( 15,685,765) ( Construction In Progress 0 5,807,499 0 0 5,807,499 4,133,352 Unamortized Bond Issue Costs 12,913 169,274 0 0 182,187 95,600 Total Assets 16,902,614 30,409,238 2,113,734 384,826 49,810,412 43,198,200

DEFERRED OUTFLOWS OF RESOURCES
Current Pension Plan Contribution 112,226 79,225 4,812 66,020 262,283 297,196 Liabilities
Accounts Payable 61,978 1,362,013 13,952 690,208 1,659,316 2,128,151 Customer Deposits 75,227 0 15,507 10,000 221,418 100,734 Compensated Absences 33,660 27,602 0 3,921 81,003 65,183 Due to Other Funds 0 252,286 0 0 252,286 324,322
Net Pension Liability 442,822 329,506 5,818 352,489 1,130,635 1,727,848 Loan Payable 0 6,164,817 0 0 6,164,817 2,618,897
Bond Payable 0 2,573,627 0 0 2,573,627 2,329,275
Total Liabilities 3,187,314 8,136,224 35,277 1,056,618 12,415,433 8,962,079

DEFERRED INFLOWS OF RESOURCES
Deferral Of Pension Expense 386,605 358,740 2,920) ( 190,487 932,912 194,596 Net Position
Invested In Capital Assets,
Net Of Related Debt 6,679,287 8,622,052 330,755 2,472,855 21,047,973 18,104,949 Restricted For Debt Service 568,442 3,769,084 0 0 0 4,337,526 Unrestricted 9,602,363 6,193,192 26,526 ( 1,540,206) 13,290,748 14,281,875 Total Net Position 13,440,921 21,993,499 932,649 357,281 36,724,350 34,338,721

CITY OF RIVERBANK

PROPRIETARY FUNDS
JUNE 30, 2022
Totals
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Business-Type Activities-Enterprise Funds

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
27 CITY OF RIVERBANK
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Community Local
Sewer Water Center Redevelop.

Fund Fund Fund Authority 2022 2021
Operating Revenues
Intergovernmental 0 80,620 0 293,650 374,270 3,330,121
Service Charges 4,742,765 3,043,146 159,850 2,951,987 10,897,748 9,623,420 Miscellaneous Revenues 55,262 524,524 14,053 195,721 2,641,766 789,560 Total Operating Revenues 3,179,028 5,267,289 173,903 3,441,358 12,061,578 15,595,307 Operating Expenses
Employee Services 657,272 691,794 20,110 249,864 1,466,829 1,619,040 Supplies And Services 990,135 947,504 153,150 3,560,556 6,596,374 5,651,345 Depreciation 588,105 395,503 1,717 134,056 863,790 1,119,381 Total Operating Expenses 2,227,403 2,042,910 174,977 3,944,476 8,926,993 8,389,766 Operating Income (Loss) 951,625 3,224,379 1,074) ( 503,118) ( 3,671,812 6,668,314 Nonoperating Revenues (Expenses)
Investment Earnings 37,301) ( 21,510) ( 0 0 ( 19,336 58,811) Connection Fees 42,310 47,700 0 0 35,360 90,010
Development Fees 66,912 549,660 0 0 248,786 616,572
Gain (Loss) on Fixed Assets 0 119,994) ( 0 0 ( 0 119,994) Interest Expense 92,359) ( 50,077) ( 0 0 ( 161,684) 142,436) ( Amortization Of Bond Issue Costs ( 54) 12,308) ( 0 0 ( 12,362) 11,950) ( Total Nonoperating Revenues (Expenses) ( 405,725 32,746) 0 0 129,848 372,979 Income Before Transfers
And Contributed Capital 1,357,350 3,191,633 1,074) ( 503,118) ( 4,044,791 6,798,162 Contributed Capital 0 0 0 0 0 0
Operating Transfer In 2,297,907 76,498 69,457 0 915,103 2,443,862 Operating Transfer Out ( 915,486) 3,187,541) ( 0 0 ( 4,103,027) 2,360,691) ( Total Other Financing Sources (Uses) ( 838,988) 889,634) ( 69,457 0 1,659,165) ( 1,445,588) ( Change In Net Position 2,301,999 518,362 68,383 503,118) ( 2,385,626 5,352,574 Total Net Position - Beginning 19,691,500 12,922,559 288,898 1,435,767 34,338,724 28,986,147 Prior Period Adjustment 0 0 0 0 0 0
Adjusted Net Position - Beginning 12,922,559 19,691,500 1,435,767 288,898 34,338,724 28,986,147 Total Net Position - Ending 13,440,921 21,993,499 932,649 357,281 36,724,350 34,338,721

PROPRIETARY FUNDS
FOR THE YEAR ENDED JUNE 30, 2022
Totals
Business-Type Activities-Enterprise Funds

STATEMENT OF REVENUES, EXPENDITURES AND CHANGES IN NET POSITION

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
28 STATEMENT OF CASH FLOWS
Community Local
Sewer Water Center Redevelop.

Fund Fund Fund Authority 2022 2021

CASH FLOWS FROM OPERATING

ACTIVITIES
Receipts From Customers And Users 3,163,859 4,969,501 177,103 2,816,172 11,126,635 16,985,474 Receipts From Interfund Services Provided 0 0 0 0 0 0
Payments To Suppliers ( 1,009,303) 37,448) ( 155,684) ( 4,053,187) ( 5,255,622) ( 6,499,943) ( Payments To Employees ( 623,101) 595,931) ( 20,109) ( 219,699) ( 1,458,840) ( 1,391,332) ( Payments For Interfund Services Used 0 0 0 0 71,678) 0 ( Net Cash Provided By Operating Activities 4,336,122 1,531,455 1,310 ( 1,456,714) 4,412,173 9,022,521

CASH FLOWS FROM NONCAPITAL

FINANCING ACTIVITIES
Transfer In 76,498 2,297,907 69,457 0 2,443,862 915,103 Transfer Out ( 915,486) 3,187,541) ( 0 0 4,103,027) ( 2,360,691) ( Net Cash Provided (Used) By Capital
And Related Financing Activities ( 889,634) ( 838,988) 69,457 0 ( 1,659,165) ( 1,445,588)

CASH FLOWS FROM CAPITAL AND

RELATED FINANCING ACTIVITIES
Connection Fees 47,700 42,310 0 0 90,010 35,360
Development Fees 549,660 66,912 0 0 616,572 248,786
Purchase Of Capital Assets ( 106,518) 1,931,338) ( 47,690) ( 0 2,085,546) ( 365,328) ( Funds Provides On New Lease 581,162 3,853,784 0 0 4,434,946 2,329,275 Funding Costs On New Loan ( 12,913) 85,982) ( 0 0 98,895) ( 0 Principal Paid On Capital Debt ( 336,864) 307,864) ( 0 0 644,728) ( 2,956,251) ( Interest Paid On Capital Debt ( 92,359) 50,077) ( 0 0 142,436) ( 161,683) ( Net Cash Provided (Used) By Capital
And Related Financing Activities 1,545,463 672,150 ( 47,690) 0 2,169,923 ( 869,841)

CASH FLOWS FROM INVESTING

ACTIVITIES
Interest Received ( 37,301) 21,510) ( 0 0 58,811) ( 19,336 Net Cash Provided By Investing Activities ( 37,301) 21,510) ( 0 0 58,811) ( 19,336 Net Increase In Cash And Cash Equivalents 1,343,107 4,954,650 23,077 1,456,714) ( 4,864,120 6,726,428 Cash And Equivalents, July 1 8,747,977 5,630,781 30,994 290,462 14,700,214 7,973,786 Cash And Equivalents, June 30 6,973,888 13,702,627 54,071 1,166,252) ( 19,564,334 14,700,214

CITY OF RIVERBANK

PROPRIETARY FUNDS
FOR THE YEAR ENDED JUNE 30, 2022
Totals
Business-Type Activities-Enterprise Funds
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
29 Reconciliation Of Operating Income To Community Local Net Cash Provided (Used) By Operating Sewer Water Center Redevelop.

Activities Fund Fund Fund Authority 2022 2021
Operating Income 951,625 3,224,379 1,074) ( 503,118) ( 3,671,812 6,668,314 Adjustments To Reconcile Operating Income
To Net Cash Provided (Used) By Operating
Activities
Depreciation Expense 588,105 395,503 1,717 134,056 1,119,381 863,790 (Increase) Decrease In
Deferred Outflows of Resources 13,913 15,163 0 5,837 34,913 7,541 Accounts Receivable ( 297,788) 19,702 0 ( 536,173) ( 814,259) 1,404,290 Prepaids 1 0 0 0 1 444,414
Notes Receivable 0 0 0 0 0 5,655
Due From Other Funds 0 0 0 0 0 0
Increase (Decrease) In
Accounts Payable 61,799) 1,024,723 ( 2,534) ( 492,631) ( 467,759 347,988) ( Compensated Absences ( 7,749) 8,810) ( 0 740 15,819) ( 4,536 Deferred Inflows of Resources 320,638 294,251 0 123,427 738,316 60,117) ( Net Pension Liability ( 259,359) 238,014) ( 1 99,840) ( 597,212) ( 123,541 Customer Deposits 34,871) 0 ( 3,200 89,013) ( 120,684) ( 19,777) ( Due To Other Funds ( 72,036) 0 0 0 ( 71,678) 72,036) (
Net Cash Provided (Used) By Operating Activities 1,531,455 4,336,122 1,310 1,456,715) ( 4,412,172 9,022,521 Totals

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
30 CITY OF RIVERBANK

STATEMENT OF FIDUCIARY NET POSITION

AGENCY FUNDS
JUNE 30, 2022
WITH COMPARATIVE ACTUAL AMOUNTS FOR YEAR ENDED JUNE 30, 2021 County Assessment
Impact District
Fee 1991 - 1
Fund Fund RDA 2022 2021
Assets
Cash And Investments 254,943 273,549 1,378,989 1,907,481 1,550,791 Accounts Receivable 12 27 0 17 39
Fixed Assets 0 0 0 0
Accumulated Depreciation 0 0 0 0 0
Unamortized Bond Issue Costs 0 0 72,189 82,502 72,189
Due From Other Funds 0 0 0 0 0
Total Assets 273,576 254,955 1,451,178 1,979,709 1,633,310 Liabilities And Fund Balances
Liabilities
Due to Bond Paying Agent 0 0 0 0 0
Due To Other Government 273,576 254,955 1,451,178 1,979,709 1,633,310 Total Liabilities 273,576 254,955 1,451,178 1,979,709 1,633,310 Totals
(Memorandum Only)

SEE ACCOMPANYING NOTES TO BASIC FINANCIAL STATEMENTS
31 CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
32 I. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The basic financial statements of the City of Riverbank, California (City) have been prepared in conformity with accounting principles generally accepted in the United States of America (GAAP).

The Governmental Accounting Standards Board (GASB) is the accepted standard-setting body for establishing governmental accounting and financial reporting principles. In June 1999, the GASB unanimously approved Statement No. 34, Basic Financial Statements – and Management’s Discussion and Analysis – for State and Local Governments. Certain of the significant changes in the Statement include the following:
 A Management and Discussion and Analysis (MD&A) section providing an analysis of the City’s overall financial position and results of operations.  Financial statements prepared using the full accrual accounting for all of the City’s activities, except for infrastructure (roads, streets, bridges, etc.)  A change in the fund financial statements to focus on the major funds.

These and other changes are reflected in the accompanying financial statements (including notes to financial statements). The more significant of the City’s accounting policies are described below:

A. Financial Reporting Entity
The accompanying basic financial statements present the financial activity of the City of Riverbank (primary government) and its component units, entities for which the government is considered to be financially accountable. Blended component units, although legally separate entities, are, in substance, part of the government’s operations. Discretely presented component units represent other legally separate organizations for which the primary government is financially accountable or for which the nature and significance of their relationship to the primary government are such that exclusion would cause the City’s reporting entity to be misleading or incomplete. The City’s component units are blended; there are no discretely presented component units in the Financial Reporting Entity.

City of Riverbank
The City (primary government) was incorporated in 1922 under the general laws of the State of California. The City provides the full range of municipal services as contemplated by statute.

Services provided include sewer, water, public safety (police), street construction and maintenance, culture-recreation, public improvements, planning and zoning, and general administrative and support services. The City operates under a Council-Manager form of government. The City Council consists of five members elected at large for overlapping four year terms. The City Council appoints a City Administrator and City Attorney.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
33 City of Riverbank – continued
In addition to sitting as the governing board of the City, the City Council also acts as the Board of Directors of one blended component unit: the Redevelopment Agency of the City of Riverbank through January 31, 2012. On February 1, 2012 all Redevelopment Agencies (RDA) statewide were dissolved. The City elected to be the Successor Agency for the Low/Moderate Income Housing Fund. The general RDA Fund was transferred to the Riverbank Local Designated Authority, a separate entity created by the State when the City did not elect to be the Successor Agency for that fund. The Successor Agency Fund is now reported as a special revenue on the City’s financial statements.

B. Government-wide and Fund Financial Statements
The government-wide financial statements (i.e., the statement of net position and the statement of changes in net position) report information on all of the nonfiduciary activities of the primary government and its component units. For the most part, the effect of interfund activity has been removed from these statements. Governmental activities, which normally are supported by taxes and intergovernmental revenues, are reported separately from business-type activities, which rely to a significant extent on fees and charges for support.

The statement of activities demonstrates the degree to which the direct expenses of a given function or segment is offset by program revenues. Direct expenses are those that are clearly identifiable with a specific function or segment. Program revenues include 1) charges to customers or applicants who purchase, use, or directly benefit from goods, services, or privileges provided by a given function or segment and 2) grants and contributions that are restricted to meeting the operational or capital requirements of a particular function or segment. Taxes and other items not properly included among program revenues are reported instead as general revenues.

Separate financial statements are provided for governmental funds, proprietary funds, and fiduciary funds, even though the latter are excluded from the government-wide financial. Major individual governmental funds are reported as separate columns in the fund financial statements.

C. Measurement Focus, Basis of Accounting and Basis of Presentation The government-wide financial statements are reported using the economic resources measurement focus and the accrual basis of accounting, as are the proprietary fund financial statements. Revenues are recorded when earned and expenses are recorded when a liability is incurred, regardless of the timing of related cash flows. Property taxes are recognized as revenues in the year for which they are levied. Grants and similar items are recognized as revenue as soon as all eligibility requirements imposed by the provider have been met.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
34 C. Measurement Focus, Basis of Accounting and Basis of Presentation – continued Governmental fund financial statements are reported using the current financial resources measurement focus and the modified accrual basis of accounting. Revenues are recognized as soon as they are both measurable and available. Revenues are considered to be available when they are collectible within the current period or soon enough thereafter to pay liabilities of the current period.

For this purpose, the City considers revenues to be available if they are collected within 60 days of the end of the current fiscal period. Expenditures generally are recorded when a liability is incurred, as under accrual accounting. However, debt service expenditures, as well as expenditures related to compensated absences, are recorded only when payment is due.

Property taxes and taxpayer-assessed tax revenues (e.g., franchise taxes, sales taxes, motor vehicle fees, etc.) net of estimated refunds and uncollectible amounts, and interest associated with the current fiscal period are all considered susceptible to accrual and so have been recognized as revenues of the current fiscal period. All other revenue items are considered measurable and available only when cash is received by the City. The City reports the following major governmental funds:

The General Fund is the City’s primary operating fund. It accounts for all financial resources of the general government, except those required to be accounted for in another fund.

CDBG Fund - To account for federal grants and other monies received and disbursed under the Housing and Community Development Act, to assist low and moderate income groups in obtaining loans to purchase their first home and rehabilitate or revitalize their homes.

Systems Development Fund - To account for development impact fees collected. These fees are used for infrastructure and capital expenditure resulting from new developments.

Successor RDA LMI Housing Fund – This fund was created when the City elected to assume the housing function previously performed by the Redevelopment Agency. The noncash assets and encumbered cash of the Redevelopment LMI Housing Fund were transferred to this Fund.

The city reports the following major proprietary funds.

The Water Fund accounts for the activities of the City’s water service.

The Sewer Fund accounts for the activities of the City’s sewer service.

The Community Center Fund accounts for the activities of the City’s Community Center service.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
35 C. Measurement Focus, Basis of Accounting and Basis of Presentation – continued The Local Redevelopment Authority Fund accounts for the activities of the City’s Ammunition Factory services.

Additionally, the City reports the following fund types:

The County Impact Fee Agency Fund, accounts for impact fees which are collected on behalf of Stanislaus County.

The Assessment District 1991-1 Agency Fund, accounts for the collection of assessments and payment of debt service on behalf of the District.

The Redevelopment Agency Fund, accounts for the collection of property tax revenues used for the administration of the agency and development projects within the designated redevelopment area.

Private-sector standards of accounting and financial reporting issued prior to December 1, 1989 generally are followed in the government-wide financial statements to the extent that those standards do not conflict with or contradict guidance of the GASB.

As a general rule, the effect of interfund activity has been eliminated from the government-wide financial statements.

Amounts reported as program revenues include 1) charges to customers and applicants, for goods, services or privileges provided, 2) operating grants and contributions and 3) capital grants and contributions. Internally dedicated resources are reported as general revenues rather than as program revenues. Likewise, general revenues include all taxes.

Proprietary funds distinguish operating revenues and expenses from non-operating items. Operating revenues and expenses generally result from providing goods and services and producing and delivering goods in connection with a proprietary fund’s principal ongoing operations. The principle operating revenues of the enterprise and internal service funds are charges for sales and services.

Operating expenses for enterprise funds include salaries and employee benefits, maintenance and operation of systems and facilities, administrative expenses and depreciation on capital assets. All revenues and expenses not meeting this definition are reported as non-operating revenues and expenses.

When both restricted and unrestricted resources are available for use, it is the City’s policy to use restricted resources first, then unrestricted resources, as they are needed.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
36 D. Assets, Liabilities and Equity

1. Cash and Investments
In order to maximize the flexibility of its investment program and to aid in cash budgeting, the City pools the cash of all funds, except for monies deposited with fiscal agents in accordance with related bond indentures. The cash and investments balance in each fund represents that fund’s equity share of the City’s cash and investment pool. As the City places no restrictions on the deposit or withdrawal of a particular fund’s equity in the pool, the pool operates like a demand deposit account for the participating funds.

Interest income earned on pooled cash and investments is allocated quarterly. Interest income on restricted cash and investments with fiscal agents is credited directly to the related fund.

In accordance with the State of California Government Code, the City adopts an investment policy annually that, among other things, authorizes types of investments. Authorized investments include:
 Securities of the U.S. government or its agencies
 Certificates of Deposit (or time deposits) placed with commercial banks and/or savings and loan associations
 Bankers Acceptances
 State Treasurer’s Local Agency Investment Fund (LAIF)  Repurchase Agreements
 Passbook savings account demand deposits
 Mutual Funds
 High Grade Commercial Paper (A-1 and P-1 Rated)
Investments for the City are reported at fair value. LAIF operates in accordance with appropriate state laws and regulations. The reported value of the pool is the same as the fair value of the pool shares.

For purposes of the statement of cash flows, the city has defined cash and cash equivalents to be change and petty cash funds, equity in the City’s cash and investment pool and restricted, nonpooled investment with initial maturities of three months or less.

2. Receivables and Payables
Activity between funds that are representative of lending/borrowing outstanding at the end of the fiscal year are referred to as either "interfund receivables/payables" (i.e. the current portion of interfund loans) or “advances to/from other funds” (i.e. the non-current portion of interfund loans).

All other outstanding balances between funds are reported as “due to/from other funds”.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
37 2. Receivables and Payables (continued)
Advances between funds, as reported in the fund financial statements, are offset by a fund balance reserve account in applicable governmental funds to indicate that they are not available for appropriation and are not expendable available financial resources.

All trade and tax receivables are shown net of an allowance for uncollectible accounts and estimated refunds due.

3. Property Taxes
Property taxes are levied on the first day of March by the county assessor, and are payable to the county tax collector in two installments. The first installment is due November 1st, and is delinquent on December 10th, the second installment is due February 1st and is delinquent on April 10th.

Taxes become a lien on the property on March 1st, and on the date of transfer of title, and the date of new construction. The minimum property value which is taxed is $2,000; however, tax bills are prepared for properties valued at less than $2,000 if there is a special assessment to be collected.

Article 13A of the California Constitution states, "The maximum amount of any ad valorem tax on real property shall not exceed one percent (1%) of the full cash value of such property. The one percent tax is to be collected by the counties and apportioned according to law to the districts within the counties."
The City has elected under state law (TEETER) to receive all of the annual property assessments in three installments as follows:

December 55%
April 40%
June 5%
100%

4. Prepaid Items
Certain payments to vendors reflect costs applicable to future accounting periods and are recorded as prepaid items in both government-wide and fund financial statements.

5. Restricted Assets
Certain proceeds of revenue bonds, as well as certain resources set aside for their repayment, are classified as restricted assets on the balance sheet because their use is limited by applicable bond covenants.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
38 6. Capital Assets
Capital assets, which include property, plant, equipment and infrastructure assets (e.g. roads, bridges, sidewalks, traffic lights and signals, street lights and similar items), are reported in the applicable governmental columns in the government-wide financial statements. Capital assets are defined by the City as assets with an initial, individual cost of $1,000 for property, plant and equipment and $25,000 for infrastructure. Such assets are recorded at historical cost or estimated historical cost if purchased or constructed. Donated capital assets are recorded at their estimated fair value at the date of donation. The cost of normal maintenance and repairs that do not add to the value of the asset or materially extend assets lives are not capitalized.

Major outlay for capital assets and improvements are capitalized as projects are constructed.

Depreciation is recorded in the in amounts sufficient to relate the cost of the depreciable assets to operations over their estimated service life using the straight-line method. Assets are depreciated from 3 to 50 years.

7. Compensated Absences
It is the City’s policy to permit employees to accumulate earned but unused vacation and sick leave benefits. All vacation and sick leave benefits are accrued as earned by employees. All vacation and sick leave pay is accrued when incurred in the government-wide financial statements. A liability for these amounts is reported in the governmental and proprietary funds.

8. Pensions
For purposes of liability and deferred outflows/inflows of resources related to pensions, and pension expense, information about the fiduciary net position of the City of Riverbank’s California Public Employees’ Retirement System (CalPERS) plans (Plans) and additions to/deductions from the Plans’ fiduciary net position have been determined on the same basis as they are reported by CalPERS. For this purpose, benefit payments (including refunds of employee contributions) are recognized when due and payable in accordance with the benefit terms. Investments are reported at fair value.

9. Long-Term Obligations
In the government-wide financial statements, long-term debt and other long-term obligations are reported as liabilities in the statement of net position. Bond premiums and discounts, as well as issuance costs, are deferred and amortized over the life of the bonds using the straight-line method.

Bonds payable are reported net of the applicable bond premium or discount. Bond issuance costs are reported as deferred charges and amortized over the term of the related debt.

In the fund financial statements, governmental fund types recognize bond premiums and discounts, as well as bond issuance costs, during the current period. The face amount of debt issued is reported as other financing sources. Premiums received on debt issuances are reported as other financing sources while discounts on debt issuances are reported as other financing uses. Issuance costs,

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
39 9. Long-Term Obligations (continued)
whether or not withheld from the actual debt proceeds received, are reported as debt service expenditures.

10. Net Position and Fund Equity
In the government-wide financial statements, net position are reported in three categories: net position invested in capital assets, net of related debt; restricted net position and unrestricted net position. Restricted net position represent net position restricted by parties outside the City (such as creditors, grantors, contributors, laws and regulations of other governments) and include unspent proceeds of bonds issued to acquire or construct capital assets. The City’s other restricted net position are temporarily restricted (ultimately expendable assets). All other net position are considered unrestricted.

In the fund financial statements, fund balance is reported in classifications that comprise a hierarchy based on the extent to which the City is bound to honor constraints on the specific purposes for which amounts in those funds can be spent. The classifications of fund balance are Non-spendable, Restricted, Committed, Assigned, and Unassigned. Non-spendable and Restricted fund balances represent the restricted classifications, and Committed, Assigned, and Unassigned represent the unrestricted classifications.
 Non-spendable fund balance includes amounts that cannot be spent because either 1) it is not in a spendable form, such as inventory or prepaid items or 2) legally or contractually required to be maintained intact.
 Restricted fund balance includes amounts that are constrained for specific purposes which are externally (outside the City) imposed by creditors, grantors, contributors, laws and regulations of other governments, or laws through constitutional provisions or enabling legislation.
 Committed fund balance includes amounts that are constrained for specified purpose that are internally imposed by the government through formal action of the highest level of decision making authority and does not lapse at year-end.
 Assigned fund balance represents limitations imposed by management.  Unassigned fund balance represents the residual net resources in excess of the other classifications. The General Fund is the only fund that can report a positive unassigned fund balance and any governmental fund can report a negative unassigned fund balance.

When both restricted and unrestricted resources are available for specific expenditures, restricted resources are considered spent before unrestricted resources, unless there are legal documents/contracts that prohibit doing this, such as a grant agreement requiring dollar for dollar spending. Within unrestricted resources, committed and assigned are considered spent (if available) before unassigned amounts.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
40 10. Net Position and Fund Equity - continued
As of June 30, 2022, the fund balance details by classification are listed below:

Total
Successor System Other Governmental
General CDBG RDA Development Funds Funds
Fund Balances:

Nonspendable: 252,286 252,286
Restricted:

Housing 11,323,398 3,203,071 14,526,469
System Development 7,313,739 7,313,739
Committed To:

Assigned To:

Community Development 2,327,324 2,327,324
Riverbank Donations 6,137 6,137
Landscaping 197,404 197,404
Public Works 2,848,614 2,848,614
Public Safety 258,151 258,151
Self Insurance 560,470 560,470
Other Purposes 3,078,300 3,078,300
Unassigned: 391,026) 10,544,929 ( 10,153,903
Total Fund Balances 11,323,398 10,544,929 3,203,071 7,566,025 8,885,374 41,522,797

11. Use of Estimates
The preparation of financial statements in conformity with generally accepted accounting principals requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates.

II. STEWARDSHIP, COMPLIANCE AND ACCOUNTABILITY
A. Budgetary Information
The City Council is required to adopt an annual budget resolution by July 1 of each fiscal year for the general fund, and special revenue, capital projects, debt service, and enterprise funds. These budgets are adopted and presented for reporting purposes on a basis consistent with generally accepted accounting principles.

The appropriated budget is prepared by fund, function, and department. The legal level of budgetary control (i.e., the level at which expenditures may not legally exceed appropriations) is the department level. The council made several supplemental budgetary appropriations throughout the year.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
41 B. Excess of Expenditures over Appropriations
For the year ended June 30, 2022, expenditures exceeded appropriations in several department as follows:

General Fund:

Animal Control 12,005
Park Maintenance 34,171
Building Department 41,363

The General funds over-expenditures were funded through the reserves of the General Fund.

III. DETAILED NOTES ON ALL FUNDS
A. Cash And Investments
Cash and investments as of June 30, 2022 are classified in the accompanying financial statements as follows:

Cash on hand 710
Deposits with financial institutions 45,559,026 Investments in LAIF 5,871,581 Total cash and investments 51,431,317
Cash and investments as of June 30, 2022 consist of the following:

Cash and investments 47,093,791
Cash and investments held by bond trustee 4,337,526
Total cash and investments 51,431,317

Investments Authorized by the City’s Investment Policy
The City’s investment policy authorizes investment in the local government investment pool administered by the State of California (LAIF). The City’s investment policy also authorizes cash to be invested in Certificates of Deposits, Money Market Mutual Funds, Bankers Acceptances, Repurchase Agreements, Passbook Savings Demand Deposits, and High Grade Commercial Paper.

The City’s investment policy does not contain any specific provisions intended to limit the City’s exposure to interest rate risk, credit risk, and concentration of credit risk.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
42 A. Cash And Investments (continued)
Disclosures Relating to Interest Rate Risk
Interest rate risk is the risk that changes in market interest rates will adversely affect the fair value of an investment. Generally, the longer the maturity of an investment, the greater the sensitivity of its fair value to changes in market interest rates. As of year-end, the weighted average maturity of the investments contained in the LAIF investment pool is approximately 9.41 months.

Maturity Date
State investment pool 5,871,581 9.41 months average maturity Disclosures Relating to Credit Risk
Generally, credit risk is the risk that an issuer of an investment will not fulfill its obligation to the holder of the investment. This is measured by the assignment of a rating by a nationally recognized statistical rating organization. LAIF does not have a rating provided by a nationally recognized statistical rating organization.

Concentration of Credit Risk
The investment policy of the City contains no limitations on the amount that can be invested in any one issuer beyond that stipulated by the California Government Code.

Custodial Credit Risk
Custodial credit risk for deposits is the risk that, in the event of the failure of a depository financial institution, a government will not be able to recover its deposits or will not be able to recover collateral securities that are in the possession of an outside party. The California Government Code and the City’s investment policy do not contain legal or policy requirements that would limit the exposure to custodial credit risk for deposits, other than the following provision for deposits: The California Government Code requires that a financial institution secure deposits made by state or local governmental units by pledging securities in an undivided collateral pool held by a depository regulated under state law (unless so waived by the governmental unit). The market value of the pledged securities in the collateral pool must equal at least 110% of the total amount deposited by the public agencies. California law also allows financial institutions to secure City deposits by pledging first trust deed mortgage notes having a value of 150% of the secured public deposits.

The custodial credit risk for investments is the risk that, in the event of the failure of the counterparty (e.g., broker-dealer) to a transaction, a government will not be able to recover the value of its investment or collateral securities that are in the possession of another party. The California Government Code and the City’s investment policy do not contain legal or policy requirements that would limit the exposure to custodial credit risk for investments.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
43 Custodial Credit Risk (continued)
With respect to investments, custodial credit risk generally applies only to direct investments in marketable securities. Custodial credit risk does not apply to a local government’s indirect investment in securities through the use of mutual funds or government investment pools (such as LAIF).

Investment in State Investment Pool
The City is a voluntary participant in the Local Agency Investment Fund (LAIF) that is regulated by the California Government Code under the oversight of the Treasurer of the State of California. The fair value of the City’s investment in this pool is reported in the accompanying financial statements at amounts based upon the City’s pro-rata share of the fair value provided by LAIF for the entire LAIF portfolio (in relation to the amortized cost of that portfolio). The balance available for withdrawal is based on the accounting records maintained by LAIF, which are recorded on an amortized cost basis.

Cash with Fiscal Agent
The City maintains cash and investments which are restricted under the terms of various debt agreements. The money is included in the City’s pooled cash and investment program. Restricted cash and investments as of June 30, 2022 is $4,337,526.

Deferred Compensation Plan
The City offers its employees a deferred compensation plan created in accordance with Internal Revenue Code Section 457. The City deposits deferred compensation plan assets with the California Public Employees Retirement System (PERS). Federal legislation requires that the assets of such plans be held in trust for the exclusive benefit of the plan participants and their beneficiaries. PERS act as the trustees for the plan assets and the City is considered to have limited fiduciary responsibility for the plan assets. As such, the City does not report the deferred compensation plan assets on its financial statements.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
44 B. Accounts Receivable
Receivables at June 30, 2022 for the City’s individual major funds and non-major funds in the aggregate, including applicable allowances for uncollectible accounts, are as follows.

All receivables are expected to be collected within one year.

System
General CDBG Development
Governmental Activities:

Interest 1,861 385 2,388 Utility Billing 626,361 0 0 Other 541,589 0 0 Total 1,169,811 385 2,388 Successor RDA Nonmajor LMI Housing Governmental Total
Governmental Activities:

Interest 98 2,386 7,118 Utility Billing 0 0 626,361 Other 0 376,854 918,443 Total 98 379,240 1,551,922 Local Community Redevelop.

Water Sewer Center Authority Total
Business-Type Activities:

Utility Billings 655,561 970,945 0 0 1,626,506 Interest 2,646 1,226 0 0 3,872 Other 1,644 775,249 0 807,132 1,584,025 Total 659,851 1,747,420 0 807,132 3,214,403 C. Notes Receivable
The City is the recipient of Community Development Block Grant and Home Program Funds. The Funds are provided to use for housing and business loans to qualified recipients at various below market interest rates ranging from 0 to 4%. The terms of the loans range between fifteen and thirty years. All loans are secured by deeds of trust. The amount outstanding as of June 30, 2022 is $9,924,935.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
45 D. Interfund Receivables and Payables
Interfund receivable/payable balances at June 30, 2022 consist of the following:
 The Sewer Fund borrowed $396,000 from the Streets/PW System Development Fee Fund in accordance with Resolution 2011-021. The Sewer Fund will reimburse funds from future sewer fees collected. The balance as of June 30, 2022 was $252,286.

E. Capital Assets
Capital asset activity for the year ended June 30, 2022 was as follows:

Beginning Balance Increases Decreases Ending Balance
Governmental Activities
Capital assets not being depreciated:

Land 3,957,541 625,324 0 4,582,865 Construction in progress 1,192,313 1,429,741 388,416) ( 2,233,638 Total capital assets not being depreciated 2,055,065 5,149,854 388,416) ( 6,816,503 Capital assets being depreciated:

Infrastructure 1,021,795 79,548,921 0 80,570,716
Land Improvements 0 16,649,403 0 16,649,403 Equipment And Vehicles 6,435,776 465,806 0 6,901,582 Building And Improvements 5,964,362 0 614,259 6,578,621 Total capital assets being depreciated 108,598,462 2,101,860 0 110,700,322 Less accumulated depreciation for:

Infrastructure ( 1,718,125) 48,900,002) ( 0 50,618,127) ( Land Improvements ( 405,400) 5,584,856) ( 0 5,990,256) ( Equipment And Vehicles 4,971,656) ( 172,315) ( 0 5,143,971) ( Building And Improvements 2,679,220) ( 186,384) ( 0 2,865,604) ( Total accumulated depreciation 62,135,734) ( 2,482,224) ( 0 64,617,958) ( Net capital assets being depreciated 46,462,728 380,364) ( 0 46,082,364 Total net capital assets - Governmental Activities 1,674,701 51,612,582 388,416) ( 52,898,867 Depreciation was charged to functions/programs of the primary government as follows:

Government Activities:

Public Works 2,482,224
Total Depreciation expense – Government activities 2,482,224

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
46 E. Capital Assets (continued)
Beginning
Balance Increases Decreases
Ending
Balance
Business-type Activities
Capital assets not being depreciated:

Land 2,425,075 0 0 2,425,075 Construction in progress 4,133,353 1,802,181 71,162) ( 5,864,372 Total capital assets not being depreciated 1,802,181 6,558,428 71,162) ( 8,289,447 Capital assets being depreciated:

Equipment And Vehicles 17,830,586 185,952 913,785) ( 17,102,753 Building And Improvements 17,292,897 226,523 0 17,519,420 Total capital assets being
depreciated 412,475 35,123,483 913,785) ( 34,622,173 Less accumulated depreciation for:

Equipment And Vehicles 10,108,311) ( 655,899) ( 793,791 9,970,419) ( Building And Improvements 5,577,454) ( 463,482) ( 0 6,040,936) ( Total accumulated depreciation 15,685,765) ( 1,119,381) ( 793,791 16,011,355) ( Net capital assets being depreciated 19,437,718 706,906) ( 119,994) ( 18,610,818 Total net capital assets - business-type activities 25,996,146 1,095,275 191,156) ( 26,900,265 Business- Type Activities:

Water 395,503
Sewer 588,105
Ammo Plant 134,056
Community Center 1,717
Total Depreciation expense – Business-Type Activities 1,119,381 F. Transfers
Interfund transfers for the year ended June 30, 2022 consisted of the following amounts:

Transfers Transfers
Fund In Out
General Fund 2,712,973 778,209
CDBG 0 0
System Development 0 24,400 Nonmajor Governmental 745,565 494,365 Proprietary 2,424,162 4,083,326 Total 5,631,500 5,631,500

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
47 G. Payables And Other Liabilities
Payables at June 30, 2022 for the City’s individual major funds and non-major funds in the aggregate are as follows:

System
General CDBG Development
Governmental Activities
Vendors 1,113,113 1,145 248,477 Salaries and Benefits 0 0 0 Total 1,113,113 1,145 248,477 Successor RDA Nonmajor LMI Housing Governmental Total
Governmental Activities
Vendors 0 239,321 1,602,056 Salaries and Benefits 0 0 0 Total 0 239,321 1,602,056 Local Community Redevelop.

Water Sewer Center Authority Total
Business-Type Activities
Vendors 56,791 1,342,073 12,875 686,051 2,097,790
Salaries and Benefits 5,187 19,940 1,077 4,157 30,361 Total 61,978 1,362,013 13,952 690,208 2,128,151 H. Long-Term Debt
Business-Type Activities:

On January 23, 2014 the City of Riverbank received a private placement $5,742,715 waste water revenue loan from Municipal Finance Corporation. This loan was obtained for two purposes: (1) $4,031,770 was received in order to provide financing for the acquisition and construction of energy efficient improvements to the City’s existing Wastewater System and includes the removal of existing aerators in ponds T-1 and T-2 to be replaced with three new blowers, and all design, hydrology, engineering and related costs, and (2) $1,710,945 in funds were received in order to fund the redemption prior to maturity of the 2005 Refunding Revenue Bonds, Series A (Wastewater

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
48 H. Long-Term Debt (continued)
Project) issued on February 3, 2005 in the original principal amount of $4,475,000 and which had currently outstanding principal in the amount of $2,075,000. The amount was paid off in September 10, 2014.

Refinancing of Sewer Bond is due in bi-annual installments of $153,784, interest not more than

2.38% per annum payable on February 1 and August 1 through 2019. Loan proceeds were used to finance the Waste Treatment Construction Project. Loan payable outstanding at June 30, 2022 is $0.00
2013 Sewer Loan is due in bi-annual installments of $167,890, interest not more than 2.38% per annum payable on February 1 and August 1 through 2029. Loan proceeds were used to finance the Waste Treatment Construction Project. Loan payable outstanding at June 30, 2022 is $2,311,033.

The annual debt service requirements to maturity are as follows:

Year Ending
June 30
Principal Interest
2023 253,041 82,739 2024 262,439 73,342
2025 272,186 63,595
2026 282,294 53,486
2027 292,778 41,002
2028-2030 948,295 61,048
Total 2,311,033 375,212
Loans Payable

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
49 H. Long-Term Debt (continued)
The City entered into a Master Governmental Lease Purchase agreement with Wells Fargo Banks to update the city’s water meters on December 15, 2015. The agreed finance amount of $4,054,224 is due in 24 semiannual installments of $193,469.62, interest at 2.23% per annum payable in June and December through 2027. Proceeds from the lease are being used for the replacement of the city’s water meters. Lease payable outstanding at June 30, 2022 is $1,992,410.

The annual debt service requirements to maturity are as follows:

Year Ending
June 30
Principal Interest
2023 344,418 42,521 2024 352,141 34,798
2025 360,038 26,901
2026 368,111 18,828
2027 376,366 10,573
2028 191,336 2,133 Total 1,992,410 135,754
Loans Payable
The City entered into a Wastewater Revenue Installment Sale Agreement with SAMCO Capital Markets Inc., on May 12, 2022 for energy efficiency projects relating to the Wastewater System. The agreed finance amount of $4,435,000 is due in 40 semiannual installments, interest at 3.85% per annum payable in August and February through 2042. The funds were split between the water and sewer funds. Lease payables outstanding at June 30, 2022 $3,853,784 (sewer) and $581,216 (water).

Year Ending
June 30
Principal Interest
2023 - 106,744 2024 - 148,371
2025 139,032 145,694
2026 147,721 140,174
2027 152,066 134,403
2028-2032 851,569 577,926
2033-2037 1,029,703 397,189
2038-2042 1,533,693 184,083 Total 3,853,784 1,834,586
Loans Payable

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
50 H. Long-Term Debt (continued)
Year Ending
June 30
Principal Interest
2023 - 16,099 2024 - 22,377
2025 20,968 21,973
2026 22,279 21,141
2027 22,934 20,270
2028-2032 128,431 87,161
2033-2037 155,297 59,903
2038-2042 231,307 27,763 Total 581,216 276,687
Loans Payable
The following is a summary of changes in the City’s long-term debt and other long-term liabilities during the year ended June 30, 2022.

Beginning Ending Due Within
Balance Additions Deductions Balance One Year
Govermental-Type Activities:

Compensated Absences 277,989 265,215 277,776) ( 265,428 26,518 Long-term liabilities of Govermental-Type Activities: 277,989 265,215 277,776) ( 265,428 26,518 The following is a summary of changes in the City’s Proprietary Funds long-term debt, including compensated absences, during the year ended June 30, 2022.

Beginning Ending Due Within
Balance Additions Deductions Balance One Year
Business-Type Activities:

Loan Payable Wastewater Ref 2,555,013 0 243,980) ( 2,311,033 253,041 Loan Payable SRF 63,887 0 63,887) ( 0 0 Loan Payable Energy Project 0 3,853,784 0 3,853,784 0 Water Meter Lease 2,329,274 0 336,861) ( 1,992,413 344,418 Loan Payable Well #6 0 581,216 0 581,216 0 Compensated Absences 81,003 65,183 81,004) ( 65,182 6,518 Long-term liabilities of Business-Type Activities: 5,029,177 4,500,183 725,732) ( 8,803,628 603,977 Total long-term liabilities 5,307,166 4,765,398 1,003,508) ( 9,069,056 630,495

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
51 H. Long-Term Debt (continued)
The annual debt service requirements for the City’s Proprietary Funds to maturity are as follows:

Principal Interest Debt Service
2023 597,459 248,103 845,562 2024 614,580 278,888 893,468 2025 792,224 258,163 1,050,387 2026 820,405 233,629 1,054,034 2027 844,144 206,248 1,050,392
2028-2032 2,119,631 728,268 2,847,899
2033-2037 1,185,000 1,089,606 2,274,606
2038-2042 1,765,000 1,765,000 3,530,000 Total 8,738,443 4,807,905 13,546,348 I. Evaluation of Subsequent Events
The City has evaluated subsequent events through June 20, 2024, the date which the financial statements were available to be issued.

IV. OTHER INFORMATION
A. Risk Management
The City of Riverbank participates with other public entities in a joint exercise of powers agreement, which establishes the Central San Joaquin Valley Risk Management Authority (CSJVRMA). The relationship between the City and CSJVRMA is such that CSJVRMA is not a component unit of the City for financial reporting purposes.

The City is covered for the first $1,000,000 of each general liability claim and $250,000 of each workers’ compensation claim through the CSJVRMA. The City has the right to receive dividends or the obligation to pay assessments based on a formula which, among other expenses, charges the City’s account for liability losses under $10,000 and workers’ compensation losses under $10,000.

The CSJVRMA participates in an excess pool which provides general liability coverage from $1,000,000 to $10,000,000. The CSJVRMA participates in an excess pool that provides workers’ compensation coverage from $250,000 to $500,000 and purchases excess insurance above the $500,000 to the statutory limit. The CSJVRMA is a consortium of fifty-four (54) cities in San Joaquin Valley, California. It was established under the provisions of California Government Code Section 6500 et seq. The CSJVRMA is governed by a Board of Directors, which meets 3-4 times per year, consisting of one member appointed by each member city. The day-to-day business is handled by a management group employed by the CSJVRMA.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
52 A. Risk Management (continued)
The financial position and results of operations for the CSJVRMA, as of June 30, 2022, are presented below:

Total Assets 150,837,823 Total Liabilities 118,663,929 Total Net Assets 32,173,894 Total Liabilities & Net Assets 150,837,823 Total Revenues for Year 58,911,480 Total Expenses for Year 47,584,363 Net Income(Loss) for Year 11,327,117 At the termination of the joint powers agreement and after all claims have been settled, any excess deficit will be divided among the cities in accordance with its governing documents.

B. Commitments and Contingencies
The City of Riverbank is a party in various lawsuits. Although the outcome of these lawsuits is not presently determinable, it is the opinion of the City's counsel that resolution of these matters will not have a material adverse effect on the financial condition of the City.

C. Employee Retirement Systems and Plans
The City contributes to the California Public Employees’ Retirement System (PERS), an agent multiple-employer public employee defined benefit pension plan. PERS provides retirement and disability benefits, annual cost-of-living adjustments, and death benefits to plan members and beneficiaries. PERS acts as a common investment and administrative agent for participating public entities within the State of California. Benefit provisions and all other requirements are established by state statute and city ordinance. Copies of PERS’ annual financial report may be obtained from their Executive Office – 400 P Street – Sacramento CA 95814.

Benefits Provided – CalPERS provides service retirement and disability benefits, annual cost of living adjustments and death benefits to plan members, who must be public employees and beneficiaries. Benefits are based on years of credited service, equal to one year of full-time employment. Members with five years of total service are eligible to retire at age 50 with statutorily reduced benefits. All members are eligible for non-duty disability benefits after 10 years of service.

The death benefit is one of the following: the Basic Death Benefit, the 1957 Survivor Benefit, or the Optional Settlement 2W Death Benefit. The cost of living adjustments for each plan are applied as specified by the Public Employees’ Retirement Law.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
53 C. Employee Retirement Systems and Plans (continued) The Plans’ provisions and benefits in effect as of June 30, 2018, are summarized as follows:

Miscellaneous
Hire date
Prior to April 1,
2011
On or After
April 1, 2011
On or After
January 1, 2013
Benefit formula 2% @ 55 2% @ 60 2% @ 62
Benefit vesting schedule 5 Years 5 Years 5 Years
Benefit payments Monthly for life Monthly for life Monthly for life Retirement age 50 50 52 Monthly benefits, as of % of eligible compensation Up to 2% Up to 2% Up to 2% Required employee contribution rates 7.00% 7.00% 6.25%
Required employer contribution rates 13.578% 8.005% 6.25% Safety
Hire date
Prior to April 1,
2011
On or After
April 1, 2011
On or After
January 1, 2013
Benefit formula 2% @ 55 2% @ 55 N/A
Benefit vesting schedule 5 Years 5 Years N/A
Benefit payments Monthly for life Monthly for life N/A
Retirement age 50 50 N/A
Monthly benefits, as of % of eligible compensation Up to 2% Up to 2% N/A Required employee contribution rates 6.25%
Required employer contribution rates 6.25%
Contributions – Section 20814(c) of the California Public Employees’ Retirement Law requires that the employer contributions rates for all public employees be determined on an annual basis by the actuary and shall be effective on the July 1 following notice of a change in the rate. Funding contributions for both Plans are determined annually on an actuarial basis as of June 30 by CalPERS.

The actuarially determined rate is the estimated amount necessary to finance the costs of benefits earned by employees during that year, with an additional amount to finance any unfunded accrued liability. The Local Government is required to contribute the difference between actuarially determined rate and the contribution rate of employees.

In February 2011, the City Council adopted a new tier which became effective in April 2011.

Effective January 1, 2013, the Public Employees’ Pension Reform Act (PEPRA) implemented new benefit formulas, final compensation period, and new contribution requirements for new employees hired on or after January 1, 2013, who meet the definition of new member as per PEPRA.

Participants are required to contribute 7% (9% for public-safety employees) of their annual covered salary for Tier 1 and Tier 2. The participants that qualify under Tier 3 are required to contribute

6.25% of their annual covered salary. The City makes no required contribution on behalf of the City employees. The contribution requirements of plan members and the City are established and may be amended by PERS. The City is required to contribute at an actuarially determined rate. PERS has determined that because of past funding and investment earnings, current employer contributions are

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
54 C. Employee Retirement Systems and Plans (continued) not required for the public-safety employees of the City. The current rates are 13.578% (first-tier) and 8.005% (second-tier) for non-safety employees, of annual covered payroll.

For the year ended June 30, 2022, the contribution recognized as part of pension expense for each Plan were as follows:

Miscellaneous
Contributions - employer 332,942 $
Contributions - employee (paid by employer) -
Pension Liabilities, Pension Expenses and Deferred Outflows/Inflows of Resources Related to Pensions
As of June 30, 2022, the Local Government reported net pension liabilities for its proportionate shares of the net pension liability of each Plan as follows:

Proportionate Share
of Net Pension Liability
Miscellaneous 3,703,525 $
Safety 719,212 Total Net Pension Liability 4,422,737 $
The Local Government’s net pension liability for each Plan is measured as the proportionate share of the net pension liability. The net pension liability of each of the Plans is measured as of June 30, 2209, and the total pension liability for each Plan used to calculate the net pension liability was determined by an actuarial valuation as of June 30, 2020 rolled forward to June 30, 2021 using standard update procedures. The Local Government’s proportion of the net pension liability was based on a projection of the Local Government’s long-term share of contributions to the pension plans relative to the projected contributions of all participating employers, actuarially determined.

The Local Government’s proportionate share of the net pension liability for each Plan as of June 30, 2021 and 2022 was as follows:

Miscellaneous Safety Total
Proportion - June 30, 2021 0.15061% 0.01573% 0.06802%
Proportion - June 30, 2022 0.19505% 0.02049% 0.08178%
Change - Increase/(Decrease) 0.04444% 0.00476% 0.01376%

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
55 C. Employee Retirement Systems and Plans (continued) At June 30, 2022, the Local Government reported deferred outflows of resources and deferred inflows of resources related to pensions from the following sources:

Deferred Outflows Deferred Inflows
of Resources of Resources
Changes in assumptions 0 $ 0 $
Differences between actual and expected experience 538,187 0 Differences between projected & actual investment earnings 0 3,661,051 Difference between employer's contribution and proportionate share of contributions 0 945,100 Changes in employer's proportion 164,576 1,846 Penstion contributions made subsequent to measurement date 332,942 0 Total 1,035,705 $ 4,607,997 $ $332,942 reported as deferred outflows of resources related to contributions subsequent to the measurement date will be recognized as a reduction of the net pension liability in the year ended June 30, 2022. Other amounts reported as deferred outflows of resources and deferred inflows of resources related to pensions will be recognized as pension expense as follows:

Miscellaneous Safety Total
2023 (888,878) $ (128,181) $ (1,017,059) $
2024 (834,529) (118,821) (953,350) 2025 (810,364) (113,232) (923,596) 2026 (893,429) (117,799) (1,011,228) 2027 - - - Thereafter - - - Total (3,427,200) $ (478,033) $ (3,905,233) $

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
56 C. Employee Retirement Systems and Plans (continued) Actuarial Assumptions – The total pension liabilities was determined by rolling forward the total pension liability determined in the June 30, 2020 actuarial accounting valuations to June 30, 2021.

The June 30, 2021, total pension liability was based on the following actuarial methods and assumptions:

Valuation Date
Measurement Date
Acturarial Cost Method Entry-Age Normal Cost Method
Actuarial Assumptions:

Discount Rate 7.15%
Inflation 2.50%
Salary Increases Varied by Entry Age and Service
Mortality Rate Table Derived using CalPERS' membership data for all funds Post Retirement Benefit Contract COLA up to 2.50% until purchasing power Increase Protection allowance floor on power applies, 2.50% thereafter June 30, 2020
June 30, 2021
The mortality table used was developed based on CalPERS’ specific data. The table includes 15 years of mortality improvements using Society of Actuaries Scale 90% of scale MP 2016. For more details on this table, please refer to the December 2017 experience study report (based on CalPERS demographic data from 1997 to 2015) that can be found on the CalPERS website.

Discount Rate – The discount rate used to measure the total pension liability was 7.15%. The projection of cash flows used to determine the discount rate assumed that contributions from plan members will be made at the current member contribution rates and that contributions from employers will be made at statutorily required rates, actuarially determined. Based on those assumptions, the Plan’s fiduciary net position was projected to be available to make all projected future benefit payments of current plan members. Therefore, the long-term expected rate of return on plan investments was applied to all periods of projected benefit payments to determine the total pension liability.

Long-term Expected Rate of Return – The long-term expected rate of return on pension plan investments was determined using a building-block method in which expected future real rates of return (expected returns, net of pension plan investment expense and inflation) are developed for each major asset class.

In determining the long-term expected rate of return, CalPERS took into account both short-term and long-term market return expectations as well as the expected pension fund (PERF) cash flows.

Using historical returns of all funds’ asset classes, expected compound (geometric) returns were calculated over the short-term (first 10 years) and the long-term (11+ years) using a building-block approach. Using the expected nominal returns for both short-term and long-term, the present value of benefits was calculated for each fund. The expected rate of return was set by calculating the rounded single equivalent expected return that arrived at the same present value of benefits of cash flows as the one calculated using both short-term and long-term returns.

CITY OF RIVERBANK

NOTES TO BASIC FINANCIAL STATEMENTS
JUNE 30, 2022
57 E. Employee Retirement Systems and Plans (Continued) The table below reflects the long-term expected real rate of return by asset class. The rate of return was calculated using the capital market assumptions applied to determine the discount rate and asset allocation. These rates of return are net of administrative expenses.

New Strategic Real Return Real Return
Allocation Years 1 - 10 (2) Years 11+ (3)
Global Equity 50.0% 4.90% 5.98%
Global Fixed Income 28.0% 1.00% 2.62%
Inflation Sensitive 0.0% 0.77% 1.81%
Private Equity 8.0% 6.30% 7.23%
Real Estate 13.0% 3.75% 4.93%
Liquidity 1.0% 0.00% -0.92%
(1) In the System's CAFR, Fixed Income is included in Global Debt Securities; Liquidity is included in Short-term Investments; Inflation Assets are included in both Global Equity Securities and Global Debt Securities.
(2) An expected inflation of 2.00% used for this period. (3) An expected inflation of 2.92% used for this period.

Asset Class(1)
Sensitivity of the Proportionate Share of the Net Pension Liability to Changes in the Discount Rate – The following presents the Local Government’s proportionate share of the net pension liability for each Plan, calculated using the discount rate for each Plan, as well as what the Local Government’s proportionate share of the net pension liability would be if it were calculated using a discount rate that is 1-percentage point lower or 1-percentage point higher than the current rate:

Discount
Rate -1%
Current
Discount Rate
Discount
Rate +1%

6.15% 7.15% 8.15%
Employer's Net Pension Liability/(Asset) - Misc 3,703,525 7,174,535 834,090 Employer's Net Pension Liability/(Asset) - Safety 719,212 1,177,517 342,771 Employer's Net Pension Liability/(Asset) - Total 4,422,737 8,352,052 1,176,861 Pension Plan Fiduciary Net Position – Detailed information about each pension plan’s fiduciary net position is available in the separately issued CalPERS financial reports.

REQUIRED SUPPLEMENTAL FINANCIAL DATA

CITY OF RIVERBANK

SCHEDULE OF THE LOCAL GOVERNMENT'S PROPORTIONATE

SHARE OF THE NET PENSION LIABILITY - MISCELLANOUS
JUNE 30, 2022
2021 2020 2019 2018 2017 2016 2015 2014
Proportion of the net pension liability 0.1317% 0.1318% 0.1331% 0.1336% 0.1409% 0.1318% 13.0600% 0.1405% Proportion share of the net pension liablity 3,703,525 $ 6,352,713 $ 5,810,091 $ 5,347,133 $ 5,477,093 $ 4,701,278 $ 3,583,450 $ 3,472,625 $ Covered - employee payroll 5,756,474 $ 5,475,230 $ 5,203,105 $ 5,048,535 $ 5,116,284 $ 4,877,064 $ 3,144,373 $ 2,982,150 $ Proportionate share of the net pension liability as 64.34% 116.03% 111.67% 105.91% 107.05% 96.40% 113.96% 116.45% percentage of covered-employee payroll
Plan's fiduciary net position 22,585,853 $ 18,574,963 $ 18,123,267 $ 17,224,515 $ 17,085,417 $ 15,339,838 $ 15,484,030 $ 15,376,404 $ Plan fiduciary net position as a percentage of the total pension liability 85.91% 74.52% 75.72% 76.31% 75.72% 76.54% 81.21% 81.58% Notes to Schedule:

Change in assumptions. In 2016, amounts reported as changes in assumptions resulted primarily from adjustments to expected retirement ages of general employees. 58 CITY OF RIVERBANK

SCHEDULE OF THE LOCAL GOVERNMENT'S PROPORTIONATE

SHARE OF THE NET PENSION LIABILITY - SAFETY
JUNE 30, 2022
2021 2020 2019 2018 2017 2016 2015 2014
Proportion of the net pension liability 0.0130% 0.0137% 0.0148% 0.0157% 0.0165% 0.0023% 0.0125% 0.00979% Proportion share of the net pension liablity - $ 647,920 $ 958,143 $ 33,964 $ 856,967 $ 733,043 $ 515,698 $ 367,103 $ Covered - employee payroll 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ Proportionate share of the net pension liability as 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% percentage of covered-employee payroll
Plan's fiduciary net position 0 $ 2,953,382 $ 2,504,280 $ 3,604,897 $ 2,631,925 $ 2,566,219 $ 2,627,253 $ 2,773,359 $ Plan fiduciary net position as a percentage of the total pension liability 78.88% 82.01% 72.33% 99.07% 75.44% 77.78% 83.59% 88.31% Notes to Schedule:

Benefit Changes. In 2016, benefit terms were modified to base public safety employee pensions on a final three-year average salary instead of a final five-year average salary.

Change in assumptions. In 2016, amounts reported as changes in assumptions resulted primarily from adjustments to expected retirement ages of general employees. 59 CITY OF RIVERBANK

SCHEDULE OF CONTRIBUTIONS - MISCELLANEOUS
JUNE 30, 2022
2021 2020 2019 2018 2017 2016 2015 2014
Contractually required contribution (actuarially determined) 2,529,615 $ 2,104,228 $ 1,774,700 $ 1,573,919 $ 1,210,008 $ 1,108,137 $ 409,877 $ 340,922 $ Contributions in relation to the actuarially determined contributions (3,297,415) (2,597,763) (2,110,658) (1,895,296) (1,347,503) (1,162,169) (409,877) (340,922) Contribution deficiency (excess) (767,800) $ (493,535) $ (335,958) $ (321,377) $ (137,495) $ (54,032) $ 0 $ 0 $ Covered - employee payroll 5,756,474 $ 5,475,230 $ 5,203,105 $ 5,048,535 $ 5,116,284 $ 4,877,064 $ 3,144,373 $ 2,982,150 $ Contributions as a percentage of covered-employee payroll 43.94% 38.43% 34.11% 31.18% 23.65% 22.72% 13.04% 11.43% percentage of covered-employee payroll
Notes to Schedule:

Valuation Date: 6/30/2020 6/30/2019 6/30/2018 6/30/2017 6/30/2016 6/30/2015 6/30/2014 6/30/2013 Methods and assumptions used to determine cotnribution rates:

Actuarial Cost Method Entry age
Amortization method Level Percentage of Payroll and Direct Rate Smoothing Asset valuation method Market Value
Inflation 2.50%
Salary increases Varies by Entry Age and Service
Investment rate of return 7.00%, net of pension plan investment and administrative expense, including inflation
60 CITY OF RIVERBANK

SCHEDULE OF CONTRIBUTIONS - SAFETY
JUNE 30, 2022
2021 2020 2019 2018 2017 2016 2015 2014
Contractually required contribution (actuarially determined) 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 241,124 $ Contributions in relation to the actuarially determined contributions 0 0 0 0 0 0 0 (241,124) Contribution deficiency (excess) 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ Covered - employee payroll 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 0 $ 789,451 $ Contributions as a percentage of covered-employee payroll 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 0.00% 30.54% percentage of covered-employee payroll
Notes to Schedule:

Valuation Date: 6/30/2020 6/30/2019 6/30/2018 6/30/2017 6/30/2016 6/30/2015 6/30/2014 6/30/2013 Methods and assumptions used to determine cotnribution rates:

Actuarial Cost Method Entry age
Amortization method Level Percentage of Payroll and Direct Rate Smoothing Asset valuation method Market Value
Inflation 2.50%
Salary increases Varies by Entry Age and Service
Investment rate of return 7.00%, net of pension plan investment and administrative expense, including inflation
61 62

COMBINING FINANCIAL STATEMENTS

NON-MAJOR GOVERNMENTAL FUNDS

SPECIAL REVENUE FUNDS
Gas Tax Fund - To account for state gas tax revenues based on population. The revenues may be expended only for street and road repair, maintenance, design, construction and traffic signal design and installation.

Local Transportation Fund - To account for the City's allocation of local transportation revenues for streets, roads, and sidewalk improvements.

Asset Forfeiture Fund - To account for monies received from asset seizures in the City’s jurisdiction as well as revenues and expenditures from Office of traffic Safety grants awarded for police services
Weed And Rubbish Abatement - To account for weed and rubbish cleanup in the City.

Self-Insurance Reserve - To account for the City’s workers compensation and liability insurance.

Lighting And Landscaping Districts - To account for lighting and landscaping fees collected and the related costs to operate the city’s various districts.

Neighborhood Improvement Fund – To account for monies received from vehicle abatement fees and code enforcement officer costs.

Public Safety Augmentation Fund - To account for monies received through a special sales tax to be spent to sustain the public safety department.

Riverfest Fund - To account for monies received from community for helping citizens during the flood in 2006 and for revenues and expenditures of the Beyond Earth Day event.

Riverbank Donations Fund - To account for donation revenues for City’s improvements.

Cheese and Wine Fund - To account from the revenues and expenditures of the Cheese and Wine event.

Off Street Parking Fund – To account for parking in lieu Fee paid by business in lieu of providing additional onsite parking.

Public Benefit Fund - To account for revenue received from Cannabis Development Agreements.
63 COMBINING FINANCIAL STATEMENTS

NON-MAJOR GOVERNMENTAL FUNDS

CAPITAL PROJECTS FUNDS

CFD 2016-1 - To account for developer’s assessments for Consolidated Fire District Quimby Fees Fund - To account for park impact fees collected to mitigate additional city costs due to new construction.

Railroad Crossing Fund - To account for revenues to upgrade the Terminal and Townsend street railroad crossing.

Crossroads Development Fund – To account for the fees collected from developers for the Crossroads Specific Plan.

Storm Drain Fund - To account for storm drain revenues.

Facility Improvement Fund - To account for fees collected from facility rentals for future improvements.

Measure L Fund - To account for revenues from the Stanislaus County Measure L transportation Tax initiative.

CITY OF RIVERBANK

COMBINING BALANCE SHEET

NONMAJOR GOVERNMENTAL FUNDS
JUNE 30, 2022
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Local Asset Weed And SelfTrans- Cheese Riverbank Forfeit- Rubbish Insurance Gas Tax portation And Wine Donations ture Abatement Reserve Fund Fund Fund Fund Fund Fund Fund
Assets
Cash And Investments 234,541 73,468) ( 950 6,137 25,547 50,484 560,249 Accounts Receivable 48,770 628 0 0 0 94 221
Loans Receivable 0 0 0 0 0 0 0
Prepaid Expense 0 0 0 0 0 0 0
Due From Other Funds 0 0 0 0 0 0 0
Total Assets 283,311 72,840) ( 950 6,137 25,547 50,578 560,470 Liabilities And Fund Balances
Liabilities
Accounts Payable 47,255 0 29 0 0 0 0
Compensated Absences 19,692 0 0 0 0 0 0
Other Liabilities 14,286 0 0 0 0 0 0
Due To Other Funds 0 0 0 0 0 0 0
Total Liabilities 81,233 0 29 0 0 0 0
Fund Balances
Nonspendable 0 0 0 0 0 0 0
Restricted 0 0 0 0 0 0 0
Committed 0 0 0 0 0 0 0
Assigned 202,078 0 921 6,137 25,547 50,578 560,470
Unassigned 72,840) 0 ( 0 0 0 0 0
Total Fund Balances 202,078 72,840) ( 921 6,137 25,547 50,578 560,470 Total Liabilities
And Fund Balances 283,311 72,840) ( 950 6,137 25,547 50,578 560,470 Special Revenue
64 Lighting Neighbor- Public Non-Major
And Land- Hood Safety Aug- Off-Street Public CARES Special scaping Improvement mentation Parking Riverfest State Benefit ACT Revenue Fund Fund Fund Fund Fund Grants Fund Fund Total
5,909 178,414 0 55,380 3,703 236,906) ( 1,418,784 0 2,229,724 5,809 4,889 0 87 0 34,918 34,854 0 130,270
0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0
11,718 183,303 0 55,467 3,703 201,988) ( 1,453,638 0 2,359,994 1,649 36,477 0 0 0 2,854 735 0 88,999
2,961 0 0 0 0 0 0 0 22,653
6,034 0 0 0 0 0 0 0 20,320
0 0 0 0 0 0 0 0 0
10,644 36,477 0 0 0 2,854 735 0 131,972
0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0
1,074 146,826 0 55,467 3,703 0 1,452,903 0 2,505,704
0 0 0 0 0 204,842) ( 0 0 277,682) (
1,074 146,826 0 55,467 3,703 204,842) ( 1,452,903 0 2,228,022 11,718 183,303 0 55,467 3,703 201,988) ( 1,453,638 0 2,359,994 Special Revenue
65 CITY OF RIVERBANK

COMBINING BALANCE SHEET

NONMAJOR GOVERNMENTAL FUNDS
JUNE 30, 2022
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Facility Railroad CFD Transitional
Improvement Quimby Crossing 2016-1 Housing
Fund Fees Fund Fund Fund
Assets
Cash And Investments 9,916 216,173 185,399 258,604 2,000,000 Accounts Receivable 0 0 0 0 0
Loans Receivable 0 0 0 0 0
Prepaid Expense 0 0 0 0 0
Due From Other Funds 0 0 0 0 0
Total Assets 216,173 9,916 185,399 258,604 2,000,000
Liabilities And Fund Balances
Liabilities
Accounts Payable 0 0 0 1,527 0
Compensated Absences 0 0 0 0 0
Other Liabilities 0 0 0 0 0
Due To Other Funds 0 0 0 0 0
Total Liabilities 0 0 0 1,527 0
Fund Balances
Nonspendable 0 0 0 0 0
Restricted 0 0 0 0 0
Committed 0 0 0 0 0
Assigned 9,916 216,173 185,399 257,077 2,000,000
Unassigned 0 0 0 0 0
Total Fund Balances 216,173 9,916 185,399 257,077 2,000,000 Total Liabilities
And Fund Balances 216,173 9,916 185,399 258,604 2,000,000 Capital Projects
66 Crossroads Non-Major
Measure Devel- Special Storm Capital
L ESG opment Projects Drain ARPA Projects
Fund Fund Fund Fund Fund Fund Total 2022 2021
106,138) 2,835,075 ( 873,796 270,759 175,444 2,064,770 8,783,798 11,013,522 6,990,104 0 243,080 252 6,562 170 0 250,064 380,334 402,915
0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0
106,138) 3,078,155 ( 874,048 277,321 175,614 2,064,770 9,033,862 11,393,856 7,393,019 2,156 80,869 5,417 53,852 7,667 0 151,488 240,487 178,020 0 0 0 0 0 0 0 22,653 22,015
0 0 1,166) ( 156,368 0 2,069,820 2,225,022 2,245,342 84,510 0 0 0 0 0 0 0 0 0
2,156 80,869 4,251 210,220 7,667 2,069,820 2,376,510 2,508,482 284,545 0 0 0 - 0 0 0 0 0
0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0
0 869,797 2,997,286 67,101 167,947 0 6,770,696 9,276,400 7,150,946 0 (108,294) 0 0 0 5,050) ( 113,344) ( 391,026) ( 42,472) ( 108,294) 2,997,286 ( 869,797 67,101 167,947 5,050) ( 6,657,352 8,885,374 7,108,474 106,138) 3,078,155 ( 874,048 277,321 175,614 2,064,770 9,033,862 11,393,856 7,393,019 Totals
Capital Projects
67 CITY OF RIVERBANK

COMBINING STATEMENT OF REVENUES, EXPENDITURES,

AND CHANGES IN FUND BALANCE

NONMAJOR GOVERNMENTAL FUNDS
FOR THE YEAR ENDED JUNE 30, 2022
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Local Asset
Trans- Cheese Riverbank ForfeitGas Tax portation And Wine Donations ture Fund Fund Fund Fund Fund
Revenues
Investment Earnings 757 1,288 0 0 0
Intergovernmental 1,101,698 22,626 0 0 0
Other Taxes 0 0 0 0 0
Impact Fees 0 0 0 0 0
Licenses And Permits 0 0 0 0 0
Service Charges And Miscellaneous 23,019 0 30,668 1,492 5,350 Total Revenues 1,125,474 23,914 30,668 1,492 5,350
Expenditures
General Government 0 0 0 0 0
Public Safety 0 0 0 0 0
Public Works 901,546 62,973 0 0 0
Community Development 0 0 0 0 0
Culture And Leisure 0 0 31,343 0 0
Capital Outlay 893,156 0 0 0 0
Total Expenditures 1,794,702 62,973 31,343 0 0
Excess(Deficiency) Of Revenues
Over Expenditures ( 39,059) 669,228) ( 675) ( 1,492 5,350 Other Financing Sources (Uses)
Operating Transfers In 371,339 0 0 0 0
Operating Transfers Out ( 0 91,666) 0 0 0
Total Other Financing Sources (Uses) 279,673 0 0 0 0
Net Change In Fund Balances 389,555) ( 39,059) ( 675) ( 1,492 5,350 Fund Balance - Beginning 591,633 33,781) ( 1,596 4,645 20,197 Fund Balance - Ending 202,078 72,840) ( 921 6,137 25,547 Special Revenue
68 Weed And Self- Lighting Neighbor- Public Non-Major
Rubbish Insurance And Land- Hood Safety Aug- Off-Street Special Abatement Reserve scaping Improvement mentation Parking Riverfest State Revenue Fund Fund Fund Fund Fund Fund Fund Grants Total
457 191 1,356 0 0 177 0 0 4,226
0 0 0 17,264 164,114 0 0 170,368 1,476,070
0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0
0 0 0 0 0 0 0 0 0
626,875 1,476 390,628 35,778 0 0 0 0 1,115,286
627,332 1,667 391,984 53,042 164,114 177 0 170,368 2,595,582 646,933 0 0 0 0 0 0 0 646,933
0 0 0 168,415 0 0 0 0 168,415
0 3,966 0 0 0 0 0 0 968,485
0 0 379,412 0 0 0 0 168,586 547,998
0 0 0 0 0 0 0 0 31,343
9,129 0 0 0 0 0 0 206,261 1,108,546
656,062 3,966 379,412 168,415 0 0 0 374,847 3,471,720
( 28,730) 2,299) ( 12,572 115,373) ( 164,114 177 0 204,479) ( 876,138) ( 0 0 1,826 121,200 0 0 0 0 494,365
0 0 79,467) ( 0 175,874) ( 0 0 0 347,007) (
0 0 77,641) ( 121,200 175,874) ( 0 0 0 147,358
( 28,730) 2,299) ( 65,069) ( 5,827 11,760) ( 177 0 204,479) ( 524,301) ( 589,200 52,877 211,895 4,753) ( 11,760 55,290 3,703 363) ( 1,504,262 560,470 50,578 146,826 1,074 0 55,467 3,703 204,842) ( 979,961 Special Revenue
69 CITY OF RIVERBANK

COMBINING STATEMENT OF REVENUES, EXPENDITURES,

AND CHANGES IN FUND BALANCE

NONMAJOR GOVERNMENTAL FUNDS
FOR THE YEAR ENDED JUNE 30, 2022
CARES Public Facility Railroad
ACT Benefit Improvement Quimby Crossing
Fund Fund Fund Fees Fund
Revenues
Investment Earnings 0 0 0 10 0
Intergovernmental 0 0 0 0 0
Other Taxes 0 0 0 0 0
Impact Fees 0 0 0 57,200 0
Licenses And Permits 0 0 0 0 0
Service Charges And Miscellaneous 0 332,375 9,954 0 0
Total Revenues 0 332,375 9,954 57,210 0
Expenditures
General Government 0 0 0 0 0
Public Safety 0 107,387 0 0 0
Public Works 0 0 0 0 0
Community Development 0 0 0 0 0
Culture And Leisure 0 0 2,314 0 0
Capital Outlay 0 71,341 0 0 0
Total Expenditures 0 178,728 2,314 0 0
Excess(Deficiency) Of Revenues
Over Expenditures 0 153,647 7,640 57,210 0
Other Financing Sources (Uses)
Operating Transfers In 0 0 0 0 0
Operating Transfers Out 0 358,300) ( 0 0 0
Total Other Financing Sources (Uses) 0 358,300) ( 0 0 0 Net Change In Fund Balances 0 204,653) ( 7,640 57,210 0 Fund Balance - Beginning 0 1,657,556 2,276 158,963 185,399 Fund Balance - Ending 0 1,452,903 9,916 216,173 185,399 WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Capital Projects
70 CITY OF RIVERBANK

COMBINING STATEMENT OF REVENUES, EXPENDITURES,

AND CHANGES IN FUND BALANCE

NONMAJOR GOVERNMENTAL FUNDS
FOR THE YEAR ENDED JUNE 30, 2022
CARES
ACT
Fund
Revenues
Investment Earnings 0
Intergovernmental 0
Other Taxes 0
Impact Fees 0
Licenses And Permits 0
Service Charges And Miscellaneous 0
Total Revenues 0
Expenditures
General Government 0
Public Safety 0
Public Works 0
Community Development 0
Culture And Leisure 0
Capital Outlay 0
Total Expenditures 0
Excess(Deficiency) Of Revenues
Over Expenditures 0
Other Financing Sources (Uses)
Operating Transfers In 0
Operating Transfers Out 0
Total Other Financing Sources (Uses) 0
Net Change In Fund Balances 0
Fund Balance - Beginning 0
Fund Balance - Ending 0
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Crossroads
CFD Transitional Measure Devel- Special
2016-1 Housing L ESG opment Projects
Fund Fund Fund Fund Fund Fund
0 0 0 0 39,914) ( 85
2,000,000 0 1,369,577 0 0 0
0 0 0 0 0 0
0 0 0 0 0 0
0 0 0 0 0 0
0 92,652 0 0 0 0
2,000,000 92,652 1,369,577 0 39,914) ( 85
0 0 0 0 0 0
0 28,978 0 0 0 0
0 0 47,264 0 0 0
0 0 0 42,765 6 0
0 0 0 0 0 0
0 0 567,474 65,529 0 0
0 28,978 614,738 108,294 6 0
2,000,000 63,674 754,839 108,294) ( 39,920) ( 85
0 0 0 0 0 0
0 0 0 0 0 0
0 0 0 0 0 0
2,000,000 63,674 754,839 108,294) ( 39,920) ( 85
0 193,403 2,242,447 0 909,717 67,016
2,000,000 257,077 2,997,286 108,294) ( 869,797 67,101
Capital Projects
71 CITY OF RIVERBANK

COMBINING STATEMENT OF REVENUES, EXPENDITURES,

AND CHANGES IN FUND BALANCE

NONMAJOR GOVERNMENTAL FUNDS
FOR THE YEAR ENDED JUNE 30, 2022
CARES
ACT
Fund
Revenues
Investment Earnings 0
Intergovernmental 0
Other Taxes 0
Impact Fees 0
Licenses And Permits 0
Service Charges And Miscellaneous 0
Total Revenues 0
Expenditures
General Government 0
Public Safety 0
Public Works 0
Community Development 0
Culture And Leisure 0
Capital Outlay 0
Total Expenditures 0
Excess(Deficiency) Of Revenues
Over Expenditures 0
Other Financing Sources (Uses)
Operating Transfers In 0
Operating Transfers Out 0
Total Other Financing Sources (Uses) 0
Net Change In Fund Balances 0
Fund Balance - Beginning 0
Fund Balance - Ending 0
WITH COMPARATIVE ACTUAL AMOUNTS FOR JUNE 30, 2021
Non-Major
Storm Capital
Drain ARPA Projects
Fund Fund Total 2022 2021
0 5 39,814) ( 35,588) ( 8,152
906,212 4,275,789 0 5,751,859 3,601,666
0 0 0 0 0
0 0 57,200 57,200 0
0 0 0 0 0
0 43,714 1,593,981 478,695 2,321,888
906,212 43,719 7,367,452 4,771,870 5,931,706
36,834 0 36,834 683,767 564,356
1,475 0 30,453 306,255 871,220
0 26,888 74,152 1,042,637 958,313
0 0 42,771 590,769 332,052
0 0 2,314 33,657 522
869,378 0 2,682,268 1,502,381 1,015,063
907,687 26,888 5,339,353 1,688,905 3,741,526
1,475) 16,831 ( 2,904,237 2,028,099 2,190,180
0 0 0 494,365 548,838
( 0 40,258) ( 745,565) 398,558) ( 1,154,368) (
( 0 40,258) 398,558) ( 251,200) ( 605,530) (
( 1,475) 23,427) ( 2,505,679 1,776,899 1,584,650
3,575) 191,374 ( 5,604,576 7,108,474 5,523,824
5,050) 167,947 ( 8,110,255 8,885,373 7,108,474
Totals
Capital Projects
72 OTHER REPORTS
FEDERAL GRANTOR/PASS- Federal Pass-Through
THROUGH GRANTOR/ CFDA Grantor's Federal
PROGRAM TITLE Number Number Expenditures
U.S. Department of Justice
Local Law Enforcement Block Grant 16.710 N/A 159,467
Total U.S. Department of Justice 159,467
U.S. Department of Defense
Passed Through Office of Economic Adjustment
OEA 12.607 CL0610-11-03 281,998
Total U.S. Department of Defense 281,998
U.S. Department of Army
U.S. Army Engineering And Support Center
ESCA 12.599 N/A 11,652
U.S Department of Treasury
State & Local Fiscal Recovery Funds 21.027 907,686

State of California Department of Transportation
Department of Transportation CML 5255(052) 1,569
Department of Transportation CML 5255(057) 99,607
Department of Transportation CML 5255(059) 435,682
Total State of CA Dept of Transportation 536,858
Total Expenditures of Federal Awards 1,897,661

CITY OF RIVERBANK

SCHEDULE OF EXPENDITURES OF FEDERAL AWARDS
JUNE 30, 2022
73 74

CITY OF RIVERBANK

SCHEDULE OF FINDINGS AND QUESTIONED COSTS
FOR THE YEAR ENDED JUNE 30, 2022
SUMMARY OF AUDITOR’S RESULTS

1. Type of report issued on the financial statements – Unmodified

2. Significant deficiencies in internal control disclosed by the audit of the financial statements and any such conditions that are material weaknesses– None

3. Disclosure of any noncompliance which are material to the financial statements - None

4. Disclosure of any significant deficiencies in internal control over major programs and any such conditions that are material weaknesses – None

5. Type of report issued on compliance for major programs – Unmodified

6. Audit findings relative to the major federal programs – None

7. Major programs are as follows: U.S. Department of Treasury CFDA number 21.027.

8. Expenses in excess of $750,000 was used as the threshold to distinguish between Type A and Type B programs

9. The City of Riverbank was determined to be a low-risk auditee.

FINDINGS - FINANCIAL STATEMENT AUDIT
Findings relating to financial statements which are required to be reported – None

FINDINGS AND QUESTIONED COSTS - MAJOR FEDERAL AWARDS
Findings relating to major federal award programs which are required to be reported – None PRIOR YEAR’S FINDINGS - None
75 REPORT ON INTERNAL CONTROL OVER FINANCIAL

REPORTING AND ON COMPLIANCE AND OTHER MATTERS

BASED ON AN AUDIT OF FINANCIAL STATEMENTS

PERFORMED IN ACCORDANCE WITH

GOVERNMENT AUDITING STANDARDS
To The City Council
City of Riverbank
State of California
We have audited, in accordance with the auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards issued by the Comptroller General of the United States, the financial statements of the governmental activities, the aggregate discretely presented component unit, each major fund, and the aggregate remaining fund information of City of Riverbank, State of California, as of and for the year ended June 30, 2022, and the related notes to the financial statements, which collectively comprise the City of Riverbank, State of California’s basic financial statements and have issued our report thereon dated June 20, 2024.

Internal Control Over Financial Reporting
In planning and performing our audit, we considered the City of Riverbank, State of California’s internal control over financial reporting (internal control) to determine the audit procedures that are appropriate in the circumstances for the purpose of expressing our opinions on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of City of Riverbank, State of California’s internal control over financial reporting. Accordingly, we do not express an opinion on the effectiveness of the City of Riverbank, State of California’s internal control.

A deficiency in internal control exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct misstatements on a timely basis. A material weakness is a deficiency, or a combination of deficiencies, in internal control such that there is a reasonable possibility that a material misstatement of the entity’s financial statements will not be prevented, or detected and corrected on a timely basis. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. 76 Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or, significant deficiencies. Given these limitations, during our audit we did not identify any deficiencies in internal control that we consider to be material weaknesses.

However, material weaknesses may exist that have not been identified.

Compliance and Other Matters
As part of obtaining reasonable assurance about whether the City of Riverbank, State of California’s financial statements are free of material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit and, accordingly, we do not express such an opinion.

The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards.

Purpose of this Report
The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the entity’s internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the entity’s internal control and compliance. Accordingly, this communication is not suitable for any other purpose.

Gallagher Gatewood

GALLAGHER GATEWOOD, A PROFESSIONAL ACCOUNTANCY CORPORATION Modesto, California
June 20, 2024
77 INDEPENDENT AUDITOR’S REPORT ON COMPLIANCE

WITH REQUIREMENTS THAT COULD HAVE A DIRECT AND

MATERIAL EFFECT ON EACH MAJOR PROGRAM AND

ON INTERNAL CONTROL OVER COMPLIANCE IN ACCORDANCE

WITH UNIFORM GUIDANCE
To The City Council
City of Riverbank
State of California
Report on Compliance for Each Major Federal Program
We have audited City of Riverbank, State of California’s compliance with the types of compliance requirements described in the OMB Compliance Supplement that could have a direct and material effect on each of City of Riverbank, State of California’s major federal programs for the year ended June 30, 2022. City of Riverbank, State of California’s major federal programs are identified in the summary of auditor’s results section of the accompanying schedule of findings and questioned costs.

Management’s Responsibility
Management is responsible for compliance with the requirements of laws, regulations, contracts, and grants applicable to its federal programs.

Auditor’s Responsibility
Our responsibility is to express an opinion on each of City of Riverbank, State of California’s major federal programs based on our audit of the types of compliance requirements referred to above. We conducted our audit of compliance in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States; and the audit requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Those standards and the Uniform Guidance require that we plan and perform the audit to obtain reasonable assurance about whether noncompliance with the types of compliance requirements referred to above that could have a direct and material effect on a major federal program occurred. An audit includes examining, on a test basis, evidence about City of Riverbank, State of California’s compliance with those requirements and performing such other procedures as we considered necessary in the circumstances.

We believe that our audit provides a reasonable basis for our opinion on compliance for each major federal program. However, our audit does not provide a legal determination of City of Riverbank, State of California’s compliance.
78 Opinion on Each Major Federal Program
In our opinion, City of Riverbank, State of California, complied, in all material respects, with the types of compliance requirements referred to above that could have a direct and material effect on each of its major federal programs for the year ended June 30, 2022.

Report on Internal Control over Compliance
Management of City of Riverbank, State of California, is responsible for establishing and maintaining effective internal control over compliance with the types of compliance referred to above. In planning and performing our audit, we considered City of Riverbank, State of California’s internal control over compliance with the types of requirements that could have a direct and material effect on a major federal program to determine the auditing procedures that are appropriate in the circumstances for the purpose of expressing our opinion on compliance for each major federal program and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, we do not express an opinion on the effectiveness of City of Riverbank, State of California’s internal control over compliance.

A deficiency in internal control over compliance exists when the design or operation of a control over compliance does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, noncompliance with a type of compliance requirement of a federal program on a timely basis. A material weakness in internal control over compliance is a deficiency, or combination of deficiencies, in internal control over compliance, such that there is a reasonable possibility that material noncompliance with a type of compliance requirement of a federal program will not be prevented, or detected and corrected, on a timely basis. A significant deficiency in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal program that is less severe than a material weakness in internal control over compliance, yet important enough to merit attention by those charged with governance.

Our consideration of internal control over compliance was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control over compliance that might be material weaknesses or significant deficiencies. We did not identify any deficiencies in internal control over compliance that we consider to be material weaknesses. However, material weaknesses may exist that have not been identified.

The purpose of this report on internal control over compliance is solely to describe the scope of our testing of internal control over compliance and the results of that testing based on the requirements of the Uniform Guidance. Accordingly, this report is not suitable for any other purpose.

Gallagher Gatewood

GALLAGHER GATEWOOD, A PROFESSIONAL ACCOUNTANCY CORPORATION Modesto, California
June 20, 2024
79 REPORT ON COMPLIANCE WITH LAWS AND REGULATIONS

BASED ON AN EXAMINATION OF GENERAL-PURPOSE

FINANCIAL STATEMENT PERFORMED IN ACCORDANCE

WITH THE CALIFORNIA TRANSPORTATION

DEVELOPMENT ACT
To The City Council
City of Riverbank
State of California
We have audited the general-purpose financial statements of the City of Riverbank, State of California for the year ended June 30, 2022, and have issued our report thereon dated June 20, 2024. Our audit was made in accordance with generally accepted auditing standards and the standards for financial and compliance audits contained in the California Administrative Code Section 6664 of the Transportation Development Act and the allocation instructions of the Stanislaus Area Association of Governments, and accordingly included such tests of the accounting records and such other auditing procedures as we considered necessary in the circumstances.

The management of the City of Riverbank is responsible for the City’s compliance with laws and regulations. In connection with our audit referred to above, we selected and tested transactions and records to determine the City’s compliance with laws and regulations, noncompliance with which could have a material effect on the general-purpose financial statements of the City.

In our opinion the City of Riverbank Transportation Development Act funds were accounted for in conformance with the applicable laws, rules and regulations of the Transportation Development Act and the allocation instructions of the Stanislaus Council of Governments.

Gallagher Gatewood

GALLAGHER GATEWOOD, A PROFESSIONAL ACCOUNTANCY CORPORATION Modesto, California
June 20, 2024

Item 9.4 – CC/LRA- 09/24/2024

RIVERBANK CITY COUNCIL / LOCAL REDEVELOPMENT AUTHORITY
AGENDA ITEM NO. 9.4
SECTION 9: CONSENT CALENDAR
Meeting Date: September 24, 2024
Subject: LRA Resolution to Award a Contract for Specialized Legal Services for the Local Redevelopment Authority and Authorize the City Manager to Enter into an Outside Counsel Services Agreement with Kutak Rock LLP
From: Marisela H. Garcia, City Manager
Submitted by: Melissa Holdaway, Admin Analyst II

RECOMMENDATION
It is recommended that the City Council consider authorizing the award of a contract for Specialized Legal Services for the Riverbank Local Redevelopment Authority (LRA) to Kutak Rock LLP.

SUMMARY
The Local Redevelopment Authority issued a Request for Proposals (RFP) for continued legal services in the area of the Implementation process of transferring the former Riverbank Army Ammunition Plant to the City of Riverbank. A RFP was released to several firms to provide their firms list of credentials in the area of base closures and realignments to assist the LRA in the process as well as the key documents that are needed for a successful transfer. We received one response out of several law firms that were solicited.

BACKGROUND
Kutak Rock was awarded a contract in 2008 to assist the LRA by providing legal services and assistance during the reuse planning stage and implementation of the Reuse Plan.

Legal services to provide the LRA the ability to fund this expense has weighed heavily on the Office of Local Defense Community Cooperation grant agreements since the recognition of the LRA as a designated authority. The LRA has moved into the implementation stage of the transfer and will rely heavily on legal services in the development of several key documents including an Economic Development Conveyance, Negotiated Sales, Finding of Suitability of Transfer (FOST), Finding of Suitability for Early Transfer (FOSET) as well as the ongoing Environmental Cooperative

Item 9.4 – CC/LRA- 09/24/2024
Services Agreement (ESCA) for environmental cleanup of the former Riverbank Army Ammunition Plant. The services will be supplemented by the OLDCC grant.

STRATEGIC PLAN
The contract for specialized legal services reinforces the City’s core values of transparency and fiscal responsibility.

FINANCIAL IMPACT
The OLDCC grant has approved outside legal counsel as a legitimate use of grant funds for the LRA. The current grant for 2024-25 has set aside $50,000 for fees associated with the implementation process this fiscal year. Of the $50,000; $45,000 will be covered by the grant and the remaining is the required 10% match coming from the LRA.

ATTACHMENTS

1. LRA Resolution 2024-

2. RFP Submittal Kutak Rock LLP

3. Outside Counsel Services Agreement - DRAFT

CC/LRA-09/24/2024
LRA Resolution 2024-

RIVERBANK LOCAL REDEVELOPMENT AUTHORITY
RESOLUTION 2024-

A RESOLUTION OF THE LOCAL REDEVELOPMENT AUTHORITY BOARD OF THE

CITY OF RIVERBANK, CALIFORNIA TO AWARD A CONTRACT FOR SPECIALIZED

LEGAL SERVICES AND AUTHORIZE THE CITY MANAGER TO ENTER INTO AN

OUTSIDE LEGAL SERVICES AGREEMENT WITH KUTAK ROCK LLP
WHEREAS, the Riverbank Local Redevelopment Authority (“LRA”) of the City of Riverbank has been working on the implementation process for the Riverbank Army Ammunition Plant; and,
WHEREAS, the Local Redevelopment Authority has applied for and received a grant from the Office Local Defense and Community and Cooperation for legal services, and,
WHEREAS, the Local Redevelopment Authority requested proposals from firms to provide specialized legal services in conjunction with the implementation process through Base Realignment and Closure (BRAC) office of the U.S. Army; and, WHEREAS following review of the proposal that was received by Kutak Rock LLP and no other firms responded, it is recommended that the LRA retain Kutak Rock LLP for legal services.

NOW, THEREFORE, BE IT RESOLVED that the Local Redevelopment Authority Board of the City of Riverbank hereby authorizes the City Manager to enter into a contract with Kutak Rock LLP for legal services for the Riverbank Army Ammunition Plant for the billing rate and out of pocket expenses listed under the proposal exhibit D.

PASSED AND ADOPTED by the Local Redevelopment Authority Board of the City of Riverbank at a meeting held on the 24
th day of September, 2024; motioned by Authority
Member ______, seconded by Authority Member ______, and upon roll call was carried by the following vote of ___:

AYES:

NAYS:

ABSENT:

ABSTAIN:

ATTACHMENT 1

CC/LRA-09/24/2024
LRA Resolution 2024-
ATTEST: APPROVED:
________________________ ________________________
Gabriela Hernandez, CMC Richard D. O’Brien
LRA Secretary Chair
Attachment: Outside Counsel Services Agreement
4872-4807-5741.1

PRIVILEGED AND CONFIDENTIAL

ATTORNEY-CLIENT COMMUNICATION AND/OR WORK PRODUCT
GE OR GE R. SC H LO SS BER G
(202) 828-2418
[email protected]
Kutak Rock LLP
1133 Connecticut Avenue, NW, Suite 1200, Washington, DC 20036 office 202.828.2400

EXHIBIT A
Kutak Rock LLP Federal Practice Group
Federal Practice Group Real Property Policy Experience:

The Kutak Rock LLP Federal Practice Group is the most experienced military base closure, realignment, and reuse law firm in the country. Federal Practice Group lawyers have been retained as counsel by states and municipalities, local reuse authorities (LRAs), Federal departments and agencies, and private sector entities to assist them in navigating through all aspects of the base closure, realignment, reuse, and land disposal process.

Kutak Rock is unrivaled in its experience with federal and state real property policy matters. Before joining the firm, Partner George Schlossberg, the Federal Practice Group Chair, served for 12 years in various positions in the Pentagon, including Senior Counsel in the Office of the Secretary of Defense. In that capacity, he counseled the Secretary of Defense and his staff on matters such as base closures, defense installations, international agreements, leasing, private financing, and government contracts. During this time, he served also as Counsel to the Office of Economic Adjustment, Counsel to the President’s Economic Adjustment Committee, Counsel to the President’s Commission on Alternative Utilization of Military Facilities, Counsel to DOD’s Bureau of Prisons Assistance Council and Assistant Counsel to the Naval Facilities Engineering Command. While with the Office of the Secretary of Defense, he was instrumental in the drafting and policy implementation of the original 1988 Base Closure Act, the Defense Authorization Amendments and Base Closure and Realignment Act. As an adviser to then-Defense Secretary Frank Carlucci, Mr. Schlossberg prepared a compendium of all federal policies and regulations related to base closure and reuse. Thirty years later, Mr. Schlossberg continues to compile and publish this volume annually. The volume now entitled Department of Defense Base Closure and Federal Property Disposal Authorities (29th ed.) features Federal statutes, executive orders, policy statements, regulations, DOD and military department directives, and memoranda that form the foundation for the federal base closure and property disposal process.

Mr. Schlossberg serves as general counsel to ADC, The Association of Defense Communities, the pre-eminent national association representing communities adjacent to closed, closing and active military bases. In this capacity, he often is called upon to analyze and testify on federal real property policy proposals. Mr. Schlossberg was part of the ADC team working with staff of the House and Senate Armed Services Committee on language to authorize a new round of base closures. Mr. Schlossberg worked with ADC to formulate a unified response on behalf of base closure communities nationwide to the Defense Department’s proposal to amend its ATTACHMENT 2
Kutak Rock Specialized Legal Services Proposal Exhibits 4872-4807-5741.1

PRIVILEGED AND CONFIDENTIAL
2 ATTORNEY-CLIENT COMMUNICATION AND/OR WORK PRODUCT
base reuse policies “Revitalizing Base Closure Communities and Addressing Impacts of Realignment” (32 CFR § 174-176).

Base Closure Reuse Planning
The Kutak Rock team is comprised of federal real property, environmental law, and finance experts. The team provides the legal and environmental expertise necessary to assure that issues of reuse planning, conveyance, interim leasing, leaseback provisions, environmental indemnity, environmental risk allocation, potential liability and financing are integrated and fully addressed as the reuse and acquisition plans are developed and implemented. The objective of this integration is to avoid unanticipated legal and environmental impediments. Where the data are inadequate, deficiencies can be identified, risks evaluated, and negotiation strategies developed to achieve acceptable risk allocation. This can be accomplished by reviewing and coordinating all documents, plans, proposals, and considerations as they become available, and advising the LRA, the community, and their reuse plan contractors about the legal and environmental implications of these factors, with a view toward anticipating and addressing real and potential issues that may arise.

The Kutak Rock team has collaborated with numerous elected officials, city attorneys, planners, engineers, utility officials, financial managers and redevelopment experts associated with military base reuse and other redevelopment projects. The development of a close working relationship among the legal team, elected and appointed officials and contractors is quickly forged and maintained throughout the project. In addition, the Kutak Rock team is uniquely qualified to provide advice and representation based on its intimate knowledge of and experience with the processes and procedures needed to ensure acquisition and reuse of the base property on the most advantageous terms possible. The Kutak Rock team has successfully negotiated on behalf of local governments with each of the military services to develop and acquire former bases.

The various phases of the base reuse process are marked by specific stages. Each phase impacts the other phases. A community’s initial decisions can impact the reuse of the base, such as the time until the property is available for reuse, the price paid by the community for the property, the level of environmental cleanup undertaken by the military service and the reuse permitted on the property. Kutak Rock advises its clients throughout both the reuse planning and implementation phases of the base reuse process. This advice assists a community in streamlining the process and reusing the base in a manner that best fits the community’s needs.

Kutak Rock Specialized Legal Services Proposal Exhibits 4872-4807-5741.1

PRIVILEGED AND CONFIDENTIAL
3 ATTORNEY-CLIENT COMMUNICATION AND/OR WORK PRODUCT
Base Reuse Implementation
Kutak Rock’s familiarity with the myriad federal statutes, executive orders, rules, regulations, and policies that govern federal real property disposal and understanding of the dynamics of the complex military base-reuse process are essential elements of the successful development and implementation of a community’s base reuse plan. The intimate knowledge of these governing provisions that the Kutak Rock team brings to the process, in addition to its knowledge of the federal government’s latitude in the negotiation process, will prove invaluable to any community throughout the planning and acquisition process.

Kutak Rock counsels municipalities, states and reuse authorities acquiring former military property through leases, economic development conveyances (transfer at a discounted price for use of the property for economic development), public benefit conveyances (transfer to public entities to enable the community to put the property to public use with little or no outlay of community resources for parks, roads, airports, ports, utilities, hospitals, etc.), negotiated sales and public bids. Moreover, having assisted various authorities in negotiating and obtaining former Army, Navy, Air Force and Marine Corps base property, the firm has accrued intimate knowledge of environmental issues at military bases and each military service's individual processes, personnel and negotiating tactics.

One of the most troubling aspects of the base closure/conversion/reuse process has been the acquisition of personal property necessary to reuse the underlying real property, particularly the industrial and airport properties available for reuse. Absent the installed equipment (i.e., runway lights, air conditioning units, overhead cranes, etc.), much of the available real property cannot be put to productive use without significant capital investment. Members of the Kutak Rock team have worked extensively in negotiating personal property agreements with the military services at various closing military installations. This experience has resulted in complex negotiations with the Department of Defense and military departments as to the classes of property to be retained as well as individual items of particular value. During the course of these negotiations, we have fashioned personal property agreements that are in keeping with the constrained language of the Base Closure Statutes, DOD Implementation Rules, and DOD Base Reuse Implementation Manual.

Environmental Remediation
The environmental components that go into the acquisition and reuse of base property can be complex. The military service is responsible for the collection and evaluation of environmental data in order to meet its statutory and regulatory responsibilities. The ultimate objective of these statutory and regulatory requirements is the protection of human health and the environment. The Kutak Rock legal team will evaluate the data, cleanup schedule and level of cleanup required for the reuse in order to evaluate and integrate the information provided by the military service. These data will influence which parcels will be available at what time and in what condition. Armed with the Kutak Rock team’s advice on these issues, the community will be in a position to time- Kutak Rock Specialized Legal Services Proposal Exhibits 4872-4807-5741.1

PRIVILEGED AND CONFIDENTIAL
4 ATTORNEY-CLIENT COMMUNICATION AND/OR WORK PRODUCT
phase its development program with a full understanding of the (i) interim lease potential for certain parcels, (ii) the NEPA implications of such interim leases, (iii) the impact of residual contamination on institutional controls, which can limit reuse, and (iv) the impact of subsequent state environmental regulatory enforcement at former federal property.

In our representation of firm clients, Kutak Rock has negotiated significant pollution liability insurance policies, with coverage that has included traditional environmental contaminants as well as unexploded ordnance and other forms of munitions and explosives of concern. These policies address personal injury and property damage liability, defense costs and remediation obligations. We have pursued claims against the United States pursuant to the warranty of remediation that the United States provides, as well as claims arising from the indemnity that is statutorily mandated for base closure property. Our negotiations with state and federal environmental regulators have resulted in agreements limiting the purview of land use controls as components of environmental remedies and early transfer of contaminated property.

Environmental notices and obligations included in the quitclaim deeds and leases provided by the military services are sensitive matters that require careful evaluation with respect to environmental risk allocation and implications for reuse and marketability. Kutak Rock has negotiated many such documents, collaborating with clients, prospective developers, the military services, and lenders to ensure that the highest and best use possible is not unnecessarily hindered by environmental constraints. These negotiations have included agreements on the environmental work to be performed and the schedule for performance.

The allocation of funds in the cleanup process is not necessarily a smooth and predictable event; it is dependent upon the appropriation of funds for a specific purpose and the priority set for the use of such funds. Thus, the allocation of environmental cleanup funds between the military services, each base community and the local municipality may become a contentious negotiating point. Negotiations for the funding, timing and priority of cleanup are critical.

With respect to any reuse by third parties, the allocation of future risk must be resolved.

Although environmental base-line studies are valuable, they do not always quantify and qualify the risks for future users. While the United States is statutorily responsible for whatever it leaves behind, the transaction costs to establish such responsibility may be onerous. In addition, if a subsequent owner/occupant contributes to existing but undiscovered contamination, the difficulties of apportionment can be overwhelming. For instance, even though the military service will provide a community with indemnification for all contamination caused by the military service (§330, FY93 National Defense Authorization Act, Pub.L.No. 102-484), the military service will not provide indemnification to the extent that a release was contributed to by activities of the subsequent owner or one of its tenants for contaminants that the military service left behind. Only through careful and thorough investigation, negotiation and documentation can such pitfalls be avoided. Lenders and insurers will be particularly sensitive to such matters.

Kutak Rock Specialized Legal Services Proposal Exhibits 4872-4807-5741.1

PRIVILEGED AND CONFIDENTIAL
5 ATTORNEY-CLIENT COMMUNICATION AND/OR WORK PRODUCT
Future owners/occupants may seek indemnity agreements to protect themselves from joint, several, and strict liability for environmental contamination which they did not create or cause.

The policy considerations inherent in such agreements, as well as the content of such agreements (should a decision be made to enter into them) is a sensitive matter, requiring careful thought and negotiation.

The standards of remediation that will be met by the military service should not be unilaterally established by the military service. Encapsulation of friable asbestos may not be an acceptable remedy, although it is usually cheaper. Demolition of undesirable buildings, particularly if they impede or interfere with Reuse Plans, should be an objective. Review of Comprehensive Environmental Response Facilitation Act (CERFA) documentation and coordination with state environmental personnel are matters to be closely monitored, in order to ensure that there is agreement at each stage of the transfer process. Bases on the National Priorities List (NPL) require particular coordination with the EPA region.

Pursuant to NEPA, the military service will perform an environmental analysis of the disposal and reuse of a former base. The local community’s reuse plan will, in most circumstances, be the preferred alternative when the service issues its Record of Decision.

As the former Chief of the Army’s Environmental Law Division in the Pentagon and a retired Judge Advocate Colonel, Kutak Rock Partner Barry Steinberg brings unequaled knowledge and experience to the team; his familiarity with the requisite statutes and military implementing policies enables his clients to best take advantage of opportunities and avoid pitfalls inherent in this troublesome area. Mr. Steinberg’s expertise extends to issues involving environmental litigation, environmental insurance, permitting and licensing and “early transfers.” He frequently lectures on base reuse environmental issues, including the National Environmental Policy Act (NEPA) process, risk allocation and U.S. Environmental Protection Agency (EPA) policy. Mr.

Steinberg has extensive experience in the NEPA process and the implications of that process for reuse. He has testified before Congress on Superfund reauthorization.

Kutak Rock Specialized Legal Services Proposal Exhibits 4872-4807-5741.1

PRIVILEGED AND CONFIDENTIAL
6 ATTORNEY-CLIENT COMMUNICATION AND/OR WORK PRODUCT
Exhibit B
Representative List of Military Installation Closure and Reuse Clients Kutak Rock LLP has assisted more than fifty (50) communities in designing, developing, and implementing base reuse, acquisition, and development plans. The following is a representative list of our current and former base closure/base reuse clients.

City of Alameda, California
Naval Air Station Alameda
Fleet Industrial Supply Center
City of Adelanto, California
George Air Force Base
City of Anniston, Alabama
Fort McClellan
Athens Navy Supply Corps School Local
Redevelopment Authority, Georgia
Navy Supply Corps School Athens
City of Beeville, Texas
Chase Naval Air Station
City of Blytheville, Arkansas
Eaker Air Force Base
Brooks Development Authority, San Antonio, Texas
Brooks Air Force Base
City of Indianapolis and City of Lawrence, Indiana
Fort Benjamin Harrison
City of Charleston, South Carolina
Charleston Naval Shipyard
City of Chicago, Illinois
O’Hare Air Reserve Station
Clark County, Washington
Camp Bonneville
Crater Planning District Commission, Virginia
Fort Lee
Fort Pickett
Fort, Defense Supply Center Richmond
City of Enid, Oklahoma
Vance Air Force Base
Fauquier County, Virginia
Vint Hill Farms Station
Fort Ord Reuse Authority, California
Fort Ord
City of Glenview, Illinois
Glenview Naval Air Station
Commonwealth of Guam
Ship Repair Facility, Guam
City of Highland Park and City of Highwood, Illinois
Fort Sheridan
Horsham Township Authority, Pennsylvania
Naval Air Station Willow Grove
Jacksonville Port Authority, Florida
Naval Air Station Cecil Field
City of Key West, Florida
Naval Air Station Key West
Labette County, Kansas
Kansas Army Ammunition Plant
City of Lakewood, California
Long Beach Naval Hospital
City of Lathrop, California
Sharpe Army Depot
City of Lubbock, Texas
Reese Air Force Base
Massachusetts Development Finance Agency
Fort Devens
Miami-Dade County Government, Florida
Homestead Air Force Base
City of Millington, Tennessee
Memphis Naval Air Station
City of Milwaukee/Milwaukee County, Wisconsin
440th Air Reserve Station
New London Development Corporation, Connecticut
Naval Undersea Warfare Center
City of New Orleans, Louisiana
Naval Support Activity New Orleans
Nottoway, Dinwiddie, Amelia, Brunswick and
Lunenburg Counties and Town of Blackstone, Virginia
Fort Pickett
Orange County, California
Marine Corps Air Station, El Toro
Orange County, Florida
Naval Sound Lab
City of Orlando, Florida
Orlando Naval Training Center
Pueblo Depot Activity Development Authority, Colorado
Pueblo Army Depot
City of Reading, Pennsylvania
Navy/Marine Corps Reserve Center
River Ridge Development Authority, Indiana
Indiana Army Ammunition Plant
City of Riverbank, California
Riverbank Army Ammunition Plant
Ryan Companies, Minnesota
Twin Cities Army Ammunition Plant
San Diego Area of Governments (SANDAG), California
NAVWAR
City of San Francisco, California
Hunters Point Naval Shipyard
Treasure Island Naval Shipyard
City of Seaside, California
Fort Ord
Team Stratford, Connecticut
Stratford Army Engine Plant
City of Sunnyvale, California
Onizuka Air Force Station
City of Tustin, California
Marine Corps Air Station, Tustin
District of Columbia
Walter Reed Army Medical Center
City of Waterloo and City of Romulus, New York
Seneca Army Depot
Kutak Rock Specialized Legal Services Proposal Exhibits 4872-4807-5741.1

PRIVILEGED AND CONFIDENTIAL
7 ATTORNEY-CLIENT COMMUNICATION AND/OR WORK PRODUCT
Exhibit C
Federal Practice Group Biographical Information
Below please find biographical information for attorneys and associated professionals who are members of Kutak Rock LLP’s Federal Practice Group. Mr. Schlossberg will direct the Kutak Rock effort and will assign such other lawyers and associated professionals as are appropriate for the specific matter.

George R. Schlossberg is a Kutak Rock partner resident in the firm’s Washington DC office and Chair of the firm’s Federal Practice Group. He represents state and local governments, Federal Departments and Agencies, and private entities in connection with the reuse of military installations, government and commercial real property transactions, government contracts, and the financing of government and commercial facilities. Mr. Schlossberg serves also as General Counsel to the Association of Defense Communities (ADC), the premier national organization that represents state and local communities with active, closed, and closing military installations. Prior to joining Kutak Rock, Mr. Schlossberg served for 12 years in various positions in the Pentagon, including Senior Counsel in the Office of the Secretary of Defense. In that position, he advised the Secretary of Defense and the Secretary’s immediate staff on matters related to real property, base closures, defense installations, international agreements, the leasing, construction and private financing of defense facilities, and government contracts. During his tenure with the Defense Department, Mr. Schlossberg served also as Counsel to the Office of Economic Adjustment, Counsel to the President’s Economic Adjustment Committee, Counsel to the President’s Commission on Alternative Utilization of Military Facilities, Counsel to the Department of Defense’s Bureau of Prisons Assistance Council and Assistant Counsel to the Naval Facilities Engineering Command. While with the Office of the Secretary of Defense, he was instrumental in the drafting and policy implementation of the original 1988 Base Closure Act (Defense Authorization Amendments and the Base Closure and Realignment Act) and testified frequently before Congressional Committees on matters relating to Defense real property, construction, and the financing of defense facilities. Mr. Schlossberg earned his bachelor’s degree from the State University of New York at Stony Brook in 1973 and his law degree from New England Law in 1976. His bar affiliations include those of the District of Columbia, the State of New York, and the United States Supreme Court.

Hilary A. Jackler is Vice-Chair of Kutak Rock LLP resident in the firm’s Washington DC office. In addition, she advises federal agencies, state and local governments and private entities on a variety of regulatory, transactional and litigation matters that require an expertise in the structuring, financing, and implementation of public-private partnerships, administrative law, and other federal issues. Through her work with the Federal Practice Group, she has assisted Federal, state, and local authorities through the base realignment, closure, and reuse processes. She also has prepared and analyzed documents related to military housing privatization transactions. Prior Kutak Rock Specialized Legal Services Proposal Exhibits 4872-4807-5741.1

PRIVILEGED AND CONFIDENTIAL
8 ATTORNEY-CLIENT COMMUNICATION AND/OR WORK PRODUCT
to joining Kutak Rock, Ms. Jackler worked at Clark & Weinstock, where she assisted with the creation and implementation of Congressional strategies and with client responses to government inquiries. Ms. Jackler received a bachelor’s degree, cum laude, in government and politics from the University of Maryland and obtained her law degree, magna cum laude, from the University of Maryland School of Law in May 2006. Ms. Jackler is admitted to practice law in Maryland and the District of Columbia.

Barry P. Steinberg is a partner in Kutak Rock’s Washington office. He concentrates on Federal facility installation, environmental issues, and Federal litigation. At the time of his retirement from active duty in the Army, Mr. Steinberg held the rank of colonel in the Judge Advocate General’s Corps and served as Chief of the Army’s Environmental Law Division in the Pentagon. Previously, he served as the Chief of the Army’s Litigation Division, where he was responsible for contract, military and civilian personnel and tort litigation brought against the Army and its agents. During this period (1986-1989) he was the senior uniformed lawyer responsible for environmental litigation involving Rocky Mountain Arsenal, Twin Cities Army Ammunition Plant, and other civil and criminal litigation, including toxic torts, environmental crimes, environmental liability of government contractors, and state environmental enforcement authority concerning Federal facilities. Mr. Steinberg is a graduate of the Industrial College of the Armed Forces in Washington, D.C., the Army Command General Staff College at Fort Leavenworth, the Judge Advocate General’s School in Charlottesville, and the Senior Officials in National Security Course at the John F. Kennedy School of Government at Harvard. Mr.

Steinberg’s undergraduate and law degrees are from the University of Richmond. He is admitted to practice in the Commonwealth of Virginia, the District of Columbia, the United States Supreme Court, and various other Federal courts.

Seth D. Kirshenberg is a partner in Kutak Rock’s Washington office, and is one of the firm’s leading real estate lawyers, and has represented the financial advisor to the Navy for military housing privatization transactions, developers, bond underwriters, and credit enhancers in structuring and closing Army, Navy, and Air Force military housing privatization transactions. He regularly structures, documents, and closes military housing privatization, enhanced use lease and other specialized Department of Defense and Department of Energy transactions for lenders, developers, credit enhancers and municipalities. Mr. Kirshenberg worked on approximately $1 billion in these Federal real estate transactions in 2004, and approximately equal amounts in 2005, 2006, and 2007. His primary clients include large institutional lenders, Fortune 50 companies, municipalities, and developers. He also has worked on brownfields projects since the initiation of the EPA Brownfields program, and prior to that he worked on the predecessor EPA Superfund program while serving as the Economic Development Director of the International City/County Management Association. Mr. Kirshenberg has co-authored several books and reports on brownfields including Brownfields Development: A Guide for Local Governments and Brownfields Options and Opportunities. In addition, Mr. Kirshenberg has vast experience in military base closure and reuse matters. Mr. Kirshenberg is the co-author of the book titled ICMA Base Reuse Handbook: A Navigational Guide for Local Governments. Mr. Kirshenberg served on the Defense Kutak Rock Specialized Legal Services Proposal Exhibits 4872-4807-5741.1

PRIVILEGED AND CONFIDENTIAL
9 ATTORNEY-CLIENT COMMUNICATION AND/OR WORK PRODUCT
Environmental Restoration Task Force (DERTF) Future Land Use Workgroup, the Federal Facilities Restoration Dialogue Committee (FFERDC), several DOE Environmental Management Advisory Board (EMAB) committees and the Aspen Institute’s Environment in the 21st Century committee. He holds a law degree from the Washington College of Law at the American University and a Bachelor of Science in business administration from the University of Florida.

He is admitted to practice in the District of Columbia and the State of Florida.

Lauren V.T. Irish is an associate in Kutak Rock’s Washington office supporting a broad range of government, corporate, and environmental issues. Prior to joining Kutak Rock, Lauren worked for 13 years at the Defense Intelligence Agency (DIA) as a Military Intelligence Program (MIP) budget subject matter expert. In that role, she advised DIA offices and Combatant Command Intelligence Directorates on resource alignment within the General Defense and Military Intelligence Programs and liaised with the Under Secretary of Defense for Intelligence & Security and Congressional staff supporting strategy and budget justifications. Lauren earned a law degree from the Columbus School of Law at The Catholic University of America, cum laude, with a certification in Compliance, Investigations, and Corporate Responsibility, and where she was the Executive Editor of the Catholic University Law Review. She also holds a Master of Science in Strategic Intelligence from the National Intelligence University, a Master of Science in Technical Communications from Northeastern University, and a Bachelor of Science in Marine Science from the University of South Carolina. She is a certified Defense Financial Manager with an Acquisition Specialty (CDFM-A) through the American Society of Military Comptrollers (ASMC).

Kutak Rock Specialized Legal Services Proposal Exhibits 4872-4807-5741.1

PRIVILEGED AND CONFIDENTIAL
10 ATTORNEY-CLIENT COMMUNICATION AND/OR WORK PRODUCT
Exhibit D
Proposed Kutak Rock LLP Billing Rates and Rates for Disbursements for
Riverbank Local Redevelopment Authority
for
Reuse and Redevelopment of Former Riverbank Army Ammunition Plant Hourly Billing Rates for professional legal services, through December 31, 2024:

George R. Schlossberg, Partner $530
Hilary A. Jackler, Partner $530
Barry P. Steinberg, Partner $530
Lauren V.T. Irish, Associate $405
Rates for Disbursements:

Travel at cost
Telephone no cost
Copies no cost
Incoming Facsimiles no cost
Outgoing Facsimiles no cost
Mailing/FedEx at cost

OUTSIDE COUNSEL SERVICES AGREEMENT
City of Riverbank and Kutak Rock LLP

OUTSIDE COUNSEL SERVICES AGREEMENT
THIS AGREEMENT is made and entered into this_____day of September 2024, (the “Effective Date”) by and between the City of Riverbank, a California municipal corporation (“City”), and KUTAK ROCK LLP, (“Outside Counsel”). City and Outside Counsel may herein be referred to individually as a “Party” and collectively as the “Parties”. There are no other parties to this Agreement.

RECITALS
A. City has issued a request for proposals (“RFP”) for specialized legal services for the purpose of providing legal services to the Riverbank Local Redevelopment Authority (“RLRA”) in connection with the closure and reuse of the Riverbank Army Ammunition Plant (the “RBAAP”).

B. Outside Counsel has submitted a proposal to City that includes a scope of proposed Outside Counsel services, attached hereto and described more fully in Exhibit A (“Services”).

C. Outside Counsel represents that it is qualified, willing and able to provide the Services to City, and that it will perform Services related to the Project according to the rate schedule attached hereto and described more fully in Exhibit B (the “Rates”).

NOW, THEREFORE, in consideration of the promises and covenants set forth below, the Parties agree as follows:

AGREEMENT

1. Specialized Legal Services. Outside Counsel agrees, during the term of this Agreement, to perform the Services for City in connection with the RBAAP. Any request for services in addition to the Services described in Exhibit A will be considered a request for additional consulting services and not compensated unless the Parties otherwise agree in writing.

No subcontract shall be awarded or engaged by Outside Counsel unless prior written approval is obtained from City.

2. Compensation. City shall pay Outside Counsel according to the fee schedule set forth in the Rates, as full remuneration for the performance of the Services. Outside Counsel agrees to maintain a log of time spent in connection with performing the Services. On a monthly basis, Outside Counsel shall provide City, in reasonable and understandable detail, a description of the services rendered pursuant to the Services and in accordance with the Rates. If the work is satisfactorily completed, City shall pay such invoice within thirty (30) days of its receipt. If City disputes any portion of any invoice, City shall pay the undisputed portion within the time stated above, and at the same time advise Outside Counsel in writing of the disputed portion.

3. Reimbursement. City shall pay Outside Counsel for reimbursable expenses related to travel, lodging, conference calls, reproduction and other costs incurred related to Outside ATTACHMENT 3

OUTSIDE COUNSEL SERVICES AGREEMENT
City of Riverbank and Kutak Rock LLP

Counsel’s performance of the Services. Such reimbursable costs shall be invoiced and billed to the City on a monthly basis, provided that in no event shall reimbursable expenses exceed $530.00.

4. Confidential Information. Outside Counsel understands and agrees that, in the performance of Services under this Agreement or in the contemplation thereof, Outside Counsel may have access to private or confidential information that may be owned or controlled by City and that such information may contain proprietary or confidential details, the disclosure of which to third parties may be damaging to City (“Confidential Information”).

Outside Counsel shall not, either during or after the Term, disclose to any third party any Confidential Information without the prior written consent of City. If City gives Outside Counsel written authorization to make any such disclosure, Outside Counsel shall do so only within the limits and to the extent of that authorization. Such authorization does not guarantee that the City will grant any further disclosure of Confidential Information. Outside Counsel may be directed or advised by the City Attorney on various matters relating to the performance of the Services on the Project or on other matters pertaining to the Project, and in such event, Outside Counsel agrees that it will treat all communications between itself, its employees and its subcontractors as being communications which are within the attorney-client privilege.

5. Term. This Agreement shall become effective on the Effective Date and will continue in effect until the Services provided herein have been completed, unless terminated earlier as provided in Section 6 or 7 below (the “Term”).

6. Termination. City may terminate this Agreement prior to the expiration of the Term (“Termination”), without cause or reason, by notifying Outside Counsel in writing of City’s desire to terminate this Agreement (the “Termination Notice”). Upon receipt of a Termination Notice, Outside Counsel shall immediately cease performing the Services. Outside Counsel will be entitled to compensation, as of the date Outside Counsel receives the Termination Notice, only for Services actually performed.

7. Termination for Cause. Notwithstanding Section 6 above, this Agreement may be terminated by City for cause based on the loss or suspension of any licenses, permits or registrations required for the continued provision of the Services, or Outside Counsel’s malfeasance. Termination of the Agreement for cause as set forth in this Section shall relieve City from compensating Outside Counsel.

8. Performance by Key Employee. Outside Counsel has represented to City that George Schlossberg will be the person primarily responsible for the performance of the Services and all communications related to the Services. City has entered into this Agreement in reliance on that representation by Outside Counsel.

9. Property of City. The following will be considered and will remain the property of City:

A. Documents. All reports, drawings, graphics, working papers and Confidential Information furnished by City in connection with the Services (“Documents”).

OUTSIDE COUNSEL SERVICES AGREEMENT
City of Riverbank and Kutak Rock LLP

Nothing herein shall be interpreted as prohibiting or limiting City’s right to assign all or some of City’s interests in the Documents.

B. Data. All data collected by Outside Counsel and produced in connection with the Services including, but not limited to, drawings, plans, specifications, models, flow diagrams, visual aids, calculations, and other materials (“Data”). Nothing herein shall be interpreted as prohibiting or limiting City’s right to assign all or some of City’s interests in the Data.

C. Delivery of Documents and Data. Outside Counsel agrees, at its expense and in a timely manner, to return to City all Documents and Data upon the conclusion of the Term or in the event of Termination.

10. Duties of City. In order to permit Outside Counsel to render the services required hereunder, City shall, at its expense and in a timely manner:

A. Provide such information as Outside Counsel may reasonably require to undertake or perform the Services;
B. Promptly review any and all documents and materials submitted to City by Outside Counsel in order to avoid unreasonable delays in Outside Counsel’s performance of the Services; and
C. Promptly notify Outside Counsel of any fault or defect in the performance of Outside Counsel’s services hereunder.

11. Representations of Outside Counsel. City relies upon the following representations by Outside Counsel in entering into this Agreement:

A. Qualifications. Outside Counsel represents that it is qualified to perform the Services and that it possesses the necessary licenses, permits and registrations required to perform the Services or will obtain such licenses or permits prior to the time such licenses or permits are required. Outside Counsel represents and warrants to City that Outside Counsel shall, at Outside Counsel’s sole cost and expense, keep in effect or obtain at all times during the Term of this Agreement, any licenses, permits, and registrations that are legally required for Outside Counsel to practice Outside Counsel's profession at the time the Services are rendered.

B. Outside Counsel Performance. Outside Counsel represents and warrants that all Services under this Agreement shall be performed in a professional manner and shall conform to the customs and standards of practice observed on similar, successfully completed projects by specialists in the Services to be provided. Outside Counsel shall adhere to accepted professional standards as set forth by relevant professional associations and shall perform all Services required under this Agreement in a manner consistent with generally accepted professional customs, procedures and standards for such Services. All work or products completed by Outside Counsel shall be completed using the best practices available for the profession and shall be free from any defects. Outside Counsel agrees that, if a Service is not so performed, in

OUTSIDE COUNSEL SERVICES AGREEMENT
City of Riverbank and Kutak Rock LLP

addition to all of its obligations under this Agreement and at law, Outside Counsel shall re-perform or replace unsatisfactory Service at no additional expense to City.

12. Compliance with Laws and Standards. Outside Counsel shall insure compliance with all applicable federal, state, and local laws, ordinances, regulations and permits, including but not limited to federal, state, and county safety and health regulations. Outside Counsel shall perform all work according to generally accepted standards within the industry. Outside Counsel shall comply with all ordinances, laws, orders, rules, and regulations, including the administrative policies and guidelines of Client pertaining to the work.

13. Independent Contractor; Subcontracting. Outside Counsel will employ, at its own expense, all personnel reasonably necessary to perform the Services. All acts of Outside Counsel, its agents, officers, employees and all others acting on behalf of Outside Counsel relating to this Agreement will be performed as independent contractors. Outside Counsel, its agents and employees will represent and conduct themselves as independent contractors and not as employees of City. Outside Counsel has no authority to bind or incur any obligation on behalf of City. Except as City may specify in writing, Outside Counsel shall have no authority, express or implied, to act on behalf of City in any capacity whatsoever as an agent. Outside Counsel shall have no authority, express or implied, pursuant to this Agreement to bind City to any obligation whatsoever. Outside Counsel is prohibited from subcontracting this Agreement or any part of it unless such subcontracting is expressly approved by City in writing.

14. Insurance. Outside Counsel and all of Outside Counsel’s contractors and subcontractors shall obtain and maintain insurance of the types and in the amounts described in this paragraph and its subparagraphs with carriers reasonably satisfactory to City.

A. General Liability Insurance. Outside Counsel shall maintain occurrence version commercial general liability insurance or an equivalent form with a limit of not less than Two Million Dollars ($2,000,000) per claim and Two Million Dollars ($2,000,000) for each occurrence.

B. Workers’ Compensation Insurance. Outside Counsel shall carry workers’ compensation insurance as required by the State of California under the Labor Code.

Outside Counsel shall also carry employer’s liability insurance in the amount of One Million Dollars ($1,000,000.00) per accident, with a One Million Dollar ($1,000,000.00) policy limit for bodily injury by disease, and a One Million Dollar ($1,000,000.00) limit for each employee’s bodily injury by disease.

C. Errors and Omissions Liability. Outside Counsel shall carry errors and omissions liability insurance in the amount of no less than One Million Dollars ($1,000,000.00) per occurrence or greater if appropriate for the Outside Counsel's profession. Architects and engineers coverage is to be endorsed to include contractual liability. Any deductibles or selfinsured retentions must be declared to and approved by the City. At the option of the City, either the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, elected and appointed councils, commissions, directors, officers, employees, agents, and representatives (“City’s Agents”); or the Outside Counsel shall provide a financial guarantee

OUTSIDE COUNSEL SERVICES AGREEMENT
City of Riverbank and Kutak Rock LLP

satisfactory to the City guaranteeing payment of losses and related investigations, claims administration and defense expenses.

D. Other Insurance Requirements. Within five (5) days of the Effective Date, Outside Counsel shall provide City with certificates of insurance for all of the policies required under this Agreement (“Certificates”), excluding the required worker’s compensation insurance. Such Certificates shall be kept current for the Term of the Agreement and Outside Counsel shall be responsible for providing updated copies and notifying City if a policy is cancelled, suspended, reduced, or voided. With the exception of the worker’s compensation insurance, all of the insurance policies required in this Agreement shall: (a) provide that the policy will not be cancelled, allowed to expire, or materially reduced in coverage without at least thirty (30) days’ prior written notice to City of such cancellation, expiration, or reduction and each policy shall be endorsed to state such; (b) name City, and City’s Agents as additional insureds with respect to liability arising out of Services, work or operations performed by or on behalf of the Outside Counsel; products and completed operations of the Outside Counsel; premises owned, occupied, or used by the Outside Counsel, or automobiles owned, leased, or hired or borrowed by the Outside Counsel. The coverage shall contain no special limitations on the scope of protection afforded to the City; (c) be primary with respect to any insurance or self-insurance programs covering City or City’s Agents and any insurance or self-insurance maintained by City or City’s Agents shall be in excess of Outside Counsel’s insurance and shall not contribute to it; (d) contain standard separation of insured provisions; and (e) state that any failure to comply with reporting or other provisions of the policy including breaches of warranties shall not affect the coverage provided to the City.

15. Indemnification. Outside Counsel hereby agrees to indemnify, defend, and hold harmless City, its agents, officers, employees and volunteers, against all liability, obligations, claims, loss, and expense (a) caused or created by Outside Counsel, its subcontractors, or the agents or employees of either, whether negligent or not, pertaining to or related to acts or omissions of Outside Counsel in connection with the Services, or (b) arising out of injuries suffered or allegedly suffered by employees of Outside Counsel or its subcontractors (i) in the course of their employment, (ii) in the performance of work hereunder, or (iii) upon premises owned or controlled by City. Outside Counsel’s obligation to defend, indemnify and hold City and its agents, officers, employees and volunteers harmless is not terminated by any requirement in this Agreement for Outside Counsel to procure and maintain a policy of insurance.

16. Consequential Damages. Notwithstanding any other provision of this Agreement, in no event shall City be liable, regardless of whether any claim is based on contract or tort, for any special, consequential, indirect or incidental damages, including, but not limited to, lost profits or revenue, arising out of or in connection with this Agreement or the Services performed in connection with this Agreement.

17. Litigation. In the event that either Party brings an action under this Agreement for the breach or enforcement hereof, or must incur any collection expenses for any amounts due hereunder the prevailing Party in such action shall be entitled to its costs including reasonable attorney’s fees, whether or not such action is prosecuted to judgment.

OUTSIDE COUNSEL SERVICES AGREEMENT
City of Riverbank and Kutak Rock LLP

18. Notices. Any notice or communication required hereunder between City or Outside Counsel must be in writing, and may be given either personally, by registered or certified mail (return receipt requested), or by Federal Express, UPS or other similar couriers providing overnight delivery. If personally delivered, a notice shall be deemed to have been given when delivered to the Party to whom it is addressed. Notices given by registered or certified mail shall be deemed to have been given and received on the first to occur of (a) actual receipt by any of the addressees designated below as the party to whom notices are to be sent, (b) on the date delivered as shown on a receipt issued by the courier, or (c) five (5) days after a registered or certified letter containing such notice, properly addressed, with postage prepaid, is deposited in the United States mail. If given by Federal Express or similar courier, a notice or communication shall be deemed to have been given and received on the date delivered as shown on a receipt issued by the courier. Any Party hereto may at any time, by giving ten (10) days written notice to the other Party hereto, designate any other address in substitution of the address to which such notice or communication shall be given. Such notices or communications shall be given to the Parties at the addresses in this paragraph set forth below:

If to City: City of Riverbank
6707 Third Street
Riverbank, CA 95367
Attn: City Clerk
With courtesy copies to: City of Riverbank
6707 Third Street
Riverbank, CA 95367
Attn: City Manager
And to: White Brenner LLP
1608 T Street
Sacramento, California 95811
Attention: Douglas L. White, Esq.

If to Outside Counsel: Kutak Rock LLP
1133 Connecticut Avenue, NW
Washington DC 20036
Attention: George Schlossberg

19. General Provisions.

A. Modification. No alteration, modification, or termination of this Agreement shall be valid unless made in writing and executed by all Parties.

OUTSIDE COUNSEL SERVICES AGREEMENT
City of Riverbank and Kutak Rock LLP

B. Waiver. The waiver by any Party of a breach of any provision hereof shall be in writing and shall not operate or be construed as a waiver of any other or subsequent breach hereof unless specifically stated in writing.

C. Assignment. No Party shall assign, transfer, or otherwise dispose of this Agreement in whole or in part to any individual, firm, or corporation without the prior written consent of the other Party. Subject to the forgoing provisions, this Agreement shall be binding upon, and inure to the benefit of, the respective successors and assigns of the Parties.

D. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the state of California.

E. Venue. Venue for all legal proceedings shall be in the Superior Court of California for the County of Stanislaus.

F. Partial Invalidity. If any provision of this Agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remaining provisions shall nevertheless continue in full force without being impaired or invalidated in any way.

G. Counterparts. This Agreement may be executed in two or more counterparts, each of which shall constitute an original and all of which shall be deemed a single agreement.

H. Severability. If any term, covenant, or condition of this Agreement is held by a court of competent jurisdiction to be invalid, the remainder of this Agreement shall remain in effect.

I. Audit. City shall have access at all reasonable times to all reports, contract records, contract documents, contract files, and personnel necessary to audit and verify Outside Counsel’s charges to City under this Agreement.

J. Entire Agreement. This Agreement sets forth the entire understanding between the Parties as to the subject matter of this Agreement and merges all prior discussions, negotiations, proposal letters or other promises, whether oral or in writing.

K. Headings Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be considered in construing this Agreement.

L. Time is of the Essence. Time is of the essence in this Agreement for each covenant and term of a condition herein.

OUTSIDE COUNSEL SERVICES AGREEMENT
City of Riverbank and Kutak Rock LLP

IN WITNESS WHEREOF, the Parties have executed this Agreement as of the last day and date below written.

CITY:

CITY OF RIVERBANK, a California
municipal corporation
By:

Marisela H. Garcia, City Manager
Date:

OUTSIDE COUNSEL:

Kutak Rock LLP
By:

George Schlossberg, Partner
Date:

Approved as to Form:

Tom Hallinan, City Attorney

EXHIBIT A
Services
Counsel will be required throughout the duration of the project for assistance with BRAC related property transfer and environmental issues and will also provide specialized support and assistance for the following: review of deeds, Land Use Controls (LUCS) and negotiated sales. • Drafts of redevelopment plans and transfer documents including interim leases. Leases in furtherance of conveyance, deeds, purchase agreements, easement agreements, caretaker agreements, sale-leaseback agreements, and findings of suitability to lease and transfer • Preparation of negotiated documents for “early” transfers and privatization of environmental cleanups, including findings of suitability for early transfer (“FOSET”), environmental response obligation addendums, consent agreements, and environmental services cooperative agreement
• Economic Development Conveyance (EDC), and negotiation of transfers through other disposition mechanisms, including MILCON Exchanges, public and negotiated sales, and public benefit conveyances
• Development agreements and the subsequent redevelopment of the subject facilities • Negotiate with the Army and Federal and State of California regulators of the timing an focus of hazardous material remediation to ensure compatibility with the Community Reuse Plan

EXHIBIT B
Rate Schedule

Item 11.1 – CC/LRA 09/24/2024

RIVERBANK CITY COUNCIL / LOCAL REDEVELOPMENT AUTHORITY
AGENDA ITEM NO. 11.1
SECTION 11: NEW BUSINESS
Meeting Date: September 24, 2024
Subject: A Resolution to Approve a Contract Change Order for 60% Design for the Regional Recycled Water Project – Phase I to Brown and Caldwell, and Authorize a Budget Appropriation in the amount of $2,254,540.00 from the Sewer Fund 106
From: Marisela H. Garcia, City Manager
Submitted by: Cody Bridgewater, Public Works Director

RECOMMENDATION
It is recommended that the City Council award the contract change order for preparation of the 60% design for the Riverbank Regional Recycled Water Project – Phase I to Brown and Caldwell, authorize the City Manager to execute the change order with said firm in the amount of $2,049,540.00, authorize a contingency amount of $205,000.00 (approximately 10%), and authorize a budget appropriation of $2,254,540.00 from Sewer Fund 106 for said contract.

SUMMARY
In 2022 the City proceeded with completing 15% design documents and making application to the State Water Resources Control Board and Federal Emergency Management Agency for financial assistance for the Riverbank Regional Recycled Water Project – Phase I. Following an open Request for Qualifications (RFQ) process for preparation of these 30% design documents and a committee’s review of the one Statement of Qualifications received from Brown and Caldwell, based on qualifications and experience, tonight’s request is to proceed with awarding the contract change order to Brown and Caldwell for advancement of the design documents from 30% to 60%.

BACKGROUND
In June 2023, City Council approved a contract with Brown and Caldwell for the 30% design to advance the details of design, including evaluating potential addition of grit removal and cost-efficient management of wastewater solids, and will support advancing

Item 11.1 – CC/LRA 09/24/2024
the projects towards implementation. This 30% was completed on time, and under budget by approximately $290,000.00 in March 2024.

In an effort to continue progress and remain on schedule for the facility design and construction, City Staff is proposing a contract amendment with Brown and Caldwell to progress from 30% design to 60% design. Items included in this phase of design include but are not limited to:
• Project management, Quality Assurance/Quality Control, and meetings • Equipment pre-selection
• 60% design services and submittals
• Architectural workshops
• Operations workshops
• Control Narrative workshops
60% design plans shall include General, Civil, Mechanical, Architectural, Structural, Demolition, and Electrical and Instrumentational drawings. The estimated timeline for the completion of the 60% Design phase is approximately 10 months or June 2025.

STRATEGIC PLAN
The RRRWP and this action addresses the following August 10, 2021 Strategic Plan Goals:

Goal 1.3 Continue to seek local, regional and federal grant opportunities to support City projects, programs and initiatives.

Goal 6, Promoting Sustainable Development, by providing for facilities that sustainably support the City’s thoughtful and careful planning.

FINANCIAL IMPACT
Cost of this element of the project is $2,254,540.00, to be appropriated from the City’s Wastewater Enterprise Fund.

ATTACHMENT
1) Resolution 2024-
2) Brown and Caldwell 60% Scope of Services

CC/LRA – 09/24/2024
CC Resolution 2024-

CITY OF RIVERBANK
RESOLUTION 2024-

A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF RIVERBANK, CALIFORNIA, TO AWARD A CONTRACT CHANGE ORDER FOR THE 60% DESIGN FOR THE REGIONAL RECYCLED WATER PROJECT – PHASE I TO

BROWN AND CALDWELL AND AUTHORIZE A BUDGET APPROPRIATION OF $2,254,540.00 FROM SEWER FUND 106

THE CITY OF RIVERBANK CITY COUNCIL (HEREAFTER REFERRED TO AS THE “CITY COUNCIL”) DOES HEREBY RESOLVE THAT:

WHEREAS, the City has submitted an application to the State Water Resources Control Board for financial assistance in implementing the Regional Recycled Water Project – Phase I; and
WHEREAS, advancing the design of the Project to the 60% level of detail will support project permitting with the Regional Water Quality Control Board; and WHEREAS, advancing the design to the 60% level of detail will support the City’s position and competitive situation in obtaining other financial assistance; and WHEREAS, proceeding with the Design will advance the overall project schedule towards completion projected in December 2026; and
WHEREAS, after issuance of a Request for Qualifications and negotiation of a scope of services and fee, the City Council’s awarded the contract for preparation of the 30% design documents to Brown and Caldwell, the City wishes to promote the design phase of the project to 60% through a contract change order at an approximate cost of $2,049,540.00, with a 10% budget contingency amount of $205,000.00 for potential additional services to be administered by the City Manager, for a total of $2,254,540.00 to be allocated from the Wastewater Enterprise Fund.

WHEREAS, City Council hereby approves this agreement, subject to any minor revisions approved by the City Attorney.

NOW, THEREFORE, BE IT RESOLVED that the City Council of the City of Riverbank hereby awards Contract Change order for the 60% Design for the Regional Recycled Water Project – Phase I contract to Brown and Caldwell, authorizes the City ATTACHMENT 1

CC/LRA – 09/24/2024
CC Resolution 2024-
Manager to execute this contract, and appropriates $2,254,540.00 from the Wastewater Enterprise Fund.

PASSED AND ADOPTED by the City Council of the City of Riverbank at a regular meeting held on the 24th day of September 2024; motioned by Councilmember ________, seconded by Councilmember _________, and upon roll call was carried by the following City Council vote of __:

AYES:

NAYS:

ABSENT:

ABSTAIN:

ATTEST: APPROVED:
______________________ ______________________
Gabriela Hernandez, CMC Richard D. O’Brien
City Clerk Mayor
Attachment: Brown and Caldwell Scope of Services
11020 White Rock Road, Suite 200
Rancho Cordova, CA 95670
T: 916-444-0123
May 9, 2024
Cody Bridgewater
City of Riverbank
6707 Third Street
Riverbank, CA 95367 181441
Subject: Riverbank Regional Recycled Water Project (RRRWP) Amendment 1 Dear Mr. Bridgewater:

Brown and Caldwell (BC) is pleased to provide this amendment to the Riverbank Regional Recycled Water Project (RRRWP). This amendment progresses the recently completed Basis of Design Report (BODR) and 30% design to 60% design.

The scope of services for the 60% design services described herein is to be performed at the City of Riverbank’s existing wastewater treatment plant for the Regional Recycled Water Project (Project). BC will complete the following tasks as described below:
• Phase 6 – Project Management, Quality Assurance/Quality Control, and Meetings
• Phase 7 – Equipment Pre-Selection
• Phase 8 - 60% Design Services
Assumptions regarding the tasks are included for each task.

In general, BC and our sub-consultants will provide civil, architectural, structural, process mechanical, electrical, and instrumentation and controls engineering services for the Project. Our services under this scope will include pre-selection of equipment and preparation of 60% design submittal.

The following sections describe the additional scope of work, estimated budget, and the schedule to complete each phase.

Phase 6 – Project Management, Quality Assurance/Quality Control, and Meetings
Project Management: BC will supervise and provide direction to design team members and provide administration, project controls, quality assurance, and professional oversight of the Project. BC will also prepare and maintain a decision log that will record comments and decisions made by RIVERBANK throughout the Project and manage the quality assurance/quality control (QA/QC) review of the work products.

ATTACHMENT 2
Amendment 1 for Riverbank Regional Recycled Water Project City of Riverbank
May 9, 2024

BC will complete the following tasks:
• Oversee daily management of scope, deliverables, schedule, and budget • Prepare monthly progress reports and invoices
• Facilitate Quality Assurance and Quality Control Reviews • Update the PMP, QMP and required updates to the FWSP
Meetings and Workshops:

BC will organize and facilitate biweekly teleconferences through the end of the design phase to discuss the Project’s progress and any other issues, as needed. Biweekly teleconferences will be held virtually via Microsoft (MS) Teams between the BC project manager (PM) and Riverbank PM. These meetings will be held unless otherwise determined not to be needed by Riverbank PM or unless more frequent meetings (as authorized) are needed as determined by Riverbank. Topics discussed at the biweekly meetings will be determined as conditions develop and in collaboration with RIVERBANK.

As part of this task, and included in the associated task budget, BC will also conduct internal team coordination meetings throughout the project.

Phase 6 Workshops:
• Architectural Workshop 1
• Architectural Workshop 2
• Operations Workshop
• Control Narratives Workshop
• 60% Design Submittal Review Workshop
Phase 6 - Deliverables:
• Preparation of 11 Monthly invoices and progress reports • Action items and decision log
• Agenda and minutes from biweekly teleconference meetings and workshops Phase 6 - Assumptions:
• Up to 20 Bi-Weekly Coordination calls will be held virtually via MS Teams, and attended by BC PM for a duration of 1 hour.
• Five virtual Design Workshops (2 hours duration with up to 3 BC staff in attendance and up to 8 BC in attendance for Submittal Review Meeting). • Duration for Phases 6, 7 and 8 will be 11 months.
• Notice to proceed expected around mid-September, 2024 Amendment 1 for Riverbank Regional Recycled Water Project City of Riverbank
May 9, 2024