City of Sacramento
City Council - 5PM Report
915 I Street Sacramento, CA 95814
www.cityofsacramento.org
File ID: 2022-01873 11/15/2022 Consent Item 5.
Dissolution of the Sacramento Heritage, Inc. Non-profit Corporation (Continued from 08/30/2022)
File ID: 2022-01873
Location: Citywide
Recommendation: Adopt a Resolution repealing Resolution No. 1975-0307 and Resolution No. 1983-0193 to dissolve the Sacramento Heritage, Inc. non-profit corporation.
Contact: Sean de Courcy, Preservation Director, (916) 808-2796, [email protected], Community Development Department
Presenter: None.
Attachments:
1-Description/Analysis
2-Resolution Dissolving Sacramento Heritage, Inc. Non-Profit Corporation 3-Resoultion No. 1975-0307
4-Resolution No. 1983-0193
Description/Analysis
Issue Detail: The dissolution of the City-affiliated non-profit corporation Sacramento Heritage, Inc. (SHI) was placed on the City Council agenda on August 30, 2022. At that meeting, William Burg, former Chair of the non-profit corporation, and current board member of SHI Barry Boyd raised concerns about the recommendation to dissolve SHI. Issues voiced at the time included the kind of public outreach to the former board of directors and requested clarity on what would become of the remaining funds (approximately $16,000). The item was continued until additional outreach could be done with former board members and addressing the remaining funds.
Since that time, staff has met with Mr. Burg and Mr. Boyd. All parties agreed to the take the initial step towards dissolution of SHI so long as there was an ability for former members to make recommendations to Council (in a subsequent meeting) on how to distribute the dissolution funds (approximately $16,000). Mr. Burg and Mr. Boyd agreed to the following points:
File ID: 2022-01873 11/15/2022 Consent Item 5.
· The dissolution item should move forward;
· Mr. Burg would provide a list of SHI accomplishments for the past from 2010-present to Council; and
· Mr. Burg would form an advisory citizens group who would provide a recommendation to the City Council on what to do with the remaining SHI funds for consideration at a future meeting.
Policy Considerations:
The need for SHI no longer exists since the functions of the organization have been delegated by the City Council to the Preservation Commission, the Preservation Director, or Preservation staff.
Sacramento City Code Section 17.604.100.C.1: The preservation commission’s primary responsibilities are to develop and recommend to the council preservation policies appropriate for inclusion in the general plan and other regulatory plans and programs of the city and to provide oversight relative to the maintenance and integrity of the Sacramento register of historic and cultural resources. The preservation commission shall review, nominate, and make recommendations to the council on properties eligible for listing in the Sacramento register as landmarks, historic districts and contributing resources as set forth in this chapter. The preservation commission’s role in reviewing development projects shall be limited to hearing projects of major significance and appeals of the preservation director’s decisions as set forth in this chapter.
Sacramento City Code Section 17.604.100.C.2: The primary responsibilities of the preservation director shall be to manage the preservation program; conduct surveys; make preliminary determinations relative to properties’ eligibility for listing on the Sacramento register, the potential for listing on the California Register relative to discretionary development project review under CEQA, and maintain and update the Sacramento register; review and take action on development project applications as set forth in this title; .manage incentive programs as established by the council; and advise property owners, the public, city departments, and other governmental agencies on preservation standards and incentives.
Sacramento City Code Section 17.604.100.C.3: The primary responsibilities of the preservation staff under the general direction of the preservation director shall be to coordinate surveys, inventories, and nominations to the Sacramento register, make recommendations to the preservation director on the eligibility of properties for listing on the Sacramento register and California Register relative to discretionary development project review and relative to proposals to demolish structures 50 years old and older, and review and take action on development project applications, as set forth in this chapter.
Economic Impacts: None.
File ID: 2022-01873 11/15/2022 Consent Item 5.
Environmental Considerations:
California Environmental Quality Act (CEQA): CEQA only applies to projects that have the potential for causing a significant effect on the environment. The requested action is not a project under CEQA.
Sustainability: Not applicable.
Commission/Committee Action: Not applicable.
Rationale for Recommendation:
In an effort to streamline the preservation office and make the best use of staff time, staff is recommending SHI be dissolved, and its existing functions be carried out by the Preservation Commission, the Preservation Director, and Preservation staff.
In 1975, the City Council adopted articles of incorporation to form the 501(c)3 nonprofit corporation named Sacramento Heritage, Inc. (SHI). The primary purposes included the acquisition, improvement, restoration, preservation, leasing, and disposition of historically and architecturally significant real properties in the City of Sacramento; including the formation of a board of directors to oversee the corporation’s activities. The organization’s function became the purview of redevelopment agencies or other organizations. Since that time, the organization has evolved to carry out a preservation education and outreach function. The need for this body no longer exists since these functions are delegated by the City Council to the Preservation Commission, the Preservation Director, or Preservation staff. The amount of staff time needed to oversee the corporation cannot be justified by the activities of the corporation.
Public Outreach Summary
· February 26, 2022: Staff met with Preservation Sacramento board of directors (including Bill Burg) to discuss dissolution of SHI with the Board of Directors. Board raised no objections. · May 3, 2022: Lunch with Bill Burg to discuss dissolution of SHI, visit to US Bank to add Preservation Director Sean de Courcy to bank account.
· May 25, 2022: Notified the Board of Directors SHI would be dissolved in the coming months. · June 15, 2022: Discussed dissolution of SHI with the Preservation Commission and formed an ad hoc subcommittee to study incentive programs currently administered by SHI and make recommendations to reform those incentives.
· August 30, 2022: Received public comment from William Burg and Barry Boyd during City Council meeting voicing concerns about dissolution process. · September 16, 2022: Convened meeting with City Staff, William Burg, Barry Boyd, and Zach Freels (District 4 Chief of Staff) to discuss dissolution process.
File ID: 2022-01873 11/15/2022 Consent Item 5.
· October 4, 2022: Sent email to the former board members of Sacramento Heritage describing concerns raised by William Burg and the process for dissolution and inviting them to coordinate with William Burg on a voluntary citizens group to prepare a set of recommendations for how to direct the remaining SHI funds (approximately $16,000).
Sacramento Heritage Inc. Programs and Accomplishments, 2010-2020 (Provided by Bill Burg):
· Management of the city’s Historic Places Grant
· Management and development of the Sacramento Historic Landmark Plaque program · Sacramento Heritage Dessert Tours: paid walking, dessert, and history tours · Downtown walking tours: J & K Street, Capitol Park, City Hall, printed and downloadable PDFs · Participation and tour leadership in citywide walking tour events including AIACV Experience Architecture and Jane Jacobs Walk tours
· Midtown walking tours: J Street Streetcar Tour (in conjunction with Midtown Association), Lavender Heights, Poverty Ridge
· Sacramento Self-Guided Walking Tour Smartphone App
· Preservation Academy classes on Preservation 101, Preservation Myths, How To Nominate Properties, Historic Window Restoration Workshop
· 2014 “40th Anniversary of Historic Preservation in Sacramento” fundraiser & event series Financial Considerations: None.
Local Business Enterprise (LBE): Not applicable.
RESOLUTION NO.
Adopted by the Sacramento City Council
[date adopted]
Repealing Resolution No. 1975-0307 and Resolution No. 1983-0193 and the Dissolution of the Sacramento Heritage, Inc. Non-Profit Corporation
BACKGROUND
A. On July 3, 1975, the City of Sacramento established the corporation Sacramento Heritage, Inc. by Resolution No. 1975-0307 as a tax exempt 501(c)3 non-profit corporation.
B. Sacramento Heritage, Inc.’s purpose is for acquisition, improvement, restoration, preservation, leasing and disposition of historically and architecturally significant real properties to provide housing for persons and families on a non-profit basis.
C. On March 15, 1983, the City of Sacramento approved the Sacramento Heritage, Inc.
Reorganization Study by Resolution No. 1983-0193, which formalized the responsibility of the Sacramento Heritage, Inc. board of directors.
D. Sacramento Heritage, Inc. is no longer necessary for the acquisition, improvement, restoration, preservation, leasing and disposition of historically and architecturally significant real properties to provide housing for persons and families on a non-profit basis.
E. The rationale for Sacramento Heritage, Inc. no longer exists because the organization is no longer involved in the acquisition, improvement, restoration, preservation, leasing and disposition of historically and architecturally significant real properties to provide housing for persons and families on a non-profit basis; and the outreach and education function of the current board of directors has been delegated to the Preservation Commission, Preservation Director, and Preservation staff by the City Council.
BASED ON THE FACTS SET FORTH IN THE BACKGROUND, THE CITY COUNCIL RESOLVES AS FOLLOWS:
Section 1. Sacramento Heritage, Inc. is hereby dissolved, and Resolution No. 1975-0307 and Resolution No. 1983-0193 are hereby repealed. •
RESOLUTION NO. ^^^5-^017
Adopted by the Sacramento City Council on date of
July 3, 1975
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF
SACRAMENT0 :
That the creation of Sacramento Heritage, Inc.,
a nonprofit corporation, is hereby approved in concept. .J
N1^Y0 R
ATTEST:
J11C.-3^15, i^
^^SGLU TIO^^I N®...^^^'
ARTICLES OF INCORPORATION
OF
SACRAMENTO HERITAGE, INC.
The name of this corporation shall be SACRAMENTO
HERITAGE, INC.
II
The purposes for which this corporation is formed are:
(ay The specific and primary purposes are for the
acquisition, improvement, restoration, preservation, leasing and disposition of historically and architecturally significant real properties in the City of Sacramento, to provide housing for per- sons and-families (including elderly and handicapped persons) on a nonprofit basis, and to provide related facilities and services especially designed to meet-the physical, social and psychological needs of said persons., families, elderly and handicapped which will contribute to their health,.security,,happiness and useful- ness in longer living.
(b) The general purposes and powers are to have and
exercise all. rights and powers conferred on nonprofit corporations under the laws of California, including the power to contract, rent, buy or sell personal or real property, provided, however, that this corporation shall not, except to an insubstantial degree, engage in any activities or exercise any powers that are not in furtherance of the primary purposes of this corporation. (c) The corporation formed hereby is also authorized
.to enter into any and all agreements, including obtaining loans -1-
JUl..-3197 5
RES®L(.1T60t^IV
! W
and insurance for loans, with the United States Department of .Housing and Urban Development and the State of California, and agencies thereof, to carry out the provisions of the United States Housing Act of 1937 and appropriate State'statutes and any amendments thereto. Upon execution, the agreements shall be binding upon the corporation, its successors and assigns, so long as any loan under appropriate statutes is outstanding and for such further period of time as may be agreed to by the corpo- ration.
(d) No substantial part of the activities of this
corporation shall consist of carrying on propaganda, or otherwise attempting to influence legislation, and the corporation shall not participate or intervene in any political campaign (including the publishing or distribution of statements) on behalf of any candidate for public office.
III
This corporation is organized pursuant to the General'
Nonprofit Corporation•Law of the State of California. This cor- poration does not contemplate pecuniary gain or profit to the members thereof and it is organized for nonprofit purposes.
IV ... °
The principal office for the transaction of the business of this corporation is located in the County of Sacramento, State of California.
V
The general management of the affairs of this corpora-
tion shall be under the control, supervision and direction of the board of directors. The names and addresses of persons who are to act in the. capacity of directors until the selection of their successors are: _
-2-
JUL. - 3 'i 9 7: '25•^ 307RESOLUTIONN®._.
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. . ,. , ^--..^,--:^-.^.,.-•-_-.^.> •.^>,.,,...e...^,-
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i
Paula Boghosian 5324 L Street
Sacramento, California 95819
Leroy Frith 5841 Newman Court
Sacramento, California 95819
Archie G. Parker 1107 9th Street
Sacramento, California 95814
VI
The authorized number and qualifications of members of
the'corporation, the different classes of membership, if any, the property, voting and other rights and privileges of members and their liability to dues and assessments and the method of collec- tion thereof, shall be as set forth in the bylaws.
VII
The property of-this corporation is irrevocably dedi-
cated to charitable purposes and no part of the net income or assets of this organization shall ever inure to the benefit of any director, officer or member thereof or to the benefit of any private individual. Upon the dissolution or winding up of the corporation, its assets remaining after payment of, or provision for payment, of all debts and liabilities of this corporation, shall be distributed to a nonprofit fund, foundation or corpora- tion which is organized and operated exclusively for charitable purposes and which has established its tax exempt status under Section 501(c)(3) of the Internal Revenue Code. If this corpora.- tion holds any assets in trust, or a corporation is formed for charitable purposes, such assets shall be disposed of in such manner as may be directed by decree of the superior court of the county in which the corporation has its principal office, upon petition therefor by the Attorney General or by a person concerned -3-
)UL. - 3 197 5
RESOLUTION'
10-
in'the liquidation, in a proceeding to which the Attorney General is a party.
IN WITNESS WHEREOF, the undersigned have executed these Articles of Incorporation this day of , 19
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JUL. ---^ 31975 _
RESOLUTION No.-.75-M17'_.
STATE OF CALIFORNIA )
ss.
COUNTY OF SACRAMENTO )
On this day of , 19 , before
me, the undersigned, a Notary Public for the State of California, with principal office in Sacramento County, personally appeared known to me to be the persons whose names are subscribed to the within Articles of Incorporation, and acknowledged to me that they executed the same.
IN WITNESS WHEREOF, I have hereunto set my hand and
affixed my official seal on the day and year first above written.
Notary Public in and for said
[S E A L] County and State.
- 5-
•
JUL.-3 i ^4 y
RESOLUTION Noo..'75-17
RESOLUTION NO. 83-1S3
ADOPTED BY THE SACRAMENTO CITY COUNCIL ON DATE OF
March 15, 1983
ACCEPTANCE OF THE SACRAMENTO HERITAGE, INC.
REORGANIZATION STUDY AND ADOPTION OF THE STUDY RECOMMENDATIONS
BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF
SACRAMENTO:
Section 1. The City Council acting as the membership
of Sacramento Heritage, Inc. hereby approves the Sacramento Heritage, Inc. Reorganization Study and adopts the following recommendations:
With the adoption of this report, the City Council
(acting as the membership of Sacramento Heritage) will put into motion the following:
a. The Council will receive recommendations for
and make five new appointments to the Board
of Directors. (Presently the Housing and
Redevelopment Commission position and the
Housing Appeals Advisory Board position must
be filled.) This would increase the Board
of Directors from five members to nine members.
Appointments should be made during the month
of February.
b. Request Heritage staff to amend the By-Laws
to reflect organizational changes: membership
open to associates; quarterly reports; and
increase in Board of Directors from five to
nine.
The Board of Directors of Sacramento Heritage, Inc.
following the appointment of all new members of the Board of Directors, will vote for three members to act as the Executive Committee. These three members must have a background in pre- servation, housing and financing. The Executive Committee will:
a. During the first quarter of 1983 calendar year
prepare the following for presentation to the
Board of Directors and the Members at the
March Quarterly Report: identify programs,
funding levels and funding sources; identify
quantitative goals and priorities; outline
special circumstances which allow for the
No. ^3^^"^^24 )RESOLUTIONMAR 15'1"83
deviation from these priorities; and outline
the manner in which project are to be assigned
to Heritage.
Following the March 1983 Quarterly Report, the Executive Committee will:
a. Begin implementation of programs;
b. Begin recruitment of associate members;
c. Begin preparation of the 1984 Budget to coincide
with the budget cycle of the Housing and Redevelop-
ment Agency; and
d. At the time of the 1984 Annual Report (January)
present the programs and budget to the membership
for adoption.
ATTEST:
^ESCL^1TI^^d fVo. 83-1`^^
MAR 1. 5 i9A3 (25)