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HomeMy WebLinkAbout25E - AGMT - PROFESSIONAL AUDITING0 • A i.. CITY COUNCIL MEETING DATE: MAY 3, 2016 TITLE: CONTRACT AWARD TO WHITE NELSON DIEHL EVANS LLP FOR PROFESSIONAL AUDITING SERVICES {STRATEGIC PLAN NO. 7, 5F) 1 " CITY MANAGE RECOMMENDED ACTION CLERK OF COUNCIL USE ONLY: :'-:• ❑ As Recommended ❑ As Amended ❑ Ordinance on 1" Reading ❑ Ordinance on 2nd Reading ❑ Implementing Resolution ❑ Set Public Hearing For_ CONTINUED TO FILE NUMBER Award a contract to White Nelson Diehl Evans LLP for professional auditing services, for a two- year period beginning with the fiscal year -ending June 30, 2016 and June 30, 2017, in the amount of $366,675, with a provision for one two-year renewal exercisable by the City Manager, for the for the fiscal year -ending June 30, 2018 and June 30, 2019, subject to non -substantive changes approved by the City Manager and City Attorney. DISCUSSION The Finance and Management Services Agency (FMSA) is responsible for overseeing the financial statement audits and examinations along with the preparation of the City's Comprehensive Annual Financial Report (CAFR). Annually, the City of Santa Ana utilizes the services of an independent Certified Public Accounting firm to conduct the annual audit of the City's financial statements as well as state and federal grant audits (Single Audit). The audits are conducted in accordance with the generally accepted auditing standards and the Government Auditing Standards issued by the Comptroller General of the United States. The standard annual audits include evaluation of internal controls, determination of compliance to legal requirements, application of General Accounting Standards Board (GASB) requirements, and validation that the City's financial statements are presented in accordance with Generally Accepted Accounting Principles (GAAP) in the United States of America. On February 11, 2016, the FMSA released a Request for Proposals for professional auditing services. A total of six accounting firms submitted proposals; Badawi & Associates, Lance, Soll & Lunghard, LLP, Macias, Gini & O'Connell LLP, The Pun Group, Vasquez & Company LLP, and White Nelson Diehl Evans LLP (WNDE). The six proposals were evaluated and ranked by a Review Committee (Committee) comprised of Executive Director of Finance & Management Services Agency, Assistant Director of Finance & Management Services Agency, Special Assistant to the City Manager, Supervising Accountant, and Senior Management Analyst. The evaluation was based on several factors, including but not limited to the following: 25E-1 Contract Award to White Nelson Diehl Evans LLP for Professional Auditing Services May 3, 2016 Page 2 • Firms' technical qualifications and experience of key members for the engagement team and the firm • Experience with similarly sized governments relative to the City of Santa Ana • Capability of handling all aspects of the audit • Ability to provide continuity of staff from year to year • Thoroughness of auditors proposed scope of work • Clearly defined schedule of work to be performed and ability to meet required deadlines • Reasonableness and competiveness of cost budget Based upon the factors noted above, the Committee selected the top three firms to conduct in person interviews; Lance, Soll & Lunghard, LLP, Macias, Gini & O'Connell LLP, and White Nelson Diehl Evans LLP. Subsequently, FMSA staff interviewed the top three firms. Based on FMSA's evaluation and review of references, White Nelson Diehl Evans LLP was selected as the most qualified firm to conduct the City's annual audit(s) and examinations. They demonstrated strong staffing with high level of technical knowledge regarding all aspects of the City's engagement, and experience in the field of government accounting and auditing with similarly sized governments. The firm has proposed to include two Engagement Partners for both the preparation of the CAFR and Single Audit, which will provide the City with additional technical assistance in complex accounting and auditing matters. Additionally, their highly experienced audit team will allow the City to have a comprehensive, effective, and efficient audit. White Nelson Diehl Evans LLP (WNDE) will conduct the following audits and reviews of the City: • City Audit (CAFR), including management and audit committee letters • Single Audit of Federal Grants • Audit of Air Quality Improvement Program • GANN Limit Review • Compliance Review of the City's investment policy • Preparation of the City's State Controller's Report • Agreed Upon Procedures (if applicable) • Agreed Upon Procedures or other services as requested by the Executive Director of Finance & Management Services Agency As such, staff recommends contracting with WNDE to perform the annual auditing services for a period of two years and the option to renew for an additional two years. STRATEGIC PLAN ALIGNMENT Approval of this item allows the City to meet Goal #7 Team Santa Ana, Objective #5 (Create a culture of innovation and efficiency within the organization), Strategy F (Explore opportunities to engage with outside agencies, both private and public, to share information and increase efficiencies). 25E-2 Contract Award to White Nelson Diehl Evans LLP for Professional Auditing Services May 3, 2016 Page 3 FISCAL IMPACT Funds for these services will be included in the following fiscal years' budget within the accounts noted below along with their respective audit related costs. The allocations are subject to non - substantive changes based on the actual work performed. Year 1 (Audit of FY 2015-16) Fiscal Year Total Amount FY 2015-16 $ 36,000 FY 2016-17 $ 44,000 FY 2016-17 $ 2,275 FY 2016-17 $ 3,475 FY 2016-17 $ 25,000 FY 2016-17 $ 10,000 FY 2016-17 $ 59,880 Total $ 180,630 Year 2 (Audit of FY 2016-17) Fiscal Year Total Amount FY 2016-17 $ 37,000 FY 2017-18 $ 45,500 FY 2017-18 $ 2,350 FY 2017-18 $ 3,580 FY 2017-18 $ 26,000 FY 2017-18 $ 10,500 FY2017-18 $ 61,115 Total $ 186,045 Robert Cortez L, Special Assistant to the City Manager City Manager's Office Accounts 01110110-62300 01110110-62300 01110130-62300 03116510-62300 14018760-62400 67018850-62400 General Fund & Various Grant Funds Accounts 01110110-62300 01110110-62300 01110130-62300 03116510-62300 14018760-62400 67018850-62400 General Fund & Various Grant Funds APPROVED AS TO FUNDS & ACCOUNTS: ° sttQ Francisco Gutierrez kaio 3 Executive Director J Finance & Management Services Agency Exhibit: Professional Services Agreement — Audit Services 25E-3 25E-4 AGREEMENT FOR PROVISION OF FINANCIAL AUDIT SERVICES THIS AGREEMENT, made and entered into this 41h day of May by and between White Nelson Diehl Evans LLP (hereinafter "AUDITOR"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (bereinafter "CITY"). RECITALS A. The CITY issued a Request for Proposals, dated February 11, 2016, for an independent audit of its financial statements and records. B. Pursuant to said invitation, AUDITOR submitted a proposal which is hereby accepted by CITY for provision of said professional service. C. AUDITOR is recognized as a competent and qualified certified public accountant, duly authorized to practice and licensed as such by the California State Board of Accountancy. D. In undertaking the performance of this Agreement, AUDITOR represents that it is knowledgeable in its field and that any services performed by AUDITOR under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES AUDITOR shall perform its Annual Independent Audit for the two fiscal years ending June 30, 2016 through Juice 30, 2017 fiscal years, as set forth in CITY's Request for Proposals, attached hereto as Exhibit A, and incorporated by this reference. Said services shall be performed in accordance with the process set forth in AUDITOR'S Proposal, attached hereto as Exhibit B. The Executive Director of Finance and Management for the City can request that AUDITOR provide other auditing services upon request in lieu of the two agreed upon procedure reviews identified in Exhibit C. In All exhibits referenced herein and attached hereto shall be incorporated by reference as though attached in their entirety. 2. REPRE+SENTATIVES For purposes of implementing this Agreement, the representative of CITY shall be the Executive Director of the Finance and Management Services Agency, or his designated representative, and the representative of the AUDITOR shall be NITIN P. PATEL, CPA Engagement Partner. Except as may be otherwise stated herein, such representatives shall have the authority to act on behalf of their respective parties in carrying out the terms of this Agreement, Page t of 9 25E-5 3. DELIVERY OF WORK PRODUCT - OWNERSHIP AUDITOR warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. AUDITOR's contribution to the Project, including works to be produced, by AUDITOR hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. AUDITOR shall deliver to CITY any work product which results from the services provided, Said work product shall be submitted in hard copy and produced in a form compatible with CITY's information systems, as agreed between the Project Manager and AUDITOR. In regard to all material produced as a deliverable under this Agreement, including but not limited to records, papers, drawings, specifications, programs, systems and other materials prepared by AUDITOR, AUDITOR agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material shall be the property of the CITY, and may not be copyrighted without prior review from the CITY, and (b) the authors of all such material, whether copyrighted or not, award to the CITY, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the AUDITOR, a royalty -free, nonexetusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 4. COMPENSATION a. CITY agrees to pay, and AUDITOR agrees to accept as total payment for its services, the rates and charges identified in AUDITOR's Cost Proposal, attached hereto as Exhibit C. The total sum to be expended under this Agreement shall not exceed per fiscal year during the term of this Agreement is FY 2015-16 is $180,630 and FY 2016-17 is $186,045, b, Payments to AUDITOR shall be made within thirty (30) days after receipt by CITY of invoices from AUDITOR, which shall be rendered not more often than monthly. Special examinations, surveys, or detailed reports of any nature outside the scope of this Agreement shall be billed separately by AUDITOR and must be specifically authorized in writing by CITY in advance of such additional services proposed to be provided. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by CITY. 5. TERM The term of this Agreement shall be for a period of two (2) consecutive years, beginning with the fiscal year ending June 30, 2016 and June 30, 2017. CITY shall retain an option in its sole discretion to extend auditing services for one additional two-year period, exercisable by the City Manager, for the fiscal year ending June 30, 2018 and June 30, 2019, subject to non - substantive changes approved by the City Manager and City Attorney. Page 2 of 9 25E-6 6, INDEPENDENT CONTRACTOR AUDITOR shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the CITY. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the CITY to exercise discretion or control over the professional manner in which AUDITOR performs the services which are the subject matter of this Agreement; however, the services to be provided by AUDITOR shall be provided in a manner consistent with all applicable standards and regulations governing such services, AUDITOR shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes, 7. INSURANCE Prior to undertaking performance of work under this Agreement, AUDITOR shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: a, Commercial General Liability Insurance. AUDITOR shall maintain cornmercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occuurence arising out of AUDITOR's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, $1,000,000 in the aggregate. Such insurance shall (a) name the CITY, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self-insurance programs maintained by the CITY; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $1,000,000 combined single limit. Such insurance shall include coverage for owned, hired and non -owned automobiles, c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, AUDITOR, if AUDITOR has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, AUDITOR agrees to obtain and, maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim, and $1,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by AUDITOR pursuant to this section: Page 3 of 9 25E-7 (i) AUDITOR shall maintain all insurance required above in full force and effect for the entire period covered by this Agreement. (ii) Certificates of insurance shall be furnished to the CITY upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the CITY. f. If AUDITOR fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has beers procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith tenninate this Agreement. Such termination shall not effect AUDITOR's right to be paid for its time and materials expended prior to notification of termination, AUDITOR waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY. g. INDEMNIFICATION AUDITOR agrees to and shall indemnify and hold harmless the CITY, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligent operations of the AUDITOR or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section I of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the terms of or effects arising from this Agreement. This indemnity and hold harmless agreement applies to all claims for damages, just compensation, restitution, judicial or equitable relief suffered, or alleged to have been suffered, by reason of the events referred to in this Section or by reason of the terms of, or effects, arising from this Agreement. The AUDITOR further agrees to indemnify, hold harmless, and pay all costs for the defense of the CITY, including fees and costs for special counsel to be selected by the CITY, regarding any action by a third party challenging the validity of this Agreement, or asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the terms of, or effects arising from this Agreement. CITY may make all reasonable decisions with respect to its representation in any legal proceeding. Notwithstanding the foregoing, to the extent AUDITOR's services are subject to Civil Code §2782.8, the above indemnity shall be limited, to the extent required by Civil Code §2782.8, to claims that arise of, pertain to, or relate to the negligence, recklessness, or willful misconduct of the AUDITOR. Page 4 of 9 25E-8 9. CONFIDENTIALITY All information gained by AUDITOR in performance of this Agreement shall be considered confidential and shall not be released by AUDITOR without CITY'S prior written authorization excepting that information which is a public record and subject to disclosure pursuant to the California Public Records Act, government Code Section 6250 et sec, AUDITOR, its officers, employees, agents, or subcontractors, shall snot voluntarily provide declarations, letters of support, testimony at depositions, response to interrogatories or other information concerning the project or cooperate in any way with a party who may be adverse to CITY or whom AUDITOR reasonably should know maybe adverse in any subsequent litigation. AUDITOR shall incur no liability under this Agreement for materials submitted by it which are later released by CITY, its officers, employees, or agents. AUDITOR shall also incur no liability for statements made by it at any public meeting, or for any document released by it for which prior written CITY authorization was obtained. If AUDITOR or any of its officers, employees, consultants, or subcontractors does voluntarily provide information in violation of this Agreement, CITY has the right to reimbursement and indemnity from AUDITOR for any damages caused by AUDITOR'S conduct --including attomey's fees. AUDITOR shall promptly notify CITY should AUDITOR, its officers, employees, agents or subcontractors be served with any Suanmons, Complaint, Subpoena, Notice of Deposition, Request for Documents, Interrogatories, Request for Admissions or other discovery requests from any party regarding this agreement and the work performed hereunder. CITY retains the right, but not the obligation, to represent AUDITOR and/or to be present at any deposition, hearing, or similar proceeding. AUDITOR agrees to cooperate fully with CITY and to provide CITY with the opportunity to review any response to discovery requests provided by AUDITOR. However, CITY'S right to review any such response does not imply or mean the right by CITY to control, direct, or rewrite said response. CITY warrants that AUDITOR will have fully met the requirements of this provision by obtaining CITY'S written approval prior to providing documents, testimony, or declarations; Consulting with CITY before responding to a Subpoena or court order; in the case of depositions upon providing Notice to CITY of same; or providing CITY opportunity to review discovery responses prior submission. For purposes of this section, a written authorization from CITY shall include a "faxed" letter. 10. CONFLICT OF INTEREST CLAUSE AUDITOR covenants that neither it nor any officer or principal of their firm have any interests, nor shall they acquire any interest, directly or indirectly which will conflict in any manner or degree with the per£onriance of their services hereunder. AUDITOR further covenants that in the performance of this Agreement, no person having such interest shall be employed by them as an officer, employee, agent, or subcontractor. Page 5 of 9 25E-9 11. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: To CITY: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 Facsimile (714) 647-6956 With courtesy copies to: and Executive Director of the Finance and Management Services Agency City of Santa Ana 20 Civic Center Plaza (M-17) P.O. Box 1988 Santa Ana, California 92702 Facsimile (714) 647-5414 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 Facsimile (714) 647-6515 To AUDITOR: White Nelson Diehl Evans LLP Certified Public Accountants and Consultants 2875 Michelle Drive, Suite 300 Irvine, CA 92606-5165 (714) 978-1300-Telephone npatel ,wndecoa.com A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above, If sent by facsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. Page 6 of 9 25E-10 12. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the CITY and AUDITOR, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the CITY and by an authorized representative of AUDITOR, The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the teens and conditions hereof, shall not bind or obligate AUDITOR nor the CITY. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein. 13. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of AUDITOR, AUDITOR may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the CITY and any such assignment, transfer, delegation or subcontract without the CITY's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the CITY's ability to have any of the services which are the subject to this Agreement performed by CITY personnel or by other consultants retained by CITY. 14. TERMINATION If, at any time during the term of this Agreement, CITY determines that AUDITOR is not faithfully abiding by any term or condition contained herein, CITY may notify AUDITOR in writing of such defect or failure to perform; which notice must give AUDITOR a ten (10)-day notice of time thereafter in which to perform said work or cure the deficiency. If AUDITOR has not performed the work or cured the deficiency within. the ten (10) days specified in the notice, such shall constitute a breach of this Agreement and CITY may terminate this Agreement immediately by written notice to the AUDITOR to said effect. Thereafter, neither party shall have any further duties, obligations, responsibilities or rights under this Agreement except, however, any and all obligations of AUDITOR'S surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the termination hereof. In said event, AUDITOR shall be entitled to the reasonable value of its services performed from the beginning of the period in which the breach occurs up to the day it received CITY'S Notice of Termination, less any offset from such payment representing the CITY'S damages from such breach. CITY reserves the right to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the CITY'S sole discretion, so as to permit a full and complete accounting of costs. In no event, however, shall AUDITOR be entitled to receive in excess of the compensation quoted in its bid Page 7 of 9 25E-11 15. ATTORNEYS FEES In the event an action is commenced by either party to enforce any rights under this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and court costs, in addition to any other relief granted by the Court. 16. DISCRIMINATION AUDITOR shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities or any activities under this Agreement. AUDITOR affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations, 17, JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES AUDITOR shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. AUDITOR shall notify the CITY immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. Captions and headings in this Agreement, including the title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. c. All Exhibits referenced herein and attached hereto shall be incorporated as if filly set forth in the body of this Agreement, Page 8 of 9 25E-12 IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. CITY OF SANTA ANA ATTEST: MARIA D. HUIZAR DAVID CAVAZOS Clerk of the Council City Manager APPROVED AS TO FORM: Sonia R Carvalho Cit4ef Attney By_ SANDOVA Assistant City Attorney RECOMMENDED FOR APPROVAL: CONSULTANT: FRANCISCO OUITERREZ Executive Director Finance and Management Services By: Tax ID# Page 9 of 9 25E-13 EXHIBIT A RFP 16-014 CITY OF SANTA ANA Finance & Management Services Agency 20 Civic Center Plaza Santa Ana, CA 92701 Sergio Vidal Assistant Director of Finance & Management Services Agency (714)647-5295 svI4A!2sa01a-ana.orq KEY RFP DATES (Subject to change): Issue Date: February 11, 2016 Deadline for Questions about RFP: February 19, 2016 Proposal Due Date: March 4, 2016, by 4:00 p.m. Review of Proposals: March 7 - 22, 2016 Projected Award Date: April 5, 2016 25E-14 CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROFESSIONAL AUDITING SERVICES 16.014 �C�iiC�7�i7�:7-EMI ♦ a • ¢ � • • NOTICE IS HEREBY GIVEN that proposals will be received from qualified firms to provide Professional Auditing Services. Responses to the Request for Proposal (RFP) will be accepted until FridaMarch 4, 2016 by 4:40 p.m. All notifications, updates and addenda will be posted on the City's online bid management and publication system page at www.santa-ana,org/finance/vendor_registration.asp, Proposers shall be responsible for monitoring the site to obtain information regarding this solicitation. Failure to respond to required updates may result in a determination of a nonresponsive proposal. MAILED, DELIVERED BY HAND, or COURIERED proposals will be accepted at: City of Santa Ana Attn: Executive Director of Finance and Management Services Finance Department, V Floor 20 Civic Center Plaza M-17 Santa Ana, CA 92701 It is the responsibility of the proposer to ensure that any proposals submitted shall have sufficient time to be received by the City of Santa Ana prior to the proposal due date and time. Questions regarding this Request for Proposal shall be made in writing via e-mail to Sergio Vidal at svidal@santa-ana.ora. Enter "PROFESSIONAL AUDITING SERVICES RFP 16-014" as the Subject title on all e-mail correspondence. The receiving time in the Finance Department, 20 Civic Center Plaza, Santa Ana, CA 92701 will be the governing time for acceptability of proposals. Late proposals will NOT be considered and will be returned to proposer unopened. Telegraphic, electronic, and facsimile proposals will not be accepted. ONLY SEALED PROPOSALS ARE ACCEPTABLE. DO NOT E-MAIL RFP RESPONSES. DO NOT FAX RFP RESPONSES. 25E-15 CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROFESSIONAL AUDITING SERVICES 16.014 TABLE OF CONTENTS PAGE 1) PROJECT PURPOSE 4 2) BACKGROUND 4 8) SCOPE OF SERVICES 5 4) TIME REQUIREMENTS 7 5) ASSISTANCE TO BE PROVIDED TO THE AUDITOR 8 6) MINIMUM QUALIFICATIONS 8 7) RESPONSE TO RFP 8 8) SELECTION PROCESS AND CRITERIA 10 9) PROTESTS 11 10) RFP TIMETABLE 11 EXHIBIT A - SAMPLE AGREEMENT EXHIBIT B - REFERENCES EXHIBIT C - PROPOSER'S STATEMENT EXHIBIT D - NONCOLLUSION AFFIDAVIT 12 19 20 21 25E-16 CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROFESSIONAL AUDITING SERVICES 16.014 1) PROJECT PURPOSE The City of Santa Ana (the City) is requesting proposals from qualified Certified Public Accountant firms to perform its Annual Independent Audit for the two fiscal years ending June 30, 2016 through June 30, 2017, with the option to renew the contract for one additional two- year term for a total of four years. The audits are to be performed in accordance with the provisions contained in this Request for Proposals (RFP). 2) BACKGROUND The City of Santa Ana is a Charter City in the State of California located in northern Orange County. The City was incorporated in 1886 and operates under a Council -Manager form of government. The City currently occupies a land area of 27.2 square miles and serves a population of approximately 335,000. The City is bordered by Garden Grove, Tustin, Orange, Costa Mesa, Fountain Valley, and Westminster. The City's fiscal year begins on July 1 and ends on June 30. The City of Santa Ana is a full service City of approximately 960 full-time and 440 part-time employees with eight (8) agencies (departments). City services include police, water, sewer, road maintenance, recreation, library, planning and building, and engineering services. The City contracted with the Orange County Fire Authority to outsource its fire services in 2012, The City Council is composed of an elected Mayor and six (6) Council Members, A. Fund Structure The following funds and account groups are currently presented in the City's Comprehensive Annual Financial Report: 1. General Fund for the general operations of the City. 2. Nine Internal Service Funds including public works administration, equipment maintenance and risk management. 3. Seven Enterprise Funds including water and sewer. 4. Seven Special Revenue Funds including the Housing Authority Fund. 5. Six Capital Project funds 6. One Debt Service Fund 7. Agency Funds held by the City in a trustee capacity. 8. Private -Purpose Trust Fund for Successor Agency 25E-17 B. Budgetary Basis of Accounting The City's budget is adopted annually by the City Council and is prepared for each fund in accordance with its basis of accounting (generally modified accrual). The City Manager is responsible for preparation and implementation of the annual budget. While all unencumbered appropriations are lapsed at year-end, valid outstanding encumbrances (those for which performance under executory contract is expected in the next year) are re -appropriated and become part of the subsequent year's budget. The City Council and the City Manager have the authority to amend the budget during the year. The City's FY2015-16 total budget is approximately $476 million with the General Fund budget totaling approximately $226 million. The City maintains budgetary controls to ensure compliance with legal provisions embodied in the appropriated budget approved by the City Council. The level of budgetary control is established by function and activity within each fund. C. Component Units The City identified the Successor Agency to the Community Redevelopment Agency as a Fiduciary Component Unit and Housing Authority of the City of Santa Ana and the Santa Ana Financing Authority as Blended Component Units. D. Federal, State and Local Assistance The City receives financial assistance in the form of state and federal programs which vary from year to year. Accordingly, compliance with the Single Audit Act of 1996 and implementing regulations issued by the United States Office of Management and Budget (OMB) Circular A- 133, and the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (2 CFR Part 200) will be required. E. The City's Comprehensive Annual Financial Reports (CAFR) for the last ten years are available on the City's website at: hitp://www.ci.santa-ana,ca.us/finance/cafr/ The audits of the City for the past eight (8) fiscal years were performed by Macias GIN & O'Connell LLP. It is anticipated that their work papers will be available for review. 3) SCOPE OF SERVICES A. Terms The City is selecting auditors to perform an examination and issue an opinion on the financial statements of all fund types and account groups of the City for the two consecutive years beginning with the fiscal year ending June 30, 2016 with the option for one additional two-year period. 25E-18 B. Auditing Standards to be followed The audits shall be performed in accordance with: • Auditing standards generally accepted in the United States of America as set forth by the American Institute of Certified Public Accountants; • The standards set forth for financial audits in the General Accounting Office's (GAO) Government Audit Standards (1994) Issued by the Comptroller General of the United States, • The provisions of the Federal Single Audit Act as amended; • U.S. Office of Management and Budget (OMB) Circular A-133, Audits of State and Local Governments: • The Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (2 CFR 200); and • Other or new pronouncements or regulations in place now or in the future C, Reports to be issued • Comprehensive Annual Financial Report ("CAFR") — all funds including Fiduciary Funds, Successor Agency and Housing Authority Financial Report • Single Audit of Federal Grants and Other Financial Information • Air Quality Improvement Fund Audit Report • Report on the City's GANN Limit computation • City's Investment Policy Compliance Review • Annual on-line attestation of Financial Data Schedule (FDS) for the Santa Ana Housing Authority • Annual State Controller's Report • Agreed Upon Procedures Report (two annually), to review the City's internal control processes. The scope of review will include but not limited to the following: o Cash handling o Purchasing o Assist in the Development of an Internal Audit Department framework D. The auditor shall assist the City with the finalization of the CAFR. The audit timeline must take into consideration that the City submits the CAFR to the Government Finance Officers Association (GFOA) for review in their Certificate of Achievement for Excellence in Financial Reporting program. The City also requires a management letter containing comments and recommendations regarding the auditor's review and evaluation of the systems of internal control and accounting procedures. E. It is expected that the auditor will be available throughout the year for general consultation regarding matters of accounting. The auditor may be asked to provide guidance on implementation of new GASB and SAS requirements and provide expertise and recommendations regarding specific of Federal and State regulations as to how they may impact local government accounting. If 25E-19 F. If requested, the auditor may be required to meet with staff and Council Members to review the Management Letter and Audit. Attendance at Council meetings may also be requested. G. If requested by the member of the bond financing team, the auditor may be asked to Issue a "consent and citation of expertise" and any necessary "comfort letters" in relationship to City financial statements and auditors' report, which are included in the Official Statement prepared in connection with sale of debt securities. H. Internal Audit Function The City is currently developing an internal audit program via the hiring of an Internal Auditor (Senior Accountnant). Due to the City currently developing its internal audit program, the auditors would be responsible for conducting Agreed Upon Procedures to review the City's internal control processes in addition to the regular annual audit. The scope of the review will be defined by the Finance and Management Services Agency. A report from the auditors would be required giving the scope of the work performed and recommendations the City should implement to improve internal controls in the areas examined. I. Working Paper Retention and Access to Working Papers Working papers are to be retained for a period of five years and are to be made available (upon reasonable notice) to City staff as well as any third parties authorized by the City. J. Subcontracting Should any firm submitting a proposal consider subcontracting portions of the engagement, that fact must be clearly identified in the proposal along with the name of the proposed subcontractor. Following the award of the audit contract, no additional subcontracting will be allowed without prior written consent by the City's Executive Director of Finance and Management Services Agency. 4) TIME REQUIREMENTS It is anticipated that the audit work will be performed in two phases, Interim and Final Fieldwork: A. Interim Fieldwork Interim fieldwork shall take place in late May or early June and would consist of planning and interim audit procedures (such as gaining an understanding of relevant systems, procedures and internal controls, selected compliance and transaction testing, etc.) B. Final Fieldwork Final fieldwork would involve completing the examination of the General Purpose Financial Statements, preparing opinion letters and other relevant financial reports. The final fieldwork Is to begin no earlier than October 1, and shall be completed no later than November 15. This schedule may be altered only by mutual agreement between the City and the auditor. Any proposed audit adjustments must be identified no later than the conclusion of audit field work. C. Draft Reports The CAFR will be prepared by City staff. The Auditor will review the draft CAFR prepared by the City and provide recommendations. The complete final draft of the City and its component units' financial statements, including footnotes and supplementary schedules shall be 25E-20 completed by third week of November. Drafts of the GANN Limit Reports and review of the City's Investment Policy are due no later than November 30. A draft of the management letter is due no later than November 30. The City will review and provide comments or responses to the auditors within 10 calendar days of receipt of each of the draft reports. A draft of Single Audit report is due no later 60 days from the date of the completion of the CAFR. 5) ASSISTANCE TO BE PROVIDED TO THE AUDITOR A. Finance Department and Clerical Assistance City staff will be available to assist in the audit. City staff will prepare any necessary schedules, provide documents (invoices, checks, council meeting minutes, etc.) and prepare all confirmations. In addition, we will be available to respond to any questions which may arise during the audit. B. The City will provide the auditors with suitable workspace, telephone, access to FAX machine and photocopier. 6) MINIMUM QUALIFICATIONS Firms submitting bids shall meet the following minimum qualifications: A. Firm shall have successfully completed audits of a minimum of ten (10) government agencies including cities, in the preceding twelve months. B. Staff assigned to the engagement shall have a minimum of one-year of experience in the audit of municipalities. Managers or supervisors assigned to the engagement shall have a minimum of five years of experience in the audit of municipalities. Partners assigned to the engagement shall have a minimum of five years of experience in the audit of municipalities. C. Firm shall have prepared and issued a minimum of five Single Audit reports in the preceding twelve months. 7) RESPONSE TO RFP A. Submission requirements: Proposals shall contain the following information: 1. A general summary of the audit engagement plan including nature of interim and final fieldwork testing procedures and the extent of support which will be required from City staff (I.e. pulling invoices, checks, schedule preparation, etc.) Due to the City's limited staff, the City will not be able to provide copying services. 2. A discussion of your firm's qualifications and relevant experience including recent experience in compliance auditing under the Single Audit Act. 3. A list of the firm's most significant engagements in the last five (5) years. 4. A discussion of educational background and relevant experience of the Partner, Supervisor(s) and Staff which will be assigned to this engagement. 25E-21 5. A summary of recent audit engagements of other similarly sized governmental agencies, including individuals from four recent engagements whom we may contact for reference. 6. A preliminary schedule including tentative dates for completion of interim and final field work, preparation of financial statements, footnotes, opinion letters and the management letter. 7. A proposed budget including estimated hours for each member of the engagement team, hourly billing rates, out-of-pocket expenses and a total proposed cost for each of the four years. The budget must include an all-inclusive maximum price (including out-of-pocket expenses) for all services outlined in Section 3C of this RFP. The budget should be broken down by the items noted in Section 3C of this RFP by each fiscal year, 8. A listing of billing rates, by staffing level, which would apply to any supplemental services which may be requested by the City during the term of this contract. 9. A statement that the firm is independent of the City and that it is unaware of potential conflicts of interest. 10. An affirmative statement verifying the firm and all assigned key professional staff are properly licensed to practice in California. 1 1, A copy of a report on its most recent external quality control review (peer review), with a statement whether that quality control review included a review of specific government engagements (required by Government Audit Standards). 12. Information on the results of any Federal or State desk reviews or field reviews of its audits during the past three (3) years. In addition, the Proposer shall provide information on the circumstances and status of any disciplinary action taken or pending against the firm during the past three (3) years with State regulatory bodies or professional organizations. 13. A description of limits on liability, if any. 14. A warrant that the firm maintains a prudent amount of errors and ornissions insurance that covers negligent acts and is applicable to the work requested in this RFP. 15. An acknowledgement by signature that the signer is authorized to contractually bind the firm. 16. Any pending legal actions against the firm. 17. Proposer's Statement - Exhibit C 18. Noncollusion Affidavit — Exhibit D B. Sealed Proposals: Proposals to the RFP should be addressed to City of Santa Ana, Finance Department 3`d Floor, 20 Civic Center Plaza M-17, Santa Ana, CA 92701, and are due no later than 4:00 p.m. March 4, 2016 . Five (5) copies of bound and sealed proposals are required. It is the responsibility of the proposer to ensure that the proposal is delivered on time. Any proposal received after the deadline will be disqualified. 25E-22 C. Proposals will be accepted only from parties that are free of all obligations and interests that might conflict with the best interest of the City of Santa Ana, The City will not be liable for any costs incurred in preparing proposals or associated travel costs. The proposer shall furnish the City with such additional information as the City may reasonably require. The City reserves the right to conduct pre -contract negotiations with any or all potential proposers. D. Any questions regarding this Request for Proposal shall be made in writing via e-mail to Sergio Vidal at svidal wsanta-ana.ora. Enter "PROFESSIONAL AUDITING SERVICES RFP 16-014" as the Subject title on all e-mail correspondence. E. Costs for developing proposals are entirely the responsibility of the respondent. F. The respondent grants permission for the City to contact any individuals listed as references. G. All submitted proposals, and information included therein and attached thereto, shall become public records upon receipt by the City Council for consideration of selection of auditor. H. All proposals must be valid for a period of not less than ninety (90) days from the closing date of submission. I. The proposer receiving the award will provide Certificates of Insurance to the City to verify coverage in relationship to these services prior to commencing work. 8) SELECTION PROCESS AND CRITERIA A. Selection Committee All proposals will be reviewed by a selection committee designated by the Executive Director of Finance and Management Services Agency. The selection process will involve the review of the proposal for compliance with the requirements of the RFP, qualifications of the firm and references. Based upon the selection committee's review of the proposals, interviews may be scheduled at the City of Santa Ana City Hall with the most qualified proposers. Finalists will be notified of specific times and will be allowed a total of thirty minutes for their presentation and to answer questions from the selection committee. The selection committee will rank the audit firms and recommend the top ranked firm to the City Council for award of contract, The City is under no obligation to accept any proposal and reserves the right to negotiate with respondents as to fees and terms. The City may reject proposals at its sole discretion. If a proposal fails to satisfy any requirements outlined in this RFP, it may be considered non -responsive and the proposal may be rejected. The audit firms will be ranked based on the following criteria: 1. Technical qualifications and experience of key members of the engagement team and the firm (20%) 2. Experience with similarly sized governmental agencies in providing the types of services outlined in this RFP (15%) to 25E-23 3. Capability of handling all aspects of the engagement as defined as well as providing ongoing support and technical assistance throughout the year (10%) 4. Ability to provide continuity of staff from year to year (10%) 5. Thoroughness of auditors proposed scope of work (10%) 6. Clearly defined schedule of work to be performed and ability to meet required completion dates for key parts of the audit (20%) Reasonableness and competitiveness of cost budget (15%) The award of the contract will not be based on the lowest fee proposed, but on a combination of all of the above factors, 9) PROTESTS Firms may file a "protest" to an RFP with the Finance & Management Services Department. In order for a protest to be considered valid, the protest must: Be filed in writing within five (5) business days of either the RFP issued date or before 5:00 p.m. of the 5th business day following the posting of Notice of Intent to Award Contract on the City's website; 2. Clearly identify the specific irregularity or accusation; 3. Clearly identify the specific City staff determination or recommendation being protested; 4. Specify, in detail, the grounds of the protest and the facts supporting the protest; and 5. Include all relevant, supporting documentation with the protest at time of filing. If the protest does not comply with each of these requirements, it will be rejected as Invalid. If the protest is valid, the Finance Executive Director, or other designated City staff member, shall review the basis of the protest and all relevant information. The Finance Executive Director will provide a written decision to the protestor within ten (10) business days from receipt of protest. The decision from the Finance Executive Director, or her/her designee, is final and no further appeals will be considered. 10) RFP TIMETABLE (SUBJECT TO CHANCE) Issue Date: Deadline for Questions about RFP: Proposal Due Date: Review of Proposals: Projected Award Date: February 11, 2016 February 19, 2016 March 4, 2016, by 4:00 P.M. March 7 — 22, 2016 April 5, 2016 25E-24 EXHIBIT A CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROFESSIONAL AUDITING SERVICES SAMPLE AGREEMENT AGREEMENT FOR PROVISION OF FINANCIAL AUDIT SERVICES THIS AGREEMENT, made and entered into this DAY day of MONTH, YEAR by and between NAME OF AUDIT FIRM (hereinafter "AUDITOR"), and the City of Santa Ana, a charter city and municipal corporation organized and existing under the Constitution and laws of the State of California (hereinafter "CITY',). RECITALS A. The CITY issued a Request for Proposals, dated DATE, YEAR, for an independent audit of its financial statements and records. B. Pursuant to said invitation, AUDITOR submitted a proposal which is hereby accepted by CITY for provision of said professional service, C. AUDITOR is recognized as a competent and qualified certified public accountant, duly authorized to practice and licensed as such by the California State Board of Accountancy. D. In undertaking the performance of this Agreement, AUDITOR represents that it is knowledgeable in its field and that any services performed by AUDITOR under this Agreement will be performed in compliance with such standards as may reasonably be expected from a professional consulting firm in the field. NOW THEREFORE, in consideration of the mutual and respective promises, and subject to the terms and conditions hereinafter set forth, the parties agree as follows: 1. SCOPE OF SERVICES AUDITOR shall provide financial auditing services for CITY's 2OXX-20XX fiscal years, as set forth in CITY's Request for Proposals, attached hereto as Exhibit A, and incorporated by this reference, Said services shall be performed in accordance with the process set forth in AUDITOR'S Proposal, attached hereto as Exhibit B. All exhibits referenced herein and attached hereto shall be incorporated by reference as though attached in their entirety. 2. REPRESENTATIVES For purposes of implementing this Agreement, the representative of CITY shall be, the Executive Director of the finance and Management Services Agency, or his designated representative, and the representative of the AUDITOR shall be NAME TITLE Except as may be otherwise stated herein, such representatives shall have the. authority to art on behalf of their respective parties in carrying out the terms of this Agreement, 12 25E-25 3. DELIVERY OF WORI£ PRODUCT - OWNERSI3IP AUDITOR warrants and represents that it has the absolute right to enter into and perform this Agreement and will perform its obligations hereunder in accordance with standards and practices prevailing in the industry. AUDITOR's contribution to the Project, including works to be produced by AUDITOR hereunder, will not infringe or misappropriate the proprietary or personal rights of any third person or party. AUDITOR shall deliver to CITY any work product which results from the services provided. Said work product shall be submitted in hard copy and produced in a form compatible with CITY's information systems, as agreed between the Project Manager and AUDITOR. In regard to all material produced as a deliverable under this Agreement, including but not limited to records, papers, drawings, specifications, programs, systems and other materials prepared by AUDITOR, AUDITOR agrees, for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a) other such material shall be the property of the CITY, and may not be copyrighted without prior review from the CITY, and (b) the authors of all such material, whether copyrighted or not, award to the CITY, and to its officers, agents and employees acting within the scope of their official duties, as a condition of payment to the AUDITOR, a royalty -free, nonexclusive, irrevocable license throughout the world for governmental purposes to disclose, publish, translate, reproduce, and use such materials. 4. COMPENSATION a. CITY agrees to pay, and AUDITOR agrees to accept as total payment for its services, the rates and charges identified in AUDITOR's Cost Proposal, attached hereto as Exhibit C. The total sum to be expended under this Agreement shall not exceed $ MAXIMUM PEE per fiscal year, during the term of this Agreement. b. Payments to AUDITOR shall be made within thirty (30) days after receipt by CITY of invoices from AUDITOR, which shall be rendered not more often than monthly. Special examinations, surveys, or detailed reports of any nature outside the scope of this Agreement shall be billed separately by AUDITOR and most be specifically authorized in writing by CITY in advance of such additional services proposed to be provided. Payment need not be made for work which fails to meet the standards of performance set forth in the Recitals which may reasonably be expected by CITY. 5. TERM The term of this Agreement shall be for a period of two (2) consecutive years, beginning with the fiscal year ending June 30, 2OXX. CITY shall retain an option in its sole discretion to extend auditing services for one additional two-year period. 6. INDEPENDENT CONTRACTOR AUDITOR shall, during the entire term of this Agreement, be construed to be an independent contractor and not an employee of the CITY. This Agreement is not intended nor shall it be construed to create an employer -employee relationship, a joint venture relationship, or to allow the CITY to exercise discretion or control over the professional manner in which AUDITOR performs the services which are the subject matter of this Agreement, however, the services to be provided by AUDITOR shall be provided in a manner consistent with all applicable standards and regulations governing such services, AUDITOR shall pay all salaries and wages, employer's social security taxes, unemployment insurance and similar taxes relating to employees and shall be responsible for all applicable withholding taxes. 7. INSURANCE Prior to undertaking performance of work under this Agreement, AUDITOR shall maintain and shall require its subcontractors, if any, to obtain and maintain insurance as described below: 13 25E-26 a. Commercial General Liability Insurance. AUDITOR shall maintain commercial general liability insurance which shall include, but not be limited to protection against claims arising from bodily and personal injury, including death resulting therefrom and damage to property, resulting from any act or occurrence arising out of AUDITOR's operations in the performance of this Agreement, including, without limitation, acts involving vehicles. The amounts of insurance shall be not less than the following: single limit coverage applying to bodily and personal injury, including death resulting therefrom, and property damage, in the total amount of $1,000,000 per occurrence, $2,000,000 in the aggregate. Such insurance shall (a) name the CITY, its officers, employees, agents, volunteers and representatives as additional insured(s); (b) be primary with respect to insurance or self- insurance programs maintained by the CITY; and (c) contain standard separation of insureds provisions. b. Business automobile liability insurance, or equivalent form, with a combined single limit of not less than $2,000,000 combined single limit. Such insurance shall include coverage for owned, hired and non -owned automobiles. c. Worker's Compensation Insurance. In accordance with the provisions of Section 3300 of the Labor Code, AUDITOR, if AUDITOR has any employees, is required to be insured against liability for worker's compensation or to undertake self-insurance. Prior to commencing the performance of the work under this Agreement, AUDITOR agrees to obtain and maintain any employer's liability insurance with limits not less than $1,000,000 per accident. d. Professional liability (errors and omissions) insurance, with a combined single limit of not less than $1,000,000 per claim, and $2,000,000 in the aggregate. e. The following requirements apply to the insurance to be provided by AUDITOR pursuant to this section: (i) AUDITOR shall maintain all insurance required above in fall force and effect for the entire period covered by this Agreement, (ii) Certificates of insurance shall be furnished to the CITY upon execution of this Agreement and shall be approved in form by the City Attorney. (iii) Certificates and policies shall state that the policies shall not be canceled or reduced in coverage or changed in any other material aspect without thirty (30) days prior written notice to the CITY. f. If AUDITOR fails or refuses to produce or maintain the insurance required by this section or fails or refuses to furnish the CITY with required proof that insurance has been procured and is in force and paid for, the CITY shall have the right, at the CITY's election, to forthwith terminate this Agreement, Such termination shall not effect AUDITOR's right to be paid for its time and materials expended prior to notification of termination. AUDITOR waives the right to receive compensation and agrees to indemnify the CITY for any work performed prior to approval of insurance by the CITY, 8. INDEMNIFICATION AUDITOR agrees to and shall indemnify and hold harmless the CITY, its officers, agents, employees, consultants, special counsel, and representatives from liability: (1) for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including death, and claims for property damage, which may arise from the negligence, recklessness or willful misconduct of the AUDITOR or its contractors, subcontractors, agents, employees, or other persons acting on their behalf which relates to the services described in section I of this Agreement; and (2) from any claim that personal injury, damages, just compensation, restitution, judicial or equitable relief is due by reason of the negligence, recklessness or willful misconduct of AUDITOR arising from this Agreement. The AUDITOR further agrees to indemnify, hold harmless, and pay all costs for the defense of the CITY, including fees and costs for special counsel to be selected by the CITY, regarding any action by a third party asserting that personal injury, damages, just compensation, restitution, judicial or equitable relief due to personal or property rights arises by reason of the 14 25E-27 terms of, or effects arising from this Agreement. CITY may make all reasonable decisions with respect to its representation in any legal proceeding. 4. CONFIDENTIALITY All information gained by AUDITOR in performance of this Agreement shall be considered confidential and shall not be released by AUDITOR without CITY'S prior written authorization excepting that information which is a public record and subject to disclosure pursuant to the California Public Records Act, government Code Section 6250 et se . AUDITOR, its officers, employees, agents, or subcontractors, shall not voluntarily provide declarations, letters of support, testimony at depositions, response 'to interrogatories or other information concerning the project or cooperate in any way with a party who may be adverse to CITY or whom AUDITOR reasonably should know may be adverse in any subsequent litigation. AUDITOR shall incur no liability under this Agreement for materials submitted by it which are later released by CITY, its officers, employees, or agents. AUDITOR shall also incur no liability for statements made by it at any public meeting, or for any document released by it for which prior written CITY authorization was obtained. If AUDITOR or any of its officers, employees, consultants, or subcontractors does voluntarily provide information in violation of this Agreement, CITY has the right to reimbursement and indemnity from AUDITOR for any damages caused by AUDITOR'S conduct --including attorney's fees. AUDITOR shall promptly notify CITY should AUDITOR, its officers, employees, agents or subcontractors be served with any Summons, Complaint, Subpoena, Notice of Deposition, Request for Documents, Interrogatories, Request for Admissions or other discovery requests from any party regarding this agreement and the work performed hereunder. CITY retains the right, but not the obligation, to represent AUDITOR and/or to be present at any deposition, hearing, or similar proceeding. AUDITOR agrees to cooperate fully with CITY and to provide CITY with the opportunity to review any response to discovery requests provided by AUDITOR. However, CITY'S right to review any such response does not imply or mean the right by CITY to control, direct, or rewrite said response. CITY warrants that AUDITOR will have fully met the requirements of this provision by obtaining CITY'S written approval prior to providing documents, testimony, or declarations; Consulting with CITY before responding to a Subpoena or court order; in the case of depositions upon providing Notice to CITY of same; or providing CITY opportunity to review discovery responses prior submission. For purposes of this section, a written authorization from CITY shall include a "faxed" letter. 10. CONFLICT OF INTEREST CLAUSE AUDITOR covenants that neither it nor any officer or principal of their firm have any interests, nor shall they acquire any interest, directly or indirectly which will conflict in any manner or degree with the performance of their services hereunder. AUDITOR further covenants that in the performance of this Agreement, no person having such interest shall be employed by them as an officer, employee, agent, or subcontractor. 11. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner provided in this Section, to the following persons: 15 25E-28 To CITY: Clerk of the City Council City of Santa Ana 20 Civic Center Plaza (M-30) P.O. Box 1988 Santa Ana, CA 92702-1988 facsimile (714) 647-6956 With courtesy copies to: and To AUDITOR: Executive Director of the Finance and Management Services Agency City of Santa Ana 20 Civic Center Plaza (M-17) P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-5414 City Attorney City of Santa Ana 20 Civic Center Plaza (M-29) P.O. Box 1988 Santa Ana, California 92702 facsimile (714) 647-6515 A patty may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. If sent by mail, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by facsimile, communication shall be effective or deemed to have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City holidays shall be excluded. 12, EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the CITY and AUDITOR, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail, This Agreement may not be modified except by written instrument signed by the CITY and by an authorized representative of AUDITOR. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or obligate AUDITOR nor the CITY, Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein, 13, ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of AUDITOR, AUDITOR may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the CITY and any such assignment, transfer, delegation or subcontract without the CITY's prior written consent shall be considered null find void. Nothing in this Agreement shall be construed to limit the CITY's ability to have any of the services which are the subject to this Agreement performed by CITY personnel or by other consultants retained by CITY, 16 25E-29 14. TERMINATION If, at any time during the term of this Agreement, CITY determines that AUDITOR is not faithfully abiding by any term or condition contained herein, CITY may notify AUDITOR in writing of such defect or failure to perform; which notice must give AUDITOR a ten (10)-day notice of time thereafter in which to perform said work or cure the deficiency. If AUDITOR has not performed the work or cured the deficiency within the ten (10) days specified in the notice, such shall constitute a breach of this Agroement and CITY may terminate this Agreement itmxiediately by written notice to the AUDITOR to said effect. Thereafter, neither party shall have any further ditties, obligations, responsibilities or rights under this Agreement except, however, any and all obligations of AUDITOR'S surety shall remain in full force and effect, and shall not be extinguished, reduced, or in any manner waived by the termination hereof. In said event, AUDITOR shall be entitled to the reasonable value of its services performed from the beginning of the period in which the breach occurs up to the day it received CITY'S Notice of Termination, less any offset from such payment representing the CITY'S damages from such breach. CITY reserves the tight to delay any such payment until completion or confirmed abandonment of the project, as may be determined in the CITY'S sole discretion, so as to permit a full and complete accounting of costs. In no event, however, shall AUDITOR be entitled to receive in excess of the compensation quoted in its bid 15, ATTORNEYSFEES In the event an action is commenced by either party to enforce any rights under this Agreement, the prevailing party shall be entitled to recover reasonable attorney's fees and court costs, in addition to any other relief granted by the Court. 16. DISCRIMINATION AUDITOR shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, age, national origin, ancestry, or.disability, as defined and prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, termination or other employment related activities. AUDITOR affirms that it is air equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations, 17. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity, interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 18. PROFESSIONAL LICENSES AUDITOR shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. AUDITOR shall notify the CITY immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 19. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. 17 25E-30 b. Captions and headings in this Agreement, including the title of this Agreement, are for convenience only and are not to be considered in construing this Agreement. c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the body of this Agreement. IN WITNESS WHEREOF, the, parties hereto have executed this Agreement the date and year first above written. ATTEST Clerk of the Council APPROVED AS TO FORTM: City Attorney By: CITY OF SANTA ANA City Manager AUDITOR ME 25E-31 EXHIBIT B CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROFESSIONAL AUDITING SERVICES REFERENCES List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services included in the scope of the proposal specifications. Attach additional pages if required. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifications. Reference Customer r Address: Contact Individual: Phone Number: Facsimile Number: Contract Amount: Year: Description of supplies, equipment, or services provided: Reference Customer I Address: Contract Amount: Description of supplies, equipment, or services provided: Reference Customer t Address: Contract Amount: Description of supplies, equipment, or services provided: Contact Individual: Phone Number: Facsimile Number: Year: Contact Individual: Phone Number: Facsimile Number: Year: THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL, PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. 19 25E-32 EXHIBIT C CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROFESSIONAL AUDITING SERVICES PROPOSER'S STATEMENT Proposer understands and agrees that this written RFP (or any part thereof specifically designated and accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between proposer and the City only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Executive Director or his duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and Its execution, and when it or an exact copy of it has been either delivered to proposer or deposited with the United States Postal Service properly addressed to the proposer with the correct postage affixed thereto. Proposer further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish City all required bonds and certificate of liability insurance within ten (10) days (excluding Saturdays, Sundays and City's legal holidays), or the funds, check, draft, or proposer's bond substituted in lieu thereof accompanying this proposal shall become the property of the City and shall be considered as payment of damages due to the delay and other causes suffered by City because of the fallure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered by City Is difficult to ascertain; otherwise said funds, check drafts, or proposer's bond substituted in lieu thereof shall be returned to the undersigned. Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in the RFP schedule are solely for the purpose of comparing proposals, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. All terms contained in the specifications, the certification of nondiscrimination by contractors, and the required insurance certificates are to be incorporated by reference into this agreement and are made specifically as part of this RFP. Signed and Printed Name: Title Date THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE 20 25E-33 EXHIBIT D CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROFESSIONAL AUDITING SERVICES NONCOLLUSION AFFIDAVIT NON -COLLUSION AFFIDAVIT (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the proposer declares that the proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, association, organization, or corporation; that the proposal is genuine and not collusive or sham; that the proposer has not directly or indirectly induced or solicited any other proposer to put in a false or sham proposal, and has not directly or indirectly colluded, conspired, connived or agreed with any proposer or anyone else to put in a sham proposal, or that anyone shall refrain from bidding; that the proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the proposer or any proposer, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained in the proposal are true; and, further, that the proposer has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any fee to any corporation, partnership, company association, organization, bid depository, or to any member or agent thereof to effectuate a collusive or sham proposal. Note: The above noncollusion affidavit is part of the proposal. Signing this proposal on the signature portion thereof shall also constitute signature of this noncollusion affidavit. Proposers are cautioned that making a false certification may subject the certifier to criminal prosecution. Sig State of California, County of Subscribed and sworn to (or affirmed) before me on this day of 120 by proved to me on the basis of satisfactory evidence to be the persons) who appeared before me. Notary Public Signature Notary Public Seal THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. 21 25E-34 600 a M , I c FOR THE TWO YEARS ENDING JUNE 30, 2017 (WITH AN OPTION FOR THE TWO YEARS ENDING JUNE 30, 2019) Submitted By: 25E-35 TITLE PAGE RFP Subject: Certified Audits on the City of Santa Ana For the Two Years Ending June 30, 2017 (With an Option for the Two Years Ending June 30, 2019) Name of Proposer: White Nelson Diehl Evans LLP Certified Public Accountants and Consultants Local Address: 2875 Michelle Drive, Suite 300 Irvine, CA 92606-5165 Telephone: (714) 978-1300 Fax: (714) 978-7893 Federal Identification Number: 33-0686301 California CPA License Number: PAR 6123 Website: www,wndecpa.com Email: npatel@wndecpa.com Contact Persons: Nitin P. Patel, CPA Engagement Partner Daphnie Munoz, CPA Partner Date: March 4, 2016 25E-36 CITY OF SANTA ANA TABLE OF CONTENTS March 4, 2016 Page Number Letter of Transmittal 1-2 Firm Profile and Qualifications: Firm Organization Chart 3 Licensing and Independence 4 Size and Location of Firm 4 Range of Activities 4 Participation in "Quality Review" Programs 5 Education Programs 5 Participation in Professional Organizations 6 GFOA Award Program 7 Computer Auditing Capabilities 8 Insurance g Partner, Supervisory and Staff Qualifications and Experience: Audit Team g Commitment Related To Personnel 9 Nondiscrimination Policy g Resumes of Audit Team Personnel 10 - 16 Firm Experience with Governmental Entities: Similar Engagements with Other Municipal Entities 17 - 18 City Client References 18 Enterprise Fund Experience 19 Single Audit Experience 20 Experience with Preparation of State -Mandated Reports 20 Special Districts 21 Nonprofit Corporations and Joint Power Authorities 21 Scope of Work, Timing and Audit Approach: Entities to Be Included in Audit 22 Reports to Be Issued and Due Dates 22 Audit Timing 23 Commitment to Deliver Reports on a Timely Basis 23 Audits to Be in Accordance with GAAS and Other Requirements 23 - 24 Audit Approach 24 - 25 Audit Approach Redevelopment Agency/Successor Agency 26 Approach to Internal Control 26 Single Audit Approach 27 Determining Laws and Regulations Subject to Audit 27 25E-37 CITY OF SANTA ANA TABLE OF CONTENTS (CONTINUED) March 4, 2016 Page Number Scope of Work, Timing and Audit Approach (Continued): Method of Sampling Analytical Procedures Management Letters Potential Audit Problems Retention of and Access to Audit Workpapers Other Professional Services Irregularities and Illegal Acts Segmentation of the Audit Hours, By Partner and Staff Level Segmentation of the Audit Hours, By Phases of the Audit Discussion of Relevant Accounting Issues: GASB Statement No. 72 GASB Statement No. 73 GASB Statement No. 74 GASB Statement No. 75 GASB Statement No. 76 GASB Statement No. 77 GASB Statement No. 78 GASB Statement No. 79 Consulting Services Department: Overview of Services Provided Attachment I: Current City Client References Lists of City and Special District Engagements - Performed in the Last 5 Years Attachment II - Results of Outside Quality Review Attachment III - Documents Requested in Request for Proposal: Exhibit B - References Exhibit C - Proposer's Statement Exhibit D - Noncollusion Affidavit 27 28 28 28 28 28 28 29 29 30 30 30 30 31 31 31 31 32 33 25E-38 March 4, 2016 Mr. Sergio Vidal, Assistant Directorof Finance and Management Services Agency City of Santa Ana 20 Civic Center Plaza Santa Ana, CA 92701 Dear Mr. Vidal: We are pleased to present our proposal to serve as independent auditors for the City of Santa Ana. We have prepared this information in accordance with the guidelines set forth in your request for proposal. Who We Are White Nelson Diehl Evans LLP is a California certified public accounting and consulting firm with offices in Irvine, Carlsbad and Escondido. Our firm has specialized in providing services to the governmental Industry for over 80 years and has no intentions of discontinuing these services. Why We Are The Best Qualified Firm We consider ourselves to be the best qualified firm to perform auditing and accounting services for the City of Santa Ana. Please consider these qualifications: • A significant part of our practice is devoted to providing professional services to the governmental industry and over the past year, the firm provided services to approximately 100 governmental organizations and on an annual basis our firm issues over 150 reports on audits of local governmental agencies including, Cities, the Successor Agency to Redevelopment Agencies, Special Districts and Joint Power Authorities. • Our firm has devoted a substantial amount of time and resources in order to provide governmental agencies with quality audits. Our knowledge of the industry is best demonstrated by the fact that our clients who apply for the "Certificate of Achievement in Financial Reporting" issued by the Government Finance Officers Association (GFOA) consistently receive that award. A list of these clients is presented on page 7 of this proposal • We are in a professional alliance with BDO Seidman, a National Accounting Firm, and a network of accounting firms allowing us the ability to provide quality attestation services. The BDO Alliance provides us access to BDO's personnel and technical resources which allows White Nelson Diehl Evans LLP to deliver the range of services and capabilities of a large national firm, including the use of specialists to support the needs of our clients. • We are a full service CPA firm. Our Consulting Services Department can provide the City with a variety of services, including investment policy compliance reviews, litigation support, dispute resolution services, and consulting on a wide array of governmental issues. Our audits include extensive use of information technology as described in detail on page 8 of this proposal. 2975 NfichelleDnve, Sture 300, Ironie, CA 92606 -'Iel: 71=1.9'8,1300 > has. 71 9"8,7893 0 jtws loaded to Onwn,e and San I7rzgo G'oro:iier 25E-39 Why_We Are The Best Qualified Firm (Continue, We understand that we provide a service to the City. We are committed to providing an effective and efficient audit that will meet the proposed timing of the project deliverables by assigning experienced governmental auditors. Understanding the size of the City of Santa Ana and the scope of work requested in the proposal, we are proposing an engagement team with extensive governmental audit experience, The staffing plan includes two partners, Nitin Patel, CPA, the engagement partner with 30 years of experience and Daphnie Munoz, CPA, a partner with 18 years of experience, two managers, Kassie Radermacher, CPA and Robert Perl, CPA, with 11 and 10 years of experience, respectively, who will manage the audit and two supervisors, Tiffany Fung, CPA and Jesse Pattison, CPA, with 6 and 5 years of experience, respectively, who will be on -site supervising and performing the audit fieldwork. We are confident that the proposed staffing plan with an engagement team experienced in governmental audits and who are familiar with municipal procedures will result in an effective and efficient audit that meets the project timing and deliverables requirements with minimum disruption to your staff. The scope of our services for the two years ending June 30, 2017 would be as follows: • A financial audit of the basic financial statements of the City of Santa Ana, including the Successor Agency and Housing Authority's transactions, in accordance In with auditing standards generally accepted in the United States of America and Government Auditing Standards issued by the Comptroller General of the United States, to be included in the Comprehensive Annual Financial Report (CAFR), and assistance with the finalization of the CAFR. + A Single Audit of Federal Grants to be performed to meet the requirements of Title 2 U.S. Cade of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirement for Federal Awards (Uniform Guidance). + A financial and compliance audit of the Air Quality Improvement Fund. • An agreed -upon procedures review of the calculation of the City's GANN Appropriations Limit (GANN), as required by Section 1.5 of Article XI IIB of the California Constitution. + A compliance review of the City's Investment Policy. • Preparation and submission of the Sana Ana Housing Authority's Financial Data Schedule • Preparation and submission of the City's annual State Controller's Report. • Two agreed -upon procedures reviews annualy regarding the City's internal control processes, • A management letter containing any comments or recommendations resulting from our review of the systems of internal controls in connection with the financial audits. • A report communicating information related to the audit to those in charge of governance at the conclusion of the audits, We make a commitment to deliver all necessary reports based on the timetable presented herein on page 22, Also, a more detailed discussion of our understanding of the work to be performed is set forth on pages 22 through 29. Our goal is to provide the City with the highest quality of service, including a CAFR which meets all required reporting standards. We are confident that our service and experience will be of benefit to the City and will provide added value over and above the performance of the audit itself. Throughout the year, you should feel comfortable in calling us for advice regarding accounting and auditing matters, as we are never too busy to meet the needs of our clients. We thank the City for the opportunity to present our proposal, Please feel free to contact me, or Ms, Daphnie Munoz, CPA, , at (714) 978-1300 if you have any questions. This proposal constitutes a firm and irrevocable offer for 90 days from the date of this letter. Ms. Munoz and I are authorized to represent ourfirm, and bind the firm to a contract. Very truly yours, WHITE NELSON DIEHL EVANS LLP (�to Nitin R Patel, CPA Engagement Partner 25E-40 FIRM ORGANIZATION CHART * The staffing levels described above have remained fairly constant for the past four years. 25E-41 I,I, CEN INNGG AND INDEPENDENCE Our firm, and all of our certified personnel, are properly licensed to practice public accounting in California. Also, we meet the independence requirements of "Government Auditing Standards", as published by the U.S. General Accountability Office. We have no conflict of interest with the City and will provide written notice to the City of any professional relationships contemplated with the City during our term as auditors. We have not provided auditing or any other services to the City during the past five years. SIZE AND LOCATION OF THE FIRM White Nelson Diehl Evans LLP is a California accounting firm with offices in Irvine, Carlsbad and Escondido. Our firm has approximately 140 employees, which includes 22 partners with separate assurance and tax departments. Your City would be served by the assurance department from our Irvine office, which has approximately 48 professional staff members, including 11 partners, and 14 managers and supervisors. The Irvine Office assurance department staff with governmental experience consists of four partners, four managers, seven supervisors, six seniors and twelve staff accountants. White Nelson Diehl Evans LLP has extensive experience in providing auditing, accounting and consulting services in the governmental sector. Over twenty thousand hours per year are devoted to this area of our practice for over 100 governmental units including cities, successor agencies, special districts, nonprofit corporations and joint power authorities. 1-faaflaffam White Nelson Diehl Evans LLP is a full service CPA firm. We offer a broad range of services, including: Certified Audits Tax Planning and Consulting Compilations and Reviews Income Tax Preparation and Representation Agreed -Upon Procedure Reviews Consulting Services Financial Services Litigation Support Services Our specific services available to governmental agencies are more fully set forth in this proposal. 4 25E-42 In July 2015, our firm underwent a quality review, by an independent CPA firm, under provisions of the AICPA Quality Review Program. This review is required every three years and covered our audits of governmental agencies. A final report dated July 22, 2015 with a pass rating on our systems and procedures was received. A copy of the independent CPA firm's report is included herein at Attachment II. Accordingly, we are confident that our current auditing standards and techniques meet all existing requirements. No regulatory action has ever been taken against any office of our firm due to substandard work. We had no significant deficiencies noted in any federal or state desk reviews over the past three years, �- H-11VA19ki White Nelson Diehl Evans LLP has a formal continuing education program. All firm auditors are required to obtain 80 hours of continuing education every two years in the accounting and auditing area as required by Government Auditing Standards, and at least 24 hours of government related continuing education courses. Our staff is continually expanding their knowledge of the governmental Industry through our in-house training programs, programs offered by the AICPA, GFOA, the California Society of Certified Public Accountants and other professional organizations, and through on-the-job training. Noted below is a description of certain in-house education courses taken by our partners and staff to meet the governmental continuing education requirements. All personnel involved with governmental auditing are required to attend these courses. • Understanding the Risk Assessment Standards ® Understanding of GASB Statement No. 34, Basic Financial Statements - and Management's Discussion and Analysis - for State and Local Governments Understanding, and Auditing, Deposits and Investments of California Governmental Units • Reviews of Internal Controls in Accordance With Statements on Auditing Standards • Assessing Audit Risk and Materiality in Conducting An Audit + Consideration of Fraud in a Financial Statement Audit • Computer Auditing in the Governmental Environment • The Single Audit - New Provisions under Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirement for Federal Awards (Uniform Guidance). • Laws and Regulations in the Government Sector • Understanding GASB Statement54 related to Fund Balance Reporting and Governmental Fund Type Definitions • Understanding GASB Statement 65 related to reporting of Deferred Outflows and Deferred Inflows of Resources • Understanding the new GASB Pension Standards 25E-43 PARTICIPATION IN PROFESSIONAL ORGANIZA11ONS Our partners and staff are actively involved in professional organizations in the governmental accounting field. Noted below is a summary of our participation in various national and California governmental organizations. , Our firm is a member of the AICPA Governmental Audit Quality Center. The Center is a firm -based voluntary membership Center whose primary purpose is to promote the importance of quality governmental audits to purchasers of governmental audit services. The Center provides members with an online forum tool for sharing best practices, as well as discussions on audit, accounting, and regulatory issues. As a member of the Center, the firm receives updates on changes in auditing and accounting standards that effect governmental audits. The quality control partner is required to attend an annual web cast to discuss auditing and reporting issues effecting governmental audits. Our firm uses the resources of the Center to maintain the quality of our governmental audits. Our firm is an associate member of the Government Finance Officers Association of the United States and Canada(GFOA). Also, we have web based access to the latest pronouncements issued by the Governmental Accounting Standards Board (GASB) and the Financial Accounting Standard Board (FASB), including Interpretations, Technical Pronouncements and Newsletters. We regularly analyze these pronouncements and advise our governmental clients of changes in accounting rules. Our Irvine office partners and our Director of Consulting Services are associate members of the California Society of Municipal Finance Officers (CSMFO). Our personnel regularly attend local CSMFO chapter meetings throughout Southern California, and the annual statewide conference. We often provide public speakers for these meetings. CSCPA Several partners and principals of the firm have been members of the Governmental Accounting and Auditing (GAA) Committee of the Orange County Chapter of the California Society of Certified Public Accountants (CSCPA). Mr. Patel, Mr. Ludin and Mr. Morgan have each served as chairman of this committee. Firm personnel have been involved over the years in preparing position papers issued for professional organizations on governmental accounting matters. Currently, Mr. Patel and Mr. Callanan are members of the State Governmental Accounting and Auditing Committee. 25E-44 The partner and manager will be involved in all phases of report preparation or review. Reporting checklists will be used to assure compliance with all reporting requirements. In addition, another member of the firm, not associated with the audit, and with extensive governmental auditing and accounting experience, will review each financial statement audited and related reports. Based on the high quality of our review process, we have been able to assist various clients in obtaining the GFOA "Certificate of Achievement for Excellence In Financial Reporting". The recent clients that have received the award are: Cities: Cities (Continued): Alhambra Palm Desert Bellflower Pico Rivera Beverly Hills Rancho Santa Margarita Burbank San Buenaventura Camarillo San Gabriel Campbell Sanger Colton Signal Hill Costa Mesa Stanton Cypress Tustin Del Mar West Covina Downey West Hollywood Fountain Valley Westminster Gilroy Goleta Special Districts: Hawaiian Gardens Costa Mesa Sanitary District Highland Inland Empire Utilities Agency Lake Forest Las Virgenes Municipal Water District Lakewood Olivenhain Municipal Water District Lancaster Otay Water District Newport Beach Rancho California Water District Santa Ana Watershed Project Authority Yorba Linda Water District 25E-45 COMPUTER AUDITING CAPABILITIES White Nelson Diehl Evans LLP uses technology to make the audit process more effective. We utilize a paperless audit software, ProSystem fx Engagement, which allows us to manage our audit documentation electronically. Some of the benefits of paperless audit are: • Receive the City's schedules in either hard copy or electronic format. • Import and integrate trial balance data from virtually any accounting system. We avoid the time and expense of keying in account numbers, descriptions and account balances. We simply take your electronic trial balance and import it directly into our audit software. • Create our own lead sheets, which can include prior year balances. This helps us to easily identify significant fluctuations between fiscal years. • CAFR schedules are linked to trial balances, CAFR is updated automatically for any last minute journal entries, if any. Our approach includes using IDEA (Interactive Data Extraction and Analysis) which is a data analysis software that can be used to analyze large amounts of information. It allows the firm to extract data from the City's accounting records to tailor specific audit tests based on risk assessments. Some audit procedures that IDEA can be utilized for are: • Mechanical accuracy of worksheets or general ledgers. • Exception and gap/completeness testing for missing check numbers. • Cross checking different data bases for common information such as employee names. • Duplicate testing of invoice numbers. • Completeness of general ledger balances. The firm also has document management software which allows our clients to access our web portal. We utilize the web portal to transfer data files that are confidential or too large to be sent by e-mail. fi�Yliit�ii!Clld The firm has the following insurance coverage: Each Occurrence Aggregate Insurance Type Limit Limit Deductible Umbrella Policy $ 4,000,000 $ 4,000,000 $ 10,000 General Liability 1,000,000 2,000,000 - Auto Liability- Mired & Nonowned (1) 1,000,000 1,000,000 Workers' Compensation 1,000,000 1,000,000 Professional Liability 5,000,000 10,000,000 100,000 (1) Section 7 of the sample contract requires $2,000,000 combined limit for automobile insurance. We would request the City accept our existing automobile liability insurance. 25E-46 •' j ! 11 i a C The audit team assembled consists of individuals who have extensive experience auditing governmental agencies and are familiar with municipal accounting. In addition, each team member's skill and experience developed working in other industries our firm serves can be applied to the individual requirements of the City of Santa Ana.. The personnel assigned to the engagement team are as follows: The engagement partner will be Mr. Nitin R Patel, CPA,. Mr. Patel has over 30 years of experience with audits of local governments. He will be involved with all phases of the audit including (a) the planning phase of the audit to assess risks related to the audit (b) a final review of all the work papers and financial reports, and (c) attending any meetings with City's management and City council at the conclusion of the audit, He will be responsible for assuring that all work for the City is performed in a complete and timely manner. Ms. Daphnie Munoz, CPA, will be the partner in charge of the Single Audit, Ms. Munoz has over 18 years of experience with audits of local governments. She will perform a detailed review of the Single Audit workpapers and assure the Single Audit Is completed in a timely manner. Mr. Robert J. Cailanan, CPA, will be the Technical Review Partner and will perform a quality review of all reports issued in connection with the audit. Mr Calianan has over 26 years of experience with audits of local governments. He will also consult on the accounting treatment of unusual transactions or audit issues. Ms. Kassie Radermacher, CPA will serve as the senior audit manager. Ms. Radermacher has over 11 years of experience with audits of local governments. She will be the primary contact for the City and related audits. Mr. Robert Perl, CPA, will serve as the audit manager responsible for the Single Audit and related reports. Mr. Perl has over 10 years of experience with audits of local governments. They will (a) perform the initial review of the work papers including a review of the work completed related to internal controls, (b) supervise the completion of the financial reports and management letter and (c) assist in the audit of any complex or unusual audit areas. The audit supervisors will be Ms. Tiffany Fung, CPA and Mr. Jesse Pattison, CPA. They have 6 and 5 years of experience with audits of local governments. They will be on -site supervising staff accountants and performing the fieldwork including performing tests of internal controls, substantive tests of account balances, and analytical tests. Resumes for the above partners and personnel are included at pages 10 through 16. We make a commitment to retain the same personnel on the City from year to year, except where such personnel leave the firm, or where the change is approved by the City. If a staff member is replaced, we make a commitment to replace that person with staff of at least equal experience. Our firm has a policy to provide equal employment opportunities to all qualified persons without regard to race, color, age, sex, religion, national origin or handicap. 25E-47 NITIN P. PATEL, CPA Position Engagement Partner Education University of California at Irvine, Bachelor of Arts in Economics California State University at Long Beach Masters of Accounting Program Licensing Certified Public Accountant in California since 1988 Professional Organizations American Institute of Certified Public Accountants California Society of Certified Public Accountants California Society of Municipal Finance Officers (CSMFO) - Associate Member Governmental Accounting and Auditing Committee of Orange County - Committee Chairman (2001-2002) California Governmental Accounting and Auditing Committee Member Range of Experience Has been with the firm since 1986 with emphasis in governmental accounting and financial reporting and is responsible for firm's in-house governmental accounting and auditing training programs. Experience includes supervision of over one hundred audits of governmental agencies including cities, successor agencies/redevelopment agencies, non-profit corporations, joint powers authorities and special districts. CSMFO Report Reviewer for Award Program, GFOA Report Reviewer for Award Program - Certificate of Achievement for Excellence in Financial Reporting. Other experience includes providing consulting services for governmental agencies including special internal control reviews, cost allocation plans, cable television rate reviews, reviews of City Treasurer operations and transient occupancy tax reviews of city hotels/motels. Mr. Patel was the engagement partner on the following local government audits in 2015: Cities: Cities (Continued): Alhambra Stanton Artesia West Hollywood Bellflower Westminster Burbank Colton Special Districts: Costa Mesa Chino Basin Desalter Authority Cypress Costa Mesa Sanitary District Gilroy Cypress Recreation and Park District Lake Forest Inland Empire Regional Composting Authority Laguna Hills Inland Empire Utilities Agency Laguna Woods La Habra Heights County Water District Newport Beach La Puente Valley County Water District Norwalk Orchard Dale Water District Palm Desert Rancho California Water District Rialto Yorba Linda Water District San Gabriel Continuing Professional Education Total hours were 186 in the last three years, of which 144 hours were for meeting the requirements of the Government Audit Standards, 10 25E-48 DAPHNIE MUNOZ, CPA Position Partner Education De La Salle University, Philippines Bachelor of Science in Accounting, 1995 Licensing Certified Public Accountant in California since 2001 Professional Organizations American Institute of Certified Public Accountants California Society of Certified Public Accountants California Society of Municipal Finance Officers (CSMFO) Range of Experience Has been with the firm since 1998 with emphasis In governmental accounting and financial reporting. Other experience includes providing consulting services for governmental agencies Including special internal control reviews, and transient occupancytax reviews of city hotels/motels. CSMFO Report Reviewer for Award Program. GFOA Report Reviewer for Award Program- Certificate of Achievement for Excellence in Financial Reporting. Speaker on numerous presentations of accounting, auditing, tax and personnel topics at in-house training programs and instructor at firm's in-house governmental accounting and auditing seminars. Experience includes of audits of various governmental agencies including cities, successor agencies/redevelopment agencies, water districts, other special districts, non-profit corporations and joint power authorities, including: Cities: Cities (Continued): Alhambra Tustin Buena Park West Covina Burbank West Hollywood Colton Westminster Diamond Bar Downey Special Districts: Goleta Chino Basin Dutcher Authority Healdsburg Coachella Valley Association of Governments Highland Downey Cemetery District Huntington Beach El Toro Water District Irvine Inland Empire Regional Composting Authority Lake Elsinore. Inland Empire Utilities Agency Lancaster Laguna Beach County Water District Mission Viejo Las Virgenes Municipal Water District Newport Beach Midway City Sanitary District Oceanside Municipal Waster District of Orange County Palm Desert Orange County Water District Pico Rivera Placentia Library District San Buenaventura Rancho California Water District San Fernando South Coast Water District Sanger Southeast Area Animal Control Authority Santa Clarita Ventura Port District Yorba Linda Water District Continuing Professional Education Total hours were 177 in the last three years, of which 151 hours were for meeting the requirements of the Government Audit Standards. 25E-49 11 ROBERT J. CALLANANCPA Position Technical Review Partner Education Aquinas College, Grand Rapids, Michigan Bachelor of Arts, Business Administration, 1988 Bachelor of Science, Accounting, 1988 Licensing Certified Public Accountant in California since 1993 Professional Organizations American Institute of Certified Public Accountants - Member California Society of Certified Public Accountants - Member California Society of Municipal Finance Officers (CSMFO) - Associate Member California Governmental Accounting and Auditing Committee Member Range of Experience Twenty-six years with the firm specializing in governmental audit, accounting, and consulting services. Two years of experience as Chief Financial Officer of a mortgage lending corporation. Responsible for the firm's in-house governmental accounting and auditing training programs. GFOA Report Reviewer for Award Program - Certificate of Achievement for Excellence in Financial Reporting. Mr. Callanan was the engagement partner on the following local government audits in 2015: Cities: Camarillo Campbell Del Mar Hawaiian Gardens Norco Pico Rivera Rancho Santa Margarita San Buenaventura Special Districts: Laguna Beach County Water District Pico Rivera Water Authority Pomona -Walnut -Rowland Joint Water Line Commission Rowland Water District Southeast Water Coalition Sunset Beach Sanitary District Surfside Colony Stormwater Protection District Surfside Community Services District Ventura Port District Continuing Professional Education Total hours were 209 in the last three years, of which 157 hours were for meeting the requirements of the Government Audit Standards. 12 25E-50 KASSIE RADERMACHER CPA Position Senior Audit Manager Education West Virginia University Masters of Professional Accountancy, 2005 Bachelor of Science, 2003 Licensing Certified Public Accountant in California since 2010 Certified Public Accountant in Virginia since 2006 Professional Organizations California Society of Certified Public Accountants (CSCPA) Range of Experience Ms. Radermacher has been with the firm since June 2009. Ms. Radermacher has performed all phases of local governmental audits including cities, successor agencies/redevelopment agencies, single audit of federal grants, special districts, compliance audits and agreed -upon procedures engagements. As an audit manager, she is involved with planning the audit, performing fieldwork for all aspects of the audit, supervising staff accountants and preparation of financial statements. Ms. Radermacher served as the Audit Manager on the following local government audits in 2015: City of Artesia City of Bellflower City of Cypress City of Fountain Valley City of Laguna Hills City of Lake Forest City of Newport Beach City of Norwalk City of Rancho Santa Margarita City of Rialto City of San Gabriel City of Stanton La Puente Valley County Water District Lake Elsinore & San Jacinto Watersheds Authority Local Agency Formation Commission (LAFCO) - Orange County Midway City Sanitary District Orchard Dale Water District Orange County Mosquito & Vector Control District PIco Water District Rancho California Water District Santa Ana Watershed Project Authority Yorba Linda Water District Prior to joining the firm, Ms. Radermacher was senior in -charge of compilations, reviews, single audits, and financial audits for non-profit and business clients with Rager, Lehman & Houck, P.C. in Frederick, MD. She was also responsible for educating and monitoring the staff. Continuing Professional Education Total hours were 209 in the last three years, of which 189 hours were for meeting the requirements of the Government Audit Standards. 25E-51 13 ROBERT PERL, CPA Position Audit Manager Education Brigham Young University- Hawaii, Laie, Hawaii Bachelors of Accounting, 2006 Licensing Certified Public Accountant in California since October 2010 Range of Experience Mr, Perl has been with the firm since August 5, 2013. Mr. Perl has performed all phases of local governmental audits including cities, successor agencies/redevelopment agencies, single audit of federal grants, special districts, school districts, tribal councils, and compliance audits. As an audit manager, he is involved with planning the audit, performing fieldwork for all aspects of the audit, supervising staff accountants and preparation of financial statements. Mr. Perl served as the Audit Manager on the following local government audits in 2015: City of Burbank City of Gilroy City of Lancaster City of Rialto Monterey Peninsula Regional Park District In recent years, Mr. Perl has also been involved with the following governmental clients: City of Downey Prior to joining the firm, Mr. Perl was also involved with the following governmental clients: City of Arvin City of Delano City of Tehachapi Kern High School District Tule River Tribal Council Continuing Professional Education Total hours were 208 in the last three years, of which 137 hours were for meeting the requirements of the Government Audit Standards. 14 25E-52 TIFFANY FUNG. CPA Position Audit Supervisor Education University of California, Irvine Bachelor of Economics with a minor in Accounting, 2010 Licensing Certified Public Accountant in California since July 2013 Range of Experience Ms. Fung has been with the firm since March 2011, Ms. Fung has performed all phases of local governmental audits including cities, successor agencies/redevelopment agencies, single audit of federal grants, special districts, and agreed -upon procedures engagements, As an audit supervisor, she is involved with planning the audit, performing fieldwork for all aspects of the audit, supervising staff accountants and preparation of financial statements. Ms. Fung worked on the following local government audits in 2015: Cities: City of Newport Beach City of Norwalk City of Palm Desert City of San Gabriel City of Westminster Special Districts: Inland Empire Regional Composting Authority Inland Empire Utilities Agency Lake Elsinore & San Jacinto Watersheds Authority Santa Ana Watershed Project Authority In recent years, Ms. Fung has also been involved with the following governmental clients: Cities: City of Avalon City of Colton City of Costa Mesa City of Downey City of Tustin City of West Covina Special Distrlcts: Chino Basin Desalter Authority Costa Mesa Sanitary District El Toro Water District Laguna Beach County Water District Rancho California Water District South Coast Water District Walnut Valley Water District Continuing Professional Education Total hours were 159 in the last three years, of which 143 hours were for meeting the requirements of the Government Audit Standards. 25E-53 15 JESSE PATTISON CPA Position Audit Supervisor Education University of Arizona Masters of Accounting, 2011 Bachelors of Science, 2010 Licensing Certified Public Accountant in California since December 2014 Range of Experience Mr. Pattison has been with the firm since August 2012. Mr, Pattison has performed all phases of audits including Non-profit Corporations, Cities, Single Audit of Federal Grants, Special Districts, Compliance Audits, Business Entities, and Agreed -Upon Procedures engagements. He has been involved with planning the audit, performing fieldwork for all aspects of the audit and preparation of financial statements. Mr. Pattison has been involved with the following Non-profit, Governmental and Business clients: Governmental: City of Alhambra City of Artesia City of Bellflower City of Beverly Hills City of Bu rba n k City of Gilroy City of Highland City of Hawaiian Gardens City of La Habra Heights City of Laguna Hills City of Lake Forest City of Newport Beach City of Sanger California Joint Powers Insurance Authority Los Angeles Local Agency Formation Commission Orchard Dale Water District Non-profit Corporations: Boys and Girls Clubs of Garden Grove Casa Romantica Child Abuse Prevention Center Collwood Terrace Human Options, Inc. Westview Services, Inc. Business Entities: Aubrey Group Ganahl Lumber Company Independent Capital Management Ironman Kellogg Supply LeVecke Corporation Meridian Graphics Pacific American Fish, Co. Park West PGP Title, Inc. Pool Water Products Premier Land Title Insurance Security Signal Devices, Inc. Specialist in Customer Software Styles for Less, Inc. Trussed, Inc. Venus Textiles, Inc. Prior to joining the firm, Mr. Pattison was a staff accountant and performed reviews, single audits, and financial audits for non-profit and business clients with Eide Bailly in Phoenix, Arizona. Continuing Professional Education Total hours were 126 in the last three years, of which 87 hours were for meeting the requirements of the Government Audit Standards. 16 25E-54 SIMILAR ENGAGEMENTS WITH OTHER MUNICIPAL ENTITIES Your request for proposal called for similar engagements, We are including 10 similar engagements, listed alphabetically with total staff hours. These are set forth below: Total Engagement Staff City Partner Hours Scone of Work Beverly Hills Ludin 785 City and Single Audits Burbank Patel 715 City, AQMD, Water and Utility Enterprise Fund and Single Audits Colton Munoz 705 City, Single and Child Care Program Audits; State Controller's Report Lancaster Callanan 635 City and Single Audits; State Controller's Reports for City and Power Authority Newport Beach Patel 375 City & Single Audits; State Controller's Report Norwalk Patel 810 City, AQMD, Public Financing Authority, Transit Other Component Units and Single Audits; State Controller's Reports - City & Transit Palm Desert Patel 620 City, RDA, Recreation Authority, Housing Authority and Single Audits Rialto Patel 720 City and Single Audits San Buenaventura Callanan 660 City, RDA Public Financing Authority and Single Audits; State Controller's Report Tustin Munoz 615 City, RDA and Single Audits; State Controller's Report Certified audits were performed on the financial statements of all of these cities and their component units for the past year. 25E-55 17 SIMILAR ENGAGEMENTS WITH OTHER MUNICIPAL E_ALLITIES CONTINUED;! Client references for the cities listed on page 17 are included below. City of Beverly Hills City of Lancaster Mr. Don Rhoads Ms. Pamela Statsmann Finance Director Assistant Finance Director (310)285-2429 (661)723-6038 City of Burbank City of Newport Beach Mr. Dino Balos Mr. Dan Matusiewicz Accounting Manager Director of Finance (818)238-5518 (949)644-3126 City of Camarillo City of Norwalk Mr. Ronnie Campbell Ms. Jana Stuard Finance Director Director of Finance (805)388-5320 (562)929-5056 City of Palm Desert Mr. Paul Gibson Director of Finance (760) 346-0611 City of Rialto Mr. George Harris, II Director of Administrative and Community Services (909) 421-7219 City of San Buenaventura Ms. Bridgette Mclnally Accounting Manager (805)654-7892 City of Tustin Ms. Jenny Leisz Finance Manager (714) 573-3079 A complete list of similar engagements for the past five years is included in Attachment I of this proposal. CITY CLIENT REFERENCES One means of judging the high quality of our auditing and accounting services would be contact with some of our clients over the past year.. We are including the names and phone numbers of the city clients as presented in Attachment I of this proposal. We encourage you to contact any of these individuals and verify our level of service. 18 25E-56 ENTERPRISE FUND EXPERIENCE Most cities audited by our firm have a water utility enterprise fund, Noted below is a partial listing of other enterprise funds audited by our firm in recent years: City Enterprise Alhambra Water, Sewer, Storm Drain, Sanitation, Golf Course Artesia Residential Refuse Service Bellflower Water Beverly Hills Water, Solidwaste, Wastewater, Stormwater Burbank Water Reclamation, Sewer, Golf, Electric Utility Water Utility, Refuse Collection and Disposal Camarillo Water, Sanitary, Solidwaste, Transit Colton Electric Utility, Water Utility, Wastewater Utility Cypress Sewer Del Mar Water, Wastewater, Cleanwater Downey Water, Sewer, Golf Course, Transit System Fountain Valley Water, Solidwaste Gilroy Water, Sewer Hesperia Water, Sewer Laguna Hills Property Leasing Lakewood Water Lancaster Power Authority Newport Beach Water, Sewer Norco Water, Sewer Norwalk Transit System, Water, Sewer; Golf Course Palm Desert Golf Course Pico Rivera Water, Sports Arena, Golf Rialto Airport, Cemetery, Recreation, Wastewater, Water San Buenaventura Water, Sewer Sanger Water, Sewer, Disposal, Ambulance Signal Hill Water Stanton Sewer Tustin Water West Covina Simulator, Computer West Hollywood Sewer District, Sewer Charge, Solid Waste, Landscape District and Street Maintenance Westminster Water 25E-57 19 SINGLE AUDIT EXPERIENCE We perform single audit services for most of our cities and special districts that receive federal funds as required by the Uniform Guidance. In recent years, Single Audits were performed for the following cities and special districts. Cities: City of Alhambra City of Artesia City of Bellflower City of Beverly Hills City of Burbank City of Camarillo City of Campbell City of Colton City of Costa Mesa City of Cypress City of Del Mar City of Downey City of Fountain Valley City of Gilroy City of Goleta City of Hawaiian Gardens City of Hesperia City of Highland City of La Habra Heights City of Laguna Hills Special Districts: Inland Empire Utilities Agency Las Virgenes Municipal Water District Qlivenhain Municipal Water District Rancho California Water District Valley Wide Recreation and Park District City of Laguna Woods City of Lake Forest City of Lakewood City of Lancaster City of Newport Beach City of Norco City of Norwalk City of Palm Desert City of Pico Rivera City of Rancho Santa Margarita City of Rialto City of San Buenaventura City of San Gabriel City of Sanger City of Signal Hill City of Stanton City of Tustin City of West Covina City of West Hollywood City of Westminster We have experience with the preparation of various state -mandated reports, such as the State Controller's Report and the Annual Street Report. the state mandated reports, in recent years, for Goleta, La Habra Heights, Laguna Hills, Lancaste Sanger, Tustin and West Hollywood. Specifically, with regard to cities, we have prepared he Cities of Alhambra, Bellflower, Colton, Del Mar, Norco, Norwalk, Pico Rivera, San Buenaventura, 20 25E-58 SPECIAL DISTRICTS Noted below is a listing of special districts audited by our firm In recent years: Borrego Water District Calleguas Municipal Water District Chino Basin Desalter Authority Chino Basin Regional Financing Authority Costa Mesa Sanitary District Cypress Recreation and Park District Downey Cemetery District El Toro Water District Grossmont Healthcare District Heber Public Utilities District Inland Empire Regional Composting Authority Inland Empire Utilities Agency La Habra Heights County Water District La Puente Valley County Water District Laguna Beach County Water District Lake Elsinore and San Jacinto Joint Powers Authority Las Virgenes Municipal Water District Leucadia Wastewater District Midway City Sanitary District Monterey Peninsula Regional Park District Olivenhain Municipal Water District Orange County Development Authority - Eco-Rapid Transit Orange County Vector Control District Orchard Dale Water District Otay Water District Padre Dam Municipal Water District Pico Water District Placentia Library District Rancho California Water District Rincon del Diablo Municipal Water District Rowland Water District Santa Ana Watershed Project Authority South Coast Water District South County Regional Wastewater Authority Sunset Beach Sanitary District Surfside Colony Stormwater Drainage District Surfside Community Services District Vallecitos Water District Valley Wide Recreation and Park District Ventura Port District Yorba Linda Water District NONPROFIT CORPORTIONS AND JOINT POWER AUTHORITIES Noted below is a partial listing of nonprofit corporations and joint power authorities audited by our firm over the past year. Some of these entities are "component units" which are combined into the basic financial statements of governmental organizations which exercise oversight responsibility. American Family Housing Anaheim District of the Churches of the Nazarene Cal State L,A. Metrolink Authority California Transplant Casa de las Campanas Casa Romantica Cultural Center Child Abuse Prevention Center Palm Desert Recreational Facilities Corporation Pomona -Walnut -Rowland Joint Water Line Commission Public Cable Television Authority The RARE Project Trinity Children's Foundation Trinity Youth Services United Cerebral Palsy Association Valencia Heights Water Company Westview Services, Inc. 21 25E-59 ENTITIES TO BE INCLUDED IN AUDIT City of Santa Ana Successor Agency to the Community Redevelopment Agency Housing Authority of the City of Santa Anan Santa Ana Financing Authority BEPQBTS TO BE ISSUED AND DUE DATES Draft Final Due Dates Due Dates Independent Auditor's Report on the City's Comprehensive Annual Financial Report N/A December 10 Management Letter November 30 December 10 Audit Committee Letter November 30 December 10 Report on Compliance with Article XIIIB Appropriation Limit (GANN Limit Review) November 30 December 10 Single Audit Reports: 2 weeks 60 days after Before Completion of Due Date the CAFR + Independent Auditors' 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 s Independent Auditors' Report on Compliance for Each Major Program and on Internal Control Over Compliance Required by the Uniform Guidance and on the Schedule of Expenditures of Federal Awards. Air Quality Improvement Fund - Annual Financial Report November 30 December 10 Review of the City's Investment Policy November 30 December 10 City's State Controller's Report N/A January 31 Housing Authority's Financial Data Schedules 60 days after Completion of N/A the CAFR Agreed -Upon Procedures Reviews TBD TBD N/A - Not Applicable TBD - To be Determined 22 25E-60 Assuming that the City's books are closed and ready for examination and that all necessary schedules and documents are available for our use by October 1st each year, the suggested time schedule for the various phases of the audit would be approximately as follows: Entrance conference with key City staff. Discussion of any prior audit concerns and the performance of interim work. Interim audit fieldwork and management review Final audit fieldwork and management review Exit conference to summarize the results of the fieldwork and to review significant findings Deliver draft copies of reports Deliver final reports Completed By Late May Late May/Early June November 15 November 30 See page 22 See page 22 COMMITMENT TO DELIVER REPORTS ON A TIMELY BASIS If all books and records, schedules and documents are made available to us by October 1't, we make a commitment to have audit team members available and to provide all reports by the due dates specified above. AUDITS TO BE IN ACCORDANCE WITH GAAS AND OTHER REQUIREMENTS We will audit the financial statements of the City and the component units noted on the preceding page. The financial statements of all entities where the City exercises oversight will be combined with the City's financial statements, in accordance with GASB requirements. Our audit will be in accordance with auditing standards generally accepted in the United States of America as set forth by the AICPA, and will include such auditing procedures as we consider necessary under the circumstances. We will apply certain limited procedures, which consist principally of inquiries of management regarding methods of measurement and presentation of required supplementary information, However, we do not audit such information and do not express an opinion on it. Any supplemental financial statements will be subjected to auditing procedures as we consider necessary in relation to the financial statements taken as a whole. The scope of our audit will not include any statistical information, and we will not express an opinion concerning it. Our audits will conform with the guidelines set forth in the AICPA's Industry Audit Guide, Audits of State and local Governmental Units. Also, each examination will comply with the standards for financial and compliance audits contained in the Government Auditing Standards, issued by the U.S. General Accounting Office, the provisions of the Single Audit Act and the provisions of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirementfor Federal Awards (Uniform Guidance). 25E-61 23 AUDITS TO BE IN ACCORDANCE WITH GARS AND OTHER REQUIREMENTS (CONTINUED Also, we will perform an agreed -upon procedures review of the City's Gann Spending Limitation Computation as required by Section 1.5 of Article XIIIB of the California Constitution. Our review will be performed in conformance with the provision of the "League of California Cities Uniform Guidelines AUDIT APPROACH • Our audit approach is tailored to meet the technical requirements while maintaining professional skepticism without forgetting that we provide a service. The following aspects of our audit approach will add additional value to the audit services and minimize the amount of time spent by the City's staff in dealing with the audit. • We will assign experienced staff auditors including the in -charge field auditor having at least 3 years of experience. For first year engagements, all other staff will have at least 1 year of experience. You will not spend time training our auditors. • Whenever possible, we will use same format for audit supporting schedules used in prior years for the current year audit. This will reduce time spent by the City staff in dealing with the audit when a different audit firm is chosen. Throughout the year we are available as a resource to our clients in researching technical questions, dealing with new pronouncements, reviewing complex financial entries and helping with any other issues as they arise. • The work papers will be reviewed by the manager or partner as field work is being completed to minimize additional questions after the fieldwork is completed. Our firm uses a governmental audit program which will be modified to the City of Santa Ana's operations to accommodate specific client circumstances. Our audit programs are organized by the financial statement approach and general procedures. The requirements by the Standards for assessing risk are utilized to modify the audit programs to focus on the higher risk areas of the financial statements. 1. Audit Planning Procedures: • Pre -audit conference with the City to establish process of communication between the audit team and City staff. • Discuss any new accounting pronouncements to be implemented in the current year. • Establish scope of work and timing of fieldwork. 24 25E-62 2. Interim Fieldwork: Gather information about the City and its environment, including internal control: Evaluate the design of Internal controls that are relevant to whether the control, either individually or in combinatior preventing or detecting and correcting material misstatements. Determine that the controls have been implemented, that is, that the City is using it. Specific areas to review include: - Accounts payable/cash disbursements - Accounts receivable/cash receipts - Payroll disbursements - Utility billing process - Investment compliance Property and equipment Review of minutes of the City of Santa Ana. Review of important contracts and debt agreements, the audit and determine is capable of effecting, that the controls exist and Interim exit conference with the City to review results of interim fieldwork, including any findings, 3. Final Audit Work: During the final audit work, we will assess "risk" of material misstatement based on understanding of the City's audit environment, including Its internal control, to identify account balances to audit that appear in the City's financial statements. Our audit programs will be specifically tailored to address any significant risks identified. The Prepared by Client (PBC) list will be provided at least one month in advance of fieldwork. Our work may include: • Confirmation of cash and investments balances and testing of bank reconciliations. • Confirm significant receivable balances or review subsequent cash receipts to verify receivable balance. • Search for unrecorded liabilities. • Testing of interfund balances and transfers. • Test capital asset additions and depreciation expense. • Confirm long-term debt balances and review the accounting treatment of debt issued or refunded. • Test support for other significant assets or liabilities. • Analytical procedures on balance sheet and revenue and expenditure accounts; to evaluate and explain unusual fluctuations from prior year balances or current year budgeted amounts. • Review of attorney letters for significant legal matters affecting the City's financial position. • An exit conference will be held to review any significant adjustments or findings, The audit workpapers will be reviewed by our management team as the work is being performed in the field so that at the conclusion of the fieldwork we are able to report any adjustments or findings. 25E-63 25 AUDIT APPROACH REDEVFI OPMENTAGENCYJSUCCESSORAGENCY Recent legislation related to the dissolution of Redevelopment Agencies will impact our audit approach as detailed below. Our procedures will include: • Audit the balances reported for cash, investments, receivables, payables, capital assets and long term liabilities as of end of the year. C Review the activity reported on ROPS. • Review the activities of the Successor Agency to ensure compliance with AB 26, AB 1484 and other relevant legislation enacted. APPROACH TO INTERNAL CONTROL Our audit will include obtaining an understanding of the entity and its environment, including internal control, sufficient to assess the risks of material misstatement of the financial statements and to design the nature, timing, and extent of further audit procedures. Our understanding of the internal controls will be completed by completing narratives and checklists for various processes related to internal control. Tests of controls may be performed to test the effectiveness of certain controls that we consider relevant to preventing and detecting errors and fraud that are material to the financial statements and to preventing and detecting misstatements resulting from illegal acts and other noncompliance matters that have a direct and material effect on the financial statements. Our tests, if performed, will be less in scope than would be necessary to render an opinion on internal control and, accordingly, no opinion will be expressed in our report on internal control issued pursuant to Government Auditing Standards. As required by Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirement for Federal Awards (Uniform Guidance), we will perform tests of controls over compliance to evaluate the effectiveness of the design and operation of controls that we consider relevant to preventing or detecting material noncompliance with compliance requirements applicable to each major federal award program. However, our tests will be less in scope than would be necessary to render an opinion on those controls and, accordingly, no opinion will be expressed in our report on internal control issued pursuant to the Uniform Guidance. An audit is not designed to provide assurance on internal control or to identify significant deficiencies. However, during the audit, we will communicate to management and those charged with governance internal control related matters that are required to be communicated under AICPA professional standards, Government Auditing Standards, and the Uniform Guidance. 26 25E-64 SINGLE AUDIT APPROACH The single audit will be performed in accordance with all the requirements of the Single Audit Act, the Uniform Guidance and Government Auditing Standards Issued by the GAO (the "Yellow Book") for cities that expend greater than $750,000 in federal awards in fiscal year 2015-2016 and subsequent years, • We will identify the Major and Nonmajor Federal Programs of the City through the risk -based approach required by the Uniform Guidance. This approach includes consideration of current and prior audit experience, oversight by Federal agencies and pass -through entities, and the inherent risk of the federal program. • We will review all federal and industry -specific publications and guidance and inform the City of any recent changes, • We will perform tests of controls to evaluate the effectiveness of the design and operation of controls that we consider relevant to preventing or detecting material noncompliance with applicable compliance requirements. If weaknesses in the Internal controls are noted, we will modify our audit program as needed. • Our audit will Include tests of transactions related to major federal award programs for compliance with applicable compliance requirements and certain provisions of laws, regulations, contracts and grant agreements. • Our procedures will consist of the applicable procedures described in the Uniform Guidance for the types of compliance requirements that could have a direct and material effect on each of the City's major programs. The purpose of those procedures will be to express an opinion on the City's compliance with requirements applicable to major programs in our report on compliance issued pursuant to the Uniform Guidance. • We will assist the City in completing and filing the Data Collection Form, DETERMINING LAWS AND REGIFLATIONS S IRiECT TO AUDIT Under provisions of AICPA Auditing Standards, management of the City is responsible for identifying to its outside auditors any laws and regulations which would have a significant effect on the audit. This would include federal laws (such as federal grant regulations), State laws (such as permitted investments under the California Government Code) and local laws (such as restrictions on special revenues levied by the City). After our selection as auditors, we will consult with City officials regarding these matters, to determine what laws and regulations need to be evaluated in connection with our audit. If a City is not able to Identify specific laws and regulations that effect it, we have references (California Government Code and Health and Safety Code) to the more common laws, rules and regulations in our standard audit programs for the usual activities of a California City or Successor Agency to the Redevelopment Agency which will assist us in identifying laws and regulations to review in the audit. METHOD OE SAMPLING Our approach is to utilize random sampling based in our testing of the internal control systems related to cash receipts, cash disbursements, payroll and utility billings. Based on a statistical conclusion used by the firm our sample sizes can range from 25 to 60 transactions for each system. A random sample selection allows each item in the population of an equal chance of being selected. In addition, for disbursements, we may select a stratified sample of all transactions over a specified dollar amount for review. 25E-65 27 ANALYTICAL PROCEDURES Analytical procedures are used in the planning and final stages of the audit. In the planning phase, we use analytical procedures to identify unusual financial transactions and comparing relationships to expected results. We compare current year information to the prior years for balance sheet items, revenues and expenditures. In addition, revenues and expenditures are compared to budgets to identify unexpected results. In the final stages of the audit, the financial statements are reviewed to identify expected relationships such as comparing debt paid to expenditures recorded on governmental funds, transfers between funds, depreciation expense, etc. For all significant relationships identified, explanations are obtained as to why the situation occurred and additional audit procedures are applied to resolve any concerns. MANAGEMENT LETTEM In connection with each audit, a complete review of internal controls will be made of all significant accounting procedures. Our firm uses an internal control questionnaire, computer systems questionnaire and narration to gain an understanding of the internal control process as part of our audit. We will identify weaknesses and after discussion with the appropriate City staff, we will submit a management letter which will identify weaknesses observed during these reviews and throughout the audit. The management letter will also assess the effect of the management letter comments on the financial reporting process and recommend steps towards eliminating the weaknesses. .I, ► We do not anticipate any significant potential audit problems. If any potential audit problems are identified, we will Immediately discuss them with the City's management. Our approach is to coordinate the resolution of any problems with the City's management. Considering our experience with auditing governmental entities and resources, we expect minimal disruption to the City's management in resolving any identified audit problems. IN 1911111111311110.1 1 l.' : M, ..:.. ... In accordance with provisions of the Uniform Guidance, GAO requirements, and the California Board of Accountancy, our audit workpapers will be maintained for at least seven years after the date of the report. These workpapers will be made available as necessary to your cognizant audit agency (or its designee), to GAO representatives, or to any other federal or state agency needing access to the workpapers. Also, our firm will respond to any reasonable inquiries of successor auditors and we will allow any successor auditors to review our workpapers. We will be available for any other professional assistance you require to research and answer accounting and reporting problems raised by the City, regardless of the time of year. Such assistance may include, but is not limited to, tax questions, the review of bond documents, cost allocation programs and employee benefit programs. We have provided several tax opinions to City audit clients for matters relating to deferred compensation, fringe benefits, stipends and allowances, and other issues. We also will keep the City informed of new developments affecting municipal finance and reporting, changes in grant rules and regulations, etc. 11;3.irCH�J�l1��LCI�F� `LI�rL��T.T�Lr71iK� We will make an immediate, written report of all irregularities, illegal acts or indications of illegal acts of which we become aware, to those charged with governance. 28 25E-66 SEGMENTATION OF Description of Services 1H]E AUDIT Partners HOURS, Managers BY PARTNER AND STAFF Supervisory Staff Staff LEVEL Clerical Total - City audit, Including management and audit committee letters 40 80 240 440 - 800 Single Audit of Federal Grants 8 32 80 180 2 302 AQMD audit of the Air Quality Improvement Fund 1 4 - 24 - 29 GANN Limit Review 1 8 9 Compliance Review of the City's Investment Policy 2 12 - 15 - 30 Preparation of the Santa Ana Housing Authority's Financial Data Schedule 2 4 - 6 Preparation of the City's State Controller's Report .. - 8 - 40 48 Total Hours 53 141 320 708 2 1,224 Two Agreed -Upon Procedures Reviews, Annually (1) 8 18 44 64 4 138 (1) The hours for the agreed -upon procedures are estimated and subject to negotiation, once the scope of each agreed. upon procedures are determined. SEGMENTATION OF THE AUDIT HOURS BY PHASES OF THE AUDIT Supervisory Partners Managers Staff Staff Clerical Total Planning 8 16 24 40 - 88 Interim Fieldwork 16 32 72 120 - 240 Final Fieldwork and Review 29 93 224 548 2 896 Total Hours 53 141 320 708 2 1,224 25E-67 29 DISCUSSION OF RELEVANT ACCOUNTING ISSUES GASB STATEMENT NO. 72 GASB Statement No. 72, "Fair Value Measurement and Application", is effective for periods beginning after June 15, 2015. This Statement addresses accounting and financial reporting issues related to fair value measurement. The definition of fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. This Statement provides guidance for determining a fair value measurement for financial reporting purposes. This Statement also provides guidance for applying fair value to certain investments and disclosures related to all fair value measurements. GASB STATEMENT NO. 73 GASB Statement No. 73, 'Accounting and Financial Reporting for Pensions and Related Assets That Are Not within the Scope of GASB Statement 68, and Amendments to Certain Provisions of GASB Statements 67 and 68", is effective for periods beginning after June 15, 2015 - except for those provisions that address employers and governmental nonemployer contributing entities for pensions that are not within the scope of Statement 68, which are effective for periods beginning after June 15, 2016. The requirements of this Statement extend the approach to accounting and financial reporting established in Statement 68 to all pensions, with modifications as necessary to reflect that for accounting and financial reporting purposes, any assets accumulated for pensions that are provided through pension plans that are not administered through trusts that meet the criteria specified in Statement 68 should not be considered pension plan assets. It also requires that information similar to that required by Statement 68 be included in notes to financial statements and required supplementary information by all similarly situated employers. oww��Mai��� GASB Statement No. 74, "Financial Reporting for Postemployment Benefit Plans Other Than Pension Plans", is effective for periods beginning after June 15, 2016. The objective of this Statement is to improve the usefulness of information about postemployment benefits other than pensions (other postemployment benefits or OPEB) included in the general purpose external financial reports of state and local governmental OPEB plans for making decisions and assessing accountability. This Statement also includes requirements to address financial reporting for assets accumulated for purposes of providing defined benefit OPEB through OPEB plans that are not administered through trusts that meet the specified criteria. GASB Statement No. 75, 'Accounting and Financial Reporting for Postemployment Benefits Other Than Pensions", is effective for periods beginning after June 15, 2017. The scope of this Statement addresses accounting and financial reporting for postemployment benefits other than pension (other postemployment benefits or OPEB) that is provided to the employees of state and local governmental employers. This Statement establishes standards for recognizing and measuring liabilities, deferred outflows of resources, deferred inflows of resources, and expense/expenditures for defined benefit and defined contribution plans. 30 25E-68 GASB STATEMENT NO 76 GASB Statement No. 76, "The Hierarchy of Generally Accepted Accounting Principles for State and Local Governments", is effective for periods beginning after June 15, 2015. The requirements of this Statement improve financial reporting by (1) raising the category of GASB Implementation Guides in the GAAP hierarchy, (2) emphasizing the importance of analogies to authoritative literature when the accounting treatment for an event is not specified in authoritative GAAP; (3) requiring the consideration of consistency with the GASB Concepts Statements when evaluating accounting treatments specified in nonauthoritative literature. GASB STATEMENT N0. 77 GASB Statement No. 77, "Tax Abatement Disclosures", is effective for periods beginning after December 15, 2015. This Statement requires governments that enter into tax abatement agreements to disclose the following information: Brief descriptive information, such as the tax being abated, the authority under which tax abatements are provided, eligibility criteria, the mechanism by which taxes are abated, provisions for recapturing abated taxes, and the types of commitments made by tax abatement recipients. The gross dollar amount of taxes abated during the period. Commitments made by a government, other than to abate taxes, as part of a tax abatement agreement. Governments should organize those disclosures by major tax abatement program and may disclose information for individual tax abatement agreements within those programs. GASB STATEMENT NO. 78 GASB Statement No. 78, "Pensions Provided Through Certain Multiple -Employer Defined Benefit Pension Plans", is effective for periods beginning after December 15, 2015. This Statement amends the scope and applicability of Statement 68 to exclude pensions provided to employees of state or local governmental employers through a cost -sharing multiple -employer defined benefit plan that (1) is not a state or local governmental pension plan, (2) is used to provide defined benefit pensions both to employees of state or local governmental employers and to employees of employers that are not state or local governmental employers, and (3) has no predominant state or local governmental employer (either individually or collectively with other state or local governmental employers that provide pensions through the pension plan), This Statement establishes requirements for recognition and measurement of pension expense, expenditures, and liabilities; note disclosures; and required supplementary information for pensions that have the characteristics described above. GASB STATEMENT NO, 79 GASB Statement No. 79, "Certain External Investment Pools and Pool Participants", is effective for periods beginning after June 1.5, 2015, except for certain provisions on portfolio quality, custodial credit risk, and shadow pricing, those provisions are effective for reporting periods beginning after December 15, 2015. This Statement addresses accounting and financial reporting for certain external investment pools and pool participants. It establishes criteria for an external investment pool to qualify for making the election to measure all of Its investments at amortized cost for financial reporting purposes, An external investment pool qualifies for that reporting if it meets certain applicable criteria established in this Statement, It establishes additional note disclosure requirements for qualifying external investment pools that measure all of their investment at amortized cost for financial reporting purposes and for government that participate in those pools. 31 25E-69 Our fixed annual fees contemplate that conditions satisfactory to the normal progress and completion of the examination will be encountered and that City accounting personnel will furnish the agreed -upon assistance in connection with the audit. However, if unusual circumstances are encountered which make it necessary for us to do additional work, we shall report such conditions to the responsible City officials and provide the City with an estimate of the additional accounting fees involved. Noted below is a listing of work required by City staff to assist in the audit. 1. Technical assistance in familiarizing our staff with; • The flow of information through the various departments and accounting systems. • Reports generated by your accounting system. • The system of internal controls. • Controls established to monitor compliance with federal grants. 2. Preparation of trial balances for all funds, after posting of all year end journal entries. 3. Preparation of schedules supporting all major balance sheet accounts, and selected revenue and expenditure accounts, 4. Typing of all confirmation requests. 5. Pulling and refiling of all supporting documents required for audit verification. 6. Preparation of the CAFR and footnotes, including the introductory section, management's discussion and analysis and the statistical section for the CAFR. 32 25E-70 CONSULTING SERVICES DEPARTMENT pVERVIEW OF SERVICES PROVIDED White Nelson Diehl Evans LLP offers a wide range of consulting services to governmental agencies. This section of our proposal summarizes the primary types of services provided by the firm. The firm's Director of Consulting Services is Mr. William S. Morgan, CPA. Mr. Morgan has over thirty years of experience in providing accounting, auditing and consulting services to California cities, counties, successor agencies/redevelopment agencies, water districts, special districts, joint power authorities and nonprofit corporations. Many of the firm's consulting projects are planned, supervised and reviewed by Mr. Morgan. Our firm provides the following types of services; • Governmental Tax Consulting • Performance and Operational Studies • Redevelopment Consulting Services • Reviews of City Treasurer Operations • Cable Television and Broadband Consulting Services • Reviews of Solid Waste Haulers and Assistance With Trash Rate Negotiations • Litigation Support and Dispute Resolution Services • Fraud Investigations • Hotel/Motel Transient Occupancy Tax Reviews • Business License Operation Reviews With regard to these engagements, we would intend to perform limited procedures reviews in connection with each assignment, in accordance with the AICPA's attestation standards. Under the provisions of the attestation standards, the City would designate what specific procedures it wishes to have performed. We would then perform those procedures and report on our findings. This type of engagement would not constitute a certified audit in accordance with auditing standards generally accepted in the United States of America. Such special services are not part of our standard fee arrangements and would be subject to a separate fee quotation. 25E-71 33 ATTACHMENT I CURRENT CITY CLIENT REFERENCES AND LISTS OF CITY AND SPECIAL DISTRICT ENGAGEMENTS PERFORMED IN THE LAST 5 YEARS 25E-72 ENT CITY CLIENT REFERENCES One means cf Judging the high quality of our auditing and accounting services would be contact with some of our existing clients. We are Including the names and phone numbers of our city clients over the past year. We encourage you to contact any of these Individuals. City of Alhambra City of Gllrov City of Palm Desert Mr. Paul Espinoza Ms. Christina Turner Mr. Paul Gibson Finance Director Finance Director Director of Finance (626)S70-5027 (408)846-0750 (760)346-0611 City of Artesia City of Goleta City of Pico Rivera Ms. Justine Menzel Ms. Genie Wilson Mr.Kambiz Borhanl Deputy City Manager Finance Director Senior Finance Manager (562)865-6249 (805)961-7527 (562)801-4895 City of Bellflower Cityof Hawaiian Gardens City of Rancho Santa Margarita Mr. Tae Pines Ms,Linda Holllnsworth Ms. Stefanie Turner Director of finance Finance Director/Treasurer Finance Director (562) 904.1424 (562) 420.2641 x236 (949) 635-1812 City of Beverly Hills City of Hesperia City of Rialto Mr. Don Rhoads Mr, Brian Johnson Mr. George Harris, II Finance Director Director of Administrative Services Director of Administrative (310) 285.2429 (760) 947-1442 and Community Services (909)421-7219 City of Burbank City of Highland City of San Buenaventura Mr. Dino Balos Mr. Chuck Dantuono Ms. Bridgette Mclnally Accounting Manager Director of Administrative Services Accounting Manager (818)238-5518 (909)864-6861 (505)654.7892 City fCamarillo City of Laguna Hills Q of San Gabriel Mr. Ronnie Campbell Ms. Janice Mateo -Reyes Mr. Thomas Marston Finance Director Finance Manager Director of Finance (805)388.5320 (949)707-2623 (626)308-2812 City of Campbell City of Laguna Woods City of Sanger Mr. Jesse Takahashi Ms. Margaret Cady Ms. Patty Hartman Finance Director Administrative Services/ Interim Finance Director (408) 866-2113 City Treasurer (559) 876-6300 (949)639-0500 City of Colton City of Stanton Ms, Anita Agramonte City of Lake Forest Mr. Stephen Parker Finance Director Mr. Keith Neves Director of Administrative Services (909) 370-5039 Director of Finance (714) 890-4226 (949)461-3400 City of Costa Mesa City of Tustin Ms. Colleen O'Donoghue City of Lancaster Ms. Jenny Lelsz Assistant Finance Director Ms. Pamela Statsmann Finance Manager (714)754-5421 Assistant Finance Director (714) 573-3079 (661)723,6038 2iK (Cypress City of West Covina Mr. Matt Burton City of Newport Beach Ms. Chrlsta Buhagiar Director of Finance & Administrative Services Mr. Dan Matusiewicz Finance Director (714) 229-6718 Director of Finance (626) 939-8463 (949)644-3126 City of Del Mar City of West Hollywood Ms, Teresa McBroome City of Norco Ms. Lorena QuiJano Director of Finance/Treasurer Ms. Olivia Hoyt Accounting Services Manager (858) 755.9354 Accounting Manager (323) 848-6513 (951)270-5652 City of Fountain Valley CiC�of Westminster Mr. David Cain City of Norwalk Ms. Sherry Johnson Finance Director/Treasurer Ms. Jane Stuard Accounting Manager (714) 593-4501 Director of Finance (714) 898-3311 (562)929-5056 25E-73 LOST OF CITY ENGAGEMENTS We have listed below the cities which were under contract with us during the past five fiscal years Period of Service City From To Scope of Work Alhambra 2005 Present CA, RDA, SA, SCR Artesia 2012 Present CA, RDA, SA Avalon 2006 2012 CA, RDA, CCU, SCR Bellflower 2013 Present CA, SA, SCR, Financing Authority, Public Facilities Corp. Beverly Hills 2012 Present CA, SA Burbank 2013 Present CA, AQMD, SA, Water & Utility Enterprise Fund Camarillo 2012 Present CA, RDA, SA Campbell 2013 Present CA, SA, T, Solid Waste Management Authority Colton 2014 Present CA, SA, SCR, Child Care Program Costa Mesa 2012 Present CA, RDA, PFA, SA, Housing Authority Cypress 2012 Present CA, RDA, RA, SA Del Mar 2014 Present CA, SA, SCR Downey 1987 2013 CA, RDA, AQMD, PFA, SA, OCU Fountain Valley 2013 Present CA, SA, Housing Authority, Financing Authority Gilroy 2013 Present CA, SA Goleta 2013 Present CA, SA, SCR, SR Hawaiian Gardens 2012 Present CA, RDA, PFA, SA Hesperia 1997 Present CA, RDA, SA Highland 2012 Present CA, SA La Habra Heights 2008 2013 CA, SA, SCR Laguna Hllis 2015 Present CA, SA, SCR. SR Laguna Woods 2015 Present CA, SA Lake Elsinore 2005 2012 CA, RDA, PFA, RA, SA Lake Forest 2011 Present CA, RDA, SA, Housing Authority Lakewood 1974 2013 CA, RDA, SA Lancaster 2013 Present CA, SA, SCR - City, SCR - Power Authority Newport Beach 2011 Present CA, SA Norco 2015 Present CA, SA, SCR Norwalk 2015 Present CA, AQMD, PFA, SA, T, OCU, SCR - City & Transit Oxnard 2013 2014 CA, SA, OCU Palm Desert 2008 Present CA, RDA, SA, Housing Authority Pico Rivera 2012 Present CA, PFA, SA, SCR, Water Authority Port Hueneme 2012 2014 CA, SA, Housing Authority, Surplus Property Authority Rancho Palos Verdes 2008 2012 CA, RDA, PI, SA, SCR, SR Rancho Santa Margarita 2012 Present CA, SA Rialto 2013 Present CA, SA San Buenaventura 2011 Present CA, RDA, PFA, SA, SCR San Fernando 2007 2011 CA, RDA, SA San Gabriel 2013 Present CA, SA Sanger 2011 Present CA, RDA, PFA, SA, SCR Signal Hill 1962 2013 CA, RDA, SA Stanton 2012 Present CA, RDA, SA Tustin 2011 Present CA, RDA, SA, SCR West Covina 2011 Present CA, RDA, AQMD, SA West Hollywood 2014 Present CA, SA, SCR Westminster 1997 Present CA, RDA, AQMD, SA Legend: AQMD -Air Quality Management District Audit RA- Recreation Authority CA - City Audit RDA - Former Redevelopment Agency Audit OCU- OtherComponentUnitAudits SA - Single Audit PFA-Public Financing Authority SCR - State Controllers' Reports PI - Public Improvement SR - Street Report PP- Pension Plans T- Transportatlon Substantially all of the above engagements were performed through the firm's Irvine office. 25E-74 LIST OF SPECIAL DISTRICT ENGAGEMENT We have listed below the special districts which were under contract with us during the past five fiscal years, Client Name Borrego Water District Calleguas Municipal Water District Chino Basin Desalter Authority China Basin Regional Financing Authority Costa Mesa Sanitary District Cypress Recreation and Park District Downey Cemetery District El Toro Water District Encina Wastewater Authoirty Grossmont Healthcare District Heber Public Utilities District Inland Empire Regional Composting Authority Inland Empire Utilities Agency La Habra Heights County Water District La Puente Valley County Water District Laguna Beach County Water District Lake Elsinore and San Jacinto Joint Powers Authority Las Virgenes Municipal Water District Leucadla Wastewater District Metro Wastewaster Joint Powers Authority Midway City Sanitary District Monterey Peninsula Regional Park District Municipal Water District of Orange County 011venhain Municipal Water District Orange County Development Authority - Eco-Rapid Transit Orange County Vector Control District Orchard Dale Water District Otay Water District Padre Dam Municipal Water District Pico Water District Placentia Library District Puente Basin Water Agency Rancho California Water District Rancho Santa Fe Community Service District Rincon del Diablo Municipal Water District Rowland Water District Santa Ana Watershed Project Authority South Bay Irrigation District South Coast Water District South County Regional Wastewater Authority Sunset Beach Sanitary District Surfslde Colony Stormwater Drainage District Surfslde Community services District Sweetwater Authority Vallecitos Water District Valley Wide Recreation and Park District Ventura Port District Period of Service From To 2006 2013 2015 Present 2011 Present 2015 Present 2005 2014 2012 Present 1987 2013 2008 2013 2012 Present 2011 Present 2014 Present 2011 Present 2011 Present 2002 Present 1986 Present 2002 Present 2013 Present 2007 2013 2010 Present 2013 Present 2012 Present 2015 Present 2007 2011 2009 Present 2015 Present 2013 Present 2012 Present 2009 2013 2009 Present 2010 Present 2015 Present 2005 2011 2012 Present 2011 Present 2015 Present 2007 Present 2013 Present 2012 Present 2011 2014 2013 Present 1986 Present 2010 Present 2010 Present 2012 Present 2010 2014 1986 Present 2011 Present 25E-75 ATTACHMENT II RESULTS OF OUTSIDE QUALITY REVIEW 25E-76 Heidenreich & Heidenreich, CPAs, PL7LC 10201 S.5V Street, Suite 4170 Phoenix, A7 85044 (480)704-6301 fax 785-4619 System Review Report July 22, 2015 To the Owners of White Nelson Diehl Evans LLP and the Peer Review Committee of the CA Society of CPAs We have reviewed the system of quality control for the accounting and auditing practice of White Nelson Diehl Evans LLP (the firm) in effect for the year ended March 31, 2015. Our peer review was conducted in accordance with the Standards for Performing and Reporting on Peer Reviews established by the Peer Review Board of the American Institute of Certified Public Accountants.. -As a part of our peer review, we considered reviews by regulatory entities, if applicable, in determining the nature and extent of our procedures. The firm is responsible for designing a system of quality control and complying with it to provide the firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all materiel respects„ Our responsibility is to express an opinion on the design of the system of quality control and the firm's compliance therewith based on our review, The nature, objectives, scope, limitations of, and the procedures performed in a System Review are described in the standards at www.aicpa.orgiprsummary. As required by the standards, engagements selected for review included engagements performed under the GovGmment Auditing Standards and audits of employee benefit plans. In our opinion, the system of quality control for the accounting and auditing practice of White Nelson Diehl Evans LLP in effect.for the year ended March 31, 2015, has been suitably designed and complied with to provide the firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all material respects. Firms can receive a rating of pass, pass with deficlency(ies) or fall. White Nelson Diehl Evans LLP has received a peer review rating of pass. Heidenreich & Heidenreich, CPAs, PLLC 25E-77 ATTACHMENT III DOCUMENTS REQUESTED IN REQUEST FOR PROPOSAL 25E-78 a EXHIBIT B CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROFESSIONAL AUDITING SERVICES REFERENCES List and describe fully the contracts performed by your firm which demonstrate your ability to provide the supplies, equipment or services Included In the scope of the proposal specifications. Attach additional pages if required. The City reserves the right to contact each of the references listed for additional information regarding your firm's qualifloations. Reference Customer Name: City ofBurbank Contact Individual: Mr. Dino Balos Address: 275 East Olive Avenue Phone Number: 818-238-6618 Burbank, CA 91510 Facsimile Number: Contract Amount: $116,485 Year: 2016 Description of supplies, equipment, or services provided: City, AQMD, Water and Utility Enterprise Fund and Single Audits Reference Customer Name: City of klalto Address: 150 South Palm Avenue Rialto, CA 92376 ContractAmount: $90,366 Description of supplies, equipment, or services provided: City and SInl9le Audits Reforen -a Customer Name: City of Palm Desert Address: 73.610 Fred Waring Drulve Palm Desert, CA 92260 ContractAmount: $92.676 Contact Individual: Mr. George Harris, 11 Phone Number: 909-421-7219 Facsimile Number: Year: 2016 Contact Individual: Mr. Paul Gibson Phone Number: _760-346-0611 Facsimile Number; 760-340-0574 Year: 2016 Description of supplies, equipment, or services provided: City, Successor Agency, Recreation Authority, Housing Authority and Single Audits TOT Reviews THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE. 19 25E-79 EX14IBIT C CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROFESSIONAL AUDITING SERVICES PROPOSER'S STATEMENT Proposer understands and agrees that this written RFP (or any part thereof specifically designated and accepted by the City of Santa Ana, hereinafter City) shall constitute the entire agreement between. proposer and the City only after it has been accepted by the City Council, endorsed by the Clerk of the Council with her signature and official seal noting hereon the action of approval of the Council, signed by the Executive Director or his duly authorized agent, and signed by the City Attorney, denoting his approval of the form of this document, and its execution, and when it or an exact copy of it has been either delivered to proposer or deposited with the United States Postal Service properly addressed to the proposer with the correct postage affixed thereto. Proposer further agrees that upon delivery (as defined above) of the accepted agreement he/she will furnish City all required bonds and certificate of liability insurance within ten (10) days (excluding Saturdays, Sundays and City's legal holidays), or the funds, check, draft, or proposer's bond substituted in lieu thereof accompanying this proposal shall become the property of the City and shall be considered as payment of damages due to the delay and other causes suffered by City because of the failure to furnish the necessary bonds and because it is distinctly agreed that the proof of damages actually suffered by City Is difficult to ascertain; otherwise said funds, check drafts, or proposer's bond substituted In lieu thereof shall be returned to the undersigned. Proposer understands that a proposal is required for the entire work, that the estimated quantities set forth in the RFP schedule are solely for the purpose of comparing proposals, and that final compensation under the contract will be based upon the actual quantities of work satisfactorily completed. All terms contained in the specifications, the certification of nondiscrimination by contractors, and the required insurance certificates are to be incorporated by reference into this agreement and are made specifically as part of this RFP. White Nelson Diehl Evans LLP Signed and Printed Name: lV-' — � (� Ci Nitin P. Patel, CPA Title Date March 4, 2016 THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE.. 20 25E-80 EXHIBIT D CITY OF SANTA ANA REQUEST FOR PROPOSALS FOR PROFESSIONAL AUDITING SERVICES NONCOLLUSION AFFIDAVIT NON-COLLUSfON AFFIDAVIT' (Title 23 United States Code Section 112 and Public Contract Code Section 7106) To the CITY OF SANTA ANA In accordance with Title 23 United States Code Section 112 and Public Contract Code 7106 the proposer declares that the proposal is not made in the interest of, or on behalf of, any undisclosed person, partnership, company, associatlon, organization, or corporation; that the proposal Is genuine and not collusive or sham; that the proposer has not directly or indirectly induced or solicited any other proposer to put in a false or sham proposal, and has not directly or indirectly colludod, conspired, connived or agreed with any proposer or anyone else to put In a sham proposal, or that anyone shall refrain from bidding; that the proposer has not in any manner, directly or indirectly, sought by agreement, communication, or conference with anyone to fix the proposal price of the proposer or any proposer, or to fix any overhead, profit, or cost element of the proposal price, or of that of any other proposer, or to secure any advantage against the public body awarding the contract of anyone interested in the proposed contract; that all statements contained In the proposal are true; and, further, that the proposer has not, directly or indirectly, submitted his or her proposal price or any breakdown thereof, or the contents thereof, or divulged information or data relative thereto, or paid, and will not pay, any too to any corporation, partnership, company association, organization, bid depositary, or to any member or agent thereof to effectuate'a collusive or sham proposal. Note: The above noncoliusion affidavit Is part of the proposal. Signing this proposal on the signature portion thereof shalf also constitute signature of this noncollusion affidavit. Proposers are cautioned that making a false certification may subject the certifier to criminal prosecution. State of California, County of Subscribed and sworn to (or affirmed) before me on this _ day of_ March 2016 by Nitin P. Patel , proved to me on the basis of satisfactory evidence to be the person(s) who appeared before me, *pu6lic Signature BRANOI MELENDE2 Commission # 2034882 •. Notary Publla • California Orange County M Gomm. Winds Jul27 2011 Notary Public Seal THIS FORM MUST BE COMPLETED AND INCLUDED WITH THE PROPOSAL. PROPOSALS THAT DO NOT CONTAIN THIS FORM WILL BE CONSIDERED NONRESPONSIVE, 21 25E-81 EXHIBIT C SEALED COST PROPOSAL O. .Vj FOR THE TWO YEARS ENDING JUNE 30, 2017 (WITH AN OPTION FOR TWO YEARS ENDING JUNE 30, 2019) Submitted by: 2875 Michelle Drive, Suite 300 Irvine, CA 92606 (714) 978-1300 25E-82 March 4, 2016 Mr, Sergio Vidal, Assistant Director of Finance and Management Services Agency City of Santa Ana 2.0 Civic Center Plaza Santa Ana, CA 92701 Dear Ms. Vidal; At your request, we have submitted our statement of qualifications under a separate cover. The following information is included herein; 1. Schedule of Professional Fees and Expenses for the four years ending June 30, 2019, 2. Hourly Rates for Special Services. By signing below, I am certifying to you that I am entitled to represent the firm, empowered to submit this bid, and authorized to sign a contract with the City. Please contact us if there are any questions regarding the fees or hourly rates quoted herein. Very truly yours, WHITE NELSON DIEHL EVANS LLP �... (0 four-t-.. Nitin P. Patel, CPA Engagement Partner 1 28-' 1%1Ichellc DuV c_ tinily 300, [rinr, C�92606 cl" Id R'8,13t7(I • I as 1 i 9'fi_ ( )(%e 9..zalyd n, lh a ne ruxl Sen 15 'Pl C.OR, =lie, 25E-83 CITY OF SANTA ANA TOTALALL-INCLUSIVE MAXIMUM PRICE Our maximum fees for the four years ending June 30, 2019 will be as follows: Description of Services City audit, Including management and audit committee letters Single Audit of Federal Grants AQMD audit of the Air Quality Improvement Fund GANN Limit Review Compliance Review of the city's Investment Policy Preparation of the Santa Ana Housing Authority's Fiscal Year Option Years 2015-16 2016-17 2017-18 2018-19 $ 107,000 $ 110,210 $ 113,515 $ 116,920 38,720 39,880 3,475 3,580 895 920 4,550 4,685 41,075 42,305 3,G90 3,800 950 980 4,825 4,970 Financial Data Schedule 1,350 1,390 1,430 1,475 Preparation of the City's State Controller's Report 5,600 5,770 5,945 6,120 Total All -Inclusive Maximum Price $ 16I,590 $ 166,435 $ 171,430 $ 176,570 Two Agreed -Upon Procedures Reviews, Annually (1) $ 19,040 $ 19,610 $ 20,200 $ 20,805 (1) The hours and fees for the agreed -upon procedures are estimated and subject to negotiation, once the scope of each agreed -upon procedures are determined. 2 25E-84 i I CITY OF SANTA ANA 4fOURLY RATES FOR ADDITIDNAL PROFESSIONAL SERVICES If the City wishes us to perform consulting or other services outside the scope of the services described herein, a separate written request from the City will be required. Our hourly rates for these services during each year under the basic contract will be as follows: Position Partners Managers Supervisory Staff Staff Clerical Option Years 2015-16 2016-17 _ 2017-18 2018.19 $ 275 $ 283 $ 292 $ 300 200 205 212 219 150 155 159 164 100 103 106 109 60 62 64 66 25E-85 vvFii t ra his'r ae4ra r 9iwt ii_ r vrttanra.r '. 25E-86