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BACKGROUND ACAP is a Joint Powers Agency whose thirteen member agencies include the County of Alameda; and the cities of Albany, Alameda, Dublin, Emeryville, Fremont, Hayward, Livermore, Newark, Piedmont, Pleasanton, San Leandro and Union City. ACAP's Governing Board consists of an elected representative from each of its member agencies. For decades ACAP has been a provider of services intended to enable low - income families and individuals to become economically self- sufficient through jobs and housing linkages. During the past number of months ACAP has experienced significant financial problems. These financial problems prompted the ACAP Governing Board to take the following key actions: • On February 18, 2011, the Governing Board voted to notify subcontractors to cease operations and to notify State agencies of ACAP's fiscal situation. • On March 3, 2011, ACAP laid off all but three employees who would be needed to assist in the wind -down of ACAP's operations. • On March 9, 2011, ACAP's Governing Board voted to de- designate ACAP as a Community Action Agency. This action means that other service providers could apply for grant funds which had been previously received by ACAP. • On March 23, 2011, the Governing Board appointed Management Partners, Inc. effective March 26, 2011 to serve as the administrator for winding down the activities and meeting the obligations of ACAP with a goal of completing the wind -down process in 90 days. These services will be provided by Senior Manager Richard Ambrose, with compensation for services to be provided by the member agencies. The Governing Board granted authority to Management Partners and Richard Ambrose "...to determine, engage, hire, supervise, contract with and /or terminate any and all resources, and to execute any agreements with other agencies, organizations, funders, sponsors, sub - contractors, vendors, and creditors of ACAP for the purpose of winding down the operations of the Agency and transferring its obligations to entities that fulfill ACAP's obligations." The Governing Board also agreed that an ad hoc committee of the Alameda County City Managers' Association would provide direction to Management Partners and Richard Ambrose for the wind -down. The ad -hoc committee consists of the City Managers of Dublin and Hayward, with City Attorney representation from Dublin, Hayward, and Livermore. The City of Dublin agreed to serve as the fiscal agent for ACAP's member agencies during the wind -down process, including properly invoicing each member. Page 2 of 4