Meeting Minutes: February 13th, 2018

NYC School Support Services, Inc.

A Board Meeting
February 13, 2018
8:45 am, NYCSSS Offices

Meeting Minutes

 

The meeting was called to order at 8:45am by Chairperson Elizabeth Rose, who noted that a quorum was present to conduct business.

 

In attendance were:

 

Directors:

 

Elizabeth Rose, NYCSSS Chairperson
Nicolas Storellicastro, NYCSSS Treasurer
David Kramer, NYCSSS Director
Jose Davila, NYCSSS Director

Also in attendance:

Erin Lester, DOE, Special Assistant to Deputy Chancellor Rose
Russell Buckley, DOE, Operations Support Manager
John Shea, DOE, CEO of the Division of School Facilities
Phil Napolitano, DOE, Division of School Facilities
Mark David, DOE, Division of School Facilities
Stephen Brennan, NYCSSS Executive Director
Gregory Bracco, NYCSSS Director of Operations
Brooke Jenkins-Lewis, NYCSSS CFO
Daniel McElwee, Marks Paneth, NYCSSSS Auditor
Warren Ruppel, Marks Paneth, NYCSSSS Auditor
Erik Osborne, Unit Head at OMB

 

Ms. Rose reviewed the agenda for the meeting, which included: the presentation by the Corporation’s Auditor of Final Audited Financial Statements; the approval of a contract for a consulting services agreement; operations update; approval of meeting minutes from September 25, 2017; and the consideration of any new business.

  1. Final Audited Financial Statements

Representatives of the Corporation’s Independent Auditors, Marks Paneth, (the “Auditors”) noted that they had previously given the Board an update on the results of their audit, such that their focus at the current meeting of the Board would be the Management Letter, which they distributed to Board members. The Auditors stated they had collaborated in the past with other NYC “start-up” agencies, such as the New York City Economic Development Corporation and the Brooklyn Bridge Park Corporation, and were making recommendations similar to those made for other new entities and that any comments applicable to NYCSSS are very typical for new governmental entities of this kind.

The Auditors highlighted the fact that NYCSSS – unlike the other NYC entities it had named above – has 9,500 employees. The Auditors thus recommended using data analysis techniques that highlight characteristics which might be indicative of an issue. The Auditors noted that they had found some issues with the data, such as duplicate IDs. These inconsistences were highlighted to NYCSSS management, who noted that they have since resolved as many as possible. The NYCSSS CFO indicated that (1) these inconsistencies arose where the Auditors had been given duplicate data for every original input, but that these actually represented one employee and that a correction had already been made to the data; and (2) there were no instances where an employee had received more than one check. The Auditors and CFO confirmed their belief that no unearned checks had been sent to employees based on this data.

With respect to timely finalization of the year-end accounts, the Auditors concluded that this would resolve itself after completion of the first audit. The Auditors stated they were comfortable, and the CFO confirmed, that by next year a process will be implemented to ensure the timeliness of account balances. The CFO confirmed the same with respect to journal entries, namely that a process has been implemented to ensure timely entries as of October 2017.

Next, NYCSSS stated that it had created an accounting manual which had been submitted to the Auditors for review, and it was noted that updates would also be submitted upon completion.

The Board then turned to the issue of ADP, which NYCSSS relies on for its payroll function. It was noted that ADP is audited annually and thus should have internal controls in place. As such, the Auditors recommended that NYCSSS obtain a copy of ADP’s audit so that it could ensure that all such controls were implemented.

Next, with respect to cash deposits, the Auditors recommended that NYCSSS either enter into an arrangement with JPMorgan to insure uninsured balances, or have a follow-up Board discussion to review historical balances and determine whether there is exposure. The Treasurer confirmed the audit committee would discuss and make a recommendation to the Board.

The Board then discussed the role of its Audit Subcommittee and the timing of meetings of the Subcommittee. It was agreed that the Audit Subcommittee should meet at least twice annually, once before the annual audit begins and once after.

Next, the Board turned to the matter of certain long outstanding checks, with respect to which NYCSSS confirmed that it has a list of uncashed checks made out to employees; it was noted that it was standard procedure to follow up internally with individual employees.

  1. Approval of Consulting Agreement

Ms. Rose made a motion to approve the Consulting Services Agreement (Agreement) with the Segal Company. The NYCSSS CFO explained that NYCSSS had a modified opinion from the Auditors because NYCSSS couldn’t report their proportionate share of 32BJ’s pension liability. The Segal Consulting Group prepares FASB statements for 32BJ and, under the Agreement, will convert this data to GASB format to enable NYCSSS to report its proportionate share of 32BJs pension liability as required by GASB. Mr. Brennan confirmed that the 32BJ Board of Directors had approved giving this information to Segal earlier in order to avoid delay. NYCSSS CFO pointed out that this would be a yearly arrangement. The motion was approved and the following resolution authorizing the Agreement was unanimously approved:

 

BE IT RESOLVED, that NYC School Support Services, Inc. (“NYCSSS”) is hereby authorized to enter into a contract with Segal Company for consulting services; and be it further

RESOLVED, that the Executive Director of NYCSSS hereby is authorized and empowered to take all actions and execute all such documents, as s/he may deem necessary and appropriate to effectuate these resolutions and any other and further actions heretofore taken are hereby ratified and any actions hereafter taken are confirmed and approved.

  1. Operations Update

Mr. Brennan next gave an operational update for the Corporation, in which he confirmed that Form I-9s for Employment Eligibility and Verification are being collected and scanned into NYCSSS’ system and that staff from the call center are helping to organize this documentation. He noted that the call center is currently comprised of 8 people with an average annual salary of $40,000. He further noted that that the salary range for HR is $45,000-$50,000.

  1. Approval of Meeting Minutes from September 25, 2017

Ms. Rose made a motion to approve the meeting minutes from the September 25 meeting, and the motion was seconded.

Mr. Brennan noted that IT costs were mentioned in the previous Board minutes and he distributed an overview of IT labor costs. It was pointed out that labor costs would be higher if this work was brought in-house because it would require at least two individuals to accomplish these tasks, and continuing to outsource IT work presented a net savings to the Corporation.

The Board unanimously approved the following resolution:

BE IT RESOLVED, that the minutes of the meeting of the Directors of NYC School Support Services held on September 25, 2017 are hereby approved.

There being no further business, a motion was made and approved to adjourn the meeting. The next meeting of the NYCSSS Board will take place on July 17, 2018 at 8:30 a.m.

Respectfully submitted by Erin Lester, Acting Recording Secretary