Orange County Office of Education – Albor Charter School Report

Extraordinary Audit of the Albor Charter School Commissioned by the Administrative Agent Larry E. Reider Offi ce of Kern County Orange County Offi ce of Education Superintendent of Schools Chief Executive Officer June 2007 Joel D. Montero TABLE OF CONTENTS i Table of Contents Executive Summary ................................................................. 1 Scope of Study .......................................................................... 7 Charter Schools in California .............................................11 District/Charter Association ...............................................13 Findings and Recommendations Independent Audit Findings ......................................................................................................15 Related Party Transactions ........................................................................................................23 Teacher Credentials and Employee Compensation ...................................................43 Albor Charter School State Funding ....................................................................................45 Enrollment and ADA ....................................................................................................................47 Financial Close-Out .......................................................................................................................59 Effects of School Closure ...........................................................................................................69 State and Federal Compliance ..............................................................................................71 Conclusions and Recommendations ...................................................................................73 Report Review .................................................................................................................................77 Appendices ..............................................................................79 EXECUTIVE SUMMARY 1 Executive Summary Albor Charter School was authorized in May 2002 by the Santa Ana Unifi ed School District in Orange County to operate a grades 9-12 high school classroom-based program. Instruction began in the 2002-03 fi scal year. Albor reported 859.51 ADA at the April P-2 reporting period in 2002-03. In 2003-04, Albor expanded its enrollment by increasing the hours of operations and accepting more adult students, reporting P-2 ADA of 1303.36. In 2004-05 and 2005-06, respectively, Albor reported P-2 ADA of 795.78 and 327.05. The ADA growth in 2003-04 related mostly to adult enrollment. In 2004-05, the laws changed to limit the age of adults that could be en- rolled in charter schools. In 2004-05, Albor Charter School enrollment still included some adult students, but that number decreased in 2005-06. The decline in ADA over the last two years of operation refl ected the elimination of the adult student population. Albor closed abruptly on or about March 25, 2006, without any notice to employees or stu- dents. From July 2005 through January 2006, the Albor charter was funded by the state based on prior year P-2 ADA of 795.78. The February 2006 P-1 recertifi cation adjusted the state apportionment to the lower ADA fi gure of 311.98 refl ected in the P-1 attendance report fi led by the school in January 2006, thus drastically reducing its revenue. The school was closed by the Executive Director, Mr. Emilio Vazquez, upon notice that the state funding was reduced. This FCMAT AB 139 audit report confi rms there were signifi cant related party transac- tions between the Albor Charter School and the MI Vocational School (MI-VS), along with other serious issues. FCMAT reviewed numerous documents provided by the charter school, the Orange County Department of Education, Santa Ana USD, and the district’s and county offi ce’s legal counsels. Albor’s administrators lacked the commitment to man- age the state revenues and operate the charter school appropriately. Albor Charter School did not follow good business practices or adhere to Generally Accepted Accounting Prin- ciples. Examples of the FCMAT fi ndings are as follows: • Some records were unavailable due to closure of the school. • Internal controls were inadequate. • Accounting transactions were misclassifi ed or recorded incorrectly. • Financial statements included irregularities. • The majority of fi nancial transactions were between related parties. • IRS tax reports were not fi led properly. • Cash was mismanaged. • Evidence of compliance with Education Code 47612(b) was lacking with regard to adult students continuously enrolled in 2004-05 and 2005-06. Orange County Department of Education re Albor Charter School 2 EXECUTIVE SUMMARY • Course offerings and advertising brochures indicated that vocational programs were a major component of the Albor Charter School program. In effect, Albor Charter School and MI-VS were one and the same. At least 95% of MI-VS’s revenue was derived from income transferred from Albor Charter School, amounting to more than $12 million in four years. Both organizations were under common management con- trol by a Memorandum of Understanding and related offi cers. In addition, during FCMAT’s research, several other questionable fi nancial transactions were discovered involving other entities under the control of the Albor Executive Director, Mr. Emilio Vazquez and/or his close associates. Mr. Vazquez exercised and maintained complete control over the spending deci- sions, accounting policies, accounting procedures and internal controls affecting Albor funds. Charter schools are required to perform certain procedures upon closing. Because the Al- bor administration did not perform this close-out, FCMAT was asked to add that step to the AB 139 study agreement. The purpose of the close-out audit is to determine the net assets and/or liabilities of an entity on a liquidating basis. Among other things, the Albor close- out audit supports FCMAT’s fi ndings regarding negative cash balances, understatement of fi xed assets, overstated accounts payable and payroll liabilities, and unrecorded liabilities, all of which are delineated in this report. Albor’s charter petition stated that the school would operate a classroom-based grade 9-12 high school program. This statement was substantiated during discussions with Mr. Vazquez. FCMAT conducted compliance testing of student attendance, including the accuracy of the SASI system used to record attendance and track student information. The reporting of student attendance in the SASI system was found to be reliable. However, FCMAT’s fi ndings indicate that the Albor Charter School program, although purportedly a grade 9-12 high school program, actually operated numerous courses of study related to vocational education and job training. At fi rst FCMAT considered that there could be two separate schools, the Albor Charter School high school and MI-VS vocational school, but Mr. Vazquez told FCMAT on numerous occasions that MI-VS had no students, and that all enrolled students attended only Albor programs. The enrollment and ADA testing and student transcripts indicated that most of the students were enrolled in what appeared to be high school classes to learn English along with other courses with titles that might be associated with a high school curriculum. However, the actual Albor course titles, especially those relating to English classes, were not similar to course titles offered by the Santa Ana USD. None of the student transcripts listed any vocational courses, yet numerous school brochures found at the Albor Charter School dur- ing FCMAT fi eldwork appeared to advertise vocational training programs such as certifi ed nursing assistant (CNA), medical assistant (MA) and computer technology, with little or no mention of the grade 9-12 high school programs. Fiscal Crisis & Management Assistance Team EXECUTIVE SUMMARY 3 Although it is acceptable to offer elective classes in high school settings, in this case it appears that the high school course offerings were more than likely used to derive state ap- portionment to pay for a vocational school for adults and other business enterprises con- trolled by Mr. Vazquez and his close associates. Albor was considered a public school and therefore should offer a free educational pro- gram to students. Some compelling evidence discovered by FCMAT and included in this report indicates that students may have been charged tuition or fees to attend the school, especially the vocational programs. The MI-VS accounting records show entries into a rev- enue account leading to that conclusion, yet FCMAT was told that MI-VS had no students. Regarding the oversight that the authorizing agency should have provided based upon the criteria set forth in Education Code 47604.32 and further clarifi ed in AB 1137, FCMAT determined that Santa Ana USD appropriately and diligently discharged its fi scal oversight duties with regard to the Albor Charter School. The Illustration of Related Party Associations shown in Exhibit 2I.2 represents the related party associations that are described in detail in this report. Albor Charter School appar- ently provided the fi nancial engine or resources that allowed the related parties to divert funding as management contracts from Albor Charter School to MI-VS and from there to other businesses under the infl uence and common control of the related individuals. Albor Charter School and MI-VS were both founded by Emilio Vazquez, and he served as the Executive Director of Albor Charter School and Chairman of MI-VS. Emilio Vazquez, along with his close friends or associates Pedro (aka Peter) Sole, ac- countant Martin Ramirez, Astrid Riebe (the girlfriend and now the alleged wife of Emilio Vazquez) and Edgar Villagomez, (Emilio Vazquez’s partner) exercised common control, infl uence and management of Albor Charter School, MI-Vocational School and the related corporations and fi ctitious businesses illustrated below. Astrid Riebe signed management or Memorandum of Understanding (MOU) contracts between Albor and MI-VS as Vice President of MI-VS, and Pedro Sole signed the MOU as Peter Sole, Chairman of the Board of Albor Charter School. As funds from Albor Charter School increased, MI-VS, under the direction of Emilio Vazquez and with the assistance of these same related individuals, was apparently able to divert funds to several other related corporations and fi ctitious businesses under their com- mon control. Exhibits 2I.1 and 2I.2 illustrate how the related individuals were involved in the related corporations, while other exhibits in this report quantify the funds apparently diverted from MI-VS to these related corporations and fi ctitious businesses. A number of recommendations have been developed to address the fi ndings and concerns surfaced in this report. These recommendations may be found beginning on page 73. Orange County Department of Education re Albor Charter School 4 EXECUTIVE SUMMARY Exhibit 2I.1 Schedule of Primary Participation/Infl uence Individuals Related Address 1125 E. 17th St. Approx. Business/ Santa Ana, CA, Suite: Date Bus. Officer/ Agent for Funding Company/Business Name E-208 E-209 E-107 Started Director CEO Secretary CFO Service with MIVS Albor Charter School - Non Profit Corp. (ACS) X 7/1/02 EV,PS Yes MI-Vocational School - Non Profit Corp. (MIVS) X 7/1/01 EV,PS OV A&E Financing, Inc. (A&E) X 9/15/04 EV, AR AR AR MR EV Yes Vagabond Entertainment, Inc. (VEI) X 7/25/03 EV PS EV Yes EMPE, Inc. (EMPE) X 9/15/04 EV,PS PS PS MR EV Yes New Generation Entertainment, Inc. (NGE) X 3/2/05 EV RC MR MR EV Yes Orange County Vocational High School, Inc. (OCVHS) X 5/21/01 OV EV EV Family Educational Professional Systems, Inc. (FEPS) X 5/2/03 EV Yes EVOM-Next Step Computers, Inc. (EVOM), DBA Vicom X 6/2/00 EG EG EG EG EG Yes (Emilio Vazquez has stated he owns EVOM with a partner) (a) Legend: (a) Edgar Villagomez has DBA's as Vicom & VI-Computers which received from EV = Emilio Vazquez MIVS $292,387 from Jan. 2003 - Sept. 2005. Edgar Villagomez also received PS = Pedro Sole as an individual from MIVS on July 12, 2004, check number 2678 for $8,000. MR= Martin Ramirez AR = Astrid Riebe EG = Edgar Villagomez, Emilio's partner in EVOM OV = Olivia Vazquez Blank = Other Individual, not listed, unknown Fiscal Crisis & Management Assistance Team EXECUTIVE SUMMARY 5 Exhibit 2I.2 Illustration of Related Party Associations Albor Charter MI- School Vocational (ACS) School (MIVS) Related Related Related Fictitious Corporations Individuals Businesses Vagabond Emilio Entertainment Vazquez Bozanca (VEI) A & E Pedro or Alan McAwick Finance Peter (A&E) Sole Mark Cibit Film EVOM-Next Step Computers, DBA Martin Vicom Britto Productions Ramirez (EVOM) Paul Kranen Productions EMPE Entertainment Astrid (EMPE) Riebe Family Educational Professional Systems Edgar (FEPS) Villagomez New Generation Entertainment (NGE) Orange County Department of Education re Albor Charter School 6 EXECUTIVE SUMMARY Fiscal Crisis & Management Assistance Team SCOPE OF STUDY 7 Scope of Study California Education Code Section 47601, also known as the Charter Schools Act of 1992, was enacted by the California Legislature “to provide opportunities for teachers, parents, pupils, and community members to establish and maintain schools that operate indepen- dently from the existing school district structure.” Charter schools are a part of the public school system but differ from traditional public schools in that charter schools are exempt from many state laws relating to specifi c educational programs. A charter school is usually created or organized by a group of teachers, parents, and community leaders or a commu- nity-based organization, and is usually authorized by an existing local public school board or county board of education. Charters offer choices for parents and students and are open and free to all students. Tuition and fees are not to be charged at any time. Charters offer a new, more fl exible school governance model but are accountable for student achievement and fi scal account- ability. The chartering agency is responsible for adequate and appropriate oversight, including the determination that a charter is following good business practices and gener- ally accepted accounting principles (GAAP) in accounting for revenues and expenditures and preparing fi nancial reports. The process of opening a charter school begins with presenting a charter petition to a school district board of trustees for approval to operate within the boundaries of that particular district. The Charter Petition of the Albor Charter School (Albor) in Santa Ana, California was authorized by the Santa Ana Unifi ed School District (Santa Ana USD) Board of Trustees in May 2002. Albor’s charter petition indicated that the school would provide educational programs geared toward high school students in grades 9-12. The Albor Charter School had previously operated in the Fresno area with approval authorized by the West Fresno School District before petitioning for charter approval in Santa Ana. The charter school is required to establish a governing board and board policies that require constituents and employees to exercise due diligence in oversight of the charter school and obligate them to take full responsibility for the charter operations, including educational programs and fi nancial activities. Charter boards should approve contracts and expenditures, select the school administrators, approve hiring teachers and other staff, and approve the selection of an independent auditor to conduct an annual fi nancial audit. Charter board members have a fi duciary duty to properly manage public funds and to be held accountable if funds are mismanaged or misused in any way. It is management’s role to establish appropriate internal accounting controls to protect the cash and other assets of the school, but the governing board is responsible for ensuring that those internal controls are adequate and followed. Other governing board oversight responsibilities include the prevention of nepotism, confl ict of interest by board members or administrators, and estab- lishing ethical performance standards and fraud prevention policies. Orange County Department of Education re Albor Charter School 8 SCOPE OF STUDY During the 2003-04 school year, the Santa Ana USD became concerned about Albor’s in- structional programs and the school’s philosophy because the majority of the students en- rolled were adults, well over age 21. The charter failed to submit data requested by Santa Ana USD in a timely manner, thus inhibiting the district’s effort to carry out the required statutory oversight obligations. The district was also concerned about the ongoing fi nancial condition and educational programs of the charter school after the state enacted legislation prohibiting enrolling adult students unless a student had been continuously enrolled in a high school program since age 19 and was making progress toward graduation. Santa Ana USD requested information about Albor’s plan to address the decline in enrollment that not allowing adults might create. It is management’s role to follow the applicable laws and regulations and address the concerns of the authorizing district. On numerous occasions Santa Ana USD requested documents and notifi ed Albor of its concerns and Albor’s apparent intentional failure to comply with charter provisions. After allowing Albor a certain period of time to provide the requested information, legal counsel became involved as did the Orange County Department of Education (OCDE). Although all parties remained somewhat congenial, the working relationship and communication between the charter and the district were at times strained. As a result of concerns by the district and the OCDE as to any potential liability relating to the operations of the Albor Charter, both entities asked the Fiscal Crisis and Management Assistance Team (FCMAT) to conduct an AB 139 Extraordinary Audit of the Albor Char- ter School to determine if any misuse of funds, inappropriate activities, or wrongdoing had occurred. The charter petition and memorandum of understanding between the Santa Ana USD and MI-Vocational School (MI-VS)/Albor Charter School should have been stronger to clarify the roles and responsibilities of both parties. The study agreement between the Orange County Department of Education (OCDE) and the Fiscal Crisis and Management Assistance Team required FCMAT to perform the fol- lowing tasks: 1. The OCDE requests the Team to conduct an extraordinary audit of the Charter. Based on their review of annual audit reports, the Oversight Review by Dr. Stephen C. Teele, and per Education Code Section 1241.5(c), the super- intendent of the OCDE has reason to believe that fraud, misappropriation of funds, or other illegal practices may have occurred. The review of the Charter will include but not be limited to the following: a. Confi rmation that independent auditor’s fi ndings and recommendations for the 2002-03, 2003-04, and 2004-05 fi scal years have been fully implement- ed and continue to be enforced. Fiscal Crisis & Management Assistance Team SCOPE OF STUDY 9 b. A review of related party transactions for all fi scal years, based on State- ment of Position 94-3 Reporting of Entities by a Non-Profi t, which requires that fi nancially interrelated nonprofi ts need to refl ect the activities of the other nonprofi t. The 2002-03, 2003-04, and 2004-05 independent auditor reports indicate that signifi cant related party actions took place between MI-VS and Albor Charter School. c. Investigate and review all audit fi ndings identifi ed in the 2002-03, 2003- 04, and 2004-05 independent auditor reports, including supporting docu- mentation. d. Audit all revenues, expenditures, or transfer transactions that involve funds derived from state, federal or local sources, including but not limited to stu- dent enrollment and attendance, grant or entitlement programs, partnerships, joint ventures, etc. e. Verify the credentials and certifi cations of charter staff. Verify compliance with state, federal, and IRS regulations for compensation to employees. f. Verify compliance with state and federal laws related to charter school operations, including AB 1137, AB 1994, and SB 430, and the California Education Code. g. Verify the source of funds used for the employee compensation. h. Verify student attendance records and reporting. i. Prepare close-out of the Albor Charter School fi nancial statements upon closure of the school. Study Team Michele McClowry, CPA Michael W. Ammermon, CPA, CFE Fiscal Intervention Specialist Mission Viejo, California Fiscal Crisis and Management Assistance Team Laura Haywood Bakersfi eld, California Public Information Specialist Fiscal Crisis and Management Assistance Team Bakersfi eld, California Orange County Department of Education re Albor Charter School 10 SCOPE OF STUDY This report presents the fi ndings of the FCMAT AB 139 Extraordinary Audit and the close- out audit of the Albor Charter School. It is organized as follows: • Executive Summary • Scope of Study • Charter Schools in California • District/Charter Association • Independent Audit Findings • Related Party Transactions • Teacher Credentials and Employee Compensation • Albor Charter School State Funding • Enrollment and ADA • Financial Close-Out • Effects of School Closure • State and Federal Compliance • Conclusions and Recommendations Fiscal Crisis & Management Assistance Team CHARTER SCHOOLS IN CALIFORNIA 11 Charter Schools in California California Education Code Section 47601, also known as the “Charter Schools Act of 1992,” was enacted “… to provide opportunities for teachers, parents, pupils, and commu- nity members to establish and maintain schools that operate independently from the exist- ing school district structure.” According to this act, the legislative intent of this law was to: • Improve pupil learning. • Increase learning opportunities for all pupils, especially those identifi ed as academ- ically low achieving. • Encourage the use of different and innovative teaching methods. • Create new professional opportunities for teachers. • Provide parents and pupils with expanded choices in the types of educational op- portunities that are available. • Hold the schools accountable for meeting measurable pupil outcomes, and change from rule-based to performance-based accountability systems. • Provide vigorous competition within the public school system to stimulate continu- al improvements in all public schools. Charter schools are a part of the public school system, and may provide instruction in grades kindergarten through 12. Charter schools differ from traditional public schools in that charter schools are exempt from many state laws relating to specifi c educational pro- grams. Because of these exemptions, charter schools have greater fi scal and programmatic fl exibility than traditional public schools. A charter school is usually created or organized by a group of teachers, parents, and community leaders or a community-based organiza- tion, and is usually authorized by an existing local public school board or county board of education. Specifi c goals and operating procedures for the charter school are detailed in an agreement (or “charter”) between the authorizing board and charter organizers. Under California law, the local school district governing board serves as the primary charter- ing authority in most cases. County school boards and the State Board of Education (SBE) may also authorize charters under certain circumstances. Under state law, both charter and traditional public schools use the same funding formulas. School districts and charter schools calculate each school’s average daily attendance (ADA), which is based on student enroll- ment and actual attendance, and report it to the California Department of Education (CDE) three times a year. Once the ADA is reported, the state Superintendent of Public Instruction apportions state school funds to charter schools. If a charter program offers independent study or non-classroom instruction it must undergo an additional assessment to determine whether the charter school is funding instructional and certifi cated staff at minimally accepted levels. Charter schools that do not meet the acceptable levels of staffi ng receive reduced funding. Orange County Department of Education re Albor Charter School 12 CHARTER SCHOOLS IN CALIFORNIA Fiscal Crisis & Management Assistance Team DISTRICT/CHARTER ASSOCIATION 13 District/Charter Association On May 14, 2002, Mr. Emilio Vazquez and associates submitted a charter petition to create the Albor Charter School in Santa Ana that was hastily approved by the Santa Ana Unifi ed School District Board of Trustees in anticipation of the charter opening in July 2002. The Albor Charter School was organized to offer an alternative classroom-based high school curriculum for students in grades 9-12 pursuing a high school diploma. The school was called the MI-VS Albor Charter School in many offi cial documents. On May 31, 2002, Mr. Vazquez, as President, incorporated the Albor Charter School as a 501(c)(3) nonprofi t public benefi t corporation, California Corporation No. 2417760. The California Department of Education (CDE) is ultimately responsible for interpreting and implementing the legislation regulating the operations of charter schools. The CDE organizational structure includes a designated unit devoted to implementing legislation and providing assistance to charter schools and the authorizing school districts and county offi ces. Education Code 47604.32 states that an authorizing agency has specifi c manda- tory oversight responsibilities over the operations of a charter school. The responsibilities of both the charter and the authorizing agency are generally defi ned in a Memorandum of Understanding between the two parties. According to the CDE, Education Code 47604 provides language stating that “a charter authorizing entity could not be held liable for the debts or obligations of the charter school, or for any claims arising from the performance of acts, errors, or omissions by the charter school, if the charter school was to be operated by, or as, a nonprofi t public benefi t corpo- ration.” The CDE states that “AB 1137 places a caveat on the blanket exemption, specifi - cally, a charter authorizing entity is free from liability in the case of a charter school that is operated by, or as, a nonprofi t public benefi t corporation if the charter authorizer has complied with specifi c oversight responsibilities required by law (reference Education Code Sections 47604.32 and 47605).” As part of the district’s oversight responsibility, certain documentation had been requested from Albor to comply with the charter provisions. The district had diffi culty obtaining information about the demographics of the student population as well as other information regarding the fi nancial relationship between the Albor charter and its affi liated manage- ment corporation, the MI-Vocational School (MI-VS). The Albor administration trans- ferred large amounts of money from the charter to MI-VS. In turn, MI-VS invoiced Albor for consulting, technology fees and rent, and paid other fi nancial obligations for the char- ter. MI-VS also transferred Albor funds to other companies. Atkinson, Andelson, Loya, Ruud, and Romo, the attorneys for the district, issued a Notice to Cure and Correct and Request for Documents dated November 7, 2005. Orange County Department of Education re Albor Charter School 14 DISTRICT/CHARTER ASSOCIATION Fiscal Crisis & Management Assistance Team INDEPENDENT AUDIT FINDINGS 15 Independent Audit Findings 2002-03 Audit The Albor Charter School fi nancial audit for the 2002-03 fi scal year was performed by Vavrinek, Trine, Day & Co., LLP (VTD). The independent audit report includes an un- qualifi ed opinion letter dated November 24, 2003. This was the fi rst year that the charter operated. The general fund is the general operating fund of the Albor Charter School. The notes to the fi nancial statements state that Albor accounted for its fi nancial transactions in accor- dance with the policies and procedures of the California School Accounting Manual and that the charter includes all funds that are controlled by or dependent on the school’s gov- erning board for fi nancial reporting purposes. This means the charter considered that all potential component units were included in determining how to defi ne the reporting entity using criteria set forth under generally accepted accounting principles in the United States. Component units are legally separate organizations under the charter’s fi nancial account- ability or may be organizations that rely or nearly rely on the charter for revenues, budget approval, or the issuance of debt or tax liabilities. The audit notes state that the Albor Charter has no component units. At the time the 2002-03 audit was completed, this state- ment may have been true or the auditors may have been unaware that related-party organi- zations existed. However, the statement that Albor had no component units as of November 24, 2003 has proved incorrect as a result of information contained in subsequent audit reports and obtained by FCMAT during this AB 139 audit with regard to the MI-VS Vocational School and other related organizations. The revenues were generated by Albor student attendance, commonly called the general purpose block grant apportionment based upon reported student attendance. Albor ADA detail for all years is stated in the Attendance and Enrollment section of this report. During 2002-03, more than 70% of the students served by Albor were over age 19, but this was not an issue during that school year. Beginning in 2004-05, students over age 19 had to meet specifi c criteria defi ned in Education Code Section 47612(b) and described in the Attendance and Enrollment section of this report. Once Education Code Section 47612(b) took effect on July 1, 2004 and the charter supposedly discontinued serving adult students that did not comply under that section, the school experienced a signifi cant drop in enroll- ment and funding, and a negative fi nancial effect. This ultimately led to closure of the school in March 2006. The 2002-03 audit report indicates that the Albor Executive Director was aware of the upcoming 2004-05 change in regulations limiting funding for adult students, but he expected to be able to increase enrollment despite the highly restrictive age limit. Orange County Department of Education re Albor Charter School 16 INDEPENDENT AUDIT FINDINGS In 2002-03, the fi xed assets of the charter consisted largely of technology equipment and software, furniture and other equipment. The charter entered into several operating leases for facilities during the fi scal year. The audit report indicates that the accounts receivables relate mainly to state apportion- ment and the accounts payables relate mainly to payroll obligations. The fi nancial records indicate that the Executive Director made a loan to the charter for startup costs, with an ending balance of $54,947 as of June 30, 2003. Although the audit report was unqualifi ed, Note 13 addressed the “going concern” issues of the VTD auditors. The charter’s available reserves of $125,589 did not meet the state’s 4% reserve requirement. The audit report listed several strategies the charter planned to implement to increase the ending balance in 2003-04 and meet the 4% requirement. Fourteen audit fi ndings in the VTD report represented reportable conditions, material weaknesses, and/or instances of noncompliance related to the fi nancial statements required by Government Auditing Standards. The audit fi ndings are coded as follows: Five Digit Code AB 3627 Finding Type No. of Findings 20000 Inventory of Equipment 1 30000 Internal Control 13 60000 Miscellaneous 0 The fi ndings fell within the following major operational categories: Governance and policy 2 Cash receipts and disbursements 5 Payroll 1 Equipment 1 Budget, fi nancial reporting 2 Loans 1 Attendance 2 The subsequent year audit report for 2003-04 stated that the recommendations on the above fi ndings were implemented. However, the FCMAT team was unable to determine whether or not the recommendations were consistently implemented because the school had closed at the time of this AB 139 review. 2003-04 Audit The 2003-04 Albor Charter School fi nancial audit was again performed by VTD. The independent audit opinion letter dated January 14, 2005, states that Albor’s fi nancial state- ments are not fairly presented due to signifi cant related-party transactions with MI-VS that Fiscal Crisis & Management Assistance Team INDEPENDENT AUDIT FINDINGS 17 could not be substantiated. The 2003-04 VTD audit report is signifi cantly different from the 2002-03 report because suspected related party transactions between Albor and MI-VS became known and VTD had limited access to MI-VS fi nancial reports. Albor Charter School is a nonprofi t public corporation and adopted SFAS No. 117, Finan- cial Statements for Not-for-Profi t Charters. The charter uses the accrual basis of account- ing. MI-VS is the management company whose members founded the charter. MI-VS provided signifi cant services to Albor such as facilities, student transportation, books and supplies, and other consulting services, many of which are undefi ned and unexplained. Albor accounts receivable as of June 30, 2004 related mostly to state apportionment and in-lieu property taxes due from the Santa Ana USD. The accounts payable were largely salaries and a refund to the state for an overpaid grant. The Albor Charter ADA reported in the audit report for 2003-04 was 1,303 at the P-2 attendance reporting period. Large amounts of cash were transferred to MI-VS by Albor during 2003-04, which quali- fi ed MI-VS as a component unit (or related party) of the charter school. In addition, exten- sive other related-party transactions occurred between Albor and MI-VS. The Executive Director/Founder, Mr. Emilio Vazquez, is also the Founder/Chairman of MI-VS. MI-VS is a nonprofi t corporation that has no owners. During the 2002-03 fi scal year, the interagency fi nancial transactions between Albor and MI-VS were $644,997 as reimbursed expenses and $230,100 as vendor payments for equipment leases and technology fees. In 2003-04, the interrelated transactions totaled $664,131 for reimbursed expenses and $2,817,647 as vendor payments for services or goods that were not fully explained or disclosed in the audit report. Mr. Vazquez authorized most, if not all, transactions and payments between Albor and MI-VS. However, there is evidence of collaboration by the Albor board and school administration regarding MI-VS payments. The VTD 2003-04 audit report in Note 8 – Related Party shows the MI-VS unaudited fi nancial information as of September 30, 2004 as follows: Assets $ 1,568,591 Liabilities 312,700 Retained Earnings $ 1.255,891 Revenues $ 4,305,866 Expenses 3,542,425 Net Income $ 763,441 Per Statement of Position 94-3, Reporting of Entities by a Non-Profi t, fi nancially inter- related nonprofi t organizations need to refl ect each other’s activities. The MI-VS activity was not available to the VTD auditors, and the auditors could not verify that MI-VS had Orange County Department of Education re Albor Charter School 18 INDEPENDENT AUDIT FINDINGS been audited by another fi rm. Therefore, VTD could not offer an opinion on MI-VS fi nan- cial activity and, because of the signifi cance of the related-party activities, also disclaimed opining on the Albor audit as well. Because VTD was unable to render an opinion on the Albor fi nancial statements for 2003- 04, the fi ndings were not presented in the same format as the prior year. The fi ndings noted in the report are summarized below: • Santa Ana USD and Albor reported different unaudited actuals for the charter to the state. • MI Vocational School (MI-VS) did not have audited fi nancial statements. • Albor overstated the number of students that qualifi ed for the Educationally Disad- vantaged Block Grant, an overstatement of revenues of $245,244. • The reconciled amount of cash differs from the fi nancial statements by approxi- mately $11,000. VTD noted that most of the 2002-03 audit fi ndings had been implemented except the fi nding related to the reporting of students receiving free and reduced meals qualifi ed to receive the Educationally Disadvantaged Block Grant. The FCMAT study team could not determine whether the prior year audit recommenda- tions were implemented because the school had closed at the time of fi eldwork for this report. 2004-05 Audit VTD did not perform the Albor Charter School audit for 2004-05. Instead, Mr. Vazquez contracted with Bradley Lake Hogan, CPA, of Anaheim. Mr. Hogan issued an audit report with an unqualifi ed opinion letter dated December 12, 2005. The opinion letter states that the Albor fi nancial statements are fairly presented. A copy of the Hogan audit is attached as Appendix B. The notes to the fi nancial statements in the audit included the following items: • The accounts receivables of June 30, 2005 were mostly due from a related party. • The accounts payables included an oversight fee to Santa Ana USD of $249,527 and an overpayment to the EDS Block Grant of $245,244, which had been identi- fi ed by VTD in the prior year, along with smaller salary and miscellaneous pay- ables. • The Albor Executive Director, Mr. Vazquez, was affi liated with both Albor and MI-VS. Fiscal Crisis & Management Assistance Team INDEPENDENT AUDIT FINDINGS 19 • Reimbursements to MI-VS in 2004-05 were $5,953,797 and expenses paid to MI- VS as a vendor by the charter were $5,519,189: over $11 million in one year. Mr. Hogan stated that he referred to and relied on an audit of MI-VS for the year ended September 30, 2004 performed by George W. Teats, CPA, of Santa Ana. Mr. Teats’ MI-VS audit report was dated August 4, 2005, 11 months after the MI-VS fi scal year ended on September 30, 2004. The Teats MI-VS audit covered only three months of the 12-month period for the 2004-05 fi scal year audited by Mr. Hogan. Even with the $11 million in related-party transactions between Albor and MI-VS in 2004- 05, Mr. Hogan stated that he relied on the Teats MI-VS audit covering only three months of that fi scal year in rendering his unqualifi ed opinion letter stating that the Albor fi nancial statements for the entire 2004-05 fi scal year were presented fairly. The Teats audited fi nancial balances are signifi cantly different from the fi gures provided by the Albor Executive Director to VTD for the 2003-04 Albor audit. Although the MI- VS audit is for the period ending September 30, 2004, it is diffi cult to understand how the account balances would be so signifi cantly different, absent purposeful intent, from the numbers provided to VTD by the Albor Executive Director. The Teats audit does not men- tion or reconcile these differences. The MI-VS balances per Mr. Teats are as follows: Assets $ 1,932,764 Liabilities 123,551 Retained Earnings $ 1.809,213 Revenues $ 5,260,617 Expenses 3,943,854 Net Income $ 1,316,763 Mr. Hogan reported related party fi nancial information for MI-VS and indicated the fol- lowing unaudited information as of September 2004. These fi gures are also different from the VTD and Teats audits. Assets $ 2,920,855 Liabilities 443,533 Net Assets $ 2,477,322 Revenues $ 5,736,506 Expenses 5,068,958 Net Income $ 667,548 Orange County Department of Education re Albor Charter School 20 INDEPENDENT AUDIT FINDINGS In the prior year, 2003-04, VTD was unable to render an opinion on the 2003-04 Albor fi nancial statements because of the extensive related-party transactions with MI-VS. MI-VS had not been audited at the time VTD performed the 2003-04 Albor audit. Because of these signifi cant related-party transactions, professional public accounting procedures would dictate that Mr. Hogan, as a CPA, should not have accepted this audit engagement without full access to an MI-VS audit covering the entire period of the Albor audit. At a minimum, based on the known circumstances, the study team believes he should have issued a qualifi ed opinion. Mr. Hogan was aware of the requirements for performing audits of this nature as quoted in Note 8 of his audit report, “As per Statement of Position 94-3 Reporting of Related Entities by a Non-Prof- it Organization, when the reporting entity does not control the other nonprofi t agency consolidation is prohibited, however certain information is provided on the related organization as shown above. Substantive testing on MI-VS activity was performed and account balances were tested and confi rmed as of June 30, 2005. Transactions were considered to be objective and reliable, therefore my opinion on MI-VS activity is consistent with the rules and regulations governing arm-length transactions.” To evaluate the reliability of the Hogan audit for Albor in 2004-05, the FCMAT study team visited Mr. Hogan’s offi ce on July 17, 2006, to interview him and review the 2004-05 audit work papers. The work papers provided by Mr. Hogan were incomplete and inadequate as to the determination of the related-party transactions between MI-VS and Albor or the MI-VS fi nancial balances shown above and in the Hogan audit report. Since no audit was prepared or available covering nine months of that time period, the study team was unable to determine or verify what source of information would have given Mr. Hogan the assur- ance to determine the objectivity and reliability of the MI-VS fi nancial account balances as of June 30, 2005, as provided by Mr. Vazquez. Mr. Hogan identifi ed two audit fi ndings: inconsistencies between the current and prior year beginning balances because Albor Charter School did not properly record audit adjust- ments, and fi xed asset listings. He stated that the prior year VTD fi ndings were implement- ed. FCMAT could not verify implementation because the school had closed. The Hogan work papers also lacked adequate supporting documentation on attendance compliance testing to allow an auditor to confi rm the attendance reported by Albor to the state for apportionment. Mr. Hogan hired an associate to perform the ADA compliance testing. This associate stated that he was supervised by Mr. Hogan but was not a CPA and did not know or have access to the required compliance rules and regulations in the Cali- Fiscal Crisis & Management Assistance Team INDEPENDENT AUDIT FINDINGS 21 fornia State Audit Guide. His testing procedures consisted of witnessing that classes were in session and that students were in the classrooms. He proofed the numerical accuracy of the P-1 and P-2 ADA reports but did not perform sample tests or trace source documents through the system to the P-1 or P-2 reports. The attendance work papers examined by FCMAT contained only a few pages of information that would be unacceptable under the California State Audit Guide required attendance compliance audit procedures. It may be that Mr. Hogan was not familiar with state compliance requirements and was not prepared to perform the 2004-05 Albor Charter School fi nancial audit. The audit report was insuffi cient, incomplete, and could not be relied on by the Santa Ana USD as the au- thorizing agency. Under the ethical standards of the American Institute of Certifi ed Public Accountants, perhaps Mr. Hogan should not have undertaken this engagement. Orange County Department of Education re Albor Charter School 22 INDEPENDENT AUDIT FINDINGS Fiscal Crisis & Management Assistance Team RELATED PARTY TRANSACTIONS 23 Related Party Transactions Confl icts of Interest California Government Code prohibits Albor Charter School board members, offi cers, and employees from participating in decisions and transactions that constitute a confl ict of interest. A confl ict of interest arises when a board member, offi cer, or employee is in a position to infl uence a decision from which he or she could personally benefi t. Specifi cally, Government Code Section 1090 states that: “Members of the Legislature, state, county, district, judicial district, and city offi cers or employees shall not be fi nancially interested in any contract made by them in their offi cial capacity, or by any body or board of which they are members. Nor shall state, county, district, judicial district, and city offi cers or employ- ees be purchasers at any sale or vendors at any purchase made by them in their offi cial capacity. As used in this article, ‘district’ means any agency of the state formed pursuant to general law or special act, for the local performance of governmental or proprietary func- tions within limited boundaries.” Government Code Section 87100 states that: “No public offi cial at any level of state or lo- cal government shall make, participate in making or in any way attempt to use his offi cial position to infl uence a governmental decision in which he knows or has reason to know he has a fi nancial interest.” Generally Accepted Accounting Principles (GAAP) defi nes a related party where one party can exercise control over the other party or can signifi cantly infl uence the management or operating policies of the other party such that one of the parties is deterred from pursuing its own interests. Finally, the Albor Charter School Policies and Procedures Manual, Business Ethics and Conduct section states that: “Albor Charter School will comply with all applicable laws and regulations and expects its directors, offi cers, and employees to conduct business in accordance with the letter, spirit, and intent of all relevant laws and to refrain from any illegal, dishonest, or unethical conduct.” Albor Charter School was operated by MI-Vocational School under contract between the two entities. FCMAT was given access to Albor Charter School documents. However, under the contract, all administrative and fi nancial affairs of the school were handled by MI-Vocational School, to which FCMAT was given very limited access. MI-Vocational School minutes, confl ict of interest policies, original transaction documents, and bank statements were not provided when requested because management contended that MI-Vocational School was not open to review regarding Albor Charter School affairs. Management of MI-Vocational School did grant FCMAT access to the entire Albor/MI-VS computer network system, stat- ing that MI-VS electronic records and many other records were somewhere in the network and if the team could fi nd them, they could be copied. In that sense, the MI-VS management Orange County Department of Education re Albor Charter School 24 RELATED PARTY TRANSACTIONS provided FCMAT with an electronic copy of its accounting books since the study team located electronic records on which many of the determinations in this report are based relat- ing to Albor Charter School and MI-Vocational School and affi liated businesses. Albor Charter School /MI-Vocational School, Inc. are One and the Same For this report and based on the study team’s analysis, Albor Charter School and MI-Voca- tional School are considered as one and the same or alter egos. The two entities have fi scal year ending dates of June 30 and September 30, respectively. Both organizations are under common management control by Memorandum of Under- standing (MOU) and related offi cers, and MI-VS cannot fi nancially exist without revenues from Albor Charter School. Under these circumstances, the study team believes there to be a substantial economic interest and exercise of control whereby both organizations should be consolidated and treated as one. FCMAT elected to use the Albor Charter School fi scal year end date of June 30 for most of its analysis and presentation. Albor Charter School & MI-Vocational School Contractual Relationship Albor Charter School and MI-Vocational School entered into a Memorandum of Under- standing (MOU) whereby MI-VS assumed primary control and operations of Albor Char- ter School. In the most recent available MOU (see Appendix C), dated December 10, 2004, MI-VS, as the described parent company, agrees to perform and provide Albor Charter School, as the described affi liate, with the following: “Administrative services, facilities, curriculum and instructional materials, fi nancial administration and reporting, purchasing, technology services, and personnel administration and instructional program as may be necessary for the operation of the school. All services, facilities, and instructional program sup- port provided pursuant to this Agreement shall be subject to the control, su- pervision, direction and policies of the Affi liate.” (See MOU page 1, section 1, Parent Company’s Responsibilities.) In performing these duties, MI-VS will receive as compensation: “… all revenues received from local, state and federal agencies, either based upon the Average Daily Attendance (ADA) of pupils enrolled at Albor Charter School or otherwise; and all revenue Affi liates receives from any other source, including, but not limited to, philanthropic contributions.” (See MOU page 5, section 12, Terms of Agreement; Compensation; Termination.) The MOU is signed on behalf of MI-VS by Astrid Riebe, Vice-President and on behalf of Albor Charter School by Peter Sole, Chairman of the Board. This MOU effectively hands over all decision-making authority and revenue to MI-VS. Fiscal Crisis & Management Assistance Team RELATED PARTY TRANSACTIONS 25 Common Management Control Emilio Vazquez is the Executive Director of Albor Charter School as described in its June 30, 2004 federal tax return Form 990, Return of Organization Exempt from Income Tax. Mr. Vazquez is also the President of MI-VS as described in its September 30, 2004, MI-VS fed- eral tax return Form 990. In addition, Albor Charter School’s June 30, 2005 Audited Financial Statement Report discloses that “the Executive Director/Founder of the Albor Charter School is also the Founder/Chairman of MI-Vocational School.” Mr. Vazquez clarifi ed to the study team that he is the founder of both MI-VS and Albor Charter School. Mr. Vazquez therefore is in confl ict by serving simultaneously and can exercise common control over both organizations. MI-VS Material Economic Interest in Albor Charter School Along with Mr. Vazquez exercising management control of both Albor Charter School and MI-VS, the organizations themselves may be considered as one and the same or alter egos resulting from MI-VS’s signifi cant economic interest in Albor Charter School’s revenue. Albor Charter School began operations on or about July 1, 2002 and ceased school opera- tions on or about March 25, 2006. The charter was formally closed by its board of trustees at Emilio Vazquez’s request on or about May 17, 2006. As Exhibits 2A and 2B illustrate, the accounting records of MI-VS for a fi ve-year period, including the four years that Albor operated, show that 95% of MI-VS’s total income was attributable in some way to Albor Charter School. MI-VS produced little income in the year before Albor existed. Of the income for the period ending June 30, 2002 shown as $193,061, 77.8% of this amount, or $150,193, consists of journal entries and reclassifi - cation entries that reference other advance, loan or reimbursement accounts with memo descriptions of “Donations 2000 E.V.,” “Donations 2001 E.V.” or reimbursed expenses. These types of entries do not appear to be earned revenue from outside sources but are accounting transactions by management. Further evidence of MI-VS’s dependence on Albor Charter School, according to Mr. Vazquez, is that in closing Albor he was also forced to close MI-VS. Without Albor Charter School, MI-VS is no longer viable. Exhibit 2A Albor Charter School vs. MI-VS Revenue Recognized MIVS Revenue Received From ACS (a) Total ACS Reimbursement Computer Lab Consulting Income within Grand Total Fiscal Year Income & Tech Fees Fees MIVS Books MIVS Income 07/01/01 6/30/2002 $ - $ - $ - $ - $ 193,061 07/01/02 6/30/2003 644,997 158,100 7 2,000 8 75,097 964,735 07/01/03 6/30/2004 3,018,307 72,000 - 3 ,090,307 3,311,886 07/01/04 6/30/2005 5,944,368 840,000 - 6 ,784,368 6,879,806 07/01/05 5/17/2006 994,294 280,000 - 1 ,274,294 1,313,018 Totals $ 10,601,966 $ 1 ,350,100 $ 7 2,000 $ 1 2,024,066 $ 1 2,662,506 (a) Source: MIVS electronic accounting records; represents dollars that ACS paid to MIVS. Orange County Department of Education re Albor Charter School 26 RELATED PARTY TRANSACTIONS Exhibit 2B Albor Charter School v. MI-VS Revenue Differences MIVS v. ACS Revenue Differences Total ACS Income in Grand Total % ACS Fiscal Year MIVS Books MIVS Income Difference ref. in MIVS 07/01/01 6/30/2002 $ - $ 193,061 $ 193,061 (a) 0% 07/01/02 6/30/2003 8 75,097 964,735 89,638 90.7% 07/01/03 6/30/2004 3 ,090,307 3,311,886 221,579 93.3% 07/01/04 6/30/2005 6 ,784,368 6,879,806 95,438 98.6% 07/01/05 5/17/2006 1 ,274,294 1,313,018 38,724 97.1% Totals $ 1 2,024,066 $ 1 2,662,506 $ 638,440 95.0% (a) Comprised of $57,900 in journal entry contributions noted as E.V. and $92,293 in reimbursed expenses classified as income totaling $150,193 or 77.8% of the total June 30, 2002 revenue. Physical Assets Identifi ed as MI-VS and Albor Charter School In touring the Albor facilities the study team noted equipment tagged with stickers and/ or other methods identifying the items as MI-VS/Albor Charter School. Exhibits 2C.1 through 2C.3 are examples of equipment/asset identifi cation methods used. No equipment that the study team found or was shown was tagged independently as either MI-VS or Albor Charter School. Mr. Vazquez stated that the assets were those of MI-VS, but the asset tags as observed by FCMAT made no such distinction. Furthermore, based on the fi nancial records of MI-VS, no equipment was capitalized on the organization’s balance sheet until March 2004 and building improvements did not begin until September 2003, the years that Albor Charter School provided revenue to MI-VS. Exhibit 2C.1 Equipment/Asset Identifi cation - Computer Room Sample Tag Exhibit 2C.2 Equipment/Asset Identifi cation - Computer Room PCU Sample Tag Exhibit 2C.3 Fiscal Crisis & Management Assistance Team RELATED PARTY TRANSACTIONS 27 Equipment/Asset Identifi cation - School Bus Sample Identifi cation Albor Charter School Provides the Material Cash Flow for MI-VS Asset Purchases As Exhibit 2D and 2E illustrate, without the revenues fl owing from Albor Charter School to MI-VS (as described in Exhibits 2A and 2B), MI-VS in 2004 only generated $221,579 in additional MI-VS revenue. Yet MI-VS purchased $478,351 in assets. Without Albor Charter School or other fi nancing sources, MI-VS does not appear able to fi nancially support such improvements and purchases. Exhibit 2D MI-VS Fixed Assets “Net Additions” MIVS Fixed Asset "Net Additions" by Fiscal Year Leasehold Office Total MIVS Fiscal Year Improvements Vehicles Furniture Equipment ref. Fixed Assets 07/01/01 6/30/2002 $ - $ - $ - $ - $ - 07/01/02 6/30/2003 - - - - - 07/01/03 6/30/2004 4 16,390 6 1,961 - - 478,351 07/01/04 6/30/2005 1 75,152 (19,087) 1 2,585 16,226 (a) 184,876 07/01/05 5/17/2006 - - - - - Totals $ 5 91,542 $ 4 2,874 $ 1 2,585 $ 16,226 $ 6 63,227 (a)Vehicles decreased resulting from journal entry #183 reclassifying to "other" expense $33,354 as described in the journal memo as a "Baja 2002 mits." While MI-VS was extracting revenue from Albor Charter School as facility rent, manage- ment fees, and consulting fees, Albor was also recording on its books its own building improvements and offi ce equipment purchases, shown in Exhibit 2E. A distinction cannot be made as to which improvements and equipment belong to each organization because all equipment was tagged “MI-VS/Albor Charter School.” Proper fi nancial reporting and ac- counting was a major component of the MOU between the two organizations. Failure by MI- VS to properly segregate and identify the assets of the organizations departs severely from generally accepted accounting principles, breaches the MOU and is negligent. Orange County Department of Education re Albor Charter School 28 RELATED PARTY TRANSACTIONS Exhibit 2E Albor Charter School (ACS) Fixed Assets “Net Additions” ACS Fixed Asset "Net Additions" by Fiscal Year Leasehold Office Total ACS Fiscal Year Improvements Vehicles Furniture Equipment ref. Fixed Assets 07/01/01 6/30/2002 $ - $ - $ - $ - $ - 07/01/02 6/30/2003 - - - - - 07/01/03 6/30/2004 3 78,142 - - - 378,142 07/01/04 6/30/2005 4 63,623 - - 9 0,155 553,778 07/01/05 5/17/2006 - - - - - Totals $ 8 41,765 $ - $ - $ 90,155 (a) $ 9 31,920 (a) The June 30, 2005 audited financial statements document that total assets are $931,920; however, the ACS books the FCMAT team received do not appear to have been adjusted to agree with the audited financial statements. At both June 30, 2005 & May 17, 2006 the ACS books report total fixed assets before depreciation as $671,320 vs. $931,920 for a difference of $260,600. Further evidence of management’s disregard for the MOU and fi nancial welfare of Albor Charter School relate to differences between fi xed assets as described on the audited fi nan- cial statements and accounting records. The Albor entries for building improvements show attempts at audit adjusting journal entries. However, it appears that MI-VS could not or did not attempt to reconcile the audited fi gures to the Albor Charter School accounting records. The Albor June 30, 2005 audited fi nancial statements identify $931,920 in total fi xed as- sets while Albor’s own accounting records (for which MI-VS is responsible) identify the amount as $671,320, resulting in a material understatement in Albor assets of $260,600 and a material overstatement of the Statement of Activities and Changes in Net Assets. Albor Charter School Journal entry No. 58 attempted to reclassify amounts from lease- hold improvement expense as identifi ed in memo “Ajustmnet Audit 2005” (shown as misspelled). However, even after the attempted reconciliation the amounts do not agree. Accumulated depreciation for fi xed assets also did not agree with the Albor audit report. The June 30, 2005 Albor audited fi nancial statements identify accumulated depreciation as $245,290 while Albor Charter School accounting records identify the amount as $229,935, resulting in the Statement of Financial Position and Statement of Activities and Changes in Net Assets both being overstated by $15,355. Proper fi nancial reporting and accounting was a major component of the MOU. Failure by MI-VS to reconcile audit adjustments with Albor Charter School books where an audit adjustment agreement exists is negligent and does not follow generally accepted accounting principles. Even if closure of Albor Charter School was pending, management had a fi duciary responsibility to honor the MOU and conduct accurate fi nancial reporting. Fiscal Crisis & Management Assistance Team RELATED PARTY TRANSACTIONS 29 Unaccounted for Albor Charter School Vehicles Mr. Vazquez told FCMAT that all assets belonged to MI-VS. However, during fi eldwork the study team found an electronic document titled Albor Charter School Vehicle Listing. That document listed the following vehicles by vehicle identifi cation number: • 2002 Federal Coach #449611993 • VW Passat #248442004 • Ford Expedition #A02311988 • BMW 735 #088951987 • BMW 325 #254221987 • Suzuki Samurai #375791985 • International #294732001 • Ford 15 Passenger Van #874412002 • Ford 15 Passenger Van #339981990 • Isuzu UT #123761995 • Ford SW AE #279381987 • Nissan GLS #49826 These vehicles were not listed as assets in Albor Charter School’s accounting records, and only the two BMWs, Coach, Expedition and International vehicles were listed in the MI- VS accounting records as assets. Mr. Vazquez stated that all the vehicles belonged to MI- VS and that someone must not have titled the document correctly. Employee Confl icts of Interest and Other Possible Sources of Income Flowing from Albor Charter School to MI-VS Albor Charter School entered into MOU agreements with MI-VS. Those agreements were signed by Peter Sole, Chairman of the Board for Albor Charter School (see Exhibit 2F.1). During a September 27, 2006 meeting, FCMAT confi rmed directly with Mr. Vazquez that Pedro Sole is also known as Peter Sole and used the name Peter because it sounded more American. Exhibits 2F.2, 2F.3 and 2F.4 show similar signatures for Pedro Sole. They appear similar to Peter Sole’s signature in Exhibit 2F.1 and agree with Mr. Vazquez’s statement that Pedro and Peter is one and the same individual. Confl icts arise because Pedro and Peter Sole is the same individual. Pedro/Peter Sole is the Chairman of the Board of Albor Charter School and signed the MOU as Peter Sole, received salary or wages from Albor Charter School as Pedro Sole and also received income in various ways from MI-VS, as Exhibit 2F.5 identifi es for the years sampled. Orange County Department of Education re Albor Charter School 30 RELATED PARTY TRANSACTIONS Exhibit 2F.1 Pedro/Peter Sole Signature – MI-VS/Albor Charter School MOU Peter Sole’s signature is found on Page 7 of the December 10, 2004 MOU between MI-VS and Albor Charter School. Exhibits 2F.2, 2F.3 & 2F.4 show the signatures of Pedro Sole as signed on several fi ctitious business name statements. Exhibit 2F.2 Pedro/Peter Sole Signature – Fictitious Business Name Statement Alan Mcarwick & Bozanca Services Exhibit 2F.3 Pedro/Peter Sole Signature – FBNS Mark Cibet Stewart Productions Fiscal Crisis & Management Assistance Team RELATED PARTY TRANSACTIONS 31 Exhibit 2F.4 Pedro/Peter Sole Signature – FBNS Paul Kranen & Britton Producers These fi ctitious business name statements are fully reproduced in Appendices E-1, E-2 and E-3. Exhibit 2F.5 Pedro/Peter Sole Wages & Possible Sources of Income Pedro/Peter Sole - Wages & Possible Other Sources of Income (b) MIVS Sources of Income for Pedro (a) Pedro Alan Mark Britto Paul K. Total Fiscal Year ACS Sole Bozanca McAwick Cibit Film Prod. Prod. Income 07/01/03 6/30/2004 $ 7 2,082 $ - $ 4 ,390 $ 1 ,630 $ - $ - $ - $ 78,102 07/01/04 6/30/2005 2 7,207 54,413 - - 6 ,525 14,150 5,770 108,065 Totals $ 9 9,289 $ 54,413 $ 4 ,390 $ 1 ,630 $ 6 ,525 $ 14,150 $ 5,770 $186,167 (a) Source: Orange County Department of Education Fiscal Earnings Reports (b) Source: MIVS electronic records The MI-VS wages Pedro received are memo coded only as “salary” while the payment of such salaries is not expensed as wages but categorized in an asset account titled VEI Investment. The VEI Investment account balance (which is discussed later in this report) on May 17, 2006 was $1,738,351 and consisted of several transactions from Pedro Sole, numer- ous checks coded as “advance,” and $805,000 coded as “transfers” that were accounting transfers from the MI-VS checking account to the MI-VS – VEI Investment Account. Pedro Sole and Other Fictitious Name Businesses According to public records and Mr. Vazquez, VEI stands for Vagabond Entertainment, Inc. VEI public records document its address as 1125 E. 17th St., Ste. E-209, Santa Ana, CA 92701, the same address as MI-VS and Albor Charter School except that they are listed as Suite E-208. Emilio Vazquez is listed as VEI’s director, offi cer and agent for service, while Pedro Sole is listed as the secretary of the company. Public records revealed that Pedro Sole fi led for fi ctitious business name statements for Alan Mcarwick & Bozanca Services, recorded 11-05-04; Paul Kranen & Britton Productions, recorded 9-20-04; and Mark Cibet Stewart Productions, recorded 9-2-04, all in Orange County. In Exhibit 2F.5 FCMAT has documented and abbreviated the fi ctitious names used in the MI-VS accounting records showing that Pedro Sole was compensated through fi ctitious Orange County Department of Education re Albor Charter School 32 RELATED PARTY TRANSACTIONS businesses he formed as follows: Bozanca Services, $4,390; Alan Mcarwick, $1,630; Mark Cibit Film, $6,525; Britto Productions, $14,150; and Paul Kranen Productions, $5,770; totaling $32,465. While the fi ctitious business name statements record the fi ctitious name fi ling as one fi ling for Alan Mcarwick and Bozanca, the MI-VS accounting records have misspelled the names and split them into two separate accounts that are shown on the MI-VS records as Bozanca and Alan McAwick. Furthermore, the fi ctitious business name statements fi led record the remaining names as follows: Mark Cibit Stewart Productions, Paul Kranen, and Britton Producers, while the MI-VS records contain these two fi ctitious fi lings as Paul Kranen Producer, Britto Productions and Mark Cibet Film. As Albor Charter School Chairman of the Board, Pedro Sole had a fi duciary responsibil- ity to disclose all his fi nancial interests to the auditors, properly fi le California Form 700, Statement of Economic Interests, and ensure that proper accounting and fi nancial records were timely and accurately produced by MI-VS. California Form 700 is a public docu- ment. FCMAT obtained Form 700, signed by Pedro Sole, and noted that box “No report- able interests on any schedule” is checked and dated February 11, 2004. FCMAT could not fi nd and was not given revised or updated Form 700s documenting Pedro Sole’s intent to disclose the economic interests he maintained. Based on the accounting records reviewed and because the fi ctitious business names listed in the MI-VS electronic books are not coded as vendors, FCMAT believes that MI-VS did not properly fi le IRS Form 1099 docu- menting the services performed by Pedro Sole or his various other forms of business. As founder of Albor Charter School and MI-VS, President of MI-VS, Executive Director of Albor Charter School and a close personal friend of Pedro Sole, Mr. Vazquez breached his fi duciary responsibility to disclose to the Santa Ana USD and auditors of both organi- zations all of Pedro Sole’s economic and related party interests. Without the revenue from Albor Charter School, MI-VS would have no material ability to create and fund other split- off ventures. Emilio Vazquez and Vagabond Entertainment, Inc. Mr. Vazquez appears to be related to or involved with several other companies and ven- tures. Based on available public records and cross referencing the MI-VS and other elec- tronic accounting records on the MI-VS/Albor Charter School computer network, Exhibit 2G illustrates the sources of income that Emilio Vazquez may have benefi ted from as a result of Albor Charter School revenue fl owing into MI-VS. Fiscal Crisis & Management Assistance Team RELATED PARTY TRANSACTIONS 33 Exhibit 2G Emilio Vazquez Wages and Possible Sources of Income Emilio Vazquez Wages and Possible Sources of Income (b)Possible Sources of Income to Emilio Vazquez from MIVS Fiscal Vagabond Vicom/ Family Ed. New Year (a) Entertain. A&E Fin. EVOM, Empe Prof. Generation Total ACS Inc.(d) Inc.(e) Inc.(f) Ent. Inc. (g) Sys. Inc.(h) Ent. Inc.(i) Income 6/30/2004 $ 125,975 $ 1 7,000 $ - $ 2 30,689 $ - $ 1 3,000 $ - $ 386,664 6/30/2005 131,228 6 79,132 - 5 8,377 20,000 - - 888,737 6/30/2006 (c) 5 4,000 453,456 3 ,321 - 6 ,000 - 516,777 Totals $ 257,203 $ 7 50,132 $ 453,,456 $ 2 92,,387 $ 20,,000 $ 1 9,,000 $ - $ 1,,792,,178 (a) Source: Orange County Department of Education Fiscal Earnings Reports (b) Source: MIVS electronic accounting records (c) Data not available since not within sample selection period for payroll (d) Source: Based on MIVS accounting records as well as VEI electronic accounting records residing on the MIVS/ACS computer network. See Exhibit 2H (e) Source of information is based on VEI electronic accounting records described in (d). VEI paid via check numbers 9420 and 9421, $78,510.38 & $374,946 respectively, and dated the checks 6/15/05 (f) Edgar Villagomez has DBAs as Vicom & VI-Computers, which received $292,387 from MIVS from Jan. 2003-Sept. 2005. Edgar Villagomez also received as an individual from MIVS on July 12, 2004, check #2678 for $8,000 (g) MIVS paid Empe, Inc. $20,000 on Nov. 10, 2004 with check number 3338, check memo indicated "Transfer EMPE, Inc." (h) MIVS paid Family Ed. Prof. Sys, Inc. three checks as follows: #1939, 7/9/03, $5,000; #2160, 12/15/03, $8,000 and #5041, 9/8/05, $6,000 (i) MIVS paid $12,674 in rent on behalf of New Generation Entertainment to Juan Demetrio Ramirez Silva from 1/23/06-3/1/06. MIVS transferred $15,000 from its checking account to its New Generation account on 1/17/06, and MIVS recorded a deposit from New Generation on 2/28/06, check # 1072 for $3,000. While serving as President of MI-VS and Executive Director of Albor Charter School, Mr. Vazquez received a salary from Albor of $257,203 for fi scal years ending June 30, 2004 and 2005. While drawing an Albor Charter School salary, Mr. Vazquez was able to use funds from MI-VS to fi nance other ventures such as VEI. Each of these ventures is further described below. MI-VS electronic accounting records document that at least $784,132 was transferred from MI-VS to VEI and $34,000 was transferred from VEI to MI-VS, netting to $750,132 as an outfl ow to VEI from MI-VS as shown in Exhibit 2H. In examining VEI’s electronic books, the majority of checks from MI-VS are deposited into VEI using the same check number as a reference and the same date. Exhibit 2H illustrates the available information and fi nan- cial fl ow of check numbers, dates and amounts as these transactions move primarily from MI-VS to VEI. Orange County Department of Education re Albor Charter School 34 RELATED PARTY TRANSACTIONS Exhibit 2H MI-VS / VEI Corresponding Checks & Deposits Date Check Date Check MIVS VEI Written Deposited Check Deposit From MIVS VEI Number Check Memo Amount 12/5/03 12/5/032142 2142 $ 10,000 6/7/04 6/7/042562 7,000.00 11/23/04 11/23/043417 27,186.30 12/28/04 12/28/043605 50,000.00 4/18/05 4/18/054332 4332 10,000.00 5/4/05 5/4/054447 4447 20,000.00 5/9/05 5/9/054460 4460 6,000.00 5/11/05 5/11/054465 4465 210,000.00 6/15/05 6/15/054667 4667 374,946.00 7/1/05 7/1/054749 4749 10,000.00 7/6/05 7/6/054763 4763 29,000.00 9/9/05 9/9/055042 5042 20,000.00 9/29/05 9/29/055151 5151 10,000.00 Subtotal, Checks to VEI from MIVS 784,132 Minus checks written from VEI to MIVS as follows: Date Check Date Check VEI MIVS Written Deposited Check Deposit From VEI MIVS Number Check Memo 6/1/05 6/1/05 9410 (9,000) 6/17/05 6/17/05 9422 (20,000) Unknown 2/28/06 9456 (5,000) Subtotal, Checks from VEI to MIVS (34,000) Total Net Intercompany Transactions $ 750,132 All checks from MI-VS deposited into VEI were accounted for in VEI’s capital account as if the funds were invested from MI-VS. On the available IRS nonprofi t tax return Form 990 for MI-VS, FCMAT noted that Page 5, part VI, Question 88 was marked “No” for the question: “At any time during the year, did the organization own a 50% or greater inter- est in a taxable corporation or partnership, or any entity disregarded as separate from the organization under Regulations Sections 301.7701-2 and 301.7701-3?” FCMAT has documented that Mr. Vazquez identifi ed that he has an economic interest in VEI as indicated on the Albor Charter School’s 2003-04 List of Confl ict of Interest Filers on California Form 700, Statement of Economic Interests. However, “stock” was listed as the answer for the nature of the investment question on the form. If the investment form is stock, then VEI is not likely a nonprofi t type corporation, because nonprofi ts generally do not issue stock. This raises the question of who owns VEI. FCMAT believes Emilio Vazquez is VEI’s owner. Fiscal Crisis & Management Assistance Team RELATED PARTY TRANSACTIONS 35 Regarding the disclosures made pertaining to VEI: • MI-VS did not disclose on its 2003 federal Form 990 tax return for fi scal year ended September 30, 2004 that it has any ownership interest in other corporations, including VEI, which was incorporated approximately July 25, 2003. • The nonprofi t tax return discloses that no loans were provided to Mr. Vazquez from which he could have capitalized VEI. • The nonprofi t tax return indicates on Page 4, Part V that Emilio Vazquez received no compensation from MI-VS from which he could have capitalized VEI. Therefore, FCMAT cannot identify how VEI could have qualifi ed to receive any funding from MI-VS or how Mr. Vazquez could have personally qualifi ed for funding from MI- VS to capitalize VEI. Without the revenue from Albor Charter School, MI-VS would have no material ability to create and fund split-off ventures such as VEI. It is therefore plau- sible that Albor Charter School, through MI-VS, owns VEI capitalized at approximately $750,132. If Mr. Vazquez owns VEI, he has possibly used Albor Charter School funds via MI-VS without considering those funds as taxable income to himself, altered the nature of the income, and disguised the nature of VEI’s funding. Further support for considering MI-VS and Albor Charter School as one entity is that FCMAT could not fi nd any transactions for VEI in Albor’s accounting records. The con- fl ict disclosure is for MI-VS, and MI-VS funded VEI. It is not disclosed that VEI’s offi ce is located on the Albor school premises and receives funding from MI-VS. Each of these entities is supported by state revenue from Albor Charter School. VEI’s address is listed in public records as 1125 E. 17th St. Suite E-208, Santa Ana, CA 92701, the same address as MI-VS and Albor Charter School. FCMAT scanned VEI’s electronic accounting records for any rent paid to MI-VS or North Park Plaza, LLP (the MI-VS/Albor Charter School landlord) and found no payments to either entity. FCMAT cannot determine why VEI would be allowed to operate in the same location as MI-VS and Albor Charter School without also paying rent. See Exhibit 2J for additional fi ndings regarding other corporate ventures and suite numbers. Emilio Vazquez and Other Related Corporate Ventures A&E Finance, Inc. Emilio Vazquez is the Director/Offi cer and Agent of Service of A&E Finance, Inc. Mr. Vazquez disclosed that the “A” and “E” in the company name stand for Astrid and Emilio. Astrid Riebe was Mr. Vazquez’s girlfriend at the time. Mr. Vazquez stated they were mar- ried in late September 2006. As Vice President of MI-VS, Astrid Riebe was also the indi- vidual who signed the MOU between Albor Charter School and MI-VS (See Exhibit 2F.1). Public records show that Astrid Riebe is also the CEO and a Director/Offi cer and Martin Ramirez is the CFO of A&E Finance, Inc. Orange County Department of Education re Albor Charter School 36 RELATED PARTY TRANSACTIONS While examining the VEI electronic accounting records, FCMAT determined that A&E Finance, Inc. (A&E) received $453,456 from VEI categorized as “reimbursements.” Since the funding for VEI was provided by MI-VS, which in turn received the funding from Albor Charter School, FCMAT does not believe that the $453,456 should be identifi ed as income to Mr. Vazquez since he had already received the funds as income from VEI. It simply identifi es that large sums of funds have fl owed from Albor Charter School to MI- VS, and then from MI-VS to multiple other entities. A&E is yet another entity that appears to have been funded by Albor Charter School. A&E’s address is listed in public records as 1125 E. 17th St. Suite E-208, Santa Ana, CA 92701, the same address location as MI-VS and Albor Charter School. Although FCMAT does not have electronic books for A&E, the team scanned the MI-VS revenue records and found no record of MI-VS charging A&E any rent for the same location as Albor Charter School and MI-VS. Martin Ramirez, CFO of A&E and accountant for MI-VS, was also asked if A&E remitted any rent directly or through MI-VS. He replied that he did not know. When asked again and also asked why he would not know as the accountant, Mr. Ramirez stated it was not necessary. FCMAT cannot determine why A&E would be al- lowed to operate in the same location as MI-VS and Albor Charter School without paying rent. The team continues to conclude, based on the information received, that Albor Char- ter School has subsidized other MI-VS/Emilio Vazquez ventures. MI-VS loaned A&E $400,000 on March 21, 2005 (check No. 4121) and another $400,000 on April 4, 2005 (check No. 4224) for a total of $800,000. Mr. Vazquez stated that the money was for a real estate property deal that Astrid Riebe and he thought they could fl ip quickly. He further explained that because of the divorce proceedings with his wife, Olivia, and the complexity of the real estate venture, the transaction fell through and the money was returned. MI-VS accounting records record that on May 11, 2005 and June 15, 2005, $400,000 and $400,000 respectively were deposited back into MI-VS. Although the funds were returned, Albor Charter School was on probation with the Santa Ana USD in June 2005, pending charter revocation by the district. Entering into risky transactions at this time or at any other time using Albor state funds that fl owed through to MI-VS did not properly safeguard assets and was not proper management. Furthermore, no documents were provided that clearly defi ned collateral for the loans and no loan notes were offered to indicate that management took due professional care. EVOM-Next Step Computers, Inc. EVOM, Inc. or EVOM-Next Step Computers, Inc. (EVOM) is another business Mr. Vazquez is involved with that required MI-VS’s support. Mr. Vazquez indicated to FCMAT that although his name is not on public records documents for EVOM, he is a partner. Public records show Edgar Villagomez as its offi cer/director. Mr. Villagomez has several fi ctitious business names that he operates, such as Vicom & VI-Computers. As Exhibit 2G Fiscal Crisis & Management Assistance Team RELATED PARTY TRANSACTIONS 37 illustrates, MI-VS paid $292,387 to Vicom over three years and wrote check No. 2678 to Mr. Villagomez, dated July 12, 2004, for $8,000. The purchases appear to be for comput- ers. Since Mr. Vazquez and Mr. Villagomez are partners, Mr. Vazquez effectively pur- chased the computers from himself and then charged Albor Charter School for the use of those computers via technology fees through MI-VS. Mr. Vazquez disclosed EVOM on Albor Charter School’s 2003-04 List of Confl ict of Inter- est Filers, California Form 700, Statement of Economic Interests. Further support for con- sidering MI-VS and Albor Charter School as one entity is that no transactions for EVOM were found in Albor’s accounting records. The confl ict disclosure in the Albor Charter School document is for MI-VS. As such, the disclosure may be considered a confl ict for MI-VS because MI-VS funded EVOM. It is not disclosed that the EVOM offi ce is located on the Albor Charter School building premises (Exhibit 2I.1) and receives funding from MI-VS, (Exhibits 2G and 2H), which are all supported by state revenue from Albor Char- ter School. Empe, Inc., Family Educational Professional Systems, Inc. and New Generations Entertainment, Inc. Empe, Inc. (EMPE), Family Educational Professional Systems, Inc. (FEPS) and New Generation Entertainment, Inc. (NGE) are three more businesses related to Mr. Vazquez through MI-VS. As Exhibit 2G illustrates, EMPE received $20,000, FEPS received $19,000 and NGE had its rent paid to an individual named Juan Demetrio Ramirez Silva through MI-VS. From January 2006 through March 2006, Mr. Silva received approxi- mately $12,674 for NGE from MI-VS. All of these businesses and EVOM had addresses or mail delivery at the same address as MI-VS and Albor Charter School. In addition, although Martin Ramirez was introduced to the study team as the accountant for MI-VS, Exhibit 2I.1 illustrates that he was also the CFO for A&E, EMPE and NGE. Mr. Vazquez disclosed FEPS on Albor Charter School’s 2003-2004 List of Confl ict of Interest Filers, California Form 700, Statement of Economic Interests. The confl ict dis- closure is for MI-VS. Thus, the disclosure appears to be a confl ict for MI-VS since MI- VS funded FEPS. It is not disclosed that FEPS had its offi ce on the Albor Charter School building premises (Exhibit 2I.1) and received funds from MI-VS (Exhibits 2G and 2H), which are all supported by state revenue from Albor Charter School. Orange County Department of Education re Albor Charter School 38 RELATED PARTY TRANSACTIONS Summary of Confl icts of Interest and Related Parties The results of this examination provide compelling reasons to view Albor Charter School and MI-VS as one and the same. Furthermore, certain individuals appear to have exercised signifi cant infl uence to the extent that at least seven other companies were formed and/or uti- lized where these same individuals had undisclosed related party relationships. Exhibit 2I.1 illustrates those relationships. Related Party Relationships Identifi ed As shown in Exhibit 2I.1, Emilio Vazquez is an offi cer/director, CFO, Agent for Service or partner in each organization. Pedro Sole and Martin Ramirez are prominent fi gures in the top six organizations. These three individuals, along with Astrid Riebe, all failed to fully disclose their related fi nancial and business relationships and entered into fi nancial transac- tions with Albor Charter School, either directly or indirectly through MI-VS, and possibly altered governmental taxable wages and other income in confl ict with their positions. Exhibit 2I.1 Schedule of Primary Participation/Infl uence Individuals Related Address 1125 E. 17th St. Approx. Business/ Santa Ana, CA, Suite: Date Bus. Officer/ Agent for Funding Company/Business Name E-208 E-209 E-107 Started Director CEO Secretary CFO Service with MIVS Albor Charter School - Non Profit Corp. (ACS) X 7/1/02 EV,PS Yes MI-Vocational School - Non Profit Corp. (MIVS) X 7/1/01 EV,PS OV A&E Financing, Inc. (A&E) X 9/15/04 EV, AR AR AR MR EV Yes Vagabond Entertainment, Inc. (VEI) X 7/25/03 EV PS EV Yes EMPE, Inc. (EMPE) X 9/15/04 EV,PS PS PS MR EV Yes New Generation Entertainment, Inc. (NGE) X 3/2/05 EV RC MR MR EV Yes Orange County Vocational High School, Inc. (OCVHS) X 5/21/01 OV EV EV Family Educational Professional Systems, Inc. (FEPS) X 5/2/03 EV Yes EVOM-Next Step Computers, Inc. (EVOM), DBA Vicom X 6/2/00 EG EG EG EG EG Yes (Emilio Vazquez has stated he owns EVOM with a partner) (a) Legend: (a) Edgar Villagomez has DBA's as Vicom & VI-Computers which received from EV = Emilio Vazquez MIVS $292,387 from Jan. 2003 - Sept. 2005. Edgar Villagomez also received PS = Pedro Sole as an individual from MIVS on July 12, 2004, check number 2678 for $8,000. MR= Martin Ramirez AR = Astrid Riebe EG = Edgar Villagomez, Emilio's partner in EVOM OV = Olivia Vazquez Blank = Other Individual, not listed, unknown Exhibit 2I.2 is a graphic illustration of the related parties described in Exhibit 2I.1. Albor Charter School provided the fi nancial engine or resources that allowed the related parties to allegedly divert funding as management contracts from Albor Charter School to MI-VS and from MI-VS to other businesses under the infl uence and common control of the related individuals. Fiscal Crisis & Management Assistance Team RELATED PARTY TRANSACTIONS 39 Exhibit 2I.2 Illustration of Related Party Associations Albor Charter MI- School Vocational (ACS) School (MIVS) Related Related Related Fictitious Corporations Individuals Businesses Vagabond Emilio Entertainment Vazquez Bozanca (VEI) A & E Pedro or Alan McAwick Finance Peter (A&E) Sole Mark Cibit Film EVOM-Next Step Computers, DBA Martin Vicom Britto Productions Ramirez (EVOM) Paul Kranen Productions EMPE Entertainment Astrid (EMPE) Riebe Family Educational Professional Systems Edgar (FEPS) Villagomez New Generation Entertainment (NGE) Offi ce Suite Numbers Identify Albor Charter School as the Tenant As shown in Exhibit 2I.1, the related companies described except for FEPS all have suite numbers of 208 or 209 at the same address as Albor Charter School. Posted signs at that location identifi ed all tenants and their suite numbers and indicate that Albor Charter School occupies Suites 208 and 209, as shown in Exhibit 2J.1. Orange County Department of Education re Albor Charter School 40 RELATED PARTY TRANSACTIONS Exhibit 2J.1 Offi ce Locations/Suite Numbers Albor Charter School at Suite 208 & 209 Exhibit 2J.2 identifi es additional Albor Charter School suite number postings at the charter school address of 1125 East 17th Street, Santa Ana. Exhibit 2J.2 Offi ce Locations/Suite Numbers Albor Charter School Other Suite Numbers Fiscal Crisis & Management Assistance Team RELATED PARTY TRANSACTIONS 41 Exhibit 2J.3 identifi es Suite No. 456 as the only MI-VS offi ce location. No other posted suite numbers were found that reference any of the other entities described in Exhibit 2I.1 related to MI-VS and Albor Charter School. Exhibit 2J.3 Offi ce Locations/Suite Numbers - MI-VS Suite Number Combining the landlord’s posting with MI-VS’s available transactions documenting rent paid on behalf of a few of these entities, or that the records are silent as to these other enti- ties paying rent, it appears that Albor Charter School, through its public funds, subsidized the rent of all of the entities shown in Exhibit 2I.1. Cumulative Effect of Confl ict of Interest and Related Party Transactions Collectively, Emilio Vazquez, Pedro Sole, Martin Ramirez and Astrid Riebe, led by Emilio Vazquez, violated Government Code Sections 1090 and 87100, breached their fi duciary responsibilities according to the MOU by departing from generally accepted accounting principles, and failed to adhere to the Business Ethics and Conduct section of the Albor Charter School Policies and Procedures Manual. The following pervasive conditions indicate that the cumulative effect of these departures may be considered irregular: • Related party transactions and entities utilized • MOU contracts employed Orange County Department of Education re Albor Charter School 42 RELATED PARTY TRANSACTIONS • Asset identities commingled • Lack of access to MI-VS • Material nature of the transactions available • Questionable accounting methods used to fi nance other MI-VS ventures • Lack of accounting performed for Albor Charter School in agreeing to audited fi nancial results • Albor Charter School state funds used by MI-VS to subsidize the rent of other MI-VS ventures Fiscal Crisis & Management Assistance Team TEACHER CREDENTIALS AND EMPLOYEE COMPENSATION 43 Teacher Credentials and Employee Compensation Albor Charter School was directly funded, with state funds fl owing into the Orange Coun- ty Treasury then forwarded to the charter. The information available to FCMAT indicated that all Albor Charter School employees were paid through the Orange County Department of Education and the related payroll taxes were forwarded to the appropriate governmen- tal agencies by OCDE in a timely manner. The OCDE requires certifi cated employees to provide information indicating that their credentials are valid for the subjects that they teach before they may receive a paycheck. Charter schools are not always required to hire credentialed teachers to teach elective courses. The OCDE made several document requests to the Albor Charter before requesting this AB 139 extraordinary audit. The OCDE provided FCMAT with several boxes of Albor documents at the beginning of the study. One document, labeled Attachment 16, was a list of certifi cated employees prepared by Albor, with 33 names on the list. OCDE also provid- ed FCMAT with a credential list per their records dated April 7, 2006, for all of the Albor employees paid by OCDE. There were several discrepancies between the OCDE certifi cated employee list and the Albor certifi cated employee list. There were 19 names on the OCDE list. Of those 19 names, fi ve did not appear on the Albor list and 19 of the 33 names on the Albor list were not on the OCDE list. More names on Albor’s credentialed employee list than on the OCDE list could indicate that those teachers were teaching non-core classes. However, they were not being paid by OCDE so the source of salary payments is questionable. It is possible that the OCDE list included only Albor employees currently being paid through the OCDE, and the Albor list was outdated and included former employees whose names had not been removed. The fact that fi ve of the 19 names on the OCDE list did not appear on the Albor list seems unusual, since it is assumed these people were getting paid through the OCDE. However, this could also mean that those employees no longer worked for Albor but at one time had been Albor employees paid through the OCDE payroll system so their names remained on the OCDE credential list. FCMAT was unable to reconcile the differences between the two employee lists. Mr. Vazquez told FCMAT that MI-VS had no students even though it was called the MI- Vocational School. Mr. Vazquez stated that all students were Albor students and attending high school programs. The fact that 19 of 33 names on the Albor credential list were not found on the OCDE credential list could support the theory that Albor actually operated a large vocational educational program along with (or instead of) a grade 9-12 high school program and that employees were paid by MI-VS or another source. This theory could also be supported by the MI-VS Albor brochures that were readily available in the offi ce at the Orange County Department of Education re Albor Charter School 44 TEACHER CREDENTIALS AND EMPLOYEE COMPENSATION Albor School site during the FCMAT fi eldwork, and by the pictures taken by FCMAT of the fi le rooms that appear in this report showing fi les labeled “CNA” and “MA,” possibly indicating two vocational programs for Certifi ed Nursing Assistant and Medical Assistant, which are consistent with the brochures found at the school. Samples of MI-VS Albor bro- chures are included in Appendix E to this report. FCMAT found no evidence in the Albor fi nancial records that any person was paid directly as an Albor employee and not through the OCDE payroll system. The source of funding for employee salaries and associated employment taxes was the California state general purpose apportionment generated by Albor’s ADA. Payroll Processing The state distributed funding monthly for Albor and all other local educational agencies in Orange County to the county treasury. Albor’s cash was posted into an Orange County Treasury “cash in county” account. As payroll was processed, journal entries were posted to the Albor cash in county account to cover payroll costs. The remaining revenue could be withdrawn by Albor at any time. In the February 2006 state apportionment recertifi cation, Albor received notice that the funding would be drastically reduced because Albor’s current year ADA at the P-1 report- ing period was signifi cantly less than the prior year P-2 ADA, which had been the basis for funding up to that point in time. Albor’s cash in county was insuffi cient to cover the March 2006 payroll. The OCDE notifi ed Mr. Vazquez that he would need approximately $77,000 to cover the payroll. On March 8, 2006, after notifi cation that the state funding would be insuffi cient to cover payroll expenses, Mr. Vazquez took out a loan with East West Bank for $200,000, part of which was probably used to cover the March OCDE payroll shortage of $77,000. After taking out the loan and covering the March OCDE payroll, Mr. Vazquez abruptly closed the school. Subsequently, the OCDE received a notice from the IRS dated June 5, 2006, stating that Albor had failed to fi le its 990 nonprofi t income tax report for the period ending June 30, 2005. In addition, the OCDE received a letter from the Employment Development Depart- ment dated September 11, 2006, claiming that Albor had additional local unemployment experience charges of $7,128.39 because most, if not all, Albor employees applied for unemployment benefi ts when the school closed. These additional unemployment charges were ultimately paid by the School Employee Fund that managed the unemployment insur- ance program for the county, thus no liability was shown in the Albor fi nancial records for that amount. Fiscal Crisis & Management Assistance Team ALBOR CHARTER SCHOOL STATE FUNDING 45 Albor Charter School State Funding Like all California public schools, Albor Charter School received funding apportioned from the CDE based on the program’s ADA. Schools claim ADA based on the cumulative attendance of students during specifi c reporting periods. For example, one student who at- tends school each day for one school calendar year or the entire reporting period is eligible for 1.0 ADA. In the case of Albor Charter, one ADA could be claimed for one student receiving attendance credit for 175 days. The amount of ADA claimed generates revenue commonly referred to as general purpose entitlement or state apportionment. The higher the ADA, the more funds the school program receives from the state. In addition, charters receive categorical block grant funding based on the reported ADA. Albor also received state funding for students eligible for free and reduced priced meals and lottery funds. Three times a year, school districts and charter schools calculate ADA and report it to the CDE in the P-1, P-2 and annual attendance reports. Charter schools report ADA to the state through their authorizing agencies. After Albor Charter reported ADA to Santa Ana USD and the CDE, the state Superintendent of Public Instruction apportioned state school funds to the Orange County Treasury and OCDE, which then passed through the funds to Albor Charter School. In addition, local property taxes, commonly referred to as “in-lieu property taxes,” are received as a portion of the state general purpose entitlement. The in-lieu taxes are received by the Santa Ana USD and passed through to the charter monthly. The general purpose entitlement funding rates for charter schools vary by school year and grade level. Students in higher grade levels receive more funding than students in lower grades. The charter funding rates in 2002-03, 2003-04, 2004-05 and 2005-06 were as fol- lows: General Purpose Entitlement Rates Categorical Block Grant Rates 9-12 9-12 2002-03 $5,463 $189 2003-04 $5,506 $164 2004-05 $5,732 $279 2005-06 $6,019 $287 In 2002-03, the Albor enrollment and P-2 ADA were 2,889 and 859.51 respectively, according to the student rosters given to FCMAT by Mr. Vazquez. The Albor enrollment expanded signifi cantly in 2003-04 to 3,993 and ADA of 1,303.36, largely due to the adult student population served by Albor in the early years. To verify the accuracy and compliance of the Albor attendance reports, FCMAT audited the ADA that was reported by Albor to the Santa Ana USD and subsequently submitted to the CDE by the district. The result of the ADA compliance audit is discussed later in this report. Orange County Department of Education re Albor Charter School 46 ALBOR CHARTER SCHOOL STATE FUNDING The Albor Charter provided Santa Ana USD with computerized attendance printouts that included adequate supporting documentation for the ADA reported in 2003-04 and 2004- 05, which is summarized in this report. FCMAT was able to verify this information in notebooks located in the student fi le rooms at the Albor Charter School location. Complete 2002-03 and 2005-06 ADA information, including the number of resident and non-resident students, was not provided to FCMAT or the OCDE and could not be located at the Albor Charter School location. Once Santa Ana USD and the OCDE became concerned about the Albor charter opera- tions, formal requests were submitted to Albor for numerous documents. Besides obtain- ing attendance information directly from Albor and Santa Ana USD, OCDE provided the charter’s summarized ADA information to FCMAT for the 2002-03 and 2005-06 fi scal years. The FCMAT study team traced the ADA claimed to the charter’s source documents with- out diffi culty for all years of operation using the SASI system information located at the Albor location and provided by OCDE. Fiscal Crisis & Management Assistance Team ENROLLMENT AND ADA 47 Enrollment and ADA As one component of the study agreement with the Orange County Department of Educa- tion, FCMAT was asked to review the enrollment and attendance procedures and actual apportionment days claimed by Albor Charter School from 2002-03 through 2005-06. Charter schools are part of the California public school system and are required to provide a free education for students. A number of other charter schools and school districts in California struggle fi nancially to provide the required instructional programs for students because a large portion of their school budgets are used to pay employee salaries and ben- efi ts, and to provide facilities. According to the student rosters provided by Mr. Vazquez and other records available for FCMAT’s review, thousands of students were served by Albor Charter School over a four- year period. Master calendars indicate that instructional programs were offered from 8 a.m. to 10 p.m. daily. The summary of Albor’s fi nancial activity shown in this report indicates that only about 50% of the total Albor Charter School income of over $25 million over a four-year period was retained by Albor and used for employee compensation and other expenses. It is unclear how Albor was able to provide such a wide range of classes and long hours of operation for thousands of students using just 50% or less of the revenues received. One concern is that additional revenue may have been available and perhaps derived by charging students tuition and/or fees to attend classes. Albor Charter School was supposed to operate as a grade 9-12 high school program. FCMAT was told by Mr. Vazquez that MI-VS had no students, yet the detailed summary of MI-VS fi nancial activity lists a rev- enue account titled “contributions income,” with several entries supporting the theory that fees were generated because the entries include descriptions such as graduation costs, LVN books, MA books, ID photos, lab fees, books, cafeteria costs, and lockers. In addition, one or more summarized entries in this revenue account are described as “donations and courses.” Questions arise as to why such revenue entries are recorded in the MI-VS fi nancial records if the entity had no students. If MI-VS actually had students and operated a fee-based vocational program, then a corresponding expense account should exist for teacher pay. The MI-VS fi nancial records do not include an expense account for teacher salaries. If all students attended Albor Charter School, then it seems reasonable to assume that the state revenue received by Albor based on ADA reported to the state, could have been gen- erated under the guise of a grade 9-12 California public high school while the school also ran an extensive vocational program charging students tuition or fees that were not record- ed in the Albor fi nancial records but deposited directly into an MI-VS revenue account. It is also possible that students were charged for general education classes. Orange County Department of Education re Albor Charter School 48 ENROLLMENT AND ADA If tuition and/or fees were charged, it is also possible that Albor may not have passed through all tuition to MI-VS and some funds may not have been recorded in either set of fi nancial records, especially if any cash transactions took place. The average daily attendance (ADA) and the associated state revenue made up 80% to 90% of the total charter school income, which totaled more than $25 million over the four years the school operated. ADA also served as a basis for categorical grant revenue, lottery and in-lieu property taxes as well as other potential sources of revenue. Accurate attendance reporting was essential for the school to receive an appropriate amount of state general purpose revenue and in-lieu property taxes. Schools are required to submit three attendance reports each year. The fi rst period report (P-1) covers July 1 through the last full school month ending on or before December 31. The second period report (P-2) covers July 1 through the last full school month ending on or before April 15. The annual report covers the entire fi scal year, July 1 through June 30. State general purpose block grant funding is paid based on the attendance reported as of the P-2 second period report. The calendar requires school months to be 20 days in length, with an allowance for winter break. All other days, whether school is in session or not, are to be included in the 20 day calendar months. The Albor school calendar months provided to FCMAT and verifi ed for the sample test students in the SASI system appeared to be prepared correctly. The school calendar for the regular school year was based on 175 days, which complied with state requirements. This FCMAT review was based on compliance criteria contained in the California State Audit Guide and pertinent Education Code requirements. Albor Charter School claimed to operate as a high school grades 9-12, classroom-based instructional program. The school was not accredited by the Western Association of Schools and Colleges (WASC). FCMAT was unable to secure descriptions of the curriculum offered at the school but without WASC accreditation, students would have found it diffi cult to transfer from Albor to an- other high school within the Santa Ana USD system. Because of the signifi cant growth and other concerns about the validity of the enrollment and ADA claimed by Albor, FCMAT spent considerable time reviewing attendance infor- mation, reports, and student records. Although a small number of names were selected as test sample students each year, for complete audit testing signifi cant additional review and assessment of the student records, student fi les, SASI reports, and other pertinent informa- tion discovered at the school site were included in the overall FCMAT ADA evaluation to support the fi ndings and conclusions contained in this report, including a telephone survey of students and review of over 400 transcripts. Fiscal Crisis & Management Assistance Team ENROLLMENT AND ADA 49 The fi eldwork to conduct ADA compliance testing began April 5, 2006 and ended in November 2006. On-site fi eldwork dates were sporadic and based on the availability of the Executive Director, Mr. Vazquez, to authorize FCMAT’s presence on the former school site located at 1125 E. 17th Street, Santa Ana, and provide access to the student fi les located in three different rooms at the 17th Street address. Although FCMAT observed other people at the site during every fi eldwork visit, Mr. Vazquez informed the team that all such people were strictly unpaid volunteers help- ing him close the school and that none of them could help with gaining access to locked rooms, student fi les or other pertinent records. It was later determined during the investigation of the Albor and MI-VS fi nancial records, that one particular man, Mr. Martin Ramirez, seen frequently at the site, was a key person involved with several of the related-party companies having done business with or in- volved with Mr. Vazquez and Albor. This relationship has been discussed in the confl ict of interest section of this report. Mr. Ramirez appeared to not speak or understand the English language when asked questions by FCMAT during ADA fi eldwork, and did not cooper- ate when asked to provide access to the student fi le rooms unless express permission was granted by Mr. Vazquez. ADA Testing Procedures Albor used a SASI system to record and report attendance. The SASI reports were in white binders on top of the fi le cabinets, on chairs, and on the fl oor in the student records room. There were about 30 or more white binders, all similarly labeled, but not in any order or logical sequence. Many of the binders were found to be upside down and very unorga- nized. The disarray and sparse labeling of the binders made it very diffi cult for the study team to fi nd the proper supporting documentation to verify all aspects of the student attendance compliance testing. Mr. Vazquez kept the records rooms locked when he was not on the premises. FCMAT tested SASI and relied on the accuracy of the system related to its ability to calcu- late the proper number of apportionment days for reporting purposes. FCMAT tested SASI records for 2003-04 and determined that the numbers and information contained in the sys- tem reports were accurate based on the data input by the school. Reliance on the system’s operational accuracy was assumed to be the same in all years since no system errors were found in the sample year. However, FCMAT understood that the reliance on SASI’s accu- racy was limited by the accuracy of the data entered into the system for all years. Upon request, the Albor Director, Mr. Vazquez, provided FCMAT with rosters listing all students who had been enrolled sometime during each year, 2002-03 through 2005-06. FCMAT randomly selected 15 names from each of the four years with 60 students as a test sample. Orange County Department of Education re Albor Charter School 50 ENROLLMENT AND ADA To test the SASI system, FCMAT used the 15 names selected in 2003-04. Names were traced to the SASI monthly attendance reports for months 1 through 7, but only 10 of the 15 names appeared on those reports. That means that fi ve of the 15 students had no atten- dance reported during the P-2 reporting period. This could indicate that the students enrolled after the P-2 attendance reporting period. For all four of the FCMAT test years, the school master schedules indicated that classes were offered from 8 a.m. until 10 p.m. daily. Students were allowed to attend classes at any time during the extended school day as long as they supposedly met the minimum required instructional minutes in a given day or year. Because the student schedules were not readily available to FCMAT, there was no way to verify that the students actually attended the scheduled classes except by reviewing selected SASI reports. Attendance registers or supporting documentation signed by teach- ers for the test sample students could not be readily located. The transcripts that could be found for the test sample students indicated enrollment in a number of classes each semes- ter but often indicated that credit was not given or grades were shown for the same sub- jects taken multiple times by a student. After spending considerable time looking for the 60 test fi les, 54 were located but the information inside was sparse and inconsistent. Because applications, transcripts from former schools, and grading records were found, it appeared that the students were not fi c- titious. However, evidence of the subjects taken and fi nal outcome of the students’ perfor- mance was questionable. 2002-03 Mr. Vazquez provided FCMAT with a roster of all students who had been enrolled at some point during 2002-03, but most of the students were adults. Out of the total of 2,889 students listed on the roster, only 311 were born in 1983 or later, which indicates that only about 11% of the enrolled students were 19 years of age or younger at some point during that school year. Transcripts for the students enrolled during 2002-03 were not available. 2003-04 During the 2003-04 school year, there were 3,993 names on the roster. The majority of students enrolled during the year were adults. Of 3,993 names on the roster, only 405 were born in 1984 or later, which indicates that only about 10.1% of the enrolled students were 19 years old or younger at some point during that school year. Transcripts were not readily available. 2004-05 The fi scal year 2004-05 student roster showed 1,303 students enrolled. Of those 1,303 stu- dents, only 464 were born in 1985 or later, which indicates that only about 35.6 % of the enrolled students were 19 years old or younger at some point during that school year. Fiscal Crisis & Management Assistance Team ENROLLMENT AND ADA 51 Beginning July 1, 2004, the state implemented stringent legislation regarding adult stu- dents, requiring any student over the age of 19 to have been continuously enrolled in a high school program progressing toward a high school diploma for the charter to claim ADA for that student, and students could not exceed the age of 23. Albor had a consider- able number of adult students enrolled in 2004-05 for which no documentation was readily available to validate that they were continuously enrolled in a high school program as required by the new state legislation or that they were actually working toward a high school diploma through Albor. 2005-06 The fi scal year 2005-06 student roster showed 677 students enrolled that year. Of those 677 students, nine students reached the age of 23 during the year and eight students turned 23 before or during the fi rst or second month of school. Although the numbers are relative- ly low, attendance appears to have been counted for these students. Albor Charter School discontinued classroom operations on or about March 25, 2006. When the school ceased classroom-based instruction, only the P-1 attendance report had been completed. The Executive Director stated that the actual school closure date would be April 17, 2006, and that a P-2 report would be fi led. Santa Ana USD verifi ed that Albor fi led a P-2 for 2005-06 and provided a copy of it to FCMAT. Albor reported ADA of 327.05 at that time. No documentation was available to ascertain exactly how that ADA was calculated. A summary of the Albor ADA reported for years 2002-03 through 2005-06 is shown in Ap- pendix G. FCMAT had limited access to a copier, so many of the records and supporting documents that were examined were not copied for the work papers. Unless a student fi le could be located by FCMAT and contained a transcript, Mr. Vazquez was unable to provide student transcripts as requested. However, as part of the Santa Ana USD agency oversight, Albor provided certain student records to the district, which included computerized SASI tran- scripts for more than 400 students. Santa Ana USD printed out the full set of transcripts for FCMAT but many of the test sample student transcripts were not in the materials supplied by the district because the transcripts were mostly for students enrolled during 2004-05 or 2005-06. All of the approximately 400 transcripts provided by the Santa Ana USD were reviewed by FCMAT. In most cases, extensive credit was given for high school courses taken out of the local area, most predominantly in Mexico. The largest number of enrolled students on the lists for each school year that were provided by Albor listed the students as being in ninth grade, even with extensive credits shown on their transcripts. FCMAT was told by Orange County Department of Education re Albor Charter School 52 ENROLLMENT AND ADA Mr. Vazquez that the school administrators or counselors evaluated transfer transcripts and determined the amount of credit that would be given for classes taken in foreign countries as well as other local high schools. The reliability and accuracy of the student class schedules and transcripts is suspect for several reasons: the school was not WASC accredited, the course titles were vague and not courses commonly offered by other high schools, course titles were inconsistent from year to year and student to student, curriculum content was not available for review, and the sequence of subjects taken by students did not make sense. For example, if a ninth grade student’s transcript showed that he was enrolled in ELD I during the fi rst semester with a grade assigned, it may also show that he was enrolled in ELD I during second semester and often again in several subsequent semesters. Another example was that in some cases the transcript showed that a student may have been enrolled in and completed a course titled ELD II B, then the next semester enrolled in and completed a course titles ELD III A, then at a later date again enrolled in ELD II B with an NC grade, with the student not having been enrolled in enough classes that semester to be considered a full-time high school student. In a signifi cant number of cases, evidence supporting progress toward achieving a high school diploma was either not provided or not adequate to support student competence of the subject matter or continuous enrollment in any high school program with progress toward a high school diploma, a requirement for adult students enrolled in the school. No transcripts were found that contained the vocational classes advertised by MI-VS/Albor that were described in their brochures, such as nursing or computer technology. Examples of several brochures including the Certifi ed Nursing Assistant program (CNA) and Medi- cal Assistant program (MA) are included in Appendix E. Since MI-VS had no students, all students must have been enrolled only at Albor Charter School, although the brochures, advertising, and equipment throughout the school were labeled with the MI-VS-Albor Charter School tags or logo. On one occasion, Mr. Vazquez stated to FCMAT that in addition to required high school curriculum, students could be enrolled in electives such as vocational education pro- grams including health care, nursing assistant programs and computer technology classes. FCMAT was told that these vocational classes were considered electives or taken outside of the minimum required school day. FCMAT’s review of transcripts did not yield any evidence that vocational classes were listed within any of the student schedules or transcripts. Brochures labeled MI-VS and advertising vocational classes were readily available throughout the school facility during the FCMAT fi eldwork, but no brochures or advertising was found offering a grade 9-12 high school program. Fiscal Crisis & Management Assistance Team ENROLLMENT AND ADA 53 These fi ndings were especially questionable because most of the students were identifi ed in SASI as 9th graders, and most students in the fi rst two years that Albor Charter School operated were adults. The names listed in the student roster one year, even the 9th graders, did not often appear on the roster list in a subsequent year. The student fi les that were located did not indicate whether a student dropped out of school, promoted to a higher grade, graduated, or transferred to another high school. The student fi les in FCMAT’s test sample did not indicate completion of any vocational programs. A signifi cant amount of state apportionment, approximately $25 million, was paid to Albor Charter School for students who do not appear to have graduated or made much progress toward receiving a high school diploma through the high school program offered by the school. Half of that money was transferred to MI-VS and subsequently to other related parties as discussed elsewhere in this report. The examination of student fi les was diffi cult and cumbersome because of the condition of the records. Student fi les were located in three rooms containing multiple fi ling cabinets and boxes of fi les. The contents of the cabinets and boxes were not clearly marked. There were thousands of fi les, many with very similar names. Access to the fi les was limited because unless Mr. Vazquez was present, FCMAT had no access to the rooms where the fi les were kept. If the fi les could be located, they were examined for the proper enrollment information including an application form with the student’s name, address, and phone number, transcript, and other pertinent information. The students sampled were enrolled in various grades. FCMAT took photos of the fi le rooms as evidence of the condition of the documents and rooms during fi eldwork. Some of those pictures are included in this report. Exhibit 6A shows how FCMAT found the student fi le room and notebooks supporting the SASI attendance information. A sign in the background is also visible marked “CNA,” which seems to indicate that these fi les were for students enrolled in the Certifi ed Nursing Assistant program. If Albor Charter was a grade 9-12 high school, then such labels on fi le cabinets do not seem appropriate. The second photograph in Exhibit 6A shows fi les marked “MA” for Medical Assistant, again indicating that these fi les may not have been strictly for students in a grade 9-12 high school program. Orange County Department of Education re Albor Charter School 54 ENROLLMENT AND ADA Exhibit 6A File Room Attendance Records Fiscal Crisis & Management Assistance Team ENROLLMENT AND ADA 55 Student Phone Survey The Orange County Department of Education received one call from a female student complaining that she was asked to pay $4,000 to obtain her diploma. If the fees were not paid, then the student would be required to volunteer in the school offi ce. Evidence gath- ered by FCMAT indicated that the Albor program may actually have been a vocational school established as a California charter high school to obtain state funding or that the school may have been charging fees for vocational programs. Mr. Vazquez stated that the school provided students the opportunity to learn the English language and possibly earn a high school diploma while getting job training. A very large majority of the students enrolled were adults with transcripts from schools in Mexico or had not been continuously enrolled in a California high school. Mr. Vazquez told FCMAT that most of the students were limited English speakers and the majority of students had Hispanic surnames. No students attended the school at the time of the FCMAT fi eldwork because the school had closed. As part of the compliance testing, FCMAT decided to take a telephone survey of former students selected randomly from a list of names in the SASI attendance system to attempt to further verify whether Albor Charter School actually offered a high school curriculum along with any vocational train- ing program, or charged fees. Orange County Department of Education re Albor Charter School 56 ENROLLMENT AND ADA No one on the FCMAT study team spoke Spanish, so FCMAT asked the Santa Ana USD to provide a bilingual person to assist with the telephone survey. FCMAT selected the stu- dents to be surveyed from SASI listings, provided the student telephone numbers obtained from the SASI system, and developed the list of questions to be asked of the students. FCMAT staff was not present when the Santa Ana USD employee, the Certifi cated ELD and Bilingual Curriculum Specialist and District Translator, placed the telephone survey calls. Because of time constraints, the caller was instructed to make only one attempt to reach the student and log the information obtained during the call. Of the approximately 98 students whose names and phone numbers were selected for the phone survey, only 13 students were contacted and responded to the questions. Many student phone numbers were incorrect or disconnected, students were not home, or did not want to answer the survey questions. Since the sample list was derived from SASI, the sample may not have contained students in vocational programs if a separate list of students was maintained for vocational pro- grams. The fi ndings from the phone survey indicate that not one student admitted to having paid any tuition to attend Albor Charter School and most commented that the program was helpful in their effort to learn English. The students did not admit to having taken voca- tional classes or may not have understood the question correctly. Many students attended the school for just a few months and may not have gotten far enough into the program to begin job training classes. The survey questions and range of responses were as follows: When did you attend Albor School? From one month to 1.5 years. What were the approximate start and end dates that you attended Albor School? Various, starting 2002-03 and latest 2006. Did you have good teachers? Yes, except for one no response. Did you attend school every day? Most of the time. How many hours a day did you attend classes? From 3 hours to all day. Some people worked and could not attend all day. Did you go to Albor School to get a high school diploma? Yes. What classes did you take at Albor? Mainly English, math, computers, algebra, science. How long did you have to attend one class to get full credit? Various, two months to one trimester. Fiscal Crisis & Management Assistance Team ENROLLMENT AND ADA 57 Did you transfer to Albor from another school? Yes, mostly Mexico. Were you given credit for classes taken at another school either in Mexico or the U.S.? Yes. Did you graduate from Albor? If so, when? Only 3 out of 13 graduated. Did you take any state tests? 8 yes, 5 no. Did you go to Albor for job training? All responded no, but “to learn English” was common. Did you pay any fees to take classes at Albor? All “no” responses. Did you do any volunteer work at the school while taking classes? Only 3 “yes” responses: sold popcorn, child care center, offi ce. Would you go back to Albor or recommend Albor Charter School to your friends? 11 yes, 2 no. Although the response to the telephone sample in this survey was small, it appears that students were not charged tuition or fees to attend Albor and that the main programmatic focus of these students was learning English and working toward a high school diploma. The phone survey results do not explain why the MI-VS fi nancial records include accounts relating to fees. The ADA testing information led FCMAT to consider a number of possible conclusions: • Albor may have been running a vocational school for adult students along with or instead of a high school program. • Students may have enrolled intending to take vocational classes rather than tradi- tional grades 9-12 high school curricula, although vocational classes were not on the student class schedules or transcripts. • Brochures found at the school indicated that vocational programs were offered by MI-VS Albor. • Courses taken by students entered into the SASI system could have been mistitled to disguise a vocational program for audit purposes and to collect state funding. • Students could have been charged fees. • A separate set of students not shown in Albor records could have been enrolled in vocational programs and perhaps charged fees or tuition. • State high school apportionment funding may have been used to support a voca- tional program. • Albor never completed the application to become WASC accredited. Orange County Department of Education re Albor Charter School 58 ENROLLMENT AND ADA Fiscal Crisis & Management Assistance Team FINANCIAL CLOSE-OUT 59 Financial Close-Out Close-Out Guidelines Under California Education Code Section 47604.32, Santa Ana USD has specifi c manda- tory oversight responsibilities over the charter school, including its fi nancial close-out. At the time of the Albor Charter School closure, the California Department of Education had issued general requirements regarding charter school closures that are advisory in nature. However, pending legislation will, if enacted, provide a reasonably comprehen- sive description of procedures to be used when a charter school closes. The proposals under consideration are addressed in California Education Code sections 47605(b)(5)(P), 47605.6(b)(5)(Q) and California Code of Regulations Title V, Regarding Charter School Closures. The CDE’s suggested purpose and scope of a fi nancial close-out audit and associated report is to determine the net assets and/or net liabilities of the charter school, including cash, accounts receivable, accounts payable, and an inventory of property, equipment and supplies; assess possible reductions in apportionment; present fi ndings; and summarize the information presented. Available Documentation and Information This examination is based on the condition and disposition of the available records and computer systems at the date of closure. Prior to formal Albor Charter School board clo- sure, all employees were terminated and documents and records were left in disarray. As a result, the documentation of Albor’s available records was confi ned primarily to informa- tion provided by Emilio Vazquez and on occasion from Martin Ramirez, who apparently worked for MI-VS. Mr. Vazquez allowed FCMAT to access available computers. Most of that access was limited, because Mr. Vazquez indicated he did not know the passwords or security proce- dures that would provide complete access. The Albor Charter School electronic accounting records were allegedly stored on a computer in the Albor administrative offi ce. However, FCMAT could not access the information and the data fi le directory that would contain the information was not available. One day later, Mr. Vazquez arrived with a compact disc containing the electronic accounting records that he indicated was provided by Mr. Ramirez and was backed up from the MI-VS computer system. When the study team requested attendance and student records documentation, the team was led to three rooms where the records were located in fi ling cabinets, unsorted and stacked binders, fi les on the fl oor and were in general disarray. When FCMAT requested assistance in operating Albor Charter School’s attendance program to sort and extract corroborating atten- dance data, again, Mr. Vazquez indicated he did not know how to operate the software program and was not sure where the information was in the attendance records binders. Only after three Orange County Department of Education re Albor Charter School 60 FINANCIAL CLOSE-OUT or four weeks of searching through records and fi nding one past employee who could offer as- sistance was FCMAT able to obtain enough access and information to formulate conclusions. Further complicating the examination of attendance information was that brochures and other information indicated that a vocational school had been operated, especially a large nursing school. FCMAT at fi rst assumed that MI-VS operated the vocational programs while Albor ran the high school. The team received confl icting information about the vocational programs and MI-VS. On several occasions Mr. Vazquez told the study team that MI-VS had no stu- dents. Yet, at one point, Mr. Vazquez told one team member that MI-VS operated a nursing program. As a result of the closure, it appears that the vocational school’s and Albor Charter School’s student records were commingled, and Mr. Vazquez could not differentiate where the students belonged. The issue of whether or not a vocational program existed and which entity operated the vocational school is discussed in several places in this report. The team found the bro- chures in Appendix E to be clear evidence that vocational programs were offered by MI-VS/Albor, but how and by which entity was not clarifi ed by Mr. Vazquez. If MI-VS operated a vocational program, no salaries were paid to teachers as stated earlier in this report. If Albor operated the vocational program, it appears that state high school funding was used to pay related teacher salaries and benefi ts for such programs. Albor Charter School was provided numerous opportunities in the course of the audit to respond to FCMAT’s requests. While information and access was provided, Mr. Vazquez continued to indicate that he could not provide much information because “everyone is gone,” or he would contend that he did not have the funds to hire someone to assist in completing the close-out process. Close-Out Process On approximately March 25, 2006, Albor Charter School abruptly discontinued operations, leaving teachers without income and students unable to continue their classes. Albor’s audit in 2003-04 was disclaimed by VTD due to related party concerns and the lack of access to MI-VS fi nancial records. In 2004-05, Albor contracted with Hogan to conduct the Albor audit, and with Teats to audit MI-VS. Once the school closed, the Ex- ecutive Director laid off all employees and stated he had no money to pay for the required close-out audit, which is why FCMAT agreed to perform that function. To complete this AB139 audit of Albor Charter School, FCMAT requested Albor man- agement to complete and provide the fi nancial information from the close-out audit. The 2004-05 audit by Hogan was deemed incomplete and unreliable. Fiscal Crisis & Management Assistance Team FINANCIAL CLOSE-OUT 61 Among the FCMAT fi ndings is that the Albor charter participated in numerous related- party transactions, thereby not adhering to generally accepted accounting principles that would advise the disclosure of such transactions. The Albor audit and fi nancial statements contained irregularities as a result of fi nancial transactions between related parties. More importantly, management of MI-VS and Albor Charter School revolved around a few key individuals led by Mr. Vazquez, which provided the opportunity to circumvent internal controls and bypass expected oversight. Entities that are closing are required to account for assets and liabilities on a liquidating basis, which Albor failed to do. Most, if not all, supporting documents were not readily provided by the Executive Director. Examples of inappropriate business practices include the following: • State and federal income tax reports were not fi led on time. • Vendors were not paid. • Bookkeeping and accounting procedures may not have been applied consistently. • An excessive amount of related-party transactions occurred. • Transactions may have been misclassifi ed or accounted for improperly. • Equipment purchased with charter funds is unaccounted for. • Budgets were not followed. FCMAT met with the Albor Executive Director, Mr. Vazquez, on numerous occasions be- tween March 2006 and November 2006 to gather information about the charter operations as related to the AB 139 extraordinary audit. Access to student fi les was made available to FCMAT only when Mr. Vazquez was on site. There were no paid Albor employees on site during FCMAT’s review, so the FCMAT team had to locate the fi les and records themselves. Mr. Vazquez had very limited knowledge of the SASI system, so attendance records were nearly impossible to retrieve. On one occa- sion, a former Albor employee who knew the SASI system was paid for a day by a review team member to assist with the attendance compliance testing. The documentation to support the ADA reported by Albor and funded by the state as general purpose entitlement funds was not readily provided by Albor staff. As the Albor Director, Mr. Vazquez had complete control over the custody, accounting, and use of Albor funds, especially since he was also the director and chairman of MI-VS. Mr. Vazquez and others benefi ted fi nancially through Albor’s related entity and alter ego known as MI-VS, as well as other companies under the direct control of Mr. Vazquez. Cer- Orange County Department of Education re Albor Charter School 62 FINANCIAL CLOSE-OUT tain fi nancial decisions and practices as to purchases, facility lease agreements, contracts for services and goods, transfers to related companies, possible loan agreements, and other questionable cash distributions more than likely caused Albor to become fi scally insolvent. Available books and records were examined to determine the organization’s fi nancial and apportionment attendance position on or about the closure date. Electronic information was searched, selected vendors and customers were contacted, and interviews of individuals associ- ated with or in the organization were conducted. As information was obtained, its source was analyzed, and objective determinations were made as to the validity of the information. Assets, Liabilities & Net Assets On approximately April 5, 2006, FCMAT was provided with copies of Albor Charter School fi nancial statements and electronic accounting records. On June 6, 2006, the Albor Charter School board of trustees approved resolution 051606-2, which formalized closure of the school as of May 17, 2006. Mr. Vazquez has asserted to FCMAT that the electronic accounting records he provided on April 5, 2006 represented the full accounting transac- tions of Albor Charter School and that there were no other transactions subsequent to April 5, 2006 that should be included in this review. Based on the information provided, FCMAT evaluated the fi nancial position of the school as of May 17, 2006 to determine its close-out fi nancial position. Exhibits 3A and 3B show the assets, liabilities and net assets of Albor Charter School as of May 17, 2006 as provided by Albor. Exhibit 3A Summarized Assets, Liabilities & Net Assets as Provided By Albor Charter School May 17, Summarized Assets, Liabilities & Net Assets 2006 ASSETS Cash in Banks: Cash in County - OCDE $(290,104) Cash in Bank - Washington Mutual 799 Net Cash in Banks $ (289,305) Fixed Assets: Leasehold Improvements & Equipment 671,320 Accumulated Depreciation ( 229,935) Leasehold Improvements & Equipment at Net 441,385 TOTAL ASSETS $ 152,080 LIABILITIES Accounts Payable - MIVS $ 582,818 Accrued Payroll & Benefits 155,295 Accrued District Oversight Payable 297,170 Loan Payable - East West Bank 200,000 TOTAL LIABILITIES 1,235,283 NET ASSETS Unrestricted (1,083,203) TOTAL NET ASSETS (1,083,203) TOTAL LIABILITIES & NET ASSETS $ 152,080 Fiscal Crisis & Management Assistance Team FINANCIAL CLOSE-OUT 63 Based on the fi nancial information provided by Albor Charter School and compared to other corroborating information such as OCDE detail activity reports and third party notices, the following is noted: 1. The Albor Charter School fi nancial statements presented were not prepared on a liquidating basis. Accounting principles generally accepted in the U.S. require assets and liabilities to be carried on this basis when an organization is in the process of liquidation or liquidation is imminent. Albor Charter School did not provide or prepare its fi nancial statements in this manner. 2. The cash balance reported as cash in county-OCDE is negative or a credit balance. Overdrawn funds within the county bank account should have been reported within the liability section of the fi nancial statements as a cash overdraft. 3. The cash balance reported as cash in county-OCDE of ($290,104) is understated by ($464,307). Based on OCDE detail activity reports dated in approximately May 2006, the cash balance for Albor Charter School is overdrawn by approxi- mately ($754,411). The state has reimbursed the overdrawn amount to the county, so the liability is now an obligation to the state. This amount is listed in Exhibit 3B as Cash Overdraft – State Apportionment. 4. Fixed assets are understated. As described in Exhibit 2E, the accounting records were not adjusted as of the June 30, 2005 audited fi nancial statements. As of May 17, 2006 the fi nancial statements remained uncorrected. Leasehold improve- ments and equipment are shown as $671,320 and accumulated depreciation is shown as $229,935, netting to $441,385. The audited fi nancial statements as of June 30, 2005 indicate that leasehold improvements and equipment should be at least $931,920 and accumulated depreciation should be at least $245,290, netting to $686,630. The net difference between the audited fi nancial statements and the fi nancial statements the FCMAT study team received understates the assets of Albor Charter School by approximately $245,245. 5. Accounts payable-MI-VS of $582,818 is overstated. MI-VS was responsible for fi nancial administration of Albor Charter School. Since MI-VS and Albor are considered one and the same and based on the fi nancial statements presented for Albor, FCMAT believes that MI-VS is not properly administering the account- ing and fi nances of Albor Charter School and would disallow any remaining liability owed to MI-VS. 6. Accrued payroll and benefi ts liability of $155,295 is overstated. All payrolls for Albor Charter School were performed and administered by the OCDE. According to Mr. Vazquez, on or about March 8, 2006 he secured a $200,000 Orange County Department of Education re Albor Charter School 64 FINANCIAL CLOSE-OUT loan on behalf of the school from East West Bank to pay Albor’s remaining pay- roll liability as determined by the OCDE. According to the OCDE detail activity reports, Albor does not have any payroll liability as of May 16, 2006. Since all payrolls for Albor are accounted for through the OCDE payroll system as input by the school and Mr. Vazquez borrowed funds to fi nalize Albor’s payroll, the accrued payroll and benefi ts liability is incorrect and should be reversed. On further inquiry, Mr. Vazquez told FCMAT that the $200,000 loan was secured by the school’s equipment assets. 7. Accrued district oversight payable of $297,170 is overstated. According to Santa Ana USD, the oversight fee is remitted through the OCDE directly from the coun- ty and no balance is owed. In addition, the OCDE detail activity reports do not show any oversight liability balance as of May 16, 2006. Review of Albor Char- ter School’s transactions pertaining to the $297,170 indicates that the school had accrued this liability from approximately January 2005 through February 2006, which spans two fi scal years. Since the oversight funds are paid by the county directly to the district before any funds are available to Albor Charter School, again, there should not be any balance remaining as of May 17, 2006. 8. FCMAT became aware of fi ve invoices totaling approximately $4,522 for the period of January 2006 through April 2006. The funds are alleged to be owed to the Miller Institute for Learning with Technology. FCMAT communicated this information to Mr. Vazquez to try to determine why these invoices or liabilities were not recorded on Albor Charter School’s books and to request his authenti- cation of the obligation. Since Mr. Vazquez did not respond, FCMAT has deter- mined that the obligation should be reported. Albor Charter School and/or MI-VS have a responsibility to report and document all obligations. Failure to report such obligations on its fi nancial statements understates the organization’s liabilities and expenses and does not properly apply generally accepted accounting principles. Fiscal Crisis & Management Assistance Team FINANCIAL CLOSE-OUT 65 Exhibit 3B Summarized Assets, Liabilities & Net Assets as Provided By Albor Charter School (Adjusted by FCMAT) May 17, 2006 May 17, 2006 Summarized Assets, Liabilities & Net Assets Unadjusted Adjustments Adjusted ASSETS Cash in Banks: Cash in County - OCDE $ (290,104) $ 290,104 $ - Cash in Bank - Washington Mutual 799 799 Net Cash in Banks $ (289,305) 799 Fixed Assets: Leasehold Improvements & Equipment 671,320 260,600 931,920 Accumulated Depreciation (229,935) (15,355) ( 245,290) Leasehold Improvements & Equipment at Net 441,385 686,630 TOTAL ASSETS $ 152,080 $ 687,429 LIABILITIES Accounts Payable $ 582,818 (578,296) $ 4,522 Accrued Payroll & Benefits 155,295 (155,295) - Accrued District Oversight Payable 297,170 (297,170) - Cash Overdraft - State Apportionment - 754,411 754,411 Loan Payable - East West Bank 200,000 200,000 TOTAL LIABILITIES 1,235,283 958,933 NET ASSETS Unrestricted (1,083,203) 811,699 ( 271,504) TOTAL NET ASSETS (1,083,203) ( 271,504) TOTAL LIABILITIES & NET ASSETS $ 152,080 $ 687,429 Exhibit 3B illustrates the effects of FCMAT’s fi ndings regarding the assets, liabilities and net assets of Albor Charter School. The adjustments identifi ed have improved net assets by approximately $811,699. Albor Charter School & MI-VS Revenue, Expense and Profi t/Loss Analysis Exhibit 3C illustrates Albor Charter School and MI-VS revenue, expenses and profi t or loss by organization by year. Overall, Albor received $25,056,090 in revenue through state apportionment, grants, and other state and local sources. MI-VS received $12,662,506 in revenue, of which $12,024,066 was derived from Albor Charter School. Orange County Department of Education re Albor Charter School 66 FINANCIAL CLOSE-OUT Exhibit 3C Albor Charter School & MI-VS Revenue, Expenses and Profi t or Loss by Year ACS & MIVS Revenue, Expenses & Profit or Loss By Year Fiscal Year 2001-02 2002-03 2003-04 2004-05 2005-5/2006 Total ACS(a) Total Revenue $ - $ 5,292,648 $ 9,196,778 $ 7,453,726 $ 3,112,938 $ 25,056,090 Salaries & Benefits - 2,739,801 3,299,103 3,008,010 1,965,568 11,012,482 Other Expenses - 2,427,257 4,019,679 5,082,291 3,597,584 15,126,811 Total Expenses - 5,167,058 7,318,782 8,090,301 5,563,152 26,139,293 Net Profit or (Loss) $ - $ 125,590 $ 1,877,996 $ (636,575) $ (2,450,214) $ (1,083,203) MIVS(b) Total Revenue $ 1 93,061 964,735 3,311,886 6,879,806 1,313,018 $ 12,662,506 Salaries & Benefits 3 69,968 35,909 166,209 1,144,700 322,383 2,039,169 Other Expenses 6 25,525 628,552 1,725,912 3,673,015 2,542,372 9,195,376 Total Expenses 9 95,493 664,461 1,892,121 4,817,715 2,864,755 11,234,545 Net Profit or (Loss) $ ( 802,432) $ 300,274 $ 1,419,765 $ 2,062,091 $ (1,551,737) $ 1,427,961 (a) Source: ACS provided electronic accounting records (b) Source: MIVS provided electronic accounting records Observations and analysis of both organizations’ revenue and expenditures include: 1. While $11,012,482 or 42.1% of Albor Charter School’s expenditures is salaries and benefi ts, MI-VS has spent only 18.2% of total expenditures on salaries and benefi ts. Without Albor paying or subsidizing the majority of salaries and ben- efi ts, MI-VS would bear a much larger percentage of those expenditures. 2. Of MI-VS’s $12,662,506 in revenue, $277,315 was attributable to contribution income-events. $235,870 was coded as “Donations 2003 E.V.” and recorded as a journal entry to offset an advance liability account. This is notable because many large transactions in the MI-VS books are entered as journal entries and coded to E.V., which FCMAT believes is Emilio Vazquez. 3. The MI-VS revenue category of contribution income-others is approximately $51,281 of the MI-VS total revenue of $12,662,506. These transactions indicate that MI-VS charged fees for: a. LVN Courses (Licensed Vocational Nurse) b. LVN Books c. MA Courses (Medical Assistant) d. MA Books e. LVN Laboratory Fees f. Locker Fees g. CNA Application Fees (Certifi ed Nursing Assistant) Fiscal Crisis & Management Assistance Team FINANCIAL CLOSE-OUT 67 Documentation of these fee-based charges within MI-VS is signifi cant since Mr. Vazquez on more than one occasion maintained that MI-VS offered no voca- tional education programs, charged no fees for books and supplies, and that all students belonged to Albor Charter School’s program. If Mr. Vazquez’s state- ments were correct, FCMAT would not expect to fi nd any fees for books, sup- plies, or lab costs in MI-VS’s books since there would be no students to charge for such costs. 4. Albor Charter School sustained a total net loss of $1,083,203 from July 2002 through May 2006. However, from December 2001 (MI-VS’s fi rst recorded transaction in its cash ledger) through May 2006, MI-VS had a profi t of $1,427,961. If MI-VS’s fi rst year of operations when Albor Charter School did not exist was factored out, MI-VS’s profi t would increase by $802,432 to an overall profi t of $2,230,393 ($1,427,961 + $802,432). This disparity between Albor Charter School and MI-VS makes it evident that MI-VS could not exist without Albor. While the MOU between MI-VS and Albor Charter School gave MI-VS complete fi nancial administration of Albor, the charter school was allowed to accumulate a fi nancial loss of $1,427,961. Meanwhile, MI-VS showed an overall profi t of $2,230,393 during Albor’s existence. Even factoring in the net close-out adjustments as shown on Exhibit 3B of $578,296, $155,295 and $297,170 for accounts payable, accrued salaries and benefi ts and accrued district oversight payable, respectively, and the unrecoverable net fi xed asset cost of $754,411, Albor’s net loss would only be improved by $276,350 ($578,296 + $155,295 + $297,170 - $754,411), or a revised net loss of $1,151,611. Since MI-VS, under the direction of founder Emilio Vazquez, has been profi table and was charged with fi scal responsibility for Albor Charter School, the only recourse available to satisfy Albor’s cash overdraft position of $754,411 as shown on Exhibit 3B would be to seek reimbursement by MI-VS and its offi cers, directors and founder. Liquidating Basis During FCMAT’s available time at Albor Charter School’s physical address inspecting and reviewing its books, records, facilities and assets, the study team was able to identify assets such as computers, furniture, and other offi ce equipment type items. Although Albor’s accounting records and audited fi nancial statements identify $931,920 in assets at cost before depreciation, only $90,155 of that amount represents equipment, while the remaining $841,765 is attributable to leasehold improvements. Since all equipment was asset tagged as MI-VS/Albor as described in Exhibit 2C, exact identifi cation of what part of the $90,155 in equipment could be liquidated is unavailable. Orange County Department of Education re Albor Charter School 68 FINANCIAL CLOSE-OUT If the available equipment assets were identifi ed and most of those assets are comput- ers and other electronic offi ce type devices, a liquidation value of that equipment likely would be very low at approximately $9,000. Even if higher values could be obtained, there probably would not be suffi cient funds recoverable to satisfy the state apportionment cash overdraft of $754,411, East West Bank loan of $200,000 and vendor payable to the Miller Institute for Learning with Technology for $4,522. Fiscal Crisis & Management Assistance Team EFFECTS OF SCHOOL CLOSURE 69 Effects of School Closure The Albor Charter School discontinued all classroom operations abruptly on or about March 25, 2006, during the middle of a semester, without any prior notice to students or employees. The school closure appears to have been a consequence of the California Department of Education February 2006 State P-1 Apportionment Recertifi cation reducing state revenue. Before this recertifi cation, Albor had been funded by the state based on the prior year P-2 ADA count from April 2005 reported as 795.78. The Albor 2005-06 ADA as reported at P-1 in December 2005 was only 311.98, considerably less than 795.78, which meant that Albor would not receive the same level of funding from February 2006 forward. The closure of the charter had signifi cant impact on the students, teachers and other staff. Clerical staff and teachers were dismissed without notice, with no compensation pay, and no means to pay their personal bills such as rent, mortgages, or car payments. The employ- ees were also left without medical insurance. The Orange County Department of Education intervened to make arrangements with the local credit union to provide low interest loans so that employees had access to enough money to pay rent and survive temporarily. In many cases, employees were unable to obtain past employment history or adequate refer- ences and experienced extreme diffi culty fi nding new employment. The Albor employee pay was processed by the Orange County Department of Education. Each payday as the payroll was processed, OCDE prepared journal entries into the Albor cash in county account to cover the payroll costs. State and federal taxes were paid by the OCDE on behalf of Albor. After the school closed, OCDE received notice that Albor had not properly fi led the required income tax forms with the IRS or state. Employees fi led for unemployment insurance, but in many cases it is unclear if all of the employees were able to collect unemployment insurance due to the lack of proper paperwork fi led by Albor or inconsistent social security numbers. Classroom based programs were abruptly stopped with no planning or time for students to fi nd other placements. This was especially problematic for the students under the age of 19 who needed to immediately fi nd another place to complete their high school education as of the March Albor Charter School closing. Many of the Albor students did not reside within the boundaries of the authorizing agency, Santa Ana Unifi ed School District, and had never attended any school in California or the United States. FCMAT attendance com- pliance testing indicated that most of the students enrolled came to the Albor Charter with transcripts from Mexico. Legal residency status was not included in this FCMAT study. As stated elsewhere in this report, the student fi les were boxed or stored in numerous fi ling cabinets in three rooms at the school facility. However, because the Albor offi ces closed at the same time as the programs and the entire offi ce staff was laid off, there were no offi cial Albor employees left on site to assist students with locating documents to transfer to other Orange County Department of Education re Albor Charter School 70 EFFECTS OF SCHOOL CLOSURE high schools. Even the Santa Ana students were unable to enroll in local high schools because transcripts were not available. The district was more than willing to work with res- ident high school students, but very few applied. The few students who were able to enroll in Santa Ana USD high schools were not given full credit because the transcript courses were not transferable since Albor was not a WASC accredited school and the curriculum could not be verifi ed. Many students who thought they were at the junior or senior grade level were placed back in ninth grade and given no credit for the classes that were taken at Albor or that were in progress at the mid-term closure of the school. One incident reported to FCMAT by Tustin USD and OCDE involved a female student who considered herself to be a senior at Albor Charter School, but was not provided a tran- script and had to retake almost all the high school classes required for graduation. Months later, teachers and clerical staff were still looking for new employment. FCMAT met one day with the former Albor attendance clerk during August 2006, fi ve months after the closing of the school. This former employee stated to FCMAT that she had not been able to fi nd another job even with several years of attendance experience and knowledge of the SASI attendance system. In her opinion, the reason she was not able to fi nd another job was due to the negative reputation of Albor in the local community. Fiscal Crisis & Management Assistance Team STATE AND FEDERAL COMPLIANCE 71 State and Federal Compliance Several recent legislative actions have placed limitations on the operations of charter schools and better defi ned the oversight responsibilities of the chartering agencies. Among those bills, Senate Bill 430, also known as the Runner Bill, was signed by the Governor on September 28, 2005. This bill gave additional responsibility and authority to county superintendents to request FCMAT’s services to audit and evaluate the internal con- trols of charter schools operating in their county if fraud, misuse of funds or other illegal practices are suspected to have occurred. This bill contains many components that clarify and defi ne the role of county superintendents. The specifi c sections that apply to charter school oversight pertaining to this study require FCMAT to audit the Albor Charter School and perform a close-out audit after the school has ceased operations. The OCDE and Santa Ana USD (as the authorizing agency) were concerned about Albor Char- ter’s fi nancial practices, related party transactions, adherence to generally accepted accounting principles, the manner in which audit exceptions and defi ciencies were resolved, and its overall instructional and business policies. The results of the AB 139 extraordinary audit conducted by FCMAT are identifi ed and explained throughout this report. Education Code 47604 provides language stating that “a charter authorizing entity could not be held liable for the debts or obligations of the charter school, or for any claims aris- ing from the performance of acts, errors, or omissions by the charter school, if the charter school was to be operated by, or as, a nonprofi t public benefi t corporation.” Assembly Bill 1137 provides a blanket exemption for authorizing school districts to be free of liability if the charter school operates as a nonprofi t public benefi t corporation and the authorizing agency has complied with specifi c oversight responsibilities. As for the oversight that the authorizing agency should have provided based upon the criteria set forth in Education Code 47604.32 and further clarifi ed in AB 1137, FCMAT determined that Santa Ana USD appropriately and diligently discharged its fi scal oversight duties with regard to the Albor Charter School. AB 1137 also addresses the requirements for charters to serve special education students. FCMAT was told by Mr. Vazquez that Albor did not have any special education students. Assembly Bill 1994, signed into law by the Governor on September 29, 2002, limits the geographic boundaries in which a charter school may operate. Albor Charter School oper- ated at only one location in Santa Ana that was within the boundaries of the Santa Ana USD. There are many government and education codes regulating the operations of charter schools. Many of those codes and related violations are discussed throughout this report. Orange County Department of Education re Albor Charter School 72 STATE AND FEDERAL COMPLIANCE Fiscal Crisis & Management Assistance Team CONCLUSIONS AND RECOMMENDATIONS 73 Conclusions and Recommendations Charter Oversight and Compliance Although charter schools in California operate independently from one another, common- alities were noted in this study with earlier FCMAT charter school extraordinary audits that focus on private, for profi t charter management companies and their overall lack of adequate internal accounting controls, poor business practices, confl icts of interest, and mismanagement of funds. California school districts vary tremendously in terms of size, resources, and capabilities. Not all school districts are equally capable of providing oversight for charter schools they may authorize. Although the Santa Ana USD had adequate resources as a very large school district to provide charter school oversight, that responsibility was hampered by the char- ter administrator’s lack of cooperation and limitations in the original charter petition and related memorandum of understanding. The Albor Charter School did not comply with good business practices. When these sus- picions were identifi ed by the Santa Ana USD there was no mechanism in place to require that the charter undergo a special review or audit. If signifi cant program or fi scal concerns are identifi ed, the authorizing agency should be empowered to require a compliance audit independent of or as part of the charter school’s annual independent fi nancial audit. Recently, the CDE has developed guidelines and regulations regarding procedures to be followed in the case of a charter school closure, petition revocation, or failure due to in- solvency. While the procedures are not contained in the Education Code, their utilization should be referenced in the original agreement or MOU that authorizes the creation of a charter school. The Education Code sections that reference charter school development, authorization and oversight do not differentiate between the various organizational structures that may govern these entities. As a result, the potential for abuse and unwarranted fi nancial gain by private, for profi t companies is possible. The state may want to consider the following issues and their policy implications related to the future authorizations of charter schools. • Evaluating a school district’s capacity to provide the requisite oversight of the char- ter schools they authorize. • Clarifying the oversight responsibilities and authority given to charter school au- thorizing entities. • Requiring all charter schools, prior to the commencement of charter school opera- tions, to execute a memorandum of understanding with the charter authorizing entity that includes specifi c required elements. Orange County Department of Education re Albor Charter School 74 CONCLUSIONS AND RECOMMENDATIONS • Consider the development of regulations and/or statutory direction to charter schools involved in contracting with or transferring charter funds to private, for profi t corporations or other outside agencies created specifi cally to manage charter resources and/or operations. • Review and establish regulations or statutory language that address issues related to the potential of confl icts of interest that arise when relatives of charter school ad- ministrators serve on the charter governing board, or relatives of governing board members are employed by or receive funds from the charter school. • Requiring prior notifi cation to the chartering authorizing agency of all charter gov- erning board meetings. • Developing a mechanism for the CDE or county superintendent to intervene in the operation of a charter school when requests for information, necessary to conduct proper oversight, are either not maintained or made available to the charter autho- rizer. • Delineating the roles, responsibilities, and liabilities of the authorizing entity for situations in which a charter school fails and/or closes. • Requiring the charter school to maintain accurate student attendance and academic records during the period of their operation and to provide for ongoing mainte- nance and availability of records should the charter school cease operations. • Developing an audit guide for charter schools. Assembly Bill 1137, enacted in October 2003, provided new oversight requirements for school districts authorizing charter schools. Specifi cally, Section 47604.32 was added to the California Education Code, to read: “Each chartering authority, in addition to any other duties imposed by this part, shall do all of the following with respect to each charter school under its authority: (a) Identify at least one staff member as a contact person for the charter school. (b) Visit each charter school at least annually. (c) Ensure that each charter school under its authority complies with all reports required of charter schools by law. (d) Monitor the fi scal condition of each charter school under its authority. (e) Provide timely notifi cation to the department if any of the following circum- stances occur or will occur with regard to a charter school for which it is the chartering authority: (1) A renewal of the charter is granted or denied. (2) The charter is revoked. (3) The charter school will cease operation for any reason. (f) The cost of performing the duties required by this section shall be funded with supervisory oversight fees collected pursuant to Section 47613.” Fiscal Crisis & Management Assistance Team CONCLUSIONS AND RECOMMENDATIONS 75 Santa Ana USD Oversight of the Albor Charter School Individual school districts are the primary authorizing entity for charter schools in Cali- fornia. Before the passage of AB 1137, which became effective January 1, 2004, the roles and responsibilities of the authorizing entity to oversee the charter schools were not well defi ned. Even though AB 1137 legislation has clarifi ed the oversight responsibilities of authorizing agencies, school districts and other agencies should review and consider charter petitions very carefully to ensure that the obligations and responsibilities of both parties are clearly defi ned in a memorandum of understanding prior to charter approval. During the 2003-04 school year, the Santa Ana USD became concerned about the fi nan- cial condition and educational programs of Albor Charter School. The district’s Govern- ing Board and legal counsel corresponded with the Albor Director on numerous occasions requesting information and documentation to assist the district in achieving its oversight responsibilities. The documents reviewed by FCMAT indicate that Santa Ana USD discharged its fi scal oversight duties under AB 1137 and Education Code 47604.32 appropriately and diligently with regard to Albor Charter School. However, even with the district properly performing its oversight responsibilities, Albor Charter School did not fully comply, over extended periods of time, with the district's requests. As a result, the district could not prevent the charter school from closing and had little recourse to intervene under current charter school regulations. Oversight by Albor Charter School Governing Board The personnel contracts and Albor Charter School bylaws provided little fi scal oversight authority for the Governing Board members. The board members were often not impar- tial, because they were closely affi liated with Albor’s Executive Director and/or high level administrators of the interrelated companies. Many of the issues identifi ed in this report could have been avoided or mitigated if Albor’s Governing Board had exercised due dili- gence in its governance oversight role. Because most board members were closely associ- ated or affi liated with the charter’s administration, the importance of the fi nancial oversight activities and state compliance may have been overlooked or minimized. The authorizing entity should consider the following issues before approving a charter petition and should include the appropriate language in a Memorandum of Understanding: • The responsibility of charter school boards to review and approve actions by ad- ministrators. • The importance of maintaining board member independence. Orange County Department of Education re Albor Charter School 76 CONCLUSIONS AND RECOMMENDATIONS • The ability of charter schools to nominate or appoint employees as members of a charter school’s governing board. • The need for charter school governing boards to be provided advance review and approval of contracts, cash transfers to related parties, and expenditures exceeding a certain predetermined dollar amount. • The importance for charter school board members to select the school’s auditors and comply with, receive, review, understand, and respond to the audit reports. • The need for charter school board members to receive training regarding their legal and fi duciary responsibilities, and to be held personally responsible for not fulfi ll- ing their fi duciary responsibilities. Fiscal Crisis & Management Assistance Team REPORT REVIEW 77 Report Review On May 17, 2007, FCMAT invited representatives of the Orange County Offi ce of Educa- tion and the Santa Ana Unifi ed School District to attend a meeting at 8:30 a.m. to review the draft of the report and to provide input. The input provided at that meeting resulted in several revisions to the fi nal report. On May 17, 2007, FCMAT extended the same courtesy to Mr. Emilio Vazquez, Executive Director of the Albor Charter School, who was invited to attend a meeting at 11:00 a.m. to review the draft of the report and to provide input. The team waited until noon; however, Mr. Vazquez did not arrive to participate in the review process. Orange County Department of Education re Albor Charter School 78 Fiscal Crisis & Management Assistance Team APPENDICES 79 Appendices Appendix A – Study Agreement Appendix B – Hogan Audit Appendix C – MI-VS/Albor Memorandum of Understanding Appendix D – Fictitious Business Name Statements Appendix E – Sample Brochures Orange County Department of Education re Albor Charter School MANAGEMENT ASSISTANCE TEAM STUDYAGREEMENT March 10,2006 The FISCAL CRISISAND MANAGEMENT ASSISTANCE TEAM (FCMAT), hereinafter referred to asthe Team, andthe Orange County Department ofEducation, hereinafter referred to as the OCDE, mutually agree asfollows: 1. BASIS OFAGREEMENT The Team provides a variety of services to school districts and county offices of education upon request. Based on the passage of Senate Bill 430 and the provisions of Education Code Section 1241.5(c), a County Superintendent of Schoolsmay review or auditthe expenditures andinternal controls of any charter school in his or her county if he or she has reason to believe that fraud, misappropriation offunds,orotherillegalfiscalpracticeshaveoccurredthatmeritexamination.The extraordinary audits conducted bythe countysuperintendent shallbe focusedonthe alleged fraud, misappropriation of funds, or other illegal fiscalpractices and shall be conducted in a timely and efficient manner. TheOCDEhasrequested thatthe Teamprovide forthe assignment ofprofessionalstostudyspecific aspects ofthe MI-Vocational School,Inc.andAlborCharterSchool(hereinaftercollectivelyreferred to asthe Charter). These professionalsmayincludestaffoftheTeam,CountyOfficesofEducation, the California StateDepartment ofEducation,school districts,orprivatecontractors. Allworkshall be performed in accordance with the terms andconditions ofthis Agreement. 2. SCOPE OF THE WORK A. Scope and Obiectives ofthe Study The scope andobjectives ofthis studypursuant to the provisions ofEducation Code Section 1241.5: 1) The OCDE requests the Team to conduct an extraordinary audit of the Charter. Basedontheirreview ofannualauditreports,theOversightReview by Dr. Stephen C. Teele, and per Education Code Section 1241.5(c), the superintendent of the OCDE has reason to believe that fraud, misappropriation offunds,orotherillegalpractices mayhaveoccurred. The review of the Charterwill include but not be limited to the following: a. Confirmation that independent auditor's findings and recommendations for the 2002-03,2003-04, and 2004-05 fiscal yearshave been fully implemented and continue to be enforced. b. A review ofrelated party transactions forall fiscal years,based on Statement ofPosition 94-3 Reporting ofEntities by aNon-Profit, which requires that financially interrelated non-profits need to reflect the activities of the other non-profit. The 2002-03, 2003- 04, and2004-05 independent auditor reports indicate that significant related party actionstook place between MI-VSand 1 Albor Charter School. c. Investigate andreview allaudit findingsidentified inthe 2002-03, 2003-04, and2004-05 independent auditorreports, including supporting documentation. d. Audit allrevenues, expenditures, or transfertransactions that involve funds derived from state, federal orlocal sources, including butnot limitedto student enrollment and attendance, grant or entitlement programs, partnerships,joint ventures, etc. e. Verifythe credentials andcertifications ofcharter staff. Verify compliance with state, federal, andIRSregulations for compensation to employees. f. Verify compliance with stateand federal lawsrelated to charter school operations, including AB 1137,AB 1994, andSB 430, and the California Education Code. g. Verifythe source of fundsused forthe employee compensation. h. Verify student attendance records andreporting. B. Services andProducts to be Provided - 1) Orientation Meeting The Team will conduct an orientation session atthe OCDEtobriefOCDE andChartermanagementandsupervisorypersonnelon the procedures ofthe Team andon thepurpose and schedule ofthe study. 2) On-site Review - The Team will conduct an on-site review at the Charter office andat school sites if necessary; andwill continue to reviewpertinent documents off-site. 3) Progress Reports -The Team will inform the OCDE of material issues as the review is performed. 4) Draft Reports - When appropriate, sufficient copies of a preliminary draft report will be delivered to the OCDE andCharter administration forreview andcomment on aschedule determined bythe Team. - 6) Final Report Sufficient copies ofthe final studyreport willbe delivered to the OCDE and Charter following completion ofthe review. 7) Follow-Up Support - Subsequent to the completion of the study,the Team will meet with the OCDE at their request, to discuss the findings and recommendations ofthe report 3. PROJECT PERSONNEL 2 The studyteam willbe supervisedbyJoelMontero, futerimChiefExecutive Officer,Fiscal Crisis and Management Assistance Team, Kern County Superintendent of Schools Office. The study team may also include: A. Michele McClowry,FCMAT Management Analyst B. Barbara Dean,FCMATDeputy Administrative Officer C. Additional FCMAT Consultants, asneeded Other equally qualified consultants will be substituted in the event one of the above noted individuals is unabl~to participate in the study. 4. PROJECT COSTS The cost for studies requested pursuant to E.C. 42127.8 (d) (1) shallbe: A. $400.00perdayforeachFCMATTeamMemberwhileonsite,conductingfieldwork at other locations, presenting reports, orparticipating in meetings. Costper dayfor outside consultants willbebilled atthe actual dailyrate. B. All out-of-pocket expenses, including travel, meals, lodging, etc. Payments forFCMAT services maybe reimbursed from funds pursuant to EC 1241.5set aside for this purpose. Otherpayments, aswhen deemed necessary, arepayableto Kern County Superintendent of Schools- Administrative Agent. 5. RESPONSffiILITIES OFTHE OCDE and Charter A. TheOCDE andCharterwillprovide officeandconferenceroom spacewhile on-site reviews are in progress. B. The OCDE or Charter willprovide the following (ifrequested): 1) Amap ofthe local area 2) Existing policies, regulations andprior reports addressing the studyrequest 3) Current organizational charts 4) Current andthree (3) prior year's auditreports 5) Any documents requested on a supplemental listing 6) Access to originalcopies of student records, revenue and expenditure receipts andpayments, employee compensation records, etc. C. The OCDE and Charter Administration will review apreliminary draft copyofthe study. Any comments regarding the accuracyof the data presented in the report or the practicability of the recommendations will be reviewed with the Teamprior to completion of the finalreport. Pursuant toEC45125.1(c),representativesofFCMATwillhavelimitedcontactwithCharter pupils. The OCDE and Charter shall take appropriate steps tocomplywith EC45125.1(c). 3 . 6. PROJECT SCHEDULE The following schedule outlines theplanned completion dates forkey studymilestones: Orientation: February 23, 2006 Staff Interviews: To be determined Exit Interviews: To be determined Preliminary Report Submitted To be determined Final Report Submitted To be determined Board Presentation To be determined 7. CONTACT PERSON Please print name of contactperson: Wendy Benkert. Ed.D. Assistant Superintendent, Business Services Telephone (7]4) 966-4229 FAX (714) 662-3570 Date 3/10/06 Date J1~1D. Montero, Interim Chief Executive Officer i!cal Crisis andManagement Assistance Team 4 Albor Charter School (ACalifornia Non-Profit Public Benefit Corporation) Financial Statements and Supplementary Information with Independent Auditor's Report I June 30,2005 , Albor Charter School (A California Non-Profit Public Benefit Corporation) June 30, 2005 CONTENTS J INDEPENDENT AUDITOR' SREPORT 1 FINANCIAL STATMENTS 1 Statementof Financial Position 2 I StatementofActivities and Changes inNet Assets 3 Statementof CashFlows 4 NOTES TO FINANCIAL STATEMENTS 5 SUPPLEMENTARY INFORMATION Schedule ofApportionment J DaysofAttendance 11 Note to Supplementary Information 12 I MANAGEMENT LETTER 13 1 BRADLEYLAKE HOGAN CERTIFIED PUBLIC ACCOUNTANT 401NORTH BROOKHURST STREET, SUITE 202 ANAHEIM, CALIFORNIA 92801 888-767-1040 949-285-1040 Facsimile 714-258-1040 INDEPENDENT AUDITOR'S REPORT GoverningBoard Albor Charter School SantaAna,California I haveaudited theaccompanying statementoffinancialpositionofthe Albor Charter School,(A CaliforniaNon-Profit BenefitCorporation) (the"Charter"), asofJune 30,2005 andtherelated statements ofactivities andchanges innetassets,andcash flowsfor theyearthen ended.These financial statementsaretheresponsibility ofthe Charter's management.Myresponsibility isto express anopinion ofthese financial statements basedonmyaudit. I I conducted myaudit inaccordance with auditingstandardsgenerally accepted inthe United States ofAmerica. Thosestandards requirethat Iplanandperformtheaudittoobtain reasonable assurance aboutwhetherthefinancial statementsarefreeofmaterial misstatements. Anaudit includesexamining, onatestbasis, evidence supportingthe amounts anddisclosures inthe financial statements. Anauditalso includesassessingtheaccounting principals usedand significant estimatesmade bymanagement, aswellasevaluating theoverall financial statement presentation. Ibelievethatmy audit providesareasonablebasisfor myopinion. Inmyopinion,thefinancial statements referredtoabovepresent fairly, inallmaterial respects, the financialposition ofAlborCharter School,atJune30,2005, andtherelated statements of J activities andchanges innetassets, andchanges incashflowfortheyear then ended. Myauditwas performed forthepurpose offorminganopinion onthe financial statements of Albor Charter School,taken asawhole. The supplementaryinformation listed inthetable of D contents ispresented forpurposes of additional analysisand isnotarequired partofthe financial statementsofAlbor Charter School. Suchinformationhasbeen subjectedtothe auditing procedures applied intheauditofthe financial statementsand,inmyopinion, isfairly presented 1 inallmaterial respects inrelationtothe financial statementstaken as awhole. ~o~,£ ij December 12,2005 1 ALBORCHARTER SCHOOL (ACalifornia Non-Profit Public Benefit Corporation) STATEMENT OF FINANCIAL POSITION June 30,2005 ASSETS CurrentAssets Cash and investments $ 815,653 Accounts receivable 456,526 Total CurrentAssets $ 1,272,179 Non-Current Assets Fixedassets, net 686,630 TotalAssets $ 1,958,809 LIABILITES AND NETASSETS Current LiabilitiesfTotalliabilities $ 591,797 NETASSETS Unrestricted 1,367,012 j Temporarily Restricted o Total Net Assets 1,367,012 Total Liabilitiesand NetAssets $ 1,958,809 J 1 The accompanyingnotesareanintegralpart ofthesefmancialstatements. 2 ALBOR CHARTER SCHOOL (ACalifornia Non-Profit Public Benefit Corporation) STATEMENT OF ACTIVITIESAND CHANGES INNET ASSETS June 30,2005 UNRESTRICTED NETASSETS SUPPORT Principalapportionment/State aid $ 4,888,983 Categorical funds 545,650 Lottery 191,996 0 Localrevenues 639,262 Interest 10,036 Total UnrestrictedSupport 6,275,927 Netassetsreleasedfromrestrictions Restrictionssatisfiedbypayments 1,177,798 I Total UnrestrictedSupportand Reclassitifications 7,453,725 EXPENSES Program services Certificated 1,611,655 Classified 577,329 Benefits 819,027 Booksandsupplies 713,857 Service andotheroperatingexpense 2,538,271 Capitaloutlay 1,591,627 J District oversight cost 81,479 Depreciation 157,056 Total Expense 8,090,301 n TEMPORARILY RESTRICTED NETASSETS Federalcontributions 1,177,798 1 Netassets releasedfrom restrictions 1,177,798 Change intemporarily restricted netassets 0 DECREASE INUNRESTRICTED NETASSETS (636,576) NETASSETS, BEGINNINGOFYEAR 2,003,587 NETASSETS, ENDOFYEAR $ '1.367.011 The accompanyingnotesareanintegralpart ofthesefmancialstatements. 3 ALBOR CHARTER SCHOOL (ACalifornia Non-Profit Public Benefit Corporation) STATEMENT OF CASH FLOWS Forthe Year Ended June 30,2005 CASH FLOWS FROM OPERATINGACTIVITIES Decrease inunrestricted netassets $ (636,576) Adjustments to reconciledecrease innetassets to netcash used byoperatingactivities Depreciation expense 157,056 Changes inoperation assets andliabilities Decrease inaccounts receivable 987,288 Increase inaccounts payable 132,969 Netcash providedbyoperatingactivities 640,737 CASHFLOWS USEDFOR INVESTINGACTIVITIES Capitalexpenditures (293,177) NET INCREASE INCASH 347,560 CASH, BEGINNING OF YEAR 468,093 CASH, ENDOF YEAR $ 815,653 J i 1 The accompanyingnotesarean integralpartofthesefInancialstatements. 4 ALBOR CHARTER SCHOOL (A California Non-Profit Public Benefit Corporation) NOTES TO FINANCIAL STATEMENTS JUNE 30, 2005 - NOTE1 ORGANIZATION ANDMISSION Albor CharterSchool(the"Charter") isanon-profitpublicbenefitcorporation.MI-Vocational School petitioned, onbehalfoftheCharter, SantaAnaUnified SchoolDistrictforacharterandwasapprovedby the StateofCaliforniaDepartment ofEducation,onMay 14,2002. TheDistricthasgrantedtheCharter throughJune30,2007. MI-Vocational Schoolisthemanagement companywhosemembersfoundedandprovidesvarious services fortheCharter.Someofwhichincludefacilities,studenttransportation,book andsupplies, andvarious consultingservices. The Charterprovidesclasstohelpindividuals attainahighschooldiploma.The Stateapportionment revenuesgeneratedbytheAverageDailyAttendance(ADA)supporttheCharter.Onepercent ofState apportionment revenuesarepaidtotheSantaAnaUnified SchoolDistrictinagreementwiththeCharterfor oversight. i The Charter's mission istoprovide meaningfuleducationaloptionsbypartnering withthe communityto empower itsstudentstobecomeresponsibleindividualsandlife-longlearnerswhoworkwithintegrityto achievetheirgoalsanddreams.AvolunteergoverningboardgovernstheCharter. NOTE 2- SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Financial Statement Presentation The Charteradopted SFASNo. 117,FinancialStatementsforNot-for-ProfitCharters.Undertheprovisions J ofthisstatement,theCharter isrequiredtoreportinformationaboutitsfinancialposition andactivitiesin threeclassesofnet assets:unrestricted, temporarilyrestricted,andpermanentlyrestricted netassets.The Charterhasnopermanentlyrestricted netassets.Inaddition,theCharter isrequired topresent astatement ofcashflows. Accountinl! Method - Basis ofAccountinl! TheCharterusestheaccrualbasis ofaccounting. Revenuesarerecognizedwhentheyareearned and 1 expendituresarerecognized intheaccountingperiodinwhichtheliabilityisincurred.The fmancial statementswereprepared inaccordance withaccountingprinciplesgenerally acceptedintheUnited States ofAmerica asapplicable tonot-for-profit organizations.Basisofaccountingreferstowhenrevenuesand expensesarerecognized intheaccountsandreported onthefinancialstatements.Basisof accounting relatestothetimingofmeasurement made,regardlessofthemeasurementfocusapplied. Estimates Thepreparationoffinancialstatementsinconformitywithaccountingprinciples generally acceptedinthe United StatesofAmericarequiresmanagement tomakeestimatesandassumptionsthataffect thereported amountsofassetsandliabilitiesatthereportingdate andrevenuesandexpensesduringthereporting period. Actualresultscoulddiffer tromthoseestimates. 5 ALBOR CHARTER SCHOOL (A California Non-Profit Public Benefit Corporation) NOTES TO FINANCIALSTATEMENTS JUNE 30, 2005 Fixed Assets It istheCharter's policy tocapitalize individualpropertyandequipmentpurchasesover$5,000.Lesser amounts areexpensed. Purchased property andequipmentiscapitalizedatcost.Donations ofpropertyand equipment arerecorded ascontributionsattheirestimatedfairvalue.Suchdonationsarereported as unrestricted contributionsunlessthedonorhasrestrictedthedonatedassettoaspecificpurpose.Property andequipment aredepreciatedusingthe straight-linemethod,over3to5years.Leaseholdimprovements aredepreciated overaperiodofnotmorethan20years. Income Taxes The Charter isanon-profitpubic benefitcorporationthatisexemptfromincometaxesunder Section50I (c)(3)oftheInternalRevenue CodeandclassifiedbytheInternalRevenue Serviceasotherthanaprivate foundation. Itisalso exemptfrom statefranchiseandincometaxesunderSection23701(d) ofthe California RevenueandTaxationCode. Accordingly,noprovision forincometaxeshasbeenreflectedin thesefmancialstatements. Cash and Cash Eauivalents Forpurposes ofthestatement ofcashflows,theCharterconsidersallhighly liquidinvestmentswithan initialmaturity ofthreemonths orlesstobe cashequivalents. AtJune30,2005,therewasaninvestment deemedtobe acashequivalent withthecountytreasurerintheamountof$453,244. Unrestricted Deshmated J Designations oftheending fundbalance indicatetentativeplansforfmancialresourceutilizationinafuture period. NOTE 3- CASH ANDINVESTMENTS D Cash atJune30,2005,consistsofthe following: Carrying Amount Deposits Cashonhand andinbanks $362,409 Cashbalances heldare insuredupto$100,000bytheFederalDepositoryInsurance Corporation. AtJune 30,2005, thebankbalance ofAlbor CharterSchooldepositwas$362,409.All cashisheldbyasingle financial institutionforwhichthe amountof$262,409isnotcoveredbyFederaldepositinsurance. 6 ALBOR CHARTER SCHOOL (A California Non-Profit Public Benefit Corporation) NOTES TO FINANCIALSTATEMENTS JUNE 30, 2005 Investments atJune30,2005,heldonbehalfofAlbor CharterSchoolarepresentedbelow: Reported Amount Uncategorized $453,244 Depositswithcountytreasurer Deposits with County Treasurer Deposits withcountytreasurerisanexternalinvestmentpoolsponsoredbytheCountyofOrange. School districts arerequired todepositallreceiptsandcollectionsofmonieswiththeircounty treasurer(Education Code Section41001).Therefore, theOrganizationisconsideredtobean involuntaryparticipant inan external investmentpool. Countydepositsarenotrequiredtobe categorized. i NOTE4-ACCOUNTSRECEIVABLE Accounts receivable atJune 30,2005,consistsofthefollowing: Related Party 434,608 Other 21.918 TotalAccounts Receivables $456.526 J - NOTE 5 FIXED ASSETS Fixed assetsatJune30,2005,consistsofthefollowing: } I Computer andoffice equipment $ 90,155 Leasehold improvements 841.765 931,920 Less:Accumulated depreciation (245.290) Fixed Assets,Net $686.630 Duringthe yearended June30,2005,$157,056waschargedtodepreciationexpense,showingthechange frombeginning accumulateddepreciation of$245,290. 7 ALBOR CHARTER SCHOOL (A California Non-Profit Public Benefit Corporation) NOTES TO FINANCIALSTATEMENTS JUNE 30, 2005 - NOTE6 CURRENT LIABILITES Accountpayable atJune30,2005,consistsofthefollowing: Accounts payable $ 28,154 Current loans/SAUSD oversightpayable 249,527 Salariesandrelatedpayables 68,872 California Department ofEducation Overpayment forEducationally DisadvantagedStudents(EDS)BlockGrant 245.244 Total CurrentLiabilities $591.797 - NOTE 7 EMPLOYEE RETIREMENTS SYSTEMS Qualified employees arecoveredundermultiple-employercontributoryretirementplansmaintainedby agencies oftheState ofCalifornia. CertificatedemployeesaremembersoftheStateTeachers' Retirement System(STRS) andclassified employeesare membersofthePublicEmployees' Retirement System (PERS). A.STRS Plan Descriotion J The Chartercontributes totheCalifornia StateTeachers' Retirement System(STRS);acost-sharing multiple-employer public employeeretirement systemdefmedbenefitpensionplanadministeredby STRS.Theplanprovides retirement anddisabilitybenefitsandsurvivorbenefitstobeneficiaries. I Benefitprovisions areestablished byStatestatutes,aslegislativelyamended, withintheStateTeachers' Retirement Law. STRSissuesaseparatecomprehensiveannualfmancialreportthatincludesfmancial statementandrequired supplementary information. Copiesofthe STRSannualfinancialreportmaybe obtainedfromSTRS, 7667FolsomBlvd.,Sacramento,CA95826. 1 Fundinl! Policv Active planmembers arerequiredtocontribute 8.0percentoftheirsalaryandtheDistrictisrequiredto contribute anactuariallydetermined rate. Theactuarialmethods andassumptionusedfordetermining theratearethoseadoptedbySTRSTeachers' RetirementBoard.Therequiredemployercontribution rate forfiscalyear2004-2005was 8.25percent ofannualpayroll.Thecontributionrequirementsofthe plan membersareestablished byStatestatute.TheCharter's contributiontoSTRSforthe fiscalyears endingJune30,2005 and2004,were$119,632and$128,933,respectively,andequal 100percentof therequired contributions foreachyear. 8 ALBOR CHARTER SCHOOL (A California Non-Profit Public Benefit Corporation) NOTES TO FINANCIALSTATEMENTS JUNE 30, 2005 B. PERS Plan Description The Chartercontributes totheSchoolEmployerPoolundertheCaliforniaPublicEmployees' Retirement System (CalPERS); acost-sharingmultiple-employerpublic employeeretirement system definedbenefitpensionplanadministeredbyCalPERS.Theplanprovides retirement anddisability benefits, annualcost-of-living adjustment,anddeathbenefitstoplanmembersandbeneficiaries. Benefitprovisions areestablished byStatestatutes,aslegislativelyamended,withinthePublic Employees' Retirement Laws.CalPERSissuesaseparatecomprehensiveannual[mancialreportthat includesfinancial statementsandrequiredsupplementaryinformation. CopiesoftheCalPERS' annual financialreportmaybe obtainedfromtheCalPERSExecutiveOffice,400P Street,Sacramento,CA I 95814. Fundin!! Policy Activeplanmembers arerequired tocontribute7.0percentoftheir salaryandtheCharter isrequiredto contribute anactuarially determined rate.Theactuarialmethodsandassumptionsused fordetermining theratearethoseadoptedbythe CalPERSBoardofAdministration. Therequiredemployer contributionrate forfiscalyear2004-2005was9.95percent ofannualpayroll.Thecontribution requirementsoftheplanmembers areestablishedbyStatestatute. TheCharter's contributionsto CalPERS forthefiscalyearsendingJune30,2005and2004were $50,085and$95,427,respectively, andequal 100percent oftherequired contributionsforeachyear. J c. OnBehalfPayments The StateofCalifornia makes contributionstoSTRSandPERSonbehalf oftheCharter.These paymentsconsistof StateGeneralFundcontributionstoSTRSintheamountof$2,728 (2.28percentof salariessubject toSTRS).No contributionsweremadetoPERSfortheyearendedJune30,2005. 1 Underaccounting principles generallyacceptedintheUnited StatesofAmerica,theseamountsareto be reported asrevenues andexpenditures,however,guidancereceived fromtheCaliforniaDepartment ofEducation adviseslocal educationalagenciesnottorecordtheseamountsintheAnnual Financialand BudgetReport.These amounts alsohavenotbeenrecorded inthese[mancialstatements. 9 ALBOR CHARTER SCHOOL (A California Non-Profit PublicBenefit Corporation) NOTES TO FINANCIAL STATEMENTS JUNE 30, 2005 NOTE8-RELATEDPARTY The ExecutiveDirector/Founder oftheAlbor CharterSchoolisalsotheFounder/Chairman ofMI- Vocational School(MI-VS). MI-VSisanon-profit corporationanddoesnothave anyowners.Forthe 2004-2005 fiscalyear,MI-VSpaidvariousexpensesonbehalfoftheCharter. MI-VSreceived reimbursement onamonthlybasis orwhencashwasavailable.Reimbursementexpenses amountedto $5,953,797 forthefiscalyear.Expensespaidbythe ChartertoMI-VSasavendor amountedto$5,519,189 forthefiscalyear. Albor Charter School's fmancialdecisionsaremade withthecollaborationoftheschools administrators anditsgoverning board whichdoesnot controlMI-VS.Theaccountingdepartment verifies thatall invoicesareaccurate, theydosobyverifying withthepersonthatplacedtheorderthattheproduct andor servicewasreceived bytheschool. Areceivable intheamountof$434,608hasthesubstance ofprepaid expenses,but ispresented asareceivable. I A Memorandum of Understanding governs the transactions between the parties. MI-Vocational School Seotember30.2005* Seotember30.2004 Assets $ 2,920,855 $ 1,568,591 Liabilities 443.533 312.700 Net Assets 2.477.322 1.255.891 Revenues 5,736,506 4,305,866 Expenses 5.068.958 3.542.425 J Net Income $ 667.548 $ 763.441 *Unauditedfmancialstatements. I Asper StatementofPosition 94-3ReportingofRelatedEntitiesbyaNon-Profit Organization, whenthe reporting entitydoesnotcontroltheothernon-profitagencyconsolidationisprohibited, howevercertain information isprovided onthe organizationasshownabove. Substantivetesting onMI-Vocational 1 School's activitywasperformed andaccountbalances weretestedandconfmned asofJune 30,2005. Transactions wereconsidered tobe objectiveandreliable, thereforemyopinion onMI-VSactivityis consistentwiththerules andregulations governing arm-lengthtransactions. 10 ALBOR CHARTER SCHOOL (A California Non-Profit Public Benefit Corporation) SCHEDULE OF APPORTIONMENT DAYS OF ATTENDANCE JUNE 30, 2005 Second Annual Period Report R.!?E.0rt SECONDARY ru:n Regularclasses 12.S....Z8 i 1 The accompanying notesarean integralpart ofthesefmancialstatements. 11 ALBORCHARTERSCHOOL (A California Non-Profit Public Benefit Corporation) NOTE TO SUPPLEMENTARY INFORMATION JUNE 30, 2005 NOTE I-PURPOSE OF SUPPLEMENTARY SCHEDULE Schedule ofApportionment Davs ofAttendance Apportionment daysofattendance areameasurementofthestudents' progressthroughtheprogram. Thepurposeofattendance accounting, tromafiscalstandpoint, istoprovide thebasisonwhich apportionments of State fundsaremadethroughthe SantaAnaUnified SchoolDistricttoAlborCharter School. n J I 1 12 BRADLEYLAKE HOGAN CERTIFIED PUBLIC ACCOUNTANT 401NORTHBROOKHURSTSTREET,SUITE202 ANAHEIM,CALIFORNIA92801 888-767-1040949-285-1040Facsimile714-258-1040 December 12,2005 TotheBoardofDirectors Albor Charter School SantaAna,California o Inplanning andperforming myauditofthe [mancialstatementsoftheAlbor Charter School(the "Charter") fortheyearendedJune30,2005, IconsideredtheCharter's internalcontrolstodetermine my auditingprocedures forthe purposeofexpressinganopiniononthe [mancialstatementsandnotto provide assuranceontheinternalcontrol. However, during myauditIbecame aware ofseveralmattersthatareopportunities forstrengthening internalcontrolsandoperating efficiency. Ialsoreviewedprioryearcomments byyourprevious auditors andupdatedthestatusoftheircomments below.Ihavesummarizedmycomments and suggestions regardingthosemattersbelowaswell. Ihaveconsidered eachofthesepoints inpreparing my reportdatedDecember 12,2005 onthe financialstatementsoftheCharter. Iwillreview thestatusofthesecomments duringmy nextauditengagement.Ihavealreadydiscussed many ofthese comments andsuggestionwithvariouspersonnel,and Iwillbe pleasedtodiscussthese comments inimplementingtherecommendations. Thecomments aresummarizedasfollows: J CURRENT YEAR FINDINGS ANDRECOMMENDATIONS Findinl! Itwasnoted duringthecourse oftheaudit,Albor's financialstatements,theUnauditedActual,that were senttothe statehad inconsistencieswiththecurrentyearandprioryearauditreports,however for 1 different reasons. Thebeginningbalances forthefinancialstatementsusedinpreparingthe State's copy I ofthe financialstatementsdidnot agreetotheprioryearauditreport. Recommendation The Chartershould continuetoemphasizeaccountingcontrolsforfinancialstatementadjustmentand presentation. The chartofaccountsshouldbereviewed. Refinethe accountnamedescription to effectively recordtransactions andprovide efficientreporting inascertaining thenumbers. Makesure the [mancialstatementsincludeallauditjournal entriesproposed andaccepted intotheaudited[mancial statements. Providereconciliationofbeginningbalances onallaccountswithprioryearauditreport. 13 LEASEHOLD IMPROVEMENTSIEQUIPMENT Finding Duringourtesting ofleasehold improvementsandequipmentinventory, Inotedthattheequipment listingdidnotcontain alltherequired elementsaslistedbelow. Recommendation TheCharter shouldensure thatitsfixedassetlistingscontainthe followingelementstocomplywith Education CodeSection35168: A. Adescription B. Charter identification C. Acquisition dateandoriginalcost D. Funding source E. Location F. Ultimatedisposition G. Original cost H. Method ofdepreciation I. Accumulated depreciation 1 I PRIOR AUDIT FINDINGS Finding It wasnotedduring thecourse oftheaudit.thecharteringDistrict tookAlbor's [mancialstatementsand createdtheUnauditedActual thatweresenttothestate.Theamountsincluded inthe State's copyofthe [mancialstatementsdid notagreetotheUnauditedActualprovided fortheaudit. Recommendation The Chartershouldmakesure thefinancialstatementssenttotheStateagreewiththe financial J statementsweareprovided toaudit. Current status I Implemented. 1 I Finding MI-Vocational School(MI-VS)doesnothavecurrentauditedstatements,thus wearenot abletogeta trueunderstanding oftherelationshipbetween AlborandMI-VS. Recommendation MI-VS,Albor,andotherrelated partynon-profit shouldissueconsolidated [mancialstatements,per StatementofPosition94-3. Thestatementsshouldthenbe audited, inordertoobtainatrue understanding ofhowthe organizationasawholefunctions. 14 Charter ResDonse The Chartermaintainsthattherelatedparties shouldnotbe consolidated andbekeptseparate. The interrelatedtransactions aresufficientlysegregatedandtherelevanceorvalueexcluded fromthe consolidation isconsidered tobe immaterialbymanagement. Managementfurtherbelieves that consolidating thecompanieswouldgivetheappearance thatthecompaniesarenot separateentities. FurthermoreAlbor duesnotcontrolMI-VS. Finding Albor overstated thenumberofstudentsthatqualifyfortheEducationally Disadvantaged BlockGrant. Thisresultedina$245,244 adjustment,increasingaccountspayableandabatingthe staterevenue. Recommendation Albor needstogetsomedirection fromtheCounty ofEducation ongettingthestudentcountforthe Educationally Disadvantaged accurateprior tosendingtheamountstotheState. Current Status Implemented. Finding The reconciledamountofcashdoesnotagreetothefinancialstatementsbyapproximately $11,000. Recommendation TheCharter shouldreconcilethebankbalance toagreetothefmancialstatements. Current Status J Implemented. I Thisreportisintendedsolelyfortheuseofthe GoverningBoardoftheAlbor Charter Schoolandits management andisnot intendedforanyotherpurpose. Pleasecallmeifyouhaveanyquestionsor wouldlikeassistance inimplementingtheserecommendations. 1 Sincerely, ~ ~~o~i CertifiedPublicAccountant 15 MEMORANDUM OF UNDERSTANDING BETWEEN MI-VOCATIONAL, INC. AND ALBOR CHARTER SCHOOL FOR SCHOOL OPERATION AND ADMINISTRATION This agreementis enteredinto asof December 10.2004. by andbetween MI-Vocational,Inc.,a California nonprofitpublicbenefitcorporation, and its affiliate,AlborCharterSchool, a California nonprofit public benefitcorporationanda charter school, with respecttothe following facts: A. MI-Vocational, Inc.,("Parent Company") was formed forcharitablepurposes, includingadvancing the vocational andtechnicaleducationand training ofyoung men andwomen,andmanaging, operating, guiding. directing andpromotingcharter schools. B. Albor CharterSchool("Affiliate") was formed by Parent Companyasan affiliatednonprofitpublic benefit corporation toholda chartergranted by the Santa Ana UnifiedSchoolDistrict to operateAlbor Charter School. C. Parent Companyemployeesarespecially trained, experienced,andcompetent tosupport the operations ofAlbor CharterSchool. D. Affiliate desirestomemorializeits understanding with ParentCompanyregarding theprovisionby Parent Company ofcertaineducationaland administrative services, andthepayment by Affiliate therefore. In its operations, Affiliate utilizes the services 9fParent Company forhumanresources administration, accounting. curriculumlicensing,technology services, andgeneral administrativesupport. ) NOW, THEREFORE, THE PARTIESAGREE AS FOLLOWS: 1. ParentCompany's Responsibilities. Parent Company agreestoperform andprovide Affiliate with administrative services,facilities,curriculum and instructional materials,financial administrationand reporting, purchasing, technologyservices, and persormel administrationandinstructionalprogram asmay be necessary for theoperationoftheschool. All services, facilities, andinstructionalprogram support provided pursuant ~othisAgreementshall be subject to the control,supervision,direction andpoliciesof the Affiliate. Subjectatalltimesto theoversight and authority oftheboardofAffiliate ("BQ~d"), Parent Company shall takesuchactionsasare necessary or desirable toproperlyandefficientlyoperate Affiliate on behalf of theboard,consistentwith federal and state lawand subjecttothe termsand conditionsofthis agreement and thecharter. 2. GovernanceResponsibilities.Parent Company shall be responsibleforthe administrationofthe governance activitiesoftheAffiliate. Such tasks shall include,butnotbe limitedto: (a) Preparingandmaintaining aschedule of allmeetings oftheAffiliate Board, its committees and subcommittees,includingmaintenance of an armualcalendar,inaccordancewith the articles andbylawsofAffiliateandits approved charter. (b) Arrangingmeetingsandconference calls ofthe Boardandcommitteesofthe Affiliate. (c) Preparingagendasfor allmeetings of the Board andcommitteesof theAffiliate. cO> [: (d) Preparation of minutes of such meetings. Following approval of minutes, maintain records :-.: . and distribute periodically to Affiliate summaries of actions taken. .... -1- Agreement MI-VSACS Riv120904 (e) Handle recordkeeping and administration ofexpensereimbursement requests. (f) Notice meetings in accordance with legal orAffiliaterequirements. (g) Prepare, file and update all reports requiredofcharterschoolsunder California law orother applicablelaw, including, but not limited to, (i) thereportsrequiredtobe filedwith Affiliate's charteringauthority and the county superintendent ofschools(including,without limitation, preliminarybudgets, interim finanCialreports, andfinalunauditedreports); (ii) auditreports, (iii)reports of financial transactions, (iv) "Roster" filings,and(v)Secretary ofState statementsand notices. (h) Solicit and maintain oaths ofoffice ofAffiliatedirectors. (i) Maintain and file records ifrequired under thePoliticalReformAct following adoptionby Affiliateof a conflict of interest code. (j) Prepare, distribute andupdate periodically aPoliciesandProcedures Manual and a GoverningDocuments Notebook forcurrent andnew Affiliatedirectors and staff/consultants. (k) Maintain the official records pertaining to governanceoftheAffiliate andrespond topublic records requests with respect tosuch records, subjecttothe directionof the Secretary of the Affiliate. (I) Recommending policies for school operations,whichare consistent with the charter and federalandstaterequirements. .. ,; 3. FinancialAdministration. Parent Company shallberesponsibleformaintaining the budgetingand financial records of the Affiliate. Parent Company's duties for the financial administration of Affiliate shall include, but not be limited to the following: (a) Establish and maintain achartof accounts fortheAffiliate,as approvedby the Boardof Affiliate. (b) Withrespect to financial statements, meet generallyacceptedaccounting principl_~§. (c) Inaddition to its obligations under Section2(g)above,provide the Affiliate Board withan annualbudget, in reasonable detail, forthe schoolpriorto theopeningof theschool each year,for considerationand approval by the Affiliate Board. ParentCompany's expenditures on behalfof theschool shall not, in the aggregate, deviatemateriallyITomtheapproved budgetwithout notice to theAffiliate Board. If actual revenues fallbelow thoseprojectedin the budget, Parent Company andtheBoard shall adjust thebudget to offsetsuchrevenueshortfalls. If revenues exceed projections,Parent Company and theAffiliate Boardshalladjustthebudget to allocate such revenues. Parent Company shallmaintain annualbudgetinformation,including actual and projectedexpenses, commencing with Affiliate's2003-2004fiscalyear. (d) Providepurchasing services forsupplies andexpenses. (e) Providecash and management services utilizingAffiliate-selected banking and other financialinstitutions. () (f) Prepare financial statements on"a monthly basis and submit them to the Affiliate's Board upon Affiliate's request. .~ 2 Agreement MI-VSACS (g) In addition to its obligationsunder Section2(g) above)coordinate preparation ofannual financial audits with auditor selectedbyAffiliate and submit audited financial statements tothe Affiliate's Board upon Affiliate's request. " (h) Coordinate ongoing communicationsbetween Affiliate and Santa Ana Unified School District. (i) Enter into contracts forgoods andservices for Affiliate, andmonitor andsupervise activities of contract vendors. G) Maintain allpupil attendancerecords andprepare allcertificates anddocuments necessary under applicable law toqualify Affiliatefor apportionment. (k) Apply onbehalf of Affiliate forstate and federal categorical funding, grants, and reimbursement ofstate-mandated costs forwhichthe school maybe eligible; providedthat Affiliate shall cooperate with ParentCompanyin the preparation ofmaterials andrecord-keeping required forsuch applications. 4. Student Recruitment. Inconsultationwith Affiliate,Parent Company will develop aplan for recruitment of students to Affiliate. 5. Curriculum License. Parent Companywillprovide Affiliate with the standard curriculummaterials used by Parent Company for its charterschools. Parent Company will also incorporate changesto the curriculum materials as requiredby Affiliatet<?-.meethte legal requirements of State and local governments. ) 6. Educational Services. Parent Company will provide Affiliate with educational services ih support ofthe academic operations of the School. These serviceswill includebut arenot limited to: in-service , training for teachers on instructional methods,computerskills, andcurriculum usage; guidance and policies for student and faculty actionsanddiscipline;oversight forprogram quality andsuccessmetrics (including, without limitation, theAcademicPerformance Index applicable to Affiliate); andSchool administration training andsupport. 7. Human Resources Administration. Parent Companywill assistAffiliate with allfacel$ofhuman resource administration. This will includebut is notlimitedto: job description development,job postings, interviewing, hiring, personnel policy development,andbenefit plan administration. ParentCompany shall be responsible, subject tothe oversightoftheAffiliate Board, forrecruiting, screening,selectingand retaining qualified certificated andnon-certificatedstaff forthe school. Consistent withAffiliate's status as the exclusive employer of school employeesforcollectivebargaining purposes, ParentCompanyis delegated responsibility fornegotiating withallemployeesregarding terms and conditions ofemployment; provided that any agreements negotiatedshallbe subjectto final approvalby the Affiliate Board. In addition,ParentCompanywillhavetheauthority,consistentwithstatelawandsubjecttotheapprovalof the Affiliate Board)to select theprincipaloftheschool. Inaccordance with thepolicies adoptedbythe Affiliate Board, Parent Company shallsupervisetheprincipal andhold her orhim accountable forthe success of the school. " 8. Facilities. Parent Company shall be responsible for the acquisition and maintenance of facilities u for the Affiliate, and negotiation of the tenns and conditions under which facilities will be provided to Affiliate under the terms of Proposition 39 by the charter-granting agency. The cost of such facilities shall be aproper charge against the school. In the ~ven~Parent Company provides facilities, which are owned or leased by Parent Company, a separate lease shall be entered into between Parent Company and Affiliate. 3 Agreement MI-VSACS 9. Technolo~ Services. Parent Company will provide Affiliate with allofthestandardcomputers, seIVers, networks,andsoftware used by Parent Company in its charter schools. Theseservices include: purchasing andsupplyingall educational and administrative hardware andsoftwareusedbyAffiliate. In addition, ParentCompanywill provide all installation andmaintenance supportservicesforalleducational and administrativehardwareand software usedby Affiliate. Local technicalsupportandday-to-day operations willbeprovidedby the Affiliate staff. 10. GeneralAdministrative Support. Parent Company will assist Affiliate inestablishingits administrative supportservices. Areas ofassistance will include, but arenot limitedto:generalsecretarial support, travelmanagement,insurance contracting, and general business services. ParentCompanyshall bear all expensesincurredin connection with the instructional program andemployeestobe provided under this agreement,including: (a) Charges for any services or expenses of independent consultants employed by Affiliate whether or not provided under this agreement. (b) Allorganizational expenses ofAffiliate, including, but notlimitedto,meetingexpenses, compensationofits employees, and license andother fees, printing oforganizationalreports, stationeryandrelated clerical activities. (c) Allexpensesin connection withbanking andthe making orservicingofinvestments. (d) Anyservicesormaterials providedby the charter-granting agency,includingbut notlimited to specialeducationservices andmaterials. Responsibilities of Affiliate. The Affiliate shall be responsible for: ) 11. '" (a) adoptingpolicies to guide the schoolwhich are consistent with thecharterandgivingpolicy directiontotheprincipal; (b) consideringand annually approving abudget for the school; (c) meetingonaregular basis toconduct thebusiness of thecorporation; - (d) cooperatingwith Parent Company in the operation of theschoolinaccordancewith the termsofthisagreementand thecharter; (e) complyingwith applicable provisions of state and federallaw. 12. TermofAgreement:Compensation: Termination. (a) Term. This Agreement shallbe effective forthe 2004/2005 academicyear,beginningJuly 1,2004 andendingJune 30, 2005; thereafterthe Agreement shall automaticallyrenewfortwo additionalacademicyears, unless terminated earlierby either party: . (i) Uponwrittennotice tothe otherparty postmarked no laterthansixty(60)daysprior tothe endofanacademicyear; or (ii) Iftheparties cannot reach agreement on the amount ofcompensationmethodof paymentor U . , ; scopeofservicesto be provided by Parent Company of eachyear thisAgreementis ineffect, ',... . theAgreementshall automatically-lerininateonthe following June30. , " 4 Agreement MI-VSACS (b) Compensation~Affiliate shall pass through toParent Company: (i) allrevenues received fi-omlocal, stateand federalagencies,eitherbased upon the Average DailyAttendance ("ADA") ofpupils enrolledat AlborCharterSchoolor otherwise; and (ii) allrevenue Affiliates receives from anyother source,including,but notlimited to, philanthropic contributions. Affiliate shallpassthrough all revenues to Parent Companywithinten (10)daysthat therevenues are made availabletoAffiliate. (c) Termination for Cause: Affiliate. Affiliatemay terminatethisagreementupon a material breachofthe terms and conditions of this agreementby ParentCompany;provided that priorto suchaterminationAffiliate gives Parent Companynot lessthan60dayswritten notice of its intent to terminate,approved by the Affiliate Board, togetherwithadescriptionofthe alleged breach. ParentCompanyshall thenhave areasonable opportunity tocureprior toanytermination becoming effective. No such termination shallbe effectiveuntilthe charter andany other agreementsordocuments governing operation ofthe schoolandAffiliate are amended; the parties shallcooperatein making suchchanges asmaybe required,orthecharteris terminated or surrendered. Termination orspecific performance shallbe theexclusiveremedies forbreachofthis agreementbyParent Company, except forthebreach ofanyobligationtomakemonetary payments onbehalfoftheschool. (d) Termination for Cause: Parent Company. ParentCompanymayterminate this agreement upon amaterialbreach of the terms and conditionsofthisagreementbyAffiliate orother substantialchangein conditions; provided thatprior tosuchaterminationParent Company shall give theAffiliate Board not less than 60dayswrittennoticeofits intenttoterminate togetherwith adescriptionofthe alleged breach or changed conditions. The failureof theAffiliate Board to adoptorto timelyconsider approval ofreasonablepersonnelpolicies,curriculum programs, budgetsorto takeother actionsrecommended by ParentCompany,whichParent Company considersnecessary for implementation ofthe charter,shallbe consideredamaterial breach ofthis agreement. Asubstantial changein conditions shall include:(1)anymaterialreduction in the fundingfortheschool in comparison to the fundingfortheprior fiscalyear;or(2) e~~~tmentor otherchangein federal, state orlocal law, including ajudicial oradministrativedeciSIonwhichhas amaterialadverse effect on the ability of ParentCompanytooperatetheschool. In the eventof terminationbyParent Company, Parent Companyshall cooperatewith Affiliateto effect changes in thecharterand any other agreements ordocuments governingoperationofthe school so asto permitAffiliateoranother qualified organization to assumeresponsibilityforallof Parent Company's futureobligations; provided thatParentCompanymayelectto terminate orsurrender the charterif itdetermines, in its sole discretion, thatAffiliateiseitherunableorunwilling to assumesuchresponsibility orpermit atransfer ofParent Company's responsibilities within a reasonableperiod. (e) Termination by Either Party. Either partymay alsoterminatethisagreement should the Affiliate's charter ever be terminated or surrendered;providedthatprior tosuch termination, that partygivesthe other party not less than 60dayswritten noticeofits intentto terminate, approved by theAffiliateBoard. (f) Disposition of Assets on Termination. Except as otherwise agreed between the parties in writing, Parent Company shall retain ownership of all property and equipment provided to the school un.der this agreement. Upon termination, in the event the school is to continue operation, .t" 5 Agreement MI-VSACS Affiliate shall have aright to acquirealloftheproperty and equipment provided byParent Company, other than the curriculummaterials and otherintellectualproperty of ParentCompany, based upon the depreciated valueofsuchproperty, orthebuy-out cost ofleased property, whichever is greater, asof thedate oftermination. 13. Liability. (a) Unless inconsistent with theAffiliate's charteror applicablestate or federal law,it isthe / intent of the parties that Affiliatebe responsible foritsown debts and obligations. Nothinginthis agreement shall be construed asimposingonParentCompany anyliability arising outofthe operations ofAffiliate except assuchliabilitymay result from theprovision of servicesbyParent Company toAffiliate. ParentCompanyis actingsolely as the agent of Affiliate in performing services under this agreement. (b) Affiliate agrees to defend,indemnifyandhold Parent Company, its employees, officers, directors and agents, free andharmlessagainstany liability,loss, claims, demands, damages, expenses and costs (including attorneysfeesandother costsoflitigation or other proceedings)of every kind or nature arising in anymannerout ofthe performanceby Affiliate ofits obligations under this agreement, exceptanylossordamage causedsolelyby the negligence orwillful misconduct of Parent Company. ParentCompanyagreestodefend, indemnify andholdAffiliate, its employees, officers, directors andagents,freeandharmlessagainst any liability, loss,claims, demands, damages, expenses andcosts(includingattorneys fees andother costs of litigationor other proceedings) of everykind ornaturearising in anymanner out ofthe performance by Parent Company ofits obligations underthisagreement,exceptsuchloss or damage caused solelybythe negligence or willful misconduct ofAffiliate. 14. Assignment. This agreement maynotbe assignedby either"partywithout the consent oftheother party. 15. Confidentiality. Parent Company agrees to comply with the applicable provisions of state and federal law concerning pupil confidentiality, and shall be considered an agent of the Affiliate for such purposes. 16. Notices. Any notice required or permitted to be given under this agreement shall be ih writing and either delivered personally to the other party or sent by first class mail, postage prepaid, to: Parent Company: 1125 E. 17ThStreet, Suite E-208 Santa Ana, CA 92701 Affiliate: 1125 E. 17ThStreet, Suite E-201 Santa Ana, CA 92701 Notices shall be effective upon delivery,oronthe dateindicated in thenotice, whichever is later. Either partymay change the address towhichnoticesmaybe sent atanytimebyproviding the otherpartywith written notice of the new address. " 0 17. Attorney's Fees and Costs. In the event that an action or proceeding is instituted to enforce any u provision of this Agreement. the prevailing party shall be entitled to its court costs, interest and reasonable attorneys' fees as fixed by the court. , or 6 Agreement MI-VSACS 18. Binding Arbitration. Any controversyor claim arising out ofthisAgreement,orthebreach thereof, shall be settled by arbitration in accordance with the Commercial ArbitrationRulesofthe American Arbitration Association, andjudgment upon the awardrenderedby theArbitrator(s)maybe entered in any courthavingjurisdiction. 19. Governing Law. This Agreementshall be governed by and construedin accordancewith the laws of the Stateof California. 20. Authoritv to Contract. Eachpartywarrants to the other that ithastheauthority toenter intothis agreement, thatit is abinding andenforceableobligation of said party, andthatthe undersignedhas been duly authorized to execute thisagreement. 21. Severability. If anyprovision ofthisagreement is held by acourtofcompetentjurisdictiontobe invalid, illegal, orunenforceable byreasonof any rule of law orpublic policy,allotherprovisionsof this agreement shall nevertheless remainineffect. No provision of thisagreementshallbe deemed dependent onanyotherprovision unless soexpressed herein. 22. Entire Agreement. This agreement contains the entire agreement between the parties and shall supersede any and all prior agreements between the parties, including but not limited to the Memorandum ofUnderstanding, datedMay 10,2002. The parties acknowledgeandagreethat neitherof them has made any representations with respect to the subject matter of this agreement, or any representation inducing the execution and delivery hereof, except such representations as are specifically set forth herein, and each of the parties hereto acknowledges that it has relied on its own judgment in entering into the same. .'. 23. Modifications. No modifications can be made to this agreement without the approval of the Parent Company Board and the Affiliate Board. IN WITNESS WHEREOF, the parties have executed this agreement as of the day and year first written above. MI- VOCATIONAL, INC. Its: Astrid Riebe, Vice-President ALBOR CHARTER SCHOOL By: Its: Peter Sole, Chairman Of The Board .- ,. 7 Agreement MI-VSACS . / ,/ TOMDALY w CLERK~ECORDER " ~ MC CENTERPu2A. ROOM106 ' "."': ~~~~~~_.. ___FIC;W~~~N~~~~~~~~~~l~~~~~. ... _00 00'.. . . ~ 1CTJ110UBSUSINESNSAME(S) Buslnen Phone ( I A e R ) EACO , DE : ) (P I HO -, NENUMBER) (OpUonal) I ~ A !-t~~ &.B~~~, SERV1CES '.. , r- I ,'1':I'"FI~I~~TY;-~;-" '~,-N-~ ~~rit::e~.~;. ~e~le~~st Previ~~~ No~ r Change : 2 "ADDRESSOPF'RlNCIPAL PLAC O E FBUSINES'S' ' '. (Do NOT u~e'a P.O. Boxor a P.M.B.) : I 1235 W,Town &Country Rd. # 2113 IORANGE :(California ~3 iFULL NAME OFREGISTRANT (1) PEDRO SOLE I: (IfCorporatione.nterCorp.name) ~~':) ._ . __:~~TREET.~D~SS) Q}. ... .. (CITY). _ . . : IfCorporation ILLC State ofIncorporation or organization: ! ' 111235W. TOWN &COUNTRY RD. #2113 'IORANGE 'ICalifom!a, . .:, 9~~~ :1 RES'IOENTlAUCORPA.DDR~SS(DONOT'USEAP.O.BOX) (CllY) (SlATE) (ZIPCODE) (+ FOUR) ~ FULL NAME'OF REGISTRANT (2) , (IfCorporation, enter Corp. name) IfCorporation IL.LCState ofIncorporation or organization: " , , I..; ICaJjf~rn,ia :107. :-1 :RESIDENTiALJCORP.ADDRESS (DONOTUSE AP.O. BOX) (CITY) (STATE) (LiPCODE) (. FOUR) J ( ~CHECKON'E'ONLY) Th~'busines~ i~~nducted'bY (:".~nindividu~1002~ge'~~rol partn~'~hi~--'r ~li~it~dp~er~hiP! ".; "to:;; r an unincorporated association otherthana partnership r co-partners ('"a business trust ('" a corporation I ~ ! r husband andwife (':.jointventure ('" limited JiobilityCo. rOther-Specify , ' "5"1.1..H-,-AV_E YO .. Us'TP . J . nEDDoj"N . GBusiNEssYEr? . r. No.. r Yes IfY'~~'I~serthtedate~~~started:(II " "-", . , , . 6 Ilf RegIstrant IsNOTacorporation, sign below: ;IfRegistrant is a Corporation, sign below: ..... - . Signature ~"" CorporalionNarne Signature andTitle . . PrintName PrintNameandTille Ideclare thai allinformaliorl inthis statement is true Ideclare that allinformation inthisstatement is true and correct. (Aregistrant who declares as true information and correcl (Aregistrant who declares as true infonnation which he Of'she knows 10be false isguilty ofa crime.) which he Of'she knows to be false Isgu;ty ofa crime.) . . _" . . no.. . . _ .. I I .. . _.. ~. .. 0._. ... . NOTICE: THIS FICTITIOUS NAME STATEMENT EXPIRES AVE YEARS FROM THE DATE ITWAS FILED INTHE OFFICE DF THE COUNtY CLERK-RECORDER. ANEW FICTITIOUS BUSINESS NAME STATEMENT MUST BE ALEC BEFORE THAT DATE. THE FlUNG OF THIS STATEMENT DOES NOT OF ITSELF AUTIiORIZE THE USE INTHIS STATE OF AFICTITIOUS BUSINESS NAME INVIOLATIONS OF THE RIGHTS OF ANOTHER UNDER FEDERAL, STATE. OR COMMON LAW (SEE SECTION 14400 ET SEa.. BUSINESS AND PROFESSIONS CODE). (THIS FEE APPLIES ATTHE TIME OF FlUNG) Recorded in Official Record~. Orange County FILING FEE 523.00 FOR ONE BUSINESS NAME Tom Daly, Clerk-Recorder $7.00 FOR EA~H ADDITIONAL BUSINESS NAME $7.00 FOR EACH ADDITIONAL PARTNER AFTER IDIUlIDIDIWllilm1li1DMII01123.00 FIRST TWO 2004600682059:52am11/05/04 o 75 67 F01 23.00 0.00 0.00 0.00 0.00 0.00 .'" --.--... /, Recorded inOfficial Records, Orange County Tom Daly,Clerk-Recorder " TOM DALY NGE COUNTY CLERK-RECORDER IIDllmIDIIDIIIDlIIIIIIUI23.00 ~).- IVICCENTER PLAZA. ROOM 106 ~;::" 2004699922910:45am 09/02104 P ST OFFICE BOX238 78 :50F01 S NTA ANA. CA 92702-0238 23.00 0.00 0.00 0.00 0.00 0.00 , . . ~ FICTITIOUSBUSINESS NAMESTATEMENT . To ensure a prompt and accurate record ofyour filing,type or print in black inkonly. DONOTABBREVIATE. ...-..----......-.. -..--...- -- ....- --...- --..........--,.,-. .. FictitiousBusIness Name(s) (optional) .MARY:: crBEI STEWAR..T PR.0D UC:T70N'S BusinessPhoneNo.(_) o 1A. 18' New Statement Relile-List Previous No. D Change Street Address, City &State ofPrincipal place ofBusiness City State ZipCode ::;: (Do NOTuse a P.O. Boxor P.M.B')/235 \M, ToWN.It. COUlVn'2.y 120(. #Z1/3 Of2A# t:;Q.9Z.6? Fullname 01Registrant (IICorporation. enter corporation name) IfCorporation/L.L.C. I / 'PeDR.o SOLe S o t r a o te rg o a f n I i n z c a o ti r o p n oralion Res.lCorp. Address (00 NOT use a P.O. Boxor P.M.B.) City State ZipCode /235 W, TO VV'}....I R Cou tJ'772 y 12, #2//3- O/2AN'E" CA. 7'c.l?C Fullname of Registrant (IICorporation. enter corporation name) IfCorporatlon/LL.C. State ofIncorporation .. ororganizatfon Res.lCorp. Address (Do NOT use a P.O. Boxor P.M.8.) City State Zip Code ..,. "' Fullname of Registrant (IfCorporation. enter corporation name) IICorporalion/LL.C. State ofIncorporation ororganization Res.lCorp. Address (Do NOT use a P.O. Boxor P.M.B.) City State ZipCode .. (CHECKONE ONLY)This business isconducted by an individual ( )a general partnership ( )a limitedpartnership 4. ( ) an unincorporated association other than a partnership ( )a corporation ( )a business trust ( )co-partners ( )husband and wife ( )joint venture ( )LimitedLiabilityCo. ( )Other Specify. Have you started doing business yet? NOTICET:HISFICTITIOUNSAMESTATEMENETXPIRESAVEYEARFHO.MTHEDATE.!T WASFILEDINTHEOFFICEOFTHECOUNTYCLERK-RECORDEARH,EWFlCTmOUS yes_.... _' Insertthedate youstarted: BUSINESNSAMESTATEMENMTUSTBEFILEDBEFORETHADTATET.HEFJUNGOFTHIS 5. ..--. -. - .....-.------..._._._- STATEMEDNOTESNOTOFtnElF AUTHORIZTEHEUSEINTHISSTATEOFAFICTITIOUS No4_ BUSINESSNAMEINVIOLATIONOFTHERIGHTSOFANOTHERUNDERFEDERALS,TATE. ORCOMMONLAW(SEESECTION14411ETSEa.,BUSINESASNDPROFESSIOCNOSDE). IfRegistrantisNOTacorporation.signbelow: IIRegistranItSacorporationa,nofficerotthacorporationsignsbelow: 6. IfRegh;tranitsalimitedliabilitycompanya. manageorranofficer sionsbelow. :::::ucti:-=cEr ..s_:_._..._.. ._. .. ...-.. -"'liiriiled UablJltyCOmpanyNamalCorporatlonName 'PEDRo SOLE --- -"" - - ----(Type -0I"Piiiii""Nanii,------- _.._. Signature and nUe 01OfliclI<orManager IdeClare thatWIinlormlldot1lt'1thisstatement Istrue andCOttect. Ideclare that all,nlo'ma'ion in''''s stal."",,,t istrue 1St""Cntree!. (Aregistrllnl whododato.s as tn.oeInformation whiChheorshe knows'0be (Aregistrant whodeclares as true information whichheor heknowstobe 'al$o Isguilty of IIa1me.) false isguiltyofacrime.) Prinl orTvoeOtllcot'slManaoefs Name and TItle (THIS FEE APPLIES ATTHE TIME OF FtllNG) FILINGFEE$23.00 FORONEBUSINESSNAME. O. $7.00 FOREACHADDITIONALBUSINESSNAME. ~. ........ S7.00 FOREACH ADDITIONAL PARTNER AFTERFIRSTTWO. PROVIDE-ASELF-ADDRESSED.STAMPED.RETURNENVELOPEIFMAilED. ~ F059-Flc:titl'ous8us.Stmt(.R\2102) WHITE-CLERK.RECORDER'SCOPY;PINK-SANK,NEWSPAPERANDREGISTRANT ," . / / / TOM DALY .. CLERK-RECORQER PlAZA.ROOM106 BOX238 92702-0238 FICTITIOUS BUSINESS,NAME STATEMENT' TYPE ALLINFORMATION AND DO NOT ABBREVIATE OUS BUSINESS NAME(S) - Business Phone Ie) I (Optional) (AREA CODE) (PHONE NUMBER) A IPAUL KRANEN &BRITION PRODUCERS I i r ChMge 1A;FILINGTYPE: r. New Stat~ment r Refile-:Ust Previous No. 2' ADDRESSOFPRINCIPALPLACEOFBUSINESS (Do'NOT'usaa P.O..Boxora P.M.B.) .. ij1235 WTOWN &COUNTRY~RD # 2113 IORANGE [California "{9286B -[ (STREET ADD ) (CITY) (STATE) (ZIPCODE) (+FOUR) ; 3 : FULLNAMEO~REGISTRANT(1) . IPEDRO SOLE !! (IfCorporatIOenn.terCorp.na IfCorporation IL.L.CState of Incorporation ororganization: P 235WTOWN 8.COUNTRY~D # 2113 (ORANGE fCalifornia 19286B -( REStDENTIALlCORPA.DDRESS(DONOTUSEAP.O.BOX) (CITY) (STATE) (ZIPCODE) (+FOUR) FULLNAME"OFREGISTRANT (2) (IfCorpOration. enter Corp. name) IfCorporation IL.LC State of IncorporatIon or organization: -[ .. (California I . I RESIDENTIAUCORP.ADDRESS (DONOTUSEAP.O. BOX) I .(CITY) (STATE) (ZIPCODE) (i-FOUR) O ":"':':~iCHECK ONEONLY)' This business is co~ducted by r. onindividual r agenero.!partnership r a limitedpartnership . . . I onunincorporo.tedassociation otherthana portnership (""co-portners r a business trust r a corporation "-' i ("" (""husband andwife r jointventure (""LimitedliabilityCo. rOther-Specify r r. 5 HAVEYOUSTARTED DOING BUSINESS YET? No' rYes IfYes. Insertthe date youstarted: I I J a ;6 IfRegistrant i.sNOT ~orporatlon. sign ~Iow: 1"ifRegistrant is a CorpOration. sig~ 'below: Corporation Name - - Signature Signature and Tille PrintName Print Name and Tille Idedare that allinformation Inthis statement is true 1declare that all information in this statement is true and correct. (Aregistrant who declares as true information and correct. (Aregistrant who declares as true information which he or she knows to be false is guilty ofa crime.) which he or she knows to be false is guilly ofa crime.) NOTICE: 1MIS FICTITIOUS NAME STATEMENT EXPIRES FIVE YEARS-FROM 1ME DATE tTWAS FILED INTHE OFACE OF THE COUNTY CLERK-RECORDER. ANEW FICTITIOUS BUSINESS NAME STATEMENT MUST BE FILED BEFORE THAT DATE. THE FlUNG OF THIS STATEMENT DOES NOT OF ITSELF AUTHORIZE THE USE INTHIS STATE OF AFICTITIOUS BUSINESS NAME INVIOLATIONS OF THE RIGHTS OF ANOTHER UNDER FEDERAL. STATE. OR COMMON LAW(SEE SECTION 14400 ET SEO.. BUSINESS AND PROFESSIONS CODE). (THIS FEE APPL!ES AT THE TIME OF FI1.ING) FlUNG FEE S23.OOFOR ONE BUSINESS NAME Recordedin Official Racorda, Orange County S7.00 FOR EACH ADDITIONAL BUSINESS NAME Tom Daly, Cler1c.-Recordor $7.00 FOR EACH ADDITIONAL PARTNER AFTER FIRST TWO IIlMUUll\1111Y1I\\t\iUra1\M\llmnI23.00 2004600145410:10a0m9J20J04 7~ 12f>F01 ....,"' 23.00 0.00 0.00 0.00 0.00 0.00 .- 0 ,;I .' -- Course ID00 10 ............................. 130hours Nursing Fundamentals Course ID00 11 Pharmacology. ................ ...................... 56 hours Course ID0020 Medical-SurgicalIntegumentary 26 hours Course ID00 12 Nutrition 20 hours Course ID0021 Medical-Surgical-Cardiovascular 33 hours Course ID00 13 Gerontology ............................. 25 hours n I-.Im ",~\"1 Course ID0022 Medical-Surgical-Respiratory 36 hours I" i~J ;!.I~ Course ID0024 Medical-Surgical Genitourinary ....................28 hours Course ID0023 Medical-SurgicalMusculoskeletal 24 hours Course ID00 15 PsychologyMentalHealthNursing 24 hours Course ID0014 Maternity. .......................................... 27 hours Course ID.0025 .................. Me~ical-Surgical Gastrointestinal 36 hours Course ID0026 Medical-SurgicalNeurosensory 35 hours " U 1[1liJI n "fIli Course ID00 16 Growthand Development 15hours 1f)T' ~''''~(I iJj'1 I~.J Course ID00 17 Pediatrics. .......................................... 18 hours Course ID0027 Medical-SurgicalEndocrine 35 hours " 'I~ ~I r.'1mAn. Course ID00 18 leadershipand Supervision 26 hours I I ~ I I COURSEOUTUNE J Course DescrlpUon: I HealthSaeenlng I oHlstoryand PhysicalexamsIndlcaUngno TheVocaUonaNiursing course Integrates restrtctlons Inperforming nursing duUes(must classroom InstrucUon, skillslabpracUceand be completed bythe end offtrstmonth of clinical experience to r}ve students the class) necessaJ] knowledge and skillbase to pass the oCurrent ImmunizationsIncluding1I:1B. National Coundl Ucenslng ExamInatIon for PracUcai Nurses (NCLEX-PN) '~f~:ffm"11("~r.p~ r'~I,rl-11! f r,-.1iifPtlir rfii' -.. " 1J1 II V N "' \' ,,' .-., " .. t.... '; c-, r;.-. . .. 8 ... ~ .8J VCOXCATIONAIL N..'-~-.l , U ' . J : ~ '" "', "..-. N .'. ' " ( " . G , '.. ',,, ,,,'.,,\ , , . ' &, ',"., i .:; ' COMPE1PJ.lECVYAUJATION IPIUGWiJ UponsuccessfuclompleUonofthiscourse. thestudentwillQ.uallftyotaketheState UcenseExam. n~[; ombm~~ ':f;/:J ~~~ ~ WIlt9)~ I I (!]j I (i1OO)~ -~ Theory Clinical CNA010 Introdudlon 2 0 RTS011 2 SKL012 RInetseirdpeenrstso'nRaligShkbi..!,5.. ...... .. ...... .... .. .. ....... .. .. .... . '.' 62 0 PMC014 PreventionManagement of 3 Catastrophe and Unusual OccurrencE! .......... ....... .... ..... 1 BME015 BodyMechanics 4 9 MSA016 MedicalandSurgicaAl sepsis..' .............................. 4 10 W&W017 WelhtsandMeasures 2 1 PSC018 Resl~ent Care SkIlls ...................................... 28 48 PCP019 Resident Care Procedures' ................................... 7 20 VTS020 Vital Signs. ..............::::.':.'::.':.'.':.'.':.'.':::.'::.'.':.':.'.'.'.':.': 3 6 I NUT021 Nutrition 2 6 EME022 3 Emergency' Procedures' ...................................... 2 RHA024 Logn-TermCarePatlen.t.".................................... 7 4 O&C025 8 D&D026 ~~:~~~~~e~dr~h~rtlng. ~ 9 RFE027 DeathandDying ........................................ 2 0 Final Examination ~"Review'..... .. ... .. ... .. ...... ..... .. ... 10 0 129 TotalHours................:::::::::::::::::'.::::'.::::::'.:::: 88 CEmFlCATlONREQWREMENTS HEALTHSCREENING TobecomeaCNA,APPLICANTSMUST: -Beatleast16yearsofage -Medicalhistoryandphysicaelxamination -Meetthepre-screeningreQuirements I I -TuberculosisscreeningPPD/MANTOUXskin I test-ifpositiveChestx-ray SUBMrTTOATCSUPONENROUMENT I -An application CNAapplicantsmaynothaveanycontactwith -Fingerprints residentsuntiltheyobtainareportthat -Fee confirmsthereisnohealthhazardfor any -Complete training inanATCS-approved positiveskintest(withorwithoutachestx~T program(minir!ll,U1;LIPSfOhours), ' '.-C;;u - /" ~ MEDICALASSISTANPTROGRAM Course Description Module 4 :Human Anatomy and Physiology II Clock Hours Credit Hours ProgramObjective Module 1:Administrative Medical AssistingI DayIEvening Day IEvening Thisprogramisdesignedto preparestudentsforentry- Clock Hours Credit Hours 80 4 levelpositionsasamedicalassistantinclinicaland Day / Evening Day / Evening BodysystemscontinuationC: ardio-vasculaBr.lood. administrativeduties. Theprograms'sfocusisto provide 60 3 Immunesystem(AIDSR).espiratorsyystem.Digestive knowledgeandunderstandingofthehumanbody's systemU. rinarysystemM. alereproductivesystema.nd anatomyandphysiology.aswellascommonpathology. Relateterminology.bioethics.medicalethics.medical- Femalereproductivesystem. BasicMedicalTerminologyistaughtbyrelatingit to the legalaspects.andhistoryof medicine.interpersonal Module 5 :VItal SIgnsand Nutrition clinicalenvironment.Thisclassprovidesstudentwith communications.psychology/personablehavior. Clock Hours Credit Hours skillsnecessaryfor routingdiagnosticlaboratory confldentialio/.receptionenvironment.appointment procedures.understandingmedicationadministration. control. recordmanagement.professionalism.and Day IEvening Day IEvening entry-levelskillcompetencyreQ.uiredforassistingin telephonecommunications. 40 2 routingpatientexaminationandminorsurgical procedures.Inaddition.studentswillgainknowledgeof Module 2 :Administrative Medical Assisting II Studentwilllearnthebasicconceptsofvitalsignsand theirimportanceinmedicine.Temperaturep.ulse thelegalandethicalresponsibilitiesintheirscopeof Clock Hours Credit Hours respiratoryfreQ.uencayr.terialbloodpressurew. eight. practice. Uponsuccessfulcompletion.studentswillhave Day / Evening Day / Evening heightandbodymassindex(BMI)willbetaught.Basic theknowledgeandtechnicalskillto obtainentry-level 60 3 dietaryguidelinest.hefoodpyramid.physician-ordered employmentinmedicalclinics.hospitals.HMOs. diets.andpatientexercise. chiropacticoffices.andrehabilitationcenters. Graduates Relatedtechnology.operatingacomputerinmedical - will receiveaMedicalAssistantDiploma.EKGCertificate. practice.officemanagementeQ.uipmentt.hepatient's :;;: . InjectionCertificate.BloodWithdrawalCertificate.and medicalrecord.medicalcareexpenses.basic CPRHealthCareProvidercard. bookkeepingprocedures.collectiononoverdue accounts.healthinsurance.Medicalinsuranceclaims (preparationandprocessing).medicalbilling procedures.banking.andgeneralmanagementduties. Module 6 :Specimen Collection and Module 3 : Human Anatomy and Physiology I Laboratory Procedures Clock Hours Credit Hours Clock Hours Credit Hours DayI Evening Day IEvening DayIEvening DayIEvening - 80 4 80 4 Studentwillgainknowledgeofrelatedterminology. Themodule'sfocusistoteachthestudentsthe anatomyandphysiologyO.SHAandCLIAregulations. organizationofthebody.generapl lanofthebody. laboratorysafeo/s.tandardprecautionsa.septicconcepts. Theprogramisdividedintonineseparatemodules. locationsandpositionsa.reasandregions.conceptof biohazardsafeo/s.terilizing/disinfectiningstrumentsb.asic startingwithanymoduleandcontinuinginseQ.uence homeostasisb.odysystemsI:ntegumentarsyystem. diagnosticlaboratoryeQ.uipmeanntdmicroscope. untilallninemodulesaresuccessful!c)o'mpleted. MusculoskeletsaylstemS. enseorgans.andEndocrine. Collectionandhandlingofcapillaryandvenousblood Studentsparticipateinanexternshipafterpassingall9 samples(phlebotomy)b.acteriaslmearsandcultures. modules. urine.sputum.andstoolspecimens. AdmissionsOffice Computer Courses MedicalPrograms ToenrollInAIborCater School Isaseasyas: COMPUTERREPAIRSPEaALISCTElmFlCAlEPROGRAM MEDICAl.ASSISTANT _ Thisprogramcombinesclassroomwork This program will provide the student with the basic 1.Filling out the student enrollment application. I in the fundamental principals of knowledge and skillsneeded to be able to perform the 2.Taking theplacement test. computers with extensive hands-on lab followingoccupationalduties: 3. Attending theorientation. sessionsusingmodern equipment. The .Reception/schedulingpatients. Yourparticipation intheorientation isvery important because program provides an overview and .Manual /computerizedbilling. you will be receiving detailed information about what Albor fundamental principals of computers, .Simplebookkeeping. Charter Schooloffers. computer software, Windows .PerformEKGevaluation. operating systems, and computer .Performvenipuncture. TRANSCRIPTS hardware. .Administrationofmedication. IfyouattendedaschoolintheU.S.youcanpersonallyrequest .Collect specimens. COMPUTEROFfICESPEaCAELIRSTTlRCAlE thecreditsor youcanfillouta formandwewillfaxyourold PROGRAM. .Collect pertinentdatafrompatients schooltherequest. Thisprogram prepares the studentfor anentry-level position as (historiesv,italsigns) a software specialist from a group of core courses. The .Performsimplelab tests(urinalysis, Ifyouattended aschool inanother country, transcripts canbe program is designed to teach I :~--.-- bleedingtime). students the skills to become a mailed to us,or faxed. We suggest you bring them at the .Operate equipment such as beginning ofthequarter. specialist intheMicrosoft Office. . centrifuge,microscopeandEKG. Applications are widely used in .Assist physician and patients for SOIEDlI.E both small and large businesses. physicalexaminations. Students will learn the tools to Itwill be assigned according to the placement testresults,the credits that you have brought and the schedule most manage andorganize databases, convenient for you.Ifthe student wants to transfer, there must reports, create business cards, NURSEASSISTANT be a justified reason. Youcanobtain thetransfer permit at the letters,charts,business admissionsoffice. presentations, invoices,etc. Thiscoursewillprovidethestudentwiththebasicknowledge and skillsneeded to be able to perform the following LEAVEOFARSENCE:Ifyouaregoingtobeabsentformore WEB GRAPHICSPEaALISCTERTlRCAlPEROGRAM occupationalduties: .Collect specimens. than10days,youshouldinformtheteacherandmustfillouta Thisprogram prepares thestudentstodevelop aweb presence LeaveofAbsenceRequest. for businesses,organizations, and data management through .Admit,transferanddischargepatients. thedevelopment ofaweb site.Studentswill learn how toreach .Checkvitalsigns. .Nutrition/diet. OIANGE OFINFORMAT1ON: an audience and communicate ideas. The program includes .Specialskincare. If the student makeschanges in basicandadvanced software skills,developing amission,goals, .Entriesonpatientchart. his/her name,address,or phone and thepromotion and maintenance ofaweb site. number, the admissions office NElWORKSSYSTEMSSPEaALIST shouldbe informed immediately. MEDICAl.SECRETARY CERTlRCAlEPROGRAM. Thiscoursewillprovidethestudentwiththebasicknowledge Thisprogrampreparesthestudentforanentry-levelpositionas and skillsneeded to be able to perform the following aninformationsystemsnetworkadministrator,oneofthehighest occupationalduties: demandemploymentneedstoday.Thecertificateprogramin .Medical Transcriptions INFORMATION: NetworkAdministrationhelpsyoudeveloptheskillsyouneedto .Receptionist/schedulingpatients. AdmissionsOffIce useandto manageand supporttoday'snetworkingproducts .Manual/computerizedbilling. andtechnologies. Monday to Friday 7:30am - 7:00pm .Simplebookkeeping. You will learn to increasenetwork performance,enhance Tel.(714) 560-1568 .Filingandbookkeeping. networkfunctionalityandincreaseuserproductivity. Fax.(714) 560- 1574 .Medical insurance/ICD-9, CPT-4 TheNetworkAdministrationcourseshelpprepare studentsto qualifytotakecertainMicrosoftcertificationtests. INFORMATION: AdmissionsOffice