TO: AC Transit Board of Directors
FROM: Linda A. Nemeroff, Board Administrative Officer/District Secretary
SUBJECT: Board Policy 123
ACTION ITEM
AGENDA PLANNING REQUEST: ☐
RECOMMENDED ACTION(S):
Title
Consider the adoption of Resolution No. 25-039 regarding compensation for the members of the Board of Directors, reimbursement for expenses and amending Board Policy 123 (Compensation for Directors) by the repeal of Resolution No. 10-053.
Staff Contact:
Linda A. Nemeroff, Board Administrative Officer/District Secretary
Aimee L. Steele, General Counsel/Chief Legal Officer
Body
STRATEGIC IMPORTANCE:
The action presented in this report has no strategic significance.
BUDGETARY/FISCAL IMPACT:
There is no budgetary or fiscal impact associated with this report.
BACKGROUND/RATIONALE:
State law governing director compensation under Public Utilities Code Section 24908 has evolved over time through several legislative actions. Originally, the statute (1955; amended 1982) set director compensation at $100 per authorized meeting, up to a maximum of $500 per month, and allowed reimbursement for necessary travel and personal expenses.
Subsequent legislation has modified these provisions. Assembly Bill 490 (2007) authorized a flat compensation rate of $1,000 per month for directors who meet specified attendance requirements and allowed annual adjustments to that compensation under certain conditions. Senate Bill 1318 (2010) clarified that eligibility for the $1,000 monthly stipend requires attendance at all scheduled and noticed regular board meetings in the month it is claimed. Most recently, Assembly Bill 1141 (2025) further amended Section 24908 to require that any adjustment to Board compensation take effect on the first day of a new fiscal year.
The proposed resolution updates the District’s policies to conform with AB 1141 and removes inconsistencies within Board Policy No. 123 regarding director compensation and expense reimbursement. In addition, Resolution No. 25-039 retains existing language concerning the treatment of standing committees in determining compensation should the Board decide at some point in the future to reinstate standing committees.
ADVANTAGES/DISADVANTAGES:
Adopting Resolution 25-039 will ensure that the District’s compensation and reimbursement practices for Board directors are fully aligned with current state law, improve policy clarity, and maintain transparency and consistency in the administration of director compensation. There are no disadvantages to approving the staff recommendation.
ALTERNATIVES ANALYSIS:
There are no practical alternatives to the course of action recommended in this report as the provisions of Board Policy 123 are governed by statute.
PRIOR RELEVANT BOARD ACTION/POLICIES:
Ordinance 15 - Enacted November 14, 2007
Resolution No. 10-053, Enacted November 17, 2010
ATTACHMENTS:
1. Resolution No. 25-039 and Related Exhibits
2. Current Board Policy 123
Prepared by:
Linda Nemeroff, Board Administrative Officer/District Secretary
Approved/Reviewed by:
Aimee L. Steele, General Counsel/Chief Legal Officer
Chris Andrichak, Chief Financial Officer
Linda A. Nemeroff, Board Administrative Officer/District Secretary