Resolution 14342CITY OF ALAMEDA RESOLUTION NO. 14342
AUTHORIZING ACCESS TO TAX RECORDS AND
DOCUMENTS TO CITY'S LEGAL COUNSEL PURSUANT
TO CAL. REVENUE & TAXATION CODE SECTION 7056(b)
WHEREAS, the City, through its City Attorney, has retained the law firm of
Holland & Knight LLP to represent it in a dispute with the California State Board of
Equalization ( regarding the allocation and payment of certain sales tax
revenues owing to the City pursuant to the Bradley -Burns Uniform Local Sales and
Use Tax Law (Cal. Rev. & Tax Code §§ 7200, et seq.) (the "Act"); and
WHEREAS, pursuant to that representation, litigation has been commenced
by the City against the SBOE for violation of the Act and is presently pending in
the Superior Court of California for the City and County of San Francisco as Case
No. CPF -09- 509234 ( "the Lawsuit "); and
WHEREAS, section 7056(b) of the Revenue and Taxation Code ( "RTC ")
provides, in pertinent part, that: "When requested by resolution of the legislative
body of any ... city, ... the board [SBOE] shall permit any duly authorized .
person designated by that resolution, to examine all of the sales or transactions
and use tax records of the board pertaining to the ascertainment of those sales or
transactions and use taxes to be collected for the ... city ... "; and
WHEREAS, in order for Holland & Knight LLP and its consultants (including.
Albin C. Koch, Esq.) to assist and represent the City in the Lawsuit, the City has
agreed to authorize certain lawyers, staff and consultants working with Holland &
Knight LLP to have access to, and examine and use all sales or transactions and
use tax records whether held by the SBOE or the City pertaining to the
ascertainment of the sales and use taxes at issue in the Lawsuit that are properly
due the City; and
WHEREAS, City wishes to provide access to all such tax records otherwise
confidential under RTC Section 7056 to certain lawyers, staff and consultants at
Holland & Knight LLP:
NOW, THEREFORE, BE IT RESOLVED by the Council of the City of
Alameda that:
1. Pursuant to RTC Section 7056(b }, the City hereby provides, and
requests the SBOE to provide, access to the lawyers, staff and consultants
working with Holland & Knight LLP on the Lawsuit to examine and use all
confidential records and data of the SBOE pertaining to the ascertainment of the
sales and use taxes collected or to be collected by the SBOE that are the subject
of the Lawsuit.
2. In order to identify each person to whom access to records is to be
provided pursuant to RTC section 7056(b), the City Attorney shall maintain a list of
all lawyers, staff members and consultants of Holland & Knight LLP who will be
given such access pursuant to this Resolution;
3. Pursuant to RTC section 7056(b)(1), the City hereby certifies that:
(A) The City, though its City Attorney, has an existing contract
with Holland & Knight LLP to examine the aforementioned sales and use tax .
records in order to effectively advise and represent the City in the Lawsuit;
(B) The City's contract with Holland & Knight LLP requires that
Holland & Knight LLP shall disclose confidential taxpayer information contained in,
or derived from, the aforementioned sales or transaction and use tax records only
to:
(i) officers, employees or other duly authorized representatives of the City; or (ii)
parties in the Lawsuit and the Court in the Lawsuit, but only to the extent
reasonably necessary in order to pursue the Lawsuit on behalf of the City and only
to the extent authorized by the Court in the Lawsuit.
(C) Under the City's contract with Holland & Knight LLP, all
lawyers, staff members and consultants of Holland & Knight LLP working on the
Lawsuit are prohibited from providing California state sales and use tax consulting
services to any retailer during the term of the City's contract with Holland & Knight
LLP, to the extent that such agreement is not prohibited by Rule 1 -500 of the
California Rules of Professional Conduct.
(D) Under the City's contract with Holland & Knight LLP, Holland
& Knight LLP is prohibited from retaining the confidential taxpayer information
contained in or derived from the aforementioned sales and use tax records after
that contract has terminated.
4. The records and information to be provided to Holland & Knight LLP
shall be used solely for the purpose of pursuing the City's claims against the
SBOE that are the subject of the Lawsuit and for no other purpose, and shall be
returned to the City after the contract has terminated.
1, the undersigned, hereby certify that the foregoing Resolution was duly and
regularly adopted and passed by the Council of the City of Alameda during the Regular
Meeting of the City Council on the 10th day of June, 2009, b the following vote to wit:
y g
AYES: Councilmembers deHaan, Gilmore, Matarrese, Tam
and Mayor Johnson - 5.
NOES: None.
ABSENT: None.
ABSTENTIONS: None.
IN WITNESS, WHEREOF, I have hereunto set my hand and affixed the official seal of
said City this 17th day of June, 2009.
Kara Weisiger, Ci
City of Alameda