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4. Advisory Board Meeting - December 21, 2016

Advisory Board Meeting Minutes

Wednesday, December 21, 2016

The MetroWest Regional Transit Authority (MWRTA) Advisory Board met on Wednesday, December 21, 2016 at 11:03 am, at 15 Blandin Avenue, Framingham, MA, at the call of

Joe Nolan, Advisory Board Chair/Wayland.

In attendance were:Edward Carr/MWRTA Administrator, Patrick Moynihan/MWRTA General Counsel, Joseph Nolan/Wayland/Chair, Ed Burman/Ashland, Cheryl Tully Stoll/Framingham,

James Errickson/Natick, Jay Marsden/Holliston, Brian Herr/Hopkinton, Ellen Gibbs/Wellesley, Jack Hunter/Hudson, Kathleen Bartolini/Southborough, Nick Milano/Marlborough.

Not in Attendance: Susan Stocker/ Disabled Community, Craig Hughes/Dover, Harold Rhodes/ Milford - Alternate, William Buckley/Milford, James Gorman/Sherborn, Betsey Boyd/Weston, Debra Galloway/Sudbury.

MWRTA Consultant/CFO: John Glynn.

MWRTA Staff:Eva Willens/Deputy Administrator, Carl Damigella/Outreach Coordinator, Joy Glynn/Staff Assistant.

Kiessling Transit:Roger Kiessling, Chuck Curran.

Chairman Joe Nolan, presiding, declared a quorum was present. A role call of members present was done and the meeting was called to order at 11:00 am.

Minutes of the previous meeting:

A motion was made by Joe Nolan: Approval of minutes from the last Advisory Board Meeting of August 5, 2016.

Second.The vote was unanimous.

Public Questions/Comments:

A request was made by Joe Nolan for any public comments from the audience.

With no comments being expressed, the meeting continued.

Administrator’s Report:

Vietnam Veterans Monument Dedication

Mr. Carr advised the board that a successful dedication ceremony took place at the Vietnam Veterans Monument on Sunday, November 27^th, to honor those from MetroWest who gave their lives during the war.The names on the monument represented the sacrifice of 61 families from MetroWest who lost love ones in Vietnam.

Board members congratulated Mr. Carr and staff on a very well attended ceremony, for the planning that went into the event (which included the landing of a Black Hawk Helicopter at the MWRTA facility), and for what you did for the families.

Mr. Carr expressed a great debt of gratitude to Senator Spilka for her efforts and assistance to obtain the funding for this project.This bodes well for the history of MetroWest.

As an off-shoot of this event, the MetroWest Veterans community has asked to hold a pinning ceremony at MWRTA headquarters on New Year’s Eve from 3 – 5 pm recognizing the service of MetroWest residents in Vietnam.There will be a press release next week. This is a nationally generated ceremony by the Federal government, whereby officers of the Massachusetts National Guard (which is the area partner to the Federal government) will pin the commemorative pins on the Vietnam Veterans who wish to be recognized.

CTPS Contract

Mr. Carr reported that the CTPS contract has been executed.This contract should be very meaningful to Authority member communities (in particular Milford, Hudson, and Wellesley). This process allows us to streamline and take a professional look at how the MWRTA is providing service on our routes.The resulting data will provide a huge benefit to us in determining how we can improve and be more productive on our route performance.Funding for this Planning Project in the amount of $46,000.00 has been provided by the state and must be used before June 30, 2017.

Nick Milano/Marlborough arrived at 11:05 am.

Commuter Rail Station / Framingham Intermodal

Mr. Carr reported that work is progressing on the expanded parking lot project with most of the drainage in. Completion of the 200 space lot is expected to be completed by Spring.

CNG Project

Mr. Carr stated that the facility is in need of an operator. MWRTA has been negotiating with an operator, however more capital funding from the state to reduce the risk for the operator is necessary in order to close the deal.

Title VI Program

FTA is requesting the ethnicity identity of the Advisory Board. Forms are enclosed in the meeting packets and Board members were requested to submit the information as soon as possible.

Kathy Bartolini/Southborough arrived at 11:15 am.

New Business:

Advisory Board Approval of Purchase of 22-24 East Street

Patrick Moynihan, MWRTA General Counsel presented to the Board the solicitation process followed in seeking property in close proximity to the Blandin Avenue facility, primarily for the purpose of storage of vehicles and other like uses.One bid was received for property located at 22-24 East Street , which is adjacent to 15 Blandin Ave. The parcel is approximately 26,000 square feet with one residential building which houses 3 apartment units.

In accordance with the statute, MWRTA is required to obtain an independent appraisal and review appraisal of the property.The first MWRTA appraisal came in at $465,000 for the land and building. The seller’s own appraisal was $655,000.The independent review appraiser concluded that our initial appraisal for $465,000 is likely a true reflection of market value for the property, but taking into consideration that the property is directly adjacent to the MWRTA facility, the value of this property from an investment standpoint increases up to 25% above the appraised value, or approximately $580,000.The review appraiser felt that the $655,000 seller’s appraisal was high and could not be supported by comps or anything of that nature. Upon sharing this information with the seller in negotiations, the sale price came down to $600,000.MWRTA has obtained concurrence with FTA and MassDOT at that price and we are now seeking Advisory Board concurrence and approval to proceed with the purchase of the property.

The Administrator advises the Board that acquisition of this contiguous property will allow us to move forward with the CNG process given that the space is already cramped. Board members asked whether there was any contact with the residential abutters over the acquisition.The Administrator responded that the Authority is very active with the neighbors and have a good relationship with them.Under current ownership, the property we are proposing to acquire is in bad shape and that upon purchase this property by the MWRTA will be cleaned up much like Blandin Avenue.The neighbors have been supportive and are aware of what we are planning to do.

Board members inquired as to whether there were any plans to utilize the building. The Administrator responded that no decision on the house has been made as of yet; everything is wide open at this point.

In response to questions from Board members concerning zoning, the General Counsel responded that the property is zoned Central Business District.In response to questions and concerns raised about the residential tenants currently occupying the apartment units, the General Counsel stated that there is a requirement under the purchase and sale agreement that all tenants be out before the MWRTA takes possession. Assurances have been made by the seller that the tenants will vacate the property by the 1^st of January.There is also a commercial landscaper tenant who is expected to vacate the property by the first or second week of January.We are less concerned about the landscaper given that commercial tenants are easier to evict than residential tenants.

In response to a question concerning available funds to purchase the property, the Administrator stated that cash flow is not an issue in that we have a $750,000 line of credit that will be used for this purchase in anticipation of the sale of the 37 Waverly Street property.

After further discussion concerning the unique value of the property to the MWRTA and the fact that the seller is likely to sell the property to another buyer if the MWRTA does not act, the general consensus was that while this purchase may not be a bargain, it is in the best interest of the Authority to proceed.

A motion was made by Brian Herr:Advisory Board of the MWRTA authorize the purchase 22-24 East St. in the amount of $600,000 from Belleast LLC as presented.

Second. The vote was unanimous.

Approve Updated By-Laws

The Administrator presented the revised By-Laws stating that they were amended to include a change in our address, the business hours, and language with regard to posting requirements under the new open meeting law.

A motion was made by Jay Marsden: Approve the Updated By-Laws.

Second.The vote was unanimous.

Audited Financial Statements from MWRTA Independent Auditor Roland Lambolot

John Glynn, MWRTA Consultant/CFO presented the Audited Financial Statements FYE 6/30/2016. He stated that in keeping with the statute, the auditor renders a clean opinion that the financial statements are presented in accordance with generally accepted accounting principals.In the auditor’s opinion, the statements are presented fairly in all respects with those required by auditing standards.

In response to a question concerning the depreciation schedule, the CFO stated that MWRTA would be writing off our assets quicker and that the Authority uses the standards established by the general accepted accounting principals for governmental auditing (for example, our vehicles have a 5 year life) and we are within the guidelines.

The Administrator responded to a Board member question regarding ridership, stating that some ridership declined when the downtown hub was moved to the Banana Lot. Due to its proximity to the railroad tracks and the “weeds”, that general area has a high crime rate. Once the Framingham Intermodal becomes more established, it will bring in commuters for both bus and rail service.The Authority has hired a retired Framingham police officer to monitor security in the area, which has been an enormous assistance.Our goal is to fix public transportation’s broken window and have it be a major contibutor to the desired improvements in the downtown area. The Board complimented the Authorty’s efforts in this regard.

In response to a Board member regarding pension liability and OPEB (Other Post Employment Benefits), particularly retired employee health insurance benefits, the CFO responded that health insurance is not incorporated, as health insurance for retireees is not part of the plan or calculation noted in the audit.MWRTA is a member of the Framingham Retirement Board and the pension encompasses retirement, disability, cost of living adjustments and death benefits.MWRTA pays health insurance for current full time employees and does not pay health insurance for retirees as part of this pension plan from the Framingham Retirement Board.We are not in any other plan.

In response to Board member comments and questions as to how retiree health insurance is provided, the Chair suggested that the retiree health insurance discussion be tabled for a future meeting when more information is available.

Motion made by Jay Marsden: To approve the Audited Financial Statements as presented.

Second.The vote was unanimous.

MWRTA Title VI Program/Civil Rights

Administrative staff made a presentation regarding the FTA Title VI Program, which was updated on October 1, 2016 by the MWRTA, and now requires Advisory Board approval.In response to an Advisory Board member comment on gender, it was explained that the MWRTA adheres to information received from the Massachusetts Association of Regional Transit Authorities (MARTA) to include the Transgender Public Accommodation Law. The MWRTA held several informational sessions on Transgender Diversity Training during the months of June and July 2016.This training was mandatory, well attended and well received, for all MWRTA and Kiessling Transit Inc. (KTI) contractor employees.MWRTA will continue to provide information and educational opportunities to all employees as part of meeting our Sensitivity Training requirements. As a further indication of the MWRTA’s commitment to diversity, the Administrator pointed out that over 50% of the MWRTA Call Center Staff have disabilities.

Motion made by Brian Herr: To approve the the MWRTA Title VI Program.

Second.The vote was unanimous.

Motion made by Joe Nolan: To adjourn the meeting.

Second: .The vote was unanimous.

The meeting was adjourned at 1:55 pm.

Next meeting is likely to be scheduled between February to April 2017.

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