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5. Advisory Board Meeting - January 9, 2017

Advisory Board Meeting Minutes

Monday, January 9, 2017

The MetroWest Regional Transit Authority (MWRTA) Advisory Board met on Monday,

January 9, 2017 at 11:30 am, at 15 Blandin Avenue, Framingham, MA, at the call of Jay Marsden, Advisory Board Vice Chair/Holliston.

In attendance were: Edward Carr/MWRTA Administrator, Patrick Moynihan/MWRTA General Counsel, Joseph Nolan/Wayland/Chair, Jay Marsden/Holliston/Vice Chair, Ed Burman/Ashland/Clerk, Cheryl Tully Stoll/Framingham, William Buckley/Milford, James Errickson/Natick, James Gorman/Sherborn, Kathleen Bartolini/Southborough.

Not in Attendance: Susan Stocker/ Disabled Community, Craig Hughes/Dover, Brian Herr/Hopkinton, Jack Hunter/Hudson, Nick Milano/Marlborough, Harold Rhodes/ Milford - Alternate, Betsey Boyd/Weston, Debra Galloway/Sudbury, Ellen Gibbs/Wellesley.

MWRTA Consultant/CFO: John Glynn.

MWRTA Staff:Eva Willens/Deputy Administrator, Carl Damigella/Outreach Coordinator,

Sara White/Director of Marketing/Communications & Intermodal Operations, Joy Glynn/Staff Assistant.

Vice Chairman Jay Marsden, presiding, declared a quorum was present. A role call of members present was done and the meeting was called to order at 11:30 am.

Minutes of the previous meeting:

A motion was made by Jay Marsden: Approval of minutes from the last Advisory Board Meeting of December 21, 2016.

Second.The vote was unanimous.

Public Questions/Comments:

A request was made by Jay Marsden for any public comments from the audience. With no comments being expressed, the meeting continued.

Administrator’s Report:

Vietnam Veterans Pinning

The Administrator reported to the Board that the MWRTA held a Pinning Ceremony for the MetroWest are Vietnam Veterans on New Year’s Eve.This event was extremely successful and we plan to do this again in June.

Joe Nolan, Chair arrived at 11:34 am.

37 Waverly Street Property

The Administrator stated to ensure the orderly sale of 37 Waverly Street, he asked for this meeting:

1. To obtain Board approval for an increase of $600,000 in the Authority’s credit line from $750,000.00 to $1,350,000.00; and,
2. To seek authorization from the Board to proceed with the sale of the 37 Waverly Street property, if the Authority receives a bid of $800,000.00 or greater.

Mr. Carr explained to the Board that in the last (and second) round of bidding for the disposition of the property, the MWRTA received only one bid.The bid price was for $800,000.00 and included several contingencies that he deemed unacceptable. The Administrator has initiated a new bid in the hopes of receiving a higher price with less onerous contingencies.

General Counsel Patrick Moynihan stated that, based on independent appraisals and the Town of Framingham’s property valuation, the value of the property is estimated between $1,000,000.00 and $1,300,000.00.Inasmuch as the Authority already received a bid for $800,000.00 and there appears to be continued interest from potential buyers, it is recommended to the Board that we go out to bid again in the hopes of getting more than one bid without the unacceptable contingencies.The 3th, with closing scheduled for March 27^th.

Board Comments/Discussion:Board members generally agreed that it made sense to seek an increase in the credit line from $750,000.00 to $1,300,000.00 to cover any potential cash flow needs while awaiting resolution of the disposition of 37 Waverly Street. The Board also expressed understanding that it does not make sense to absorb the risk of a permit process contingency if the bid is too low. Mr. Moynihan commented that while we have to utilize the bid process, there is no requirement to accept just any offer. If the Authority is dissatisfied, it can continue to bid this property until an acceptable proposal is received. Board members asked whether a different outreach approach should be taken, including putting out an ad using different methods (glossies) to attract more interest and expand the audience. The Administrator stated that he will take that under advisement.He further noted that the Salvation Army may have a renewed interest in the property.

A motion was made by Jay Marsden:Advisory Board of the MWRTA is authorizing the extension of the Line of Credit for an additional $600,000 for a total of $1,350,000.

Second. The vote was unanimous.

With respect to the vote on authorizing the Administrator to proceed with the sale of the property, the Framingham Board Member[PM1] indicated that she would need to abstain from the vote as there is an upcoming Framingham Board of Selectmen executive session discussion for the 37 Waverly Street property and that the Town is a potential bidder.

The General Counsel expressed concern that with the abstention of the Town of Framingham a majority of the vote of the communities that make up the Advisory Board could not be attained.Discussion ensued as to how to eliminate the appearance of a conflict of interest .

11:47 am Kathy Bartolini arrived.

With the arrival of Ms. Bartolini from Southborough, it was determined that even with Framingham’s abstention, if all the remaining members present voted approval of a motion to authorize the sale, a majority vote of the Advisory Board could be attained.

A motion was made by Jay Marsden:Advisory Board of the MWRTA is authorizing the Administrator to proceed with the sale of 37 Waverly Street for a price of not less than $800,000.00, based on a reasonable and responsible proposal received, as may be determined by the Administrator.

Second. The vote was unanimous.Framingham abstained.

The Administrator noted that the preliminary operating budget for the year will be on the agenda for our next meeting, likely to take place in April.

Motion made by Jay Marsden: To adjourn the meeting.

Second: The vote was unanimous.

The meeting was adjourned at 11:52 am.

Next meeting will be scheduled for April 2017.

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