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HomeMy WebLinkAbout11-14-2007 CAPE FEAR PUBLIC UTILITY AUTHORITY BOARD MEETING NOVEMBER 14, 2007 MEMBERS PRESENT:MEMBERS ABSENT: Matt Hunter, Chairman Gene Renzaglia Burrows Smith Kathryn Johnston Rod Andrew Robert Greer Charles Wells Steve Thomas Bill Caster Jim Quinn Jason Thompson Guest: Bill Lynch, Hogue Hill Jones Nash & Lynch, LLP Lisa Zitomer, Municipal & Financial Services Group (MFSG) David Hyder, Municipal & Financial Services Group (MFSG) Steve Kaii-Ziegler, Municipal & Financial Services Group (MFSG) Roger McCall, IT Project Manager, Municipal & Financial Services Group (MFSG) Chairman Hunter called the meeting to order at 9:09 a.m. 1. Opening Comments Chairman Matt Hunter a. Determination of Quorum: A total of 11 Authority members were in attendance. A quorum was present. b. Adoption of the Agenda: All Authority members should have a copy of the proposed agenda. This item was placed on the agenda based on comments from the Executive Committee. The Executive Committee wanted to make sure that at the beginning Î of a meeting the Authority members were given the opportunity to alter the agenda or approve the agenda. It will help control the length and efficiency of the meetings. Î Gene Renzaglia made a motion to approve the agenda. Motion was seconded by Bill Caster. Rod Andrews stated that he had to leave at approximately 10:40 a.m. and he would like to go ahead of Kathryn Johnston in the new business portion of the agenda. Kathryn Johnston approved the change. Î Due to no other changes, Chairman Hunter agreed to switch items 5A Î and 5B. Authority members voted on adopting the agenda as revised by Rod Andrew. Motion passed unanimously. c. Guidance about Minutes of Committees: Chairman Hunter distributed a handout regarding Guidance on Minutes and Postings. Please refer to the handout for more detail. There are requirements of law regarding certain rules that should be enforced at meetings such as the opportunity for the public to examine our records, etc. If there are any errors in the guidance package that Chairman Hunter has implemented, please contact him via e-mail and he will make the corrections and resend the information to Authority members. The highlighted and bold face items are the items that will have the biggest affect on the Authority. d. Guidance about Postings for Committee Meetings: Chairman Hunter The Authority is required to post a listing of their regular scheduled board meetings at the location where the meetings take place. The schedule will be posted on the web site and the bulletin board at the Î west entrance of the New Hanover County Government Center building. The sub-committees of the Authority must also abide by the same rules Î and regulations. It was stated that the sub-committees according to the By-Laws have 10 Î days to submit the minutes from their meeting to Authority members. At this time, the minutes are only in draft form and will not be approved until the following meeting of that particular sub-committee; therefore, they should not be posted or made public until they are approved. All records of the Authority are public information unless it is marked Î specifically confidential and private. 2. Approval of Minutes a. Minutes Corrections and Approval: Steve Thomas Two corrections were noted from the from the October 2, 2007 meeting. Gene Renzaglia stated that on page nine, the last bullet should read Î 2 scheduled Authority Board meeting will be on Wednesday, November 15, 2007. Charles Wells stated that on page 12, under Agenda Information, the Î Cape Fear Public Utility Authority will be held on Wednesday, November 14, 2007 at 9:00 a.m. in Conference Room 601, 230 Government Center Drive, Wilmington, North Carolina. It currently Authority will be held on Wednesday, November 15, 2007 at 9:00 a.m. in Conference Room 601, 230 Government Center Drive, Wilmington, North Carolina. Gene Renzaglia made a motion to approve the minutes with the two amendments. The motion was seconded by Burrows Smith. Motion passed. Administrative Procedures: Steve Thomas distributed a memorandum that was prepared by the MFSG Project Team on Administrative Procedures. Please see the handout for more details. The Authority Board requested that David Hyder prepare a memorandum outlining administrative procedures regarding how agendas were going to be developed; how meeting material was going to be delivered to Authority members; how the minutes should be taken; procedures for meeting notices and what meeting preparations would need to take place before each meeting, etc. The memorandum was dated October 30, 2007 and was sent to all Î Authority members. Bill Lynch stated that he did send out a proposed set of procedure rules to Authority members. 3. Progress Reports a. Update on CPM: Steve Thomas Mr. Thomas distributed a copy of the latest CPM to Authority members and also showed the information on the big screen in Conference Room 601. Please refer to the CPM for more details. The Authority is on schedule with the CPM. Several members of the Authority and MFSG staff members are continually updating the CPM to better reflect the process of consolidation. and is contingent on the Inter-Local Agreement being approved. The Inter-Local Agreement is on the agenda for Authority members to Î discuss and approve it today. The Inter-Local Agreement is on the agenda for the Board of County Î Commissioners November 19, 2007, meeting and on the City of 3 to review the document and approve it. Once the Inter-Local Agreement is approved, the contract with the Î General Manager can be executed along with the other work that is contingent on A lot of work is being completed at different levels; some of the work Î cannot progress until the Inter-Local Agreement is signed. Chairman Hunter asked what the impact would be, if the Board does not approve the benefits package or the proposed interlocal agreement. He was informed that the benefits package is not one of the critical paths Î needed for consolidation. The delay of the Inter-Local Agreement would be a day for day impact on the CPM schedule and the Authority would not meet the July 1, 2008 operational date. Even thought the CPM is constantly changing, the Authority is still on the Î same schedule and has not deviated from the original schedule that was developed in August. It was stated that if the Authority did not approve the Inter-Local Agreement today, it could get delayed until January, since that would be the next time the Board of County Commissioners and City Council would meet to review and discuss it. If the Inter-Local Agreement is delayed, it would delay the hiring process Î for the General Manager which would delay the hiring process for the direct reports. For every delay in those sectors, a month is added on to the back of the Î CPM schedule. Many of the activities cannot progress until the Inter- Local Agreement is in place. The Authority Board can still approve the Inter-Local Agreement resolution without the all exhibits. The final exhibits will not be available until June 30, 2008 and the Authority cannot wait that long to approve it. The Inter-Local Agreement will not require a second reading from City Council because it is a resolution and not an ordinance. b. Human Resources Committee: Kathryn Johnston We have continued to move forward in the HR Committee and the last two meetings have almost entirely been devoted to the benefits package. c. Inter-Local Agreements Committee: Rod Andrew I was not able to attend the meeting that Bill Lynch had with the County Attorney and City Attorney. Bill Lynch suggested a resolution as a way to handle the Inter-Local Agreement exhibit situation. 4 The resolution will be discussed in the new business section. Î d. Facilities Committee: Burrows Smith The Facilities Committee is waiting on everything else to proceed. It was stated that one issue that may create some concern was if the new location did not have the proper wiring connections to tie into the City or the County system, That could delay the project up to 90 days. Î The item needs to be taken into consideration and incorporated in the Î CPM schedule so that if it should occur, the Authority will not get behind in their other tasks. Everything that was looked at in August is still on the market. e. Information Technology Committee: Gene Renzaglia The committee did not formally meet; however activities continue on with communications with SunGard, the City and the County. An individual has been identified as the project leader to over see and consolidate all of the activities with regard to finance and to customer services. All the details have been pulled together, identified and cleaned-up within the City and County system, so that SunGard can proceed with the development of the software program. There are several decisions that have to be made regarding the rate structure and other specific issues that will need to be decided upon which could have an impact on the overall schedule, such as will the rates be flat, if there will be irrigation rates, meters, if you have owners of properties that rent out to individuals who will you bill, the owner or individual renter? All those decision should be made by mid-January; or there could be a Î delay in the development of an IT program. A working group has been pulled together to address the above issues. Î A rate policy workshop is being scheduled with Authority members to talk Î about those issues. The workshop will be held before the end of the year. David Hyder requested that a memorandum be sent to him regarding the Î items that will needed for and discussed at the workshop, so he can organize the meeting. The finance group will meet and bring their recommendations to the Authority on what the rate structure will be and report back to the Authority at the December 12, 2007 meeting. f. GM & Direct Report Hiring Process: Gene Renzaglia 5 General Manager: At the proper point and time during the meeting, a recommendation will be made that the Authority goes into closed session, so that the details of what has been discussed with the candidate and the financial details of his contract can be discussed. An agreement in principal with the General Manager candidate has been completed. Authority members and MFSG staff have been talking with the individual Î to work out the basic financial needs for both parties. There is a significant amount of legal issues within the contract that are Î being reviewed by our lawyer, as well as, the candidates lawyer. It has been a difficult negotiation, since there is no Inter-Local Agreement Î in place. The Authority is negotiating with an individual for a position that does not Î exist yet, nor does the Authority. There were some concerns if the candidate would wait for the Authority to Î sign off on the Inter-Local Agreement. Direct Reports: Several MFSG and Authority members have completed the review of all the applicants received for the direct report positions. Candidates have been identified and will be interviewed by the General Î Manager and Authority members. There are eight direct report positions that will need to be filled. Î The General Manager candidate has been notified about assisting with the Î interviewing process. A significant number of County and City employees did apply for the Î direct report positions. Whether they saw it in the newspaper or whether it was posted internally was not known, but applications were received internally from City and County employees for the direct report positions. One of the areas that was also looked at is the IT Manager. Candidates have been identified and will be interviewed along with the Î direct reports. The IT manager is not a specific direct report. Î Over 100 applicants have applied for the executive secretary position. The Authority has requested that both the City and the County Human Î Resources Departments advertise the position internally. Friday is the deadline date for accepting applications, once the applicants Î have been identified, interviews will be scheduled. It was stated that the advertisement for the executive secretary position Î had not been posted on the County side. MSFG staff informed Authority members that the information for the Î direct reports and the executive secretary position were given directly to the Human Resources Departments for both the City and the County. 6 The goal was to make sure the Human Resources Directors were aware of Î the postings and had access to the information. It was up the two entities on how they wanted the information posted. Î Dave Weaver, Assistant County Manager, will check on the issue and Î report back to the Chairman on his findings. It was stated that the City of Wilmington did advertise the positions. Î The Authority would like to get the best people in those positions and they Î want to give the City and County employees the opportunity to apply. The Chairman has asked the City liaison to check out the information to Î see if there was a problem or not. g. date: Brent McAbee Both the City and the County have been working on the in Inter-Local Agreement and drafts have been provided for Authority members. They have also been working with MFSG to update the CIP, which will formulate a major part of the rate study. Work is being done to development an assumption that can be used by the Î benefits committee for development when the rates change. McKim and Creed has just completed the master sewer plan, the plan is in draft form. Both the City and County systems have been updated. Î The CIP has also been updated with the changes. Î Staff has met with SunGard how it will be intergraded with the new system. A meeting will be held with the accountant representativ clean up address data and other information that is needed to merge the systems. Brent McAbee met with the Town Manager from the Town of Wrightsville Beach to discuss their concerns about the NEI Southside Plant and how they are going to taxi their discharge to the plant. The City staff is reviewing their irrigations accounts to see what their rates are and if there will be any impact on them when the new system is implemented. h. Projected Finance Issues: Charles Wells He distributed an expenditure statement through November 9, 2007 to Authority members. A balance sheet showing assets and liabilities has not been done because assets have not been transferred to the Authority. New Hanover County is the Fiscal Agent for the Cape Fear Public Utilities Authority. The expenditures statement is through November 9, 2007 and it lists all the expenditures and revenue sources that have been received. 7 Recess Authority members took a five minute break from 9:51 a.m. to 9:56 a.m. The meeting reconvened at 9:20 a.m. 4. OLD BUSINESS Chairman Hunter Chairman Hunter had two items that he wanted to address with Authority members. Retreat Recommendation: The retreat will not be held until the General Manager is hired. Chairman Hunter asked David Hyder (MFSG) to comment on what items Î need to be included in the retreat and when the retreat needs to occur. He stated that one of the items for discussion would be the water and Î sewer rates. A date for the retreat will be discussed at the December 12, 2007 board Î meeting. Facility Tour: David Hyder (MFSG) reported that instead of having a retreat, that the Authority members could do a facility tour. A facility tour could be scheduled with staff of the facility, have lunch, Î and then work on the NEI and the various projects that are ongoing. The General Manager should be included in the retreat. Î The tour can occur after the water and sewer rates are finalized, it is not Î necessary to do the facility tour before the rates are finalized. The Finance Committee will meet after Thanksgiving and discuss policy Î issues and then bring their recommendations to the December 12, 2007 meeting. Chairman Hunter decided to delay discussion of the two old business issues and move forward, since some very important decisions need to be made at this meeting. The scheduling can be worked on at a later date. Î Please note the sections on the Inter-Local Agreement and Employee Benefits Package have been done verbatim at the request of the Chairman and Secretary of the Authority Board. a. Inter-Local Agreement: Rod Andrew Rod Andrew: Mr. Chairman I am going to make the resolution and then of course open it up for debate and have a presentation from our attorney. I think you have in front of you a revised resolution that has a sentence added in the third paragraph; does everyone have that in front of them? 8 Chairman Hunter: Does it look like this? Rod Andrew: It looks like that. Correct. Rod Andrew: I am not going t nter-Local Agreement for Transfer of Assets and Operations of Water and Sewer Systems pursuant to which the Authority will acquire by sewer systems; and WHEREAS it gives us the authority for the local government to do this and then, NOW, THEREFORE, BE IT RESOLVED that the Cape Fear Public Utility Authority hereby approves the Inter-Local Agreement in the form attached hereto as Exhibit A which you have in your packet and incorporated herein by reference. Approval is contingent upon the exhibits to be attached to the Inter-Local Agreement being -Local Committee. You can add other, Mr. Chairman you can be added to that list if you would like to look at it. That is up for debate and then it goes on the officers of the Authority are authorized to execute the Inter- I move the adoption of this resolution with the sentence added with all the attachments/exhibits. Chairman Hunter: A motion has been made to approve this resolution. Bill Caster: What is going to be in the blank space? Chairman Hunter: Is there a second? Bill Caster: Chairman Hunter: Seconded by Mr. Caster. Rod Andrew: Mr. Caster I offered to put the ILA committee as a met with general counsel and anybody else, Chairman or anybody else we would like to add to review these exhibits. Chairman Hunter: Mr. Andrew could you state exactly where you are making this alteration in the text. Rod Andrew: In the blank. Chairman Hunter: Oh, the handwritten note. Rod Andrew: The handwritten blank, let me make my motion Mr. Chairman, the Chairman Hunter: You would put ILA committee in the blank. Rod Andew: Correct. Chairman Hunter: You were just trying to clarification on this one. Ok, you mentioned something about the Chairman Rod Andrew: We can leave it like that so that we have a firm motion and then in the debate you can add names to that. Chairman Hunter: The motion has been made and seconded and we are talking about amendments right now and I am opening it up for discussion. Rod Andrew: I think maybe we ought to defer to Bill Lynch to give us the review, a quick review of the agreement and the exhibits. Bill Lynch: Well, I think those exhibits are probably going to be ready before the council meeting on the Brent McAbee: The city has already seen them, they are going to be finished I assume today or tomorrow for council. 9 Bill Lynch: They are, they should be ready very soon. This agreement is not perfect, however, as I told Jim Quinn, this patient is on the operating table and he took the words right out of my mouth and he said ea we are about to sew him up and we have to sew him up before he dies and I think it is not perfect, but I think when the Authority is bound by everybody to start its functioning properly everything is going smoothly probably what is in this agreement is not going to make a whole a lot of difference anyway. I think it will be changed many times in the next two or three years. Of course how it is going function, how it is going to perform and so the terms of this agreement were very important to the City and County now. They are to name all the assets to this Authority in one fashion or another, including the enterprise funds and I believe once the Authority proves itself this agreement will probably collecting dust that is my take. We have made quite a few changes from what you have seen before, of course the agreement calls for all the properties, real, personal, whatever kind short of which the City and the County operating systems come over to the Authority. That includes the enterprise funds of course which is very important. In return for that partially then the fire service you would want to take of debt that the City and the County by theirs means which are associated with these systems. You offer me to reduce your payments to the County by the amount of money they have agreed to give you over the year, I think it is 1.9 something for the first five years then it goes down over the next few years. You agree to provide service to the citizens within the City and the District. We had modified I inserted a provision to deal your ability to serve outside the district and it basically said that providing that service will not interfere with your ability to provide service to you know your primarily obligation to the citizens in the City and the District. The provision has been added, it is referred to as capacity management and this is a provision that solidifies that the Authority and the City and the County will work together for long taking into consideration to participated development patterns that kind of thing, that has been added. That was a concern of somebody s at the joint meeting, I cannot remember there is not term anymore, the old agreement had a termination agreement that when you breach the agreement, the localities could terminate it or upon termination this Authority is gone and it was called the asset return to the localities, now it is represented that if you breach an agreement, each party can go to court with specific costs, you cannot dissolve the Authority for that, of course the County and the City appoint the board members. If , all they have to is appoint people that would vote to do that. So, the fact is the agreement terminates, does not terminate the Authority, you still have your assets and you still operate that the biggest change I think that was made. Of course, I added to the resolution that approval was contingent upon these exhibits being accepted. There is one other item that is not resolved and I am going to add something to this agreement to take care of it. City is going to grant the Authority the rights to go on its public streets and access its lines, you know the line that sets forth certain contingencies 10 Then the agreement would be terminated, I am going to have a provision, that the former transfer or license or franchise that some of you see must also be accepted to the Authority or as conditions quote, so with that unless anybody has any questions. Chairman Hunter: Thank you Mr. Lynch. Bill Lynch: I would like to add one thing, I have been in discussion with the new attorney and I felt duty bound to advise him that his client should not resign his current employment until this one common bridge agreement is approved by the City and the County. So, I also explained to him that the exhibits may not be you know available fully completed in time the City and the County adopt the Authority package, he is ok with that, he said as long they approve it that is a formality, I think come next Tuesday if the City and the County have done what I expected to do then within a very few days you will have the agreement. Chairman Hunter: Thank you for clarifying that I appreciate it, now I believe the first hand that was raised. And these are questions for Mr. Andrew and Mr. Lynch I believe. I would like to go around the table starting with Mr. Gene Renzaglia and going around this way. Gene Renzaglia: Please bear with me the last thing I want to do is try to cause more disruption with this agreement, but I just had questions and comments maybe I will take them down starting on page six, this is a nit pickin one, but at the top of the page item six that starts with the geographic jurisdiction, I would suggest that we put in the name New Hanover Sewer and Water District instead of just referring to District at that point. Bill Lynch: The District is defined. Gene Renzaglia: It is defined later on. Bill Caster: Does Wrightsville Beach need to be there? Gene Renzaglia: I . Chairman Hunter: Does that address your concern? Gene Renzaglia: I know in there as defined, but it is just my opinion that it should be stated clearly. Bill Lynch: Let me point out one thing, you are looking at the recitals leading into the agreement. These recitals are not binding on any part and so that is just a resuscitation of what the City and the County used as guiding principles in setting up. Gene Renzaglia: And that is fine, page 12, section 2.9, talks about a non-profit corporation, someone please explain what that entails. Kathryn Johnston: Dobo water system. Bill Lynch: That was a system that they acquired from Dobo and they have to keep those for tax reasons they have to keep corporations in existence. Gene Renzaglia: So that is the wells as well as the distribution system? Kathryn Johnston: Groundwater. Bill Lynch: Right. Gene Renzaglia: The cost associated with maintaining those is that shared equally then by the City, the County and the Authority or does that fall solely under the Authority? Bill Lynch: It is going to be part of your system, it is not going to be different, it is just a hyper thing to keep those corporations. This board will become the directors of those corporations that eventually, it is just one of the assets coming over to you. Gene Renzaglia: I just want to make sure I understand that that we have the full responsibility and it is not a shared cost responsibility between the two parties. 11 Bill Lynch: Right, it is part of the system just like it is part of the City system now. Gene Renzaglia: Ok Bobby Greer: Is this a good time to ask a question about this same thing or do you want me to wait till we come around? Gene Renzaglia: Sure while we are there I would suggest that we go right for it. Bobby Greer: I know when the County was talking about purchasing that there was a stipulation in there as the Dobo would get their money back and I am assuming that is the same deal the City made and I was wondering who gets that money? Jason Thompson: The Authority. Bill Quinn: In the form of charitable donations. Brent McAbee: Excuse me, could I address that. Bobby Greer: Yea. Brent McAbee: The purchase agreement, the way the structure, the agreement was that if the Dobo end up selling it set up a remainder charitable trust all the proceeds from the debt that City issued to purchase it were placed under that trust upon the deaths of those individuals that trust will go to a number of charitable organizations. It does not come back, they named the organizations to receive it, it was basically a way not to pay the capital gains on the sale of the system, so that was the way it was structured. Bobby Greer: So it is still lapped to those organizations. Brent McAbee: To those non-profit not certainly back to the City. Chairman Hunter: Thank you Brent. Bill Lynch: Mr. Chairman, and revisit every page of this agreement can I just go through it by section and let everybody make their comments to save time. Chairman Hunter: I would prefer to give each member of the Authority the opportunity to question. Bill Lynch: That is what I am saying refer to each section and let everybody comment on it and then we can move on. Chairman Hunter: I would prefer to let Gene continue with his questions. Bill Lynch: Ok. Gene Renzaglia: On that same page, you mention the indebtness that we talked about what this section 2.10. Charles Wells: You have outstanding debt on bonds and in some point and I think the last sentence on page 13, under section 2.10, correct me if I am wrong. Bill Lynch: There are some GEO bonds outstanding, I guess by both parties, the City also has revenue bonds and COPS and anything for participation amount of the debt is? What is on the City side, the total debt? Brent McAbee: About $110 million. Bill Lynch: About $110 million Gene Renzaglia: So we are going to be paying down those debts over a set period of time. Charles Wells: We also wanted the right to either pay those bonds off or deface them. I to our advantage to interrupt the debt, to our best advantage. 12 Gene Renzaglia: Ok, we pay the County, they pay the note. Charles Wells: The last sentence there is there is nothing in here shall prevent the Authority from pre paying and I have and/or but it gots or defacing since the debt. Gene Renzaglia: That is fine. Chairman Hunter: What other questions do you have Mr. Renzaglia? Gene Renzaglia: Just bear with me a second. Kathryn Johnson: Wait, I have a question about that same one before we move on, I assume in 2.10 that indebtness those numbers looks exactly like the sales tax payments, I am assuming that is what it is referring to, to swamp the money that is where the sales tax would of come from County to the Authority. Gene Renzaglia: On page 16, section 6.3, this address I guess a individual or organization that does not pay their bill and I think it states here that if we collect some monies less than the full amount that the structure will be as you pay for the stormwater, you pay the solid waste and then we get what is left over. I am not particularly happy with that, I would suggest that we ought be paid equally, it is not for an individual that is going a big nothing, but if you have an apartment complex of 1,000 units and the owner has not paid the bill if that is the way the structure is set up that is a lot of dollars and we get what is left over and I am not particularly happy with us being last on the totem pole in the collection business. Kathryn Johnson: Maybe some one can answer that, does that something to do with the fact that we have leverage to turn off the water. Gene Renzaglia: Jason Thompson: You cannot turn off stormwater. Gene Renzaglia: You still have the leverage whether you are the last one paid. or not, if someone pays you 60 percent of their bill and their bill happens to be $10,000 yea we still have that leverage to shut it off. Chairman Hunter: Ok, Mr. Quinn. Bill Quinn: As far as stormwater goes, there was a change that was printed in this latest that neither the City or the County or the Authority would enter into a stormwater. I mean the Authority would not enter into stormwater services with out permission from both the ability under the legislation to do it, but in the process of getting to this agreement, the City explained that if we are giving up the billing of water and sewer services that we cannot from a practical stand point maintain a billing system just for stormwater, and it along with this then you have to agree to do our billing for stormwater for us. And that is how it got started and how it came here and I suppose any non and maybe the question Authority will incur will be whatever the minimal cost of billing there is, the services are provided by the City, so any non-payment would reflect directly to the City. Am I correct there? Bill Lynch: We talked about that and apparently the incident where someone pays part problem. 13 Gene Renzaglia: We say that now until the day that it does show up and then the Authority is the one that is losing in the revenue not the City because of the stormwater and solid waste pickup. Jim Quinn: The revenue goes straight back to the City, right. Kathryn Johnston: Right, but the solid waste. Gene Renzaglia: You have solid waste in the revenue, they get their full amount of that of what is paid off and we get what is left over. Burrows Smith: What you are looking at is when they pay you got a pie coming in and it is cut up between sewer, water, storm drain and refuse, we are not providing any services at all for storm drain and refuse. Gene Renzaglia: I understand, we are providing water and sewer, so what is the pay difference? Burrows Smith: We are providing water and sewer so they are paying the pie and part of the pie, but we have no costs associated with storm drain or sewer and I understand what the City is saying they are providing that service all we are doing is billing and they arate billings, I guess. Chairman Hunter: Can we have one speaker please. Gene Renzaglia: I have no problem with that, my problem with it is, is that we get second fiddle on this thing. We get the monies left over; the City gets their full amount for stormwater and a full amount for the trash. Bill Lynch: Here is why the City put that in there because they have no ability to enforce payment, the way you enforce payment is by turning off the water, you already control all that and they want to make sure that you do that, that you turn off the water and you get the money. And they have no way to do that. It is in your hands to enforce payment and you to suffer not them. Gene Renzaglia: I object to that piece in there and then we can move on from there. Chairman Hunter: Ok, Mr. Gene Renzaglia: The next section is section. Kathryn Johnson: Can we still ask questions, if we have questions related to that? Chairman Hunter: Go ahead Ms. Johnson. Kathryn Johnston: I would like to hear the professional comment from Mr. McAbee. Brent McAbee: Originally we pro-rated in there, it was pro-rated to each, at the suggestion of the folks who do the billing collection both the City and the County they felt that this was because of the bigger hammer then we thought and you always have a balance left on water to cut off water, you collect all those utilities. Gene Renzaglia: I have that hammer any way, whether they like it or not. Brent McAbee: You have the larger hammer. Gene Renzaglia: We have to decide I am just putting my objection to it in there and we can go in. Jason Thompson: Take our assets and go home. Chairman Hunter: Yea, that is right. Mr. Renzaglia continue please. Kathryn Johnston: Please correct me on the procedure, it we still have a question about that same issue should I continue or do we want to come back that again? Chairman Hunter: As long as we understand that we have limited time to get into the detail level of this, so we need to move forward. 14 Kathryn Johnston: On the very exact same issue, there is a concern over the Authority paying stormwater and solid waste services weekly. Jason Thompson: We to Steve Thomas: Seconded. Kathryn Johnston: I would like to amend to say monthly. Chairman Hunter: Are you putting that in a form of a motion? You want to change the Kathryn Johnson: want to come back and revisit it. Burrows Smith: Is that a problem? Bill Lynch: You got a motion on the table. Chairman Hunter: We have a motion for the ILA, we are in the discussion phase right now and I want to make sure that she is actually making a motion to amend this or whether she is just making a comment. Ms. Johnston. Kathryn Johnston: administratively overbearing for the Authority and would like to open that up for discussion does anybody mind or suggest a change from our staff? Chairman Hunter: Mr. Thompson. Jason Thompson: Mr. Chairman, the way it works we should go through and hear the concerns and then someone is going to make a substitute motion with the amendments sound like we have a couple from him, we are probably have more as we move through that is where our rules and procedures are called for. Burrows Smith: Just make notes. Jason Thompson: You cannot make, if you make an amendment now then you will have 40 amendments to make. Chairman Hunter: Yes, that is right, we are in the discussion phase, please hold your amendments until we get done discussing this and I would ask our secretary to make notes of these issues. Any other comments or questions? Mr. Renzaglia. Gene Renzaglia: Under the section 6.7, the personnel side of that, there is a section in there that talks about employees in good standing, I am not looking for names or anything like, I would like to know from someone within the City and the County how many f good standing is I am going to go on the assumption that good standing says that they are not on some probation or corrective action. Burrows Smith: Can I make a point here, are we not going to do the agreement if we have three versus 20 bad employees we are going to inherit, I am just saying I am trying to keep us from nit pickin this thing this personal, but it is a general assumption that this is a legal document and I think we all need to keep in mind that I call it the physics of business, our best two customers are going to be the City of Wilmington and New Hanover County and they are giving us a monopoly and this agreement just setting it up and we are going to have to deal with each other right on down the line and if the agreement said weekly instead of monthly, I think that is something we could work out once we get into business, you know we can call the City and say hey, I mean it like business you do business with people, you have to change to nit pick this process to death today if the thing hits 95 percent of it we are going to 15 Bill Caster: We got to Monday and Tuesday. Jason Thompson: Burrows Smith: And I think that is something once we are up and running in July we Chairman Hunter: Can we have one discussion please, one discussion, Mr. Burrows Smith has been recognized. Are you finished? Burrows Smith: Yea, I guess before we go around the table I would just like to make esses and they are never perfect when you enter into it and you just got to deal with it, I mean, if you this is what we were getting from the City Council we had one person the other day that was wanting everything in this agreement and it is not going to be perfect you know we are going to have to do business. Chairman Hunter: Point well taken, Mr. Smith. Burrows Smith: And I just wanted to say that I am just one person. Chairman Hunter: every member of this Authority deserves the opportunity to voice any concerns or questions that they have at this point, this is too important to skip through it or worry about the schedule and I recommend that we take as long as we have to take to get thro Quinn. Bill Quinn: Just would like to point out, Mr. Chairman, that we only begun with the first member of this board and he is working through this agreement going from item to item, ok with the agreement, but the next guy down may want to go back to some of these first items maybe we skipped over some. Perhaps we questions as Gene does, but before we get too far down the road with him, he has been guiding us on this, not that he is not doing a good job, but I just worry as we go around, maybe we need to have a poll to see who has got additional questions. Chairman Hunter: That is a good suggestion. Can we have a show of hands who has comments and questions about this agreement that they think they need to have addressed in detail. Ok., Bill Caster: I am not interested in detail, but just a couple of things I would like. Chairman Hunter: How many more issues do you have Mr. Renzaglia? Gene Renzaglia: I have one more. Chairman Hunter: we have set forward. Gene Renzaglia: On that particular point and I will get off of it I would like to know the numbers of individuals who may not be in good standing so we know what we are dealing with when the day comes and we sign off on it. The last and only other one that I had was section 7.3 and I think that is just for informational purposes, it states what requirement the Authority has to have in place before we closed and want everybody to make sure they understand that we have to have a rate schedule, we have to budget, we have to have a CIP, all those have to be in detail before we close on whatever date that is and that is something that will take a lot of energy and time by our management staff once we have them in place when we do get the new folks. I want everyone to be aware of that. Thank you. 16 Chairman Hunter: Thank you Mr. Renzaglia. Out of respect, around the table and offer Mr. Quinn his chance to ask questions. Bill Quinn: In the spirit of what Mr. Smith brought up, I would just like to pass on to the rest of the board that the City attorney e-mailed us last week a draft of the Inter-Local Agreement and his comments. He made comments about seven changes that were made and I followed each of them into the draft and called him up and had discussions with specific ones. But, I did ask him a question which I think is maybe help us understand where he is coming from because he represents one of the three legal powers here. I asked him are you ok with this, do you feel that the City got what they need from it and his comment I am, I think we can move forward with this, we packing against us there is nothing that is going to change that necessary, from the stand point of having any major issues that we should hold, I think the City attorney is going to say no and it was in the spirit of this conversation that I made the comment to Bill the day before like from the stand point of details of this, I think everyone has had their go at it. Chairman Hunter: Thank you Mr. Quinn, appreciate it. Mr. Thompson. Jason Thompson: Yes sir, two things, one we have discussed it for 25 to 30 minutes and the only amendment that I see forth coming is only one word from weekly to monthly, so that is not a big deal, if we get in and change too many things that are going to be substantial forget getting passed even with people who are for it because then our attorney is going to say really we are not in the big bargaining ship right now in this situation we are going to have to take what our attorney has worked out with those two attorneys and they may not like it all but if we change it too much it, it is never going to happen on our critical path management so those things. The only other thing that I have a concern about is I understand that we do not have the exhibits, that is going to be issue that we approved it wit bring forward at our next regular scheduled meeting that we place a moratorium if you will on what the City and the County can dump on the Authority, cause everything from the guiding principles and everything was based on certain stuff and if you guys pass something next month, or we do or before everything is up an running that is changing the rate model and CIP and this kind of stuff so at some point we got to say hey we cannot keep dumping new projects on you guys, and I probably am going to bring that forward in a form of a resolution. That is the end of my comments. Chairman Hunter: Thank you Mr. Thompson, Mr. Wells. Charles Wells: Looks like Burrows and the two previous speakers, I take the same position. I have the advantage of sitting through the meeting with Tom Pollard and Bill last week when all the tweaking was done. I mean line-by-line, page-by-page, word-by- going through some of the stuff we went through last week would be beneficial. I would pass on making on a specific comments in the same spirit as Jason just mentioned, it is 17 never going be a perfect, perfect, perfect document, but it is a long ways from where it was to what we have in front of us right now and I am fine where we are now. Chairman Hunter: Thank you Mr. Wells, Mr. Greer. Bobby Greer: One quick technical thing on page 24, it is talking about insurance and it said to get any insurance until we have this Inter-Local Agreement in place to start with, that is kinda a catch 22, I think. Bill Lynch: I think it says that this has to be in place before closing, I think that is the requirement. Bobby Greer: Bill Lynch: You can get a binder, they are bound once it comes over, you are covered on the day of closing. Chairman Hunter: Anything else Mr. Greer? Bobby Greer: No sir. Chairman Hunter: Ok, Mr. Smith. Burrows Smith: we need to move on so we can finish this up. I think we will have a lot bigger problems and issues to deal with once we are up and running this agreement. This is likely going to be sitting back on some shelf and we are going to be trying to deal with bigger issues and not even worry about what is in this document to tell you the truth. Chairman Hunter: Thank you Mr. Smith, Mr. Caster. Bill Caster: Look on page six, second bullet, The County and City elected officials shall appoint the members of the Authority by March 31, 2007, I think we should have had, have appointed or something. Bill Lynch: What they are doing they are reciting something the advisory committee recommended and that was indeed their recommendation. Bill Caster: Ok. Chairman Hunter: Anything else Mr. Caster? Bill Caster: I think there was one other and maybe it was the same thing then. Jason Thompson: Bill Caster: Ok, I see. Chairman Hunter: Anything else Mr. Caster? Mr. Andrew. Rod Andrew: Mr. Chairman, have to leave in about five minutes, so I will ask if you will take over as Vice-Chair of the committee. Chairman Hunter: You have to leave for an important meeting so Rod Andrew: Well it is a appointment for my eye. Chairman Hunter: If you have to leave, leave. Thank you Mr. Andrew, Ms. Johnson. Kathryn Johnston: With all due respect to everybody we did have a two hour meeting schedule on this Inter-Local couple of weeks ago where we were not able to have gone through this and been able to ask these questions, so I spare your patience if we have a few questions going through it now it is the first time we have been able to do that. In the same questioning that Bill Caster had about whereas the initial recitals of the advisory committee, I assume that that means that, that is not binding on us. Bill Lynch: That is correct. 18 Kathryn Johnston: Then that takes care of mandating an organized structure which has been changed, then those are my only two questions, the other one has already been addressed. Thank you. Chairman Hunter: Thank you Ms. Johnson, Mr. Thomas. Steve Thomas: I have one little typo, and then some acolytes on page eight on the closing date, the end of that sentence said unless extended by and I think that probably needs to be filled in. Unless extended by the Authority. Chairman Hunter: Do you know where we are Bill? Steve Thomas: By the parties. Bill Lynch: That is correct. Burrows Smith: Yea, he gots parties, It might be amended to say that. Chairman Hunter: It is a blank to me. Steve Thomas: You got parties, alright, that is my last comment. Chairman Hunter: It is on page 17, rate equalization. My question is this as I understand it requires us to equalize rates within one year of closing date and my question to the Authority more than anyone else, do we feel comfortable obligating ourselves to equalize everything, I mean it could be some impact on County customers and/or Cit Brent McAbee: Your question is the reason of equalized rates is the law governing utilities say you pay the same rate for same service, so it is really something you legally have to meet that standard. Steve Thomas: You have to do it. Bill Lynch: You cannot discriminate rates among us. Chairman Hunter: Ok, so it is not an option, Mr. Caster. Brent McAbee: But I will find out. Bill Caster: Along with what Jim said I failed to mention that I sat down with Kemp Burpeau earlier in the week and went to ask him same questions is this what we want in this for the County? Chairman Hunter: The one year time frame is you talking about. Bill Caster: Yes, the ILA. Chairman Hunter: So Mr. Burpeau was ok with that. Ok that answers my question on that and the last item that had not been addressed by someone else already is section 8.3. see what page that is, I Steve Thomas: Page 28. Chairman Hunter: Page 28, the Authority address, it is actually page 29, notices to the facilities yet, what is the significant of it. Bill Quinn: Administrative building. Bill Lynch: I can add my office plus whatever else you think we should use. Chairman Hunter: Well, it is just a question; Bill Quinn: Chairman Hunter: Ok, it is not a deal breaker, but it is something that needs to be fixed. Bill Lynch: I presume you will be chairman through closing, maybe we ought to use your office address. 19 Chairman Hunter: Jason Thompson: address for now? Chairman Hunter: Is that reasonable, until we get a facility. Ok does someone want to pose that as an amendment, have you been keeping track on what we have agreed on? Steve Thomas: We have made no amendments. Chairman Hunter: No amendments have been made on this ILA. Bill Quinn: You have to make a motion first. Steve Thomas: A motion has been made. Chairman Hunter: Do I hear a motion to amend this section 8.3 to substitute some viable address. Jason Thompson: Mr. Chairman, I move the ILA as written with exception 8.3 to include our attorneys address as the address for the Authority. Bill Caster: Seconded. Chairman Hunter: A motion has been made to accept this Inter-Local Agreement with the exception of section 8.3 change the address to our interim legal councils. Mr. Caster seconded that. Is there any discussion? Yes, Mr. Greer. Bobby Greer: Is there a way we could do that without making it an amendment? If so, I think it would sound better if we just Chairman Hunter: advice? Bill Lynch: What you need to do is adopt the resolution, not approve it, you need to adopt the resolution and the resolution said that you approve the agreement in the form attached. So I will get this changed and when it is attached, it will have the proper Chairman Hunter: Will you accept that Mr. Thomas? Steve Thomas: I do. Bill Lynch: All you need to do is adopt the resolution. Chairman Hunter: If there is no more discussion, we have a motion on the table made by Mr. Andrew and it was seconded by Mr. Caster. I would like to call a motion; I would like to call this resolution for a vote. Does anybody need to hear it again read out loud or does everybody have their copy? If there are no objections, all those in favor of adopting the resolution approving the Inter- it. It is unanimous thank you ladies and gentlemen. We need a recess, but I am not going to call a recess, we need to move forward to get through this meeting. If you need to take as scheduled. The next item on the agenda is Employee Benefit Package with Ms. Kathryn Johnson. b. Employee Benefit Package: Kathryn Johnston distributed a copy of the Human Resources (HR) Committee CFPUA Benefits Package/Recommendation to Authority members. Please refer to the handout for more details. Kathryn Johnston: Thank you, Mr. Chairman. It is indeed with pleasure that we bring the benefits package forward to you. I have been trying to keep you abreast of this at every meeting, how we have been wrestling with the balancing of the comparability of 20 the two dividing principals that seems to be very difficult to reconcile. I think the Committee has done a fantastic job of looking at every angle of this and looking at prospective of all the employees, as well as, the financial prospective of this Authority as an almost complete entity we have agreed to what is before you for your blessing. Basically, the main points that we wrestled with were of course, the BCBS health insurance piece and the 401K those were the two main areas of the greatest difference between the County and the City. I am not going to read what we have written here, all go up some what and th a two percent with no match and an additional two percent to be matched for a total of four percent. There is a little give and take from the City side and the County side. And we are asking for a little give and take on the Authority as well because it is almost a $237,000 increase from where they are exactly currently it is not the $500,000 increase that it could have been. We have worked on the benefit piece to reduce that cost to the Authority substantially so I feel very comfortable, the committee felt very comfortable bringing this forward as the best, most fair, happy medium we could possibility achieve. Are there any questions? Chairman Hunter: Mr. Smith. Burrows Smith: Question on the bottom on this front page talks about maybe necessary to increase premiums. What is the County paying now? Kathryn Johnston: There is a difference in the scales and I am not going to attempt to quote you all the different ones. But, in general the average was something like an $80 premium to a $280 a month, so it was a substantial increase for County employees. Burrows Smith: So the employees monthly premium would go their part of it would go from $80 to $280. Kathryn Johnston: Burrows Smith: Somewhere along there. Gene Regzaglia: Somewhere around there in that general area. Burrows Smith: That is substantial. Okproblem; I just wanted to know what we were talking about. Charles Wells: But there is value there. Jason Thompson: have before. Burrows Smith: Right, I understand, my hats off to you I know been to compare it to. Chairman Hunter: Mr. Smith is that the only concern you have? Burrows Smith: That is it. Chairman Hunter: Mr. Wells. Charles Wells: Just a comment in term of the costs verses the overall view of the thing. I think the $200,000 and some dollars is petty cash in terms of what we are talking about. Kathryn Johnston: It is less than one-half of one percent of our budget. Chairman Hunter: Any other questions or comments for Ms. Johnson? We do not have a motion on the floor yet. Yes Mr. Quinn. Jim Quinn: Just curious it says the HR Committee voted almost unanimous what was the actual vote? 21 Steve Thomas: Six to one. Kathryn Johnson: Nine to one. Jim Quinn: Remind what was representative on the Committee and who and where did they come from? Kathryn Johnston: Three of us, (Steve, Gene and myself from the Authority) the HR Director and his assistant from both the City and the County, and Steve from the consultant group and our employee chairman, Greg, from the employee worker. I think we had pretty good representation. Chairman Hunter: Mr. Quinn does that answer your question? Jim Quinn: Yes, thank you. Chairman Hunter: Mr. Thompson. Jason Thompson: What was concern for a no vote? Kathryn Johnston: answer that. Gene Regzaglia: I have absolutely no concern with the benefit package as brought forward, my concern was and I am going to use this term subsidy, the potential subsidy to what all those total dollars would be and I am not sure if there is even going to be an impact on City employees once all this is put forward. I was concerned with that and put this in quotes lary and wage was done. The benefits package absolutely no problem with that. Jason Thompson: My question is, this is based on the County and City we run from July to July, so it should be based on what the rate for X person was July 07, so if there was political pressure from City employees or County employees that you or we cannot go and raise some pay arbitrary between now and next July, then the Authority gets stuck they can do that, then I am not going to vote for either. Kathryn Johnston: One clarification is that they have said all along their merit does not will hit I believe within the next month. Jason Thompson: But it was already approved in their July budget, Kathryn Johnston: Yea. Jason Thompson: So whatever it was as of July 07 I am going to go with it, if something changes thereafter I will vote no too. Kathryn Johnston: acknowledge and we support if the County to do something our recommendation is the Jason Thompson: What do you mean if the County needs to do something because that is going to make it into a mess? Kathryn Johnston: We cannot control what the County Commissioners Chairman Hunter: Any further questions for Ms. Johnston? Do we have a motion to be made? Yes, Mr. Thomas. Steve Thomas: I move that we accept the benefits package as listed in the memo from the HR Committee. Chairman Hunter: A motion has been made to accept the motion coming out of Committee. Is there a second? Seconded by Mr. Wells. 22 Steve Thomas: I will comment that I expressly did not mention any recommendation or otherwise from this board for the County or City do anything with their salaries that is their business. That was from the HR Committee was that recommendation with this board and the motion that I just made has no relevance to that at all. The motion is for the benefits package. Chairman Hunter: Is there any further discussion, any further discussion of this recommendation coming out of Committee? Yes, Mr. Thompson. Jason Thompson: I make a substitute eport with the amendment that is based on 2007 pay and wage study for the City and the County when it was approved in the 2007 July budget, so if you already had a merit increase going in there at some point that is in there, but you cannot arbitrary adjust it now in December for these employees because you think it is unfair. Bill Caster: Avril Pinder: As you see on the bottom of the page in the middle I think what she was addressing to is that our guiding principles when we started this entire discussion that our employees would not see an increase in pay and when you look at increasing their BCBS discussion, around town and staff and this is going beyond staff instruction was that you could possibility increase the employees pay so they would be held harmless so they would not have to see an increase when they go home. The guiding principal when we started this entire discussion was that we would not increase the employees pay, but when you do look at Authority as a stand alone entity with their health care you might increase their benefits. Due to the speaker being in the corner of the room with no microphone, some of the dialog is not recorded due to not understanding what was being said. Jason Thompson: Mr. Chairman, do I still have the floor? Chairman Hunter: Yes. Jason Thompson: That is voodoo government man right there, because that is not a real answer, what that is saying is that you lose some on the health insurance but you are not taking into consideration the retirement 401K, so what you are looking at is if I make a dollar today and now I make $.90 cents, but I have $.30 cents in retirement I cannot look at that I can only look at the $.10 cents that I lost and I am not going to vote for that because we are going to take benefit package and then the County or the City can arbitrarily be half of one percent it might sounds to me that the County is already intending on bringing that to you guys. I just Avril Pinder: We have to look at both things BCBS and the benefits, County employees do not have 401K now so they will actually be getting a two percent. Due to the speaker being in the corner of the room with no microphone, some of the dialog is not recorded to not understanding what was being said. Chairman Hunter: Ms. Johnston. Kathryn Johnston: The original calculation done by the Director of HR for the County was estimating what that difference might be and he attested that the HR Committee that it would be probably less than $50,000. Steve Thomas: Total for all County employees. 23 Kathryn Johnston: substantially was why they chose to do that was my understanding. Chairman Hunter: Ok, Mr. Smith Burrows Smith: The consolidation and any business has got to have good employees and there is still a lot of County employee getting hurt, $200 a month that is substantially and you could lose employees and I think the cost to the Authority is going to be so many opportunities to make that back up just out of efficiencies and everything else I think as a business we really need to value the employees that are coming to us. To me this is not up for debate. Chairman Hunter: Mr. Renzaglia. Gene Renzaglia: becomes cumulative in effect over time so that is my biggest concern. Is what happens not today or tomorrow but what happens down the road? Therefore, I hear what you are Burrows Smith: Well my Chairman Hunter: Yes, Mr. Smith. Burrows Smith: I always felt that if you had good employees you pay them top dollar cause in the whole scheme of operation during the week for a dollar more, believe me I know all the cumulative affects but you better a bad employee cost you a lot more than what you are talking about in a real hurry when you are talking about some of the foot with not good employees. Chairman Hunter: Is that a statement excuse me, Mr. Smith is that a statement in favor of this resolution or against it? Burrows Smith: Absolutely in favor of it. Jason Thompson: Well there is an amendment. Chairman Hunter: Mr. Thomas. Steve Thomas: The motion on the floor is to approve the benefits package there has not been a single comment by this board about the discussion of the benefits package. Jason Thompson: That is not the motion, I made a motion of course it has not been seconded it yet, but it is in discussion, that is the motion on the board. Steve Thomas: My motion was seconded and is in discussion. Chairman Hunter: We are just discussing what has been said. Jason Thompson: He needs to say the motion has failed for lack of a second, which he has not said. Chairman Hunter: I have not called for a second yet. Jason Thompson: So the motion is Chairman Hunter: amendment? Chairman Hunter: You seconded it. Jim Quinn: Second Chairman Hunter: So now I would ask you to put that in writing for us Jason. So there will be no confusion. Jason Thompson: Who is the secretary taking the minutes or do you want me to write it down? 24 Chairman Hunter: Steve Thomas: Could you restate it. Jason Thompson: The motion is to approve the package with the amendment that the pay and wage schedule is the July 2007 adopted budget by the City Council and County Commission. End of amendment. Chairman Hunter: Do we have a copy of that available at this meeting? No. I understand that you want to amend it and refer to something that is not available to this Authority right now. Jason Thompson: They had to have it; they could not have made their decision in the first place unless they knew about those wages. Chairman Hunter: But you are not talking the Committee, you are talking about this Authority amending the motion. Jason Thompson: That is the motion whether we have the document or not, so that will put an end to that. Chairman Hunter: mendment. Yes, Mr. Quinn. Jim Quinn: benefit package to 07 budget then by the time the employees begin to be paid can this Authority adjust their wages? Jason Thompson: Absolutely. The Authority can. Bill Lynch: You will have your own budget July 1 of 08. Jason Thompson: What is the problem? Bill Quinn: I agree with Burrows that we are asking employees who like any other employees do not really like change deal with uncertainty, we are asking them to believe us and bear with us and go with it and we are going to be in a hell of a mess if a bunch of them turn around and leave. So we need to and perhaps this could turn out to be an advantage to us is if the Authority takes it upon itself to either put out a bonus, to cut around any shortfalls or in some way reiterate these people during the course of the move. I hear what Jason is saying lets not allow the City and/or the County to make adjustments let us do it. I do not have any problem with that. And also I would encourage this board to bear in mind the fact that we as Burrows said to take care of these people and make it worth their while to come over and continue on. Chairman Hunter: Thank you Mr. Quinn. Mr. Thompson. Jason Thompson: He said what I was trying to say, but much more relevant, as an Authority we need to take care of this, arbitrary County or the City to make decisions and force it upon us and then in 08 of July we will have our adopted budget it will be whatever it is. There is no uncertainly now because these employees for six months have already been living under the July 07 budget of the City and the County so what they already came to expect is what they should get anything after that should be the Authority, they will be our employees and we should handle it in our budget. Chairman Hunter: Question has been called. Steve Thomas: Second. Jason Thompson: I object. Steve Thomas: I would like to finish my comment earlier. There has been no comment contrary to this benefit package yet from anybody here. We cannot determine what the City Council or the County Commissioner are going to do, we only have to pass this 25 benefit package right here on its own. Just because we add if we pass your amendment it does not do anything. The County Commissioners could still raise salaries what do we do then, benefits package to our employees, it will still be just this package, we are running in a circle, we went through this at nauseously in the HR Committee almost you know like loudly because this came to us from the County because they want to hold their employees harmless and it really was a sticking point for quite awhile and we worked diligently through that to protect the interest of the Authority and the employees and this was the comprise we came to. If the County wants to do something and the City wants to do something they are going to do that and award them from doing that. Mr. Chairman we can recommend them not do that. Chairman Hunter: Are you done Mr. Thomas? Steve Thomas: Yes. Chairman Hunter: Mr. Thompson Jason Thompson: It sends the message of course we have four elected officials here to adding new debt to us. It is all the same thing. Chairman Hunter: Mr. Smith. Burrows Smith: I think I got some clarification here what these two pages are not what we are voting on we are voting on the package this little note has nothing to do with the , so if you both Jason Thompson: The benefits package plus the Burrows Smith: You are trying to add something totally different, we are voting on the package, the benefits package that is it. We are not talking about wages or anything we are voting on the benefits package. What the City and the County does between now and next July we r anything to them, this is just a little note that was thrown here and I think we are getting hung up on that. Now wait a minute, so we are going to vote for the package when we get these employees under our employment, I agree with you that is the time to make whatever wage adjustments need to be made because that is what our charge is, is nobody gets hurt, so I say we vote for the package, yea or nay and then when it comes time for them to our employees, I am agreeing with you, we deal with that at that time. What the right. Jason Thompson: You are in the real world not used to doing government world, it is two different things and I am trying. Burrows Smith: I am going to try to stay in the real world. Chairman Hunter: Thank you Mr. Smith, Ms. Johnson. Kathryn Johnston: I just feel a obligation to represent the view of the Committee please help me, it was I think their intent to say we recommend this benefits packages and we support that the County Commissioners may need to do something because this benefits packages leaves somewhat of a difference for County employees. I am just representing what I feel came out of the Committee. Burrows Smith: That is a timing issue because we are voting on the benefits package they will still be County employees until they become our employees and so whatever we 26 benefit package until they become our employees so at that time if we are going to do the right thing that is the time to make the adjustment, like you are saying not prior to because they still are not our employees until they actually start. Chairman Hunter: Thank you Mr. Smith. The question was called by Mr. Quinn and I ignored it motion? Yes sir. Charles Wells: May I make a brief comment, I kept my mouth closed for any bit, this is a subject that has a sensitivity factor probably a lot then we have done around this table and if the message goes out that some employees start to pick it up and it is not very heard your side and I understand it, I understand out of this meeting divided, because you are talking about the things, the only thing more sacred to these people is their families it is their income. You are toying with their income between now and the time they become our employees. I will vote against the motion. Chairman Hunter: Thank you Mr. Wells, any other comments? Mr. Greer. Bobby Greer: Yea, just one thing Im not in HR and I am glad that I am not, but I know the individual is going to be better off or worst off under this scenario though they might be having to pay insurance or whatever they still might be coming out a whole lot better off then if they would of otherwise, so you have to weight all this and add it up to see what the bottom line is and maybe we are kinda getting off base. I agree with what what the answer is I think we have all committed to try to take care of employees and I think we still want to do that and maybe they are thinking under this scenario and we just the fact that it is but you know. Chairman Hunter: Thank you Mr. Greer. Mr. Thompson. Jason Thompson: still withdraw my motion and we can vote strictly on what you have, but for those who have been on the fighting side and not the government side you cannot allow the tail to wag challenge will be managing how that works and once you open that door you will see you are never going to shut it, so I with draw my motion and we can vote on the plan as it, on the County or the City side and what it explodes into is very big and I have seen it in six years, but I withdraw my motion. Chairman Hunter: Motion has been regarded; excuse me before we go on. Can I ask that all this conversation be reflected in the minutes when we get our copies? The question again has been called. Ms. Johnson do you want to restate your motion? Steve Thomas: Second. Chairman Hunter: I am sorry, you made the motion and it was seconded by originally package as written, say I all those oppose. It passes unanimously. Thank you ladies and gentlemen. 27 Steve Thomas: Can offer one closing comment. Chairman Hunter: Yes sir. Steve Thomas: I do see your stand point and I agree it is important, here is a suggestion if you want, you mention earlier that you wanted to bring a resolution before this board tell us exactly can you just add that because I agree we need to draw a line in the sand Chairman Hunter: Thank you Mr. Thomas. Ms. Johnson. Kathryn Johnston: I agree totally and to make sure this all comes together it might be recommended that you say that difference can be adjusted to whatever that difference was. It is so small, I promise you, even if you take as 401K, you could amend your or you could bring your proposal back with just the difference. Chairman Hunter: Thank you Ms. Johnston. The next item is closed session. The chairman will entertain a motion to go into closed session. Gene Renzaglia: So Moved Steve Thomas: Seconded. Chairman Hunter: Motion made by Mr. Renzaglia, seconded by Mr. Thomas. Jason Thompson: What is the purpose of the closed session? Chairman Hunter: Personnel issues. All those of favored of going into closed session I sion. c. Closed Session: The Authority went into closed session from 11:20 a.m. to 11:45 a.m. to discuss personnel issues. Chairman Hunter called the meeting back to open session at 11.45 a.m. Eight Authority board members were in attendance. Gene Renzaglia made a motion that the Authority Board members have agreed that Mr. Hunter has the authority to sign off on a confidential contract with the General Manager candidate once the ILA has been approved by both the City and the County. Jason Thompson seconded the motion. Motion passed unanimously. 6. Public Input Policies re: Audience & Attendees Chairman Hunter distributed a handout regarding Proposed Procedure for Presenting Planned, Substantive Motions. Please refer to the handout for more detail. Due to lack of time, Chairman Hunter referred Authority members to the memorandum that he drafted dated November 6, 2007, regarding proposed procedure for presenting planned, substantive motions. Authority members were asked to review the information for discussion at Î the December 12, 2007, meeting. Chairman Hunter stated that the Authority needs to put together a policy regarding how they are going to accept public input at open meetings, since there will be more interest generated from the public at future meetings. Authority members were asked to e-mail him with their thoughts and Î comments on the issue. 28 He will also contact the City and the County staffs to find out how they Î handle the situation. 7. Authority Questions & Answers Chairman Hunter Burrows Smith asked if there was going to be a Finance Committee meeting to discuss the rates. David Hyder informed him that the meeting will be held the week after Î Thanksgiving and he will notify the Authority members of the date, location and time. Bill Caster asked Jason Thompson and Bill Quinn if the Authority Board needed to attend the City Council meeting on Tuesday, November 20, 2007 to show their support for the Inter-Local Agreement. He was informed that the Authority did not have to be present, but if Î Authority members would like to contact City Council members on their own to discuss the issue with them, they were more than welcome to do that. The next regular scheduled meeting of the Cape Fear Public Utility Authority will be held on Wednesday, December 12, 2007, at 9:00 a.m. in Conference Room 601, 230 Government Center Drive, Wilmington, North Carolina. ADJOURNMENT Charles Wells made a motion for adjournment. The motion was seconded by Jason Thompson. Motion passed. The meeting was adjourned at 11.50 a.m. 29