Jo-Carroll Depot Local Redevelopment Authority s1

JO-CARROLL DEPOT LRA BOARD OF DIRECTORS MEETING MINUTES OCTOBER 3, 2012

I. CALL TO ORDER: Chairman Bill McFadden called the board meeting to order at 3:00 p.m. on Wednesday, October 3, 2012 at the Jo-Carroll Depot LRA Conference Room, 18933 A Street, Savanna, Illinois.

II. ROLL CALL was answered as follows: Present - Don Crawford, Paul Hartman, Steve Keeffer, Bill McCormick, Bill McFadden, Bill Robinson and Bill Wright. Present: 7 Ayes: Absent – Ron Smith. LRA staff present: Mara Roche & Sue Mangler. Guests present: Tom Kamper (RVPR), Ole Pace (RVPR), Mark Roach (Depot Electric Supply), Gary Frederick (Fluidic Micro Controls), Jim Jean Blanc (Jean Blanc Int.), Denise Graves (Jean Blanc Int.), James Law (SolrWind) Keith and Jeanette Kulbe (SolrWind).

III. PLEDGE OF ALLEGIANCE was recited.

IV. AGENDA ADDITIONS – none.

VI. EXECUTIVE SESSION

A motion to move the Executive Session to the end of the Board Meeting was made by Paul Hartman, seconded by Don Crawford. The motion carried by voice vote

V. CONSENT AGENDA

A. Minutes of the September 5, 2012 Board Meeting B. CD transfer approved by Finance Committee, if any C. Bills over $2,500 approved by Finance Committee, if any-none

1 A motion to approve the consent agenda was made by Bill Robinson, seconded by Bill Wright. The motion carried by voice vote.

VII. OLD BUSINESS A. Committee Reports 1. Finance/Personnel Committee a. FY 13 Draft Budget- Finance/Personnel Committee Chairman Bill Wright reported on the meeting held on Tuesday, September 18, 2012 at 9:00 a.m. 3B Plat is still on hold until we hear from the army on the access road deed. We are still waiting for an opinion on the Audit Option from Carroll County. Speer is late on an invoice, Sue Mangler said they have paid that invoice since the last meeting. They did not paid the late fees. Phil Jensen stated that we can just add it to the closing statement for building 200.

A motion to add the late fees for Jesse Speer to the closing statement for building 200 was made by Bill Robinson, seconded by Bill McCormick. The motion carried by voice vote.

Bill Wright also reported that there is a CD transfer coming due Oct. 24, 2012. Sue is getting bids and will have those available by the Finance Committee Meeting on Oct. 16, 2012

A motion to allow the Finance Committee to approve the transfer of the CD coming due on 10-24-12 to the highest bidder was made by Bill Robinson, seconded by Bill McCormick. The motion carried by voice vote. Draft Budget- Mara is waiting for estimates from Tim for reinvestment projects. Mara will present the updated FY13 budget at the next Finance Committe meeting 2. Infrastructure Committee

2 Infrastructure Committee – Steve Keefer reported on the meeting held on Tuesday, September 18, 2012. a. Water/Sewer long range plan 1. Draft Asset and Purchase Agreement- Steve reported we wanted to get the draft to Carroll County for review. Update: Phil Jensen provided the document to the Carroll and Jo Daviess county States Attorneys on September 24, 2012 for comment. He stated that Scott Brinkmier has not had a chance to review it. b. Review of Capital Improvement Projects- Steve reported on a generator transfer switch we need to install in bldg #260 to use as our backup well when we do our water tower project. The project will cost at least $3500.00, for materials and labor. Tim will do the labor.

A motion to have Tim do the work on the generator switch in bulding #260 not to exceed $3500.00 was made by Steve Keeffer, seconded by Don Crawford. The motion carried by voice vote. c. Recommendations on Capital Improvement Projects- d. Review of Water and Sewer Maintenance Items- e. Jo Daviess Warehousing, LLC Proposal for Remote Well#1022- Steve reported a discussion on well #1022 that Jo Daviess Wharehousing LLC is interested in purchasing this. The committed wanted Phil to review the proposal. Phil said he has reviewed it and there is an easement and he sees no issue with that, but had some concern about the underlying land. It was determined there were no issues. The board directed Phil to review the document and see if any changes are needed. This will be addressed at the next Infrastructure Committee Meeting. f. Water Sewer Access Fee-Steve updated the board on a proposed Water Sewer Access Fee for any user that currently has access, but are not connected and utilizing. Not much interest , so it has been put aside for now. 3. Economic Development Committee- No meeting September 18, 2012

VIII. NEW BUSINESS

A. Motions from Executive Session, if any - None B. Bills over $2,500 received since committee met – None C. Staff Reports 1. Executive Director a. Report / issues update –Mara reported that Louisville Real Estate office is moving forward with the deeds for parcels 3, 17A, access road

3 and old access road. Apparently Louisville had some easement issues and they now have them resolved, so the LRA should be seeing the deeds soon. Deed of Correction for Parcel #1 should be forthcoming as well. b. Correspondence-none c. Property Transfers-Mara reported we have not received any property from the army since 2008 d. Employment reports –Mara reported the employee numbers are at 64, last year they were at 56. 2. Bookkeeper a. Bank account balances/funds on hand - As of October 2, 2012 the grand total of LRA money is $1,461,437.38 b. CD Transfers – Sue reported that CD #409791, for the amount of $108,852.31 currently held at The National Bank will mature on October 24, 2012 and she will be sending out rate requests to all financial institutions and will give all the rate information to the Finance Committee at the October 16, 2012 meeting. c. Cash Flow – Sue reported our income for the month was $2,416.70 and our expenses were $15,432.19 indicating a difference of ($13,015.49). d. Budget Update –Sue included a copy of the budget.

D. Board of Directors Report 1. Foreign Trade Zone #271 – No Meeting 2. Jo-Carroll Enterprise Zone – No Meeting 3. Other director’s report –None E. Attorney’s Report-No recommendations F. Other new business-None IX. OTHER REPORTS TO THE BOARD

A. Commander’s Report-

4 Environmental Projects: The Army previously reported that the EPAs and the Army were deadlocked concerning the wording of one vital paragraph in the Site 192 (LRA Parcels 18 & 10 (LRA industrial park)) and Site 111 (LRA Parcel 16B) LUC (land use controls) plans. The wording issued has been resolved and the plans are being finalized at this time. Once complete the FOST for LRA Parcels 10 & 18 can also be finalized and sent to the BRAC office for approval. The soil flushing operation at site 111 (LRA Parcel 16B) are in full swing. Water samples are taken each month to monitor the progress. Remediation of the ground water will continue until water sampling demonstrates that the remediation goals have been met. It was hoped that this would be the last treatment season but it appears that treatment will continue in 2013. The firm of EQ is working on the required plans for the removal of the Vincent Rd septic system and the I Gate Cafeteria Substation PCB spill Field work will begin once the plans are approved and the weather permits. The firm of SAIC will continue with the RI work behind buildings 134 & 140 and in the J igloo area this fall. Concerning the onerous Parcel 14 transfer, this past June the Army decided to go ahead and force the Parcel 14 issue with the USEPA. Savanna refreshed the FOST and put it out for public comment and for regulatory comment once again. The comment period ended July 19. As expected the USEPA and Illinois EPA opposed the transfer of Parcel 14. Savanna was instructed to forward the FOST with all regulatory & public comments to Louisville Real Estate office for transfer. Real estate is in the midst of that process now. The Louisville Corps of Engineers is also working on deeds for LRA parcels 17A, 3, Army Depot Road and the Old Depot Access Road. COE has recently been in contact with the LRA concerning several real estate and bill of sale issues. The Savanna staff is pushing Louisville weekly to make progress on these land transfers. The resolution of easement wording issues are being worked at this time.

5 The road and fence damage caused by the flash flood of the night of July 27, 2011 has been repaired by the Army contractor. Both Shinske and West Roads are open. B. Tenants – Gary Frederick reported how excited they are to have Solrwind here. He also thanked Paul for giving “small business owners group” a chance to talk and present at the last Carroll County Board meeting. Gary asked Mara, Bill, and Paul to attend the Carroll County Board Meeting asking for a public statement saying they will support our business plan for five years and to back off on the pressure they are putting on all of us. He also feels we need to write a letter to the army and our congressional candidates and explain to them the delays in property transfers have results that are not meeting our development plans, which results in our not being able to support the infrastructure. We need to all sign the letter and get it out to them. I also would like to have a resolution from the LRA stating they will not take possession of the water system until 2018. Regarding the draft asset and purchase agreement, it was promised to us users and I still don’t have it that tells me you don’t want us to see it. Ole, I would like a meeting with you next week and be able to see this agreement and work things out. James Law said we should not let the Railroad get possession of the utilities,, I think it is wrong and that the users should all be involved with a utility association, my company will support this system. Mark Roach stated that one of his concerns is that I hear the Railroad is the only one that has stepped up and what frustrates me is when I hear the board members say I’ve had enough of this because you haven’t been forced into anything you have the right to say no and you have the right to say yes and what everyone here is saying is that there is more than one person interested in this. Bill McFadden stated we are waiting on a response from the Carroll County States Attorney before the draft agreement will be provided to the tenants for review and comment. We have followed all the steps. Phil stated the concerns are legitimate but your information is not complete. There is no mechanism in Illinois for a utility to hijack rates. The only three ways that a utility can operate is a public utility that is traded over a stock exchange, those utilities are subject to the

6 commerce commission, a private utility owned by individual investors, rates for a private utility are subject to the commerce commission, and then a private concern utility often an association. So there is no opportunity for a utility to hijack rates. The RR is in no business to run a utility but they acted very noble in their effort to step up in an effort to keep Carroll County as a part of the LRA. I urge all of you to get all the information before you speak. Ole stated that the Railroad is open to set up an association. Denise stated that they have been told they would get to look at the agreement before it went to the county board and now it is already at the county level and they are frustrated that they are getting no information. Phil stated that at the last meeting it was very clear that the draft agreement was going to the States Attorneys at both counties, they wanted it by the 26th of September and they th received it on the 25 , and it wasn’t an effort to be secret but it seemed to make no sense to be passing around draft documents until at least both counties had reviewed it. No one is ready to sign this thing on the dotted line yet but there could have been a horrible danger of all kinds of documents being out there and wondering which one was really used. Gary stated that he sat in the Infrastructure meeting when the non-binding letter of intent was reviewed and I asked the letter not be signed until we presented alternatives, and the letter was signed. We haven’t seen the draft asset and purchase agreement, we don’t know what is in it. Why don’t we work together right now to get this thing resolved. Bill McCormick stated that he has not seen it himself and we are in support of the tenants as well. Gary stated that we have to pursue the letter at Carroll County because we need 5 years. Gary said Rod Fritz appointed Mike Doty to monitor our progress, do you agree Paul? Paul said the county board will make their decision based on a month to month report. They did not make any action. Bill McFadden said we can get a letter together after the meeting and present it at tomorrow’s Carroll County Board meeting. Ole(RVPR) stated Rescar is proceeding and are looking to be up and running th by Oct. 15 . We are working with Eastland on a new grain unloading facility, engineering is under way. A development organization has been set up and

7 capitalized to do some actual development on the property. With development you have to have some certainty as far as the utilities are concerned. One reason we stepped up is there has to be certainty. We know we can afford the operating losses. We know it is important to have the certainty if we want to develop this depot. We know it is manageable from a business standpoint. Ole (RVPR) also stated he has offered to meet with any tenants any time. Jim (Jean Blanc,Int.) asked if there was an opportunity to create a coop. Ole (RVPR) stated if there are multiple users then we set up a coop and the railroad can fund it for a few years until we see who is here. Phil stated that there is nothing that would prohibit the county from taking possession on day one and then mothballing it on day two. There is nothing in the MOA that requires Carroll County to operate a Water Sewer System. Gary (Fluidic Micro Controls) asked again when will the tenants be able to have the draft agreement for review. Bill Robinson said they can see it as soon as we see it. Mara asked Phil how long the counties will have it. Phil said he will put in a call and find out when it can be distributed. Ole (RVPR) stated that after the states attorneys have seen it and the board has had a chance to look at it then you can look at it. Paul Hartman stated that the county does not want to shut it down they just don’t want to put any money into it.

A motion to draft a letter of support to the Carroll County Board to give us all 5 years to resolve this water sewer system issue was made by Bill Robinson, seconded by Bill Wright. The motion carried by voice vote.

C. UMRI Port Authority – None D. US Fish & Wildlife Service – None E. Guests – None X. PUBLIC COMMENTS – None.

4:45 A motion to go into Executive Session for the Sale and Lease of property 5 IL CS 120/2 (c) (6), for the setting of a price for sale or lease of property owned by the public body

8 was made by Bill Wright, seconded by Bill Robinson The motion carried by voice vote

5:25 we came out of executive session

XI. ADJOURNMENT A motion to adjourn was made at 5:30 p.m. by Don Crawford, seconded by Steve Keeffer. The motion carried by voice vote.

______Sue Mangler, LRA Board Secretary