NORTH COAST RAILROAD AUTHORITY (NCRA)

BOARD OF DIRECTORS REGULAR MEETING

 

MINUTES

 

WEDNESDAY, MAY 15, 2002 AT 10:00 A.M.

 
EUREKA CITY COUNCIL CHAMBERS
531 K STREET, EUREKA, HUMBOLDT COUNTY, CALIFORNIA, USA

 

 

A.        CALL TO ORDER - At 10:00 am.

 

B.        ROLL CALL

Directors present:  Vice Chair Allan Hemphill, Second Vice Chair Leo Sears, Robert Simonson, Daniel Opalach, and Budge Campbell. 

Directors absent:  Chair David Ripple and Jake Mackenzie.

Also present:  Executive Director Max H Bridges, Assistant Executive Director Douglas Christy, Administrator Pamela Fishtrom, General Counsel Christopher Neary, and Property Manager Cyndee Logan.

 

C.        AGENDA APPROVAL

            Mr. Bridges asked to include the Ukiah Depot Contract. 

           

Dir. Simonson moved to add to the Conduct of Business Section Item F.3. Ukiah Depot Contract; seconded by Dir. Opalach.  Vote taken; motion carried unanimously.

 

Ms. Logan asked to include action on an agreement with Humboldt Bay Municipal Water District.

 

Dir. Simonson moved to include the item requested; seconded by Dir. Sears.  Vote taken; motion carried unanimously.  It was included as Item F.4.

 

Also, Mr. Bridges requested the Property Management Contract be discussed for action.

 

Dir. Sears moved to add the requested item; seconded by Dir. Simonson.  Vote taken; motion carried unanimously.

 

Dir. Campbell requested the Consent Agenda Items E.3.a. and E.3.b. be moved to the Conduct of Business section of the Agenda.  

 

Dir. Campbell so moved; seconded by Dir. Opalach.  Vote taken; motion carried unanimously.  E.3.a. and E.3.b. of the Consent Agenda were changed to Conduct of Business Item F.6.

 

Dir. Simonson moved to approve the Agenda with the above changes; seconded by Dir. Sears.  Vote taken; motion carried unanimously.

 

D.        PUBLIC COMMENTS

Pete Oringer, Northwestern Pacific Railroad Support Coalition, asked the Board to move expeditiously in implementing the scope of work recommended by the Capital Assessment Study.

 

Fred Carmichael, interested citizen, read a letter he sent to the Times-Standard asking to cancel the studies, sell or give the Railroad to a private operator, such as Mr. Neiemeyer, and begin repair of the Line.

 

E.         CONSENT AGENDA

1.                  Minutes

a.                  Special Board of Directors Meeting held March 13, 2002

b.                  Property Management Committee Meeting held April 3, 2002

c.                   Regular Board Meeting of April 17, 2002

 

2.         Revised Designation of Applicant’s Agent Resolution

 

3.         Revised Contracts – Item moved to the Conduct of Business section.

a.                  Mustola Management

b.         Moraine Associates  

 

4.                  Meals for Extended Board Meetings

 

5.                  Deny Claims

a.                  State Farm Insurance Company

b.                  City of Petaluma

 

6.                  Cost of Living Adjustment for Executive Director

 

Dir. Sears moved approval of the Consent Agenda less Item 3; seconded by Dir. Simonson.  Vote taken; Dir. Campbell, Dir. Hemphill, and Dir. Opalach abstained from voting on Item E.1.b. as they were not at the Committee Meeting; motion carried unanimously with the one exception noted.

 

F.         CONDUCT OF BUSINESS

            1.         Capital Projects Assessment Update

Mr. Christy provided the status on this project and Dave Anderson of Willdan showed slides of some of the repairs needed.

 

2.         Approve Stephen Benson, Car Accountant, Contract Revision

Mr. Christy recommended increasing Mr. Benson's contract $12,000 as his assistance with car hire is invaluable.

 

Dir. Simonson moved approval of the contract revision; seconded by Dir. Campbell.  Vote taken; motion carried unanimously.

 

3.         Ukiah Depot Contract

Mr. Bridges recommended signing the Agreement with the City of Ukiah approved at an earlier meeting where NCRA guarantees to provide $18,000 matching funds and Ukiah agrees to manage the rehabilitation project.

 

Dir. Campbell moved to approve signing the Agreement; seconded by Dir. Sears.  Vote taken; motion carried unanimously.

 

4.         Humboldt Bay Municipal Water District License

Ms. Logan recommended approval of the License subject to Counsel's review.

 

Dir. Campbell moved to approve the License subject to Counsel’s review; seconded by Dir. Sears.  Vote taken; motion carried unanimously.

 

5.         Property Management Contract

Mr. Bridges presented the current agreement with two changes suggested by the Committee: the

ending date of the contract is June 30, 2002, and in Attachment C – eliminating the clause C-27. 

Dir. Simonson noted some additional changes recommended by the Committee.  On the second page: the Contractor’s signature should be on the right side, and the License number be inserted.

 

Dir. Simonson moved the second page be modified as discussed and the Contract approved; seconded by Dir. Campbell.  Dir. Sears disagreed.  Dir. Simonson withdrew his motion.

 

Dir. Sears moved the present contract will terminate upon presentation of a new contract by the Property Management Committee and adoption by the Board; seconded by Dir. Simonson.  Vote taken; motion passed unanimously.

 

6.         Contract Revisions - Moved from the Consent Agenda to the Conduct of Business section.

a.                  Mustola Management

b.         Moraine Associates

Dir. Campbell expressed concern over a provision in Attachment C, page 6, of both contracts.  He recommended removal of the words in C-27, “Each party hereby represents and warrants that it is not relying, and has not relied, upon any representation or statement made by the other party with respect to the facts involved or its rights of duties.”  Counsel agreed.

 

Dir. Campbell moved the Chair take a vote on Item F.6.a. and b. so that both contracts be approved with modifications of section C-27; seconded by Dir. Sears.  Vote taken; motion carried unanimously.

 

G.        LIAISON REPORTS

            1.         Northwestern Pacific Railroad Authority (NWPRA)

The Agenda packet contains the entire Agenda for the NWPRA, therefore, nothing further was added.

 

2.                  Sonoma-Marin Area Rail Transit Commission (SMART)

The Directors agreed the entire SMART Agenda should continue to be included in the Board packet.

 

H.        COMMITTEE REPORTS

1.                  Passenger - Dir. Hemphill and Dir. Opalach

Due to more pressing issues, the Notice to Potential Bidders regarding selling the surplus passenger equipment was delayed, and vandalism continues to occur.  Dir. Hemphill suggested reconvening the Committee with the addition of a third Director.

 

2.                  Property Management - Dir. Sears, Dir. Campbell, and Dir. Simonson

The standard NCRA lease contract is continuing to be revised; the Property Management Contract was discussed at length; the trackage rights for construction in Healdsburg are in negotiations; the Humboldt Bay Municipal Water District License was also discussed; and, PacBell is resolving the issue of past due leases.    

 

I.          CLOSED SESSION – Postponed to later in the Agenda

 

J.         ANNOUNCEMENT OF ACTION TAKEN IN CLOSED SESSION – Also postponed

 

K.        STAFF REPORTS

1.                  Executive Director Max H Bridges

NCRA's projects will not be delayed as a result of the Governor's May budget revisions calling for a loan from the Traffic Congestion Relief Fund to the General Fund. 

 

2.                  Assistant Executive Director Douglas Christy

·        Clarified the expenditure of the Capital Assessment as approximately $500,000 instead of a public comment indicating NCRA spent $15,000,000. 

·        At the June California Transportation Committee (CTC) Meeting, NCRA will ask for money made available to this Agency for clean up and site characterizations to assess future costs for hazardous material remediation.

·        The Request for Proposals for a Rail Carrier has, so far, attracted three interested parties, two of which, have submitted formal questions to be addressed at the pre-award meeting.

      

3.                  General Counsel Christopher J Neary

Nothing further.

 

4.         Property Manager Cyndee Logan

PacBell wrote to inform NCRA a check should arrive within 15 days for past due leases.

 

L.         MATTERS FROM BOARD MEMBERS

Mr. Bridges responded to Dir. Simonson that publicly-made assurances by Harry Sherwood, Federal Emergency Management Agency (FEMA), have not been received in writing as requested.  Also, Mr. Bridges responded there is no guarantee NCRA will receive a time extension for completion of the project, however, there is a continuing effort by NCRA and Caltrans to provide information to FEMA relative to NCRA’s progress.

 

Dir. Opalach inquired of the meeting held with the CTC last week.  Mr. Bridges reported discussing the Capital and Environmental Assessments and NCRA's future financial position.  He believes the CTC was pleased with NCRA's budget reduction and provision to provide for eighteen months of administration funding.

 

Dir. Sears reported the Legislative Agenda for Humboldt County Association of Governments includes four provisions addressing the Railroad: 1) Ask for money for infrastructure including railroad; 2) Ask for money to provide administrative funding for the Railroad; 3) Encourage Caltrans, CTC, and FEMA to work with the Railroad; and, 4) Push legislators to understand the importance of the connection of the Port with the Railroad.

 

Kaye Strickland, Chair of Citizens for Port Development, when informed that AB 2224 will be discussed in Closed Session, asked if that issue can be discussed in Open Session.  Also, she requested the Minutes reflect more information for public viewing.

 

Dir. Hemphill left at 1:30 pm.  The Board took a five-minute break.

 

I.          CLOSED SESSION – Convened at 1:35 pm. 

 

J.         ANNOUNCEMENT OF ACTION TAKEN IN CLOSED SESSION – Reconvened at 2:55 pm.

1.                  Conference with Real Property Negotiators - Government Code § 54956.8

NCRA Negotiators:  Dir. Sears, Dir. Hemphill, and Chair Ripple

Property:  Cloverdale to Healdsburg segment of the Northwestern Pacific Line

Negotiations between:  NCRA; Golden Gate Bridge, Highway, & Transportation District; County of Marin; County of Sonoma; SMART; and NWPRA.

Negotiations concern: the scope and extent of the NCRA Freight Easement over and across the Northwestern Pacific Line; the interaction of the Freight Easement with the existing NWPRA Joint Powers Agreement; the Operating Agreement with NWPRA; the exchange of underlying fee title of the Healdsburg to Cloverdale segment to a newly created entity of the State Legislature dedicated to transit service and harmonious NCRA freight operations on the Northwestern Pacific Line; the nature and scope of the respective passenger and intercity passenger easements.

                        The Board designated Mr. Bridges as the negotiator and gave him instructions.

 

2.                  Conference with Legal Counsel – Anticipated Legislation

Government Code § 54956.9 

Initiation of Litigation, One Case

                        The Board met with Legal Counsel and gave him instructions.

 

3.                  Liability Claims

Claimant: Herzog Construction

Under Discussion: Settlement Agreement

The Board authorized a settlement with Herzog Construction for $110,000 subject to consultation with Caltrans.

 

M.       ANNOUNCEMENT OF NEXT MEETING

           

Regular Board Meeting – June 19, 2002 10:00 am

            Healdsburg City Council Chambers, 401 Grove Street, Healdsburg, Sonoma County, CA, USA

 

N.        ADJOURNMENT - At 3:00 pm.