BOARD OF DIRECTORS
FLUVANNA COUNTY OFFICE BUILDING
JULY 2, 2009
2:00 P. M.
Present: Goodman B. Duke, John Y. Gooch, G. Cabell Lawton, IV, Dale G. Mullen, Thomas E. Payne and John E. Thomasson
Others Present: Kurt Krueger, Interim Legal Counsel; Joe Hines, Timmons Group and Alyson Simpson, Deputy Clerk, Louisa County Administration
CALL TO ORDER
Chairman Payne called the July 2, 2009 regular meeting of the James River Water Authority Board of Directors to order at 2:00 p.m., which was followed by the Pledge of Allegiance.
READING AND APPROVAL OF MINUTES OF PRECEDING MEETINGS
On the motion of Mr. Thomasson, seconded by Mr. Gooch, which carried by a vote of 6-0, the Board approved the minutes of the June 4, 2009 meeting.
On the motion of Mr. Thomasson, seconded by Mr. Gooch, which carried by a vote of 6-0, the Board approved the minutes of the June 18, 2009 meeting.
CHAIRMAN/EXECUTIVE DIRECTOR ITEMS
ITEMS FROM THE PUBLIC
CONSENT AGENDA ITEMS
None.
OTHER BUSINESS
None.
OTHER ITEMS FROM BOARD OR STAFF NOT ON AGENDA
Mr. Lawton said he and Mr. Duke met with Rural Development and Virginia Resources Authority (VRA) representatives to discuss potential financing options. Mr. Lawton said he thought both agencies were options for the Authority and added that the cheaper money would come from Rural Development but that Rural Development money would also have the most hassle and paperwork. Mr. Lawton reported that VRA would be slightly more expensive, but noted that once the money was borrowed it would be controlled by the Authority. Mr. Lawton stated that Rural Development would check vendors and the “Buy American” and “Davis Bacon” Rules would apply. Mr. Lawton expressed that Rural Development would have to approve all procurement, RFPs and selections which would be much more intensive than VRA.
Mr. Lawton stated that Rural Development offered 40 year loans and added that they had a lot of money available to lend due to the stimulus program. Mr. Lawton said Rural Development was pushing more for a loan rather than a grant because of the income levels in the two communities. Mr. Lawton stated that there was a possibility for reduced interest rates from 2.75% to 3.5% depending on income levels.
Mr. Lawton noted that the offers from VRA were impressive, too. Mr. Lawton stated that he thought the next pool was in the fall and that VRA would do two pools per year. Mr. Lawton said it was AAA rated and was still pretty low at about mid-4s on the interest rate. Mr. Lawton noted that VRA would be about one percentage point higher than Rural Development on the interest rate, but the Authority would control the money and approve everything in compliance with the Virginia Procurement Act.
ATTORNEY’S ITEMS
Mr. Krueger reported that the Authority approved a Procurement Policy at a previous meeting that was now affected by some amendments made to the Virginia Procurement Act by the General Assembly that became effective July 1, 2009. Mr. Krueger stated that the Authority’s Policy, consistent with the Virginia Procurement Act at the time the Policy was approved, allowed for the procurement of professional services in amounts less than $30,000 for single or term contracts without competitive negotiation. Mr. Krueger noted that the General Assembly amended the Act to increase the $30,000 amount to $50,000. Mr. Krueger said the Authority’s Procurement Policy could be amended, particularly in Section 2.6, subsections 1, 2 and 3, to increase the $30,000 amount to $50,000 to take advantage of the amendment to the Act.
Mr. Lawton motioned to amend the Authority’s Procurement Policy in Section 2.6, subsections 1, 2 and 3, to reflect the changes made by the General Assembly effective July 1, 2009 and increase the $30,000 allowable amount to $50,000. Mr. Duke seconded the motion.
On the motion of Mr. Lawton, seconded by Mr. Duke, which carried by a vote of 6-0, the Board voted to amend the Authority’s Procurement Policy in Section 2.6, subsections 1, 2 and 3, to reflect the changes made by the General Assembly effective July 1, 2009 and increase the $30,000 allowable amount to $50,000.
FINANCIAL ADVISOR’S ITEMS
None.
ENGINEER’S ITEMS
Mr. Hines said Timmons Group and Draper Aden were also involved in meeting with the two funding agencies, Rural Development and VRA. Mr. Hines said he felt the meetings were productive and there was a better understanding of the options available to the Authority. Mr. Hines said he would be moving forward with both funding agencies to see how the options shaped up between the two potential funding sources. Mr. Hines said the point would soon be reached where the Authority would have to make a final decision on the funding agency to move forward with.
Mr. Hines said he was slowly receiving comments on the Environmental Report that was submitted to the State and Federal agencies for review. Mr. Hines said he hoped to merge the Environmental Report and the Preliminary Engineering Report soon and submit it to Rural Development to address their comments.
Mr. Hines said the meeting that Timmons Group had with Aqua Virginia yielded open discussion and dialogue. Mr. Hines said he represented to Aqua Virginia that, as Consultant to Fluvanna and Louisa Counties and subsequently the James River Water Authority, they had the contractual responsibility to look out for the best interest of the two Counties and the Authority, but wanted to provide them the opportunity to express their ideas. Mr. Hines said that Aqua Virginia had a follow-up meeting with Mr. Lawton and he would let Mr. Lawton cover that meeting.
Mr. Lawton said he met with Aqua Virginia and he now wanted a representative from Louisa to attend a meeting between him and Aqua Virginia to discuss their latest ideas. Mr. Lawton said he felt this was an option for the Authority and he felt Aqua Virginia was looking at this as more of an interim step. Mr. Lawton said he did not want to go too far into discussions with Aqua Virginia without having a representative from Louisa participating. Mr. Lawton stated that if the Authority was going to consider any of the proposals from Aqua Virginia seriously, it would take more than just discussion with him.
Mr. Mullen said his hesitation now was the same as it was before. Mr. Mullen said without something in writing to review ahead of time, it seemed premature to have a meeting just to talk. Mr. Mullen stated that he had met Aqua Virginia’s representative and had spoke with counsel to try and get a written idea of their proposal and he was unsuccessful. Mr. Lawton said he and Mr. Mullen could have a conversation about it for now. Mr. Lawton said he would like to give Aqua Virginia the opportunity to frame what their proposal could be through conversation first. Mr. Lawton said it would then be up to the Authority to choose to pursue the idea further. Mr. Lawton stated that he would rather turn around right now than continue to lead Aqua Virginia down the wrong path.
It was the consensus of the Board for Mr. Lawton and Mr. Mullen to work together and bring back a recommendation regarding Aqua Virginia.
Mr. Payne asked Mr. Hines if he had any feel for what VDOT was going to allow as far as right-of-way usage. Mr. Payne asked if anyone had approached VDOT or if the project was far enough along for that to happen. Mr. Hines said he was waiting on the official assignment of the Contract over to the Authority. Mr. Hines stated that one of the next things on the list was to sit down with VDOT over the next 30 to 45 days and discuss the right-of-way issue to try and get a definitive direction. Mr. Hines said it would be a lot easier to install the water line in the VDOT right-of-way and he was hoping to come to some type of agreement to allow for that.
Mr. Payne asked if Mr. Hines would be dealing with the Culpeper VDOT Office. Mr. Hines answered yes. Mr. Hines said he had talked with Mr. Gentry, Louisa Board Member, who was a retired VDOT employee. Mr. Hines said Mr. Gentry could be a logical person to contact to try and get this issue to the appropriate decision-making level. Mr. Hines said he felt this water line would cause minimal impact to VDOT; however, VDOT had recently discouraged installation of utilities within their right-of-way.
Mr. Gooch asked if the Authority Board needed to come to a consensus on the pipe route. Mr. Gooch stated that the Fluvanna County Board of Supervisors had published a proposed route of the water line. Mr. Gooch said the tour of the water route was taken last time and asked if the James River Water Authority Board needed to make that route official. Mr. Gooch said he felt the James River Water Authority should at least let the public know that this was the official intended water line route so it could clear up any potential confusion.
Mr. Payne said the proposed route was the one that was agreed upon, but he felt that there should be meetings with VDOT regarding right-of-way and what could and could not be done. Mr. Payne asked if the Board was at a point where they could “lock down” the route. Mr. Hines said the proposed route was the recommended route. Mr. Hines said from an engineering perspective, he could make any route work. Mr. Hines said one of the advantages of the western-most route was the fact that there were minimal prescriptive right-of-ways to deal with and more VDOT right-of-way along this route. Mr. Hines said he could go to VDOT with the routes and if problems arose, the pipe line could be re-routed where it needed to go.
Mr. Mullen said some of the Louisa members had additional engineering questions and cost concerns after riding the proposed route. Mr. Mullen said he had asked for those questions to be put in writing to be presented at a future Authority meeting. Mr. Hines said he had a tentative meeting scheduled with Mr. Bar Delk, Louisa County Water Authority Manager, to go over some of the initial engineering questions. Mr. Mullen said there were so many factors that impacted cost and it was not just distance, but also acquisition, if necessary. Mr. Mullen stated that VDOT had historically been very resistant to allowing anything in their right-of-way and he was not sure they would take a different approach to that now.
Mr. Hines said he felt the Board was in a position now to take the route to an appropriate decision maker at VDOT. Mr. Hines said each route alternative had different costs and benefits associated with it. Mr. Hines said he felt it was the general consensus to go with the proposed route after weighing all the factors.
Mr. Thomasson said it appeared that the proposed route currently laid out was the acceptable route, but asked if there were alternative routes in case that one did not work. Mr. Hines said there were multiple alternatives considered in the beginning so there are potentially alternative routes.
Mr. Payne asked if Miss Utility would be used to establish the existing underground utilities along the route. Mr. Hines said the existing underground utilities had not been located at this point and noted that Miss Utility’s design tickets could be off by as much as four feet, which was not very accurate. Mr. Hines said there was a landowner issue to deal with and a utility issue to deal with. Mr. Hines said a decision would need to be made as far as which side of the road to place the pipe on once additional survey information was collected. Mr. Hines said they would potentially go through Miss Utility to locate the existing underground utilities, but may also require some sub-surface location. Mr. Hines said having to move a water line by five or ten feet due to a utility conflict could potentially affect an easement. Mr. Hines said Timmons Group gathered as much information as they could up front and tried to grasp as much comprehension of the utilities along each route as possible for the initial routing studies.
CLOSED SESSION
On the motion of Mr. Gooch, seconded by Mr. Duke, which carried by a vote of 6-0, the Board voted to enter Closed Session at 2:26 p.m. for the purpose of discussing the following:
RESUMPTION OF REGULAR SESSION
On the motion of Mr. Gooch, seconded by Mr. Duke, which carried by a vote of 6-0, the Board voted to return to Regular Session at 3:32 p.m.
RESOLUTION - CERTIFICATION OF CLOSED SESSION
On the motion of Mr. Lawton, seconded by Mr. Gooch, which carried by a vote of 6-0, the Board voted to adopt the following resolution:
WHEREAS, the James River Water Authority Board of Directors has convened a Closed Meeting pursuant to an affirmative recorded vote and in accordance with the provisions of the Virginia Freedom of Information Act; and
WHEREAS, §2.2-3712.D of the Code of Virginia requires a certification by the James River Water Authority Board of Directors that such closed meeting was conducted in conformity with the Virginia Law.
NOW, THEREFORE BE IT RESOLVED that the James River Water Authority Board of Directors does hereby certify that, to the best of each member's knowledge, (i) only public business matters lawfully exempted from open meeting requirements by Virginia law were discussed in the closed meeting to which this certification resolution applies, and (ii) only such public business matters as were identified in the motion convening the closed meeting was heard, discussed or considered by the James River Water Authority Board of Directors.
PRESENT VOTE
Dale G. Mullen Yes
John E. Thomasson Yes
John Y. Gooch Yes
Goodman B. Duke Yes
G. Cabell Lawton, IV Yes
Thomas E. Payne Yes
On the motion of Mr. Gooch, seconded by Mr. Duke, which carried by a vote of 6-0, the Board voted to hire McGuireWoods, LLP as legal counsel.
OTHER BUSINESS
Mr. Gooch said plans were moving right along, but it concerned him that things were moving too fast. Mr. Gooch as if items were going to be taken into consideration as they came or if a plan of action was going to be developed.
Mr. Lawton said the survey work was currently being done and the Authority would then review the plans. Mr. Lawton also reported that the Federal ID Number had been received. Mr. Lawton said Louisa County had appropriated $50,000 effective July 1, 2009 and Fluvanna had appropriated $20,000 to the Authority. Mr. Mullen noted that he would have a check sent to Fluvanna County in order to open the bank account.
Mr. Gooch asked Mr. Hines if the proposed route was the one currently being surveyed. Mr. Hines answered yes. Mr. Hines said if a fly-over was performed right now, about 70% to 90% of the route could be captured as long as roads were followed. Mr. Hines said if there was a re-routing, there would be a good chance that the route had already been flown.
Mr. Gooch said from Payne’s Mill and slightly East and North of that was where the question was on where the actual pipe line would be. Mr. Lawton said he would like to hear the questions from the Louisa members and address their concerns first.
Mr. Lawton asked for an update on the survey work currently being performed. Mr. Hines said the target was to have the majority of the points of the route to Mr. Jim Bell with Louisa Aerial Surveys last week and he thought most of that had been done. Mr. Hines said the route had probably already been surveyed by now.
Mr. Gooch said he felt at some point the Authority itself should advertise the proposed route again to let the public know which direction things were going. Mr. Hines said it was his understanding that the proposed route was the agreed upon route and that it was advertised to the public about a year ago.
Mr. Duke pointed out that regardless of which route was chosen, one item that really needed attention was financing. Mr. Duke said both funding agencies had deadlines in September which meant that paperwork needed to be started and discussion needed to take place.
Mr. Gooch said Fluvanna County had adopted a proposed route, but the Authority had not formally adopted it. Mr. Gooch said he wanted to make sure this was communicated to the public appropriately.
Mr. Payne said the Louisa member’s questions would be addressed and Timmons Group would continue to work and once there had been a meeting with VDOT, the Authority could formally show where the pipe line would go.
It was the consensus of the Board to not have the second meeting in July.
On the motion of Mr. Gooch, seconded by Mr. Duke, which carried by a vote of 6-0, the Board voted to adjourn the July 2, 2009 meeting at 3:56 p.m.
BY ORDER OF
________________________________
THOMAS E. PAYNE, CHAIRMAN
BOARD OF DIRECTORS
JAMES RIVER WATER AUTHORITY