BOARD OF DIRECTORS ALAMEDA-CONTRA COSTA TRANSIT DISTRICT
MINUTES Regular Meetings of the Board of Directors and the External Affairs and Finance and Audit Committees AC Transit General Offices 2"d Floor Board Room 1600 Franklin Street Oakland, CA 94612 Wednesday, May 27, 2015 at 5:00p.m. Closed Session: 3:30p.m. (Items 7A-7F) Committee meetings will commence when the Board of Directors recesses to a Committee of the Whole
MEMBERS OF THE BOARD OF DIRECTORS H. E. CHRISTIAN PEEPLES, PRESIDENT (AT-LARGE) ELSA ORTIZ, VICE PRESIDENT (WARD 3) JOE WALLACE (WARD 1) GREG HARPER (WARD 2) MARK WILLIAMS (WARD 4) JEFF DAVIS (WARD 5) JOEL YOUNG (AT-LARGE) Teleconference: Joel Young, Director At-Large 730 E 3rd Street Long Beach, California 90802 BOARD OFFICERS KATHLEEN KELLY, INTERIM GENERAL MANAGER DENISE C. STANDRIDGE, GENERAL COUNSEL LINDA A. NEMEROFF, DISTRICT SECRETARY
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BOARD OF DIRECTORS MEETING- H. E. Christian Peeples, President Wednesday, May 27, 2015 at 5:00 p.m. The Alameda-Contra Costa Transit District Board of Directors held a regular meeting on Wednesday, May 27, 2015.
ACTION SUMMARY
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The meeting was called to order at 3:37 p.m. for the purpose of Closed Session. All Board members were present with the exception of Director Young who was absent. The District Secretary announced that the Board i would convene in Closed Session to discuss Items 7A-F as listed on the ' agenda. Closed Session concluded at 4:35 p.m. At 5:05 p.m., President Peeples called the Board of Directors meeting to order.
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Director Young attempted to participate in the meeting by teleconference I at 6:07 p.m.; however, since he was not at the noticed teleconference i location as required by the Brown Act, General Counsel Denise Standridge ! advised that Director Young could listen but not participate or vote during ' the meeting. 1.
ROLLCALL Present: Wallace, Harper, Williams, Davis, Ortiz, Peeples Absent: Young (Excused Absence)
2.
PUBLIC COMMENT Jane Kramer commented on transparency and accountability with regard to Boardmember attendance at citizen advisory committee meetings, noting her feeling that this was a violation of the Brown Act and micromanagement of the citizen advisory committee process. Mahasin Abdui-Salaam, ACCE member, emphasized the need for a competent General Manager who would provide stability and partner with advocacy groups to improve, enhance, and make transit accessible for all.
3.
CONSENT CALENDAR MOTION: ORTIZ/WILLIAMS to approve or receive the consent calendar as presented. The motion carried by the following vote:
APPROVED OR RECEIVED AS INDICATED
AYES:6: Ortiz, Williams, Wallace, Harper, Davis, Peeples ABSENT:l: Young 3A. Consider approving Board of Directors minutes of May 13, 2015. 3B. Consider approving Board of Directors minutes of May 13, 2015. (Special Meeting).
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3C. Consider approving Board of Directors/Board Officers Retreat minutes of April 29, 2015. 3D. Consider receiving Retirement Board minutes of April 17, 2015 (Report 15103}. 4.
REGULAR CALENDAR 4A. Consider approving award of a five-year, fixed-fee contract to Mary Rowlands for consultant services for the Paratransit Coordinator's Office for the East Bay Paratransit Consortium (Report 15-066a).
APPROVED
There was no presentation of the staff report. MOTION: WILLIAMS/WALLACE to approve award of a five-year, fixed-fee contract to Mary Rowlands for consultant services for the Paratransit Coordinator's Office for the East Bay Paratransit Consortium. The motion carried by the following vote: AYES:6: Williams, Wallace, Harper, Davis, Ortiz, Peeples ABSENT:l: Young 4B. Consider approving the candidate profile for the General Manager position (Report 15-160}.
APPROVED
{A copy of Staff Report 15-126 wos provided at the meeting for the Board's consideration.] District Secretary Linda Nemeroff presented a brief staff report. Director Harper offered several amendments to concerning the District's direction with respect to increasing ridership as a major goal of the next integration of technology into transit operations, and the education and experience requirements.
the candidate profile the fuel cell program, general manager, the needed clarifications to
MOTION: WALLACE/WILLIAMS to direct the District Secretary to work with Director Harper, President Peeples and Vice President Ortiz to edit and finalize the candidate profile for the General Manager position. The motion carried by the following vote: AYES:6: Wallace, Williams, Harper, Davis, Ortiz, Peeples ABSENT:l: Young
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RECESS TO STANDING COMMITTEES (as the Committee of the Whole) The Board meeting recessed to the Standing Committees at 5:32 p.m. ALL COMMITTEES ARE ADVISORY ONLY. A.
! EXTERNAL AFFAIRS COMMITTEE- Mark Williams, Chairperson The External Affairs Committee convened at 5:32 p.m. All Committee members were present with the exception of Director Young.
A-1.
ACTION SUMMARY
Public Comment (for items not on the agenda) : There was no public comment offered. Consent Items: MOTION: ORTIZ/WALLACE to forward to the Consent Calendar Addenda recommending approval. The motion carried by the following vote:
RECOMMEND APPROVAL
AYES:6: Ortiz, Wallace, Harper, Davis, Peeples, Williams , ABSENT:1: Young A-2.
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Consider recommending approval of a proposal to exercise the second oneyear option to extend AC Transit's advertising contract with Titan 360 through June 30, 2016 (Report 09-128c). Briefing/Action Items:
A-3.
1 1
Consider recommending receipt of the Monthly Legislative Report and approval of legislative positions (Report 15-104). .
[A memorandum to the Metropolitan Transportation Commission's Legislation Committee regarding 58 16 (Beall) and a revised Attachment 3 to the Staff Report (Legislative Matrix) was provided at the meeting for the Committee's consideration.]
RECOMMEND RECEIPT AND APPROVAL OF LEGISLATIVE POSITIONS
! Director of Legislative Affairs and Community Relations Beverly Greene ! presented the staff report. Discussion ensued as to why the position on SB 16, which does not provide funding for public transit, had a WATCH position. Ms. Greene advised that negotiations were continuing in regard to this issue. There was consensus by the Committee to change the position to SUPPORT IF AMENDED. \ MOTION: PEEPLES/ORTIZ to forward to the Consent Calendar Addenda I ! recommending receipt of report and approval of legislative positions, i including a SUPPORT IF AMENDED position on SB 16 (Beall). The motion I carried by the following vote: !
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i AYES:6: Peeples, Ortiz, Wallace, Harper, Davis, Williams
l ABSENT:1: Young
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The External Affairs Committee adjourned at 5:45 p.m.
B.
i FINANCE AND AUDIT COMMITTEE- Jeff Davis, Chairperson j The Finance and Audit Committee convened at 5:45 p.m. All Committee
ACTION SUMMARY
I members were present with the exception of Director Young. B-1.
I Public Comment (for items not on the agenda) I There was no public comment offered.
i Consent Items: MOTION: PEEPLES/WALLACE to forward to the Consent Calendar Addenda recommending receipt, approval or adoption as indicated. The motion I carried by the following vote: f
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RECOMMEND RECEIPTOR APPROVAL AS INDICATED
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I AYES:G: Peeples, Wallace, Harper, Ortiz, Davis, Williams
I ABSENT:1: Young I
B-2.
I Consider recommending receipt of the Monthly Report on I the month of March, 2015 (Report 15-106).
Investments for
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B-3.
I Consider recommending receipt of the FY 2014-15 Third Quarter Travel and [ Meeting Expense Report for Directors and Board Officers (Report 15-107).
B-4.
I Consider recommending receipt of the FY 2014-15 Third Quarter Employee [ and Non-Employee Out-of-State Travel Report (Report 15-108).
B-5.
Consider recommending receipt of the FY 2014-15 Third Quarter Surplus and Obsolete Materials Report (15-109).
B-6.
Consider recommending receipt of the Quarterly Report on the Status of all Contracts and Purchase Orders over $50,000 (Report 15-110).
B-7.
I Consider recommending adoption of Resolution No. 15-023 authorizing the Interim General Manager or her designee to file and execute a Master Program Funding Agreement with the Alameda County Transportation Commission for allocations of Measure BB Direct Local Distribution funds (Report 15-123).
B-8.
i Consider recommending that the Interim General Manager or her designee be authorized to execute an amendment to the Funding Agreement with the Metropolitan Transportation Commission for the purchase and installation of Clipper® Fare Collection Equipment and network equipment for the East Bay Bus Rapid Transit (BRT) project (Report 15-081a).
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Briefing/Action Items: B-9.
Consider recommending receipt of report on the Proposed FV 2015-16 Annual Operating and Capital Budgets (Report 15-033d).
RECOMMEND RECEIPT
[The PowerPoint presentation given at the meeting is incorporated into the file by reference.] Director of Management and Budget Donald Eckert and Manager of Capital Planning and Grants Chris Andrichak presented the staff report. Members ofthe Committee inquired about the following: The initiation of a Sales Tax Stabilization Fund (Staff is to provide information to distinguish this fund from reserves as well as how to protect it and other revenue sources when the state of California takes money from agencies that are responsibly managing their finances during difficult financial times); Funding for the new positions included in the budget; Reasons for the increase in the Board's budget for FV 2015-16; The impact of organizational changes in the budget; The process for changing a position in the budget and doing so in a transparent and honest manner that can be tracked from one public document to another; and What needs to occur to in order to build up reserves and sustain service MOTION: ORTIZ/HARPER to forward to the Consent Calendar Addenda recommending receipt. The motion carried by the following vote: AVES:S: Ortiz, Harper, Ortiz, Peeples, Davis ABSENT:2: Williams (out of seat), Young
Director Williams left the meeting at 6:53p.m. B-10.
Consider recommending that the Interim General Manager or her designee be authorized to file and execute a joint application with the City of Alameda on a United States Department of Transportation (USDOT) :rransportation Investment Generating Economic Recovery (TIGER) grant proposal for the Naval Air Station Alameda Multi-Modal Regional Connections Project (Report 15-150).
RECOMMEND APPROVAL
[The PowerPoint presentation given at the meeting by Mr. Kushner is incorporated into the file by reference.] Manager of Capital Planning and Grants Chris Andrichak presented the staff report. Mr. Andrichak introduced Lev Kushner of the City of Alameda who addressed the Board.
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Vice President Ortiz inquired if the funds would be passed through to the City. Mr. Andrichak advised there would be options for managing the funds after they were awarded. President Peeples asked about protection against the rise in sea level, asking that a safeguard of at least three feet be considered. Mr. Kushner reported that Alameda Point was protected against the hundred year storm plus 24 inches which is in the three foot range. Director Harper commented that the new rapid routes on the island were technically too short to benefit from rapid bus and was advised that there would be bus only lanes in addition to possibly extending the lines. MOTION: ORTIZ/HARPER to forward to the Consent Calendar Addenda recommending approval. The motion carried by the following vote: AYES:S: Ortiz, Harper, Wallace, Peeples, Davis ABSENT:2: Williams, Young B-11. Consider recommending that the Interim General Manager be authorized to execute pass-through funding agreements with two organizations for the 211 Marketing Project: the Center For Independent Living (CIL) for $5,000 for staff time charges; and with Eden I&R, Inc. for $100,000 for staff time and for use of $25,000 of District purchased and owned equipment (Report 15-116).
RECOMMEND APPROVAL
Manager of Capital Planning and Grants Chris Andrichak presented the staff report. Director Ortiz commented that she would support the item because a prior commitment had been made by the Board. MOTION: PEEPLES/WALLACE to forward to the Consent Calendar Addenda recommending approval. The motion carried by the following vote: AYES:S: Peeples, Wallace, Harper, Ortiz, Davis ABSENT:2: Williams, Young B-12. Consider recommending adoption of Resolution No. 15-022 approving an amendment to the AC Transit Deferred Compensation Plan with Massachusetts Mutual Life Insurance Company for the provision of a Roth IRA option (Report 15-114).
RECOMMEND APPROVAL
Controller Ralph Martini presented the staff report. MOTION: ORTIZ/PEEPLES to forward to the Consent Calendar Addenda recommending approval. The motion carried by the following vote: Alameda-Contra Costa Transit District
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AYES:S: Ortiz, Peeples, Wallace, Harper, Davis ABSENT:2: Williams, Young B-13. Consider recommending that the Interim General Manager be authorized to enter into contracts with Kaiser Permanente Health Maintenance Organization (HMO), Health Net (HMO) and Vision Service Plan and approve renewal rates for Consolidated Omnibus Budget Reconciliation Act (COBRA) and Metlife Dental Plan (Report 15-122).
RECOMMEND APPROVAL
Senior Human Resources Administrator Rachel Lightburn presented the staff report. MOTION: ORTIZ/WALLACE to forward to the Consent Calendar Addenda recommending approval. The motion carried by the following vote: AYES:S: Ortiz, Wallace, Harper, Peeples, Davis ABSENT:2: Williams, Young B-14. Consider recommending that the Interim General Manager or her designee be authorized to bind Excess Workers' Compensation, Crime, Commercial Property, Boiler & Machinery and Auto Physical Damage and fiduciary insurance policies for the District (Report 15-153).
CONTINUED TO NEXT BOARD MEETING
Director Harper requested claims history data so the Board could evaluate the risk and decide if the policies were cost effective and worth the premiums. General Counsel Denise Standridge advised the Board that insurance is purchased to limit risk and protect the District and from unforeseen events. Following discussion, it was determined that the item be continued to the next Board meeting in order for staff to provide the information requested on the claims experience for the Workers' Compensation and other insurance policies. MOTION: PEEPLES/WALLACE to forward to the next Board Meeting pending receipt of additional claims information. The motion carried by the following vote: AYES:S: Peeples, Wallace, Harper, Ortiz, Davis ABSENT:2: Williams, Young The Finance and Audit Committee adjourned at 7:18p.m.
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5.
RECONVENE BOARD OF DIRECTORS MEETING H. E. Christian Peeples, President The Board of Directors meeting reconvened at 7:18 p.m. All Board members were present with the exception of Directors Williams and Young.
ACTION SUMMARY
REPORTS OF STANDING COMMITTEES District Secretary Linda Nemeroff reported that all of the items from the External Affairs and Finance and Audit Committee meetings were referred f to the Consent Calendar Addenda recommending receipt, approval or 1 adoption as presented with the exception of the following:
REPORT GIVEN
Item A-3 was forwarded recommending receipt of the report and approval of legislative positions with an amendment to the position on SB 16 (Beall) to SUPPORT IF AMENDED; Item B-14 was continued to the next Board meeting pending receipt of requested claims information.
6.
CONSENT CALENDAR ADDENDA MOTION: ORTIZ/WALLACE to receive, approve or adopt the items referred to the Consent Calendar Addenda as indicated. The motion carried by the following vote:
RECEIVED, APPROVED OR ADOPTED AS INDICATED
AYES:5: Ortiz, Wallace, Harper, Davis, Peeples ABSENT:2:Williams, Young
A. A-2.
A-3.
B. B-2. B-3. B-4. B-5. B-6.
The items brought before the Board were as follows: EXTERNAL AFFAIRS COMMITTEE: Consider approving proposal to exercise the second one-year option to extend AC Transit's advertising contract with Titan 360 through June 30, 2016 (Report 09-128c). Consider receiving the Monthly Legislative Report and approval of legislative positions (Report 15-104). FINANCE AND AUDIT COMMITTEE: Consider receiving the Monthly Report on Investments for the month of March, 2015 (Report 15-106). Consider receiving the FY 2014-15 Third Quarter Travel and Meeting Expense Report for Directors and Board Officers (Report 15-107). Consider receiving the FY 2014-15 Third Quarter Employee and NonEmployee Out-of-State Travel Report (Report 15-108). Consider receiving the FY 2014-15 Third Quarter Surplus and Obsolete Materials Report (15-109). Consider receiving the Quarterly Report on the Status of all Contracts and Purchase Orders over $50,000 (Report 15-110).
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B-7.
B-8.
B-9. B-10.
B-11.
B-12.
B-13.
7.
Consider adoption of Resolution No. 15-023 authorizing the Interim General Manager or her designee to file and execute a Master Program Funding Agreement with the Alameda County Transportation Commission for allocations of Measure BB Direct Local Distribution funds (Report 15-123). Consider authorizing the Interim General Manager or her designee to execute an amendment to the Funding Agreement with the Metropolitan Transportation Commission for the purchase and installation of Clipper® Fare Collection Equipment and network equipment for the East Bay Bus Rapid Transit (BRT) project (Report 15-081a). Consider receiving report on the Proposed FY 2015-16 Annual Operating and Capital Budgets (Report 15-033d). Consider authorizing the Interim General Manager or her designee to file and execute a joint application with the City of Alameda on a United States Department of Transportation (USDOT) Transportation Investment Generating Economic Recovery {TIGER) grant proposal for the Naval Air Station Alameda Multi-Modal Regional Connections Project (Report 15-150). Consider authorizing the Interim General Manager to execute pass-through funding agreements with two organizations for the 211 Marketing Project: the Center For Independent living (CIL) for $5,000 for staff time charges; and with Eden I&R, Inc. for $100,000 for staff time and for use of $25,000 of District purchased and owned equipment (Report 15-116). Consider adoption of Resolution No. 15-022 approving an amendment to the AC Transit Deferred Compensation Plan with Massachusetts Mutual life Insurance Company for the provision of a Roth IRA option (Report 15-114). Consider authorizing the Interim General Manager to enter into contracts with Kaiser Permanente Health Maintenance Organization {HMO), Health Net {HMO) and Vision Service Plan and approve renewal rates for Consolidated Omnibus Budget Reconciliation Act (COBRA) and Metlife Dental Plan (Report 15-122). CLOSED SESSION/REPORT OUT There was nothing to report out of Closed Session.
NO REPORT
7A. Conference with Legal Counsel- Existing Litigation (Government Code Section 54956.9 (a))
Quarterly Litigation Report Newton v. AC Transit, ACSC No. RG13-667254; Crawford v. AC Transit, ACSC No. RG13-699315; Thompson v. AC Transit, ACSC No. RG14·720814; Malone v. AC Transit, ACSC No. RG14-720784; Turner v. AC Transit, ACSC No. RG14-730788; Johnson v. AC Transit, U.S. Dist. Ct. (Northern District), No. C14-3288 EDL; Forest Ambulatory Surgical Associates, L.P., et a/. v. United Healthcare Insurance UnitedHealth Group, Inc., eta/., U.S. Dist. Ct. (Central District), No. C12-02916 PSG-FFM; Freeman v. AC Transit, ACSC No. RG13-683635; Successor Agency to the Redevelopment Agency of the City of Berkeley, et a/. v. Michael No. 34-2013-80001505; cohen, eta/.,
sese
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El Cerrito Redevelopment Agency, et a/. v. Michael Cohen, et a/., sese No. 34-201380001671; City of San Leandro, eta/. v. Michael Cohen, eta/., sese No. 34-2013-80001708; City of Pinole, eta/. v. Michael Cohen, eta/., sese No. 34-2013-80001692; Red v. AC Transit, ACSe No. RG15-753557; and Culp v. AC Transit, ACSe No. RG14-748536.
7B. Conference with Legal Counsel- Potential Litigation (Government Code Section 54956.9(b)) (Two Cases)
7C. Conference with Labor Negotiators (Government Code Section 54957.6): Agency Designated Representative: Interim General Manager Employee Organizations: ATU Local 192, AFSCME Local 3916, IBEW Local 1245, Unrepresented Employees
70. Conference with Labor Negotiators (Governm ent Code Section 54957.6): Negotiators: H.E. Christian Peeples, Board President and Gregg Moser of Krauthamer & Associates Unrepresented Employees: General Manager
7E. Public Employee Employment (Government Code Section 54957(b)(1) Title: General Manager
7F. Public Employee Performance Evaluation (Governm ent Code Section 54957) Title: Interim General Manager, General Counsel, District Secretary
8.
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GENERAL MANAGER'S REPORT The General Manager's report is attached as Exhibit A and is in corporated ! into the minutes by reference. I
INFORMATION ONLY
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9.
10.
BOARD/STAFF COMMENTS Members of the Board commented on meetings and events attended since the last meeting.
AGENDA PLANNING
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: There were no new items added to agenda planning.
11.
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ADJOURNMENT There being no further business to come before the Board of Directors, the meeting was adjourn ed at 7:32 p.m. The next meeting of the Board of Directors is scheduled for Wednesday, June 10, 2015 at 5:00p.m .
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Respectfully submitted,
~~ District Secretary Alameda-Contra Costa Transit District
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