Meeting Minutes
FALMOUTH EDIC OPEN MEETING: February 8, 2022
Zoom Meeting
PRESENT
Christopher Land (C), Thomas Feronti (CK), Kevin Holmes (T), Michael Galasso, Samuel Patterson
8:34 am* CALL TO ORDER
A quorum was established. The Chair called the meeting to order.
8:34 PUBLIC COMMENT
Barbara Schneider: Commented on the notion of a dog park at the Falmouth Station as suggested on the concept drawings displayed at the community meeting. She expressed support for the idea while warning the EDIC of the complexities associated with hosting one of these on the Station property. She mentioned examples of the dog park which she and a group of volunteers oversee in Falmouth. Ms. Schneider advised she would be willing to help the EDIC in understanding the issues in maintaining a dog park and the liabilities associated with including a dog park open to the public in this location.
8:41 BOARD MEMBER INTERVIEW: Adrian Merryman
Mr. Merryman advised he lives in Falmouth full time.
In 2003 he retired to serve the most vulnerable in the most fragile regions of the world i.e. Africa, Asia, Latin America and Eastern Europe – building banks that serve the most vulnerable and poorest; running the largest global Christian micro-finance network.
He has a Harvard MBA and has been an investment banker in the U.S., Latin America, Europe and the Asian Pacific Rim and has a good global understanding of the world and how/why it works; able to take what he’s learned globally and apply it locally.
He has been a Venture Capitalist in Europe and runs two companies in Europe.
Mr. Merryman’s focus is now shifting, more toward the local area, with a particular concentration in entrepreneurialism which he believes is critical to the vitality of any community.
He hopes his background will be found of value to the EDIC.
8:49 GUEST SPEAKER:
Stephanie Madsen, Sustainability Coordinator, WHOI
Ms. Madsen spoke through a PPT presentation she provided – refer to this document.
9:08 SUPPORT OF TOWN MEETING ARTICLE - SUSTAINABILITY DIRECTOR
Eleanor Ling requested an endorsement from the Falmouth EDIC, via a letter of support of an Article to the Town of Falmouth to retain a Director of Sustainability position.
Land stated as sustainability is part of the EDIC mission, Board permission is granted for Lingafelter to write a letter of support for this Article.
9:13 APPROVAL OF BOARD MEETING MINUTES
MOTION: Galasso made a motion to approve the January 18, 2022 Public Session Board Meeting Minutes. Patterson 2nd the motion. Roll Call: Holmes Aye, Patterson Aye, Feronti Aye, Galasso Aye, Land Aye. Motion passed.
9:15 EDIC ADMINISTRATIVE BUSINESS – New Board Member Candidates Appointment
Lingafelter advised two board positions are open – Industrial and General. Two candidates have applied for board positions and were interviewed: Mark Lowenstein and Adrian Merryman.
Feronti inquired about keeping one position open in the hope the EDIC can gain some diversity on the EDIC Board. Land remarked that recruitment for the open Board positions has been on-going for 6-8 months and have had no success in this endeavor. No applicable candidates have applied for these open positions during this time. As the EDIC board has experienced challenges due to the vacant Board positions, his preference is to move forward with the qualified candidates that have applied and interviewed. Feronti agreed. Galasso again stated that as he has been on the EDIC Board for many years, if someone that can offer diversity to the board makeup expresses interest in joining the EDIC Board, he would be willing to step aside to allow this person to do so.
MOTION: Galasso made a motion to approve the recommendation for both Mr. Lowenstein and Mr. Merryman to the Select Board for review and approval to become board members of the Falmouth EDIC. Feronti 2nd the motion. Roll Call: Holmes Aye, Patterson Aye, Feronti Aye, Galasso Aye. Motion passed.
9:20 FINANCE
Kevin Holmes
MOTION: Galasso made a motion to approve the warrant in the amount of $14,203.28. Patterson 2nd the motion. Roll Call: Holmes Aye, Patterson Aye, Feronti Aye, Galasso Aye, Land Aye. Motion passed.
MOTION: Galasso made a motion to approve the warrant in the amount of $13,364.03. Patterson 2nd the motion. Roll Call: Patterson Aye, Feronti Aye, Galasso Aye, Holmes Aye, Land Aye. Motion approved.
Holmes advised the final December 2021 financial reports review will be deferred until the March board meeting as the accountants are still making final adjustments to it.
Holmes referred to the financial reports. The bulk of assets remain in the checking account balances of $410K. There are very few liabilities. Income is reported within $2K of budget. Gross profit is $21K. The EDIC continued to have good expense management – $4K under budget. The EDIC is ahead of budget as of Jan 31st by $9,100.
9:24 2020 Audit Summary
George Malloy, Malloy & Co. CPA Inc.
Mr. Malloy provide a brief description of the Roselli & Clark audit of the 2020 financials.
He stated the Falmouth EDIC is extremely well endowed; 83% of the cash is available for ongoing business operations. The audit report’s financial highlights discuss why the EDIC’s position decreased by $96K for the establishment of the Phase 2 Solar Project. This however will be recouped as future rent payments are received.
The Falmouth EDIC is a component unit of the Town of Falmouth and its financial position is included in the Town of Falmouth’s.
Financials statements are on the accrual basis of accounting; salaries as well as all expenses are accrued at the end of the year to include all that are earned/take place in that year, even if paid in another.
Chad Clark, the EDIC Auditor responded to the Board inquiry regarding the Asset Value of the Falmouth Station on the EDIC financial reports. The Falmouth EDIC falls under Audit Standard #72 in the Government Accounting Standards. Mr. Malloy suggests this to be discussed at a future meeting after reviewing this document noting pages 3 & 22 will detail why the land portion of property cannot be included at fair market value.
Mr. Malloy restated the Falmouth EDIC has a great financial statement.
Galasso remarked that he thinks the Auditor may be confusing the Falmouth Station property as similar to the Falmouth Tech Park property. The Falmouth Station is an income producing property, unlike the Tech Park property. He would like the Auditor to review this matter again.
Mr. Malloy restated that the as the EDIC is a component part of the Town of Falmouth and it must adhere to Govt. Standard #72. He requested the Board to read this section as it will make clear to the board the required accounting for this matter.
9:30 COMMITTEE REPORTS
CDBG Community Development Block Grant Update
Lynne Broderick
The EDIC / Town of Falmouth awarded $173,840. in grant funds, which have all been disbursed to the awardees.
Broderick advised she is currently in the process of collecting awardee invoices/receipts for the expenditure of these funds as required by the grant program agreement.
Falmouth Station Update
Wayne Lingafelter
Lingafelter reported that the Master Plan community meeting was well attended and well presented; 31 members of the community attended; the meeting lasted a little over an hour. Some of the concerned noted were focused on the traffic on Depot Avenue and the size and scale of the project as presented. Other comments have been received from the community since the meeting and he has responded to each of them. Lingafelter continued to reiterate that this study was just a first step in a long process; a preliminary and conceptual set of initial plans. He believes there was a misunderstanding that this last community meeting was the only opportunity for the community to comment on the project. There is much work remaining on this project and there will be multiple future opportunities for community discussion and comment. Next steps will be determined by the Falmouth Station sub-committee in the coming weeks. Feronti offered to be part of any future board, committee and community outreach meetings and discussions. Lingafelter advised he has had conversations with the MA Dept. of Transportation and a State Regional Planner, however further outreach to the State will take place in the future.
Financing of a potential Master Plan Dev. Project was briefly discussed by the Board.
Lingafelter attended several webinars from MassDev to learn about upcoming grant funding opportunities. His intent is to submit at least one Expression of Interest for grant funding from the Governor’s One Stop Program.
Lingafelter advised of several projects at the Station: a sign was damaged via a car accident at the Falmouth Station; sign to be replaced; minor electrical work will be done; Rise Engineering/ Cape Light Compact will be doing an analysis on electrical options to replace the current gas boiler heating system and the rebidding of the janitorial contract within the next 30-60 days.
Galasso inquired about the relining of the parking and direction signs. Lingafelter said it was on the to do list.
Lingafelter reported that the CPC grant funding, if approved in April Town Meeting, will not be available until July 2022. Therefore, the brick repair/replacement work will most likely not occur until the fall of 2022 to avoid this work being done during the highest traffic season.
OpenCape Main Street Gigabit Project
Lynne Broderick
Broderick reported that she and Wayne met with OpenCape at their office a week ago. OpenCape advised they had paid off the MassDev loan. As noted within their contact agreement, they have opted to no longer charge/collect the $10 connection fees (to fund free connections). This will take effect in March 2022.
OpenCape is working on a new marketing plan; collaborating with the Falmouth Chamber and the EDIC to assist with these efforts.
OpenCape would like to attend a future board meeting to present the project overview and continued marketing efforts/activities.
Technology Park Lot 21 Update
Wayne Lingafelter
Lingafelter reported that the engineer on this project with Holmes & McGrath (Mike McGrath) has retired. Due to this transition the project has experienced a temporary delay. Lingafelter will be meeting with a new representative next week to resume the project work.
Lingafelter met with the Water Superintendent at the site; it was helpful. He hopes to begin marketing this property in the spring.
EDIC Bylaws Review
Christopher Land, Thomas Feronti, Lynne Broderick
No update.
9:51 New Business, Agenda Items or Guest Speakers
None
9:52 ADJOURNMENT
MOTION: Feronti made a motion to adjourn. Holmes 2nd the motion. Roll Call: Holmes Aye, Feronti Aye, Galasso Aye, Land Aye. Motion passed.
NEXT MEETING – March 8th, 2022, 8:30am
*Times listed are intended merely for guidance.
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