Meeting Minutes
FALMOUTH EDIC OPEN MEETING: September 12, 2023
Falmouth Town Hall, 59 Town Hall Square, Falmouth, MA 02540
Select Board Meeting Room
PRESENT
Kevin Holmes (T), Mark Lowenstein (CK), Robert Mascali, Samuel Patterson, Colin Reed and Adrian Merryman
ABSENT
Thomas Feronti (Interim Chair)
8:30 CALL TO ORDER
A quorum was established. The Clerk called the meeting to order.
8:30 PUBLIC COMMENT
None
8:30 APPROVAL OF BOARD MEETING MINUTES
MOTION: Patterson made a motion to approve the June 13, 2023 Public Session Board Meeting Minutes. Holmes 2nd the motion. Mascali abstained. All others in favor. Motion approved.MOTION: Patterson made a motion to approve and not release the June 13, 2023 Executive Session Board Meeting Minutes. Holmes 2nd the motion. Mascali abstained. All others in favor. Motion approved.
MOTION: Patterson made a motion to approve the July 11, 2023 Public Session Board Meeting Minutes. Holmes 2nd the motion. Reed abstained. All others in favor. Motion approved.
MOTION: Patterson made a motion to approve to release the March 10, 2020 Executive Session Board Meeting Minutes. Holmes 2nd the motion. All in favor. Motion approved.
MOTION: Patterson made a motion to approve to release the May 12, 2020 Executive Session Board Meeting Minutes. Holmes 2nd the motion. All in favor. Motion approved.
8:33 FINANCE
Kevin Holmes
Holmes reported the Balance Sheet and P&L and noted that the cash balances are up $26,456 from the June financial statements. This is because of the ongoing deferred maintenance. We are far ahead of budget on many line items which allowed cash to build up. Some of the deferred expense will occur before year end. Cash balance is just under $400K.
Holmes advised some of the accrued interest from an investment is not shown. He will check in with the Investor to obtain this information and update the financial report for next month.
Holmes noted all other Balance Sheet and P&L remain typical and ordinary.
MOTION: Holmes made a motion to ratify and approve the August 9th, 2023 warrant in the amount of $21,108.40. Lowenstein 2nd the motion. All in favor. Motion approved.
MOTION: Holmes made a motion to approve the September 7th, 2023 warrant in the amount of $24,257.09. Lowenstein 2nd the motion. All in favor. Motion approved.
Holmes reported that the 2022 Audit was completed by Roselli & Clark. Pamela Souza the EDIC CPA will appear at the next board meeting to report the audit results.
8:39 EXECUTIVE DIRECTOR’S REPORT
Wayne Lingafelter
Falmouth Station Masonry Project Update
Lingafelter reported that the public bidding took place in August. Gale Assoc. managed the process. Four (4) bids were received. The bid tab summary was provided, with bid amounts. The EDIC is obligated to accept the low bid if it is qualified. Gale qualified all the bids in terms of documentation and checking references. Thompson Waterproofing was the low bidder at $134K. Alternative bids for separate and supplemental work were requested, not as part of the current CPC project, but to obtain additional information on future work that may need to be done at the Falmouth Station.
Different than original inspection reporting, it was ultimately determined that the masonry deterioration was not the primary cause of the water infiltration inside the Station. However, at some point in the future, the masonry repair/maintenance will likely need to be addressed.
If the project proceeds as expected, the work should come in slightly lower than the CPC funding amount - $248K. This includes a $27K contingency fee – 20%.
There may be as much as $30K in remaining funding available to complete some additional work on the Station building that was not defined within the base bid i.e. cleaning the brick, etc.
Wayne requested approval to award the contract to Thompson Waterproofing. CPC has also been provided a copy of the Thompson bid for approval.
Thompson Waterproofing also provided the best schedule; begin the project within two weeks of an award and completion before the end of 2023. The work is expected to take approximately 45 days.
Depending on billing cycles, the financial transactions may not be completed in 2023 and may carry over into early 2024.
MOTION: Lowenstein made a motion to approve the $227,155 for the Falmouth Station masonry repair and restoration project. Holmes 2nd. All in favor. Motion approved.
Falmouth Station Update
Lingafelter reported that the EDIC remains challenged with having Station Grill tenant meet the hours of operation as stated within the lease. In July, the Station was opened only 60% of the required time stated within the lease and in August that slipped to being open just 45% of the time required. Repeated notifications of lease hours of operation have been communicated to the tenant, without response. Lingafelter noted disappointment in the early closings, especially in the summer, as it is directly affecting the use of the building to the heavy volume of the general public and bus patrons.
The men’s restroom vandalism has continued to occur since late May, increasing in August –approximately 50% of the days experienced urination vandalism events. Cleaning expense has increased to in excess of $2K per month to accommodate extra cleaning for these vandalism events. Because the excessive urination on the tiled wall and floor, these areas will need to be regrouted. In addition, the urination done on the metal restroom partitions, required bleach application to clean them which has resulted with rusting of the partition. These will need to be replaced.
Per the Board’s direction, locks were installed on both restroom doors, should the restrooms need to be locked in response to vandalism and to prevent further damage. Closing the restrooms will be discussed by the Board after the busy summer season.
Lingafelter shared that the cleaning service is extremely frustrated with the restroom vandalism including the time, effort and extra supplies required to resolve the numerous events.
Because the vandalism occurs frequently, it seems apparent that it is the same repeat offender. Security camera video is being monitored. Despite the signage inside the men’s restroom requesting notification from the public of any vandalism or unclean conditions found within the restroom, nothing has been reported to the EDIC. Therefore, it could be presumed the vandalism is occurring some time near the end of the day; before the Station is closed and but after the bulk of public have used the restroom.
Falmouth Station Workforce Housing Project
Merryman and Lingafelter reached out to and met with 4 community institutions in July and August: WHOI, U.S. Geological Survey, MBL and the CEO of CC Healthcare and the President of the Falmouth Hospital. The takeaways from the meeting were similar and compelling:
o The need for workforce housing for their employees is very high.
o The Falmouth Station location is convenient - in proximity to their institutions and
downtown Falmouth.
o All were in support of the project.
Additional institutions will be contacted, including the Falmouth School Superintendent and the CC Five Bank.
Lingafelter reported a break thru with MassDOT. In late July, he spoke with Meredith Slesinger, the Rail and Transit Administrator. Ms. Slesinger briefed the project with senior MassDOT and the governor’s office. There was very positive feedback. On August 22nd, there was a second conference call with Ms. Slesinger and her staff which was very constructive. It was agreed a lease amendment would be required for several items: 1) to acknowledge the EDIC’s right to develop a multi-family development, 2) an approval process for the legal and project development process and 3) detail the EDIC’s role in the project going forward.
Ms. Slesinger advised she would be sending a letter citing MassDOT’s support to work with the EDIC on this project.
To move the process quickly, Lingafelter suggested that the EDIC take the lead with the initial amendment documents for the EDIC/MassDOT lease. Lingafelter requested approval to use outside legal counsel to advance the documentation of an amendment with MassDOT. The board discussed and agreed to approve.
MOTION: Lowenstein made a motion for Lingafelter to do an exploratory investigation of issues regarding retaining legal counsel to draft MassDOT amendment documentation pertaining to the Falmouth Station Workforce Housing Project, including budget information. Patterson 2nd. All in favor. Motion approved.
Falmouth Technology Park – Lot 21
Lingafelter reported he is continuing to press the civil engineer, legal counsel and the Town of Falmouth to secure the necessary Town approvals for a revised subdivision plan. The process has taken much longer than expected due to the Town review delays.
The Cape & Islands met with the DPW representatives. The general discussions were positive. An unresolved issue is what will happen in the event of a catastrophic failure in the water tank and where will the water drain. Lingafelter said there is a logical space available which the former DPW Superintendent identified. The process is ongoing and engineering approvals should be forthcoming.
Atty. Moynihan is working with the Town Counsel regarding the issue if Town Meeting Vote will be required; Ms. Moynihan believes it does not and is awaiting confirmation.
Once these issues are resolved, the Site Plan will be brought to the Falmouth Select Board and Planning Board for approval. The final step will be Land Court permission/approval.
General Counsel Replacement Update
Lingafelter reminded the Board that Atty. Moynihan would be retiring on Nov 15th. advised that he and Holmes have been investigating legal counsel firms. They met with a local firm who declined representation at this time due to a current full workload. Atty. Moynihan recommend several firms, which Lingafelter and Holmes will contact.
The Board discussed and agreed a local firm was preferred; however, a broader approach should be taken and consideration given if the if the best options for legal counsel for the specific EDIC requirements resides outside of Falmouth.
Mascali advised he had a recommendation and would contact this firm to ascertain if there was an interest in representing the EDIC. Mascali also volunteered to join the counsel search committee.
9:23 New Business, Agenda Items or Guest Speakers
The board discussed the EDIC Board strategic retreat meeting. Lowenstein stated it would be a useful exercise for the Board to identify future ideas/projects that would best serve Falmouth. Mascali suggested inviting the new Falmouth Town Manager to participate if he wishes. Merrymen cited this Board spends much time on tactical issues versus strategic and discussion need to take place to understand where the EDIC can make itself more effective. Lingafelter to gather board availability information and identify a date.
Election of EDIC Executive Officers - Discussion postponed until the October board meeting.
9:30 ADJOURNMENT
MOTION: Lowenstein made a motion to ADJOURN the Public Session meeting and move into Executive Session, not to return to the Public Session to discuss a legal and lease matters that would be detrimental to the EDIC negotiation position. Patterson 2nd. Roll Call: Merryman Aye, Holmes Aye, Patterson Aye, Lowenstein Aye, Reed Aye and Mascali Aye. Motion approved.
NEXT MEETING – October 10th, 2023, 8:30am
*Times listed are intended merely for guidance.
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