20-2006

GOLDEN GATE BRIDGE, HIGHWAY AND TRANSPORTATION DISTRICT

MEMORANDUM OF MINUTES

BOARD OF DIRECTORS MEETING

DECEMBER 15, 2006


	The Board of Directors of the Golden Gate Bridge, Highway and Transportation District (District) met in regular session in the Board Room, Administration Building, Toll Plaza, San Francisco, California, on Friday, December 15, 2006, at 10:00 a.m., President Middlebrook presiding.

ROLL CALL

	Directors Present (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook Directors Absent (1): Director Newhouse Segal Staff Present: General Manager Celia G. Kupersmith; District Engineer Denis J. Mulligan; Auditor-Controller Joseph M. Wire; Secretary of the District Janet S. Tarantino; Attorney David J. Miller; Deputy General Manager/Bridge Division Kary H. Witt; Deputy General Manager/Bus Division Susan C. Chiaroni; Deputy General Manager/Administration and Development Teri W. Mantony; Information Systems Director Robert Haar; Security and Emergency Management Specialist Lisa J. Locati; Assistant Clerk of the Board Karen B. Engbretson; Executive Assistant to the General Manager Amorette Ko Visitors Present: Milo F. Hanke, San Francisco Beautiful

PLEDGE OF ALLEGIANCE

	Director Ammiano led the Board of Directors in the Pledge of Allegiance to the Flag.

PUBLIC COMMENT

	Milo F. Hanke, member of the Board of Directors of San Francisco Beautiful, expressed his concerns with the District’s plans to pursue a Corporate Sponsorship Program, noting that in his opinion, the relatively small revenue potential of such a program is not worth the trade-off of commercializing the Golden Gate Bridge.

RECOGNITION OF DIRECTOR CYNTHIA L. MURRAY

1.a.	Action by the Board

	Authorize a Resolution of Appreciation to Cynthia L. Murray in Recognition of her Dedicated Service as a Member of the Board of Directors of the Golden Gate Bridge, Highway and Transportation District

	Directors MIDDLEBROOK/BORO Resolution No. 2006-096 authorizes a Resolution of Appreciation to Cynthia L. Murray in recognition of her dedicated service as a member of the Board of Directors of the Golden Gate Bridge, Highway and Transportation District. Unanimously Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

b.	Discussion by the Board

	President Middlebrook expressed her gratitude to Director Murray in recognition of her numerous contributions to the Board of Directors, in particular, her wealth of knowledge, wide-ranging background and business expertise, which Director Murray would draw upon to actively engage in Board discussions and offer practical solutions regarding matters before the Board.

	Director Murray expressed her appreciation for the honor of serving on the District Board of Directors for the past four years. She noted that during her tenure on the Board of Directors, the District faced many challenges, including addressing its fiscal crisis, developing a suicide deterrent system on the Golden Gate Bridge, making significant progress on the Golden Gate Bridge Seismic Retrofit Project and dealing with post 9/11 security issues. She thanked her fellow Board members for their camaraderie and hard work in successfully meeting the challenges faced by the District, as well as thanked staff for their excellent efforts in managing the day-to-day maintenance and operations of the Bridge, including the bus and ferry transit systems, and keeping the Board abreast of the issues at hand in order to make good and sound decisions.

CONSENT CALENDAR

	Directors BROWN/MOYLAN moved approval of the Consent Calendar. All items were approved by the following vote of the Board of Directors:

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

2.	Approve the Minutes of the Regular Meeting of the Board of Directors of November 17, 2006 Carried

3.	Denial of Claims

	a.	Application for Leave to Present Late Claim of Nidia Rodriguez and Claim of Nidia Rodriguez Carried

4.	Ratify Actions by the Auditor-Controller

	Resolution No. 2006-097 (Finance-Auditing Committee, November 16, 2006) ratifies actions taken by the Auditor-Controller, as follows:

	a.	Ratify commitments and/or expenditures for the period October 1, 2006, through October 31, 2006, totaling $34,103.00;

	b.	Ratify investments made by the Auditor-Controller during the period October 17, 2006, through November 6, 2006, as follows;

SECURITY	PURCHASE DATE	MATURITY DATE	ORIGINAL COST	PERCENT YIELD
GECC Commercial Paper	10/23/06	11/22/06	5,579,738.83	5.26
UBS Delaware, LLC, Commercial Paper	10/24/06	11/27/06	5,248,894.61	5.27
CBA (DE) Finance, Commercial Paper	10/31/06	12/05/06	8,954,106.25	5.245
FHLMC Disc Note	10/31/06	11/15/06	4,386,649.34	5.105
Societe Generale, Commercial Paper	11/06/06	12/18/06	7,733,341.38	5.25
U.S. Treasury Note	11/06/06	01/15/11	4,910,742.19	4.723


	c.	Authorize the Auditor-Controller to re-invest, within the established policy of the Board, investments maturing between November 7, 2006, and December 4, 2006, as well as the investment of all other funds not required to cover expenditures that may become available.

	d.	Accept the Investment Report for October 2006 prepared by Public Financial Management. Adopted

GENERAL MANAGER'S REPORT

5.	Annual Report

	General Manager Celia Kupersmith distributed to the Board of Directors copies of the District’s 2005-2006 Annual Report, and commended Public Affairs Director Mary Currie for her excellent work preparing this year’s version of the Annual Report.

6.	Presentation of Employee of the Month Award for December 2006 to Diane Bernie, Administrative Assistant, Bridge Division

	President Middlebrook presented the Employee of the Month Award for December 2006 to Diane Bernie, Administrative Assistant, Bridge Division, and expressed her congratulations on behalf of the Board of Directors.

ATTORNEY’S REPORT

7.	Attorney David Miller reported that all items contained in the Attorney’s Report were informational. Mr. Miller also reported that a closed session would be held just prior to the conclusion of the meeting to discuss a matter of pending litigation, listed on the agenda as Item No. 6.B.1.a.1., John A. Johnston vs. Golden Gate Bridge, Highway and Transportation District.

ENGINEER’S REPORT

8.	District Engineer Denis Mulligan reported that all items contained in the Engineer’s Report were informational. Mr. Mulligan highlighted an item in the Engineer’s Report regarding the San Rafael Bus Maintenance Facility Site Remediation Investigation, noting that on December 15, 2006, the District received a Case Closure Letter from the Regional Water Quality Control Board announcing that the environmental remediation of the San Rafael site is complete.

REPORT OF THE BUILDING AND OPERATING COMMITTEE/COMMITTEE OF THE WHOLE MEETING OF NOVEMBER 16, 2006

9.	All items contained in this report are informational, as the item requiring Board action was acted upon by the Board of Directors at its meeting of November 17, 2006.

REPORT OF THE BUILDING AND OPERATING COMMITTEE/COMMITTEE OF THE WHOLE MEETING OF DECEMBER 7, 2006

10.	Authorize Execution of a Professional Services Agreement with International Civil Engineering Consultants, Inc., for the Conversion of the Computer Analytical Model of the North Approach Viaduct for the Golden Gate Bridge Earthquake Response Plan

	Directors EDDIE/MURRAY Resolution No. 2006-098 authorizes execution of a Professional Services Agreement with International Civil Engineering Consultants, Inc., in the amount of $150,000, for the conversion of the computer analytical model of the North Approach Viaduct, including its Beam Span, for the Golden Gate Bridge Earthquake Response Plan; with the understanding that requisite funds (100% District) are included in the FY 06/07 District Division Operating Budget. Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

11.	Authorize Award of Contract No. 2007-MD-2, Security Guard Services for Bus and Ferry Facilities, to Silicon Valley Security & Patrol, Inc.

	Directors EDDIE/KERNS Resolution No. 2006-099 authorizes award of Contract No. 2007-MD-2, Security Guard Services for Bus and Ferry Facilities, to Silicon Valley Security & Patrol, Inc., San Jose, CA, in an amount not to exceed $476,071, for a two-year term, effective January 1, 2007, with a one-year option to extend at the same terms and conditions, exercisable by the General Manager or her designee, with the exception of a cost increase not to exceed five percent and subject to District approval and satisfactory documentation of the Contractor’s increased cost; with the understanding that requisite funds (100% District) are available in the FY 06/07 Bus and Ferry Divisions’ Operating Budgets, and with the further understanding that requisite funds will be included in the appropriate future fiscal years’ Operating Budgets. Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

12.	Approve Actions Relative to the Award of Contract No. 2007-MD-3, Janitorial Services for District Facilities

	Directors EDDIE/STROEH Resolution No. 2006-100 approves the following actions relative to the award of Contract No. 2007-MD-3, Janitorial Services for District Facilities: Authorize award of Contract No. 2007-MD-3 to ABM Janitorial Services, Santa Rosa, CA, in the amount of $222,816, to provide janitorial services at the Golden Gate Bridge Toll Plaza, San Rafael, Novato and Santa Rosa facilities; and, Authorize award of Contract No. 2007-MD-3 to Universal Building Services & Supply Co., Richmond, CA, in the amount of $13,440, to provide janitorial services at the Larkspur Ferry Terminal, for a combined total amount of $236,256, for a two-year term, commencing January 1, 2007, with one successive one-year option to extend at the same terms and conditions, exercisable by the General Manager or designee, with the exception of a cost increase not to exceed five percent and subject to District approval and satisfactory documentation of the Contractors’ increased costs; with the understanding that requisite funds (100% District) are available in the FY 06/07 Bus, Ferry and Bridge Divisions’ Operating Budgets, and with the further understanding that requisite funds will be included in the appropriate future fiscal years’ Operating Budgets. Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

REPORT OF THE FINANCE-AUDITING COMMITTEE/COMMITTEE OF THE WHOLE MEETING OF NOVEMBER 16, 2006

13.	All Non-Consent Calendar items contained in this report are informational, as the items requiring Board action were acted upon by the Board of Directors at its meeting of November 17, 2006.

REPORT OF THE FINANCE-AUDITING COMMITTEE/COMMITTEE OF THE WHOLE MEETING OF DECEMBER 15, 2006


14.	Authorize a Budget Increase in the FY 06/07 Operating Budgets for the Board-Adopted Wage Adjustments for Represented and Non-Represented Employees

	Directors STROEH/MARTINI Resolution No. 2006-101 authorizes a budget increase in the FY 06/07 Operating budgets, in the amount of $1,510,000, to cover the 4% wage adjustments for represented and non-represented employees, as well as the Officers of the District, approved by the Board of Directors at its meeting of November 17, 2006, by Resolution Nos. 2006-093, 2006-094 and 2006-095. Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

15.	Authorize the General Manager to Submit a Project Application with the Metropolitan Transportation Commission for Corridor Mobility Improvement Account Funds

	Directors STROEH/KERNS Resolution No. 2006-102 authorizes the General Manager or her designee to submit a project application with the Metropolitan Transportation Commission for Corridor Mobility Improvement Account program funds, in the amount of $20 million, to support the proposed Moveable Median Barrier project. Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

16.	Authorize Issuance of Purchase Orders to Convergent Computing Relative to California Multiple Award Schedule Contract No. 3-06-70-1708B for a Multi-Year Contract for Consulting Services for Microsoft Upgrades and Support

	Directors STROEH/MARTINI Resolution No. 2006-103 authorizes the issuance of purchase orders to Convergent Computing, Oakland, CA, for the provision of consulting services for Microsoft upgrades and support through California Multiple Award Schedule (CMAS) Contract No. 3-06-70, 1708B, in a total amount not to exceed $255,000, for a multi-year contract, commencing January 1, 2007 and ending May 31, 2010; with the understanding that requisite funds (100% District) are included in the FY 06/07 District Division Operating Budget and with the further understanding that requisite funds will be included in the appropriate future fiscal years’ Operating budgets. Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

REPORT OF THE TRANSPORTATION COMMITTEE/COMMITTEE OF THE WHOLE MEETING OF DECEMBER 7, 2006

17.	Approve Actions Relative to the Award of Contract No. 2007-MD-4-RTCC (CCCTA No. 2007-MA-01-RTCC), Ultra-Low Sulfur Diesel and Unleaded Gasoline

	Directors BROWN/KERNS Resolution No. 2006-104 approves the following actions relative to the award of Contract No. 2007-MD-4-RTCC (CCCTA No. 2007-MA-01-RTCC), Ultra-Low Sulfur Diesel and Unleaded Gasoline: Authorize award of Contract No. 2007-MD-4-RTCC to Redwood Coast Petroleum, Benicia, CA, for the provision and delivery of diesel fuel and gasoline in the approximate amount of $7,420,252.05 for the Bus Division and in the approximate amount of $7,265,472.00 for the Ferry Division; Reject the apparent low monetary bid of SC Fuels, Orange, CA, for the provision and delivery of diesel fuel and gasoline to the Bridge Division as nonresponsive; and, Authorize award of Contract No. 2007-MD-4-RTCC to Falcon Fuels, Paramount, CA, for the provision and delivery of diesel fuel and gasoline in the approximate amount of $545,744.20 for the Bridge Division, for a combined total estimated amount of $15,231,468.25, plus applicable taxes, for a two-year term commencing January 1, 2007, with three successive one-year options at the same terms and conditions exercisable by the General Manager or her designee; with the understanding that requisite funds (100% District) are available in the FY 06/07 Bus, Ferry and Bridge Divisions’ Operating Budgets, and with the further understanding that requisite funds will be included in the appropriate future fiscal years’ Operating Budgets. Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

REPORT OF THE RULES, POLICY AND INDUSTRIAL RELATIONS COMMITTEE/COMMITTEE OF THE WHOLE MEETING OF DECEMBER 15, 2006

18.	Approve Changes to the Sick Leave and Vacation Policies Relative to Accruals for Regular Part-Time Employees and Amend the Human Resources Guide Accordingly

	Directors PAHRE/STROEH Resolution No. 2006-105 approves changes to the Sick Leave and Vacation policies relative to accruals for regular part-time employees to establish that regular part-time employees who are classified to work a designated 30-hour a week or greater will receive prorated accruals for sick leave and vacation; and, amends the Human Resources Guide accordingly. Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

19.	Approve Payment of Hourly Shift Differentials for Bridge Lieutenants for Sick Leave, Vacation and Compensatory Time Off

	Directors PAHRE/HERNÁNDEZ Resolution No. 2006-106 approves payment of hourly shift differentials for Bridge Lieutenants when sick leave, vacation and compensatory time off are used. Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

SPECIAL ORDER OF BUSINESS

20.	Approve Board of Directors Meeting Schedule for Year 2007

	Directors KERNS/BROWN Resolution No. 2006-107 approves the 2007 Board of Directors meeting schedule, including holding one meeting in the month of November on Friday, November 16, 2007, and one meeting in the month of December on Friday, December 14, 2007, thereby eliminating the second Board of Directors meeting of each of those months, as outlined in the attached 2007 Meeting Schedule; and, suspends the Rules of the Board accordingly. Adopted

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

ATTORNEY’S REPORT


21.	Attorney’s Report

	Attorney David Miller, at the request of President Middlebrook, stated that it would not be essential for the Board of Directors to convene in closed session at this meeting, since a majority of the Board members present had met in closed session at the December 15, 2006, meeting of the Finance-Auditing Committee, held just prior to this meeting of the Board of Directors, to discuss the matter of pending litigation listed on the agenda as Item No. 6.B.1.a.1., John A. Johnston vs. Golden Gate Bridge, Highway and Transportation District. Accordingly, Director Stroeh, chair of the Finance-Auditing Committee, reported that during closed session, the Committee had recommended settlement of the matter of John A. Johnston vs. Golden Gate Bridge, Highway and Transportation District. The following motion was then moved and seconded: Directors STROEH/MARTINI moved that Board approve settlement authority for disposition of the matter of pending litigation, John A. Johnston vs. Golden Gate Bridge, Highway and Transportation District, as recommended by the Finance-Auditing Committee at its meeting of December 15, 2006. Carried

	AYES (18): Directors Ammiano, Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (1): Director Newhouse Segal

REPORT OF THE DECEMBER 15, 2006 MEETING OF THE NOMINATING COMMITTEE FOR SELECTION OF OFFICERS OF THE BOARD OF DIRECTORS FOR THE YEAR 2007

22.	Approve Selection of Officers of the Board of Directors for the Year 2007

	Directors STROEH/MARTINI Resolution No. 2006-108 approves the following selection of Officers of the Board of Directors for the Year 2007: John J. Moylan, President Albert J. Boro, First Vice President Tom Ammiano, Second Vice President Adopted

	AYES (17): Directors Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Murray, Pahre, Reilly, Sandoval and Stroeh; Second Vice President Boro; First Vice President Moylan; President Middlebrook NOES (0): None ABSENT (2): Directors Ammiano and Newhouse Segal

NEW BUSINESS

23.	Ceremonial Changing of the Gavel

	Maureen Middlebrook, outgoing President of the Board, presented the gavel to John Moylan, the newly appointed President of the Board of Directors, and extended her congratulations on behalf of the members of the Board of Directors. President Moylan accepted the gavel and expressed his appreciation to the Board of Directors for their support of his nomination and for giving him the honor to serve as the President of the Board. He expressed his appreciation for President Middlebrook’s leadership during the past two years. In addition, he stated that he is looking forward to working with the outstanding management team, as well as the dedicated employees, in tackling the difficult decisions the District will face in 2007.

RECOGNITION OF OUTGOING PRESIDENT MAUREEN MIDDLEBROOK

24.a.	Action by the Board

	Authorize a Resolution of Appreciation to Maureen Middlebrook in Recognition of her Dedicated Service While Serving her Two-Year Term as President of the Board of Directors of the Golden Gate Bridge, Highway and Transportation District

	Directors BORO/KERNS Resolution No. 2006-109 authorizes a Resolution of Appreciation to Maureen Middlebrook in recognition of her dedicated service while serving her two-year term as President of the Board of Directors of the Golden Gate Bridge, Highway and Transportation District. Unanimously Adopted

	AYES (17): Directors Brown, Cochran, Dufty, Eddie, Grosboll, Hernández, Kerns, Martini, McGoldrick, Middlebrook, Murray, Pahre, Reilly, Sandoval and Stroeh; First Vice President Boro; President Moylan NOES (0): None ABSENT (2): Director Newhouse Segal; Second Vice President Ammiano

b.	Discussion by the Board

	President Middlebrook expressed her gratitude for the honor of serving as the President of the Board for the past two years. She noted that the Board of Directors dealt with many difficult issues during her tenure, such as proceeding with the development of a suicide deterrent system on the Golden Gate Bridge, recognizing the compassion and respect which the Board displayed to the families of those individuals who chose to end their lives on the Bridge. She further recognized the significance of identifying the funding for the Seismic Retrofit project, forging a new partnership with the Marin County Transit District and maintaining the security of the Bridge and other District facilities. She acknowledged the outstanding contributions of the Officers of the District and the Deputy General Managers in facing these and other District challenges. In conclusion, she thanked her fellow Board members for the privilege of serving as their president. Director Kerns announced that the Sonoma County Board of Supervisors, at its meeting of December 12, 2006, had approved the reappointment of Director Middlebrook to her seat on the District Board of Directors for another two-year term. Director Pahre commended Director Middlebrook for her compassion, attention to detail and depth of understanding that guided her during her presidency.

ADJOURNMENT

25.	All business having been concluded, the meeting was adjourned at 10:45 a.m., in the memory of Tom Horton, Peggy Kenny and Verna Teglia.

Respectfully submitted,

/s/ Janet S. Tarantino
Secretary of the District

Attachment: 2007 Meeting Schedule