21-2010

GOLDEN GATE BRIDGE, HIGHWAY AND TRANSPORTATION DISTRICT

MEMORANDUM OF MINUTES

BOARD OF DIRECTORS MEETING

December 17, 2010

The Board of Directors of the Golden Gate Bridge, Highway and Transportation District (District) met in regular session in the Board Room, Administration Building, Golden Gate Bridge Toll Plaza, San Francisco, CA, on Friday, December 17, 2010, at 10:00 a.m., President Boro presiding.

ROLL CALL

Directors Present (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro

Directors Absent (2): Directors Brown and Sobel

Staff Present: General Manager Denis Mulligan; Auditor-Controller Joseph Wire; District Engineer Ewa Bauer; District Secretary Janet Tarantino; Attorney David Miller; Deputy General Manager/Bridge Division Kary Witt; Deputy General Manager/Bus Transit Division Teri Mantony; Deputy General Manager/Ferry Transit Division James Swindler; Deputy General Manager/Administration and Development Z. Wayne Johnson; Public Affairs Director Mary Currie; Executive Assistant to the General Manager Amorette Ko; Assistant Clerk of the Board Lona Franklin

Visitors Present: None

PLEDGE OF ALLEGIANCE

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

PUBLIC COMMENT

There was no public comment.

CONSENT CALENDAR

Directors STROEH/EDDIE moved and seconded to approve the Consent Calendar. All items were approved by the following vote of the Board of Directors:

AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro
NOES (0): None
ABSENT (2): Directors Brown and Sobel


1.	Approve the Minutes of the Following Meetings
	a.	Transportation Committee/Committee of the Whole of November 18, 2010;
	b.	Building and Operating Committee/Committee of the Whole of November 18, 2010;
	c.	Finance-Auditing Committee/Committee of the Whole of November 18, 2010;
	d.	Rules, Policy and Industrial Relations Committee/Committee of the Whole of November 19, 2010; and
	e.	Regular Meeting of the Board of Directors of November 19, 2010. Carried

2.	Denial of Claims

	a.	Subrogation Claim of Progressive (Insured: Alison Urmson) Carried
	b.	Claims of Frear Stephen Schmid, Kim Lupsha, Denise Lawson, Christopher Low and Cathy Carney Henning Carried
	c.	Claim of Ruth and Hans Zaiss Carried
	d.	Amended Claim of Natalie Senkir Carried
	e.	Claim of Patricia Kamienski Carried
	f.	Claim of Ahmad Wasim Carried
	g.	Claim of Patricia Quinby Kittelman Carried
	h.	Claim of Consuelo Martinez Carried
	i.	Subrogation Claim of State Farm Mutual Automobile Insurance Company (Insured: Pamela P. Hansen) Carried
	j.	Amended Subrogation Claim of Allstate (Insured: Helen and Jaime Baldovinos) Carried
	k.	Amended Claim of Irma Diaz Carried

3.	Ratify Actions by the Auditor-Controller Resolution No. 2010-100 (Finance-Auditing Committee/Committee of the Whole, November 18, 2010) ratifies actions taken by the Auditor-Controller, as follows:
	a.	The Board of Directors has no commitments and/or expenditures to ratify for the period October 1, 2010, through October 31, 2010;
	b.	Ratifies investments made by the Auditor-Controller during the period October 12, 2010, through November 8, 2010, as follows:

Security	Purchase Date	Maturity Date	Original Cost	Percent Yield
Barclays Bank PLC NY Certificate of Deposit	10/14/10	10/12/11	5,000,000.00	0.77
Toyota Motor Credit Commercial Paper	10/14/10	02/11/11	2,186,592.10	0.33
Societe Generale NA Commercial Paper	11/03/10	02/01/11	1,249,062.50	0.30
Societe Generale NA Commercial Paper	11/03/10	02/01/11	3,247,562.50	0.30
BNP Paribas FIN INC Commercial Paper	11/03/10	02/01/11	4,067,151.00	0.28
ING Funding LLC Commercial Paper	11/04/10	02/16/11	4,186,610.76	0.28
Toyota Motor Credit Commercial Paper	11/04/10	05/03/11	3,993,000.00	0.35


	c.	Authorizes the Auditor-Controller to re-invest, within the established policy of the Board of Directors, investments maturing between November 9, 2010, and December 6, 2010, as well as the investment of all other funds not required to cover expenditures that may become available; and,
	d.	Accepts the Investment Report for October 2010, as prepared by PFM. Adopted

GENERAL MANAGER’S REPORT

4.	Presentation of Retirement Gift to Harold Johnson, Bus Operator, Bus Transit Division President Boro presented a retirement gift to Harold Johnson, Bus Operator, Bus Transit Division, who has worked for the District for thirty-seven years, and expressed his best wishes for a long and happy retirement on behalf of the Board of Directors.

5.	Presentation of Thirty-Five Year Service Award to Janet Tarantino, Secretary of the District, District Division President Boro presented a Thirty-Five Year Service Award to Janet Tarantino, Secretary of the District, District Division, and expressed his congratulations on behalf of the Board of Directors.

6.	Presentation of Thirty Year Service Award to Debra Young, Bus Operator, Bus Division President Boro presented a Thirty Year Service Award to Debra Young, Bus Operator, Bus Division, and expressed his congratulations on behalf of the Board of Directors.

7.	Presentation of Employee of the Month Award to Tony Scott, Software Engineer, District Division President Boro presented the Employee of the Month Award to Tony Scott, Software Engineer, District Division, and expressed his congratulations on behalf of the Board of Directors.

ATTORNEY’S REPORT

8.	Attorney David Miller reported that all items contained in the Attorney’s Report are informational. Attorney Miller reported that the Closed Session items, listed on the Agenda as Items No. 6.B.1. and 6.B.2., will be held just prior to the conclusion of this meeting, to discuss the following items:

	"1.	Conference with Legal Counsel – Public Employee Appointment Pursuant to Government Code Section 54957(b)(1) Title: District Engineer

	2.	Conference with Legal Counsel – Public Employee Performance Evaluation and Labor Negotiations – Unrepresented Employees Pursuant to Government Code Section 54957 and 54957.6 Titles: Auditor-Controller and Secretary of the District.”

ENGINEER’S REPORT

9.	General Monthly Report District Engineer Ewa Bauer reported that all items contained in the written Engineer’s Report are informational.

REPORT OF THE TRANSPORTATION COMMITTEE/COMMITTEE OF THE WHOLE OF DECEMBER 16, 2010

10.	Approve Actions Relative to the Disposition of Surplus Buses and Paratransit Vans Directors COCHRAN/KERNS Resolution No. 2010-101 approves the following actions relative to the District’s surplus buses and paratransit vans:
	a.	Declares, as surplus, six 2002 paratransit vans, and authorizes staff to proceed with the disposition of these vans;
	b.	Declares, as surplus, eight sixty-foot 1990 New Flyer articulated buses, and authorizes staff to proceed with the disposition of these buses;
	c.	Declares, as surplus, thirty-four forty-foot 1991 TMC buses, and authorizes staff to proceed with the disposition of these buses; and,
	d.	Declares, as surplus, ten forty-foot 1997 Nova buses, and authorizes staff to proceed with the disposition of these buses. Adopted

	AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

REPORT OF THE BUILDING AND OPERATING COMMITTEE/COMMITTEE OF THE WHOLE OF DECEMBER 16, 2010

11.	Approve Actions Relative to the Award of Contract No. 2011-FT-8, Golden Gate Ferry Terminals Site Construction for Ticket Machines, to Valentine Corporation Directors EDDIE/MOYLAN Resolution No. 2010-102 approves actions relative to the award of Contract No. 2011-FT-8, Golden Gate Ferry Terminals Site Construction for Ticket Machines, as follows:
	a.	Authorizes award of Contract No. 2011-FT-8, to Valentine Corporation, San Rafael, CA, in the amount of $258,369.00, contingent upon receiving permits from the San Francisco Bay Conservation and Development Commission; and
	b.	Establishes a Contingency Fund in the amount of $25,836.00;
	with the understanding that requisite funds are available in the FY 10/11 Ferry Transit Division Capital Budget. Adopted AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

MEETING OF THE FINANCE-AUDITING COMMITTEE/COMMITTEE OF THE WHOLE OF DECEMBER 16, 2010

12.	Authorize a Budget Increase and Budget Transfers in the FY 10/11 Budget for Capital Projects Directors STROEH/KERNS Resolution No. 2010-103 authorizes a budget increase and budget transfers, as follows:
	a.	A budget increase in the FY 10/11 Ferry Transit Division Capital Budget, in the amount of $32,000.00, for the Larkspur Ferry Terminal Accessible Restrooms and Ramps Project, Capital Project No. 0918, to be 100% funded with Public Transportation Modernization, Improvement and Service Enhancement Account funds;
	b.	A budget transfer from the FY 10/11 District Division Operating Budget/Engineering Department to the FY 10/11 Bus Transit Division Capital Budget, in the amount of $47,430.00, for the San Rafael District Administration Building HVAC Improvements Project, Capital Project No. 0712; and,
	c.	A budget transfer from the FY 10/11 District Division Operating Budget/Engineering Department to the FY 10/11 Bridge Division Capital Budget, in the amount of $17,000.00, for the Toll Plaza Pavement and Access Improvements Project, Capital Project No. 0804. Adopted

	AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

MEETING OF THE RULES, POLICY AND INDUSTRIAL RELATIONS COMMITTEE/COMMITTEE OF THE WHOLE OF DECEMBER 17, 2010

13.	Approve Actions Relative to the Reclassification of the Director of Planning Position Directors PAHRE/REILLY Resolution No. 2010-104 approves actions relative to the Director of Planning position, as follows:
	a.	Reassigns supervision of the Communications Systems Project Manager and responsibilities for key technology project management from the Director of Planning to the Deputy General Manager, Administration and Development;
	b.	Approves the reclassification of the Director of Planning position from its current pay level of $152,339.00 to one pay level lower, at the Step 5 annual salary of $138,986.00, plus fringe benefits; and,
	c.	Amends the Table of Organization accordingly. Adopted

	AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

14.	*Approve the Codification of the Medical Benefits Policy in the Human Resources Guide* for Represented and Administrative Retirees (Excluding Bus Operators), their Spouses, Dependents and Survivors** Directors PAHRE/STROEH Resolution No. 2010-105 approves the codification of the Medical Benefits policy for represented and administrative retirees (excluding Bus Operators), their spouses, dependents and survivors, as defined in the attached Resolution, which was reviewed and approved for implementation by the Board on November 17, 2006; and, amends the Human Resources Guide accordingly. Adopted AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

CLOSED SESSION

15.	Attorney’s Report Attorney David Miller, at the request of President Boro, stated that the Board of Directors would convene in Closed Session, to discuss the matters listed under Closed Session on the Agenda and outlined above in Item No. 8. After the Closed Session, President Boro called the meeting to order in Open Session with a quorum present. Attorney Miller reported that the Board of Directors had met in Closed Session, as permitted by the Brown Act, to discuss the matters listed above. Attorney Miller further reported that, as a result of the Closed Session, the following recommendations were presented to the Board for its consideration:

	a.	Authorize Execution of an Employment Agreement with Ewa Z. Bauer to Serve as District Engineer Attorney Miller reported that it is being recommended that the Board authorize the following action relative to the Employment Agreement with Ewa Z. Bauer to serve as District Engineer of the Golden Gate Bridge: Directors REILLY/STROEH Resolution No. 2010-106 authorizes execution of an Employment Agreement with Ewa Z. Bauer to serve as District Engineer of the Golden Gate Bridge, Highway and Transportation District, for a five-year term, effective November 19, 2010. Adopted AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

	b.	Authorize Execution of Amendments to the Employment Agreements with Joseph M. Wire, Auditor-Controller, and Janet S. Tarantino, Secretary of the District Attorney Miller reported that it is being recommended that the Board authorize the following action relative to the execution of amendments to the Employment Agreements with the Auditor-Controller and the Secretary of the District: Directors REILLY/STROEH Resolution No. 2010-107 authorizes execution of amendments to the Employment Agreements with Joseph M. Wire, Auditor-Controller, and Janet S. Tarantino, Secretary of the District, to implement a 1.75% increase in their respective base salaries, effective January 1, 2011. Adopted AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

SPECIAL ORDER OF BUSINESS

16.	Authorize a Resolution of Appreciation to Mike Kerns in Recognition of his Dedicated Service as a Director of the Golden Gate Bridge, Highway and Transportation District Board Directors REILLY/STROEH Resolution 2010-108 authorizes a Resolution of Appreciation to Mike Kerns in recognition of his dedicated service as a Director of the Golden Gate Bridge, Highway and Transportation District Board. Adopted AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

17.	Authorize a Resolution of Appreciation to Bevan Dufty in Recognition of his Dedicated Service as a Director of the Golden Gate Bridge, Highway and Transportation District Board Directors REILLY/STROEH Resolution 2010-109 authorizes a Resolution of Appreciation to Bevan Dufty in recognition of his dedicated service as a Director of the Golden Gate Bridge, Highway and Transportation District Board. Adopted AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

18.	Approve the Selection of the Board of Directors for 2011-2012 Director Stroeh reported that the Advisory Committee for Nomination of Officers of the Board of Directors met on December 16, 2010, and recommends the appointment of First Vice President Janet Reilly as President of the Board of Directors (Board), Second Vice President James Eddie as First Vice President of the Board and Director Lynne Newhouse Segal as Second Vice President of the Board, for the Years 2011-2012. Directors STROEH/KERNS Resolution No. 2010-110 approves the selection of Officers of the Board of Directors for the Years 2011-2012, as follows: Janet Reilly, President; James Eddie, First Vice President; and, Lynne Newhouse Segal, Second Vice President Adopted AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

19.	Ceremonial Passing of the Gavel Albert Boro, outgoing President of the Board, presented the gavel to Janet Reilly, the newly appointed President of the Board of Directors, and extended his congratulations on behalf of the members of the Board of Directors. Director Boro expressed his appreciation for the opportunity to serve as the President of the Board of Directors for the past two years, and acknowledged the excellent work of the Executive Team, as well as all of the managers and employees. President Reilly accepted the gavel and expressed her appreciation to the Board of Directors for their support of her nomination and for giving her the honor to serve as the President of the Board. She expressed her appreciation for President Boro’s leadership during the past two years. In addition, she stated that she 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 2011 and 2012.

20.	Authorize a Resolution of Appreciation to Albert Boro in Recognition of his Outstanding Service as the President of the Board of Directors of the Golden Gate Bridge, Highway and Transportation District for his Two-Year Term, 2009-2010 Directors MOYLAN/KERNS Resolution No. 2010-111 authorizes a Resolution of Appreciation to Albert J. Boro, in recognition of his outstanding service as the President of the Board of Directors of the Golden Gate Bridge, Highway and Transportation District for his two-year term, 2009-2010. Adopted AYES (17): Directors Campos, Chu, Cochran, Dufty, Elsbernd, Grosboll, Kerns, McGlashan, Moylan, Newhouse Segal, Pahre, Sanders, Snyder and Stroeh; First Vice President Reilly; Second Vice President Eddie; President Boro NOES (0): None ABSENT (2): Directors Brown and Sobel

ADJOURNMENT

21.	All business having been concluded, the meeting was adjourned at 11:10 a.m., in memory of Lillian Kevich, Sidney Kevich, John Tarantino, Mario Ghilotti, Frances Louise Hedlund Nelson, Mary Jane Williams, Umberto Petroni, Florence Silva, Rosemary Caputo, Angelo Colombo, Richard Michael Johnston, Peter Haight, Jack Bernie and Shirley Weiner.

Respectfully submitted,

s/ Janet S. Tarantino
Secretary of the District

Attachment: Resolution No. 2010-105