Link to printable minutes –> WPCA November 2023 Minutes

OLSBA WPCA BOARD MEETING MINUTES – DRAFT

NOVEMBER 21, 2023 7:00PM VIA ZOOM

ESTABLISH QUORUM & CALL TO ORDER

Al Roy welcomed everyone to our scheduled WPCA meeting and called the meeting to order at 7:05PM. All current members of the Board were in attendance: John Cunningham, Dede DeRosa, Sue Mahoney, Bob Palazzo, Al Roy, Greg Symon. There were three additional members of the community on the call. Tom Annuilli resigned from the WPCA Board effective November 10, 2023 creating an opening that the OLS BOG is actively recruiting for.

APPROVAL OF AUGUST MEETING MINUTES
A motion was made by John Cunningham to approve the minutes from the 8-22-23 WPCA Board Meeting. Dede DeRosa seconded the motion; with no objections the motion was unanimously passed.

ELECTION OF OFFICERS
The following motions were made to elect the 2023-2024 officers; terms begin immediately and end on 6-30-2024.
● Dede DeRosa made the motion to elect Al Roy to the position of WPCA Chairman. Greg Symon seconded the motion. Motion passed unanimously.
● Dede DeRosa made the motion to elect Greg Symon to the position of Vice Chairman. John Cunningham seconded the motion. Motion passed unanimously.
● John Cunningham made the motion to elect Dede DeRosa to the position of Secretary. Bob Palazzo seconded the motion. Motion passed unanimously.
● Dede DeRosa made the motion to elect John Cunningham to the position of Treasurer. Greg Symon seconded the motion. Motion passed unanimously.

FINANCIAL REPORT
There were no financial statements presented due to the departure of Tom Annuilli. The new Treasurer, John Cunningham, is in the process of collecting and reviewing all WPCA financial documentation and a complete report will be provided at the next WPCA Board Meeting. In addition a proposal was made to establish a Finance and Audit Committee to assist with the transition process and provide financial support on an ongoing basis.

Al Roy made a motion to establish a WPCA Finance and Audit committee to work with the new WPCA Treasurer to review all project expenses since project inception and establish policies and procedures for future activity. Dede DeRosa seconded the motion. Motion passed unanimously.

Al Roy reviewed the annual allocation provided to the WPCA from the OLS Association. This year’s allocation is $25K. The vast majority of expenses are considered reimbursable by the State and eligible to be rolled into our loan. No expenses have been incurred in this fiscal year to date. We will be building a budget for the remainder of the year and submitting a funding request to the BOG.

ALLIANCE ACTIVITY
The Alliance is a committee with representatives from OLS, Old Colony, Miami Beach and the Town of Old Lyme (representing Soundview) for all aspects of the shared infrastructure. No independent contractual, legal, or financial determination are made within the Alliance. Decisions are brought back to the respective WPCA Boards for review and approval.

Status of $15M Forgivable Loan from State of CT
Based on the financial application presented by the Alliance in September, DEEP officially determined that the project qualifies for additional funding. A meeting with DEEP has been scheduled with DEEP on December 1, 2023 to discuss “guardrails” and next steps. We must understand all prerequisites, terms, conditions, provisions before moving forward with the next step in the application process.
Clean Water Fund Shared Loan Extension
Payments were scheduled to begin on the Shared Infrastructure Loan in January 2024. Due to the project delay, the State has agreed to another one year loan extension with the current 2%/20 year loan terms.
A motion was made by Dede DeRosa to extend the Shared Infrastructure Clean Water Funds (CWF) Interim Financing Obligation (IFO) an additional year. The extension with the State of CT will be undertaken with Old Colony Beach Association and Miami Beach Association effectively extending the commencement date of payment until January 2025.

The OLSBA Board authorizes the WPCA Chairman to finalize the negotiation and sign the final paperwork required by the State of CT. John Cunningham seconded the motion. Motion passed unanimously.

Fuss & O’Neill Shared Infrastructure Amendment #4
Al Roy explained that Amendment #4 will be submitted with the extension for the Shared Infrastructure CWF loan. This amendment will increase the loan amount to include reimbursement for previous work done by F&O but not submitted to the State as well as new expenses for the potential rebid of the Shared Infrastructure and expenses associated with restarting the project. The Amendment has already been reviewed and approved by the State of CT. Specific project costs will be provided and voted on by this board prior to commencing work. The total maximum new cost is $88,000 of which OLSBA will be responsible for 21% ($18,400).

A motion was made by Al Roy and seconded by Dede DeRosa to sign the Fuss & O’’Neill Shared Infrastructure Amendment #4. This amendment modifies the F&O Shared Infrastructure contract:

• To include services previously authorized and provided by F&O but not included in the CWF IFO as eligible expenses for State reimbursement
• To increase the loan amount by $88,000 to cover the following:

-Rebid of Shared Infrastructure
-Design modification for Pond Road (if needed)
-Extension of permits (if needed following project go/no decision)
-Assistance with required State Treasury process (if needed following go/no go decision)
The motion passed unanimously.

New London IMA Extension
Al Roy reported that New London Inter Municipal Agreement (IMA) (set to expire in September 2023) has been in continuing negotiation due to unexpected term and condition changes that New London requested. New London recently sent a notice of cancellation to all parties. The Town of Old Lyme is in the lead for this negotiation with participation from OLSBA, OCBA, MBA. We fully expect continued negotiation and Al Roy requested that a motion be made to endorse the pursuit of an extension.

John Cunningham made a motion to authorize the WPCA Chairman, Al Roy, to continue to work with OCBA, MBA and the Town of Old Lyme to finalize an extension to the New London IMA. Final terms will be reviewed by the WPCA Board prior to signing. Bob Palazzo seconded the motion; the motion passed unanimously.

Cost Sharing Agreement – Town of Old Lyme Addition
Al Roy Reported the Town of Old Lyme is under an administrative order and, while not fully vested in the CSA, they are legally obligated to join. There have been delays with completion of their initial design and securing of Design Interim Funding Obligation (IFO) from DEEP. Rich Prendergast, Old Lyme WPCA Chairman, is hopeful that Old Lyme will be able to join the agreement by year-end now that the November election is over.

 WPCA ORDINANCE

The original Ordinance creating the OLSBA Water Pollution Control Authority (WPCA) was passed in 2012. Recently it has been recommended that the ordinance be modified to create a clearer separation between the WPCA and BOG and to resolve inconsistencies between the WPCA and OLS Charter. A motion was made by Al Roy to establish a committee to draft an amended WPCA ordinance:

• The committee will be empowered to draft language to propose to the BOG
• The committee will include non-WPCA members with experience in drafting legislation and the law
• The committee will include two members of the BOG
• The committee will be requested to deliver the draft ordinance by 11/28/2023.

Dede DeRosa seconded the motion.  There were no objections and the motion passed.

UPCOMING NEW BUSINESS – Next Meeting
Given the amount of business to be conducted at this meeting, a detailed discussion of the following will occur at a later date.

1. Gorton Ave. Easement for Bioxide Station – there have been some recent
   challenges to this easement. It was noted that the original easement was reviewed by legal counsel, approved by the BOG and presented to the membership at the 2020 annual meeting.
2. Comprehensive Project Cost Analysis – This will be a work product of the new Treasurer and newly established WPCA Finance Committee.
3. New Bond Resolution – we anticipate the need to revisit our bond resolution due to the increased project cost and inclusion of additional State subsidies. The target is to bring forward to the OLS membership at the 2024 Annual Meeting

Resident Comments – none

Next Meeting and 2024 Meeting Schedule
The next WPCA meeting will be held on Tuesday, January 23, 2024 at 7pm. A bi-monthly meeting schedule was proposed but after discussion the board agreed to establish a monthly meeting schedule through the first half of the year.

• Tuesday  January 23, 2024  7:00PM
• Tuesday  February 20, 2024  7:00PM
• Tuesday  March 19, 2024  7:00PM
• Tuesday  April 23, 2024. 7:00PM
• Tuesday  May 21, 2024  7:00PM
• Tuesday  June 18, 2024  7:00PM
• Tuesday  July 23, 2024  7:00PM
• Tuesday  September 17, 2024   7:00PM
• Tuesday  November 19, 2024. 7:00PM

A motion was made by Greg Symon and seconded by John Cunningham to adjourn the meeting at 8:15PM.