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CRC-06-17-15 CRC Meeting, June 17, 2015 CARMEL REDEVELOPMENT COMMISSION Meeting, Wednesday, June 17, 2015 ATTENDANCE: President Bill Hammer Present Vice President Dave Bowers Present Secretary Jeff Worrell Present Treasurer Diana Cordray Not Present Member Bill Brooks Present Member Robert Dalzell Not Present Member Michael Kerschner Present Executive Director Corrie Meyer Present Office Manager Michael Lee Present Legal Consultant Ryan Wilmering Present President Bill Hammer called the meeting to order at 6:32 p.m. The Pledge of Allegiance was said. Approval of Minutes May 21, 2015: Mr. Worrell moved to approve, seconded by Mr. Brooks. Approved unanimously. Financial Matters Mr. Lee stated the end of month May balance of the Commission totaled $5,104,828.00 and $8,937,142.00 with restricted funds. He also stated the June TIF was received and, after subtracting the developer"pass thru" and the Parkwood funds, $9.2 million was received. The Parkwood funds, which will go into the supplemental reserve, was $1.1 million. Mr. Lee gave an update on outstanding receivables. Approval of Claims Mr. Lee requested the Commission approve non-operating invoices in the amount of $9,853,074.00. Mr. Lee noted of that, $9.5 million is for developer and debt related bonds to be paid in June and July. Mr. Brooks moved to approve payment of non-operating invoices in the amount of$9,853,074.00, seconded by Mr. Bowers. Passed unanimously. Mr. Worrell stated he would like confirmation that the issues in the audit are being addressed. Mr. Lee explained some issues were from a previous audit and resolved. The other item involved the separation of the TIF districts and how to account for those. The CRC relies on the treasurer to meet financial state requirements. Mr. Hammer and Mr. Bowers contributed to the discussion. Approval of Change Orders Mr. Lee presented and gave background on one change order for the Mezz project in the amount of$4,231.75. Mr. Worrell moved to approve the change orders for the Mezz project per State Board of Accounts requirements, in the amount of$4,231.75 payable from 902 funds. Seconded by Mr. Bowers and approved unanimously. Executive Director Report with Update on Properties Mrs. Meyer provided an update regarding the following projects: the reflecting pool,the Monon at Main Street, the plaza designs inside Sophia Square, the Nash streetscape and the Mezz. 1 CRC Meeting, June 17, 2015 Mrs. Meyer stated that the Party Time purchase agreement was approved and now in process of structuring a project agreement with developer. This is also the case for the Midtown Project. The Pedcor construction drawings of City Center Phase II Baldwin/Chamber building will be ready by the end of June with groundbreaking before the end of this year. Committee Reports Mr. Bowers stated the Finance Committee met and answered questions and issues concerning the audit and will continue discussions over the upcoming months. Mr. Bowers also stated the Finance Committee discussed amending the budget and presenting it next month. Mr. Worrell stated the Architectural Review Committee met and discussed the Palladium landscape package and Monon and Main Street improvements. Old Business None at this time. New Business Approval of Resolution 2015-6 amending the Grand and Main Bond Resolution Mrs. Meyer gave background and stated that the edits to the resolution will allow TIF funds to go towards a pedestrian promenade instead of a subsidiary street. Mr. Steve Warner of Edward Rose Development Carmel, LLC was called to the podium to discuss details regarding the bond resolution. Discussion ensued. Mr. Worrell and Mr. Bowers both stated this was a positive for the city. Mr. Bowers moved to approve Resolution 2015-6 amending Exhibit A to the TIF Pledge Resolution 2014-11 regarding the Grand and Main development, seconded by Mr. Brooks. Mr. Hammer noted the City Council has already approved a similar amendment. Motion passed unanimously. Approval of Project Agreement Grand and Main Mrs. Meyer stated the Project Agreement is a legally binding final agreement that will solidify the commitments that are made by Edward Rose for the use of TIF funding in addition to the bond resolution that was just approved. Mr. Bowers stated the current property is for-profit. He asked if the site was sold in the future, could it be sold to a not-for-profit, which would result in no collection of property taxes. Mr. Warner said the intent is not to sell it to a not-for-profit. Mr. Bowers asked what are the consequences if it is sold in the future to a not-for-profit organization. Mr. Warner stated it is a developer-backed bond and the obligation lies with Edward Rose to fund the bonds. Mr. Bowers moved to approve the Project Agreement with Edward Rose, as submitted with Exhibit A changed, and designate the President and Vice President of the Commission to sign the agreement. Seconded by Mr. Worrell and passed unanimously. Mr. Worrell, Mr. Bowers and Mr. Brooks continued discussion on the not-for-profit topic and the future expiration of the TIF. Mr. Wilmering stated there is always a risk a property can change to a not-for-profit. The 75/25 split allows the commission to receive 25%, unless it is a not-for- profit. However, the commission would still receive 25% of the amount of not-for-profit property tax. 2 CRC Meeting, June 17, 2015 Approval of Resolution 2015-7 Intent of TIF Increment Mr. Lee stated each year the Commission notifies the different taxing entities of the intent to keep or let go some of the increment. Mr. Lee suggested that for the year of 2016 the CRC continues to capture all the increment and notify the taxing entities. Discussion ensued. Mr. Brooks moved to approve the Resolution 2015-7, which is the Resolution of the City of Carmel Redevelopment Commission of its determination of need to capture Tax Increment Revenues. Seconded by Mr. Bowers and approved unanimously. Approval of Tarkington Garage Masonry Contract Signature Construction Mrs. Meyer provided background and explained the design plan to complete the facade. This is a smaller contract and, although public bids were not required, the CRC did receive three quotes from different contractors. Signature Construction was the lowest bid at$9,700.00. Discussion ensued. Mr. Worrell moved to approve the masonry contract with Signature Construction in the amount of$9,700.00, payable from the 902 funds. Discussion ensued. Mr. Bowers seconded and the motion was approved unanimously. Other Business None at this time. Mr. Hammer encouraged participants to take part in the Summer Concert Series taking place at the Gazebo on Wednesday evenings, as well as Jazz on the Monon, planned for certain Saturday evenings this summer. Adjournment Mr. Bowers moved the meeting be adjourned pending the execution of documents and seconded by Mr. Brooks. The meeting was adjourned at 7:09 p.m. The next regularly scheduled meeting is Wednesday,July 15, 2015 at 6:30 p.m. An executive session was held directly prior to the public meeting in which the purchase or lease of real property was discussed. The Commission hereby certifies that no subject matter was discussed in the executive session other than the subject matter specified in the public notice. 3