M I N U T E S
VRE Operations Board Meeting
PRTC Headquarters – Prince William County, Virginia
November 20, 2015
Virginia Railway
Express
John C. Cook
Chairman
Gary Skinner
Vice-Chairman
Paul Smedberg
Secretary
Maureen Caddigan
Treasurer
Sharon Bulova
John Jenkins
Matt Kelly
Paul Milde
Jennifer Mitchell
Suhas Naddoni
Martin Nohe
J. Walter Tejada
Bob Thomas
Jonathan Way
Alternates
Marc Aveni
Meg Bohmke
Jay Fisette
Todd Horsley
Frank Jones
Jeanine Lawson
Tim Lovain
Michael May
Jeff McKay
Paul Trampe
Billy Withers
Doug Allen
Chief Executive Officer
1500 King Street, Suite 202
Alexandria, VA 22314-2730
Members Present
Sharon Bulova (NVTC)
John C. Cook (NVTC)
John D. Jenkins (PRTC)
Matt Kelly (PRTC)
Paul Milde (PRTC)
Jennifer Mitchell
Martin Nohe (PRTC)*
Gary Skinner (PRTC)
Bob Thomas (PRTC)
Jonathan Way (PRTC)
Jurisdiction
Fairfax County
Fairfax County
Prince William County
City of Fredericksburg
Stafford County
DRPT
Prince William County
Spotsylvania County
Stafford County
City of Manassas
Members Absent
Maureen Caddigan (PRTC)
Suhas Naddoni (PRTC)
J. Walter Tejada (NVTC)
Paul Smedberg (NVTC)
Jurisdiction
Prince William County
City of Manassas Park
Arlington County
City of Alexandria
Alternates Present
Jeanine Lawson (PRTC)*
Billy Withers (PRTC)
Jurisdiction
Prince William County
City of Fredericksburg
Alternates Absent
Marc Aveni (PRTC)
Meg Bohmke (PRTC)
Jay Fisette (NVTC)
Todd Horsley
Frank C. Jones (PRTC)
Tim Lovain (NVTC)
Michael C. May (PRTC)
Jeff McKay (NVTC)
Paul Trampe (PRTC)
Jurisdiction
City of Manassas
Stafford County
Arlington County
DRPT
City of Manassas Park
City of Alexandria
Prince William County
Fairfax County
Spotsylvania County
Staff and General Public
Doug Allen – VRE
John Kerins – Keolis
Donna Boxer – VRE
Mike Lake – Fairfax County DOT
Alex Buchanan – VRE
Lezlie Lamb – VRE
Kelley Coyner – NVTC Staff
Bob Leibbrandt – Prince William County
Rich Dalton – VRE
Steve MacIsaac – VRE legal counsel
Patrick Durany – Prince William County
Eric Marx – PRTC staff
Mike Garber – PBMares LLP
Betsy Massie – PRTC staff
Rhonda Gilchrest – NVTC Staff
Alexis Rice – VRE
Chris Henry – VRE
Lynn Rivers – Arlington County
Tom Hickey – VRE
Alex Sugatan – VRE
Gerri Hill – VRE
Joe Swartz – VRE
Christine Hoeffner – VRE
Bryan Jungwirth – VRE
* Delineates arrival following the commencement of the Board meeting. Notation of exact arrival time
is included in the body of the minutes.
Chairman Cook called the meeting to order at 9:00 A.M. Following the Pledge of Allegiance,
Roll Call was taken.
Approval of the Agenda – 3
Mr. Skinner moved, with a second by Mr. Kelly, to approve the Agenda. The vote in favor
was cast by Board Members Bulova, Cook, Jenkins, Kelly, Milde, Mitchell, Skinner, Thomas
and Way.
Approval of the Minutes of the October 16, 2015 Operations Board Meeting – 4
Mr. Skinner moved approval of the minutes and Mr. Kelly seconded. The vote in favor was
cast by Board Members Bulova, Cook, Jenkins, Kelly, Milde, Mitchell, Skinner, Thomas and
Way.
Chairman’s Comments – 5
Chairman Cook announced the opening and ribbon cutting ceremony for the Spotsylvania
Station was held on November 16th. He also reminded Board Members the Capital
Committee will meet immediately following this meeting. He stated he has asked Ms.
Bulova and Mr. Jenkins to serve as the Nominating Committee. A slate of officers for 2016
will be voted on at the December meeting.
Chairman Cook also announced VRE will be collecting toys, cash and gift cards on
December 9th for the annual Toys for Tots campaign. Santa Trains are scheduled for
December 12th with tickets going on sale next Monday.
Chief Executive Officer’s Comments –6
Mr. Allen reviewed VRE’s recent staff activity related to safety and security:



Conducted full-scale emergency training with Spotsylvania County Fire and Rescue
personnel.
Continued to coordinate with local law enforcement and the Department of
Homeland Security on security procedures for the VRE system.
Continued with the extensive “See Something, Say Something” outreach program.
[Ms. Lawson arrived at 9:07 A.M.]
Mr. Allen reported overall on-time performance for the month of October was 90 percent
system-wide with ridership over 18,000. He thanked VRE staff and Spotsylvania County
staff for their efforts to make the opening and ribbon cutting ceremony for the Spotsylvania
Station such a great success. He announced the new train on the Fredericksburg Line will
begin service on November 30th.
Mr. Allen announced legislation to extend the Positive Train Control (PTC) deadline was
passed on October 28th and signed by President Obama the next day. The deadline is
extended to December 2018. However, he assured the Board VRE is not slowing down on
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PTC implementation. Regarding another legislative issue, VRE is seeking changes in the
proposed transportation bill regarding the limits of the Northeast Corridor to ensure Union
Station is not included.
Mr. Allen gave highlights of several events he participated in including the Governor’s
Transportation Conference, PRTC‘s workshop of funding and transit in Prince William
County, as well as the work progressing on the Gainesville-Haymarket Extension Project.
VRE Riders’ and Public Comment – 7
There were no comments.
Consent Agenda – 8
Mr. Kelly moved, with a second by Mr. Skinner, to approve the following Consent Agenda
items:


Resolution #8A-11-2015: Authorization to Issue a Request for Proposals for PTC
System Testing Coordination and Oversight
Resolution #8B-11-2015: Authorization to Issue an Invitation for Bids for the
Purchase of Station Elevators
The Board then voted to approve the Consent Agenda. The vote in favor was cast by Board
Members Bulova, Cook, Jenkins, Kelly, Lawson, Milde, Mitchell, Skinner, Thomas and Way.
Authorization to Forward the FY 2015 Audited Financial Statements and Auditor’s Report –
9A
Mr. Skinner, Chair of the Audit Committee, stated the Operations Board is asked to accept
the FY 2015 Comprehensive Annual Financial Report (CAFR) and associated information
from the auditors and to authorize the CEO to forward this information to the Commissions
for their consideration. Resolution #9A-11-2015 would accomplish this.
Mr. Skinner introduced Mike Garber from PBMares, LLP, VRE’s audit firm. Mr. Garber
stated he met with the Audit Committee prior to this meeting and reviewed in more detail
the CAFR and audit letter. He stated PBMares has issued an unqualified (clean) opinion and
VRE’s statements in all material aspects, fairly and accurately present the financial position
of the organization. He reviewed the documents and audit letter.
Chairman Cook encouraged Board Members to read the audit letter. Mr. Garber explained
two recommendations are included in the audit letter, but they are not control issues and
are just suggestions. VRE management has already begun to address them.
In response to a question from Mr. Skinner, Mr. Garber stated VRE should keep cyber
security at the top of its priority list and be diligent.
Mr. Kelly moved, with a second by Mr. Skinner, to approve Resolution #9A-11-2015.
The vote in favor was cast by Board Members Bulova, Cook, Jenkins, Kelly, Lawson, Milde,
Mitchell, Skinner, Thomas and Way.
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Authorization to Execute a Force Account Agreement for Engineering Services for Slaters
Lane/Alexandria Station Track 1 Access – 9B
Mr. Allen asked the Operations Board to authorize him to execute a force account
agreement with CSX Transportation for Preliminary Engineering for the Slaters
Lane/Alexandria Station Track 1 Access Project in an amount of $425,000, plus a ten
percent contingency of $42,500 for a total amount not to exceed $467,500. Resolution #9B11-2015 would accomplish this. Mr. Allen explained this work is part of VRE’s commitment
to the Potomac Shores station.
Ms. Bulova moved, with a second by M. Skinner, to approve Resolution #9B-11-2015. The
vote in favor was cast by Board Members Bulova, Cook, Jenkins, Kelly, Lawson, Milde,
Mitchell, Skinner, Thomas and Way.
Authorization to Execute a Sole Source Contract for Construction Engineering and
Inspection Services for the Crossroads to Hamilton Third Track Project – 9C
Mr. Allen asked the Operations Board to authorize him to execute a sole source contract to
STV Incorporated for construction engineering and inspection (CE&I) services for the
completion of the Crossroad to Hamilton Third Track project in an amount of $302,735,
plus a ten percent contingency of $30,274, for a total amount not to exceed $333,009.
Resolution #9C-11-2015 would accomplish this. Mr. Allen stated a sole source
determination has been made in accordance with federal and state requirements, and VRE
procurement policies, and public notice will be posted. He explained procuring a shortterm contract for CE&I services through a competitive bidding process would interrupt
construction until the new contract was in place, likely pushing back completion to at least
the second quarter of 2016 and close to the May 2016 deadline set forth in the CSXT-VRE
completion agreement.
Mr. Skinner moved, with a second by Ms. Bulova, to approve Resolution #9C-11-2015.
The Board then voted on the motion and it passed. The vote in favor was cast by Board
Members Bulova, Cook, Jenkins, Kelly, Lawson, Milde, Mitchell, Skinner, Thomas and Way.
New Spending Authority Report – 10A
Mr. Allen reminded the Board his spending authority was increased from $50,000 to
$100,000 and any purchase greater than $50,000 would be communicated to the Board as
an information item. He reviewed the four items provided in the written report.
FY 2017 Budget Update – 10B
Mr. Allen stated action on the FY 2017 Budget will be requested at the December meeting.
Staff is requesting further Board guidance, especially concerning the proposed
jurisdictional subsidy increase, as well as any outstanding questions Board Members may
have.
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Ms. Boxer stated the prior version of the budget presented in September showed unfunded
costs of $2.8 million with a five percent increase to the jurisdictional subsidy. The current
budget shows unfunded costs of $1.18 million with a five percent increase to the
jurisdictional subsidy. The reduction is primarily due to revised ridership, revenue and
average fare projections, revisions of departmental expenditures, identification of one-time
operational costs and reduction of contingency. To continue to close the budget gap, staff
will look at state assistance and the four full-time positions being recommended that could
be funded with other sources. Staff is also looking at reducing the contribution to the
capital reserve.
Ms. Bulova stated there are only so many sources of funding for operating expenses. She
expressed her preference to not include a fare increase in this budget since there was an
increase last year. She would advocate for continuing with the assumption of including a
five percent jurisdictional subsidy increase but for staff to continue to look for ways to
reduce the budget shortfall.
[Mr. Nohe arrived at 9:33 A.M.]
Chairman Cook explained there needs to be a discussion at this meeting on the subsidy
increase because next month the Board must vote to forward the budget to the
Commissions. Mr. Way stated he supports Ms. Bulova’s position because VRE is already
dipping into contingencies and capital reserve fund. These are not real budget reductions.
In response to a question from Mr. Milde, Ms. Boxer explained the five percent subsidy
increase would net $800,000. Chairman Cook asked what would happen if there was not
subsidy increase. Ms. Boxer explained the $800,000 would need to come out of the capital
reserves. In response to another question from Chairman Cook, Ms. Boxer stated the new
service to Spotsylvania Station is expected to generate $1.2 million annually.
Mr. Milde stated his County Board is faced with budget challenges. Mr. Thomas agreed and
stated this is the first time four new VRE positions will be competing directly for new
positions in Stafford County. He understands VRE’s position but he is not confident his
Board will agree to a subsidy increase. Mr. Milde agreed but stated he will advocate for the
VRE increase.
Mr. Kelly stated using capital to balance a budget is like “kicking the can down the road”
because it doesn’t solve the problem and just delays facing reality. Like other jurisdictions,
the City of Fredericksburg needs to look at all the city’s funding needs not just VRE. He will
support a five percent increase but is concerned with the direction VRE is going with future
funding shortfalls. Ms. Bulova agreed with Mr. Kelly regarding the importance of not
getting into the habit of using capital reserves to balance the budget.
Mr. Nohe stated he is reticent to commit Prince William County to any additional transit
spending. There was an $11 million shortfall for bus service over each of the last two years.
VRE is important to Prince William County, but the bus system and local road construction
are also important. He cannot say a five percent subsidy increase would not be a problem
for Prince William County.
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Ms. Mitchell stated DRPT is still working on projections but the state could see a 40 percent
drop off of capital funding in FY 2018 and beyond. She urged Board Members to be careful
of using capital reserve funds because there will be a need for them in the future. Chairman
Cook expressed his opinion that he would not be supportive of tapping the capital reserves
while VRE is adding new service. Mr. Way agreed. Ms. Boxer answered additional questions
about the capital reserve.
Mr. Kelly stated the Operations Board has been putting off a subsidy increase for a while
and now it is reaping some of those results today. He observed staff is telling the Board this
budget is lean and VRE will face operational deficits increasing each year while revenues go
down. He is concerned for a long-term solution and unless something dramatically changes
with state and/or federal funding, VRE is looking at a financial calamity. Chairman Cook
agreed and noted the Financial Plan predicts without additional operating resources, VRE
will shut down in 2032.
Ms. Lawson stated Prince William County will hold its first budget workshop tomorrow.
With the Gainesville-Haymarket Extension Project, VRE is a priority for her as a County
Board Member representing the western Prince William County area. Mr. Nohe stated he is
unsure what position Prince William County Board will take on the subsidy increase. He is
okay with moving forward with the recommendation.
Mr. Allen stated VRE’s Legislative Agenda calls for a legislative solution to VRE’s funding
shortfalls. The Financial Plan shows VRE will need a new funding source of $45-60 million
annually. Mr. Kelly stated VRE needs to have serious conversations with legislators about
VRE funding needs. Chairman Cook suggested VRE may want to hold a legislative reception
during the General Assembly Session. Ms. Coyner announced NVTC and PRTC are hosting a
Joint Legislative and Policy Briefing on December 10th. Both state and federal legislators
have been invited.
Mr. Nohe stated the Northern Virginia Transportation Authority (NVTA) has had recent
conversations about if NVTA funding could be used for purchasing replacement equipment.
Since NVTA probably can’t fund replacement equipment, it is even more important for VRE
to preserve its capital reserves.
Chairman Cook noted a balanced budget, including a five percent subsidy increase, will be
presented at the December meeting. He also asked staff to provide a menu of budget
options.
Management Audit Recommendations Update – 10C
Chairman Cook reported good progress is being made on the Management Audit
recommendations. He observed one of the recommendations regarding oversight by the
Commissions is to conduct annual VRE briefings at the two Commissions. He asked the
NVTC and PRTC Executive Directors to put this briefing on their 2016 calendars. Ms.
Coyner stated NVTC has already scheduled it for their January agenda. Chairman Cook also
noted he will follow-up with Mr. Smedberg on formalizing the CEO evaluation process.
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Closed Session – 11
Mr. Skinner moved, with a second by Ms. Bulova, the following motion:
Pursuant to the Virginia Freedom of Information Act (Sections 2.2-3711A
(7) of the Code of Virginia), the VRE Operations Board authorizes a Closed
Session for the purpose of consultation with legal counsel and necessary
staff concerning the terms and conditions of an amendment to the Amtrak
Operating and Access Agreement permitting an additional VRE train on the
schedule.
The vote in favor was cast by Board Members Bulova, Cook, Jenkins, Kelly, Lawson, Milde,
Mitchell, Nohe, Skinner, Thomas and Way.
The Board entered into Closed Session at 10:10 A.M. and returned to Open Session at 10:20
A.M.
Mr. Skinner moved, with a second by Ms. Bulova, the following certification:
The VRE Operations Board certifies that, to the best of each member’s
knowledge and with no individual member dissenting, at the just concluded
Closed Session:
1. Only public business matters lawfully exempted from open meeting
requirements under Chapter 37, Title 2.2 of the Code of Virginia were
discussed; and
2. Only such public business matters as were identified in the motion by
which the Closed Session was convened were heard, discussed or
considered.
The vote in favor was cast by Board Members Bulova, Cook, Jenkins, Kelly, Lawson, Milde,
Mitchell, Nohe, Skinner, Thomas and Way.
Operations Board Members Time – 11
Mr. Skinner thanked the VRE Operations Board for their support over the past years for the
Spotsylvania Station. Ms. Bulova observed the ribbon cutting was a wonderful event and
thanked Mr. Skinner for his leadership and persistence in helping complete the station
construction project.
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Adjournment
Without objection, Chairman Cook adjourned the meeting at 10:21 A.M.
Approved this 20th day of December 2015.
(Signature on File)
_____________________________
John C. Cook
Chairman
(Signature on File)
_____________________________
Paul Smedberg
Secretary
CERTIFICATION
This certification hereby acknowledges that the minutes for the November 20, 2015 Virginia Railway Express Operations
Board Meeting have been recorded to the best of my ability.
Rhonda Gilchrest
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