ST. LAWRENCE COUNTY INDUSTRIAL DEVELOPMENT AGENCY MINUTES OF MEETING April 28, 2009 CALL TO ORDER: Chairman Brian W. Staples called to order a regular meeting of the St. Lawrence County Industrial Development Agency at 8:04 AM at the Best Western, Canton. ROLL CALL: Blevins LaBaff Morrill Weekes Present Present Present Present Greenwood McMahon Staples Absent Present Present Others Present: IDA Staff and Officers: Raymond Fountain, Kimberly Gilbert, Natalie Sweatland, Richard Williams; and William Small, IDA Counsel; and Elizabeth Graham (Watertown Daily Times). MINUTES: Weekes/LaBaff move to accept the March 24, 2009 minutes. Unanimous. PUBLIC NOTICE: Public notifications sent April 13, 2009 to, at a minimum: St. Lawrence County’s additional local media sources and websites. PUBLIC COMMENT: None FINANCIAL REPORT: (January and February 2009): LaBaff/Weekes move to accept. No questions or comments. Report is filed for audit. COMMITTEE REPORT: None STAFF REPORT: Ray Fountain reported on the following: • Annual Disclosure Statement: Statements are due May 14 to Natalie. Three members have yet to file. • Meeting with Senator Darrel Aubertine: Attendees at the April 24th meeting: Brian Staples, Ernie LaBaff, Fred Morrill, Joe Kennedy, Kathryn Mullaney, Patrick Curran, Ken Ashley, Ray Fountain. Discussion included IDA reform bill, Empire Zone legislation and Civic Facilities legislation. • Empire State Development: Reorganization announced. St. Lawrence, Jefferson and Lewis County IDAs to be made part of Central region; Franklin County to become part of Albany/Capital District region. OLD BUSINESS: None NEW BUSINESS: Resolution: Authorizing Execution and Delivery of Certain Supplemental Trust Indentures and Related Documents with Respect to Certain Projects with St. Lawrence University Undertaken in 2001 and 2005: LaBaff/McMahon. Mr. Fountain reports that this project involves bonds previously approved, and the University is converting the current bonds to a fixed rate. The resolution passes with 5 “aye” votes (LaBaff, Morrill, Weekes, McMahon, Blevins) and 1 abstention (Staples, noting his employment by St. Lawrence University). Resolution: Modifying Four Lanes for Jobs: Morrill/LaBaff. Mr. Fountain reports that the funds were originally set up to market the 4-Lanes program. The Northern Corridor Transportation Working Group has picked up the charge. The group is headed by the Massena BDC and it reinforces the IDA’s support for that effort. In response to a question from Mr. McMahon, no formal, long-term plan for utilizing the funds was presented. Unanimous. Resolution: Gouverneur Industrial Park Tree Border Project: Accepting Terms of Settlement with Gary Pecore: Weekes/Morrill. IDA Counsel notes that this item had been discussed at the last IDA meeting. Unanimous. Resolution: Authorizing Sale of Industrial Building: McMahon/LaBaff. Mr. Fountain reports that this should be the final document regarding the OpTech sale. The Company’s attorneys are reviewing the paperwork and have some concerns about the lease document. Mr. Williams noted he spoke with Harris Beach, LLC. They will, in turn, speak with the attorneys and address their concerns. Unanimous. Resolution: Authorizing Agreement for Website Services: LaBaff/Weekes. Mr. Fountain notes that the IDA’s current website has not been updated in a while, and since that time the Public Authorities Accountability Act requires certain postings. A discussion ensued about the proposals that were received: what was or was not included in responses; clarification of “needs assessment”; maintenance. Unanimous. Mr. McMahon reported that he had been approached by Tom Gramuglia regarding the buildings located on Lots 18 and 19 within the Massena Industrial Park. Mr. Gramuglia wants to sell the buildings to the IDA for the purpose of a leaseback. Mr. Gramuglia intimated that is he can get working capital, he will be able to restart his business. If he is unable, he will be forced to liquidate his holdings. Mr. Gramuglia is a former employer of a couple hundred jobs, and Mr. McMahon advised him that he would carry the message to the IDA. LaBaff/Morrill motion for recess at 8:25M. Return from recess at 8:34AM. EXECUTIVE SESSION: Morrill motion for Executive Session at 8:34 AM to discuss litigation/negotiation issue with one company, and to discuss a personnel issue. ADJOURNMENT: LaBaff motion to adjourn at 9:15 AM. Adjourned by unanimous consent. (Mr.) Lynn Blevins, Secretary