MINUTES OF THE DECEMBER 9, 1999 MEETING OF THE ROOSEVELT ISLAND OPERATING CORPORATION BOARD OF DIRECTORS December 9, 1999 A meeting of the Board of Directors was held at the Good Shepherd Chapel, 543 Main Street, Roosevelt Island, on December 9, 1999 at 11:00 A.M. Executive Deputy Commissioner Stephen Hicks called the meeting to order and presided. Mr. Hicks called the roll and found a quorum present. Mr. Hicks then appointed Kenneth Leitner, General Counsel for the Roosevelt Island Operating Corporation, as secretary for today's meeting. Directors Present Stephen Hicks, Representing Joseph Lynch, Commissioner, NYS Division of Housing & Community Renewal Nancy Reuss, Representing Robert L. King, Director, NYS Division of Budget Francis Angelino, Director David Kraut, Director Dr. Joan Dawson, Director Officers and Staff Attending Robert H. Ryan, President/Chief Operating Officer Patrick Siconolfi, Vice President/Chief Financial Officer Kenneth A. Leitner, Vice President/General Counsel Robert Antonek, Vice President Michelle Goodwine, Vice President for Administration Vincent Kopicki, Assistant Vice President/Director of Engineering and Capital Projects James Fry, Assistant Vice President/Director of Public Safety John Durso, Public Information Officer Ivy Nicole Jones, Budget Manager Resident Guests of the Board Patrick Stewart, President, Roosevelt Island Residents Association Susan Whitaker, President, Roosevelt Island Council of Organizations Mr. Stephen Hicks called for public speakers. * Ms. Nurit Marcus addressed RIOC President, Robert Ryan and asked what Mr. Ryan has been doing for the residents and what his plans were for the Island. Ms. Marcus asked further whether he is helping Roosevelt Island and implementing any changes since he became President. Ms. Marcus stated that she had approximately 1500 signatures to save the ball field. Ms. Marcus then asked where the money for the first phase of the Southtown development project is coming from. Mr. Stephen Hicks stated that Robert Ryan may address questions in his President's report. * Mr. Ronald Schuppert asked where the funds for the infrastructure of the Southtown development project are coming from. The first item of business was the approval of the Board minutes of the October 14, 1999 meeting. A proposed draft of the minutes had been previously distributed to all Board members for their consideration. The motion to accept the minutes was APPROVED by all members. OLD BUSINESS: There were no items under the category of Old Business. COMMITTEE REPORTS AUDIT Ms. Nancy Reuss stated that there was no committee report. LONG TERM STRATEGIC PLANNING Mr. Stephen Hicks stated that there was no committee report. CAPITAL PLANNING AND DEVELOPMENT Mr. Francis Angelino stated that the last Capital Planning and Development committee meeting took place on September 14, 1999 and the committee discussed Southtown, the Minischool project and other development projects. PUBLIC SAFETY Mr. James Fry reported that on Halloween, there were a number of activities on Roosevelt Island. Mr. Fry thanked the merchants and residents of Roosevelt Island for their cooperation. Mr. Fry stated that the Public Safety Department is getting ready for "Y2K". Mr. Fry stated that he is coordinating efforts with the New York City Police Department for the deployment of police officers on Roosevelt Island for the year 2000 celebration. Mr. Patrick Stewart stated that he had discussed the issue of illegal parking near the hospitals by the hospital staff with Mr. Fry and that the problem should be resolved. PRESIDENT'S REPORT Mr. Robert Ryan stated that since he took office, several members of RIOC's staff had resigned leaving several vacancies. Mr. Ryan then introduced Mr. John Durso as the new Public Information Officer. Mr. Ryan stated that Mr. Durso had come to RIOC from the private sector. Mr. Ryan then introduced Mr. Kenneth Leitner as RIOC's new General Counsel. Mr. Ryan stated that Mr. Leitner has a J.D. from Cardozo Law School and an LL.M. from the University of Amsterdam. He stated further that Mr. Leitner had come to RIOC after having spent several years in the Kings County District Attorney's Office and had also practiced in the private sector. Ryan then introduced Mr. Patrick Siconolfi as RIOC's new Chief Financial Officer. Mr. Ryan stated that Mr. Siconolfi worked for many years as a bureau chief in the Division of Housing and Community Renewal. He further stated that Mr. Siconolfi would be going to Albany next week to receive an award for making innovations in government. Mr. Ryan then stated that he is bringing quality people to work on Roosevelt Island. Mr. Ryan further stated that the plans for Southtown were in place before he became President and that he had reviewed all available information on the issue. He stated that to his understanding, replacing the soccer field was never an issue with the development of Southtown and that although it may take a couple of months, the development will produce a brand new and far better field. Mr. Ryan additionally stated that there have been many public meetings on the issue of Southtown and that the developers and RIOC are aware of and sensitive to community concerns. Mr. Ryan next stated that RIOC would be sharing the costs for the infrastructure for Southtown. Mr. Ryan further stated that the costs would be slightly more than $4 million and that the Central Nurses Residence would be torn down. He stated further that the money will come from RIOC. Mr. Ryan then invited members of the community to come meet with him in his office to discuss any questions and community concerns. Mr. Stephen Hicks stated that the source of the funds for Southtown was addressed in the approved Board resolution. Mr. David Kraut stated that he had worked on the soccer field and that it was intended to be a temporary field because it sloped and drained improperly. Mr. Kraut then questioned why the building of a new ball field had been at issue. Mr. Francis Angelino commented that it was not unusual for the community to have more questions as the Southtown development commenced. Mr. Angelino stated that there is a consensus on Roosevelt Island that Southtown is an important and viable project to Roosevelt Island. He further stated that in response to RIOC's request for proposals, two very experienced and well regarded developers responded and that while there are details that still needed to be resolved, no one should lose sight of the value that the project could bring to the community. He commented further that the land on Roosevelt Island is unique. Mr. Patrick Stewart stated that the Capital Planning Committee had met nine times to discuss Southtown and that the developers had gone out of their way to listen to and address all of the concerns of the community. He stated that as president of the Roosevelt Island Residents Association and a member of Community Board 8, every attention will be given to the development. NEW BUSINESS The first item under the category of New Business was the Appointment of Mr. Kenneth A. Leitner as Secretary and Vice President for Legal Affairs. Upon motion duly made and seconded, the following resolution was adopted unanimously. RESOLUTION APPOINTMENT OF KENNETH A. LEITNER TO THE POSITION OF SECRETARY AND VICE PRESIDENT FOR LEGAL AFFAIRS OF THE CORPORATION ________________________________________________________________________ WHEREAS, the Roosevelt Island Operating Corporation (the "Corporation") is a public benefit corporation empowered by Title 16, Chapter 26 of the New York Unconsolidated Laws (the "Act") to carry out the operation, maintenance, and development of Roosevelt Island; and WHEREAS, Kenneth A. Leitner is the General Counsel and Director of Legal Affairs for the agency and is qualified to serve as Secretary and Vice President of the Corporation; and WHEREAS, the President/Chief Operating Officer proposes the appointment of Kenneth A. Leitner to the position of Secretary, and Vice President for Legal Affairs of the Corporation; and WHEREAS, Article IV, Section 1, of the By-Laws of the Corporation provides that the Board of Directors shall determine the officers of the Corporation, including the Secretary, Vice President and such other officers as may be determined by the Board; and WHEREAS, the Board of Directors has reviewed and found satisfactory the qualifications and experience of Kenneth A. Leitner; NOW THEREFOR, BE IT HEREBY: RESOLVED, by the Board of Directors of the Corporation as follows: Section 1. Kenneth A. Leitner is elected Secretary and Vice President for Legal Affairs of the Corporation. Section 2. The President/Chief Operating Officer is authorized to take such actions and/or execute such instruments as he deems necessary to effectuate the foregoing. Section 3. This resolution shall take effect immediately. The second item of New Business was the Appointment of Patrick Siconolfi to Chief Financial Officer and Vice President for Financial Affairs. Upon motion duly made and seconded, the following resolution was adopted unanimously. RESOLUTION APPOINTMENT OF PATRICK SICONOLFI TO THE POSITION OF CHIEF FINANCIAL OFFICER AND VICE PRESIDENT FOR FINANCIAL AFFAIRS OF THE CORPORATION ________________________________________________________________________ ____________ WHEREAS, the Roosevelt Island Operating Corporation (the "Corporation") is a public benefit corporation empowered by Title 16, Chapter 26 of the New York Unconsolidated Laws (the "Act") to carry out the operation, maintenance, and development of Roosevelt Island; and WHEREAS, Patrick Siconolfi is qualified to serve as Chief Financial Officer and Vice President for Financial Affairs of the Corporation; and WHEREAS, the President/Chief Operating Officer proposes the appointment of Patrick Siconolfi to the position of Chief Financial Officer and Vice President for Financial Affairs of the Corporation; and WHEREAS, Article IV, Section 1 of the By-Laws of the Corporation provides that the Board of Directors shall determine the officers of the Corporation, including the Secretary, Vice President and such other officers . . . as may be determined by the Board; and WHEREAS, the Board of Directors has reviewed and found satisfactory the qualifications and experience of Patrick Siconolfi; NOW THEREFOR, BE IT HEREBY: RESOLVED, by the Board of Directors of the Corporation as follows: Section 1. Patrick Siconolfi is elected Chief Financial Officer and Vice President for Financial Affairs of the Corporation. Section 2. The President/Chief Operating Officer is authorized to take such actions and/or execute such instruments as he deems necessary to effectuate the foregoing. Section 3. This resolution shall take effect immediately. The third item of New Business was the scheduling of the meetings of the Board of Directors for the year 2000. Mr. David Kraut stated that he was pleased that there were three evening meeting in the proposed schedule. Mr. Kraut stated that this presented a better opportunity for the public to attend. Mr. Francis Angelino stated that a good time for the morning Board meetings would be 11AM or earlier and that the Board should reserve the right to make the meetings earlier provided there was approval of the Board and notice to the community. Upon motion duly made and seconded, the following resolution was adopted unanimously. RESOLUTION 2000 MEETINGS OF THE ROOSEVELT ISLAND OPERATING CORPORATION BOARD OF DIRECTORS RESOLVED by the Board of Directors of the Roosevelt Island Operating Corporation, pursuant to By-Laws, Article III, Section 2 as follows: Section 1. The regular meetings of the Roosevelt Island Operating Corporation through December 2000 shall be held on the following days: Thursday, January 13, 2000 11AM or earlier Thursday, February 10, 2000 11AM or earlier Thursday, March 9, 2000 11AM or earlier Thursday, April 13, 2000 7PM or earlier Thursday, May 11, 2000 11AM or earlier Thursday, June 8, 2000 11AM or earlier Thursday, July 13, 2000 11AM or earlier Thursday, August 10, 2000 7PM or earlier Thursday, September 14, 2000 11AM or earlier Thursday, October 12, 2000 11AM or earlier Thursday, November 9, 2000 11AM or earlier Thursday, December, 14, 2000 7PM or earlier Section 2. This resolution shall take effect immediately. The fourth item of New Business was Expenditure of Public Purpose Payments for the Roosevelt Island Day Nursery. Mr. David Kraut stated that his child attended the program and that the program has a good record for longevity. Mr. Kraut stated that although it is an outstanding agency, the proposal for the expenditure of public purpose payments, as it stands, was inadequate and not well supported. Ms. Sara Seiden, Director of the Roosevelt Island Day Nursery stated that she was willing to provide any additional information requested by the Board. Ms. Seiden stated that the money is vital to continue serving the community. She further stated that although it was a hardship for the Nursery to wait for the money, she would provide further information for the January 2000 meeting. Dr. Joan Dawson stated that she would like additional information. Mr. Stephen Hicks then withdrew the proposal from the agenda and stated that it would be placed back onto the agenda for the January 2000 meeting of the Board. The meeting was adjourned at 11:47 A.M.