BRUNSWICK SEWER DISTRICT

Board of Trustees Regular Monthly Meeting

Approved Minutes

09 April 2007

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Call to Order, Notice of Meeting Advertised, Recorded, and Prepared Agenda

The regular monthly meeting of the Board of Trustees of the Brunswick Sewer District was called to order by Chairperson Priest at 6:38 p.m. on Monday, 09 April 2007, in the conference room at District offices.  Notice of the meeting was advertised in the 06 April 2007 edition of the Times Record.  A prepared agenda was noted and the meeting was recorded.

Members present :  Chairperson Priest, Trustees Green, Savage, and Boochever.

Others present :  General Manager McVey, Assistant General Manager Blanchette, Finance Manager Nuttelman; Kathleen B. Tyson, CPA, Runyon Kersteen Ouellette (6:38 – 7:22 p.m.); Catherine J. Reilly, State Economist, Maine State Planning Office (7:22 – 8:29 p.m.); Shanna Bickford, camera operator.

The Trustees reviewed minutes of the 12 March 2007 regular Board meeting.

IT WAS MOVED BY TRUSTEE GREEN, SECONDED BY TRUSTEE BOOCHEVER, AND UNANIMOUSLY VOTED BY THE TRUSTEES PRESENT TO ACCEPT AS AMENDED MINUTES OF THE 12 MARCH 2007 REGULAR MEETING OF THE BOARD OF TRUSTEES.

No members of the public were present.  No public comment has been received.

Kathleen B. Tyson, CPA, with the firm Runyon Kersteen Ouellette of South Portland, Maine, auditors to the District, joined the meeting to review for the Trustees reports associated with their audit of District financial operations at 31 December 2006.  The audit was conducted in accordance with generally accepted accounting principles and auditing standards for governmental entities.

The financial statements include the Auditors’ clear opinion that the statements present fairly in all material respects the financial position of the District at the statement date.  Reports Required by Government Auditing Standards notes that the audit revealed no matters involving internal control and no instances of non‑compliance considered to be material weaknesses.  The Management Discussion & Analysis comments on a number of business indicators.  The analysis was prepared by District staff and is required by government auditing standards.

As in previous years, a management letter addressed to the Board was prepared to advise of opportunities to further solidify internal control and to improve financial recordkeeping and reporting.  The letter this year includes two items identified in the previous audit that are currently being prepared for incorporation in District policies and procedures.

Ms. Tyson next presented a series of reports graphically depicting a number of performance indicators reported in the financial statements, including current assets, capital assets and long‑term debt, current liabilities, revenues, expenses, net assets, income by source, and net income.  Concluding her report, Ms. Tyson answered questions posed by the Trustees.

At the request of the General Manager,

IT WAS MOVED BY TRUSTEE SAVAGE, SECONDED BY TRUSTEE BOOCHEVER, AND UNANIMOUSLY VOTED BY THE TRUSTEES PRESENT TO ENTER EXECUTIVE SESSION AT 7:13 P.M. TO ALLOW BOARD DISCUSSION WITH THE AUDITOR OF A PERSONNEL MATTER UNDER M.R.S.A. TITLE 1, CHAPTER 13.405.6.A.

The meeting returned from executive session at 7:21 p.m. following discussion of a personnel matter.  No action was taken during the executive session, nor any consequent to it.  The Trustees thanked Ms. Tyson for her assistance, and she left the meeting at 7:22 p.m.

Catherine J. Reilly, State Economist with the Maine State Planning Office, joined the meeting at 7:22 p.m. for a presentation on the Consumer Price Index system and its relation to cost of living.  The District has used the index system to make changes to the employee wage matrix and in contracts and agreements that require costs to be updated over time.

Ms. Reilly began her presentation with a description of the Consumer Price Index (CPI) as a measure of the change over time in prices paid by consumers for goods and services.  Index data is published by the U. S. Department of Labor Bureau of Labor Statistics.  The data is widely used as an economic indicator and as a means of adjusting payments of various kinds over time.

Ms. Reilly discussed the types of goods and services included in Index data, and collection, calculation, reporting, and interpretation of the data.  She then went on to review the means by which the data may be used to escalate wages and other costs to reflect changes in the economy, and the potential effect of regional differences in data.  Finally Ms. Reilly discussed limitations of the CPI and differences introduced by using the data differently.

The Trustees posed a number of questions to Ms. Reilly, regarding use of the Index and discussion followed.  At the conclusion of the discussion, the Trustees thanked Ms. Reilly for her effort on behalf of the District and she left the meeting at 8:29 p.m.

Chairperson Priest declared the meeting in recess from 8:29 p.m. to 8:38 p.m.

 o         Financial :  The Trustees examined the Variance Analysis at 31 March 2007, prepared by District staff.  A copy of this report is included in these minutes and adopted by reference.  Revenues, expenditures, receivables, liens, and cash equivalents were reviewed.  Board members discussed operating expenses and receivables.  Comparisons of current year financial data with budgeted and prior year amounts were considered.

 o         Disbursements :  The Trustees reviewed weekly reports on disbursements for the preceding month and discussed a number of the transactions listed.  Weekly warrants for general disbursements have been signed by the General Manager.

 o         Commitments :

IT WAS MOVED BY TRUSTEE BOOCHEVER, SECONDED BY TRUSTEE SAVAGE, AND VOTED BY THE TRUSTEES, WITH THE TREASURER ABSTAINING, TO COMMIT TO THE TREASURER FOR COLLECTION, RATES FOR THE MONTH OF FEBRUARY 2007, IN ACCORDANCE WITH PROVISIONS OF THE CHARTER, BY‑LAWS, RULES & REGULATIONS, AND SCHEDULE OF RATES, AS COMPUTED AND SET FORTH IN THE ACCOUNTS ON FILE AT OFFICES OF THE BRUNSWICK SEWER DISTRICT.

 o         Topics of Note :

The Topsham Sewer District has advised of its intent to replace the wastewater flow meter monitoring Topsham flows to the BSD Treatment Plant.  Replacement is expected to be completed by August of 2007.

In keeping with provisions of the District Charter, the Board held elections to Board offices.  Chairperson Priest declared nominations open.

IT WAS MOVED BY TRUSTEE SAVAGE, SECONDED BY TRUSTEE BOOCHEVER, AND UNANIMOUSLY VOTED BY THE TRUSTEES PRESENT TO NOMINATE THE CURRENT SLATE OF OFFICERS.

There were no further nominations forthcoming.  Chairperson Priest declared nominations closed.

IT WAS THEN MOVED BY TRUSTEE SAVAGE, SECONDED BY TRUSTEE BOOCHEVER, AND UNANIMOUSLY VOTED BY THE TRUSTEES PRESENT TO ELECT THE FOLLOWING SLATE OF BOARD OFFICERS:

 TRUSTEE PRIEST                                               CHAIRPERSON

TRUSTEE GREEN                                               VICE CHAIRPERSON & TREASURER

TRUSTEE SAVAGE                                             ASSISTANT TREASURER

TRUSTEE BOOCHEVER                                    TRUSTEE CLERK.

Chairperson Priest thanked the Trustees for their expression of confidence and their continued assistance in carrying out the business of the District.

The Trustees received copies of opinions provided by District Legal Counsel on the subject of conflict of interest.  The opinions were prepared in 1989, 2001, 2006, and 2007.  In each case, Counsel has been requested to take a broad or conservative view of what might constitute conflict.  The subject is reviewed annually by the Board.

Following brief discussion, it was consensus of the Board that further consideration of conflict of interest be taken up at the May Board meeting.

The Finance Manager distributed copies of the 2006 Year‑End Financial & Related Reports.  The package includes reports prepared by District staff covering major users, billing adjustments, remote payment activity, vendor payments, liens, uncollectible accounts, bankruptcies, capital expenditures, investments, assets and liabilities, revenues and expenses, overhead, entrance charges, septic and holding tank waste revenue, and annual reports of the Collection & Pumping and Treatment Operations Divisions.

Total flow to the Treatment Plant for March of 2007 was 80.808 million gallons, up approximately 25 % from the previous month.  Flows of 13.2 and 7.2 mg for the month originated with Topsham and the Navy Base, respectively.  Average daily flow for the period was 2.61 million gallons per day, 68 % of that allowed by permit.  The maximum daily flow processed was 3.530 mg, which occurred on 29 March 2007.  Rainfall for the month totaled 3.1 inches.  Maximum daily rainfall received was 0.48 inches, which occurred on 02 March 2007.  Area precipitation through 29 March 2007 was 9.4 inches, in comparison with the norm of 11.7 inches.

Navy Base flows and revenues for March increased substantially over those reported for January and February, to the ranges experienced over the past two years.  This is likely due to warmer temperatures and frost leaving the ground.  Septage receiving for the period totaled 66,750 gallons, up 84 % from the previous month.  Removal rates for BOD and TSS for the period were 93.5 % and 92.0 % respectively, in compliance with the minimum 85 % required for each parameter by permit.  A total of 168 cubic yards of sludge was field stacked for future land application.  There were no flow bypasses or spills.  All flow received full treatment, and all other permit requirements were met.

The Assistant General Manager presented the quarterly report on safety and training by District staff.   Work on improvements to the District safety program continues with the assistance of a consultant.  The consultant’s work will be used to update components of the District program.  The updates are being prepared in cooperation with the Maine Department of Labor Bureau of Labor Standards.  Progress on development of the program updates will be reported at future Board meetings.

The Assistant General Manager presented a report on construction and development in Brunswick.  The report lists projects in the sketch plan, final plan, and construction phases of development, and provides information on the project developer, its location, use, and size, as well as flow, entrance charge, and revenue impacts on the District.

The report on this item was deferred by consensus of the Trustees to the May Board meeting.

A draft of proposed changes to the District Investment Policy was submitted to outside expert counsel for review and comment.  The Policy was reviewed by Joseph P. Cuetara, a Senior Vice President in the Capital Markets Division of Moors & Cabot, an investment banking firm with principal offices in Boston, Massachusetts.  Mr. Cuetara’s comments have been incorporated in a later draft of the Policy that was distributed to the Trustees.

Following brief discussion, it was consensus of the Board that further consideration of changes to the District Investment Policy be taken up at the May Board meeting.

The Trustees returned to their consideration of a draft policy for protection of employees from retaliation as a result of reporting improper acts.  The policy draft is that considered and voted during the March Board meeting, and includes revisions requested at that time.  After brief discussion,

IT WAS MOVED BY TRUSTEE BOOCHEVER, SECONDED BY TRUSTEE SAVAGE, AND UNANIMOUSLY VOTED BY THE TRUSTEES PRESENT, AS THE SECOND AND FINAL OF TWO VOTES REQUIRED, TO ADOPT AS AMENDED THE PROPOSED POLICY FOR WHISTLEBLOWER PROTECTION DATED 12 MARCH 2007.

At the request of the Chairperson,

IT WAS MOVED BY TRUSTEE SAVAGE, SECONDED BY TRUSTEE BOOCHEVER, AND UNANIMOUSLY VOTED BY THE TRUSTEES PRESENT TO ENTER EXECUTIVE SESSION AT 9:14 P.M. TO DISCUSS A PERSONNEL MATTER UNDER PROVISIONS OF M.R.S.A. TITLE 1, CHAPTER 13.405.6.A.

The meeting returned from executive session at 9:19 p.m. after having discussed a personnel matter.  No action was taken during the executive session.

IT WAS MOVED BY TRUSTEE BOOCHEVER, SECONDED BY TRUSTEE SAVAGE, AND UNANIMOUSLY VOTED BY THE TRUSTEES PRESENT TO APPOINT THE INCUMBENT AS GENERAL MANAGER FOR CALENDAR YEAR 2007, AT AN ANNUAL SALARY OF $ 83,000, EFFECTIVE 01 JANUARY 2007.

The General Manager thanked the Trustees for their expression of confidence.

Schedule of Upcoming Meetings, Events, etc.

o          Trustees Regular                    Monday                                21 May 2007             7:30 a.m.

o          Trustees Regular                    Monday                                11 June 2007             7:30 a.m.

o          Trustees Regular                    Monday                                 09 July 2007             7:30 a.m.

Chairperson Priest thanked the Trustees for their assistance.

There being no further business before the Board,

IT WAS MOVED BY TRUSTEE BOOCHEVER, SECONDED BY TRUSTEE GREEN, AND UNANIMOUSLY VOTED BY THE TRUSTEES PRESENT TO ADJOURN THE MEETING AT 9:23 P.M.

Attest,

Emily L. Boochever
Trustee Clerk
Board of Trustees

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