DOWNRIVER UTILITY WASTEWATER AUTHORITY

JANUARY 11, 2019 MEETING MINUTES

Taylor City Hall City Council Chambers

1. Roll Call and Introductions

DUWA Chairman Rick Sollars (Taylor) called the meeting to order at 9:15 AM and asked for roll call to be taken. At the time of the Roll Call, voting representatives were in attendance from 11 communities: Allen Park, Belleville, Brownstown Township, Ecorse, Lincoln Park, Riverview, Romulus, Southgate, Taylor, Van Buren Township, and Wyandotte. A quorum (at least 7 members) was present.

2. Approval of Agenda

Copies of the Agenda were made available prior to the meeting (Attachment 1). Motion by Jim Taylor (Van Buren Township) and seconded by Dustin Lent (Southgate) to approve the Agenda. Motion passed unanimously.

3. Approval of Minutes from December 13, 2018 Board Meeting

Copies of the meeting minutes from the December 13, 2018 Board Meeting were distributed by email prior to the meeting (Attachment 2). Motion by Vice Chair Matakas (Allen Park) and seconded by Doug Drysdale (Riverview) to approve of the minutes. Motion passed unanimously.

4. Election of Officers for 2019

A listing of the existing Officers was distributed prior to the meeting (Attachment 3). DUWA’s Attorney Dan Artaev, of Fausone Bohn, asked the existing Officers if they were willing to continue their role as Officers in 2019. No objection was received, and the Board was receptive to the existing Officers continuing their roles into 2019. Motion by Dustin Lent (Southgate) and seconded by Jim Taylor (Van Buren Township) to re-elect the Officers. Motion passed unanimously.

Officer re-elections were as follows:

• Chairperson: Rick Sollars (Taylor)

• Vice Chairperson: Bill Matakas (Allen Park)

• Treasurer: Jason Couture (Taylor)

• Secretary: Matt Coppler (Lincoln Park)

5. Legal Update

Attorney Artaev provided the Legal Update.

a. Additional Insurance Options Update

Attorney Artaev reminded the Board that Workers Compensation and Inland Marine Insurance were recommended for coverage at the December Board meeting. DUWA’s Professionals are in the process of securing the additional insurance.

b. Distribution of Closing Books

Prior to the start of the meeting, Attorney Artaev distributed electronic thumb drives that archive DUWA’s closing documents. Two drives were provided to each Board representative for their community’s use. If a community requires more than two drives, then the community representative should follow up with Attorney Artaev after the meeting.

c. DTA Escrow Update

Attorney Artaev provided an update for the two escrows that were developed under the terms of the Closing Memorandum. The two escrows and their status were presented as follows:

• Accounts Payable Escrow:  To be used by Wayne County for invoices received related to DSDS. The escrow total was $2.5M. On January 1, 2019, the remaining balance of this escrow was due back to DUWA. Fausone Bohn confirmed DUWA received a wire in the amount of approximately $250K. Full accounting of how the balance was spent has not yet been provided by Wayne County. DUWA is awaiting this information.

• Post-Closing Escrow:  To be used for purposes of paying professional closing costs. The escrow remains with Wayne County, and the remaining balance is to be provided to DUWA by March 27, 2019.

6. System Manager Update

a. System Manager Report

System Manager Vyto Kaunelis, of OHM Advisors (OHM), provided a summary of activities since the last meeting in the pre-meeting Board packet (Attachment 4). System Manager Kaunelis provided highlights of select activities, including the following:

• Construction Projects:
  • Influent Pumping Station Switch Gear electrical repairs is essentially complete. The temporary generators will be moved off the site soon.
  • The Headworks/Laboratory/Secondary SRF construction project is finishing up. Small items will remain, and will be handled as part of warranty work.
  • The construction and engineering teams are working on final cost estimates. It is anticipated the current contract amount is sufficient once a balancing change order is prepared.
• Flow Metering Issues: DUWA’s Professionals have been working to address historical exceedances by Ecorse and Lincoln Park. The metering issues appear to be on how the flows are measured. The exceedances have been small. OHM will be bringing a simplified tracking method for the Riverdrive Interceptor communities to the Technical Committee on January 31, 2019.
• Downriver Wastewater Treatment Facility (DWTF) Performance: Later in the agenda, Veolia will provide an update. In general, the plant is running well.
• Budget/Rate:
  • Planning for a July 1, 2019 rate revision has begun. Information has been provided on a preliminary budget, which is included later in the agenda.
  • The Financial team will be reviewing the Industrial User fees in greater depth, as these fees have not been reviewed in a long while. There is currently significant reserve that has built up, which is anticipated to be from a former Wayne County program deficient that has recovered. The rates were not adjusted after recovery. Later in the agenda, a request to use Tetra Tech to review the fees will be presented to the Board.
• Transition Activities: Minor items remain as it relates to the Transition, other than SCADA. DUWA is working with Wayne County to understand their needs for a split of the SCADA system. To date, DUWA has not received Wayne County’s program for the split. The timeframe for Wayne County to complete the split with the Post-Closing Escrow is approaching.

System Manager Kaunelis completed his update. Chairman Sollars asked if there any questions. Jim Taylor (Van Buren) asked if the lack of movement on the SCADA split is impacting Veolia’s ability to operate. System Manager Kaunelis responded that the lack of a split has not impacted daily operations, but Veolia desires to implement their company-standard. This work can’t be completed until Wayne County segregates because that would impact Wayne County’s outside facilities.

b. Secondary/Headworks/Lab Construction Schedule Considerations

HNTB Engineering Contract:

A letter request for time extension to the HNTB engineering contract associated with the Headworks/Laboratory/Secondary project was provided in the pre-meeting Board package. An extension is requested because the timing for warranty repairs is expected in Spring 2019, and the current contract expires this month.

A motion to approve the contract extension to HNTB’s engineering contract was requested. Motion by Doug Drysdale (Riverview) and seconded by Todd Drysdale (Wyandotte) to extend HNTB contract. Motion passed unanimously. The executed HNTB contract extension letter is provided as Attachment 5.

Weiss Construction Contract:

System Manger Lambrina Tercala, of OHM, reminded the Board the current contract with Weiss expires January 31, 2019. While it is hopeful Weiss’s work will be complete by the end of month, it is possible minor issues may come about as part of final close-out efforts that would require the contract to be extended. Considering the timing of DUWA’s Board meetings, it is requested the Board allow for Chairman Sollars to extend Weiss’s contract up to February 28, 2019 if the work is not able to be completed by end of January 2019.

A motion to approve Chairman Sollars to extend Weiss’s construction contract from January 31, 2019 to February 28, 2019 was made. Motion by Doug Drysdale (Riverview) and seconded by Roberto Scappaticci (Romulus) to allow Chairman Sollars to extend the contract, as necessary. Motion passed unanimously.

c. Fueling Arrangement with Wyandotte Municipal Services

System Manager Tercala presented a proposed Fueling Agreement between DUWA and Wyandotte Municipal Services (Attachment 6). The agreement would allow DUWA’s fleet vehicles, which are operated by Veolia, to purchase tax-exempt fuel from Wyandotte. This same arrangement was in place between Wayne County and Wyandotte Municipal Services.

Motion by Vice Chair Matakas (Allen Park) and seconded by Dustin Lent (Southgate) to allow Chairman Sollars to execute the Fueling Agreement between DUWA and Wyandotte. A roll call vote was made. Motion passed unanimously, with Wyandotte abstaining from the motion. The weighted vote was 80.362%.

7. Request to Authorize Tetra Tech for IPP Rate Study Update

System Manager Kaunelis presented the Tetra Tech proposal for an Industrial Pretreatment Program (IPP) Rate Study Update associated with review the Industrial User fees (Attachment 7). The proposal fee is $25,500.

Motion by Vice Chair Matakas (Allen Park) and seconded by Rick Rutherford (Belleville) to authorize Tetra Tech to perform an IPP Rate Study Update. A roll call vote was made. The vote passed with all communities in favor; the weighted vote was 90.733%.

8. Request for Ad Hoc Committee Members

System Manager Tercala approached the Board with the desire to develop two ad hoc committees. Approximately 2-3 community volunteers were requested for each committee. Fausone Bohn, OHM, and Veolia will also have representatives for each committee.

a. Administrative Procedures Manual

During the transition work, DUWA developed an initial draft of the current Administrative Procedures Manual. At the time of adoption of the Manual by DUWA, it was understood the Board would review the Manual again after 6 months from the transition. Now that we are at that time, an ad hoc group was requested to review the Manual in detail and provide recommendations to the Board for consideration. The following Board members have volunteered for this group:

• Jim Taylor, Van Buren Township
• Bill Turner, Brownstown Township
• Jason Couture, City of Taylor; DUWA Treasurer

 b. Website Upgrades

Now that DUWA is the owner of the DSDS, the intent of the website should be assessed and improvements made to help with usability and access to documents. The following Board members have volunteered for this group:

• Dustin Lent, Southgate
• Bill Turner, Brownstown Township

9. Contract Operator Update

Keith Olderwurtel, Senior Vice President of the Central and West Regions of Veolia Water, and Kelly Irving approached the Board. Mr. Olderwurtel informed the Board that Kelly Irving has been assigned as the General Manager for the DUWA account and will also function as DWTF’s on-site Project Manager. Ms. Irving will be relocating to live in MI permanently.

Mr. Olderwurtel noted he visited the DWTF during his stay to assess if the DWTF has the resources and organization to make good progress. Mr. Olderwurtel stated he feels the DWTF is on a good path forward.

Kelly Irving provided the Contract Operator update. 

a. Monthly Operating Report (December 2018)

The draft December 2018 Monthly Operating Report (MOR) was provided in the Board’s pre-meeting package (Attachment 8). Because of the timing of the Board packages that are pushed out around the first Thursday of each month, it does not provide much time to develop the MOR. As such, it is recommended the MORs lag by one month. The Board was receptive to the timing lag. The team will proceed with this timing of the MORs.

Ms. Irving highlighted the following items from the MOR report:

• It was noted the largest issue of the month was not the excess solids, which is progressing nicely. It was a major power outage in mid-December. The outage occurred at a substation that runs most of the DWTF processes. The cause was a major ground fault. Veolia dispatched electricians to the site to identify the location of the fault. Based on their review, it was discovered there was no fault. Power was then restored. The next morning, the power was out again. It was then identify the outage was due to a controls issue. The teams worked on resolving this item, and power was restored and stable.
• During the power outage, the screened filtered effluent line, which provides non-potable water to yard hydrants and select buildings, ruptured next to the primary clarifiers. The water collected in the DWTF’s pipe gallery, and flooded the sludge pumps. Because of the flood, select repair and replacement of the pumps was required.
• Veolia is in the process of inventorying the spare part warehouse.
• Staffing changes have occurred since the last meeting. Of the vacancies that are currently listed in the MOR, some of the vacancies were terminations and others were elected leaves because the job was not a right fit. Because of the vacancies, staffing credits will be due to DUWA soon.

b. Preliminary Cost Implications for Additional Solids Handling & Disposal

Ms. Irving presented a preliminary cost for the excessive solids issues. The cost was provided in the pre-meeting package (Attachment 9). A revised cost is expected to be presented to the Board in February for request of payment. The preliminary cost estimate is anticipated to be generally in line with projected final costs. The final costs will be circulated through the Technical Committee prior to the next Board meeting.

10. Treasurer’s Report

Treasurer Jason Couture (Taylor) presented the Treasurer’s Report that was included in the pre-meeting packet. The Treasurer’s Report included a preliminary 2019 budget (Attachment 10), projected 2019 Financial Calendar (Attachment 11), status of Community payments (Attachment 12) and an invoice register (Attachment 13).

a. Request to Authorize Proposed 2019 Budget

The preliminary budget was prepared by DNS Financial Services in coordination with Treasurer Couture. The budget is in line with DUWA’s financial forecast for ‘rate neutrality.’ The estimates were generally based on Wayne County costs with limited, minor increases. The largest budgeted expense is Veolia’s cost for operation and maintenance of the DWTF and flow metering.

Motion by Jim Taylor (Van Buren Township) and seconded by Vice Chair Matakas (Allen Park) to approve of the preliminary budget. In consideration of bond compliance, a resolution was prepared for adoption of the preliminary 2019 budget. The motion was amended to include adoption of the resolution. Mr. Taylor and Mr. Matakas supported the amended motion which was for approval of the preliminary budget and the budget resolution. Motion passed unanimously.

b. 2019 Financial Calendar

Treasurer Jason Couture (Taylor) presented the financial calendar which included noting of the timing for the rate package, audit, and qualifying statement.

Todd Drysdale (Wyandotte) requested the calendar consider the timing for each community’s audit periods. The Financial team will review and modify, as necessary.

c. Update on Community Payments of Monthly Assessment

Treasurer Couture noted the listings were up-to-date through September 2018.

d. Pending Invoices

The invoice register included request for payment for 33 invoices for a total of $2,595,230.98. Motion Roberto Scappaticci (Romulus) and seconded by Dustin Lent (Southgate) to pay the invoices. Motion passed unanimously.

11. Public Comment

There was no public comment.

12. Other Business

There were no items brought forth for consideration as “Other Business” items.

13. Next Meeting Date: February 14, 2019 (9:00 AM; Taylor City Hall)

Chairman Sollars reminded the Board that the next meeting would be the Board Meeting on Thursday, February 14, 2019 (9:00 a.m. Taylor City Hall).

14. Adjournment

There being no other business, Chairman Sollars announced that a motion to adjourn would be in order. Motion by Dave Flatten (Ecorse) and seconded by Jim Taylor (Van Buren Township) to adjourn the meeting.  Motion passed unanimously at 10:20 AM.

Meeting Minutes Prepared by:

Lambrina Tercala, DUWA System Manager

Attachments

1. Meeting Agenda
2. December 13, 2018 DUWA Board Meeting Minutes
3. Listing of Current Board Officers
4. System Manager Report for January 2019 Board Meeting (by OHM Advisors)
5. Letter Request for Time Extension to #37-14-005 Engineering Contract for HNTB, dated January 9, 2019 (by HNTB)
6. Hold Harmless Agreement for Vehicle Fueling at Wyandotte Municipal Services
7. Tetra Tech Proposal for IPP and Surcharge Rate Study Update, dated January 3, 2019 (by Tetra Tech)
8. Monthly Operating Report for December 2018 (by Veolia)
9. Preliminary Cost Implications for Additional Solids Handling & Disposal (by Veolia)
10. Resolution Authorizing Proposed 2019 Budget
11. 2019 Financial Calendar, dated January 4, 2019 (by Plante Moran)
12. Update on Community Payments of Monthly Assessment, dated December 31, 2018
13. Invoice Register, dated January 4, 2018 (by DNS Financial Services)