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HomeMy WebLinkAbout07/01/75 - 06/16/03 ~ I I I I STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY, July 1, 1975. The annual meeting of the Stockholders of .the Greater Roanoke Transit Company was called to order by Mayor Roy L. Webber at 10:00 o'clock a.m., Monday, July 1,1975, in the Executive Session Room of the Roanoke City Council Chamber, Municipal Building, Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole stockholder, City of Roanoke, was present at the meeting, being represented by the Mayor and members of the City Council, viz: Messrs. Robert A. Garland, David K. Lisk, Noel c. Taylor, Hampton W. Thomas, James O. Trout and Mayor Roy L. Webber----------------------------------------------------------6. ABSENT: Stockholder William S. Hubard---------------------l. Also present were Mr. James N. Kincanon, Legal Counsel, Greater Roanoke Transit Company; Mr. Sam H. McGhee, III, Assistant Vice President of Operations, Greater Roanoke Transit Company; Mr. A. N. Gibson, Treasurer, Greater Roanoke Transit Company; Mrs. Mary F. Parker, Secretary, Greater Roanoke Transit Company; and various representatives of the press and news media. The 'Mayor declared the existence of a quorum and requested that the Secretar~ read, in its entirety, the Waiver of Notice of Annual Stockholders Meeting; whereupon, the Secretary read.the following: ~ 0- "WAIVER OF NOTICE OF ANNUAL STOCKHOLDERS MEETING I ROANOKE, VIRGINIA June 24, 1975 We the undersigned being a'll of .the members of the Council of the City of Roanoke and as such author- ized by Resolution No. 21838 of the Council of the City of Roanoke to vote the stock of Greater Roanoke Tran$i tC.ompany . owned by ..the City of. Roanoke do here- by waive notice of the annual meeting of theStock~ . nolders of Greater.Roanoke Tr~nsit Company to be held July 1,'i975, at 10:00 o'clock a.m., in the Executive Council Chambers on the fourth floor of -'the Municipal Building, Roanoke, Virginia: S/Roy L. Webber . Mayor Roy L. Webber -. S/Noel C. Taylor Dr. Noel C. Taylor .. -. S/Robert A. Garland Ropert.A. Garland I William S. Hubard .... . S/David K. Lisk Da:yid K.. Lisk ',' /' ~/Hampton W. Thomas Hampton W. Thomas S/James o. Trout ''', d .Jame::~'o. Trout" , c _" l. Mr. Li~k moveq .that th~.Minutes of the Stockholders meetings ,.. ,; ~~ . ---....-..,- held on September 30, 1974~.and Decembe~ 9, 1974, be approve~ as . . { submitted. The motion.was $ecqnded by.Mr.Trout and adopted. The Mayor.referred.to Resolution No. 21838 adopted by the Council of the .City of Roanoke authorizing a majority of the memb.ers of the Council of the City of Roanoke to act on behalf of the City I "... 3 I of Roanoke as the sole stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary procedure to be used by those Council members acting as the stockholder at any Greater Roanoke Transit Company stockholder meeting. The Mayor advised that the purpose of the meeting was to elect seven Directors of the Greater Roanoke Transit Company for terms of one year, each, commencing from the date of their election and until their successors have been duly elected and shall have duly quali- I fied; and for the transaction of such other business~as m~y proper- _ _ J , ly come before the Stockholders. The Mayor called for nominations for seven Directors of the Greater Roanoke Transit Company. I Mr. Garland placed in nomination the names of the seven incum- bent Directors, viz..: Messrs. 'Robert A. Garland, William S. Hubard, David K. Lisk, Noel C. ~~ylor, Hampton W. Thomas, James O. Trout and Roy L. Webber. Mr. Lisk moved that the nominations be closed. The motion was seconded bY'" Mr. Trout and adopted. There being no further ~gminations, Messrs. Robert A. Garland, f: ;: J ."~~),_,..J .~". ........., William S. Hubard, David"K. Lisk;' Noel C. Taylor, Hampton W. Thomas, ''-T --' ~. '-~. -.. . James O. Trout and Roy L. Webber were reelec~ed as Directors of the Greater Roanoke Transit Company by all six of the Stockholders present for terms of one year, each, ending July 1, 1976, Mr. Hubard absent. I The Stockholders requested that the Resident Manager of Valley Metro be instructed to transmit copies of any report or reports he '-\ may have to each member of the Board of Directors of Greater Roanoke Transit Company at least five days prior to any meeting of the Board of Directors in order that each Board member will have ample time to review same. There being no further business, the Mayor declared the annual meeting of the Stockholders of Greater Roanoke Transit Company adjourned. ;;E::, J. P ~ Secretary APPROVED: Roy L. Webber ~~r-------- Robert A. rland ~;~ard Davl.d K. l.sk (absent) ?:1!~a~or ~!t)L-.cr pton W. .Thomas ;-t;; (!)~. Jam s O. Trout ~ I I I ~ 5 STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY, I July 6, 1976. The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 1:30 p.m., Tuesday, July 6, 1976, in the Executive Session Room of the Roanoke City Council Chamber, Municipal Building, Roanoke, Virginia, ,for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting, being represented by the Mayor and members of the City Council, viz: Messrs. Robert A. Garland, William S. Hubard, Nicholas F. Taubman, Hampton W. Thomas and Mayor Noel C. Taylor----------------~--5. ABSENT: Stockholders David K. Lisk and James o. Trout-----------2. Also present were Mr. James N. Kincanon, Legal Counsel, Greater Roanoke I Transit Company; Mr. Byron E. Haner, Vice President of Operations, Greater Roanoke Transit Company; Mr. A. N. Gibson, Treasurer, Greater Roanoke Transit Company; Mrs. Mary F. Parker, Secretary, Greater Roanoke Transit Company; and various representatives of the press and news media. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on July 1, 1975; whereupon, Mr. Hubard moved that the minutes be approved as written. The motion was seconded by Mr. Taubman and adopted. The Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke authorizing a majority of the members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary procedure to be used by those Council members acting as the I Stockholder at any Greater Roanoke Transit Company Stockholder meeting. t9 ~ The Mayor advised that the purpose of the meeting was to elect seven Directors of the Greater Roanoke Transit Company for terms of one successors have been duly elected and shall have duly qualified; and for I year each, commencing from the date of their election and until their the transaction of such other business as may properly come before the Stockholders. . The Mayor then called for nominations for seven Directors of the Greater Roanoke Transit Company. Mr. Garland placed in nomination the following names: Mrs. Elizabeth T. Bowles, Messrs. Robert A. Garland, Lucian Y. Grove, William S. Hubard, Nicholas F.' Taubman, Hampton W. Thomas and Noel C. Taylor. Mr. Taubman moved that the nominations be closed. The motion was seconded by Mr. Hubard and adopted. There being no further nominations, Mrs. Elizabeth T. Bowles, Messrs. Robert A. Garland, Lucian Y. Grove, William S. Hubard, Nicholas F. I Taubman, Hampton W. Thomas and Noel C. Taylor were elected as Directors of the Greater Roanoke Transit Company by all the Stockholders present for terms of one year, each, commencing from the date of their election and until their' successors have been duly elected and shall have duly qualified. There being no further business, the Mayor declared the annual meeting of the Stockholders of the Greater Roanoke Transit Company adjourned. ATTEST: ~ ~~.-j.I~ APPROVED: Secretary Mayor ~~t. I I I I 7 STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY July 5, 1977 The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 1:30 p.m., Tuesday, July 5, 1977, in the Executive Session Room of the Roanoke City Council Chamber, Municipal Building, Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting, being represented by the Mayor and members of the City Council, viz: Messrs. Robert A. Garland, Lucian Y. Grove, William S. Hubard, Nicholas F. Taubman, Hampton W. Thomas and Mayor Noel C. Taylor-----------------------------------------------------------6. ABSENT: Stockholder Elizabeth T. Bowles--------------------------------------l. Also present were Mr. John F. Sweeney, General Manager, Valley Metro; Mr. Wilburn C. Dibling, Jr., Legal Counsel, Greater Roanoke Transit Company; Mr. James E. Buchholtz, Registered Agent, Greater Roanoke Transit Company; Mr. Joel M. Schlanger, Treasurer, Greater Roanoke Transit Company; Mr. Byron E. Haner, Vice President of Operations, Greater Roanoke Transit Company; Mrs. Judith M.St. Clair, Assistant Secretary, Greater Roanoke Transit Company; Mr. Rex T. Mitchell, Jr., and various representatives of the press and news media. The meeting was opened with a prayer by Dr. Noel C. Taylor. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on July 6, 1976; whereupon, Mr. Hubard moved that the minutes be approved as recorded. The motion was seconded by Mr. Grove and adopted. The Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke authorizing a majority of the members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary procedure to be used by those Council members acting as the Stockholder at any Greater Roanoke Transit Company Stock- holder meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone present had any comments, and there being none, the Mayor then called for nominations for the seven Directors of the Greater Roanoke Transit Company. Mr. Garland placed in nomination the name of Dr. Noel C. Taylor as President of Greater Roanoke Transit Company. Mr. Taubman moved that the nominations be closed. The motion was seconded by Mr. Hubard and adopted by the following vote: -\1 FOR DR. TAYLOR: Messrs. Garland, Grove, Hubard, Taubman and Thomas-------------5. (Mrs. Bowles absent; Mayor Taylor not voting.) I The Mayor then called for nominations for Directors of the Greater Roanoke Transit Company. Mr. Thomas placed in nomination the following names: Mrs. Elizabeth T. Bowles, Messrs. Robert A. Garland, Lucian Y. Grove, William S. Hubard, Nicholas F. Taubman, Hampton W. Thomas and Noel C. Taylor. Mr. Taubman moved that the nominations be closed. The motion was seconded by Mr. Hubard and adopted by the following vote: FOR MRS. BOWLES, AND MESSRS. GARLAND, GROVE, HUBARD, TAUBMAN, THOMAS AND TAYLOR: Messrs. Garland, Grove, Hubard, Taubman, Thomas and Taylor-----------------6. (Mrs. Bowles absent) The Mayor inquired if there was any other business at this time; whereupon, Mr. Haner requested an Executive Session with the City Council members at the conclusion of the meeting relative to a personnel matter. Mr. Hubard moved that the members of Council concur in the request for an Executive Session on a personnel matter. The motion was seconded by Mr. Taubman and adopted by the following vote: AYES: Messrs. Garland, Grove, Hubard, Taubman, Thomas and Mayor Taylor----------6. I (Mrs. Bowles absent) NAYS: None----------------------------------------------------------------------0. There being no further business, the Mayor declared the annual meeting of the Stockholders of the Greater Roanoke Transit Company adjourned. President ATTEST: .. ~m. ~-{L Assistant Secretary APPROVED: ~~. I I 7 I STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY July 10, 1978 The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 7:00 p.m., Monday, July 10, 1978, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and members of the City Council, viz: Mrs. Elizabeth T. Bowles and Messrs. Robert A. Garland, Lucian Y. Grove, William S. Hubard, Hampton W. Thomas and Mayor Noel C. Taylor-------------------------------------------------------------------6. ABSENT: None---------------------------------------------------------------------0. Also present were Mr. Wilburn C. Dibling, Jr., General Cpunsel, Greater Roanoke Transit Company; Mr. James E. Buchholtz, Registered Agent, Greater Roanoke Transit Company; Mr. Joel,M.Schlanger, Treasurer, Greater Roanoke Transit Company; Mr. H. B. Ewert, Vice~ President of Operations, Greater Roanoke Transit Company; Mr. Sam H. McGhee, III, Assistant Vice-President of Operations, Greater Roanoke Transit Company; Mrs.. Mary F. Parker, Secretary, Greater Roanoke Transit Company; and various representatives of the press and news media. I The Mayor advised that the qualification of the newly elected member of Council, Mr. Charles L. Landis, would be reported to the City Council later that evening by the City Clerk and for that reason, Mr. Landis' name was not called during the roll call. The Mayor further advised that he would later recess the Stockholders meeting until following the City Council meeting at which time Mr. Landis could be elected as a Director of the Greater Roanoke Transit Company. The meeting was then opened with a prayer by Mayor Noel C. Taylor. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on July 5, 1977; whereupon, Mr. Hubard moved that the minutes be approved as recorded. The motion was seconded by Mr. Grove and adopted. The Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke authorizing a majority of the members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary procedure to be used by those Council members acting as the Stockholder at any Greater Roanoke Transit Company Stockholder meeting. I The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. \0 The Mayor inquired if anyone had any comments, and there being none, the Mayor then called for nominations for the Directors of Greater Roanoke Transit Company. I Mr. Thomas placed in nomination the following names: Mrs. Elizabeth T. Bowles, Messrs. Robert A. Garland, Lucian Y. Grove, William S. Hubard, Hampton W. Thomas and Noel C. Taylor. Mr. Garland moved that the nominations be. closed. The motion was seconded by Mr. Grove and Mrs. Bowles and Messrs. Garland, Grove, Hubard, Thomas and Taylor were elected as Directors of the Greater Roanoke Transit Company for terms of one year each commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES AND MESSRS. GARLAND, GROVE, HUBARD, THOMAS AND TAYLOR: Mrs. Bowles and Messrs. Garland, Grove, Hubard,. Thomas and Mayor Taylor-------~-----~-------------6. At 7:12 p.m., the Mayor declared the meeting recessed until following the City Council meeting which was scheduled to convene at 7:30 p.m., on that same evening. At 11:00 p.m., the Mayor reconvened the meeting, with the following stockholders present: Messrs. Garland, Grove, Hubard, Landis and Thomas. Mr. Hubard placed in nomination the name of Mr. Charles L. Landis as a Director of the Greater Roanoke Transit Company for a term of one year, commencing from the date of his election and until his successor has been duly elected and shall have duly qualified. Mr. Thomas moved that the nominations be closed. The motion was seconded by Mr. I Garland and Mr. Landis was elected as a Director of the Greater Roanoke Transit Company by the following vote: FOR MR. LANDIS: Council mem~ers Garland, Grove, Hubard, Thomas and Mayor . Taylor-------------------------------------------------------------------------------5. (Mrs. Bowles was absent and Mr. Landis abstained from voting.) There being no further business, the Mayor declared the meeting adjourned at 11:05 p.m. ~~ -J.P~ APPROVED: n~e~' ~~ ATTEST: Secretary I J I STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY I June 25, 1979 The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 1:30 p.m., Monday, June 25, 1979, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and members of the City Council, viz: Mrs. Elizabeth T. Bowles and Messrs. Robert A. Garland, William S. Hubard, Charles L. Landis, Hampton W. Thomas and Mayor Noel C. Taylor--------------------------------------------------------------6. ABSENT: Mr. Lucian Y. Grove-------------------------------------------~---------1. Also present were Mr. Wilburn C. Dibling, Jr., General Counsel, Greater Roanoke Transit Company; Mr. Joel M. Schlanger, Treasurer, Greater Roanoke Transit Company; Mr. H. B. Ewert, Vice-President of Operations, Greater Roanoke Transit Company; Mrs. Mary F. Parker, Secretary, Greater Roanoke Transit Company; and various representatives of the press and news media. 'I The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on July 10, 1978; whereupon, Mr. Thomas moved that the minutes be approved as recorded. The motion was seconded by Mr. Hubard and adopted. The Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke authorizing a majority of the members of the Council of' the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary procedure to be used by those Council members acting as the Stockholder at any Greater Roanoke Transit Company Stockholder meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had any comments, and there being none, the Mayor then called for nominations for the Directors of Greater Roanoke Transit Company. Mr. Thomas placed in nomination the following names: Mrs. Elizabeth T. Bowles, Messrs. Robert A. Garland, Lucian Y. Grove, William S. Hubard, Charles L. Landis, Hampton W. Thomas and Noel C. Taylor. I Mr. Garland moved that the nominations be closed. The motion was seconded by Mr. Hubard and Mrs. Bowles and Messrs. Garland, Grove, Hubard, Landis, Thomas and Taylor were elected as Directors of the Greater Roanoke Transit Company for terms of one year each commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: :f FOR MRS. BOWLES AND MESSRS. GARLAND, GROVE, HUBARD, LANDIS, THOMAS AND TAYLOR: Mrs. Bowles and Messrs. Garland, Hubard, Landis, Thomas and Mayor Taylor------------6. (Mr. Grove was absent) I There being no further business, the Mayor declared the meeting adjourned at 1:35 p.m. APPROVED: b 1 JL ~~'()7VI ATTEST: -R f')~:J ~ Secretary I I /3 I STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 23, 1980 .. The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 1:45 p.m., Monday, June 23,1980, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. G. Frank Clement, Robert A. Garland, LucianY. Grove, Charles L. Landis, Hampton W. Thomas and Mayor Noel C. Taylor-----------------------------------7. ABSENT: None------------------~------------------------------------------------0. Also' present were Mr. Wilburn C. Dibling, Jr.., General Counsel, Greater Roanoke Transit Company; Mr. Joel M. Schlanger, Treasurer, Greater Roanoke Transit Company; Mr. H. B. Ewert, Vice-President of Operations, Greater Roanoke Transit Company; Mrs. Mary F. Parker, Secretary, Greater Roanoke Transit Company; and various representatives of the press and news media. . I The Mayor re~erred to the ~ollowing waiver of notice of the Stockholders' meeting: "GREATER ROANOKE TRANSU COMPANY WA~VER OF NOTICE O~ STOCKHOLDERS' MEETING The undersigned, being the stockholders of Greater Roanoke Transit company, w~ive notice of the annual stockholders' meeting to be held Monday, June 23, 1980, ~t 1:45 p.m., in the Roanoke Council Chamber of the City o~ Roanoke,Y;i.;q~;i.nia, Municipal Building, Roanoke, Virginia. Date: 6-23-80 (Signed) ElizabethT.;Bowles (Signed) G. ~rank Clement . (Signed) LucianY.Grove (Signed) NoelC. Taylor' (Signed) Charles L. Landis I (Signed) RobertA. Garland . (Signed) Hampton W.Thomas Being the Stockholders of Greater Roanoke Transit Company" \\ \ The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 25, 1979; whereupon, Mrs. Bowles moved that the minutes be approved as recorded. The motion was seconded by Mr. Clement and unanimously adopted. The Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke authorizing a majority of the members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and t:o provide for the parliamentary prqcedure to be used by those Council members acting as the Stockholder at any Greater Roanoke Transit Company Stock- holder meeting. I The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had any comments, and there being none, the Mayor then called for nominations for the Directors of Greater Roanoke Transit Company. Mr. Thomas placed in nomination the following names: Mrs. Elizabeth T. Bowles, Messrs. Wendell H. Butler, Robert A. Garland, James G. Harvey, II, Charles L. Landis, Hampton W. Thomas and Noel C. Taylor. Mrs. Bowles moved that the nomations be closed. The motion was seconded by Mr. Clement; whereupon, Mrs. Bowles, and Messrs. Butler, Garland, Harvey, Landis, Thomas and Taylor were elected as Directors of the Greater Roanoke Transit Company for terms o~ one year each commencing from the date of their election and until their successors I have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES AND MESSRS. BUTLER, GARLAND, HARVEY. LAND;I:S, TlIOMAS,A}:(D TAtLOR: Mrs. Bowles and Messrs. Clement, Garland, Grove, Landis, Thomas and Mayor Taylor-----7. There being no further business, the Mayor declared the meeting adjourned at 1:55 p.m. APfROVED: ~A~ ~e~' 4, ATTEST: f"")~.} L Secretary I 15 I STOCKHOLDERS MEETING OF TIlE GREATER ROL~10KE TPANSIT CO}~ANY June 22, 1981 The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Nayor Noel C. Taylor "at 1:45 p.m., Nonday, June 22, 1981 in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Hayor and members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. ~Jendell H. Butler, Robert A. Garland, James G. Harvey, II, and Mayor Noel C. Taylor----------------------------------------~----------------------------------5. ABSENT: Messrs. Charles L. Landis and Hampton W. Thomas-----------------------2. Also present ,,}ere Mr. Wilburn C. Dibling, Jr., General Counsel, Greater Roanoke Transit Company; Mr. Joel M. Schlanger, Treasurer, Greater Roanoke Transit Company; Mr. H. B. Ewert, Vice-President of Operations, Greater Roanoke Transit Company; Ms. Mary F. Parker, Secretary, Greater Roanoke Transit Company; and various representatives of the press and news media. I The Mayor referred to the follO\iing w"aiver of notice of the Stockholders' meeting: "GREATER ROAJ.'lOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the stockholders of Greater Roanoke Transit Company, waive notice of the annual stockholders' meeting to be held Monday, June 22, 1981, at 1:45 P.M., in the Roanoke Council Chamber of the City of Roanoke, Virginia, Municipal Building, Roanoke, Virginia. Date: 6-22-81 (Signed) Noel G. Taylor (Signed) James G. Harvey, II (Signed) Wendell H. Butler (Signed) Elizabeth T. Bowles (Signed) Robert A. Garland (Signed) Charles L. Landis (Signed) Hampton W. Thomas I Being 'the Stockholders of Greater Roanoke Transit Company" \\Q The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 23, I 1980; whereupon, Mr. Garland moved that the reading of the minutes be dispensed with and that the minutes be approved as recorded. The motion was seconded by Mrs. Bowles and adopted. The Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke authorizing a majority of the members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary procedure to be used by those Council members acting as the Stockholder at any Greater Roanoke Transit Company Stockholder meeting. . The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had any comments, and there being none, the Mayor then called for nominations for seven Directors of Greater Roanoke Transit Company. Dr. Butler placed in nomination the following names: Mrs. Elizabeth T. Bowles, Messrs. Wendell H. Butler, Robert A. Garland, James G. Harvey, II, Charles L. Landis, Hampton W. Thomas and Noel C. Taylor. Mr. Harvey moved that the nominations be closed.. The motion was seconded by Mrs. Bowles; whereupon, Mrs. Bowles, and Messrs. Butler, Garland, Harvey, Landis, Thomas I and Taylor were elected as Directors of the Greater Roanoke Transit Company for terms of one year each commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES AND MESSRS. BUTLER, GARLAND, HARVEY, LANDIS, THOMAS AND TAYLOR: Mrs. Bowles and Messrs. Butler, Garland, Harvey and Mayor Taylor---------------------5. (Messrs. Landis and Thomas were absent.) There being no further business, the Mayor declared the annual meeting of the Stockholders adjourned at 1:55 p.m. :/1~e. ~~ )- ~ President ATTEST: APPROVED: Secretary I STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 28, 1982 The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 12:45 p.m., Monday, June 28, 1982, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company, PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. Wendell H, Butler, Robert A. Garland, James G. Harvey, II, Howard E. Musser, James O. Trout, and Mayor Noel C, Taylor-------------------------7. ABSENT: None-----------------------------------------------------------------0. Also present were Mr, Wilburn C, Dibling, Jr., General Co~sel, Greater Roanoke Transit Company; Mr. Joel M. Schlanger, Treasurer, Greater Roanoke Transit Company; Mr. H. B, Ewert, Vice-President of Operations, Greater Roanoke Transit Company; Ms. Mary F. Parker, Secretary, Greater Roanoke Transit Company; and Mr. William E. Callahan, Jr., General Manager, Valley Metro; and various representatives of the press and news media. The Mayor referred to the following waiver of notice of the Stockholders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the Stockholders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 28, 1982, at 12:45 p,m" in the Roanoke Council Chamber of the City of Roanoke, Virginia, Municipal Building, 215 Church Avenue, S. W" Roanoke, Virginia. ;,"- .Date: 6/28/82 (Sil';ned) Elizabeth T. Bowles (Sil';ned) Wendell H. Butler (Sil';ned) Robert A, Garland ( Sil';ned) Noel C, Taylor (Signed) Howard E. Musser (Sil';ned) James 0, Trout (Sil';ned) James G. Harvey, II Being the Stockholders of Greater Roanoke Transit Company II The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference he minutes of the last meeting held on June 22, 1981, whereupon, Mr. Trout moved that the reading of the minutes be dispensed with and ___ that the minutes be approved as recorded. The motion was seconded by Mr, Harvey and unanimously adopted. The Mayor referred to Resolution No, 21838 adopted by the Council of the City of Roanoke authorizing a majority of the members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary procedure to be used by those Council members acting as the Stockholder at any Greater Roanoke Transit Company Stockholder meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, The Mayor inquired if anyone had any comments, and there being none, the Mayor then called for nominations for seven Directors of Greater Roanoke Transit Company. Mr, Garland placed in nomination the following names: Mrs. Elizabeth T, Bowles, Messrs, Wendell H, Butler, Robert A. Garland, James G, Harvey, II, Howard E. Musser, James O. Trout and Noel C. Taylor. Mr. Harvey moved that the nominations be closed. The motion was seconded by Dr. Butler; whereupon, Mrs. Bowles, and Messrs. Butler, Garland, Harvey, Musser, Trout and Taylor were elected as Directors of the Greater Roanoke Transit Company for terms of one year each commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the follow- ing vote: --- FOR MRS. BOWLES AND MESSRS. BUTLER, GARLAND, HARVEY, MUSSER, TROUT AND TAYLOR: Mrs. Bowles and Messrs. Butler, Garland, Harvey, Musser, Trout and Mayor Tay1or----7. There being no further business, the Mayor declared the annual meeting of the Stockholders adjourned at 12:55 p.m. President ATTEST: P., ~- APPROVED: 'ttMLI t, ~ M4a :J. Secretary _ ~.~~_..L~~___..__ ._~ .___..l.._~._ STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 27, 1983 The annual meetin9 of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 5:05 p.m., Monday, June 27, 1983, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeti ng bei ng represented by the Mayor and members of the Ci ty Counci 1, vi z: Mrs. Elizabeth T. Bowles, and Messrs. Wendell H. Butler, Robert A. Garland, James G. Harvey, II, Howard E. Musser, James O. Trout and Mayor Noel C. Tay10r------------------------------------------------------------------------6. ABSENT: None--------------------------------------------------------1. Also present were Mr. William X Parsons, Mr. W. Robert Herbert, Ass i stant Vi ce Presi dent of Operati ons, Greater Roanoke Transi t Company; Ms. Mary F. Parker, Secretary, Greater Roanoke Transit Company; and vari ous repre- sentatives of the press and news media. The Mayor referred to the following waiver of notice of the Stockholders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the Stockholders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 27, 1983, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, Virginia, Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Oate:6117 /~3 I . . . (Si gned 1~el C ~ "'11 or . (Signed) Wendell. H. Butler (Signed) Robert A. Garland (Signed James G. Harvey, II (Signed) Howard E. Musser (Signed) Elizabeth T. Bowles (Signed) James O. Trout Being the Stockholders of Greater Roanoke Transit Company" ". 'J(; .. The Mayor declared the existence of a quo rom and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 28, 1982, whereupon, Mrs. Bowles moved that the reading of the minutes be di spensed wi th and the mi nutes be approved as recorded. The moti on was seconded by Mr. Trout and adopted. The Mayor referred to Resol uti on No. 28138 adopted by the Counci 1 of the City of Roanoke authorizing a majority of the members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provi de for the parl i amentary pro- cedure to be used by those Council members acti ng as the Stockhol der at any Greater Roanoke Transit Company Stockholder meeting. The Mayor advi sed that the purpose of the meeti ng was to entertai n nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commenci ng from the date of thei r el ecti on and until their successors have been duly elected and shall have duly qualifie~. The Mayor inquired if anyone had any comments, and there being none, the Mayor then call ed for nomi nati ons for seven Di rectors of Greater Roanoke Transit Company. Mr. Trout placed in nomination the following names: Mrs. Elizabeth T. Bowles, Wendell H. Butler, Robert A. Garland, James G. Harvey, II, Howard E. Musser, James O. Trout and Noel C. Taylor. Mr. Harvey moved that the nomi nati ons be closed. The moti on was seconded by Dr. Butl er; whereupon, Mrs. Bowl es, and Messrs. Butl er, Garl and, Harvey, Musser, Trout and Taylor were el ected as Di rectors of the Greater Roanoke Transit Company for terms of one year each commenci ng from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES AND MESSRS. BUTLER, GARLAND, HARVEY, MUSSER, TROUT AND TAYLOR-----------------------------------------------------------------------7. - , There being no further business, the Mayor declared the annual meeting of the Stockholders adjourned at 5:10 p.m. President ATTEST: a~ APPROVED: YL.tLt. ~,....., }. Secretary - , L STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 25, 1984 The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 5:05 p.m., Monday, June 25, 1984, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sol e Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. Wendell H. Butler, Robert A. Garland, James G. Harvey, II, James O. Trout and Mayor Noel C. Taylor-----------------6. ABSENT: Mr. Howard E. Musser---------------------------------------1. Also present were Mr. H. B. Ewert, Vice President of Operations, Greater Roanoke Transit Company; Mr. W. Robert Herbert, Assistant Vice President of Operati ons, Greater Roanoke Transit Company; Mr. Wil burn C. Di b 1 i ng, Jr., General Counsel, Greater Roanoke Transit Company; Mr. Joel M. Schlanger, Treasurer, Greater Roanoke Transit Company; and Ms. Mary F. Parker, Secretary, Greater Roanoke Transi t Company; and vari ous representati ves of the press and news media. The meeting was opened with a prayer by Mayor Noel C. Taylor. The Pl edge of All egi ance to the Fl ag of the United States of Amed ca was led by Mayor Noel C. Taylor. The Mayor decl ared the exi stence of a quorom and inqui red as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 27, 1983, whereupon, Mrs. Bowles moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Mr. Trout and adopted. The Mayor referred to the following waiver of notice of the Stockholders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the Stockhol ders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 25, 1984, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, Virginia, Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date:6/25/84 (Signed) Wendell H. Butler (Signed) Robert A. Garland (Signed) Noel C. Taylor (Signed) Howard E. Musser (Signed) James O. Trout (Signed) James G. Ha rvey , II (Signed) Elizabeth T. Bowles Being the Stockholders of Greater Roanoke Transit Company" The Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary pro- cedure to be used by those Council members acting as the Stockholder at any Greater Roanoke Transit Company Stockholder meeting. The Mayor advi sed that the purpose of the meeti ng was to entertai n nomi nati ons for the el ecti on of seven Di rectors of the Greater Roanoke Transi t Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inqui red if anyone had any comments, and there bei ng none, the Mayor then call ed for nomi nati ons for seven Di rectors of Greater Roanoke Transit Company. Mr. Harvey placed in nomination the following names: Mrs. Elizabeth T. Bowles, David A. Bowers, Robert A. Garland, James G. Harvey, II, Howard E. Musser, James O. Trout and Noel C. Taylor. Mr. Trout moved that the nomi nati ons be closed. The moti on was seconded by Mr. Garland; whereupon, Mrs. Bowl es, and Messrs. Bowers, Garl and, Harvey, Musser, Trout and Taylor were el ected as Di rectors of the Greater Roanoke Transit Company for terms of one year each commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: - FOR MRS. BOWLES AND MESSRS. BOWERS, GARLAND, HARVEY, MUSSER, TROUT AND TAYLOR: Council members Bowers, Bowles, Garland, Harvey, Trout and Mayor Taylor---------------_________________________________------------------------6. (Council member Musser was absent.) There being no further business, the Mayor declared the annual meeting of the Stockholders adjourned at 5:10 p.m. APPROVED: 'IlAfL (J,. ~ President ATTEST: ,,~I: f., l~ Secretary STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 24, 1985 The annual meeting of the Stockhol ders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 4:05 p.m., Monday, June 24, 1985, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of el ecting I)jrectors of the Greater Roanoke Transit Company. ., il? "..., . ;,..,h, " .f~ ';; .(t ' ~. \.~ f PRESENT: The sole Stockholder, City of Roanoke, ~as \present at the meeting being represented by the Mayor and members of the City' Council, viz: Mrs. El i zabeth T. Bowl es, and Messrs. Davi d A. Bowers, Robert A. Garl and, James G. Harvey, II, Howard E. Musser, James O. Trout and Mayor Noel C. Taylor------------------------------------------------________________________7. ABSENT: None--------------------------------------------------------0. Al so present were Mr. W. Robert Herbert, Ass i stant Vi ce Presi dent of Operations, Greater Roanoke Transit Company; Mr. Wilburn C. Dibling, Jr., General Counsel, Greater Roanoke Transit Company; Mr. Joel M. Schlanger, Treasurer, Greater Roanoke Transit Company; Ms. Mary F. Parker, Secretary, Greater Roanoke Transit Company; Mr. William E. Callahan, Jr., General Manager, Valley Metro; Ms. Janet D'Ignazio, Assistant General Manager, Valley Metro; and various representatives of the press and news media. The meeting was opened with a prayer by Mayor Noel C. Taylor. The Pl edge of All egi ance to the Fl ag of the United States of ~eri ca was led by Mayor Noel C. Taylor. The Mayor decl ared the exi stence of a quorom and inqui red as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 25, 1984, whereupon, Mrs. Bowles moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Mr. Garl and and unanimousl y adopted. The Mayor referred to the following waiver of notice of the Stock- holders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersi gned, bei ng the Stockhol ders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 24, 1985, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, Virginia, Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date:6-24-85 ....' (Signed) Noel C. Taylor (Signed) Howard E. Musser (Signed) Robert A. Garland (Signed) James G. Harvey, II (Signed) Elizabeth T. Bowles (Signed) David A. Bowers (Signed) James O. Trout Being the Stockholders of Greater Roanoke Transit Company" ". The Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the memberts of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary pro- cedure to be used by those Counci 1 members act i ng as the Stockholder at any Greater Roanoke Transit Company Stockholder meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor i nqui red if anyone had any comments, and there bei ng none, he opened the floor for nominations for seven Directors of Greater Roanoke Transit Company. Mr. Harvey placed in nomination the following names: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Robert A. Garland, James G. Harvey, II, Howard E. Musser, James O. Trout and Mayor Noel C. Taylor. Mr. Musser moved that the nomi nat ions be closed. The mot i on was seconded by Mrs. Bowles; whereupon, Mrs. Bowles, and Messrs. Bowers, Garland, Harvey, Musser, Trout and Mayor Taylor were reel ected as Di rectors of the Greater Roanoke Transit Company for terms of one year each commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES AND MESSRS. BOWERS, GARLAND, HARVEY, MUSSER, TROUT AND MAYOR TAYLOR: Council members Bowers, Bowles, Garland, Harvey, Musser, Trout and Mayor Taylor------------------------------__________________--------------7. There being no further business, the Mayor declared the annual meeting of the Stockholders adjourned at 4:10 p.m. President ATTEST: ~~J. Secretary Q~c~ STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 23, 1986 The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 5:15 p.m., Monday, June 23, 1986, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and members of the City Council, viz: Mrs. El i zabeth T. Bowl es, and Messrs. David A. Bowers, Robert A. Garl and, James G. Harvey, 11, Howard E. Musser, James O. Trout and Mayor Noel C. Taylor------------------------------------------------------------------------7. ABSENT: None-------------------------------------------_______------0. Also present were Mr. W. Robert Herbert, Vice President of Operations, Greater Roanoke Transit 'Company; Mr. Wilburn C. 'Dibling, Jr., General Counsel, Greater Roanoke' Transit Company; Mr. James D. Grisso, Assistant Treasurer, Greater Roanoke Transit Company; Ms. Mary F. Parker, Secretary, Greater Roan'oke Transit Company; Mr. Steve A. Mancuso, General Manager; Valley Metro; Mrs. Christine J. Driscoll, Assistant General Manager, Valley Metro; and various representatives of the press and news media. The Mayor dec 1 ared the ex i stence of a quo rom and i nqui red as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 24, 1985, whereupon, Mr. Trout moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Mr. Musser and unanimously adopted. The Mayor referred to the fo 11 owi ng wai ver of not ice of the Stock- holders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersi gned, bei ng the Stockholders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 23, 1986, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, Virginia, Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date:6-23-86 (Signed) David A. Bowers (Signed) Elizabeth T. Bowles (Signed) Robert A. Garl and (Signed) James G. Harvey, II (Signed) Howard. Eo Musser (Si gned) J~es O. Trout (Signed) Noel C. Taylor Being the Stockholders of Greater Roanoke Transit Compa ny" The Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the memberts of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary pro- cedure to be used by those Council members acting as the Stockholder at any Greater Roanoke Transit Company Stockholder meeting. The Mayor advi sed that the purpose of the meet i ng was to entertai n nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commenc i ng from the date of thei r el ect ion and until their successors have been duly elected and shall have duly qualified. The Mayor inqui red if anyone had any comments, and there bei ng none, he opened the floor for nominations for seven Directors of Greater Roanoke Transit Company. Mr. Harvey placed in nomination the following names: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Robert A. Garland, James G. Harvey, II, Howard E. Musser, James O. Trout and Mayor Noel C. Taylor. Mr. Musser moved that the nominations be closed. The motion was seconded by Mrs. Bowl es; whereupon, Mrs. Bowl es, and Messrs. Bowers, Garl and, Harvey, Musser, Trout and Mayor Taylor were reel ected as Di rectors of the Greater Roanoke Transit Company for terms of one year each commenci ng from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES AND MESSRS. BOWERS, GARLAND, HARVEY, MUSSER, TROUT AND MAYOR TAYLOR: Council members Bowers, Bowles, Garland, Harvey, Musser, Trout and Mayor Taylor--------------------------------------------------------------7. There being no further business, the Mayor declared the annual meeting of the Stockholders adjourned at 5:20 p.m. Presi dent ATTEST: ~ ~ -0 -1. I wJ.~ Secretary APPROVED: .~~. STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 22, 1987 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Vice-Mayor Howard E. Musser at 3:40 p.m., Monday, June 22, 1987, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeti ng bei ng represented by the Vi ce-Mayor and members of the Ci ty Counci 1, viz: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Robert A. Garland, James G. Harvey, II, James O. Trout and Vice-Mayor Howard E. Musser-----------6. ABSENT: Mayor Noel C. Taylor---------------------------------------1. Also present were Mr. W. Robert Herbert, Vice President of Operations, Greater Roanoke Transit Company; Mr. Earl B. Reynolds, Jr., Assistant Vice President of Operations, Greater Roanoke Transit Company; Mr. Wilburn C. Dibling, Jr., General Counsel, Greater Roanoke Transit Company; Mr. James D. Grisso, Assistant Treasurer, Greater Roanoke Transit Company; Ms. Mary F. Parker, Secretary, Greater Roanoke Transit Company; and various representatives of the press and news media. The meeting was opened with a prayer by Vice-Mayor Howard E. Musser. The Pl edge of All egi ance to the Fl ag of the Uni ted States of Ameri ca was led by Vice-Mayor Howard E. Musser. The Vice-Mayor declared the existence of a quorom and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 23, 1986, whereupon, Mr. Garland moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Mr. Harvey and adopted. The Vice-Mayor referred to the following waiver of notice of the Stock- holders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersi gned, bei ng the Stockhol ders of Greater Roanoke Transi t Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 22, 1987, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, Virginia, Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date: June 22, 1987 (Signed) David A. Bowers (Signed) Elizabeth T. Bowles (Si gned) Robert A. Garland (Signed) Howard E. Musser (Signed) James G. Harvey, II (Si gned) James O. Trout Mayor Noel C. Taylor was absent Being the Stockholders of Greater Roanoke Transit Company" The Vice-Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stock- holder of the Greater Roanoke Transit Company, and to provide for the parliamen- tary procedure to be used by those Council members acting as the Stockholder at any Greater Roanoke Transit Company Stockholder meeting. The Vice-Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Vice-Mayor inquired if anyone had any comments, and there being none, he opened the floor for nominations for seven Directors of Greater Roanoke Transit Company. Mr. Harvey placed in nomination the following names: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Robert A. Garland, James G. Harvey, II, Howard E. Musser, James O. Trout and Mayor Noel C. Taylor. Mr. Harvey moved that the nominations be closed. The motion was seconded by Mr. Garland; whereupon, Mrs. Bowles, and Messrs. Bowers, Garland, Harvey, Musser, Trout and Mayor Taylor were elected as Directors of the Greater Roanoke Transit Company for terms of one year each commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES AND MESSRS. BOWERS, GARLAND, HARVEY, MUSSER, TROUT AND MAYOR TAYLOR: Council members Bowers, Bowles, Garland, Harvey, Trout and Vice- Mayor Musser------------------------------------------------------------------6. (Mayor Taylor was absent.) There being no further business, the Vice-Mayor declared the Annual Meeting of the Stockholders adjourned at 3:45 p.m. APPROVED: Vice-President ATTEST: 0 v-..~~. 11M I..~ Secretary STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 27, 1988 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 3:55 p.m., Monday, June 27, 1988, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. Robert A. Garland, James G. Harvey, II, Howard E. Musser, James O. Trout and Mayor Noel C. Taylor--------------------6. ABSENT: Council Member David A. Bowers-----------------------------1. Also present were Mr. Earl B. Reynolds, Jr., Assistant Vice President of Operations, Greater Roanoke Transit Company; Mr. Wilburn C. Dibling, Jr., General Counsel, Greater Roanoke Transit Company; Mr. Jesse A. Hall, Assistant Treasurer, Greater Roanoke Transit Company; Ms. Mary F. Parker, Secretary, Greater Roanoke Transi t Company; and vari ous representati ves of the press and news medi a. The meeting was opened with a prayer by Mayor Noel C. Taylor. The Pledge of Allegiance to the Flag of the United States of America was led by Mayor Taylor. The Mayor declared the existence of a quorom and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 22, 1987, whereupon, Mr. Trout moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Mr. Garland and adopted. The Mayor referred to the foll owi ng waiver of noti ce of the Stock- holders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersi gned, being the Stockhol ders of Greater Roanoke Transi t Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 27, 1988, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, Virginia, Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date: June 27, 1988 (Si gned) Elizabeth T. Bowles (Si gned) Robert A. Garland (Signed) Howard E. Musser (Si gned) James G. Harvey, I I (Signed) James D. Trout (Signed) Noel C. Taylor David A. Bowers was absent Being the Stockholders of Greater Roanoke Transit Company" The Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transi t Company, and to provi de for the parl i amentary procedure to be used by those Council members acting as the Stockhol der at any Greater Roanoke Transit Company Stockholder meeting. The Mayor advi sed that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had any comments, and there being none, he opened the floor for nominations for seven Directors of Greater Roanoke Transit Company. Mr. Musser placed in nomination the following names: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Beverly T. Fitzpatrick, Jr., Robert A. Garland, Howard E. Musser, James O. Trout and Mayor Noel C. Taylor. Mr. Musser moved that the nominations be closed. The motion was seconded by Mr. Trout whereupon, Mrs. Bowles, and Messrs. Bowers, Fitzpatrick, Garland, Musser, Trout and Mayor Taylor were elected as Directors of the Greater Roanoke Transit Company for terms of one year each commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES, AND MESSRS. BOWERS, FITZPATRICK, GARLAND, MUSSER, TROUT AND MAYOR TAYLOR: Council members Bowles, Fitzpatrick, Garland, Musser, Trout and Mayor Taylor--------------------------------------------------------6. (Council member Bowers was absent.) There being no further business, the Mayor declared the Annual Meeting of the Stockholders adjourned at 4:00 p.m. yUX~. Presi dent !~. ATTEST: r--. -..." 1. Secretary STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANS IT COMPANY June 26, 1989 The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 6:05 p.m., Monday, June 26, 1989, in the Roanoke City Council Chamber, fourth floor of the Munici pal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Beverly T. Fitzpatrick, Jr., Robert A. Garland, Howard E. Musser and Mayor Noel C. Taylor-------------6. ABSE NT: Council Member James O. Trout------------------------------1. Al so present were Mr. W. Robert Herbert, Vice President of Operations, Greater Roanoke Transit Company; Mr. Wilburn C. Dibling, Jr., General Counsel, Greater Roanoke Transit Company; Mr. Joel M. Schlanger, Treasurer, Greater Roanoke Transit Company; Ms. Mary F. Parker, Secretary, Greater Roanoke Transit Company. The meeting was opened with a prayer by Mayor Noel C. Taylor. The Pledge of Allegiance to the Flag of the United States of America was led by Mayor Noel C. Taylor. The Mayor declared the existence of a quorllT1 and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 27, 1988, whereupon, Mr. Musser moved that the reading of the minutes be dispensed with and that the minutes be approved as recorded. The motion was seconded by Mr. Garland and adopted. The Mayor referred to the following waiver of notice of the Stock- holders' meeting: "GREATER ROANOKE TRANS IT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the Stockholders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 26, 1989, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, Virginia, Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date: June 26, 1989 (Signed) David A. Bowers (Signed) Robert A. Garland (Signed) Beverly T. Fitzpatrick, Jr. (Signed) Elizabeth T. Bowles (Signed) Noel C. Taylor (Signed) Howard E. Mus ser James D. Tro ut wa s ab sent Being the Stockholders of Greater Roanoke Transit Com pany" The Mayor referred to Resol ution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the menbers of the Council of the City of Roanoke to act on behal f of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parl iamentary pro- cedure to be used by those Council menbers acting as the Stockholder at any Greater Roanoke Transit Company Stockholder meeting. The Mayor advi sed that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had any comments, and there being none, he opened the f1 oor for nominations for seven Di rectors of Greater Roanoke Transit Company. Mr. Musser placed in nomination the following names: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Beverly T. Fitzpatrick, Jr., Robert A. Garland, Howard E. Musser, James D. Trout and Mayor Noel C. Taylor. Mr. Musser moved that the nominations be closed. The motion was seconded by Mr. Garland; whereupon, Mrs. Bowles, and Messrs. Bowers, Fitzpatrick, Garland, Musser, Trout and Mayor Taylor were elected as Directors of the Greater Roanoke Transit Company for terms of one year each commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES, AND MESSRS. BOWERS, FITZPATRICK, GARLAND,. MUSSER, TROUT AND MAYOR TAYLOR: Council Menbers Bowers, Bowles, Fitzpatrick Garland, Musser and Mayor Taylor-------------------------------------------------------6. (Council Member Trout was absent.) There being no further business, the Mayor declared the annual meeting of the Stockholders adjourned at 6:10 p.m, APPROVED: Mayor ATTE S T: City Clerk STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 25, 1990 The annual meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 7:20 p.m., Monday, June 25, 1990, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Beverly To Fitzpatrick, Jr., Robert A. Garland, Howard E. Musser, James O. Trout, and Mayor Noel C. Taylor ........................................................................ 7. ABSENT: None ........................................................ O. Also present were Mr. W. Robert Herbert, Vice President of Operations, Greater Roanoke Transit Company; Mr. Earl B. Reynolds, Jr., Assistant Vice President of Operations, Greater Roanoke Transit Company; Mr. Wilburn C. Dibling, Jr., General Counsel, Greater Roanoke Transit Company; Mr. Joel M. Schlanger, Treasurer, Greater Roanoke Transit Company; Ms. Mary F. Parker, Secretary, Greater Roanoke Transit Company; Mr. Stephen A. Mancuso, General Manager; and various representatives of the press and news media. The meeting was opened with a prayer by Mayor Noel C. Taylor. The Pledge of Allegiance to the Flag of the United States of America was led by Mayor Taylor. The Mayor declared the existence of a quorom and inquired as to the wi shes of the Stockholders in reference to the minutes of the last meeting held on June 26, 1989, whereupon, Mr. Musser moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Mr. Trout and unanimously adopted. The Mayor referred to the following waiver of notice of the Stock- holders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the Stockholders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 25, 1990, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, Virginia, Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date: June 25, 1990 (Signed) David A. Bowers (Signed) Noel C. Taylor (Signed) Robert A. Garland (Signed) Howard E. Musser (Signed) Elizabeth T. Bowles (Signed) James O. Trout (Signed) Beverly T. Fitzpatrick, Jr. Being the Stockholders of Greater Roanoke Transit Company" The Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company and to provide for the parliamentary pro- cedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholder meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had any comments, and there being none, he opened the ~oor for nominations for seven Directors of Greater Roanoke Transit Company. Mrs. Bowles ~aced in nomination the following names: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Beverly T. Fitzpatrick, Jr., James G. Harvey, II, Howard E. Musser, William White, Sr., and Mayor Noel C. Taylor. Mr. Trout moved that the nominations be closed. The motion was seconded by Mr. Fitzpatrick and whereupon, Mrs. Bowles, and Messrs. Bowers, Fitzpatrick, Harvey, Musser, White and Taylor were elected as Directors of the Greater Roanoke Transit Company for terms of one year each commencing from the date of their election and until their successors have been duly reelected and shall have duly qualified, by the following vote: FOR MRS. BOWLES, AND MESSRS. BOWERS, FITZPATRICK, HARVEY, MUSSER, WHITE AND MAYOR TAYLOR: Council Members Bowers, Bowles, Fitzpatrick, Garland, Musser, Trout and Mayor Taylor ........................................................ 7. There being no further business, the Mayor declared the annual meeting of the Stockholders adjourned at 7:25 p.m. APPROVED: Mayor ATTE S T: City Clerk STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 24, 1991 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 6:15 p.m., on Monday, June 24, 1991, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Beverly T. Fitzpatrick, Jr., James G. Harvey, II, Howard E. Musser, William White, Sr., and Mayor Noel C. Taylor ......................................... 7. ABSENT: None .................................................... 0. Also present were Mr. W. Robert Herbert, Vice President of Operations, Greater Roanoke Transit Company; Mr. Wilburn C. Dibling, Jr., General Counsel, Greater Roanoke Transit Company; Mr. Joel M. Schlanger, Treasurer, Greater Roanoke Transit Company; Ms. Mary F. Parker, Secretary, Greater Roanoke Transit Company; Mr. Stephen A. Mancuso, General Manager, Valley Metro; Ms. Kathryn V. Pruitt, Assistant General Manager, Valley Metro; and various representatives of the press and news media. The meeting was opened with a prayer by Mayor Noel C. Taylor. The Pledge of Allegiance to the Flag of the United States of America was led by Mayor Taylor. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 25, 1990, whereupon, Mr. Musser moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Mr. Harvey and unanimously adopted. The Mayor referred to the following waiver of notice of the Stockholders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the Stockholders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 24, 1991, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, Virginia, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date: June 24~ 1991 (Signed) David A. Bowers (Signed) Elizabeth T. Bowles (Signed) Noel C. Taylor (Signed) James G. Harvey~ II (Signed) Howard E. Musser (Signed) William Whited Sr. (Signed) Beverly T. Fitzpatrick~ Jr. Being the Stockholders of Greate~ Roanoke Transit Company" The Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company, and to provide for the parliamentary procedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholders' Meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had comments, and there being none, he opened the floor for nominations for seven Directors of Greater Roanoke Transit Company. Mr. Harvey placed in nomination the following names: Mrs Elizabeth T. Bowles, and Messrs. David A. Bowers, Beverly Fitzpatrick, Jr., James G. Harvey, II, Howard E. Musser, William Whitei Sr., and Mayor Noel C. Taylor. Mr. Musser moved that the nominations be closed. The motion was seconded by Mr. Bowers; whereupon, Mrs. Bowles, and Messrs. Bowers, Fitzpatrick, Harvey, Musser, White and Taylor were elected as Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES, AND MESSRS. BOWERS, FITZPATRICK, HARVEY, MUSSER, WHITE AND MAYOR TAYLOR: Council Members Bowers, Bowles, Fitzpatrick, Harvey, Musser, White and Mayor Taylor ............................ 7. There being no further business, the Mayor declared the Annual Meeting of the Stockholders adjourned at 6:20 p.m. APPROVED: Mayor ATTEST: City Clerk STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 22, 1992 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Noel C. Taylor at 5:45 p.m., on Monday, June 22, 1992, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, James G. Harvey, II, Howard E. Musser and Mayor Noel C. Taylor ................. 5. ABSENT: Messrs. Beverly T. Fitzpatrick, Jr., and William White, Sr.- .................................................................. 2. Also present were Mr. James D. Ritchie, Acting City Manager; Mr. Wilburn C. Dlbling, Jr., General Counsel, Greater Roanoke Transit Company; Mr. Jesse A. Hall, Assistant Treasurer, Greater Roanoke Transit Company; Ms. Mary F. Parker, Secretary, Greater Roanoke Transit Company; Mr. Stephen A. Mancuso, General Manager, Valley Metro; and various_ representatives of the press and news media. The meeting was opened with a prayer by Mayor Noel C. Taylor. The Pledge of Allegiance to the Flag of the United States of America was led by Mayor Taylor. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the last meeting held on June 24, 1991, whereupon, Mr. Musser moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Mr. Harvey and adopted. The Mayor referred to the following waiver of notice of the Stockholders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the Stockholders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 22, 1992, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, Virginia, fourth floor the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date: June 221 1992 (Siqned) Noel C. Taylor (Signed) Howard E. Musser Beverly T. Fitzpatrick, Jr. was absent William Whitet Sr. was absent (Signed) James G. Harveyt II (Signed) Elizabeth T. Bowles (Signed) David A. Bowers Being the Stockholders of Greater Roanoke Transit Company" The Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company, and to provide for the parliamentary procedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholders' Meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had comments, and there being none, he opened the floor for nominations for seven Directors of Greater Roanoke Transit Company. Mr. Musser placed in nomination the following names: Mrs. Elizabeth T. Bowles, and Messrs. David A. Bowers, Beverly T. Fitzpatrick, Jr., James G. Harvey, II, Delvis O. McCadden, Howard E. Musser and William White, Sr. Mr. Musser moved that the nominations be closed. The motion was seconded by Mr. Harvey; whereupon, Mrs. Bowles, and Messrs. Bowers, Fitzpatrick, Harvey, McCadden, Musser, and White were elected as Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: -- FOR MRS. BOWLES, ~uNDMESSRS. BOWERS, FITZPATRICK, HARVEY, MCCADDEN. MUSSER, AND WHITE: Council Members Bowers, Bowles, Harvey, Musser ant Mayor Noel C. Taylor .................................................. 5. (Messrs. Fitzpatrick and White were absent.) There being no further business, the Mayor declared the Annual Meeting of the Stockholders adjourned at 5:50 p.m. APPROVED: ATTEST: City Clerk STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 28, 1993 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor David A. Bowers at 5:37 p.m., on Monday, June 28, 1993, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, $. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. Beverly T. Fitzpatrick, Jr., James G. Harvey, II, Howard E. Musser and Mayor David A. Bowers ....... 5. ABSENT: Messrs. Delvis O. McCadden and William White, Sr.- ...... 2. Also present were W. Robert Herbert, City Manager; James D. Ritchie, Assistant City Manager; Wilburn C. Dibling, Jr., City Attorney; James D. Grisso, Director of Finance; Sandra H. Eakin, Deputy City Clerk; and Kathryn V. Pruitt, Assistant General Manager, Valley Metro. Without objection, the invocation and the Pledge of Allegiance to the Flag of the United States of America were waived. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the meeting held on June 22, 1992; whereupon, Mr. Fitzpatrick moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Mr. Harvey and adopted. The Mayor referred to the following waiver of notice of the Stockholders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the Stockholders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 28, 1993, immediately following the City Council meeting, in the Council Chamber of the City of Roanoke, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date: June 28~ 1993 (Signed) David A. Bowers (Signed) Beverly T. Fitzpatrick~ Jr. (Signed) James G. Harvey~ II (Signed) Howard E. Musser (Signed) Elizabeth T. Bowles Delvis O. McCadden was absent William Whited Sr. was absent Being the Stockholders of Greater Roanoke Transit Company" The Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company, and providing for the parliamentary procedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholders' Meeting The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had comments, and there being none, he opened the floor for nominations for seven Directors of Greater Roanoke Transit Company. Mr. Musser placed in nomination the following names: Mrs. Elizabeth T. Bowles, and Messrs. Beverly T. Fitzpatrick, Jr., James G. Harvey, II, Delvis O. McCadden, Howard E. Musser, William White, Sr., and Mayor David A. Bowers. Mr. Musser moved that the nominations be closed. The motion was seconded by Mr. Harvey; whereupon, Mrs. Bowles, and Messrs. Fitzpatrick, Harvey, McCadden, Musser, White and Mayor Bowers were elected as Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES, AND MESSRS. FITZPATRICK, HARVEY, MCCADDEN, MUSSER, WHITE AND MAYOR BOWERS: Council Members Bowles, Fitzpatrick, Harvey, Musser and Mayor Bowers ............................................... 5. (Messrs. McCadden and White were absent.) Mr. Fitzpatrick moved that future Annual Meetings of the Stockholders of Greater Roanoke Transit Company be held immediately following the regular meeting of the Greater Roanoke Transit Company Board of Directors. The motion was seconded by Mr. Harvey and adopted. There being no further business, the Mayor declared the Annual Meeting of the Stockholders adjourned at 5:41 p.m. APPROVED: ATTEST: Mayor Deputy City STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY November 15, 1993 A special meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor David A. Bowers on Monday, November 15, 1993, at 4:00 p.m., in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing one Director of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: Elizabeth T. Bowles, James G. Harvey, II, Delvis O. McCadden, Howard E. Musser, William White, Sr., and Mayor David A. Bowers .................................................. 6. ABSENT: None ............................................... 0. Also present were W. Robert Herbert, City Manager; James D. Ritchie, Assistant City Manager; Wilburn C. Dibling, Jr., City Attorney; James D. Grisso, Director of Finance; Mary F. Parker, City Clerk; Stephen A. Mancuso, General Manager, Valley Metro; and Kathryn V. Pruitt, Assistant General Manager, Valley Metro. The Mayor referred to the following communication calling the special meeting: "November 11, 1993 The Honorable Members of the Roanoke City Council Roanoke, Virginia Dear Mrs. Bowles and Gentlemen: This is to advise you that there will be a special meeting of the Stockholders of the Greater Roanoke Transit Company on Monday, November 15, 1993, immediately following the City Council meeting which commences at 2:00 p.m., in the Council Chamber. The purpose of the meeting will be to elect one Roanoke Transit Company Board ending June 30, 1994. Director of the Greater of Directors for a term Sincerely, S/David A. Bowers David A. Bowers Mayor" The Mayor having advised that the purpose of the meeting was to elect a Director of the Greater Roanoke Transit Company to fill a portion of the unexpired term of Beverly T. Fitzpatrick, Jr., resigned, ending June 30, 1994, Mr. Harvey placed in nomination the name of John S. Edwards. There being no further nominations, Mr. Edwards was elected as a Director of the Greater Roanoke Transit Company, for a term ending June 30, 1994, by the following vote: FOR MR. EDWARDS: Council Members Bowles, Harvey, McCadden, Musser, White and Mayor Bowers ................................... 6. There being no further business, the Mayor declared the special meeting of the Stockholders adjourned at 4:05 p.m. APPROVED: David A. Bowers President ATTE ST: ~/~~ Mary F. Parker City Clerk STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 27,1994 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor David A. Bowers at 1:45 p.m., on Monday, June 27, 1994, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: Mrs. Elizabeth T. Bowles, and Messrs. James G. Harvey, II, Delvis O. McCadden, Howard E. Musser and Mayor David A. Bowers .................................................................................................... 5. ABSENT: Messrs. John S. Edwards and William White, Sr.- ............................. 2. Also present were W. Robert Herbert, City Manager; James D. Ritchie, Assistant City Manager; Wilburn C. Dibling, Jr., City Attorney; James D. Grisso, Director of Finance; Mary F. Parker, City Clerk; Stephen A. Mancuso, General Manager, Valley Metro, and'-- Kathryn V. Pruitt, Assistant General Manager, Valley Metro. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the meeting held on June 28, 1993, and the minutes of the special meeting held on November 15, 1993; whereupon, Mr. Musser moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Mr. Harvey and adopted. The Mayor referred to the following waiver of notice of the Stockholders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the Stockholders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 27, 1994, immediately following the Greater Roanoke Transit Company Board of Directors meeting, in the Council Chamber of the City of Roanoke, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Data: June 27.1994 (Sipnedi Elizabeth T. Bowles (Siqned~ James G. Harvey, II (Si_~ned~ David A. Bowers (Siqned) Howard E. Musser (Sioned) Delvis O. McCadden Being the Stockholders of Greater Roanoke Transit Company" The Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company, and providing for the parliamentary procedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholders' Meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had comments. There being none, he opened the floor for nominations for seven Directors of the Greater Roanoke Transit Company. Mrs. Bowles placed in nomination the following names: Mrs. Elizabeth T. Bowles, Ms. Linda F. Wyatt and Messrs. John S. Edwards, Delvis O. McCadden, John H. Parrott, William White, Sr., and Mayor David A. Bowers. There being no further nominations, Mrs. Bowles, Ms. Wyatt and Messrs. Edwards, McCadden, Parrott, White and Mayor Bowers were elected as Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES, MS. WYATT AND MESSRS. EDWARDS, MCCADDEN, PARROTT, WHITE AND MAYOR BOWERS: Council Members Bowles, Harvey, McCadden, Musser and Mayor Bowers ............................................................ 5. (Messrs. Edwards and White were absent.) There being no further business, the Mayor declared the Annual Meeting of the Stockholdem adjourned at 1:50 p.m. APPROVED: David A. Bowem Mayor ATTEST: Mary F. Parker City Clerk STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June12,1995 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Vice-Mayor John S. Edwards at 2:45 p.m., on Monday, June 12, 1995, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: Elizabeth T. Bowles, Delvis O. McCadden, John H. Parrott, William White, Sr., Linda F. Wyatt, and Vice-Mayor John S. Edwards ........................................................................ 6. ABSENT: Mayor David A. Bowers ........................................................... 1. Also present were W. Robert Herbert, Vice President of Operations, Greater Roanoke Transit Company; James D. Ritchie, Sr., Assistant Vice President of Operations, Greater Roanoke Transit Company; Wilburn C. Dibling, Jr., General Counsel, Greater Roanoke Transit Company; Michael R. Crew, Acting Treasurer, Greater Roanoke Transit Company; Mary F. Parker, Secretary, Greater Roanoke Transit Company; Stephen A. Mancuso, General Manager, Valley Metro; and Kathryn V. Pruitt, Assistant General Manager, Valley Metro. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the meeting held on June 27, 1994; whereupon, Mrs. Bowles moved that the reading of the minutes be dispensed with and the minutes be approved as recorded. The motion was seconded by Ms. Wyatt and adopted. The Mayor referred to the following waiver of notice of the Stockholders' meeting: "GREATER ROANOKE TRANSIT COMPANY WAIVER OF NOTICE OF STOCKHOLDERS' MEETING The undersigned, being the Stockholders of Greater Roanoke Transit Company, waive notice of the Annual Stockholders' meeting to be held on Monday, June 12, 1995, immediately following the Greater Roanoke Transit Company Board of Directors meeting, in the Council Chamber of the City of Roanoke, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Date: June 12. 1995 (Si_~nedl Elizabeth T. Bowles (~ioned~ Delvie O. McCadden (Si_=nedi John S. Edwards (Si=_nedl John H. Parrott (Si_=nedi William White. Sr. (Si_=ned} Linda F. Wyatt Being the Stockholders of Greater Roanoke Transit Company" The Vice-Mayor referred to Resolution No. 28138 adopted by the Council of the City of Roanoke authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company, and providing for the parliamentary procedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholders' Meeting. The Vice-Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Vice-Mayor inquired if anyone had comments. There being none, he opened the floor for nominations for seven Directors of the Greater Roanoke Transit Company. Mr. Parrott placed in nomination the following names: Elizabeth T. Bowles, John S. Edwards, Delvis O. McCadden, John H. Parrott, William White, Sr., Linda F. Wyatt and Mayor David A. Bowers. There being no further nominations, Mrs. Bowies, Ms. Wyatt and Messrs. Edwards, McCadden, Parrott, White and Mayor Bowers were elected as Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MRS. BOWLES, MS. WYATT AND MESSRS. EDWARDS, MCCADDEN, PARROTT, WHITE AND MAYOR BOWERS: Council Members Bowles, McCadden, Parrott, White, Wyatt and Vice-Mayor Edwards .......................................... -6. (Mayor Bowers was absent.) There being no further business, the Vice-Mayor declared the Annual Meeting of the Stockholders adjourned at 2:50 p.m. APPROVED: '~-John S. Edwards Vice-Mayor ATTEST: Mary F. Parker City Clerk STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY March 18, 1996 A special meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor David A. Bowers on Monday, March 18, 1996, at 1:25 p.m., in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing one Director of the Greater Roanoke Transit Company Board of Directors. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: Elizabeth T. Bowles, Wendell H. Butler, Delvis O. McCadden, John H. Parrott, William White, Sr., Linda F. Wyatt and Mayor David A. Bowers ........................................................... 7. ABSENT: None ...................................................................................... 0. OTHERS PRESENT: W. Robert Herbert, City Manager; James D. Ritchie, Sr., Assistant City Manager; Wilburn C. Dibling, Jr., City Attorney; James D. Grisso, Director of Finance; Mary F. Parker, City Clerk; Stephen A. Mancuso, General Manager, Valley Metro; and Kathryn V. Weikel, Assistant General Manager, Valley Metro. The Mayor referred to the following communication calling the special meeting: "March 14, 1996 The Honorable Vice-Mayor and Members of the Roanoke City Council Roanoke, Virginia Dear Members of Council: This is to advise you that there will be a special meeting of the Stockholders of the Greater Roanoke Transit Company on Monday, March 18, 1996, at 1:25 p.m., in the City Council Chamber. The purpose of the meeting is to elect one Director of the Greater Roanoke Transit Company Board of Directors for a term ending June 30, 1996. Sincerely, S/David A. Bowers David A. Bowers Mayor" The Mayor having advised that the purpose of the meeting was to elect a Director of the Greater Roanoke Transit Company to fill a portion of the unexpired term of John S. Edwards, resigned, ending June 30, 1996, Mrs. Bowles placed in nomination the name of Dr. Wendell H. Butler. There being no further nominations, Dr. Butler was elected as a Director of the Greater Roanoke Transit Company, for a term ending June 30, 1996, by the following vote: FOR DR. BUTLER: Council Members Bowles, McCadden, Parrott, White, Wyatt and Mayor Bowers ............................................................................................. 6. (Dr. Butler abstained from voting.) There being no further business, the Mayor declared the special meeting of the Stockholders adjourned at 1:40 p.m. APPROVED: David A. Bowers Mayor ATTEST: Mary F. Parker City Clerk GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS' MEETING June16,1997 The Annual Meeting of the Stockholders' of the Greater Roanoke Transit Company was called to order by Mayor David A. Bowers at 1:42 p.m., on Monday, June 16, 1997, in the Roanoke City Council Chamber, fourth floor of the Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: C. Nelson Harris, John H. Parrott, Carroll E. Swain, James O. Trout, William White, Sr., and Mayor David A. Bowers ................................................................................. 6. ABSENT: Vice-Mayor Linda F. Wyatt ...................................................... 1. Also present were W. Robert Herbert, Vice President of Operations, Greater Roanoke Transit Company; Wilburn C. Dibling, Jr., General Counsel, Greater Roanoke Transit Company; James D. Grisso, Treasurer, Greater Roanoke Transit Company; Mary F. Parker, Secretary, Greater Roanoke Transit Company; Kathryn V. Weikel, General Manager, Valley Metro; and William E. Holdren, Jr., Assistant General Manager, Valley Metro. The President declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the Minutes of the meeting which was held on June 17, 1996. Upon acclimation of the Mayor, the minutes were approved as recorded. The Mayor advised that the Annual Meeting of the Stockholders' was called pursuant to action by the Board of Directors at a special meeting which was held on Monday, June 2, 1997, at which time the Board of Directors unanimously adopted a motion to hold the Annual Stockholders' meeting on Monday, June 16, 1997, immediately following the Greater Roanoke Transit Company Board of Directors meeting, which was scheduled to convene at 1:30 p.m., in the City Council Chamber. The Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke on Monday, September 30, 1994, authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company, and providing for the parliamentary procedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholders' Meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if there were persons present who had comments. There being none, he opened the floor for nominations for seven Directors of the Greater Roanoke Transit Company. Mr. Parrott placed the following names in nomination: C. Nelson Harris, John H. Parrott, Carroll E. Swain, James O. Trout, William White, Sr., Linda F. Wyatt and Mayor David A. Bowers. There being no further nominations, Ms. Wyatt and Messrs. Harris, Parrott, Swain, Trout, White and Mayor Bowers were reelected as Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MS. WYATT AND MESSRS. HARRIS, PARROTT, SWAIN, TROUT, WHITE AND MAYOR BOWERS: Council Members Harris, Parrott, Swain, Trout, White and Mayor Bowers ............................................................................................... 6. (Council Member Wyatt was absent.) There being no further business, the Mayor declared the Annual Meeting of the Stockholders' adjourned at 1:45 p.m. APPROVED: David A. Bowers Mayor ATTEST: Mary F. Parker City Clerk GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS Change of Meeting Time for June 15, 1998, and Scheduling of Annual Meeting of Stockholders of Greater Roanoke Transit Company. Pursuant to Article III, Section 3 of the By-Laws of the Greater Roanoke Transit Company, the Board of Directors hereby consent and agree to change the meeting time for the regular meeting of the Board of Directors from 1:30 p.m. on June 15, 1998, to 1:00 p.m. on June 15, 1998. The Board of Directors further consent and fix the annual meeting of the stockholders of the Greater Roanoke Transit Company to be held on Monday, June 15, 1998, immediately following adjournment of the regular meeting of the Greater Roanoke Transit Company Board of Directors which is scheduled to convene at 1:00 p.m. in the City Council Chambers in the Roanoke Municipal Building, Room 450, 215 Church Avenue, SW, Roanoke, Virginia. The undersigned, being the Board of Directors and the authorized representatives of the sole stockholder of the Greater Roanoke Transit Company hereby waive any further notice of the annual stockholders' meeting to be held on Monday, June 15, 1998, immediately following the Greater Roanoke Transit Company Board of Directors' meeting scheduled for 1:00 p.m., on June 15, 1998, to be held in the City Council Chambers in the Roanoke Municipal Building, Room 450, 215 Church Avenue, SW, Roanoke, Virginia. Date: May 18, 1998 David A. Bowers, Presi~d~nt and Director ames O.~'%It, Direct& a ~ ~¢~da F. Wyfitt, D~ctor t / W. Robert Herbert, Vice-President, Operations GRTC James Ritchie, Assistant Vice-President, Operations GRTC Wilbum C. Dibling, Jr., General Counsel, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC James D. Grisso, Treasurer, GRTC Mary F. Parker, Secretary, GRTC Kit B. Kiser, Director of Utility and Operations David A. Morgan, General Manager, GRTC STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 19, 2000 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Vice-Mayor C. Nelson Harris at 1:15 p.m., on Monday, June 19, 2000, in the Roanoke City Council Chamber, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, Cityof Roanoke, was present atthe meeting being represented by the Mayor and Members of the City Council, viz: Wendell H. Butler, W. Alvin Hudson, Carroll E. Swain, William White, Sr., and Vice-Mayor C. Nelson Harris ....................................................................... 5. ABSENT: Mayor David A. Bowers and Council Member Linda F. Wyatt ....... 2. Also present were Darlene L. Burcham, Vice President of Operations, Greater Roanoke Transit Company; James D. Ritchie, Sr., Assistant Vice President of Operations, Greater Roanoke Transit Company; William M. Hackworth, General Counsel, Greater Roanoke Transit Company; James D. Grisso, Treasurer, Greater Roanoke Transit Company; Mary F. Parker, Secretary, Greater Roanoke Transit Company; and David A. Morgan, General Manager, Valley Metro. The Vice-Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the meeting held on June 21, 1999. Upon acclamation by the Vice-Mayor, the minutes were appro' ~d. The Vice-Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke on Monday, September 30, 1974, authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company, and providing for the parliamentary procedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholders' Meeting. The Vice-Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Vice-Mayor opened the floor for nominations for seven Directors of the Greater Roanoke Transit Company; whereupon, Mr. Hudson placed in nomination the following names: William D. Bestpitch, William H. Carder, C. Nelson Harris, W. Alvin Hudson, Jr., William White, Sr., Linda F. Wyatt and Mayor Ralph K. Smith. There being no further nominations, Ms. Wyatt and Messrs. Bestpitch, Carder, Harris, Hudson, White and Mayor Smith were elected as Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MS. WYATT AND MESSRS. BESTPITCH, CARDER, HARRIS, HUDSON, WHITE AND MAYOR SMITH: Council Members Butler, Hudson, Swain, White, and Vice-Mayor C. Nelson Harris ............................................................................... 5. (Mayor Bowers and Council Member Wyatt were absent.) There being no further business, the Vice-Mayor declared the Annual Meeting of the Stockholders adjourned at 1:20 p.m. APPROVED: C. Nelson Harris Vice.Mayor ATTEST: Mary F. Parker City Clerk STOCKHOLDERS MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 18, 2001 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Ralph K. Smith at 1:30 p.m., on Monday, June 18, 2001, in the Roanoke City Council Chamber, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: William Bestpitch, William Carder, C. Nelson Harris, W. Alvin Hudson, and Mayor Ralph K. Smith ........................................................................................ 5. ABSENT: Council Member William White, Sr., and Council Member Linda F. Wyatt ................................................................................................... 2. Also present were Darlene L. Burcham, Vice President of Operations, Greater Roanoke Transit Company; William M. Hackworth, General Counsel, Greater Roanoke Transit Company; James D. Grisso, Treasurer, Greater Roanoke Transit Company; and Mary F. Parker, Secretary, Greater Roanoke Transit Company; and David A. Morgan, General Manager, Valley Metro. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the meeting held on June 19, 2000. Mr. Carder moved that the minutes be approved as recorded. The motion was seconded by Mr. Harris and adopted. The Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke on Monday, September 30, 1974, authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company, and providing for the parliamentary procedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholders' Meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified. The Mayor inquired if anyone had comments. There being none, he opened the floor for nominations for seven Directors of the Greater Roanoke Transit Company; whereupon, Mr. Harris placed in nomination the following names: William D. Bestpitch, William H. Carder, C. Nelson Harris, W. Alvin Hudson, Jr., William White, Sr., Linda F. Wyatt and Mayor Ralph K. Smith. There being no further nominations, Ms. Wyatt and Messrs. Bestpitch, Carder, Harris, Hudson, White and Mayor Smith were elected as Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MS. WYATT AND MESSRS. BESTPITCH, CARDER, HARRIS, HUDSON, WHITE AND MAYOR SMITH: Council Members Bestpitch, Carder, Harris, Hudson, and Mayor Smith ............................................................................................... 5. (Council Members White and Wyatt were absent.) There being no further business, the Mayor declared the Annual Meeting of the Stockholders adjourned at 1:35 p.m. Mayor ATTEST: Mary F. Parker City Clerk STOCKHOLDERS' MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June17,2002 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Ralph K. Smith at 1:30 p.m., on Monday, June 17, 2002, in the Roanoke City Council Chamber, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: William D. Bestpitch, William H. Carder, C. Nelson Harris, W. Alvin Hudson, Jr., William White, Sr., Linda F. Wyatt and Mayor Ralph K. Smith ................................................. -7. ABSENT: None ................................................................. 0. Also present were Darlene L. Burcham, Vice-President of Operations, Greater Roanoke Transit Company; William M. Hackworth, General Counsel, Greater Roanoke Transit Company; Ann H. Shawver, representing the Treasurer, Greater Roanoke Transit Company; Mary F. Parker, Secretary, Greater Roanoke Transit Company; David A. Morgan, General Manager, Valley Metro; and Chip Holdren, Assistant General Manager, Valley Metro. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders' in reference to the minutes of the meeting which was held on Monday, June 18, 2001. Mr. Harris moved that the minutes be approved as recorded. The motion was seconded by Mr. Carder and unanimously adopted. The Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke on Monday, September 30, 1974, authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke as the sole Stockholder of the Greater Roanoke Transit Company, and providing for the parliamentary procedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholders' Meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified; whereupon, the Mayor opened the floor for nominations. Mr. Harris placed in nomination the names of William D. Bestpitch, William H. Carder, M. Rupert Cutler, Alfred T. Dowe, Jr., C. Nelson Harris, Linda F. Wyatt and Mayor Ralph K. Smith. There being no further nominations, Ms. Wyatt and Messrs. Bestpitch, Carder, Cutler, Dowe, Harris and Mayor Smith were elected as Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MESSRS. BESTPITCH, CARDER, CUTLER, DOWE, HARRIS, WYATT AND MAYOR SMITH: Council Members Bestpitch, Carder, Harris, Hudson, White, Wyatt and Mayor Smith ............................................................................................. -7. There being no further business, the Mayor declared the Annual Meeting of the Stockholders' adjourned at 1:40 p.m. Mayor ATTEST: Mary F. Parker City Clerk 2 STOCKHOLDERS' MEETING OF THE GREATER ROANOKE TRANSIT COMPANY June 16, 2003 The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company was called to order by Mayor Ralph K. Smith at '1:30 p.m., on Monday, June 16, 2003, in the Roanoke City Council Chamber, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of electing Directors of the Greater Roanoke Transit Company. PRESENT: The sole Stockholder, City of Roanoke, was present at the meeting being represented by the Mayor and Members of the City Council, viz: William D. Bestpitch, M. Rupert Cutler, Alfred T. Dowe, Jr., Beverly T. Fitzpatrick, Jr., Linda F. Wyatt and Mayor Ralph K. Smith .................................................................... -6. ABSENT: Vice-Mayor C. Nelson Harris ................................................... 1. Also present were Darlene L. Burcham, Vice-President of Operations, Greater Roanoke Transit Company; William M. Hackworth, General Counsel, Greater Roanoke Transit Company; Jesse A. Hall, Treasurer, Greater Roanoke Transit Company; Mary F. Parker, Secretary, Greater Roanoke Transit Company; David A. Morgan, General Manager, Valley Metro; and William Holdren, Assistant General Manager, Valley Metro. The Mayor declared the existence of a quorum and inquired as to the wishes of the Stockholders in reference to the minutes of the meeting which was held on Monday, June 17, 2002. Mr. Cutler moved that the minutes be approved as recorded. The motion was seconded by Mr. Fitzpatrick and adopted. The Mayor referred to Resolution No. 21838 adopted by the Council of the City of Roanoke on Monday, September 30, 1974, authorizing a majority of the Members of the Council of the City of Roanoke to act on behalf of the City of Roanoke -'*s the sole Stockholder of the Greater Roanoke Transit Company, and providing for the parliamentary procedure to be used by those Council Members acting as the Stockholder at any Greater Roanoke Transit Company Stockholders Meeting. The Mayor advised that the purpose of the meeting was to entertain nominations for the election of seven Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified; whereupon, the Mayor opened the floor for nominations. Mr. Bestpitch placed in nomination the names of William D. Bestpitch, M. Rupert Cutler, Alfred T. Dowe, Jr., Beverly T. Fitzpatrick, Jr., C. Nelson Harris, Linda F. Wyatt and Mayor Ralph K. Smith. There being no further nominations, Ms. Wyatt and Messrs. Bestpitch, Cutler, Dowe, Fitzpatrick, Harris and Mayor Smith were elected as Directors of the Greater Roanoke Transit Company for terms of one year each, commencing from the date of their election and until their successors have been duly elected and shall have duly qualified, by the following vote: FOR MS. WYATT AND MESSRS. BESTPITCH, CUTLER, DOWE, FITZPATRICK, HARRIS AND MAYOR SMITH: Council Members Bestpitch, Cutler, Dowe, Fitzpatrick, Wyatt and Mayor Smith ................................................................................. -6. (Vice-Mayor Harris was absent.) There being no further business, the Mayor declared the Annual Meeting of the Stockholders adjourned at 1:35 p.m. APP ROV. ED~.~ .~ . '~ Ral~'h K. Smith Mayor ATTEST: Mary F. Parker City Clerk