Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
07/18/11 - 11/19/12
". GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 14, 2011 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that the regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, July 18, 2011, at 1 :00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, ~!:;.~ Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DATA\CKSM1\GRTC.11\July 1 B Meeting Notice.doc '~ GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 18, 2011 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order. 2. Roll Call. 3. Approval of Minutes: Regular meeting held on June 20, 2011. Dispensed with the reading thereof and approved as written. 4. Reports of Officers: a. General Manager: (1) - Management Update: . The Smart Way Connector . Campbell Court Transfer Center . RADAR . FT A Triennial Review · Annex Light Maintenance and Storage Facility . Property Liability Insurance Broker Services Received and filed. (2) May2011 Financial Report Received and filed. b. Secretary: 1 . Election of Officers. Nominees appointed by position - Mayor - President; Vice-Mayor - Vice-President; City Clerk - Secretary; Deputy City Clerk - Assistant Secretary; City Manager - Vice-President of Operations; Assistant City Manager for Operations - Assistant Vice-President of Operations; Director of Finance - Treasurer; and City Attorney - General Counsel. L:\CLERK\DATA\CKSM1\GRTC.11\July 18, 2011 Mayor's Agenda.doc ~ 5. Other Business. a. Discussion with regard to the selection process for appointment of a Director to replace Nicole Hall. Council decided to allow the Board to select a replacement for Ms. Hall. Ms. Hall will serve until her successor has been duly appointed and has qualified. 6. Adjournment. 1 :36 P.M. L:\CLERK\DATA\CKSM1\GRTC.11\July 18, 2011 Mayor's Agenda.doc 4.a../ ''-t) ~~ -~ f'~ -,. .... Greater Roanoke Transit Company Management Update July 18, 2011 The Smart Way Connector · Press conference set and ready for July 18th; · Prepared for service start up on July 19th; · Print advertisements scheduled to appear in Roanoke Times on Sunday July 10th, Wednesday July 13th, Sunday July 17'h, and Monday July 18th; · Details for Amtrak Connector reservation system being worked out; · Grant agreement with the Department of Rail and Public Transportation for the $150,000 state earmark is pending. Campbell Court Transfer Center · Lease Space: GRTC executed two leases with Campbell Court tenants, a renewal with the Better Business Bureau and a new lease with Sole /I Soul Shoe Salon, LLC. · Campbell Court Roof Replacement: Plans are underway to replace the Campbell Court Transfer Center's roof. GRTC will issue an IFB for this purpose in the next few weeks. RADAR GRTC has extended its current paratransit contract with RADAR for 30-days in order to allow additional time to negotiate compensation rates for fiscal,2012. FT A Triennial Review GRTC's Triennial Review conducted by the Federal Transit Administration (FTA) was deemed by the FTA as a success, with only two (2) minimal findings; the national average is five (5). To remedy the two (2) findings, GRTC will have to do the following: · Provide a more descriptive narrative to its grant milestone reporting requirements; Greater Roanoke Transit Company P.O. 'Box 13247 . Roanoke, Virginia 24032 . Phone: 540.982.0305 . Fax: 540.982.2703 . www.valleymetro.com , i' .. ".) · Eliminate any reference to a specific vehicle type when notifying private transportation providers of request for charter services and establish "procedures for ensuring that services are allowed under the charter regulation." Annex Licht Maintenance and Storaae Facility Preparations for the preliminary engineering phase of the annex light maintenance and storage facility has begun. GRTC staff has met with City Planning, Building & Development staff for parcel and building requirements. Dictated by available funding, the project will be staged in two (2) phases: preliminary engineering/design and construction. Property Liability Insurance Broker Services Through a Request for Proposal process for commercial general liability insurance brokerage services, GRTC has selected Willis of Virginia, located in Norfolk, as its broker of record, effective July 6, 2011. Willis replaces Wells Fargo for structures and contents (property) and personal injury insurance broker services and The Risk Management Center, broker for the Virginia Transit Liability Pool (VTLP) for GRTC's fleet and personal injury insurance broker services. Effective September 1, 2011, GRTC will withdraw from VTlP. In fiscal 2012, through Willis, GRTC will save $37,000 in brokerage fees for VTlP replacement fleet coverage; GRTC will realize an additional savings of $7,800 in annual brokerage service fees for property coverage. Willis' $25,000 annual brokerage fee, inclusive of all commercial general liability coverage, is guaranteed for three (3) years. Respectfully Submitted, k/~ Carll. Palmer General Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary legal Counsel Municipal Auditor 4. a. 2. ~ <' ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia July 18, 2011 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members' of the Board: Subject: GRTC Financials for the month of May 2011 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for May 2011. Operating income for May of FY 11 is $71,216 or 3.4% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $94,305 or 5.4% compared to May 2010. This increase was offset by decreases in advertising income and non-transportation revenues of $23,089 or 7.7%. GRTC's revenue of $2,108,967 is $2,750 or .1% below the budgeted income of $2,111,717 for eleven (11) months of FY 2011. The operating expense for GRTC of $7,422,670 in May 2011 includes expenses for its sub-recipients, Commonwealth Coach & Trolley Museum, National Historical Railway Society, and O. Winston Link Museum, in the amount of $135,825. GRTC's expenses in the amount of $7,286,845 represent an increase of $464,199 or 6.8% compared to May 2010. GRTC's expens~s of $7,286,845 are $116,219 or 1.6% above the budgeted expense of $7,170,626 for eleven (11) months of FY 2011. Both positive and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $5,033,881 through May 2011 include subsidies for its sub-recipients in the amount of $135,825. GRTC's subsidies of $4,898,056 have increased $93,499 or 1.9% compared to May 2010. GRTC's subsidies of $4,898,056 are $160,853 less than the budgeted subsidies of $5,058,909 for eleven (11) months of FY 2011. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com /- ~ David A. Bowers, President and Members of the Board of Directors GRTC Financials July 18, 2011 Page 2 ODeratinR Income Operating income for May of FY 11 is $71,216 or 3.4% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $94,305 or 5.4% compared to May 2010. This increase was offset by decreases in advertising income and non-transportation revenues of $23,089 or 7.7%. Commentaries on significant variances are shown below. ODeratinR Revenues including bus fares and sales of passes increased $94,304 or 5.4% compared to May 2010. This increase is largely driven by four factors: · The increase in the Smartway fare of $1 per trip effective January 1, 2010. Smartway fares and pass sales have increased $40,625 or 22.2% compared to May 2010; . Student fares in the amount of $20,628; . An increase in cash fares on GRTC's fixed routes of $34,072; and · The addition of income from Virginia Western Community College for its faculty and students of $60,430. The increases are partially offset by a decrease in GRTC's basic monthly pass sales of $43,373. AdvertisinR Revenue for advertising on GRTC buses has decreased $6,770 or 7.2% compared to May 2010. Purchases for advertising on the buses have declined due to current economic conditions. Non-TransDortation Revenues including rental income, investment income, and parking revenue decreased $16,319 or 8%. This decrease is primarily due to a reduction in Campbell Court rental income in the amount of $12,088 and a reduction in Campbell Court parking revenue in the amount of $6,561. GRTC has two (2) fewer tenants in FY 2011 than it had in the previous fiscal year. ODeratinR EXDenses GRTC's expenses in the amount of $7,286,845 represent an increase of $464,199 or 6.8% compared to May 2010. Expense variances are discussed in the following sections. FrinRe Benefits have increased $177,642 or 13.6% compared to May 2010. This increase is primarily due to an increase in health insurance coverage in the amount of $155,584. Health insurance expenses , David A. Bowers, President and Members of the Board of Directors GRTC Financials July 18, 2011 Page 3 of $759,274 for the eleven (11) months of FY 11 is $85,707 higher than the anticipated budget for health insurance to date. Materials and Supplies have increased $269,343 or 23.2% compared to the prior year primarily due to an increase in fuel costs of $242,045 and an increase in parts consumed of $21,884. Purchased Transportation has decreased $17,200 cO"!lpared to May FY 10 due to use of Job Access & Reverse Commute (JARC) grant funds by the Company's contractor, Unified Human Transportation Services (RADAR). The JARC grants allow RADAR to apply 50%of JARC rides to the grant while invoicing GRTC the remaining 50% of the rides. Subsidies GRTC's subsidies of $4,898,056 have increased $93A99 or 1.9% compared to May 2010. This increase is partially due to an increases in the City of Roanoke subsidy for $52,080 or 5.8% and the Federal Transit Administration subsidy for $42,787 or 1.7%. The State subsidy for FY 2011 is $1,142A53. This is $127,097 or 10% below the anticipated subsidy of $1,269,550 for FY 11. No action by the Board is needed on this matter. Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor ~ .... ~ <C p., ~ o u ~~'=- ~~.,~ "'" ~ 5 . OCl1;;;;; u < tZi >, t:~~~ tIl~~~ ~f-< ~.- ~C;:;~] f-<Z"O~ fJ.l< :::.<1) ~~~-s Of-<::l8 Z<~~ Ci~~~ ~Cl~;> ~ P:: ~2 ~......._~ f-<>-e" <~.,-s ~~8'& Clf-< tIl ~ ~ :; o tIl ::f-< >dLl ~Cl ~o 0::> ;:R~ " f-< -~::l -Cl...... >oof-< ~::>~ ~ ., 1;; 9 >,0 0"'- t~~ '" ~ ., 1;; '? ~- 0"'- t~~ ~ >0 >,0 "'...... ~~ >,- "'- ~~ ~ ::: .2 ~ ~ ::: .2 ~ #- $. <f:. '#- V)r---oo V) I.r'l "* N v: M r' ~ ...... 0'\ t"-- 00 0\ 000 0 000 ~ C'ir---:C"i .- 00 0...- 0'\ '0 0, 0 '0. -"'-"'0 M \D"-M 0 ~-N ~ ~ ~~~l ~ ""NO "": vi t:oO ("I") I.r) ON r- -00'\ ~ ~trioO M M I:- o,v>N O~"M '<to,O 1:-. N ~ ON"" '0 0'\ 0 0\ 00 .....;.n~ \ti ""::t"\OV) \0 N I:- 0, a-, ..n ...a \0 01:)'" MOOOO 0 oc::... .- .- - N" ~ ~~lg" ~ V'l'l::t- q :j \0 00 :: o In '0 -t-'O ON,o 0""1n OOM M -" \0'" r- '<t _ ~ NON 000- 1..0000 - In M Ot-a-, -"'....0\0 ::.s - ~ ~ ~ o u ~ Cl ~ ~ ~ p., o '" ., g ., ;> ., .,~ ., g ::: g .,.s: ~ () ~ ., ~ 0 ~bOPo gf.8 ~ .~.~ ~ e5f-;< ., ;> ::: 8'~ ~ - In l:- I:-" M o N' - In 0\ a-, ..,. In' '0 ..,. a-, ..t o t- M' 00, - a o .E -;; '0 f-< ";!.'#.'#.'#.'#.#.'#."*-'#. r-O\Or-Nt-Or--..O ~~C"'!~~..-;-;~O 0"1"'1"00_1000\.01:"'-- OOO'\OOSO'\OOO\I.O 000000000 0 000000000 ~ ~\C.ioci~oOr--=oO~o .- v-\Cv-V)O\l./") 0 M-OONV)O'\MC l.() ......'" v) 0\'" \0'" 00'" _.;' r:-'" (",1'" NO'. O\.'Ct.r)OvOOM("!") N O'\V1VVNMr- 00 N"''''''''''' '" r-'" ,,-...,,-...,,-... --. #,'#.'Cf('#.*'*''*'*?f( 'Cft- \clJj\OO\OV)r-~O 0\ ~~~~~~~~O r- -("f")l,f)Mv-NN 00 - N'-"--'-"'~ V)t-N-O\O-.::tO\O r- M-V)O'\ooNo\OO 0 ~\OoOr-..:\ON-.o--:O \0 t-\COO-O\DMO\ v VVV)NO'\ff)OO....... \0 r--'" .......'" l.r) '" \0'" \Or.. _'" ..,.; r:---,'" ('.I'" MOOOIn'<t'<t<'l<'l <'l \cMM_NMr- 00 ('I"'.......'" '" ...0 r-vNNMvOOr-O r--- N-C1'-.M\OMM<:"'tO N trioo-.:i.....;r---:M~ocivi 0 V)Ot-\'ov\C)("f')o\N r- C"'l-OOI.O,......t-\O"tt'OO \0 ~ 0-,'" 1.(')'" V)'" v;) v5 00'" _"' V) N r-r-ONMMONM N \O..q-VVC'I('r)t"- ...... 'V N"":"' r--: ,-. ,-. '#. '#. '*' '#. '#. '#. "#. ~ ~ '#. \OOO\t'-M-.::tM\DO _ OOOMI:-O..,.lnOO a-, ~N""':~\CiOoOO-;O ~ - v -q- 'o::t --- - - O. - '-' ON-.::t"l:tMMt"-N'O -.::tOO-OONtrlOOO',O ~\Cio\~N\Oa\~O V'lOOl.r)OO_O\('f)\D ~"'~~"'~~~~~ -Or'f')O-M'-O <'l- _ \Ol.r)V'lr-OOMOV")O r-r-OOOMO\"l:tMO v)o\~"";v)~\ONV) t-O\ r-'o::t 0\ V'lM \0 0 \OV'lr-\OMV'lV'lvO \0"' N ('f')"' 00r< t-r< Nr< ("I')r< Nr< _ NN~lI')_Mr- <'l- - rI) ~ tIl Z ~ p., >a Cl ~ ~ ~ p., o Q .~ i'J .; .~- ~ ~ rI) OPO -y Po Pox """, e. !Ji!l~", ..Q.~ cii VJ m VJ "= ~ 51> uo~ga; '" 0::: o(l .,'- ~ J:: ~ ",.Yl 8 13 a'~ lOI. I OCli~dtfj-O ~ "0 ~.~.~''::: e.2 ~ ~ ::: ,,~.- ::l 8 - , ~'C 13 '" ~ '" ;::l'~..g -l~rI)~:J.Ep.,~rI) "<F- a-, 00 ..t a-, - 0': M '0 In In' t- V> a-, ..,. N ..,. '0 00 I:- '0 -;; ;3 "<F- 00 N ,0 a-, ?f!. '#. 'Cf. "#. _ \0 lI') _ \0 - ("f') C"! ~~~ 0; ,-. o o o 00 00' - In ~ 000 0 000 0 000 0 _lI')V') ...... -.::t lI') 00 00 or< 0\"' 00 oor< 0\0 "l:t - V)Nr- lI') ,...:_r<~ lI')r< "<F- '" ~ - *- '* '* <f( ('(-("I') r- V)-- r- ~~\O ~ s o vi 0\ 00 ..,." 00 I:- ~ a-, 0 0 a-, <'l00 <'l ~N""; r-: V)oo V) 00~V) V) 00"' ..0. 0\ -q-r< 0\("1')\0 0 NO -q- 00 "",:......r<N ~ ;:;- "': M o t- '" M vi' '-' MOO M -00 ~ N,o"" ...... 0\ r-. 00 ~~~ ~ -q- \0 N ("I') MO'O 0 ,...: ......r< N ..n "<F- o t- o <'l ,-. '#. #- '*' *' oor-a \0 ...... r-~ C"! M~O _ ~oo <'I N s ..,. ..t '0 o 8 :;!:, t-OO MOO NON o a-, 00 '0..,."" \Or<,...:~ <'llnO - N ,-. '" In ,...: M a-, -.i' a-, :;!:, I:- 00 '000 0000 00 M a-, In_o, Nr<V)r<~ <'la-,,,,, - <'l '" .3 Q) Z !J i'J !J '" c:: :9 ::: '= e '" e e~ ~ ClCl- J5 -;;.,~ ] gE13 0 -l rI) ~ f-< "<F- o o o o o ~ a-, <'l N '0 '0 a-, ~ "<F- <'l - "" t- M ..t t- V). - 00 M ~ ~ t- ~ 00 o I:- <'l' '0 ..,. ,-. '" '" S- ., E o <.> .E Q) Z " ., '~ . ... GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 5/31/2011 5/31/2010 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 270,242.87 $ 599,136.97 -55% ACCOUNTS RECEIVABLE $ 1,239,586.79 $ 1,052,751.24 18% INVENTORY $ 421,811.25 $ 414,024.81 2% FIXED ASSETS FIXED ASSETS $ 29,493,674.94 $ 29,267,686.00 1% ACCUMULATED DEPRECIATION $ (15,286,271.82) $ (13,872,560.84) 10% NET FIXED ASSETS $ 14,207,403.12 $ 15,395,125.16 -8% PREPAYMENTS $ 76,628.12 $ 73,160.12 5% TOTAL ASSETS $ 16,215,672.15 $ 17,534,198.30 -8% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 357,659.78 $ 154,454.69 132% PAYROLL LIABILITIES $ 211,702.95 $ 189,847.35 12% OTHER LIABILITIES $ 265,198.44 $ 259,860.46 2% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,355,149.10 $ 5,571,840.80 -4% DEPRECIATION EXPENSE $ (1,801,858.63) $ (1,738,190.94) 4% RETAINED EARNINGS $ 11,303,176.79 $ 10,728,620.65 5% CAPITAL CONTRIBUTIONS $ 804,461.00 $ 2,348,098.00 -66% NET INCOME (LOSS) $ (279,822.28) $ 19,662.29 -1523% TOTAL CAPITAL $ 15,381,110.98 $ 16,930,035.80 -9% TOTAL LIABILITIES & CAPITAL $ 16,215,672.15 $ 17,534,198.30 -8% I ;;. h. / .. GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 18, 2011 President David A. Bowers and Members of the GRTC Board of Directors Roanoke, Virginia Dear President Bowers and Members of the Board: Article V, Officers, of the By-Laws of the Greater Roanoke Transit Company provides that the Board of Directors, promptly after their election each year, shall elect a President, one or more Vice-Presidents, a Secretary, a Treasurer and such other officers as the Board deems appropriate to serve for a term of one year each, commencing upon the date of their election or until their respective successors are elected and have duly qualified. Officers currently serving are: David A. Bowers, President David B. Trinkle, Vice-President Christopher P. Morrill, Vice-President of Operations Sherman M. Stovall, Assistant Vice-President of Operations Stephanie M. Moon, Secretary Jonathan E. Craft, Assistant Secretary Ann H. Shawver, Treasurer William M. Hackworth, Registered Agent and General Counsel Sincerely, ~ hl. ")D&>J Stephanie M. Moon Secretary pc: Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DATA\CKSM1\GRTC.11\Election of Officers.doc ., '~.1 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 22, 2011 David A. Bowers President Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 18, 2011, you were reappointed as President of the Greater Roanoke Transit Company for a term ending June 30, 2012. I am enclosing an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Jonathan E. Craft Assistant Secretary EnClosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 ~ Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, David A. Bowers, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as President of the Greater Roanoke Transit Company, for a term ending June 30, 2012, according to the best of my ability (So help me God). ~O~ Subscribed and sworn to before me this 2- day of A~ 2011. BRENDA s. HAMilTON, CLERK OF THE CIRCUIT COURT //l J)?!'1-N BY ~~c..C.JJ , CLERK <r ').' . GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 22, 2011 David B. Trinkle Vice-President Greater Roanoke Transit Company Roanoke, Virginia Dear Vice-President Trinkle: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 18, 2011, you were reappointed as Vice- President of the Greater Roanoke Transit Company for a term ending June 30, 2012. I am enclosing an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Sincerely, Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia ;24032 ., GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 22, 2011 Christopher P. Morrill Vice-President of Operations Greater Roanoke Transit Company Roanoke, Virginia Dear Mr. Morrill: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 18, 2011, you were reappointed as Vice- President of Operations of the Greater Roanoke Transit Company for a term ending June 30, 2012. I am enclosing an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 J~ eel Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Christopher P. Morrill, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Vice-President of Operations of the Greater Roanoke Transit Company, for a term ending June 30, 2012, according to the st y ability (So help me God). Subscribed and sworn 10 before me Ihi~6ty 0~011. BRENDA S. HAMilTON, CLERK OF THE CIRCUIT COURT B LERK ~, GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 22, 2011 Sherman M. Stovall Assistant Vice-President of Operations Greater Roanoke Transit Company Roanoke, Virginia Dear Mr. Stovall: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 18, 2011, you were reappointed as Assistant Vice-President of Operations of the Greater Roanoke Transit Company for a term ending June 30, 2012. I am enclosing an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. ' Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." '-- Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 ";~ ( Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Sherman M. Stovall, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and pertorm all the duties incumbent upon me as Assistant Vice-President of Operations of the Greater Roanoke Transit Company, for a term ending June 30, 2012, according to the best of my ability (So help me God). /' ifiapNlA.I fa i/;;;rtj@ Subscribed and sworn to before me this 3j~faay of ~ u sJ..2011. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT CLERK \.. ~" GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 22, 2011 Stephanie M. Moon Secretary Greater Roanoke Transit Company Roanoke, Virginia Dear Ms. Moon: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 18, 2011, you were reappointed as Secretary of the Greater Roanoke Transit Company for a term ending June 30, 2012. I am enclosing an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Jonathan E. Craft Assistant Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 " GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 22 2011 Jonathan E. Craft Assistant Secretary Greater Roanoke Transit Company Roanoke, Virginia Dear Mr. Craft: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 18, 2011, you were reappointed as Assistant Secretary of the Greater Roanoke Transit Company for a term ending June 30, 2012. I am enclosing an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oat~ of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Sincerely, Stephanie M. Moon Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 ,... ~" '..-' Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Jonathan E. Craft, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Assistant Secretary of the Greater Roanoke Transit Company, for a term ending June 30, 2012, according to the best of my ability (So help me God). nd swom to before me this M day of h 2011. Subscrib BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT B~~,CLERK f" ~ .,!" ~ GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 22, 2011 Ann H. Shawver Treasurer Greater Roanoke Transit Company Roanoke, Virginia Dear Ms. Shawver: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 18, 2011, you were reappointed as Treasurer of the Greater Roanoke Transit Company for a term ending June 30, 2012. I am enclosing an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that , you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Jonathan E. raft Assistant Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 .~ ( Oath or Affirmation of Office .) Commonwealth of Virginia, City of Roanoke, to-wit: I, Ann H. Shawver, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Treasurer of the Greater Roanoke Transit Company, for a term ending June 30, 2012, according to the best of my ability (So help me God). f:}JfJS~,,-,--- ~ Subscribed and sworn to before me this ~ day ~011, BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT .~ .. , GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 22, 2011 William M. Hackworth Registered Agent and General Counsel Greater Roanoke Transit Company Roanoke, Virginia Dear Mr. Hackworth: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 18, 2011, you were reappointed as Registered Agent and General Counsel of the Greater Roanoke Transit Company for a term ending June 30, 2012. I am enclosing an Oath or Affirmation of Office which maybe administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 ~ Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, William M. Hackworth, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Registered Agent and General Counsel of the Greater Roanoke Transit Company, for a term ending June 30, 2012, according to the best of my ability (So help me God). W~ M.~ Subscribed and sworn to before me this ~ day of ~ 2011. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT , CLERK " :::.::: ~ ~ :!E - <( - CI) e' 11I i' c ::J .- .Q 11I CI) .c c CI) (,) CI) ~ c ... >- (at: CI) CI) ...J ~ - I C C 0 ... CI) 0 CI) (.) ;; - c CI) nl ~ CI) - (.) E en (.) 0 - (,) (,) CI) '> ~ ~ W (3 - en Z CI) 'E ... .:.:: CI) 0 0 Co Z c - E "C nl CI) CI) 0 :::.::: 0 0::: III @@@ (.) ~ ~ I- ... <( CI) .:.:: CI) co 0 0 - oq- ~ c ~ c CI) ~ ~ nl (.) - - 0 <C .)( .)( 0::: - w w C I I C ~ CI) CI) CI) ~ "C "C "C ::J ii: ii: 0 UJ - - en c 11I ol5 ol5 ~ CI) .:.:: .:.:: 0 W ... ... ... c .:; nl nl I :I: C" a.. a.. 1:: CIl .c .:.:: ::J (,) (,) 0 ~ .c c 0 (.) (,) nl 0::: ~ ... III C) nl C) C 'c c 'c, E .- C nl e' ii nl .- u. ::I: (.) @@@@ .... .... !, " ll:l&J. e!I!!6J! s&J!nbs &^!JJ ," \f8H .'~ ,::i: JPC3 &P!~ 'i lIJed:~ '< '- -..~ ui ~ g':.'~ Cri 1I> "'::i: :g < '~;'-' 0 '<" o.:j ,0; ::i:::i:::i:::i:::i: .a. a. a. a. a. OI.OI.OLOlOl) ...t~NO(V)a:: ~NON~$ '<"'<"'<"'<"'<"0: ::i:::i:::i:::i:::i: a.<a.<a. 10 Ui 1.0 1.00 c NLt:lO...r..-C\I .;..; ~-O,~..;...:' ~ "II"":'......,..,..,..~ W ....J :::> o w J: () CJ) c::: o r- () w z z o () ~ ~ r- c::: <( ~ CJ) W J: ..... ::i:::i:::i:::i:::i: a.<a.<a. ~gLO~-~ : J g~ ; ~ g <, .1I> J&JU&:> &WO:lI& ::i:::i:::i: ,!,,!: ::i: ::i: ::i: ::i: ::i: pJOlpaa < a. < C:. a. < a. < a. 1.0 1.0 0 .~ 1.0 1.0 0 LO LO ici 00 ici ,~ iri ~ i: : ~ J&JU&:> ::i: ::i:::i: ' :I!^!:> &lIoueo~ ;; :; ;;; "'C'l'<t lrit-.:Lri ::i:::i:::i:::i:::i: a.<a.<a. 1.0 1.00 LOL() NLC)..-LOO "t-.:(ri':"':':"': &1I0ueo~ UMOJUMOa -JJno:> lI&qdwe:> ~~::i:::i:::i: <<a.<a. 1.0 1.0 OlOl.O (")N~~~ Li);:f'-..f'-.,tl) Ov~ , ::i:::i: J!X3 &P!~ 'i lIJed (i'e., < < Q)I''Q)' ~ ~ .~; ::~ lri ;: 1I>.1I> \fBn b'~.::i: J!X3 ap!~ 'i lIJed ""S < '" '<t "i ::i:::i:::i:::i: <a.<a. lC)LOI.OLO ~~",,,,':'l: :5f'-..ll)"'<O 1: '" ~E:::i:::i:::i:::i: ....C/)<a.<ea. ~:SI.OI.OI.OLO o~~~iJiri 13 '" ~::i:::i:::i:::i: 8<ea.<ea. 0000 c-')LO.qQ cO~iriiO J Q; .e' ,0. u)' -U)' 'o~6' ",I", 1,,'1 ~ <( ';2 <0 :~ ~'" ::l 0 ~~ -g ~.~ .~ :>""::t' -...;; E ~C\Ieo ~~Q)~ ,~~ ~ ~ .S C ~:g ~~~!:!:. ~~::::-"'t: 1:)-.8;:, -g~~138 o.!!!u~=:::: t::~~C:~ ~m~8~ .!!1-Cl E: '" '" ~~~~o ",E:~iii1ii Q) II) S: .~ U) ~~-~"2 -:;::"'t'" .~ e> ~ 5 .~ :;;~~~~ ~...:::c:C:Q)V) '" ~ ';;; -Cl ~ i;l iii ::: ~<( ~~~~~ ~~S~~ ..Qt.J<:(l.", ~-Stj~~ - '" '" " <( ~ ~t3 ~: 2011 ANNUAL REPORT COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION File online at seeefi le.see. vi rgi nia.gov 11111111111111111111111111111111111111111111111111111111111111111 1 : CORPORATION NAME: GREATER ROANOKE TRANSIT COMPANY DUE DATE: 07/31/11 SCC ID NO.: 0153745-5 2. VA REGISTERED AGENT NAME AND OFFICE ADDRESS: ATTY. WILLIAM M HACKWORTH 464 MUNICIPAL BUILDING 215 CHURCH AVE SW ROANOKE, VA 24011 3. CITY OR COUNTY OF VA REGISTERED OFFICE: 217-ROANOKE CITY 5. STOCK INFORMATION CLASS AUTHORIZED COMMON 5 4. STATE OR COUNTRY OF INCORPORATION: VA-VIRGINIA DO NOT ATTEMPT TO ALTER THE INFORMATION ABOVE. Carefully read the enclosed instructions. Type or print in black only. --- = 6. PRINCIPAL OFFICE ADDRESS: - - - o Mark this box if address shown below is correct If the block to the left is blank or contains incorrect data please add or correct thl address below. - - _ ADDRESS: 464 MUNICIPAL BLD 215 CHURCH AVE S W !!!!!!!!!!!!!! ADDRESS: CITY/ST/ZIP ROANOKE, VA 24011 CITY/ST/ZIP 7. DIRECTORS AND PRINCIPAL OFFICERS: All directors and principal off jeers must be listed. An individual may be designated as both a director and an officer. Mark appropriate box unless area below is blank: If the block to the left is blank .or contains incorrect data, please mark appropriate o Information is correct 0 Information is incorrect 0 Delete information box and enter information below: 0 Correction 0 Addition 0 Replacement . OFFICER ~ DIRECTOR [2g OFFICER D DIRECTOR D NAME: TITLE: ADDRESS: CITY/ST/ZIP: DAVIDA BOWERS PRESIDENT 601 CAMILLA AVENUE SW ROANOKE, VA 24014 NAME: TITLE: ADDRESS: CITY/ST/ZIP: e i9f.9"T~~ion ?ontained in this report is accurate and complete as of the date below. ~ An", H. ShClWVV Tre(A'sUf€.r E OF DIRECTOR/OFFICER PRINTED NAME AND COR~ORATE TITLE LISTED IN THIS REPORT l-;JJ-t) DATE It is a Class 1 misdemeanor for any person to sign a document that is false in any material respect with intent that the document be delivered to the Commission for filing. + 0331427 000012272 09SCC1 AFOOZV Rev 15 2111 2011 ANNUAL REPORT CONTINUED ~PORA TION NAME: G~A TER ROANOKE TRANSIT COMPANY DUE DATE: 07/31/11 see 10 NO.: 0153745-5 7. DIRECTORS AND PRINCIPAL OFFICERS (continued): All directors and principal officers must be listed. An individual may be designated as both a director and an officer. --- !!!!!!!!! - - - " - Mark appropriate box unless area below is blank: If the block to the left is blank or contains incorrect data, please mark appropriate box o Information is correct 0 Information is incorrect o Delete information and enter information below: o Correction 0 Addition 0 Replacement OFFICER rn DIRECTOR rn OFFICER D DIRECTOR D NAME: DAVID B TRINKLE NAME: TITLE: VICE PRESIDENT TITLE: ADDRESS: 2855 S JEFFERSON ST AODRESS: CITY/ST/ZIP: ROANOKE, VA 24014 CITY /ST/ZI P: Mark appropriate box unless area below is blank: If the block to the left is blank or contains incorrect data, please mark appropriate box o Information is correct 0 Information is incorrect o Delete information and enter information below: o Correction 0 Addition 0 Replacement OFFICER [}g DIRECTOR D OFFICER D DIRECTOR D NAME: ANN H SHAWVER NAME: TITLE: TREASURER TITLE: ADDRESS: 4917 NORTHWOOD DRIVE NW ADDRESS: CITY/ST/ZIP: ROANOKE, VA 24017 CITY/ST/ZIP: Mark appropriate box unless area below is blank: If the block to the left is blank or contains incorrect data, please mark appropriate box o Information is correct 0 Information is incorrect o Delete information and enter information below: o Correction 0 Addition 0 Replacement OFFICER [Z DIRECTOR D OFFICER D 01 RECTOR D NAME: . STEPHANIE M MOON NAME: TITLE: SECRETARY TITLE: ADDRESS: 4501 OAKLAND BLVD NE ADDRESS: CITY/ST/ZIP: ROANOKE, VA 24012 CITY/ST/ZIP: Mark appropriate box unless area below is blank: If the block to the left is blank or contains incorrect data, please mark appropriate box o Information is correct 0 Information is incorrect o Delete information and enter information below: o Correction 0 Additfon 0 Replacement OFFICER 0 DIRECTOR Qg .' OFFICER 0 DIRECTOR 0 NAME: JOHN BINGHAM NAME: TITLE: DIRECTOR TITLE: ADDRESS: 2725 WHITE PELICAN LANE ADDRESS: CITY IST/ZI P: ROANOKE, VA 24018 CITY/ST/ZIP: --- - ..= !!!!!!!!! AFOOZW Rev 3 3/11 + 0331427 000012272 09SCC1 ANNUAL REPORT INSTRUCTIONS '~ The annual report can be prepared and filed online atsccefile.scc.virQinia.aov.. The following instructions relate to the preparation of an annual report that is to be submitted on paper for filing. The annual report must be completed in black print or type, and be legible and reproducible. THE PRE-PRINTED INFORMATION SET FORTH IN SECTIONS 1 THROUGH 5 CANNOT BE CHANGED ON THE COMMISSION'S RECORDS BY FILING AN ANNUAL REPORT. Changes to information in these sections require a separate filing. To change information listed in sections 2 and 3, the corporation will need to file a Statement of Change, which can be accomplished online at sccefile.scc.virainia.aov. To obtain a paper version of the Statement of Change on pre-printed form SCC635/834, visit our website at scc.virainia.aov/clk/ElectronicFormReauest.aspx or contact the Clerk's Office. To obtain appropriate forms and instructions to change information listed in sections 1,4 or 5, visit our website at scc.virainia.aov/clk/formfee.aspx or contact the Clerk's Office. The principal office address of the corporation as of the date.the report is signed must be set forth in section 6. The information set forth in the left-hand box reflects the address currently on file with the Commission. If this box is blank or contains incorrect information, set forth the current principal office address in the right-hand box. ___ All directors and principal officers (e.g., president, vice president, treasurer, secretary, etc.) of the corporation as of - the date the report is signed must be listed in section 7. The information set forth in the left-hand box reflects the = information currently on file with the Commission. The right-hand boxes are to be used to update the displayed information and to add information for new directors and officers. --- - Almost all corporations are required to have at least one director and one officer. An individual who is serving as an officer and director should have both the officer and director boxes marked next to his or her name. Ifthe.corporation is not required to have any directors or officers as a matter of law, and none have been elected or appointed, write "No Directors," "No Officers" or "No Directors or Officers" in a right-hand box. --- - !!!!!!!!!!!! If needed, .the annual report may include additional pages to accommodate the listing of all directors and principal officers. Do not staple the pages of the annual report together. Note: All directors and officers listed on the annual report will be "of record" when the annual report is filed, but our computer database will only reflect information for the first five individuals who are listed unless the annual report is filed online. The annual report must be signed by an officer or a director who is listed in the report, and the printed name and title of the person signing must be set forth next to the signature, as well as the date on which the report is signed. Virginia law requires the Commission to return for correction or explanation an annual report that is incomplete or inaccurate. If the corporation has not filed an acceptable annual report by the due date, it will not be in good standing in Virginia. If the corporation fails to file an acceptable annual report on or before the last day of the fourth month following the due date, the corporation's existence or certificate of authority to transact business in Virginia, as the case may be, will be automatically terminated or revoked as of said date. Clerk's Office Telephone Numbers: (804) 371-9733 or toll-free in Virginia at 1-866~722-2551. Mailing Address: State Corporation Commission Clerk's Office PO Box 1197 Richmond, VA 23218-1197 Courier Delivery Address: State Corporation Commission Clerk's Office, First Floor 1300 E. Main St. Richmond, VA 23219 PRIVACY ADVISORY: Information such as social security number, date of birth, maiden name, or financial institution account numbers is NOT required to be included in business entity documents filed with the Office of the Clerk of the Commission. Any information provided on these documents is subject to public viewing. AF06Bl Rev 1 2111 + 0331427 000012272 09SCC1 ANNUAL REPORT INSTRUCTIONS ~ The annual report can be prepared and filed online at sccefile.scc.virainia.aov., The following instructions relate to the preparation of an annual report that is to be submitted on paper for filing. The annual report must be completed in black print or type, and be legible and reproducible. THE PRE-PRINTED INFORMATION SET FORTH IN SECTIONS 1 THROUGH 5 CANNOT BE CHANGED ON THE COMMISSION'S RECORDS BY FILING AN ANNUAL REPORT. Changes to information in these sections require a separate filing. To change information listed in sections 2 and 3, the corporation will need to file a Statement of Change, which can be accomplished online at sccefile.scc.virqinia.aov. To obtain a paper version of the Statement of Change on pre-printed form SCC635/834, visit our website at scc.virginia.Qov/clk/ElectronicFormReauest.aspx or contact the Clerk's Office. To obtain appropriate forms and instructions to change information listed in sections 1,4 or 5, visit our website at scc.virainia.aov/clk/formfee.aspx or contact the Clerk's Office. The principal office address of the corporation as of the datethe report is signed must be set forth in section 6. The information set forth in the left-hand box reflects the address currently on file with the Commission. If this box is blank or contains incorrect information, set forth the current principal office address in the right-hand box. ;;;;;;;;;;;;; All directors and principal officers (e.g., president, vice president, treasurer, secretary, etc.) of the corporation as of the date the report is signed must be listed in section 7. The information set forth in the left-hand box reflects the - information currently on file with the Commission. The right-hand boxes are to be used to update the displayed information and to add information for new directors and officers. ;;;;;;;;;;;;; ;;;;;;;;;;;;; - Almost all corporations are required to have at least one director and one officer. An individual who is serving as an officer and director should have both the officer and director boxes marked next to his or her name. If thecorpofation is not required to have any directors or officers as a matter of law, and none have been elected or appointed, write "No Directors," "No Officers" or "No Directors or Officers" in a right-hand box. If needed, the annual report may include additional pages to accommodate the listing of all directors and principal officers. Do not staple the pages of the annual report together. Note: All directors and officers listed on the annual report will be "of record" when the annual report is filed, but our computer database will only reflect information for the first five individuals who are listed unless the annual report is filed online. The annual report must be signed by an officer or a director who is listed in the report, and the printed name and title of the person signing must be set forth next to the signature, as well as the date on which the report is signed. ;;;;;;;;;;;;; - !!!!!!!!!!!!! ;;;;;;;;;;;;; !!!!!!!!!!!! Virginia law requires the Commission to return for correction or explanation an annual report that is incomplete or inaccurate. If the corporation has not filed an acceptable annual report by the due date, it will not be in good standing in Virginia. If the corporation fails to file an acceptable annual report on or before the last day of the fourth month following the due date, the corporation's existence or certificate of authority to transact business in Virginia, as the case may be, will be automatically terminated or revoked as of said date. Clerk's Office Telephone Numbers: (804) 371-9733 or toll-free in Virginia at 1-866-722-2551. Mailing Address: State Corporation Commission Clerk's Office PO Box 1197 Richmond, VA 23218-1197 Courier Delivery Address: State Corporation Commission Clerk's Office, First Floor 1300 E. Main St. Richmond, VA 23219 PRIVACY ADVISORY: Information such as social security number, date of birth, maiden name, or financial institution account numbers is NOT required to be included in business entity documents filed with the Office of the Clerk of the Commission. Any information provided on these documents is subject to public viewing. AF06Bl Rev 1 2/11 + 0331427 000012272 09SCC1 VALLEY METRO GREATER ROANOKE TRANSIT COMPANY I SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY, INC. 7861 VENDOR 10 SCCOOO1 NAME PAYMENT NUMBER State Corporation Comm ssion 000049405 OURIV. CHER NUMBER YOUR VOUCHER NUMBER $100.00 $100.00 $0.00 $0.00 $100.00 COMMENT ..,-. .--.- ....-IV .786.1 .. . . . ,... VALLEY METRO GREATERROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY, INC. P.o'. BOX 13247 ROANOKE, VA 24032 .. ... . 540;982-0305 ,et!L"~.:o 1517", S-5 '. HOMETOWN BANK... .' ROANOKE, VA 24011 68-932-514 DATE 6/7/2011 AMOUNT . $100.00 " c . .r:: o o .!! ~ Cl , ~ 5 1; ,',;-: i '5 " m .C/J PAY One Hundred DoLLars and 00 .Cents TO THE State Corporation Commission ORDER OF VO!D AFTER 90 DAYS ~.'...':"....~.....'......' ....~............ , " . .A_ . . ~. , . . . AUTHORIZED SIGNATURE &. 1110078 b j.1I1 1:05 j.l.0 11:1 201: j. j.0 j.000 2 j. 2 j.1I1 VALLEY METRO GREATER ROANOKE TRANSIT COMPANY I SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY, INC. 7861 OUR VOUCHER NUMBER YOUR VOUCHER NUMBER VENDOR 10 ,SCC0001 NAME PAYMENT NUMBER State Corporation Commi sion 000049405 $100.00 $100.00 $0.00 $0.00 $100.00 COMMENT 1726 . COMMONWEALTH OF VIRGINIA - STATE CORPORATION COMMISSION CORPORATION - ANNUAL REGISTRATION FEE ASSESSMENT NOTICE 2011 On May 1, 2011, the State Corporation Commission assessed against the corporation identified below an annual registration fee pursuant to 9 13.1-775.1 or 9 13.1-936.1 of the Code of Virginia. Payment of the annual registration fee must be received by the Commission on or before July 31, 2011 (the "due date") to avoid imposition of a late payment penalty of 10% of the annual registration fee or $10.00, whichever is greater. Note: If the due date falls on a weekend or scheduled holiday, your payment, if delivered by mail or in person, will need to be received in time for it to be processed on or before the last business day that precedes the due date. Postmarks cannot be considered and extensions of time cannot be granted. CORP NAME: GREATER ROANOKE TRANSIT COMPANY SCC 10 NO.: - - ;;;;;;;;;;;;;; ;;;;;;;;;;;;;; - -t c;> This annual registration fee may be paid online at sccefile.scc.virginia.gov. If the corporation has not paid all annual registration fees and/or penalties assessed in any previous year, those amounts are included in the total amount due. If less than the total amount due is tendered, the amount paid will be applied against the fees and penalties that have remained unpaid for the longest period of time, as directed by ~s 13.1-615 and 13.1- 815 of the Code of Virginia. Failure to submit payment for the total amount due could result in underpayment of the assessment for the current year, imposition of the statutory penalty and, ultimately, termination of the corporation's existence or revocation of its certificate of authority, - ;;;;;;;;;;;;;; === 0153745-5 + 0331427 000012272 09SCC1 0122462 GREATER ROANOKE TRANSIT COMPANY WilLIAM M HACKWORTH 464 MUNICIPAL BUILDING 215 CHURCH AVE SW ROANOKE, VA 24011 11.1.111'111111111111'1111111.11 If this year's annual registration fee is not paid in full on or before the last day of the fourth month following its due .date, the corporation's existence or certificate of authority to transact business in Virginia, as the case may be, will be automatically terminated or revoked as of that day. See SS 13.1-752 and 13.1-914 of the Code for Virginia stock and nonstock corporations, and SS 13.1-768 and 13.1-930 of the Code for foreign stock and nonstock corporations. XI0438-00A . -. --- Detach Payment Coupon Along This Perforation COMMONWEALTH OF VIRGINIA - STATE CORPORATION COMMISSION CORPORATION - ANNUAL REGISTRATION FEE ASSESSMENT NOTICE SCC 10 NO.: 0153745-5 CORPORATION'S NAME: 2011 To avoid imposition of a penalty, payment in full must be received on or before July 31,2011. See information above if the due date is on a weekend or holiday. GREATER ROANOKE TRANSIT COMPANY IF PAYING BY CHECK, RETURN THIS PAYMENT COUPON WITH YOUR CHECK AND INCLUDE THE CORPORATION'S SCC ID NO. ON YOUR CHECK. DO NOT INCLUDE ANY OTHER DOCUMENTS OR CORRESPONDENCE VVITH YOUR PAYMENT AND THIS PAYMENT COUPON. 2041040153745511000100005 REGISTRATION FEE $ 100.00 PRIOR YEARS BALANCE $ 0.00 PENALTY $ TOTAL AMOUNT DUE $ 100.00 Pay online at sccefile.scc.virginia.gov or send a check (made payable to: Treasurer of Virginia) with this coupon to: STATE CORPORATION COMMISSION CLERK'S OFFICE P.O. BOX 7607 MERRIFIELD, VA 22116-7607 (804) 371-9733 OR TOll-FREE IN VIRGINIA 1-866-722-2551 REGISTRATION FEE $ 100.00 PRIOR YEARS BALANCE $ 0.00 PENALTY $ TOTAL AMOUNT DUE $ 100.00 ~ r' ~'V GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 15, 2011 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that the regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, September 19, 2011, at 1 :00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, Stephanie M. Moon Secretary .~~ pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DATA\CKSM1\GRTC.11\September 19, 2011 Meeting Notice.doc ~ GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS SEPTEMBER 19, 2011 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1 . Call to Order. 2. Roll Call. 3. Approval of Minutes: Regular meeting held on July 18, 2011. Dispensed with the reading thereof and approved as written. 4. Reports of Officers: a. General Manager: (1) Management Update: . The Smart Way Connector . Campbell Court Transfer Center . RADAR . Bargaining Unit Contract Received and filed. (2) June 2011 Financial Report Received and filed. (3) Presentations with regard to Ridership Trends and Service Analysis and Cost Efficiency Study. Received and filed. 5. Other Business: , a. Consideration of an appointment of a Director to replace Nicole Hall for a term ending June 30,2012. Curtis Mills was appointed as Director for a term ending June 30, 2012. Ms. Silverine James appeared before the Council and inquired about the status of the bus shelter to be located at Wal-Mart Valley View Mall. Report to be provided at the November 21, 2011 Board meeting. President Bowers suggested that staff consider providing bus transportation to the Roanoke Centre for Industry and Technology. 6. Adjournment. 1 :36 P.M. L:\CLERK\DATA\CKSM1\GRTC.11\September 19, 2011 Mayor's Agenda.doc ..0.:--4 tf,Q,. L , ~ '''''''' Greater Roanoke Transit Company Management Update September 19, 2011 The Smart Way Connector Between its inaugural trip on July 19th, through the week of September 5th the Connector served 1,914 passengers, averaging 35 passengers per day: more than twice the level projected prior to the service beginning. The weeks of August 1st and August 8th were the most productive with 319 and 311 passengers, respectively. Attached for your review is a more detailed account of the Connector's ridership for the first eight (8) weeks of service. Campbell Court Transfer Center The Better Business Bureau of Western Virginia (BBB) advised the Greater Roanoke Transit Company's (GRTC) General Manager that effective September 30, 2011 BBB will terminate its lease. The GRTC staff worked with the BBB to facilitate the renewal of the lease, but the BBB maintained its decision to terminate the lease. The GRTC staff is working with the City's Economic Development Department to market Campbell Court to prospective tenants looking for office space in downtown Roanoke. RADAR GRTC and RADAR have come to an agreement on a twelve month extension for the current contract, from July 1, 2011 through June 30,2012; the agreement includes a per trip rate increase of $1.25 (7%), in six month increments of $0.62 per trip the first six months, from $17.75 to $18.37; $0.63 the second six months, from $18.37 to $19.00. GRTC initiated negotiations proposing no increase in the rate per trip; RADAR's counter proposed a $1.85 (10.4%) per trip increase. Barqaininq Unit Contract The three year contract between the Southwestern Virginia Transit Management Company and the Amalgamated Transit Union, Local 1493, is scheduled to expire on September 30,2011. In accordance with the contract, the Union, through its President and Business Agent, provided notice of its desire to modify or change the contract. It is anticipated that an initial meeting with Union representatives will be held next month (October). At this point, management has not been informed of any specific contract modifications that the Union plans to request. Over the past several months, GRTC's General Manager has proactively talked to the Union Shop Stewards about the budget and financial constraints facing the GRTC. ~~ed' Carl L. Palmer General Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Legal Counsel Municipal Auditor Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com ~~-4 , .. (,I) - to +I ~ > ::i2 cu ~ Q. ... .- q- .r:. "- (,I) cu "-.a ~ E .- cu 0:+1 "- Q. o cu 1JV) cu ccn c '"'" 8~ >~ to ~ +I "- to E V) '"'" '"'" o N o LI'l f'/'l 2:-LI'l 'n; f'/'l Cl cL 1lO III III ... ... C1I C1I 6~ . ~ ..... f'/'l o o f'/'l o LI'l N o o N o LI'l ..... o o ..... o LI'l SJap!lJ ~o JaqwnN .s::. .. LI'l .. a. C1I VI .s::. .. ~ N 1lO :::l <( "'0 C N N 1lO :::l <( .s::. .. LI'l ..... 1lO :::l <( .s::. .. 00 1lO :::l <( .. III ..... 1lO :::l <( .s::. .. LI'l N :::l ..... .s::. .. ~ ..... :::l ..... 0 '0 oX CII CII 3: \ '. .J_._~~ ~ 4. (j. ~, " ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia September 19, 2011 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of June 2011 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for June 2011. Operating income for June of FY 11 is $74,561 or 3.3% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $99,159 or 5.2% compared to June 2010. This increase was offset by decreases in advertising income and non-transportation revenues of $24,597 or 7.5%. GRTC's revenue of $2,305,930 is $2,239 or .1% above the budgeted income of $2,303,691 for FY 2011. The operating expense for GRTC of $8,232,148 in June 2011 includes expenses for its sub-recipients, Commonwealth Coach & Trolley Museum, National Historical Railway Society, andO. Winston Link Museum, in the amount of $143,241. GRTC's expenses in the amount of $8,088,907 represent an increase of $517,394 or 6.8% compared to June 2010. GRTC's expenses of $8,088,907 are $266,406 or 3.4% above the budgeted expense of $7,822,501 for FY 2011. Both positive and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $5,476,918 through June 2011 include subsidies for its sub-recipients in the amount of $143,241. GRTC's subsidies of $5,333,677 have increased $81,099 or 1.5% compared to June 2010. GRTC's subsidies of $5,333,677 are $185,133 less than the budgeted subsidies of $5,518,810 for FY 2011. The deficit of $449,300 has increased $361,734 compared to the' prior year. This deficit is primarily due to an increase of $266,406 in expenses than anticipated and a shortfall of $185,133 in subsidies. I Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com . -~'" , , David A. Bowers, President and Members ofthe Board of Directors GRTC Financials September 19, 2011 Page 2 Operatinf! Income Operating income for June of FY 11 is $74,561 or 3.3% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $99,159 or 5.2% compared to June 2010. This increase was offset by decreases in advertising income and non-transportation revenues of $24,597 or 7.5%. Commentaries on significant variances are shown below. Operatinf! Revenues including bus fares and sales of passes increased $99,159 or 5.2% compared to June 2010. This increase is largely driven by four factors: . The increase in the Smartway fare of $1 per trip effective January 1, 2010. Smartway fares and pass sales have increased $43,768 or 21.8% compared to June 2010; . Student fares in the amount of $21,853; . An increase in cash fares on GRTC's fixed routes of $39,131; and . The addition of income from Virginia Western Community College for its faculty and students of $66,585. The increases are partially offset by a decrease in GRTC's basic monthly pass sales of $48,701. Advertisinf! Revenue for advertising on GRTC buses has decreased $8,361 or 8% compared to June 2010. Purchases for advertising on the buses have declined due to current economic conditions. Non-Transportation Revenues including rental income, investment income, and parking revenue decreased $16,236 or 7.3%. This decrease is primarily due to a reduction in Campbell Court rental income in the amount of $13,908 and a reduction in Campbell Court parking revenue in the amount of $7,061. GRTC has two (2) fewer tenants in FY 2011 than it had in the previous fiscal year. Operatinf! Expenses GRTC's expenses in the amount of $8,088,907 represent an increase of $517,394 or 1.5% compared to June 2010. Expense variances are discussed in the following sections. Frinf!e Benefits have increased $195,025 or 13.6% compared to June 2010. This increase is primarily due to an increase in health insurance coverage in the amount of $166,990. Health insurance expenses .(-.. ..., , David A. Bowers, President and Members of the Board of Directors GRTC Financials September 19, 2011 Page 3 of $825,800 for FY 11 are $90,570 higher than the anticipated budget for health insurance to date. Materials and Supplies have increased $281,916 or 21.8% compared to the prior year primarily due to . an increase in fuel costs of $275,359. Purchased Transportation has increased $6,695 compared to June FY 10 and is $39,690 over budget for FY 11. This increase is primarily due to an increase in the number of JARC rides in FY 11 compared to the previous year. Subsidies GRTC's subsidies of $5,333,677 have increased $65,640 or 1.5% compared to June 2010. This increase is partially due to increases in the City of Roanoke subsidy for $70,909 or 5.8%. The State subsidy for FY 2011 is $1,142,458. This is $127,092 or 10% below the anticipated subsidy of $1,269,550 for FY 11. No action by the Board is needed on this matter. RZ':Jled. Carl L. Palmer General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor ~ o u ~ " 25 E- ~ ~ o '" g c: ~ ., .,ex:: g is s [1 ~ 'i ~~ S ex:: 00 Q. 00.5 ~ .5.~ .... e!lif7 ., > c: 8'~~ ~ .s 03 ;8 fg en ~ ~ ~ ~ o i .1 ~ CI'} ~ 08.- ~ Q. Q.~ '" go ~:a~ .QiE Cf.) tI)! VJ ~ ~ ~ ~ 8 E- 8'sa ::c: ., '" '" 8 13 !6-ff '~13:<ai'j=gj::::., i3 ~.<: E:E e::..c:: 8 ~ ..0 ~ c:. ..... - ::s (,) C/)'..c jJ3~~~..s~~J5 ~ '" a:i ~ 03 ;8 '" .3 '0 ;Z; tJ ~~~ "'aQ,li3 U1a"O 0_" .....len... '" ., i! '" .g en ~ ,...... '" g ., ~ .s ~ 4 ' GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 6/30/2011 6/30/2010 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 443,166.57 $ 339,251.61 31% ACCOUNTS RECEIVABLE $ 824,159.75 $ 1,314,983.89 -37% INVENTORY $ 456,732.90 $ 404,078.35 13% FIXED ASSETS FIXED ASSETS $ 29,453,942.94 $ 29,269,515.40 1% ACCUMULATED DEPRECIATION $ (15,404,159.80) $ (14,037,037.19) 10% NET FIXED ASSETS $ 14,049,783.14 $ 15,232,478.21 -8% PREPAYMENTS $ 55,492.84 $ 31,583.44 76% TOTAL ASSETS $ 15,829,335.20 $ 17,322,375.50 -9% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 378,332.28 $ 288,618.67 31% PAYROLL LIABILITIES $ 232,664.29 $ 293,189.82 -21% OTHER LIABILITIES $ 144,674.54 $ 82,236.12 76% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,355,149.10 $. 5,571,840.80 -4% DEPRECIATION EXPENSE $ (1,965,736.61) $ (1,896,223.55) 4% RETAINED EARNINGS $ 11,303,176.79 $ 10,722,176.91 5% CAPITAL CONTRIBUTIONS $ 830,370.00 $ 2,348,098.00 -65% NET INCOME (LOSS) $ (449,300.19) $ (87,566.27) 413% TOTAL CAPITAL $ 15,073,664.09 $ 16,658,330.89 -10% TOTAL LIABILITIES & CAPITAL $ 15,829,335.20 $ 17,322,375.50 -9% .~ GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 23, 2011 Curtis E. Mills Greater Roanoke Transit Company 2125 Yellow Mountain Road, Apt. 110 Roanoke, Virginia 24014 Dear Mr. Mills: At a regula'r meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, September 19, 2011, you were appointed as a member of the Greater Roanoke Transit Company Board of Directors to fill the vacancy of Nicole Hall for a term ending June 30, 2012. Enclosed vou. will find a Certificate of your appointment and an Oath or Affirmation of Office which must be administered bv a Clerk of the Circuit Court of the City of Roanoke. located on the third floor of the Roanoke City Courts Facilitv. 315 Church Avenue. S. w. Please return one copy' of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virg,inia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each member is required "to read and become familiar with provisions of the Act." Sincerely, Jonathan E. C aft Assistant Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice~President of Operations Gary Tegenkamp, Assistant City Attorney ) '~ COMMONWEALTH OFVIRGINIA ) ) ) To-wit: CITY OF ROANOKE I, Jonathan E. Craft, Assistant Secretary, and as such Assistant Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors which was held on the nineteenth day of September 2011, Curtis E. Mills was appointed as a member of the Greater Roanoke Transit Company Board of Directors to , fill the vacancy of Nicole Hall for a term of office ending June 30, 2012. Given under my hand and the Seal of the Greater Roanoke Transit Company this r twenty-third day of Septmenber 2011. . '. .\ , , ' A,sSi,s~ant~!~dretary " , C' , , .(). Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Curtis E. Mills, do solemnly swear that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and . that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Greater Roanoke Transit Company Board of Directors to fill the vacancy of Nicole Hall for a term of office ending June 30, 2012, according to the best of my ability. So help me God. The foregoing oath of office was taken, sworn to, and subscribed before me by Curtis E. Mills thi",..3~j~ay of .M 2011 . Brenda S. Hamilton, Clerk of the Circu~~ By ~c.fc ,Clerk ,~. GREATER ROANOKE T.RANSIT COMPANY BOARD OF DIRECTORS November 17, 2011 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that the regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, November 21, 2011, at 1 :00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, -A~'vY). n1Dw Stephanie M. Moon . C Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 "':-. K:\GRTC.11\November 21,2011 Meeting Notice.doc ~, GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS NOVEMBER 21, 2011 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1 . Call to Order. 2. Roll Call. 3. Approval of Minutes: Regular meeting held on September 19, 2011. Dispensed with thereof and approved as written. 4. Reports of Officers: a. General Manager: 1. Management Update: · The Smart Way and Connector · Campbell Court · RADAR · Bargaining Unit Contract Negotiations · Shelter Project · Grants · Efficiency and Cost Reduction Measures Received and filed. 2. Financials for July through September, 2011 Received and filed. 3. KPMG Financial Statements Audit for Fiscal 2010 and 2011. Received and filed. 5. Other Business: NONE. 6. Adjournment. 1 :29 P.M. L:\CLERK\DATA\CKSM1\GRTC.11\November 21, 2011 Agenda.doc .I(: a,A ~ ~ Greater Roanoke Transit Company Management Update , November 21,2011 The Smart Way Connector Smart Way Connector ridership continues to exceed the initial projection. An average of 35 passengers is served each day. .A second informal Connector customer satisfaction survey was conducted October 20tt\ through the 26th. Approximately 80% of the respondents rated the Connector service as "Good" (highest rating) across 7 service quality categories. . . RADAR Staff is in the process of drafting a request for proposals (RFP) document for soliciting proposals from paratransit operators to provide contract services for GRTC's STAR (Specialized Transit Arranged Rides) Complimentary Paratransit Service. Staff expects to release the RFP in January 2012. Barqaininq Unit Contract Neaotiations The Southwestern Virginia Transit Management Company (SVTMC) and the Amalgamated Transit Union (ATU), Local 1493, met on October 25th and 26th. Proposals were exchanged and discussed, with no firm agreements reached. Meetings to resume negotiations have been scheduled for November 29th and 30th. Shelter Proiect The construction of the shelters located at Belk's/Sears in the Valley View Mall and at the Connector boarding location at the Civic Center is complete. Staff met with the General Manager for Valley View Mall to discUss the challenge of there being multiple owners of the pending bus stop shelter site at Wal Mart. I. Contact information was provided for two of the three owners, Wal Mart and Sears, (the Mall is the third owner). GRTC was cautioned that such an undertaking involving four owners (GRTC being the fourth) could get very complex and time consuming trying to satisfy all interests, including GRTC's. Given the word of caution and as an alternative to the current bus stop site, staff will concurrently pursue relocating the stop off mall property, but adjacent to Wal Mart, Grants On December 5, 2011, Virginia's Depart of Rail and Public Transportation (DRPT) will conduct a compliance audit of GRTC's state grant management procedures. In August 2011, DRPT asked that each grant recipient agree to an amendment to the Master Aqreement for Use of Commonwealth Transportation Funds; if requested by DRPT, the Amendment provides for the appointment of a DRPT representative to the governing boards of transit systems. With assistance from its General Counsel, GRTC agreedto the amendment on the condition that if such a request were made, the appointment would be subject to the amendment of the By Laws of the GRTC Board of Directors. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com "-. , Efficiency and Cost Reduction Measures At its September 19, 2011 meeting, the Board was advised of staff's plans to conduct an efficiency study aimed at reducing GRTC's operating cost and enhancing its operating efficiency. To date, staff has initiated a water and fuel conservation campaign as two cost reduction measures that are expected to result in an estimated annualized savings of $39,551. Staff will continue to refine calculations for these measures as well as explore additional measures in the areas of maintenance parts inventory, and additional fuel conservation measures. Staff will also continue to evaluate current bus routing and potential routing efficiencies. Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Legal Counsel Municipal Auditor ,,- ~. 'I ta, ct. , ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia November 21, 2011 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the months of July - September 2011 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the months of July - September 2011. Operating income through September of FY 2012 is $27,114 or 4.6% above last year as presented in the accompanying financial statement. This increase is primarily due to increases in operating revenue and advertising revenue. Operating revenue increased $18,467 or 3.6% and advertising revenue increased $12,417 or 54% compared to September 2010. The increases were offset by a decrease in non- transportation revenues for $3,770. GRTC's revenue of $613,287 is $33,241 or 1.4% above the budgeted income of $580,045 for the three months reported. The operating expenses for GRTC of $2,148,279 are $247,203 or 13% above expenses in September 2010. The expenses through September 2011 are $41,643 or .5% under the budgeted expenses of $$2,189,922 The subsidies for GRTC of $1,584,482 are $286,547 or 22.1% above September 2010. This increase is primarily due to increases in subsidies from the City of Roanoke, Federal Transit Administration (FTA) and Department of Rail and Public Transportation (DRPT) for $276,956 compared to September 2010. GRTC's net income is $49,490 for this reporting period. The income is due to the increase of $33,241 in revenue income and the decrease of $41,643 in expenses compared to budget. This was offset by a decrease in subsidies of $25,395 compared to budget. Both positive and negative variance is discussed in the operating~ncome and expense sections of this report. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com ,~ David A. Bowers, President and Members ofthe Board of Directors GRTC Financials November 21, 2011 Page 2 Operatin~ Income Operating income variances are as follows: . Fares collected on Valley Metro's fixed routes have increased $12,777 or 4.7%; . Fares collected on Smart Way routes have increased $8,085; . S.T.A.R. monthly pass sales have increased $4,128; . Smart Way Connector fares through September are $7,145 or 48% of the budgeted income; . Monthly pass sales for Valley Metro's fixed routes have increased $6,096; . Monthly pass sales for Smart Way routes have increased $3,360; . Student fares have decreased $3,479; . Advertising has increased $12,417; and . Rental income has decreased $3,589. Operatin~ Expenses Operating expense variances are as follows: . labor has increased $20,025 compared to the prior year. This increase is $50,257 below budget for the period ending September 2011; · Fringe benefits (payroll taxes, health, dental, etc.) increased $8,399 compared to September 2010. This increase is $40,331 below budget primarily due to the timing in the use of paid days off; . Services (security, inspections, drug & alcohol testing, etc) have increased $18,732 over last year. This increase is $8,741 below budget; . Materials and supplies (fuel, parts consumed, tires, office supplies, etc.) have increased $175,003 compared to the prior year. The increase is primarily due to the increase in the cost of fuel for $75,852. This line item is over the projected budget by $67,538; · Utilities have decreased $1,902 compared to September 2010; . Purchased Transportation (S.T.A.R.) has increased $34,209 compared to the prior year. The increase is primarily due to an increase in the cost per trip of $.63. The expense for Job Access and Reverse Commute (JARC) rides has increased $20,108 compared to last year. This increase is 34% above the projection for JARC expenses; · Miscellaneous expenses (dues & subscriptions, travel, postage, etc.) are $4,270 higher than last year. This increase is primarily due to increased expenses related to advertising for the Smart Way Connector service. No action by the Board is needed on this matter. 71L Carll. Palmer General Manager ;-' David A. Bowers, President and Members of the Board of Directors GRTC Financials November 21, 2011 Page 3 Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secreta ry General Counsel Municipal Auditor , I u ...... ~~-;:; ~~ iS~. ~~!3M o9sli u.....cnoC t::3"'B Vl~5& g t:: ~Vl Vl ~.~ z-o:" s:l5~~ o~::o'" ~;:;~j ~@~~ ~~.~~ ~~!~ OE-< !5 ~ "" 15 is Vl N ......E-< >-15 ""0 5::J ~rr. E-< ~15<l >-@b ""rr.E-< '" 'Ski 8~0 ~.so !a &N ~Vl '" ~ ki OoC_ 6S- .,..So !a Q.. N o 0 >-Vl Ii ~~ Bo Q..N '" Vl j;: _0 Q..N '" Vl ~ l ;a .J:I U "0 ~ '$. ;fl.;f. '*- 00""'" N ("f') 'V\O- ~ \d""':M \Q NMN N 000 0 000 c: Mr---:,....; - ~~~ ~ N"'-"'l.f) 0'" 0-0 N O-N M N N. ..-; '$.?ft.'*- ...... -<t '0 '00 M M~r-...: on onoo onOon tricir-...: .... 00- 0'1 0'1 N -"'("4"- -Non on .... -<tonon --<t- Nr-:r-: -<t0l-<t -<tM-<t O"'V)"'r--- MM-<t on .... ,-..,-.. *'~'* -'000 -<tMon ""';\00-; C'-' MOO 00 0 0 OOM '0 ...... 00 00l-<t 0\ 00. -<t ~ - ..-; on on 0 on .... '0 r-:t"'iv) on-<tOl MMO \/3' 00'" ~ .... ...... ;;; ~ U ~ ~ ,.... ~ '" g is ~ ",c.:: '" 8 ::: 8 ",.g ~~{;! ~ci:: 0 '" ~.Efi ~ .S.;a.... ..s lHi,,;, 8-~ ~ ~ ~ M '0 '<i on o M ~ ..a 00 on -<t .... ..0 00 N ~. '0 ,-.. ~ 00 c: - - '-' M 00 M on -<t N. '" N o 0'1 ..0 0'1 .... ..... ~ ';f:.~'#.;t~";ft.*''$. ;f. Olrll.t"'l\O\C)O\\O\O N -.::t\OMt"-OO\Or-OO l.f) ('I")N<'""ioOoOo\oO-.:i ~ <"'lNe"'l("'4--t'.lM N 00000000 0 00000000 0 ~oOV)oOoo\viv) 0\ ooO~OO'\O\("f')- 00 -OOMOOClt-<o::t \0 0'" t--"' """'"'lrl"' M 0\"' 0'" N 0\'" &r:l_MO\O\lf"'lOO("f') l.f) _t-l.f)r-N~r- t- Mr........'" ......." 00'" ,-..,-.. ;!.'$.,*,*,';/.'#.,*tfe. O\-O\t-MOt-\O t-C"4t-C"lMMO\t- NNr-...:-:M""';r'ci -l.f)"-"C-\O l.f)Ot-C'f1-M-C"'l Ol.f)r-O\_OOr-\O tri,....;r-...:,....;..ooo:iooO \C('.lOO\O\OO\t(')N ("'4l.f)NM-OMO r----'" 0"' an .......'" t-'" (,,;f' 0'" r- -OOO-.::tl.f)Oo\ r-M-("f') -- O("f')I.f":It'--OON-\O \OOOOO--MMO ooo;vi'<ioo;o; O\N_\O\O\OanO'\ No\OMC"4l.f)t.r'lN t-" 00 <o::t" \.13' tri 0'" ~'" ...... MooN-I.I')O'\(".1- t-('I')-t.n N ,-.. ,-.. '**''ifl.*'*'*'*''*- Or-("f')ON-"'d"O"I O\O_l.f)l.f)l.I)\.cOO \OcioO~trir-:o\c-ri '-' 'o::t '-' 'o::t o \0 an N_r:-t---\O OOCOo\NONl.I')l.f) o~\OooOr-:cioci MNt-\O(',lOOl.f)- \Or---O\("f')'oe::t'l""""l('1jV on ('1jn ('1jn 'I""""ln r-" ('1jn O\n V N("f'j("f'j'l""""l-('f")\.C) N- - I.() V O('l")\O lnOOO \.C)-"I::tOr--NO orr)oOr"io\O.no\ r-("'f")('1j'l""""l0\0\("'f")l- oooor-c\("I")\oo"l::t ('f")n C"f \On 0" 00" on I.,{) N ("'f")("f')("f')\O-Mr- N- - Vl ~ Vl ~ ~ ~ o ; o ;:;R ~ o ~ N on ..0 .... O. ;:; ~. N M 0; .... N 00. ~ N. ~ 00 00 :2 ;:!i r-: .... o -<to '" '0 ...... -<t ..0 on ~. 0\ '0 ~ .~ ~ Z\j ~ ~& <:cl ~ Q..;< >..'!l - .'!l~~ fG S'l'l Vl ~~[j '" o~ <:cl U-08 5 :I:rr."'.a",8~;a ~ '" ':'~)h::..,g;a.J:I8 .3 .g.::: ~ ~ $ ~ ~.;a ~o - .-ufclS~::J.s~~ E-< ~ ~ ~~~ ~ 00 1-l.t')0 \0 ~ ~~:G ~ S 000 0 o 000 0 00 M""";-.::t 00 o \O("f')- 0 l.(') MMOO I.() 0\ I.,{) ari' r- 0\'" t'f') 0 r- I.() ('I') .... 0 -<t 0'1 -<t \0'" N'" -... N \0'" '-' ~ -<t .... ~ *-'#.~ --<to 0'1 0'1 M C'f"i......;tri MN- ,-.. .... -<t M o 0'1 :i :J. '-' 0'100 000 oOor' ~~;:!i .....;v...N .... 00 -<t MN '0 ,-.. 00 on N 0'1 0'1 -<to M on. - '-' 0000 00 000 0 0; r-:..o N 1-_00 00 o 0'1 -<t -<t ..... '0. 0 -<to 0'1 -<t -<t 00 ~Mr- ~'" ~ -<t o M N "#.~"#. ~~~ -.::t~-.::t MN- ,-.. ...... -<t M N '0. - o ~ '000 0'100 ""O.n~ .... 00 0 _.... 00 ("f')"'M"'1- NOlO - N ,-.. - on 0; ~ if, :::!- 00 0 0 -00 ar)00\ ....OM N '0- v)'" M r- \0 - M --N '" ~ ~ .'!l "';a '0 _~ ~ Cl ~ \::ICl-a Vl ';;l 0 Ii ';;l 05-0 ~ 3Vl~ 0- ~ o o o o o ~ 00 o ~ 0'1 o vi M 0'1 r-: 0'1 ~ 00 M <Xi '0 0'1 '0 - o on 0; 00 -<t 0'1 -<t ~ 00 "": - N ~ on on vi '0 0'1 N '0 .... i -<t on on 0; ~ M N ~ '<i ;:; ~ on .... '0 '<i on 00 N ,-.. '" '" g ~ ..s ~ Z ., GREATER ROANOKE TRANSIT COMPANY "'-" SUMMARY OF STATEMENT OF NET ASSETS 9/30/2011 9/30/2010 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 629,404.83 $ 843,892.38 -25% ACCOUNTS RECEIVABLE $ 1,072,013.86 $ 1,036,962.89 3% INVENTORY $ 445,302.60 $ 437,351.92 2% FIXED ASSETS FIXED ASSETS $ 29,474,343.83 $ 29,286,885.75 1% ACCUMULATED DEPRECIATION $ (15,879,721.69) $ (14,508,040.14) 9% NET FIXED ASSETS $ 13,594,622.14 $ 14,778,845.61 -8% PREPAYMENTS $ 87,224.62 $ 92,299.95 -5% TOTAL ASSETS $ 15,828,568.05 $ 17,189,352.75 -8% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 312,989.55 $ 311,895.26 0% PAYROLL LIABILITIES $ 211,553.96 $ 215,742.31 -2% OTHER LIABILITIES $ 637,784.84 $ 480,456.62 33% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,138,494.60 $ 5,355,149.10 -4% DEPRECIATION EXPENSE $ (475,561.89) $ (471,002.95) 1% RETAINED EARNINGS $ 9,935,164.49 $ 11,303,176.79 -12% CAPITAL CONTRIBUTIONS $ 18,648.00 $ 10,899.00 71% NET INCOME (LOSS) $ 49,489.50 $ (16,968.38) -392% TOTAL CAPITAL $ 14,666,239.70 $ 16,181,258.56 -9% TOTAL LIABILITIES & CAPITAL $ 15,828,568.05 $ 17,189,352.75 -8% , ...... :>< ~ ~ o u ~!Z - <( ~o ~~5~ Oc:;i1;;M u"'::Ci5~ t:~~~ Vl25~ gz E- ~ eo Vi r..Ll.S z-o-o ~:sS~ OE=:~.;:; ~::;~~ O~tX IX c:;i eo ~ ~~'~E;; ~~ ~~ IX~O& c:;iVl ~ g o Vl N -E- :><gj "'"0 t)::J ~o:l E- ~gj~ :><OE- ","::J~ o:l ., 1;; O~O 6 6h- ~=o 1a...::N ., :>< -S '" o 'tn_ .s Sac; lil~N ., :>< ~ "'0 61>- ::;0 ...::N ~::: ::;0 ...::N ~ '$. '$. '$. ~~t! ~ r---: ~...o r-: -N- ....... 000 0 000 ~ Mr----:-: 1:'0\_ 00 0"10'1("',1 ....... N""""'''V'l 0" 0-0 N O-N M Nn Nn ..... l a o ~ ';fl.';j!.?ft. '-0 00 0, -N.;- MN..o - 0, NOO I- 0 Irl "';:0"';: - I- M 0,01- Nn.;-n'-O --M M ..... 0, 0 Irl Irl I- Irl ~M""; 00 Irl Irl OOM .;-n r-: .;- IrlNM M ..... ~ ~"*"$. 0, N N 0, 0, I- r...:r---:r...: N~ 001- ooON oOv-ir...: MM'-O Irl.;-.;- ("t')"r-"'OO Irl _ ~ Non M -MM No\N _ 00';- on '-0 0 \13' 1:"'--" r- ~-- ..... ifl.,*,*,,*-cf!.'$.'i!.';fl. '* OO_~OOONN_ M O'IO\~OO\l')OON \0 v-)~...oo\~Mo\r...: ...0 -------('.1 00000000 0 00000000 0 O-;OOV)OOOa\V)~ 0\ OOOoo:::t'OO\O\M- 00 -OOMOOOt"--<o::t \0 0" ..-" ......."' \1')" ("1')'" 0-.... 0'" N 0\" l,f')-MO\O\l.()OO('f'l V') -t-l.()J:'"'-..C'l.'l:::tr--- r- ~_.... ......." 00" ~ M N ~ ~~ ~~'$.-;;',*-~'$.~ t-\OOoo:::t'-(".llrl("',1 Mr-oo::tV'lN-I""--O\ ....;~N~r--:MNr...: N V') ~- N M ~ N '$. '* '*- '$. '* *' \0 oq--N 0\ 0 ..... V'lOOO lJ') ci ...0 ~~~;:: ~ o 000 0 0 o 000 0 0 00 M....;~ 00 ci o \0("'1")....... 0 V') MMOO Vl 0\" \0" V')" r:- 0\" M O['.l.I') M .;- 0';-0,';- B C"f-"N \0" ~ .;- o ..,f 00 N 0\ 0, 0, '-On I- ~ :; N N M '-On Irl ::::n ~ I- '-0 vi - 0, .;- ..0 cg; 00 ::0 M 00 vi 00 00 ~n I- ~ I- 0, ~ '$.,*-'?f. 00 .;- '-0 I-Moo MNv-i MN- ~ ?- M N N ~ o 0, 00 '-0 - N N ~ ?- M" '-0 M V')oo:::t'N-O\O~\O ("4\,0001--\1')-0 ~...oci""';oOr...:oo MO\_OMOO_ \01:'<"'101:'0\0\0 ""O\l:)"..........O...o\'OO............N C\"':::I"r-MM\ON oo::tN N ....... ~ '-0 o o 00 N ~n e MOO -00 ""';""';\0 NO.;- 01-';- 00"0"';- .;-o,M N-.;- ~ N ~ M' I- 00 M 0, r..: o - o .;- .;- 00 0\ 00 .;- onn - .;- V')C\Vioo::tNt--CO O'\\Ooo:::t'->o::t--O'\ o\r...:-:C'iM~~o\ -OOOOV')t-'-ON- >o::tON>o::t 0000 V') 00 M'" \/3' r-'" '1')" \0" 0\" 00'" 00 o tr'lOO V'lMtn'o:::t" I.I"lN M ....... ~ I- o M M 00 0" .;- ::- ~ 000 0, 0 0 Mr...:r...: 0-';- 00 M M ......."('i'1"'("f') MMO MNIrl o 0, r..: '-0 .;- oon '-0 ::" M 00 ...;: M '-0 l- N ~ I- 00 00 N ~~ '#.~'*~';t.~'$.i? O\N\OOOOMlrllrl ONt-MO\OlrlN r'..o~'I'"i(""')oO...ooci C"l~--CNOO ~ l- N :2 ~'$.~ ';-_00 MNM M..oO MN- ~ Irl Irl o N I- ~ ~ 0," ~ o,'-OooN'-OON'-O '"'""N~t-I:"--O\"l:tr- 'l'"ir----:o\oo::t...oM...oN -NMI:"--MO'\("'l,M -MI:"--OOM~"l:tr- ~" ~" ~" ~"~" ~f:g" - N- - N .;- vi o '-0 00 M :::::, 00 0 0 00 0 0 NO"';: N.lrll'"'"'l Irl.;-I- ~"V)"o\ NO, 0 - N 00 00 ..0 00 '-0 0\ N .... 0, '-0 r..: 0, 0, r-: - on '-0 '-0 vi on M .;- M o 00 M .... ~" M N l.f1C>OOO\O\NO\I'"'"'I oq-OOOV)NO\oo\ N...ooq:Or-..:Mo\~ O\NV)NOO\N\O N\Or-r-\OOlr'lN oq-"~I'"'"'I" N"r-:' 0\'.......:' Cf') oq-N"'::tl:"---NOO N- - ~ M o N .;- '-0 M' 00 :::::, 0, 0 0 '-000 oq:v-;oO .... '-0 00 0';-';- \0"0"- '-ONM --N '" g Vl ~ ~ r..Ll ~ S '" Vl .,~ ~ 1;; ., '" 0 ta '" 'S 5 ::; = ., U ., Vl l s 5.~ 0..f2 ~ ~ .:cl '" ~S)~ ",~r..Ll '" g >-i!l ~ ~ :g '" i!l ., 0 .,IXo c:;i -tl:: Vl ., ., ~ ~i!lS ~ ~ IX eo 0.. ~ ~ gg .:cl U~8 .., bO.S ~ '" ~ E- ::C&S"'-a~8~a $ '" O~~ .g ~ .S.~ .... ..s ~ en 1;;t:E- :... g):h::.~ a ..<:: '8 :3 Vl ..s Ii; !>' ~ ta r..Ll oet-S:=So", ta ta.,1i; ~ 8'-0 0 ~ a j;"~~:S.stf~ ~ ";) 0513 ";) <t:z z :3Vl"," z ~ GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 8/31/2011 8/31/2010 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 781,759.28 $ 435,372.76 80% ACCOUNTS RECEIVABLE $ 1,042,389.83 $ 1,728,419.89 -40% INVENTORY $ 472,460.99 $ 414,148.38 14% FIXED ASSETS FIXED ASSETS $ 29,464,623.83 $ 29,275,690.75 1% ACCUMULATED DEPRECIATION $ (15,720,988.92) $ (14,350,983.34) 10% NET FIXED ASSETS $ 13,743,634.91 $ 14,924,707.41 -8% PREPAYMENTS $ 69,728.38 $ 102,562.01 -32% TOTAL ASSETS $ 16,109,973.39 $ 17,605,210.45 -8% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 388,414.46 $ 370,241.93 5% PAYROLL LIABILITIES $ 219,194.50 $ 247,992.88 -12% OTHER LIABILITIES $ 699,246.63 $ 671,799.83 4% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,138,494.60 $ 5,355,149.10 -4% DEPRECIATION EXPENSE $ (316,829.12) $ (313,946.15) 1% RETAINED EARNINGS $ 9,935,164.49 $ 11,303,176.79 -12% CAPITAL CONTRIBUTIONS $ 18,648.00 $ 10,899.00 71% NET INCOME (LOSS) $ 27,634.83 $ (40,107.93) -169% TOTAL CAPITAL $ 14,803,117.80 $ 16,315,175.81 -9% TOTAL LIABILITIES & CAPITAL $ 16,109,973.39 $ 17,605,210.45 -8% .~ >< ~ ~ o u ~~5 fl:,~E~ ~(3~0 u<cZi"': t:3~;;; CI'J~5>' ~ t: ~]! f::Cl'JW b/l w~~~ ~iX.,W OE-::l-S ~~~S O~~~ iXC b/l" iX e:: '.E -S ~;>~5 <~a;~ ~~8' CCI'J ~ iE ::> o CI'J N ~E- ><W ~O 55 ~co E-, ~(3< ><5b ~coE- ~ q >,0 :?~o ta N ., >< ~ '? ~- .8"30 ~-'N ., >< >,0 -s~ -.~ >,~ :58 -'N l !a o ~ ~ ';f.>J.i/. I"-\OM 00 M..,. ~oOoci 000 000 M~-: I"- '" ~ '" '" N C".f......'^tr) o~o O~N N" "" ,...., ~*'$. M"""" ~~N -:-:..,..j '-' ..,. NOM "'ON V'i.nr--: I"-M\O ,., \0 N 0\ \0" 00 ~ ~ "" I"- V) N ""MN N..to\ 1"-\00 V)MM ~ 0\'" t- V) ~ ~ "" ,...., '$.'$.';f. M"""" ~~N """;-:.,-i '-' ..,. NOM "'ON V)V)r--: I"-M\O M \0 N 0-,"'\,0"'00 '" ~ ;:;; I"- V) N ""MN ~~gi V)MM r-.'" 0\ r- .,., ~ ;:;; ~ u ~ o z ~ o '" ., ~ .,~ ., E 5 5 ~'i 6~5 0:: b/l "" b/l.5 ij '.E'€ ... eG,)~ ., ;. := 8'~z ~ c;, r-: o ~ ~ 00 ~ 0" N M N" ,-. ~ N o e V) ~ oci l"- N ..,." 00 ~ ..,. o -.D ..,. N ..,." ~ ,...., ~ 8l e V) ~ oci l"- N ..,.^ ~ ..,. o -.D ..,. N ..,." ~ ., ~ ..s -a ~ >J.>J.'$.*,*'$.>J.'$. M\Ct"--OOt-O'\OOv) N\'otr:l-V)\OlO_ oOt-=ocio\Ci\Ciocir' ~ ~ 00000000 00000000 o\oO-noOOo\v)..,) OOOVOO\o...M- -OOMOOOr--.::t O"'c-'^-"I.r)'^("f"')"'o\'O'" N V'l-M0"\0'\ tr:lOOM -t-trIt"--N"'d"r- M""""'" -" ,...., ,....,,...., >J.'$.'$.,*>J.'$.'$.>J. Ooc::tr-MOO-Nv V)V)-"d"0'\0'\"'d"V') M......;......;oq:o..:C----:oOM -.- N \0 "-''-''- M V) \000..,. "'..,. \ONO OMMO'\M\Or-M o\o\""":\ci""":MMr' -\Or-NO_r-r- V""l"'d"l.O-'o::t V V') 00 CJtI5 0\'" r-" ......n _'" ('...:i' \13' \ONM-NMV') N~ ~ 00\ r-tr:l("<'j&nNr- V')\QV') tr:l--""d"O ~""';\O""';...c""";-.::toci N\ONM\OC-O'\V') -<q-&rlr-Nr-O\V') 0\"' -'^ V')'^ N'^ 0{ o\cs V') l.rlM'o::tOO-('f')\0 N~ ~ ,...., ,....,,...., ';f.'$.'$.'$.';f.';f.';f.'$. OOr-MOO-N'o::t V')M-'o::tO\O\"'d"V"l Moo......;~~t'ociM '-"VlN\O'-""-"-M ..... .,., \OV)VO\"II:::t\ONO O-MO'\M\Ot-M o.;"';""';\Ci""':MMr---: -O\r-NO-r-r- V')OOV')-'o::t V V') 00 00" 0.... r---'" _'" -'" ~ -..0" \C)V"'lM-NMV') N ..... OO\r-lOMtr:lNr- lO\C) V') V')--"d" 0 r--:.....;...o""":...o""';-.ioci N\ONM\Ot-O"Ilr'I ......~lr'It-Nt-O"ILn 0"1.........." Ln.... ("..f 0\ 0" \0" V) V)("f")~OO"""("f")\O N~ ..... CI'J W CI'J ~ W C ?; ~ o r>- SCIl a '" 'i ~ o:l .!O! 1:: ., IZl - 8..~ ~i!l ~ ~ijw 5'+= IZl o~~ 05 ~ U-08 ::C:co"'-a",8~~ ~ ~.!hH:~ !a..c: '8 ~'2 f; 1il @ ~ ~.~ ....<~IZl~::>..!:I~~ ~ C> \0 ..,. 00 o o 0\ 00 \0 "," V) I"- 00 ~ N V) ~ '" l"- N V) '" 00" V) \0 00 o r-: M "". :; I"- ~ V) I"- r-: N \0 V) oci ?"- M 0" 00 V) 00 o r-: M :::" t! '" ., 5 "" ~ o:l ~ ~ V) \0 00 ~~~ ~ \0 V) 0"1 lrl ~\O- V) 00 r-: 0\ 00 ,...., o o oci o V) 0\ M ..,. ~ 000 C> 000 0 M-:~ 00 \OM_ 0 MMOO V) \0" 1./")" r- 0\ or-V) M 0..,. '" '<t' C"f.........~ \0'" ~ 00 M r-: ~ ~"*'*' ~ ~!;t~ ~ ~ocio ~ M_~ ~ ~ \0 ..t I"- \0 ..,." I"- :::!, V)c>o V) NOO N cO v) C"i v) 0"Ilr'l M 00 ""NI"- ..,. M" V)....~ M" N '" N ..,. ..... N..,. ,...., ..,. ~ ..... '" r-" V) ~ (:488 (:4 o\No\ 0::; 1.1") 1.1") V) r- r-oooo ~ ..,)N....- 0" \O......r- V) ............ N V) ~ I"- \0 0::; ..,. '$. '#. '$. ';!. ~~~ ~ -.i oci 0::; -.i ("f")......~ ~ ,...., ..... ..,. 0::; ;:: \0" '" ~ 1.1")00 V) ~oo N oci v) N v) 0"IV)("f") 00 ..,.NI"- ..,. ("f")" 1.1")" ~ ("f")" NO\N ~ ..... N..,. ~ ~ ..... ~ r-" .,., ~ .....00 NOO o\No\ .,.,.,., V) I"- 00 00 V)"'N"''''''' \0 ..... I"- ..........N '" .3 i!l ~ ~ ~~ ~ Oo-a a -a ., a; -a Us-O ~ .3C1'J~ .. t) z ~ o 0::; o o 0::; '" M 0\ 00 ..... ..... M M 00 0::; N I"- \0 ~ 00 ..... :! ..... ..,. 00 -.i 00 M I"- ..,. ..... N 0::; I"- ..,. 0" V) V) ,., 00 0::; N I"- \0 ~ '" '" 6 ., E ~ t) z " GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 7/31/2011 7/31/2010 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 837,479.69 $ 483,886.09 73% ACCOUNTS RECEIVABLE $ 1,105,778.35 $ 1,555,315.61 -29% INVENTORY $ 442,486.47 $ 400,765.29 10% FIXED ASSETS FIXED ASSETS $ 29,458,142.94 $ 29,272,055.25 1% ACCUMULATED DEPRECIATION $ (15,562,529.35) $ (14,193,926.54) 10% NET FIXED ASSETS $ 13,895,613.59 $ 15,078,128.71 -8% PREPAYMENTS $ 29,181.21 $ 22,285.71 31% TOTAL ASSETS $ 16,310,539.31 $ 17,540,381.41 -7% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 303,899.85 $ 242,838.48 25% PAYROLL LIABILITIES $ 253,036.31 $ 246,558.88 3% OTHER LIABILITIES $ 841,287.44 $ 578,587.90 45% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,138,494.60 $ 5,355,149.10 -4% DEPRECIATION EXPENSE $ (158,369.55 ) $ (156,889.35) 1% RETAINED EARNINGS $ 9,935,164.49 $ 11,303,176.79 -12% CAPITAL CONTRIBUTIONS $ 3,742.00 $ 2,144.00 75% NET INCOME (LOSS) $ (6,720.83) $ (31,189.39) -78% TOTAL CAPITAL $ 14,912,315.71 $ 16,472,396.15 -9% TOTAL LIABILITIES & CAPITAL $ 16,310,539.31 $ 17,540,381.41 -7% I I -'\ I I I I I I I I I I I I I I I I I .,., 'I a. :J (jj GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Communication to the Board of Directors Year ended June 30, 2011 I .~ I I I I I I I I I I o I I I I I I I ~ KPMG LLP Suite 1010 10 S. Jefferson Street Roanoke, VA 24011-1331 October 24,2011 The Board of Directors Greater Roanoke Transit Company - Transit Operations Dear Members: We have audited the financial statements of Greater Roanoke Transit Company - Transit Operations (the Company), a discretely presented component unit of the City of Roanoke, Virginia (the City), as of and for the year ended June 30, 2011, and have issued our report thereon dated October 24, 2011. Under our professional standards, we are providing you with the accompanying information related to the conduct of our audit. Our Responsibility Under Professional Standards We are responsible for forming an opinion about whether the financial statements, that have been prepared by management with the oversight of the Board of Directors, are presented fairly, in all material respects, in conformity with U.S. generally accepted accounting principles. We have a responsibility to perform our audit of the financial statements in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. In carrying out this responsibility, we planned and performed the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether caused by error or fraud. Because of the nature of audit evidence and the characteristics of fraud, we are to obtain reasonable, not absolute, assurance that material misstatements are detected. We have no responsibility to plan and perform the audit to obtain reasonable assurance that misstatements, whether caused by error or fraud, that are not material to the financial statements ate detected. Our audit does not relieve management or the Board of Directors of their responsibilities. In addition, in planning and performing our audit of the financial statements, we considered internal control over financial reporting (internal control) as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. Accordingly, we do not express an opinion on the effectiveness of the Company's internal control. We also have a responsibility to communicate significant matters related to the financial statement audit that are, in our professional judgment, relevant. to the responsibilities of the Board of Directors in overseeing the financial reporting process. Weare not required to design procedures for the purpose of identifying other matters to communicate to you. KPMG LLP is a Delaware limited liability partnership, the U.S. member firm of KPMG !nternational Cooperative ("KPMG International"}, a Swiss entity. I I~ I I I m I I I I I I I I I I I I I -- The Board of Directors Greater Roanoke Transit Company - Transit Operations October 24,2011 Page 2 of3 Other Information in Documents Containing Audited Financial Statements Our responsibility for other information in documents containing the Company's financial statements and our auditors' report thereon does not extend beyond the financial information identified in our auditors' report, and we have no obligation to perform any procedures to corroborate other information contained in any such document, for example, Management's Discussion and Analysis. We have, however, applied certain limited procedures, which consisted principally of inquiries of management regarding the methods of measurement and presentation of the required supplementary information as of June 30, 2011 and for the year then ended. However, we did not audit the information and express no opinion on it. Significant Accounting Policies, Unusual Transactions, and Accounting Practices Significant Accounting Policies The significant accounting policies used by the Company are described in note 1 to the fmancial statements. There were no changes in accounting policies used by the Company or their application during fiscal year 2011. Unusual Transactions We noted no transactions entered into by the Company during fiscal year 2011 that were both significant and unusual, and of which, under professional standards, we are required to inform you, or transactions for which there is a lack of authoritative guidance or consensus. Qualitative Aspects of Accounting Practices We have discussed with the Board of Directors and management our judgments about the quality, not just the acceptability, of the Company's accounting principles as applied in its financial reporting. The discussions generally included such matters as the consistency of the Company's accounting policies and their application, and the understandability and completeness of the Company's financial statements, which include related disclosures. Management Judgments and Accounting Estimates The preparation of the financial statements requires management of the Company to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Uncorrected and Corrected Misstatements In connection with our audit of the Company's financial statements, we have not identified any significant financial statement misstatements that have not been corrected in the Company's books and records as of and for the year ended June 30,2011 and have communicated that finding to management. In addition, we proposed no audit adjustments to the financial statements that could, in our judgment, either individually or in the aggregate, have a significant effect on the Company's financial reporting process. I ~ I ' I I I I I I I I I I I I I I I I I I'B The Board of Directors Greater Roanoke Transit Company - Transit Operations October 24, 2011 Page 3 of3 Disagreements with Management There were no disagreements with management on fmancial accounting and reporting matters that, if not satisfactorily resolved, would have caused a modification of our auditors' report on the Company's financial statements. Management's Consultation with Other Accountants To the best of our knowledge, management has not consulted with or obtained opinions, either written or oral, from other independent accountants during the year ended June 30, 2011. Significant Issues Discussed, or Subject to Correspondence, with Management Major Issues Discussed with Management Prior to Retention We generally discuss a variety of matters, including the application of accounting principles and auditing standards, with the Board of Directors and management each year prior to our retention by the Board of Directors as the Company's auditors. However, these discussions occurred in the normal course of our professional relationship and our responses were not a condition to our retention. Material Written Communications Attached to this report, please find copies of the following material written communications between management and us: 1) 2) Engagement letter; and Management representation letter Significant Difficulties Encountered During the Audit We encountered no difficulties in dealing with management in performing and completing our audit. Independence We hereby confirm that as of October 24, 2011, we are independent accountants with respect to the Company under all relevant professional and regulatory standards. * * * * * * * This letter to the Board of Directors is intended solely for the use of the Board of Directors and management of the Company and the City and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, KPMc:,. LL-P I I I I I I I I I I I I I I I I I I I -) .. ICPMG LLP Suite 1710 10 S. Jefferson Street Roanoke, VA 24011-1331 Telephone + 1 540 982 0505 Fex + 1 540 983 esn Internet www.us.kpmg.com May 4, 2011 Board of Directors Greater Roanoke Transit Company P.O. Box 13247 Roanoke, VA 24032 Attention: Mr. Christopher P. Morrill, Vice President of Operations Re: Audit Services for the Greater Roanoke Transit Company - Transit Operations (the Company), pursuant to Contract Agreement #87EP7K This letter amends our Engagement Letter dated June 10, 2010, confinning our understanding to provide professional audit services to the Greater Roanoke Transit Company - Transit Operations (the . Company), a component unit of the City of Roanoke, Virginia (the City), by substituting the attached. Appendix I for the Appendix I originally attached to our Engagement Letter. The attached Appendix I lists the services to be rendered and related fees to provide each specified service for the identified time period. Except as specified in this letter and in the Appendix I attached to this letter, all provisions of the aforementioned Engagement Letter and contract previously established on June 10, 2010 remain in effect until either Management or we terminate this agreement or mutually agree to the modification of its terms. The fees for each subsequent year during the duration of the contract will be based on the contract terms previously established on June 10, 2010. While our reports may be sent to the Company electronically for your convenience, only the hard copy reports are to be relied upon as our work product The Company agrees to provide prompt notification if the Company or any of its subsidiaries currently are or become subject to the laws of a foreign jurisdiction that require regulation of any securities issued by the Company or such subsidiary. . In connection with the perfonnance of services under the Engagement Letter, KPMG may utilize the services ofKPMG controlled entities, KPMG member finns and/or third party service providers within and without the United States to complete the services under the Engagement Letter. Moreover, KPMG may utilize third party service providers within and without the United States to provide, at KPMG's direction, administrative and clerical support services to KPMG. Collaboration Site / KPMG has developed a collaborative, virtual workspace ("Collaboration Site") in a protected, online environment. This Collaboration Site allows for the placement of certain documents into the CoUaboration Site to be used by those providing the Services to you. The Collaboration Site wiJJ be decommissioned at the end of the Engagement, unless otherwise required by applicable law or professional standards, or other requirements of the engagement team. KPMG LlP il . Del.ware limit.d H.billlV plrtn.rshlp. lhe u.s. member firm 01 KPMG rruemelionel Coopelllive rKPMG rlll.melione'-'. . Swill enIiIy. ~ I I I I I I I I I I I I I I I I I I I ., ". Board of Directors Greater Roanoke Transit Company May 4,2011 Page 2 In order to maintain the confidentiality of the information contained in the Collaboration Site, KPMG has taken certain steps to provide protection against unauthorized access. Access to the Collaboration Site is limited to KPMG authenticated and authorized users and the Collaboration Site is protected by encryption and a secure network. As required by Government Auditing Standards, we have attached a copy o~KPMG's most recent peer review report. It is our understanding that the Municipal Auditor will fOJWard a copy of this letter to the members of the Board of Directors. We shall be pleased to discuss this letter with you at any time. For your convenience in confirming these arrangements, we enclose a copy of this letter. Please sign in the space provided and return the copy to us. Very troly yours, KPMG LLP I<.r~~ R. Timothy Conner Partner cc: Mr. Carl L. Palmer General Manager Greater Roanoke Transit Company Ms. Stephanie Giles Director of Finance Greater Roanoke Tran~it Company Ms. Ann H. Shawver Treasurer Greater Roanoke Transit Company Mr. Drew Harmon Municipal Auditor City of Roanoke I I I I I I I I I I I I I I I I I I I '" ". Board of Directors Greater ROaDoke Transit Company May 4, 2011 Page 3 ACCEPTED: Authorized Signature (!.iry ManDJeY Title ' S/5/11 Date -, I I I I I I I I I I I I I I I I I I I '~ '1 Appendix I Fees for Services \ Based upon the contract terms previously established on June 10,2010, our fees for services we will perfonn are as follows: , . Audit of the financial statements of the Greater Roanoke Transit Company - (Transit Operations) as of and for the years ended June 30, 2011 and 2010 $~ The above fees for services will be billed in accordance with the contract tenns previously established on June 10, 2010 and are based on the level of experience of the individuals who will perfonn the services. Circumstances encountered during the performance of these services that warrant additional time or expense could cause us to be unable to deliver them within the tenns previously established. . We will endeavor to notify you of any such circumstances as they are assessed. Where KPMG is reimbursed for expenses, it is KPMG's policy to bill clients the amount incurred at the time the good or service is purchased.. If KPMG subsequently receives a volume rebate or other incentive payment from a vendor relating to such expenses, KPMG does not credit such payment to the client. Instead, KPMG applies such payments to reduce its overhead costs, which costs are taken into account in detennining KPMG's standard billing rates and certain transaction charges which may be charged to clients I , ' . I I I I I I I I I I \ I I I I I ~ October 24, 2011 KPMG LLP 10 South Jefferson Street, Suite 1010 Roanoke,.V A 24011-1331 Ladies and Gentlemen: We are providing this letter in connection with your audits of the statements of net assets of the Greater Roanoke Transit Company - Transit Operations (the Company), a discretely presented component unit of the City of Roanoke, Virginia, as of June 30, 2011 and 2010, and the related statements of revenue, expenses and changes in net assets, and cash flowsJor the years then ended for the purpose of expressing opinions as to whether the financial statements present fairly, in all material respects, the financial position of the Company, and the changes in its net assets, and its cash flows in confonnity with U.S. generally accepted accounting principles. We confinn that we are responsible for the fair presentation in the financial statements of financial position, changes in net assets, and cash flows in conformity with U.S. generally accepted accounting principles. We are also responsible for establishing and maintaining effective internal control over financial reporting. Certain representations in this letter are described as being limited to matters that are material. Items are considered material, regardless of size, if they involve an omission or misstatement of accounting information that, in the light of surrou~ding circumstances, makes it probable that the judgment of a reasonable person relying on the infonnation would be changed or influenced by the omission or misstatement. We confirm, to the best of our knowledge and belief, the following representations made to you during your audits; 1. The financial statements referred to above are fairly presented in conformity with U.S. generally accepted accounting principles. 2. We have made available to you: a. All financial records and related data. b. All minutes of the meetings of the 'Board of Directors, or summaries of actions of recent meetings for which minutes have not yet been prepared. 3. Except as disclosed to you in writing, there have been no communications from regulatory agencies concerning noncompliance with, or deficiencies in, financial reporting practices. I ---I 4. There are no: I I Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com I I A,,\ 'f I I I I I I I I I I I I I I I I I KPMG LLP October~, 2011 Page 2 ." a. Violations or possible violations of laws or regulations, whose effects should be considered for disclosure in the financial statements or as a basis for recording a loss contingency. b. Unasserted claims or assessments that our lawyer has advised us are probable of assertion and must be disclosed in accordance with Statement of Financial Accounting Standards (SF AS) No.5, Accountingfor Contingencies. C. Other liabilities or gain or loss contingencies that are required to be accrued or disclosed by SFAS No.5. ' , d. Material transactions, for example, grants or encunibrances that have not been properly recorded in the accounting records underlying the financial statements. C. Events that have occurred subsequent to the date of the statement of net assets and through the date of this letter that would require adjustments to or disclosure in the financial statements, except as disclosed in the financial statements or notes to the financial statements. / 5. There are no uncorrected financial statement misstatements that should be summarized on a schedule of uncorrected financial statement misstatements. 6. We acknowledge our responsibility for the design and implementation of programs and controls to prevent, deter and detect fraud. We understand that the term "fraud" is defined ' as misstatements arising from fraudulent financial reportingand misstatements arising from misappropriation of assets. Misstatements arising from fraudulent financial reporting are intentional misstatements, or omissions of amounts or disclosures in financial statements to deceive financial statement users. Misstatements arising from misappropriation of assets involve the theft of an entity's assets where the effect of the theft causes the financial statements not to be presented in conformity with U.S. generally accepted accounting principles. 7. We have no knowledge ofany fraud or suspected fraud affecting the entity inv?lving: a. Management, b. Employees who have significant roles in internal control over financial reporting, or c. Others where the fraud could have ,a material effect on the financial statements. 8. We have no knowledge of any allegations offraud or suspected fraud affecting the entity received in communications from employees, fonner employees, regulators, or others. I I , I I I I I I I I I I I I I I I I I KPMG LLP October'l-t 2011 Page 3 9. The Company has no plans or intentions that may materially affect the carrying value or classification of assets and liabilities. 10. We have no knowledge of any officer or director of the Company, or any other person acting under the direction thereof, having taken any action to fraudulently influence, coerce, · manipulate or mislead you during your audits. 11 . The following have been properly recorded or disclosed in the financial statements: a. Related party transactions including sales, purchases, loans, transfers, leasing arrangements, guarantees, ongoing contractual commitments and amounts \ receivable from or payable to related parties. The term "related party" refers to affiliates of the enterprise; entities for which investments in their equity securities would be required to be accounted for by the equity method by the enterprise; trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management; principal owners of the enterprise; its management; members of the immediate families of principal owners of the enterprise and its management; and other parties with which the enterprise may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. Another party also is a related party if it can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transflcting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from fully pursuing its own separate interests. b. Guarantees, whether written or oral, under which the Company is contingently liable. c. Arrangements with financial institutions involving compensating balances or other arrangements involving restrictions. on cash balances and lines of credit or similar arrangements. \. d. Agreements to repurchase assets previously sold, inclu~ing sales with recourse. e. Changes in accounting principle affecting consistency. f. The existence of and transactions with joint ventures and other related organizations. 12. Capital assets are properly capitalized, reported and, if applicable, depreciated. There are no liens or encumbrances on such assets nor has any asset been pledged as collateral. I I ,. I I I I I I I I I I I I I I I I I . 17. 20. 21. 22. KPMG LLP October 1:1_, 2011 Page 4 13. The Company has complied, in all material respects, with applicable laws, regulations, contracts and grants that could have a material effect on the financial statements in the event of noncompliance. 14 Martagement is responsible for compliance with the laws, regulations, donor restrictions, and provisions of contracts and grant agreements applicable to the Company. Management has identified and disclosed to you all laws, regulations, donor restriction, and provisions of contracts and grant agreements that have a direct and material effect on the determination of financial statement amounts. IS. The Company has identified and properly accounted for all nonexchange transactions. 16. We have disclosed to you all deficiencies in the design or operation of internal control over financial reporting of which we are aware, which could adversely affect the Company's ability to initiate, authorize, record, process, or report financial data. We have separately disclosed to you all such deficiencies that we believe to be significant deficiencies or material weaknesses in internal control over financial reporting, as those terms are defined in Statement on Auditing Standards No. 115, Communicating Internal Control Related Matters Identified in an Audit. We believe that all material expenditures that have been deferred to future periods will be recoverable. 18. Deposits and investment securities are properly classified and reported. 19. The Company has no: a. Commitments for the purchase or sale of services or assets at prices involving material probable Joss. b. Material amounts of pbsolete, damaged, or unusable items included in the inventories at greater than salvage values. Expenses have been appropriately classified in or allocated to functions and programs in the statement of revenues, expenses and changes in net assets, and allocations have been made on a reasonable basis. Revenues are appropriately classified in the statement of revenues, expenses and changes in net assets. Receivables reported in the financial statements represent valid claims against debtors arising on or before the date of the statement of net assets and have been appropriately reduced to their estimated net realizable value. I ~ I --..' I I 1\ I I I I I I' I I I I I I I I KPMG LLP October ~, 2011 Page 5 23. The following information about financial instruments with off-balance-sheet risk and r financial instruments with concentrations of credit risk has been properly disclosed in the financial statements: a. Extent, nature, and terms of financial instruments with off-balance-sheet risk; b. The amount of credit risk of financial instruments with off-balance-sheet credit risk and information about the collateral supporting such financial instruments; and c. Significant concentrations of credit risk arising from all financial instruments and information about the collateral supporting such financial instruments. 24. We have disclosed to you all accounting policies and practices we have adopted that, if applied to significant items or transactions, would not be in accordance with U.S. generally accepted accounting principles (GAAP). We have evaluated the impact ofthe application of each sucIi policy and practice, both individually and in the aggregate, on the Company's, current period financial statements, and the expected impact of each such policy and practice on future periods' financial reporting. We believe the effect of these policies and practices on the financial statements is not material. Furthennore, we do not believe the impact of the application of these policies and practices will be material to the financial statements in future periods. '\) 25. The financial statements properly classifY all activities. 26. Net asset components (invested in capital assets, net of related debt; restricted; and unrestricted) are properly classified and, if applicable, approved. 27. The Company has presented all'required supplementary infonnation. This information has been measured and prepared within prescribed guidelines. 28. The Company has complied with all applicable laws and regulations in adopting, approving and amending budgets. 29. The Company has elected to apply the option allowed in paragraph 7 ofGASB Statement No. 20, Accounting and Financial Reportingfor Proprietary Activities, and, as a consequence, applies F ASB Statements and Interpretations that do not conflict with GASB Statements and Interpretations. 30. In accordance with Government Auditing Standards,.we have identified to you all previous audits, attestation engagements, and other studies that relate fo the objectives ofthis audit, including whether related recommendations have been implemented. 31. Provision has been made in the financial statements for any material loss that is probable from environmental remediation liabilities. We believe that such estimate has been determined in accordance with the provisions of GASB Statement No. 49, Accounting and I I I. I I I. I I I I Ii I. I I I' I I I I <:) '- '') KPMG LLP O~tober '1lt 2011 Page 6 FinancialReportingjor Pollution Remediation Obligations, and is reasonable based on available information. 32. The Company has properly applied the requirements of GASB Statement No. 51, Accounting and Financial Reportingfor Intangible Assets, including those related to the recognition of outlays associated with the development of intemaJIy generated computer software. " Very truly yours, GREATER ROANOKE TRANSIT COMPANY ~~ Director of Finance ~'~ " 11;" ,- ^IJ\ \."j\~ Arin- . Sha\\'ver ~" Treasurer I I I I I I I I I I I I I I I I I I I , DB 1 a.3.UJ GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Financial Statements and Required Supplementary Information June 30,2011 and 2010 (With Independent Auditors' Reports Thereon) I I I I I I I I I I I I I I I I I I I , GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Table of Contents Required Supplementary Information: Independent Auditors' Report Management's Discussion and Analysis Financial Statements: Statements of Net Assets Statements of Cash Flows Statements of Revenues, Expenses and Changes in Net Assets Notes to Financial Statements Independent Auditors' Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards Page(s) 1-7 8 9 10 11 12 - 18 19 - 20 I I I I I I I I I I I I I I I I I I I " GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2011 and 2010 The management of the Greater Roanoke Transit Company (the Company) offers readers of our financial statements the following narrative overview and analysis of our financial activities for the years ended June 30, 2011 and 2010. The following should be read in conjunction with our financial statements and notes thereto, Financial Statements The financial statements of the Company reflect the transit operations of the Company. Our financial statements are prepared on the accrual basis of accounting. This is the same basis of accounting employed by most private-sector enterprises. Our financial statements include the following components: Statements of Net Assets, which presents information On the assets and liabilities of the Company, with the resulting difference between the two reported as net assets. Over time, increases or decreases in net assets may serve as a useful indicator of whether the financial position of the Company is improving or deteriorating. . . Statements of Revenues, Expenses and Changes in Net Assets, which reports revenues and expenses, classified as operating and nonoperating, and capital contributions for the period. The resulting change in net assets for the period is combined with the beginning of the year total net asset balance in order to reconcile to the end of the year total net assets on the Statements of Net Assets. . Statements of Cash Flows, which reports the cash flows experienced by the Company from operating, noncapital financing, capital and related financing, and investing activities. The net result of the cash provided by or used in these activities for the period, added to the beginning of the year cash and cash equivalents balance reconciles to the cash and cash equivalents balance presented on the Statements of Net Assets. · Notes to Financial Statements, which explain and provide additional information on the data presented in the financial statements as of and for the years ended June 30, 2011 and 2010. Financial Highlights The following major financial highlights are of note for the years ended June 30, 2011 and 2010: Fiscal Year 2011 . Assets exceeded liabilities by $15,073,665 (net assets) as of June 30,2011. Net assets include $1;023,882, which is considered unrestricted and available to meet ongoing and future obligations of the Company, including its share of capital projects. . Net assets decreased $1,584,665 for the year ended June 30, 2011. The unrestricted portion of net assets decreased $401,970 and the portion of net assets invested in long-term capital assets decreased $1,182,695 compared to the balance as ofJune 30,2010. (Continued) I I I I I I I I I I I I I I I I I I I " GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2011 and 2010 . Operating revenues increased by $99,159 compared to the previous year, due primarily to additional income from Youth age 11 - 18 and Virginia Western Community College (VWCC). . Operating expenses increased $580,461 primarily due to increases in fuel and employee benefits costs. . Total net nonoperating revenues increased $56,501 compared to the previous year due primarily to an increase in noncapital,grant assistance of $81 ,098. The increase in noncapital grant assistance was partially offset by a decrease in other nonoperating revenues in the amount of $24,597. . Capital contributions decreased $1,517,728 compared to the previous year due to decreased federal and state contributions needed for capital asset purchases in fiscal year 2011. Fiscal Year 2010 . Assets exceeded liabilities by $16,658,330 (net assets) as of June 30,2010. Net assets include $1,425,852, which is considered unrestricted and available to meet ongoing and future obligations of the Company, including its share of capital projects. · Net assets increased $357,864 for the year ended June 30, 2010. The unrestricted portion of net assets decreased $404,120 while the portion of net assets invested in long-term capital assets increased $761,984 compared to the balance as of June 30, 2009. . Operating revenues decreased by $45,730 compared to the previous year due primarily to a decrease in passenger ridership. · Operating expenses decreased $75,281 primarily due to reductions in the Company's budget for fiscal year 2010. · Total net nonoperating revenues decreased $552,522 compared to the previous year due primarily to a decrease in state and local funding in the amount of $592,677. · Capital contributions increased $1,232,890 compared to the previous year due to increased federal and state contributions needed for capital asset purchases in fiscal year 2010. Additional detail on the above items, along with other information, is discussed in the following sections. 2 (Continued) I I I I I I I I I I I I I I I I I I I " GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2011 and 2010 Net Assets A summary ofthe major components of the Statements of Net Assets as of June 30,2011,2010, and 2009 are as follows: Current assets Capital assets, net $ Summary of Net Assets Fiscal year Fiscal year 2011 2010 increase increase 2011 2010 2009 (decrease ) (decrease ) 1,779,553 2,089,897 2,556,262 (310,344) (466,365) 14,049,783 15,232,478 14,470,494 (1,182,695) 761,984 15,829,336 17,322,375 17,026,756 (1,493,039) 295,619 755,671 664,045 726,290 91,626 (62,245) 14,049,783 15,232,478 14,470,494 (1,182,695) 761,984 1,023,882 1,425,852 1,829,972 (401,970) (404,120) 15,073,665 16,658,330 J 6,300,466 (1,584,665) 357,864 Total assets Current liabilities Invested in capital assets Unrestricted net assets Total net assets $ Fiscal Year 2011 Total net assets of$15,073,665 decreased $1,584,665, or 9.5%, for the year ended June 30, 2011. The decrease in net assets is primarily due to a decrease in capital assets, net, which decreased $1,182,695, or 7.8%. Unrestricted net assets decreased $401,970 in the current period primarily due to an increase in the Company's funding of operating expenditures related to fuel and health insurance for $275,359 and $166,995, respectively. Current assets decreased $310,344 primarily due to a decrease in the amount due from the Federal Transit Administration (FTA) of $508,936 compared to June 30,2010. The decrease was partially offset by an increase in cash and cash equivalents of$103,915 compared to the previous fiscal year. Current liabilities increased $91,626, or 13.8%, compared to the balance as of June 30,2010. It is important to note that the Company has maintained financial operations without issuance of any long-tenn debt. Fiscal Year 2010 Total net assets of $16,658,330 increased $357,864, or 2.2%, for the year ended June 30, 2010. The increase in net assets is primarily due to an increase in capital assets, net, which increased $761,984, or 5.3%. Unrestricted net assets decreased $404,120 in the current period primarily due to an increase in expenditures for invested in capital assets. The Company's investment in capital expenditures increased to $305,874 in June 2010 compared to $60,563 in June 2009. The expenditures include the purchase of four (4) MCI Coach Buses for $1,956,000, of which the Company's expenditure was $246,010. 3 (Continued) I I I I I I I I I I I I I I I I I I I ~ GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2011 and 2010 Current assets decreased $466,365 primarily due to decreases in cash and cash equivalents, the amount due from the Commonwealth of Virginia, and other assets. Cash and cash equivalents decreased $247,951 primarily due to outstanding grant reimbursements. The amount due from the Commonwealth of Virginia for its share of funds paid for capital assets decreased $294,709 compared to June 2009. This decrease is due to a decrease in capital contributions from the Commonwealth compared to June 2009. Other assets decreased $102,045 primarily due to a decrease in prepaid insurance compared to the prior fiscal year. The decreases were partially offset by an increase in the amount due from the FTA of$199,071. Current liabilities decreased $62,245, or 8.6%, compared to the balance as of June 30, 2009. It is important to note that the Company has maintained financial operations without issuance of any long-term debt. Changes in Net Assets Condensed financial information from the Statements of Revenues, Expenses, and Changes in Net Assets for the years ended June 30,2011,2010, and 2009 is provided below, followed by additional breakdown and analysis of the changes in the various categories: Condensed Statements of Changes in Net Assets Fiscal year Fiscal year 2011 2010 increase increase 2011 2010 2009 (decrease) (decrease) Total operating revenues $ 2,003,661 1,904,502 1,950,232 99,159 (45,730) Total operating expenses (10,054,642) (9,474,181) (9,549,462) 580,461 (75,281 ) Total net nonoperating revenues 5,635,946 5,579,445 6,131,967 56,501 (552,522) Capital contributions 830,370 2,348,098 1,115,208 (1,517,728) 1.232,890 Change iri net assets (1,584,665) 357,864 (352,055) (1,942,529) 709,919 Ending total net assets 15,073,665 16,658,330 16,300,466 (1,584,665) 357,864 4 (Continued) I I I I I I I I I I I I I I I I I I I ~ GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2011 and 2010 Additional discussion on each component of the Statement of Revenues, Expenses, and Changes in Net Assets is provided in the following paragraphs: Revenues Fiscal year Fiscal year 2011 2010 increase increase 2011 2010 2009 (decrease) (decrease) Operating revenues: Passenger fares $ 1,690,378 1,622,105 1,696,222 68,273 (74,117) Smart Way fares 244,384 200,616 188,433 43,768 12,183 STA.R. fares 67,460 73,233 65,277 (5,773) 7,956 Other primary fares 1,439 8,548 300 (7,109) 8,248 Total operating revenues 2,003,661 1,904,502 ] ,950,232 99,159 (45,730) Nonoperating revenues (expenses): Noncapital grants 5,333,677 5,252,579 5,780,738 81,098 (528,159) Advertising 96,098 104,459 120,880 (8,361 ) (16,421) Rental income 128,342 142,250 147,188 ( 13,908) (4,938) Interest income 4,983 7,337 13,598 (2,354 ) (6,261 ) Parking income 51,184 58,245 58,454 (7,061) (209) Gain (loss) on disposal of capital assets, net 11,311 3,992 11,311 (3,992) Miscellaneous 10,351 14,575 7,] 17 (4,224) 7,458 Total net nonoperating revenues 5,635,946 5,579,445 6,131,967 56,501 (552,522) Capital contributions 830,370 2,348,098 1,115,208 (1,517,728) 1,232,890 Total revenues $ 8,469,977 9,832,045 9,197,407 (1,362,068) 634,638 Fiscal Year 2011 Total operating revenues increased $99,159, or 5.2%. Passenger fares increased $68,273, or 4.2% compared to the previous period primarily due to additional income from Youth II - 18 of $21,853 and from VWCC of $66,191. The Company began a fare of $0.75 for Youth 11 - 18 in July 2010. VWCC agreed to pay fares for its students and faculty in August 2010. Passenger rides on fixed routes of 2,222,984 decreased 158,387, or 6.7%, compared to the previous fiscal year ended June 30, 2010. This decrease is primarily due to a decrease in Youth 11 - 18 ridership in the current year. In fiscal year 2006, the Company started a commuter service (The Smart Way) between Roanoke and Blacksburg. The Smart Way service operating revenue increased $43,768, or 21.8%, compared to the previous period. The increase in fare revenue is primarily due to the increased fare on the Smartway to $4.00 per trip from $3.00 per trip. This increase became effective on January 2,2010. Passenger rides on the Smartway service of 68,117 increased 8,642, or 14.5%. The Company's total passenger rides for fiscal year 2011 was 2,291,101. 5 (Continued) I I I I I I I I I I I I I I I I I I I , GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2011 and 2010 Total net nonoperating revenues increased $56,501, or 1 %, compared to the previous year due primarily to an increase in funding from the Commonwealth of Virginia and the City of Roanoke for the fiscal year ended June 30, 2011. The Commonwealth of Virginia funding increased $70,046, or 6.5% and the City of Roanoky funding increased $65,640, or 5.9%. The increases were partially offset by decreases in FTA funding of $48,604, or 1.8% and rental income of$13,908, or 9.8%. . Capital contributions decreased $1,517,728, or 64.6%, compared to the previous year, due to the Company's smaller purchases of capital assets in fiscal year 2011 compared to fiscal year 2010. The capital assets purchased in fiscal year 2011 include six (6) para-transit buses. Capital contributions fluctuate based on the capital asset needs of the Company. Accordingly, capital contributions decreased for the year ended June 30, 2011 over June 30, 20 I 0 as a result of the decrease in capital asset purchases. Fiscal Year 2010 Total operating revenues decreased $45,730, or 2.3%. Passenger fares decreased $74,117 or 4.4% compared to the previous period primarily due to a decrease in passenger rides on the fixed route service. Passenger rides on fixed routes of 2,381,371 decreased 94,206, or 3.9%, compared to the period ended June 2009. In fiscal year 2006, the Company started a commuter service (The Smart Way) between Roanoke and Blacksburg. The Smart Way service operating revenue increased $12,183, or 6.5%, compared to the previous period although its ridership decreased 4,693, or 7.3%. The increase in fares is primarily due to the increased fare on the Smartway to $4.00 per trip from $3.00 per trip effective January 2, 2010. The Company's total passenger rides for fiscal year 2010 was 2,440,846. Other primary fares increased $8,248 due to an increased number of governmental shuttles provided for the City of Roanoke compared to the prior year. Miscellaneous revenue increased $7,458 primarily due to an increase in warranty claim payments of $4,069. Total net nonoperating revenues decreased $552,522, or 9.0%, compared to the previous year due primarily to a decrease in noncapital grants of $528,974 for the fiscal year ended June 2010. This is primarily due to a decrease in the Commonwealth of Virginia and the City of Roanoke funding compared to the prior year. The Commonwealth of Virginia funding decreased $318,307 or 22.9%. The City of Roanoke funding decreased $274,370, or 19.7%, primarily due to reductions in the Company's budget for fiscal year 20]0. The decreases were partially offset by an increase in FTA funding of $63,703 primarily due to FTA ARRA Operating Assistance to offset the Commonwealth of Virginia's reduction in funding. Capital contributions increased $1,232,890, or 1] 0%, compared to the previous year, due to the Company's larger purchases of capital assets in fiscal year 2010 compared to fiscal year 2009. The capital assets purchased in fiscal year 2010 include one (1) para-transit bus, and four (4) 40' coach buses. Capital contributions fluctuate based on the capital asset needs of the Company. Accordingly, capital contributions increased for the year ended June 30, 2010 over June 30, 2009 as a result of the increase in capital asset purchases. 6 (Continued) I I I I I I I I I I I I I I I I I I I ~ GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2011 and 2010 Expenses Fiscal year Fiscal year 2011 2010 increase increase 2011 2010 2009 (decrease) (decrease) Operating expenses: Transportation $ 4,756,970 4,227,017 4,333,509 529,953 (106,492) Vehicle maintenance 884,549 844,047 866,111 40,502 (22,064) Nonvehicle maintenance 268,783 317,202 290,335 (48,419) 26,867 Administration 2,178,603 2,183,248 2,269,176 (4,645) (85,928) Depreciation 1,965,737 1,902,667 1,790,331 63,070 112,336 Total operating expenses $ 10,054,642 9,474,181 9,549,462 580,461 (75,28]) Fiscal Year 2011 Total operating expenses totaling $10,054,642 increased $580,461 compared to fiscal year 2010. Transportation expenses increased $529,953, or 12.5%, primarily due to increased fuel cost of $275,359 and health insurance cost of $166,995. Maintenance expenses increased primarily due to increased cost of tires of $5,261 and health insurance cost of $18,530. The depreciation of the Company's four (4) MCI buses purchased in the prior fiscal year is the primary factor for the $63,070 increase in depreciation expense. Fiscal Year 2010 Total operating expenses totaling $9,474,181 decreased $75,281 compared to fiscal year 2009. Departmental expenses decreased $187,617, or 2.4%, due to budget reductions in fiscal year 2010. The decrease was offset by an increase in depreciation expense of$112,336 compared to the prior fiscal year. Looking Ahead to 2012 The Greater Roanoke Transit Company Board of Directors has adopted the Company's budget for fiscal year 2012. This budget includes the Smart Way Connector service expansion that will travel to the Lynchburg multi-modal station. This service will connect with service in Lynchburg including its Amtrak railway service. Request for Information This financial report is designed to provide interested parties with a general overview of the Company's finances. Should you have any questions about this report or need additional information, please contact Stephanie Giles, Director of Finance, 1108 Campbell Ave., S.E., P. O. Box 13247, Roanoke, Virginia 24032. 7 I I ~ I I I I I I I I I I I I I I I I I =- KPMG LLP Suite 1010 10 S, Jefferson Street Roanoke, VA 24011-1331 Independent Auditors' Report The Board of Directors Greater Roanoke Transit Company: We have audited the accompanying financial statements of Greater Roanoke Transit Company - Transit Operations (the Company), a discretely presented component unit in 2011 and a blended component unit in 2010 of the City of Roanoke, Virginia, as of and for the years ended June 30, 2011 and 2010, as listed in the accompanying table of contents. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Greater Roanoke Transit Company - Transit Operations as of June 30, 2011 and 2010, and the changes in its financial position and its cash flows for the years then ended in conformity with U.S. generally accepted accounting principles. In accordance with Government Auditing Standards, we have also issued a report dated October 24, 2011 on our consideration of the Company's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audi~ performed in accordance with Government Auditing Standards and should be considered in assessing the results of our audit. The Management's Discussion and Analysis included on pages 1 through 7 is not a required part of the financial statements, but is supplementary information required by U.S. generally accepted accounting principles. We have applied certain limited procedures, which consisted principally of inquiries of management regarding the methods of measurement and presentation of the required supplementary information. However, we did not audit this information and express no opinion on it. KPMG- LL-P October 24,2011 8 KPMG LLP is a Delaware limited liability partnership, the U.S. member firm of KPMG International Cooperative ("KPMG International"), a Swiss entity. I I I I: I I I I I I I I I I I I I I I " GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Statements of Net Assets June 30, 2011 and 2010 Assets 2011 2010 Current assets: Cash and cash equivalents, including cash equivalents of $197,187 and $114,077 in 2011 and 2010, respectively (note 2) Due from: Federal Transit Administration Commonwealth of Virginia Local governments Accounts receivable Supplies and materials (note 4) Other assets Total current assets Capital assets (notes 3 and 5): Land Buildings, structures and improvements Buses Shop and garage equipment Office equipment and furnishings Accumulated depreciation Capital assets, net Total assets $ 443,167 339,252 493,057 1,001,993 203,485 231,631 43,118 25,948 84,500 55,412 456,733 404,078 55,493 31,583 1,779,553 2,089,897 720,724 603,302 10,562,254 10,553,898 14,745,275 15,281,620 2,698,316 2,143,907 727,374 686,788 (15,404,160) (14,037,037) 14,049,783 15,232,478 15,829,336 17,322,375 Liabilities Current liabilities: Trade accounts payable Accrued salaries and benefits Other liabilities (note 7) Total current liabilities Commitments and contingencies (notes 6 and 8) Net Assets 378,332 232,664 144,675 755,671 288,619 293,190 82,236 664,045 Invested in capital assets Unrestricted 14,049,783 1,023,882 15,073,665 15,232,478 1,425,852 16,658,330 Total net assets $ See accompanying notes to financial statements. 9 I I ~ I I I' I I I I ,I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City ofR()anoke, Virginia) Statements of Revenues, Expenses and Changes in Net Assets Years ended June 30, 2011 and 2010 Operating revenues: Charges for passenger fares Operating expenses: Salaries and wages Fringe benefits (note 6) Services Utili ties Insurance Purchased services and other expenses (note 8) Materials and supplies Depreciation Total operating expenses Operating loss Nonoperating revenues (expenses): Noncapital grants or assistance: Federal Transit Administration Commonwealth of Virginia City of Roanoke City of Salem Town of Vinton New River Valley Metropolitan Planning Organization Carilion Foundation Downtown Roanoke, Inc. O. Winston Link Transportation Museum Conuilonwealth Coach and Trolley Museum Roanoke Chapter National Railway Historical Society Total noncapital grants or assistance Local share and other revenue: Advertising Rental income (note 8) Parking income Interest income Gain on disposal of capital assets Other 2011 2010 $ 2,003,661 1,904,502 2,992,674 2,945,244 1,632,417 1,437,393 466,606 440,570 253,242 273,815 369,363 374,528 800,871 808,148 1,573,732 1,291,816 1,965,737 1,902,667 10,054,642 9,474,181 (8,050,981) - (7,569,679) 2,832,539 2,848,622 1,171,083 1,090,780 1,178,593 1,112,953 102,399 114,511 78,592 81,360 43,465 36,961 48,253 46,909 21,994 20,946 (36,399) (29,358) (48,269) (62,478) (58,573) (8,627) 5,333,677 5,252,579 96,098 104,459 128,342 142,250 51,184 58,245 4,983 7,337 11,311 10,351 14,575 302,269 326,866 5,635,946 5,579,445 (2,415,035) (1,990,234) 830,370 2,348,098 (1,584,665) 357,864 16,658,330 16,300,466 $ 15,073,665 16,658,330 Tota110cal share and other revenue Total net nonoperating revenues Loss before capital contributions Capital contributions (note 3) Change in net assets Total net assets at beginning of year Total net assets at end of the year See accompanying notes to financial statements. 10 I I I I I ,I' I I I I I I I I I I I' I I '" GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Statements of Cash Flows Years ended June 30, 2011 and 2010 Cash flows from operating activities and local share and other revenue (excluding interest): Cash received from customers Cash payments to suppliers for goods and services Cash payments to employees for services Local share and other revenue received Net cash used in operating activities Cash flows from noncapital financing activity: Operating grants received Cash flows from capital and related financing activities: , Acquisition of capital assets Proceeds from sale of capital assets Capital contributions Net cash provided by (used in) capital and related financing activities Cash flows from investing activity: Interest income received Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year Reconciliation of operating loss to net cash used in operating activities: Operating loss Adjustments to reconcile operating loss to net cash used in operating activities: Local share and other net revenue (excluding interest) Depreciation Gain on disposal of capital assets Changes in assets and liabilities: (Increase) in accounts receivable (Increase) in supplies and materials (Increase) decrease in other assets (Decrease) increase in trade accounts payable (Decrease) in accrued salaries and benefits Increase in other liabilities Net cash used in operating activities See accompanying notes to financial statements. 11 2011 2010 $ 2,003,661 1,904,502 (3,388,227) (3,168,728) (4,685,617) (4,392,037) 256,887 305,050 (5,813,296) (5,351,213) 5,000,209 5,702,314 (783,042) (2,664,651 ) 11 ,311 1,683,750 2,058,262 912,019 ( 606,389) 4,983 7,337 103,915 (247,951) 339,252 587,203 $ 443,167 339,252 $ (8,050,981 ) (7,569,679) 297,286 319,529 1,965,737 1,902,667 (11,311 ) (29,088) (14,479) (52,655) (29,051) (23,910) 102,045 89,713 (65,031) (60,526) (9,400) 62,439 12,186 $ (5,813,296) (5,351,213) I I I '~ I GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30, 2011 and 2010 I (1) Summary of Significant Accounting Policies I I I I I I I I I I I I I I (a) Organization and Purpose The Greater Roanoke Transit Company (the Company) is a private, nonprofit, public service organization wholly owned by the City of Roanoke, Virginia (the City). The Company provides a comprehensive range of transportation services for the residents of the greater Roanoke area, including bus service along fixed routes, special services for the disabled, and shuttle buses. Similar to other public transportation systems, government subsidies are required to fund operations. The Company is the recipient of operating and capital grants from federal, state, and local agencies, including the Federal Transit Administration (the FTA), the Virginia Department of Rail and Public Transportation, and the City. Company policy decisions are made by the Board of Directors, which is comprised of two (2) City Council members, two (2) City employees, and three (3) citizens of the community at large. The Company contracts with First Group America Company (dba First Transit, Inc.) to provide senior management professionals. The remainder of the staff are employees of Southwestern Virginia Transit Management Company, Inc., whose contract expired in September 2011. Currently, the Company is in negotiations to extend the original contract. As of and for the year ended June 30, 2011, the Company is reported as a discretely presented component unit of the primary governmental reporting entity of the City. Prior to July 1, 2010, the Company was reported as a blended component unit of the primary governmental reporting entity of the City, and the Company's financial position and results of operations were recorded in an enterprise fund, a proprietary fund type, of the City. For fiscal years prior to fiscal year 2011, the members of City Council acted as the Company's Board of Directors; therefore, the Company was presented as a blended component unit of the City. Effective in fiscal year 2011, the composition of the Company's Board of Directors was changed to include two City Council members, two City employees, and three citizens at large as described above. As a result of this change in the composition of the Company's Board of Directors, the Company is now presented as a discretely presented component unit of the City in fiscal year 2011. (b) Basis of Accounting The accompanying financial statements reflect the transit operations of the Company and are accounted for on the economic resources measurement focus and use the accrual basis of accounting, which is in accordance with U.S. generally accepted accounting principles (GAAP) and conform with the requirements of the FT A's National Transit Database, as amended. In accordance with Governmental Accounting Standards Board (GASB) Statement No. 20, Accounting and Financial Reporting for Proprietmy Funds and Other Governmental Entities That Use Proprietmy Fund Accounting, the Company applies all applicable GASB pronouncements and all Financial Accounting Standards Board (F ASB) Statements and Interpretations, Accounting Principles Board (APB) Opinions, and Accounting Research Bulletins (ARB) issued after November 30, 1989, unless they conflict with or contradict GASB pronouncements. 12 (Continued) I I I I ~ I I I I I I I I I I I I I I I GREA TER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30, 2011 and 2010 (c) Cash and Cash Equivalents Cash and cash equivalents are considered to be cash on hand and short-term investments with original maturities of three months or less from the date of acquisition. Cash equivalents are stated at cost, which approximates market value, and consist of money market mutual funds and a pooled repurchase agreement with an original maturity of three months or less collateralized by U.S. Government securities. At June 30, 2011, the Company's cash and cash equivalents on hand and in banks had a carrying value of$443,167 and an actual bank balance of $245,980. (d) Capital Assets Capital assets are stated at cost less accumulated depreciation computed by the straight-line method over the estimated lives of the respective assets as follows: Buildings, structure and improvements Buses Shop and garage equipment Office equipment and furnishings 3 to 40 years 7 to12 years 3 to 5 years 2 to 10 years (e) Revenue Recognition Passenger fares and advertising are recorded as revenue at the time of sale. Rental and parking income are recorded on the accrual basis. (f) Accoullts Receivable Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company does not record an allowance for existing accounts receivable based on historical experience. Account balances are charged off after all means of collection have been exhausted and the potential for recovery is considered remote. (g) Compensated Absences Company employees are granted vacation leave in varying amounts. In the event of termination, an employee is reimbursed for accumulated vacation in full. Accumulated vacation is recorded as an expense and liability as the benefits accrue to employees. Employees are not granted sick leave, but certain employees receive compensation for sick days. Sick leave is recorded as an expense as the employee utilizes it. In accordance with GAAP, the liability calculations include an accrual at the current rate of pay and ancillary salary-related payments (i.e., the employer's share of social security and Medicare taxes) associated with its ultimate liquidation. (h) Operating Revenues and Expenses Operating revenues consist of charges for passenger fares. Operating expenses include costs of services provided, including personnel costs, purchased services, utilities, materials and supplies, insurance and depreciation. All other revenues and expenses, with the exception of capital contributions, are classified as nonoperating revenues and expenses. 13 (Continued) I I ~ I I I I I I I I I I (2) I I I I I I I GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30, 2011 and 2010 (i) Deferred Compensation Plan Company employees participate in the Southwestern Virginia Transit Management Company, Inc. Retirement Plan (the Plan), which is a deferred compensation plan and trust covering all eligible employees of the Company. Under the terms of the Plan agreement, all full-time employees are required to participate in the Plan upon completion of their probationary employment period, which is 90 days from date of hire for all employees. Southwest Virginia Transit Management Company, Inc. is the trustee of the Plan and the Plan is administered by the Reliance Trust Company. Participants contribute to the Plan through voluntary payroll deductions. Participants may elect to defer up to 100% of their pretax compensation not to exceed the IRS limitations on net contributions. Participants are required to contribute a minimum of 3% of annual compensation. The Company can make contributions at its discretion. The Plan qualifies as a government plan under Section 457 of the Internal Revenue Code. This qualification exempts the Plan from ERISA and DOL regulations. Charges to operations under the Plan are based on 3% of union and salary participants' eligible payroll. The Company increased its contribution percentage from 2.5% to 3.0% of eligible payroll for union participants, effective July 1, 2004. (j) Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. Deposits and Investments The Company may invest in the following approved investment vehicles: · Direct obligations of the federal government backed by the full faith and credit of the United States; · Obligations of the Commonwealth of Virginia, including stocks, bonds and other evidences of indebtedness of the Commonwealth of Virginia, and those unconditionally guaranteed as to the payment of principal and interest by the Commonwealth of Virginia; · Obligations of Virginia counties, cities, etc. (subject to certain restrictions); · Obligations of the International Bank, Asian Development Bank and African Development Bank; · Domestic bankers' acceptances from institutions with a rating of B/C or better in the Keefe, Bruyette & Woods, Inc. ratings; · Commercial paper with a maturity of two-hundred seventy (270) days or less with a Moody's rating of prime 1 and Standard & Poor's rating of A-I, with the issuing corporation having a net worth of at least fifty million dollars; the net income of the issuing corporation, or its guarantor, has averaged three million dollars per year of the previous five years; and all existing senior bonded indebtedness 14 (Continued) I I I I I I I I I I I I I I I I I I I '" ~". GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30, 2011 and 2010 of the issuer, or its guarantor, IS rated "A" or better by Moody's Investor Services, Inc., and Standard & Poor's, Inc. . Corporate notes with a rating of at least Aa by Moody's Investors Service, Inc. and a rating of at least AA by Standard and Poor's, Inc. and a maturity of no more than five (5) years; . Money market funds; . Demand and savings deposits; and . Time deposits, certificates of deposit and repurchase agreements. All cash and cash equivalents are held by financial institutions in the name of the Company. At June 30, 2011, all cash and cash equivalents were fully collateralized pursuant to agreements with all participating financial institutions to pledge assets on a pooled basis to secure public deposits according to the Virginia Security for Public Deposits Act Regulations of the Code of Virginia. (3) Capital Grant Funds (a) Capital Expellditures Capital asset purchases have been funded primarily under FT A capital grants to the Company. Additional matching requirements were met by the Commonwealth of Virginia, City of Roanoke and the New River Valley Metropolitan Planning Organization. Capital grant funds received (cash basis) and capital grant funds outstanding at June 30, 2011 are as follows: FTA Commonwealth of Virginia City of Roanoke New River Valley MPO $ Capital grant funds received 2011 1,582,025 224,966 2,619,517 414,227 Cumulative capital grant funds received Outstanding capital grant amount 17,905,267 3,458,017 166,982 76,750 21,607,016 20,000 1,826,991 $ 3,033,744 (b) Operatiolls The Company receives operating assistance from the FT A, Commonwealth of Virginia, City of Roanoke, City of Salem, Town of Vinton, and New River Valley Metropolitan Planning Organization. During fiscal years 2011 and 2010, the Company also received operating assistance from the Carilion Foundation and Downtown Roanoke, Inc. for its Star Line trolley bus service. 15 (Continued) I I I I I I I I I I I I I I I I I I I '" -" , GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit ofthe City of Roanoke, Virginia) Notes to Financial Statements June 30, 2011 and 2010 (4) Supplies and Materials As of June 30, 2011 and 2010, supplies and materials consisted of: 2011 2010 Parts $ 409,639 373,546 Diesel fuel 38,864 19,077 Lubricating oil 8,230 . 11,455 $ 456,733 404,078 Supplies and materials are valued on the weighted average cost basis. (5) Capital Assets The following is a summary of the changes in capital assets" net for the years ended June 30, 2011 and 2010: Balances June 30, 2010 Capital assets not being depreciated: Land $ 603,302 Other capital assets being depreciated: Building, structures and improvements 10,553,898 Buses 15,281,620 Shop and garage equipment 2,143,907 Office equipment and furnishings 686,788 Accumulated depreciation (14,037,037) Subtotal 14,629,176 Capital assets, net $ 15,232,478 Balances June 30, 2009 Capital assets not being depreciated: Land $ 603,302 Other capital assets being depreciated: Building, structures and improvements 10,057,981 Buses 13,268,973 Shop and garage equipment 2,006,833 Office equipment and furnishings 667,775 Accumulated depreciation (12,134,370) Subtotal 13,867,192 Capital assets, net $ 14,470,494 16 Increases Balances June 30, Decreases 2011 720,724 10,562,254 (552,624) 14,745,275 (45,990) 2,698,316 727,374 598,614 (15,404,160) 13,329,059 14,049,783 Balances June 30, Decreases 2010 603,302 10,553,898 15,281,620 2,143,907 686,788 (14,037,037) 14,629,176 15,232,478 (Continued) 117,422 8,356 16,279 600,399 40,586 (1,965,737) (1,300,117) (1,182,695) Increases 495,917 2,012,647 137,074 19,013 (1,902,667) 761,984 761,984 I I I I I I I I I I I I I I I I I I I ~ GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30, 2011 and 2010 (6) Deferred Compensation Plan The Company has a deferred compensation plan (see note 1 (i)) covering all hourly and salaried employees. The Company made contributions to the deferred compensation plan in the amount of $100,050 in fiscal year 2011 and $97,138 in fiscal year 2010. (7) Other Liabilities Included in other liabilities at June 30, 2011 and 2010 is deferred revenue of $84,888 and $68,034, respectively. (8) Commitments and Contingent Liabilities Under the provisions of a management contract with First Group America Company (dba First Transit, Inc.), which expired February 28, 2007, the Company paid a monthly fee of $21,445 for management services. Upon expiration of the contract, the Company exercised an option to renew the contract for three additional years. In the third option year of the contract, monthly fees increased to $23,950 per month effective March 1, 2009 from $23,084 per month effective March 1, 2008. On January 20, 2010, the Company entered into an agreement with First Group of America Company effective March 1, 2010 and expiring June 30, 2015. Under this contract, monthly fees decreased to $21,867 per month effective March 1, 2010 from $23,950 per month effective March 1, 2009. Total fees paid for the years ended June 30, 2011 and 2010 were $262,400 and $279,067, respectively. Certain assets acquired with FT A grants must be kept in service for a specified time period as a requirement of the grants. If these assets are removed from service, the Company must reimburse FT A for up to 80% of their fair market value on the date of disposition. Capital assets, net, approximating $13.3 million at June 30, 2011 are subject to these grant requirements. The Company has agreements with the City of Salem and Town of Vinton to provide bus service to each of these areas which may be terminated upon written notice by either party of twelve months and six months, respectively. The localities reimburse the Company for 75% of the net operating costs based upon passenger counts and service miles. The Company is the lessor of space in the Intennodal Transportation Center in downtown Roanoke. Rental income for the years ended June 30, 2011 and 2010 totaled $128,342 and $142,250, respectively. Future minimum rental receipts under leases with original terms in excess of one year are as follows: Years ending June 30: 2012 2013 $ 85,201 25,102 110,303 $ 17 (Continued) I I ~ I I I I I I I I I I I I I I I I I GREA TER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30, 2011 and 2010 The Company was the lessee in an agreement with a tire manufacturer for the rental of bus tires. The agreement became effective November 1, 2007 and specified a base rate per tire mile, which was adjusted following the first two years. On November 1, 2010, the lease expired and the Company exercised its option in the lease agreement to run-out the life of the tires on its buses. The Company will continue to incur rent expense during the run-out period until the tires reach the minimum tread wear pursuant to the agreement. Rental expense for the years ended June 30, 2011 and 2010 approximated $49,500 and $49,000, respectively. The Company is exposed to various risks of loss such as theft of, damage to, and destruction of assets, injuries to employees, and natural disasters. The Company carries commercial insurance for their risks. There have been no significant reductions in insurance coverage from coverage in the prior year, and settled claims have not exceeded the amount of insurance coverage in any of the past three fiscal years. Grants are subject to audit to determine compliance with the grant requirements. As a result of the audit performed over federal expenditures for the fiscal year ended June 30, 2008 and completed in March 2009, it was determined that the Company failed to comply with certain federal procurement requirements in connection with the purchase of certain office equipment and furnishings resulting in known questioned costs of $178,641 reimbursed by the FTA under two federal grant agreements and $27,616 reimbursed by the Virginia Department of Rail and Public Transportation (DRPT) under the state matching portion of the grant agreements. Total expenditures under the grant agreements were approximately $223,137. First Transit, Inc. has agreed to reimburse the Company for any amounts that may be required to be reimbursed to the cognizant agencies. The FT A requested reimbursement of $178,641 which was paid by First Transit, Inc. in June 2010, and DRPT has not requested any reimbursement from the Company as of the report date of the financial statements. The Company is unaware of any pending litigation or other contingencies that would have a material adverse effect on the financial condition or liquidity of the Company. 18 I I ., I I I I I I I I I I I I I I I I I .,., , KPMG LLP Suite 1010 10 S. Jefferson Street Roanoke, VA 24011-1331 Independent Auditors' Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards The Board of Directors Greater Roanoke Transit Company: We have audited the financial statements of Greater Roanoke Transit Company - Transit Operations (the Company), a discretely presented component unit of the City of Roanoke, as of and for the year ended June 30, 2011, and have issued our report thereon dated October 24, 20 11. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Internal Control Over Financial Reporting In planning and performing our audit, we considered the Company's internal control over financial reporting as. a basis for designing our auditing procedures for the purpose of expressing an opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we do not express an opinion on the effectiveness of the Company's internal control over financial reporting. A deficiency in internal control over financial reporting exists when the design or operation of a control . does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct misstatements on a timely baSIS. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the entity's financial statements will not be prevented, or detected and corrected on a timely basis. Our consideration of internal control over financial reporting was for the limited purpose described in the first paragraph of this section and would not necessarily identify all deficiencies in internal control over financial reporting that might be deficiencies, significant deficiencies, or material weaknesses. We did not identify any deficiencies in internal control over financial reporting that we consider to be material weaknesses, as defined above. Compliance and Other Matters As part of obtaining reasonable assurance about whether the Company's financial statements are free of material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. KPMG LLP is a Delaware 'imk~ liability partnership, the U.S. member firm of KPMG International Cooperative ("KPMG International"). a Swiss entity. I I I I I I I I I I I I I I I I I I I i'~ an This report is intended solely for the information and use of the Board of Directors, management, and federal awarding agencies and pass-through entities and is not intended to be and should not be used by anyone other than these specified parties. KPM G- LL'"P October 24, 2011 20 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 12, 2012 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the-"Board: This is to advise that the regular meeting of the Greater Roanoke Transit Company Board of Directors will be held 9n Tuesday, January 17, 2012, at 1 :00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, ~YY).~ Stephanie M. Moon Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC Timothy Spencer, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant -General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DATA\CKSM1\GRTC.12\January 17, 2012 Meeting Notice.doc .^ ") GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS JANUARY 17, 2012 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1 . Call to Order. 2. Roll Call. President Bowers was absent. Recognized and welcomed Curtis Mills, Director, and Tim Spencer, Acting City Attorney. 3. Approval of Minutes: Regular meeting held on November 21,2011. Dispensed with the reading and approved as written. 4. Reports of Officers: a. General Manager: 1. Management Update: . Connector Service . STAR Complementary Paratransit Service . Shelter Project . Grants Management Audit . FTA Notification Fiscal Year 2009 and Fiscal Year 2010 Audit . Efficiency and Cost Reduction Measures Received and filed. 2. Financials for October and November 2011. Received and filed. 3. Request for maximum operating and capital financial assistance from the Federal Transit Administration and the Commonwealth of Virginia Department of Rail and Public Transportation for the fiscal year 2012-2013. Adopted Resolution. (6-0) L:\CLERK\DATA\CKSM1\GRTC_12\January 17, 2012 Action Agenda.doc (/ 4. Appointment of two members of the Board and two officers of the Company to serve as the Fiscal Year 2012-2013 Budget Review Committee to review the proposed budget. 1 Appointed Directors Mills and Bingham; and Assistant Vice-President of Operations and Treasurer to serve as the Fiscal year 2012-2013 Budget Review Committee members. 5. Secretary: a. Recommendation to establish the Annual Meeting of the G RTC Stockholders to be held on Monday, June 18, 2012, at 1 :30 p.m., in the City Council Chamber. Concurred in recommendation. 6. Other Business. NONE. 7. Adjournment. - 1 :29 P.M. L:\CLERK\DATA\CKSM1\GRTC.12\January 17, 2012 Action Agenda.doc /.( a ,I. r-'-, . ;',.. ~:' ~ Greater Roanoke Transit Company Management Update January 17, 2012 'Connector Service At the last meeting of the Board of Directors, the President of the Board inquired about why the Connector bus arrives after the train is scheduled to arrive as opposed to before or at the same time it arrives. The following is the rationale for the current schedule: 1) On Monday through Friday evenings, the Connector is scheduled to arrive at the Amtrak Station at 8:55 p.m.; the train is scheduled to arrive 8:36 p.m., 19 minutes prior to the Connector. By the time passengers ascend to the train station's upper level with baggage, the Connector will be just arriving if not already there. On Friday evenings, the Connector makes a stop at Campbell Court at 7:20 p.m. before coming to the Civic Center, facilitating connections from Valley Metro and the base Smart Way service. To alter the scheduled arrival time at the Amtrak station would affect these connections; 2) On Saturday evenings, the Connector arrives at the Amtrak station at 7:40 p.m.; the train is scheduled to arrive at 7:39 p.m. The Connector makes a stop at 6:05 p.m. at Campbell Court to facilitate the same connections as mentioned above; 3) On Sunday evenings, the Connector arrives at the Amtrak station at 8:30 p.m.; the train is scheduled to arrive at 8:29 p.m. STAR Comolementary Paratransit Service By the end of January, 2012, staff expects to release the request for proposals (RFP) for the provision of paratransit services for GRTC's STAR (Specialized Transit Arranged Rides) service. Shelter Proiect Shelters are scheduled to be installed at the following sites by the end of January, 2012: 1) Morningside Apartments on 13th Street at Montrose Avenue 2) Indian Rock Village Housing Development on Wise Avenue at Indian Rock Village Lane Grants Manaaement Audit The Virginia Department of Rail and Public Transportation (DRPT) conducted a compliance audit during the week of December 5, 2011. The audit focused on Fiscal Year 2009 and Fiscal Year 2010. The following is a summary of some of the preliminary findings: 1) There were discrepancies between GRTC's vehicle inventory list and DRPT's vehicle inventory list. 2) The approval letter from DRPT for Chip Holdren, GRTC's previous Assistant General Manager, to attend a training session was not available for inspection. It is believed the letter is among other documents taken by state and federal officials at the outset of the furniture procurement investigation. DRPT was advised of this during the audit. Greater Roanoke Transit Company PO Box 13247 '. Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com ~ 3) Grant funds, in the amount of $1,823, used to reimburse GRTC for paying the wages of an intern were deemed to _, .. be disallowed because the expense was incurred after the grant project was closed out. It is anticipated that these funds will have to be paid back by GRTC. 4) GRT<? grant pass through projects: a. For the Commonwealth Coach and Trolley Museum, there were two instances when reimbursements to the grantee were made for expenses incurred on a credit card, but no receipts were available to verify the purchases. There were two other instances when checks for a Museum employee were made out to and signed by the same employee, who was serving as President and Treasurer of the Museum. b. For the Center in the Square, there were two instances in which invoices for reimbursement were more than what was shown on the reimbursement request form. 5) In fiscal 2009, GRTC carried $206,000 on its books as a liability in anticipation of a pay back to FTA and DRPT for their respective shares of reimbursement due each of them for the ineligible furniture and travel expenses (anticipating the source of funds would come from First Transit). This liability should not have been included in the "Total Operating Expenses Incurred for the Year column of the Final Eligibility Form." 6) Proper documentation (payroll reports) was not available to verify that employees of the construction contractor, Thor Inc., were in fact paid in accordance with the Davis Bacon Act during the renovations of the Campbell Court Transfer Center's passenger waiting area. 7) DRPT has determined that GRTC has to refund $29,313 in ineligible furniture and travel expenses. A draft report that may modify some or all the preliminary findings above is expected in 60 days (on or about February 5, 2012). GRTC will have ten (10) days to respond with planned corrective actions. A final report, inclusive of GRTC's corrective actions, will be published. The date of the final report is uncertain at this time. Federal Transit Administration Notification Fiscal Year 2009 and Fiscal Year 2010 Audit On December 14, 2011, GRTC's General Manager received a notice from the Federal Transit Administration (FT A) advising that due to findings set forth in the external audit done by KPMG for Fiscal Year 2009 and Fiscal Year 2010 with respect to the procurement of health insurance and motor fuel, GRTC is required to repay the federal share of the expenses associated with the aforementioned items in the amount of $805,003. In concert with First Transit, staff is in the process of preparing a response to contest the requested repayment. Efficiency and Cost Reduction Measures Staff continues to conduct an efficiency study focused on reducing GRTC's operating cost and enhancing its operating efficiency. It is anticipated that options and recommendations will be presented at the March meeting of the Board. Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer, Acting GRTC General Counsel Municipal Auditor , ~ I( t1l.. J. , Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia January 17, 2012 David A. Bowers/President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the months of October 2011 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the month of October 2011. Operating income through October of FY 2012 is $41,899 or 5.4% above last year as presented in the accompanying financial statement. This increase is primarily due to increases in operating revenue and advertising revenue. Operating revenue increased $32,717 or 4.9% and advertising revenue increased $12,672 or 40.8% compared to October 2010. The increases were offset by a decrease in non- transportation revenues for $3,490 or 5.2%. GRTC's revenue of $814,879 is $41,485 or 1.8% above the budgeted income of $773,394 for the four months reported. The operating expenses for GRTC of $2,828,496 are $307,944 or 12.2% above expenses in October 2010. The expenses through October 2011 are $91,400 or 1% under the budgeted expenses of $2,919,896 for the four months reported. The subsidies for GRTC of $2,095,509 are $385,298 or 22.5% above October 2010. This increase is primarily due to increases in subsidies from the City of Roanoke, Federal Transit Administration (FTA) and Department of Rail and Public Transportation (DRPT) for $370,239 compared to October 2010. GRTC's net income is $81,892 for this reporting period. The income is due to the increase of $41,485 in revenue income and the decrease of $91,400 in expenses incurred compared to budget. This was offset by a decrease in subsidies of $50,994 compared to budget. Both positive and negative variance is discussed in the operating income and expense sections of this report. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com \ .-' ~ David A. Bowers, President and Members of the Board of Directors GRTC Financials January 17, 2012 Page 2 OperatinR Income Operating income variances are as follows: . Fares collected on Valley Metro's fixed routes have increased $19,092 or 5.5%; · Fares collected on Smart Way routes have increased $13,418 or 17.4%; . S.T.A.R. monthly pass sales have increased $4,608 or 32.7%; . Smart Way Connector fares through September are $10,136 or 57.5% of the budgeted income; . Monthly pass sales for Valley Metro's fixed routes have increased $5,616; . Monthly pass sales for Smart Way routes have increased $4,560; . Student fares have decreased $3,927 or 46.3%; . Virginia Western Community College income has increased $2,942 or 15.7%; . Advertising has increased $12,672 or 40.8%; and · Rental income has decreased $2,4~h or 5.8%. OperatinR Expenses Operating expense variances are as follows: . Labor has increased $29,524 or 3.1% compared to the prior year. This increase is $68,405 below budget for the period ending October 2011. The decrease compared to budget is primarily due to the bi-weekly payroll, the month of December will include three payrolls; . Fringe benefits (payroll taxes, health, dental, etc.) increased $6,863 compared to October 2010. This increase is $61,795 below budget primarily due to the timing in the use of paid days off; · Services (security, inspections, drug & alcohol testing, etc) have increased $24,337 over last year. This increase is $6,442 below budget; · Materials and supplies (fuel, parts consumed, tires, office supplies, etc.) have increased $218,932 compared to the prior year. The increase is primarily due to the increase in the cost of fuel for $184,652. This line item is over the projected budget by $73,626; . Utilities have decreased $2,901 compared to October 2010; · Purchased Transportation (S.T.A.R.) has increased $43,174 compared to the prior year. The increase is primarily due to an increase in the cost per trip of $.63. The expense for Job Access and Reverse Commute (JARC) rides has increased $23,599 compared to last year. This increase is 39.8% above the projection for JARC expenses; · Miscellaneous expenses (dues & subscriptions, travel, postage, etc.) are $4,519 higher than last year. This increase is primarily due to increased expenses related to advertising for the Smart Way Connector service. . ') David A. Bowers, President and Members ofthe Board of Directors GRTC Financials January 17, 2012 Page 3 No action by the Board is needed on this matter. Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer, Acting GRTC General Counsel Municipal Auditor Respectfully Submitted, --- ~ U ~ o z f= ~ c.. o '" 8 ~ .., ..,~ .., ::; c:: ij ~-g ~..,~ ..,~ 0 (l) ~ 00 Q, 6 00.8 ~ 'E-€ ~ ~ ~ ~ ~ 03 o-~ Z ~ CIl W CIl ~ W o I ~ .~ ~ 03 '" 1;l ~ CIl .~ i ~ ~El l El~w ]to:l CIl ~,:: ~ 05 a(! U",,8 ::Cr.:Q"'-il",8~;j ~ ~.8 -fH~ ;j.c:: '8 ~ -fj ~ t;i t3 ~ ~-ia -l~CIl~=:>.!:lO::;~ '" (l) '" i3 ;t w S ~ '" .3 .., z El El '" ta ;j~o 0003 ;;l..,!; B-"" Q S .., -lCll~ '" .., :s .;;; .g CIl S ~ ~ '" g .., ~ .s .., z 7_ , GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 10/31/2011 10/31/2010 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 536541.23 $ 512,535.13 5% ACCOUNTS RECEIVABLE $ 1,072,537.07 $ 1,244,203.59 -14% INVENTORY $ 465,254.96 $ 433,373.29 7% FIXED ASSETS FIXED ASSETS $ 29,474,343.83 $ 29,300,085.75 1% ACCUMULATED DEPRECIATION $ (16,038,242.32) $ (14,667,144.35) 9% NET FIXED ASSETS $ 13,436,101.51 $ 14,632,941.40 -8% PREPAYMENTS $ 49,038.68 $ 47,701.79 3% TOTAL ASSETS $ 15,559,473.45 $ 16,870,755.20 -8% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 340,907.01 $ 286,033.93 19% PAYROLL LIABILITIES $ 216,320.92 $ 214,883.22 1% OTHER LIABILITIES $ 462,124.29 $ 344,416.87 34% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,138,494.60 $ 5,355,149.10 -4% DEPRECIATION EXPENSE $ (634,082.52) $ (630,107.16) 1% RETAINED EARNINGS $ 9,935,164.49 $ 11,303,176.79 -12% CAPITAL CONTRIBUTIONS $ 18,648.00 $ 34,559.00 -46% NET INCOME (LOSS) $ 81,891.66 $ (37,361.55) -319% TOTAL CAPITAL $ 14,540,121.23 $ 16,025,421.18 -9% TOTAL LIABILITIES & CAPITAL $ 15,559,473.45 $ 16,870,755.20 -8% "I. a. :1.." " ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia January 17, 2012 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the months of November 2011 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the month November 2011. Operating income through November of FY 2012 is $70,529 or 7.4% above last year as presented in the accompanying financial statement. This increase is primarily due to increases in operating revenue and advertising revenue. Operating revenue increased $57,065 or 6.8% and advertising revenue increased $17,996 or 46% compared to November 2010. The increases were. offset by a decrease in non- transportation revenues for $4,533 or 5.5%. GRTC's revenue of $1,026,354 is $59,612 or 2.6% above the budgeted income of $966,742 for the five months reported. The operating expenses for GRTC of $3,511,878 are $360,494 or 11.4% above expenses in November 2010. The expenses through November 2011 are $137,992 or 1% under the budgeted expenses of $3,649,870 for the five months reported. The subsidies forGRTC of $2,605,219 are $456,689 or 21.3% above November 2010. This increase is primarily due to increases in subsidies from the City of Roanoke, Federal Transit Administration (FTA) and Department of Rail and Public Transportation (DRPT) for $437,397 compared to November 2010. GRTC's net income is $119,694 for this reporting period. The income is due to the increase of $59,612 in revenue income and the decrease of $137,992 in expenses incurred compared to budget. This was offset by a decrease in subsidies of $77,910 compared to budget. Both positive al')d negative variance is discussed in the operating income and expense sections of this report. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com . David A. Bowers, President and Members of the Board of Directors ... GRTC Financials January 17, 2012 Page 2 ODeratin~ Income Operating income variances are as follows: . Fares collected on Valley Metro's fixed routes have increased $28,513 or 6%; . Fares collected on Smart Way routes have increased $11,607 or 18%; . S.T.A.R. monthly pass sales have increased $4,032 or 21.9%; . Smart Way Connector fares through November are $11,962 or 65.9% of the budgeted income; . Monthly pass sales for Valley Metro's fixed routes have increased $7,536; . Monthly pass sales for Smart Way routes have increased $5,040; . Student fares have decreased $4,480 or 43.1%; . Virginia Western Community College income has increased $2,833 or 10.9%; . Advertising has increased $17,996 or 46%; and . Rental income has decreased $3,908 or 7.3%. ODeratin~ EXDenses Operating expense variances are as follows: . Labor has increased $36,975 or 3.1% compared to the prior year. This increase is $87,503 below budget for the period ending November 2011. The decrease compared to budget is primarily due to the bi-weekly payroll, the month of December will include three payrolls; . Fringe benefits (payroll taxes, health, dental, etc.) increased $11,435 compared to November 2010. This increase is $83,008 below budget primarily due to the timing in the use of paid days off; . Services (security, inspections, drug & alcohol testing, etc) have increased $36,197 over last year. This increase is $1,910 below budget; . Materials and supplies (fuel, parts consumed, tires, office supplies, etc.) have increased $243,537 compared to the prior year. The increase is primarily due to the increase in the cost of fuel for $195,872. This line item is over the projected budget by $90,049; . Utilities have decreased $2,901 compared to November 2010; . Purchased Transportation (S.T.A.R.) has increased $52,361 compared to the prior year. The increase is primarily due to an increase in the cost per trip of $.63. The expense for Job Access and Reverse Commute (JARC) rides has increased $29,033 compared to last year. This increase is 46.3% above the projection for JARC expenses; . Miscellaneous expenses (dues & subscriptions, travel, postage, etc.) are $3,918 higher than last year. This increase is primarily due to increased expenses related to advertising for the Smart Way Connector service. . . David A. Bowers, President and Members ofthe Board of Directors , GRTC Financials January 17, 2012 Page 3 No action by the Board is needed on this matter. Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer, Acting GRTC General Counsel Municipal Auditor ~ ;:... ~ ~ u ,~ ~ '5 ~ ~~5g oels.... ~~~~ {/)~5~ ~~~~ ~Z"O~ ~:)~~ of::=", ~::;~~ o2S~.g iXel ~ file;;.6~ E-:>-eiZ <~.,., ~ ~ 8'~ el~ ~ ~ o {/) '" ~E- ;:"'(3 ~B *(D E- ~(3~ ~B~ c:c ~ ~ 8~0 o"'~ ~~~ ;:ez ., -;; b Cl,Q~ oE~ +t~o ~o'" ;:...Z ~ fj;:: ~~ Z .... ., fj;:: ~~ Z ~ ~ **'';ft. *- 000- 'oet' lrlO'\C N ~~~ ~ ceo 0 000 ~ t"f"ir--:.....: - 1:'"'--0'\- 00 O\O\~ - N"'-"lr) 0" 0-0 N O-N ("t') N N .... ~ '$. *' "$. '"d" ('f") 0'\ 00 00 0 -.::t ('f") \0 ..0 vi r-..: """ 00",," """ "'0'" """ oci.cir' lri OOOM N - - V") 00 ..; 0\" N 1.1')" Mt'f"')OO V') 00 '" ~ 00 .,., 00 "'~"" r;:j;g;g "'00 -"('."00 '" .,., r- oo ~ "*'*-"*- .,., \0 r- '" 0 co ..n\.O..o ~ \0 ",0",," .,.,0.,., ..000; O\Or- \OO~ 0\ 00" V') .,., ~ ;;; I,f') l.i"') -.::t "d'" O\Mt- 0 M~..o v) V')OOM r- ~" ~ :; :::... 00__ _ ~ '" ~ ~ ~ o u 2S " ; o ~ 5 i) .,iX ~ 5.~ ~ i) ~ .,iXo ., iX CO I:>. s .6:~ ~ ~ 1<i'5E- k3>= 5 8'~ ~ ~ ~ r- M .,., '" v$ '" 5 '#. \0 \0 .,; r- o ..0 """ 00 ",. 00 '*-*"****** ;I:. O\M-r--MO\M 0\ OOOOMOOMM-"d'" 0 oO..o""':"";ON..o""'; ci MM"d"''''t:tMM'oet''"d" -.::r 00,0000,00, 0, 00000000 0 o\oOtriocioo\.,)v) 0\ OOO"d"OO\O\("")_ 00 -OOMOOOt"--"d'" \0 0'" r-'" -" V')" M'" 0\'" 0'" N 0'\'" V')-MO\O\V/OOM V") -r-lOt-N"d"'l"- r- ('f")"''''''''' ....: 00'" ~~ '#.,*,'$.*?f!.'$.'$.'$. -"fI:t\OONOo\OO -oor-OO\lrlO\- M.....;o\t"i~.....:..o.....: -oc:t"-'C-"'l:::t --o\Ntn-No\ -Mt"'--"I:tOO-N .....:r-..:.....:r-..:o\MOC"l"'i Or-\oON('f')\C)_ -O\-O\oo:::tON&n 00'" 0,'" ('f")" 0\" ("1"')" 00 00" 0\ OONOOr-",\OO ...-l...\c_V') -M -V"l\CONN"'d"O'\ \OO\-\OO\"d"'oor- tri.....:o-:\OoC"icio I:"'---lr'l"d" MON('f') O"""",,,,,"OOr-\O,,,," v) ("...f 0\"' M"" cC QC)'" 0'" M NM-NOO..q-\O- :'-\ONoo -M ~~ ~~'$.*'#.#.*"$. \CION-V')V")r-_ -O\--.::t r-\Oo V') MMC'lo\oOoOviM M-'-"'-"-t"-- NOM'O~'O~\O 'OO('f")l,f')0\0 l/')t"-- r---:O-:li1IoCir---:viC"ir---: \OO\Nt"--ooO\\O- "'''''''t--'''\O'''oo v)"" t"--"" \0"" ..0 0\"" N"" 0"" M-("f'1N-("f'1\0 "'~ ~ g;~$~~~~~ oQOv)~.Or'o\\Ci 'I"""'It"--ooOOO\\Ov- voor:-("f'1'-OQO-N M"" -"" 00""': r--:.O\"" 0 vNvl./')-Nr- "'~ - ~ CZl ~ ~ ~ E- ~ o ~ .~ ., ~ ~ g ~ o<:l ~=- 1:>.)( >.~ .~ ~UJ '3'E {/) ~e!~ 05 o<:l uE-8 :I:c:c",~",8]a ~ ~.8'I::.il ta,.<;l ='8 ~'E ~ ~ 9 ~ ~.~ ...l~CZl~:l..!:l~~ '#. """ .;: - ~ o o ..,f co <'1. - .,., ~ ",. '" '" 00 r- oo. .,., ",. '#. '" '" 00 ~ ~ '" co o. '" \0 '" '" N 00 '" ",. 00 \0 '" ., '" 5 ~ ! <f:. ;$. '$. t!. '$. o vr-O\ \0 \C -NO V 00 ""';00""'; d M 'V("f')'V V 6' 000 0 o 000 0 00 M .....; -.i oci o \C)("f')- 0 I./') ("f') ("f') QO V) 0'1"" \0"" \0"" r- 0\ ("f') 0 r- '0 f"") """ 0 """ '" """ e N""-""N \0"" '#. N ~ ?f?~~ OO"'N "'.,.,~ ..,fo;..,f "'~- G' .,., 00 .,., .,., .,.,. 2:: cl NOO -00 r---:r---:\Ci '" """ co """ ~ 00 ;::.~.~ \0 """ 0 ~ 00 .,., ..,f '" .,., .,;' 00 """ cl \000 r-o 0 ..,f,...:,...: r- ~ '" ",\0'" 'O""-.::r"" V) N \0- 00.,., '" '#. """ '" .,; ~'$.~ \0"'0 ~ \0.,., IoCiloCill"'i "'~ N \0 .,; 00 '" ,...:- """ ::!. ",00 r- 00 V)oOar) '" co '" "'00",," 0\ ("f"}"' v ~"'N ~ '" ~ .,., '" ,...: o ~. r- ::!. e-oo r- 0000 00 0\ oci N 0\ 0\ I./") '0 0 NI./")oo e- M"' 0\ \0 0'\"' '1.00("1") 0 --('.I '0 '" .3 .., z ~ ~~fil osfilo 000l Ol.,~ US"O .3CZltt '#. o o o o o '#. \0 "'! N ~ .,., ..,f .,., '" s:l o '" .,., 00. ;:!: ",. """ """ 00 N o r- """ \0 r- ~ '" .,;' o \0 N 00 - ..,f '" \0 2:: ~ '#. '" '" ..0 ~ '" r- oO - '" 00 '" """ '" 00 ..0 \0 \0 '" '" .,., N o 00 r- '" '" ., :9 '" .g {/) Ol :0 ...... ~ '" '" o C- ., ~ .s .., z ~" ,- " GREATER ROANOKE TRANSIT COMPANY -'v SUMMARY OF STATEMENT OF NET ASSETS 11/30/2011 11/30/2010 . Year-to-Date Year-to-Date % of Cha nge ASSETS CASH $ 831,072.49 $ 364,601.72 128% ACCOUNTS RECEIVABLE $ 919,864.55 $ 1,416,690.92 -35% INVENTORY $ 476,013.56 $ 427,632.57 11% FIXED ASSETS FIXED ASSETS $ 29,546,715.59 $ 29,348,492.84 1% ACCUMULATED DEPRECIATION $ (16,196,762.95) $ (14,667,144.35) 10% NET FIXED ASSETS $ 13,349,952.64 $ 14,681,348.49 -9% PREPAYMENTS $ 87,060.47 $ 92,341.63 -6% TOTAL ASSETS $ 15,663,963.71 $ 16,982,615.33 -8% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 412,862.58 $ 306,948.43 35% PAYROLL LIABILITIES $ 208,573.02 $ 206,307.91 1% OTHER LIABILITIES $ 552,497.99 $ 453,604.70 22% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,138,494.60 $ 5,355,149.10 -4% DEPRECIATION EXPENSE $ (792,603.15) $ (630,107.16) 26% RETAINED EARNINGS $ 9,935,164.49 $ 11,303,176.79 -12% CAPITAL CONTRIBUTIONS $ 89,275.00 $ 34,559.00 158% NET INCOME (LOSS) $ 119,694.18 $ (47,028.44) -355% TOTAL CAPITAL $ 14,490,030.12 $ 16,015,754.29 -10% TOTAL LIABILITIES & CAPITAL $ 15,663,963.71 $ 16,982,615.33 -8% /", / GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 18, 2012 Carl L. Palmer General Manager Valley Metro Roanoke, Virginia Dear Mr. Palmer: I am attaching a copy of a resolution authorizing the filing of applications and the acceptance and execution of appropriate agreements for operating and capital financial assistance for Fiscal Year 2012-2013 with the Federal Transit Administration and the Commonwealth of Virginia Department of Rail and Public Transportation, upon certain terms and conditions. The above referenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting held on Tuesday, January 17, 2012. Sincerely, ~nrn.~OYJ Secretary /' Enclosure pc: Christopher P. Morrill, Vice-President of Operations, GRTC Sherman M. Stovall, Assistant Vice-President of Operations, GRTC Timothy Spencer, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel,GRTC Drew Harmon, Municipal Auditor L:\CLERKlDATA\CKSM1\GRTC.12\January 1 e, 2012 Correspondence.doc pi '-\'. BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING THE FILING OF APPLICATIONS AND THE ACCEPTANCE AND EXECUTION OF APPROPRIATE AGREEMENTS FOR OPERATING AND CAPITAL FINANCIAL ASSISTANCE FOR FISCAL YEAR 2012- 2013 WITH THE FEDERAL TRANSIT ADMINISTRATION AND THE COMMONWEALTH OF VIRGINIA DEPARTMENT OF RAIL AND PUBLIC TRANSPORT A TION UPON CERTAIN TERMS AND CONDITIONS. BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the Company's General Manager and Vice President of Operations are each authorized to execute, as may be needed, in a form approved by General Counsel, appropriate applications requesting the maximum operating and capital financial assistance from the Federal Transit Administration and the Commonwealth of Virginia Department of Rail and Public Transportation for the fiscal year 2012-2013 and further to accept and execute the necessary operating grant agreements and capital grant agreements, in a form approved by General Counsel, all as more particularly set forth in the report of the General Manager to this Board dated January 17,2012. The Company's Secretary is also authorized to attest any such documents. ATTEST: Date AdoPted:~ t7!~O'~ K:\GR TC resolution authorizing applications 2012-2013 .doc 1, Il.J~ ,.",\" .) ~ Greater Roanoke Transit Company Board of Directors Meeting January 17, 2012 David A. Bowers, President, and Members of the Board of Directors Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Authorization to File for Federal Transit Administration Operating and Capital Financial Assistance, and Commonwealth of Virginia Operating and Capital Financial Assistance for fiscal year 2012-2013. Financial assistance has been provided to Greater Roanoke Transit Company (GRTC) by the Federal Transit Administration (FTA) and the Commonwealth of Virginia Department of Rail and Public Transportation (VDRPT) during previous fiscal years for certain operating and capital expenses. Under FTA regulations, GRTC is eligible for federal operating funds, which cannot exceed 50% of its proposed operating deficit. In fiscal year 2012-2013 GRTC will apply for the maximum amount allowed in federal operating and capital financial assistance. During the current 2011-2012 fiscal year, the total amount of assistance GRTC will receive from FTA is approximately $2,645,000.00; the total amount of assistance GRTC will receive from VDRPT is approximately $1,178,000.00. The deadline for filing the applications for the above referenced assistance for FY 2012-2013 is February 1,2012. Recommendation Authorize the General Manager to file applications requesting the maximum operating and capital financial assistance from FTA and VDRPT for fiscal year 2012-2013 and to accept and execute the necessary grant agreements in a form approved by legal counsel. c. Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer, Acting GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com ." , ") GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 18, 2012 John Bingham, Board Member Curtis Mills, Board Member Sherman M. Stovall, Assistant Vice-President of Operations Ann H. Shawver, Treasurer Ladies and Gentlemen: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company which was held on Tuesday, January 17, 2012, you were appointed as members of the Fiscal Year 2012-13 Budget Review Committee to review the proposed budget. Sincerely, '-ML 'rn, oJ Stephanie M. Moon ~ Secretary pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Timothy Spencer, General Counsel, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Drew Harmon, Municipal Auditor L:\CLERK\DATA\CKSM1\GRTC.12\January 18, 2012 Correspondence. doc ~ " > GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 18, 2012 Carl L. Palmer General Manager Valley Metro Roanoke, Virginia Dear Mr. Palmer: A communication from the Secretary recommending that the Annual Stockholders' Meeting be held on Monday, June 18,2012, at 1 :30 p.m., in the City Council Chamber, was before the Greater Roanoke Transit Company Board of Directors at its regular meeting held on Tuesday, January 17, 2012. The Board concurred in the recommendation. Sincerely, ~ h). h10M Stephanie M. MoonL Secretary . pc: Christopher P. Morrill, Vice-President of Operations, GRTC Sherman M. Stovall, Assistant Vice-President of Operations, GRTC Ann H. Shawver, Treasurer, GRTC Timothy Spencer, General Counsel, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Drew Harmon, Municipal Auditor L:\CLERK\DATAICKSM1IGRTC.12\January 18, 2012 Correspondence.doc o;a. ''\ GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 17, 2012 David A. Bowers, President David B. Trinkle, Vice-President John Bingham Consuella Caudill Mark Jamison Karen Michalski-Karney Curtis Mills Dear President Bowers and Members of the Board: Paragraph I, Article II of the By-Laws of the Greater Roanoke Transit Company provide that the Annual Meeting of the Stockholders will be held during the month of June each year at a day, time and place to be from time to time fixed by the Board of Directors. It is recommended that the Annual Stockholders' Meeting be held on Monday, June 18, 2012, at 1 :30 p.m., in the City Council Chamber. Sincerely, ~ m.h1t>~ tephanie M. Moon ."--- Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Timothy Spencer, General Counsel, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 . K:\GRTC.12\Scheduling Stockholders' Meeting.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS MARCH 19, 2012 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order. 2. Roll Call. 3. Approval of Minutes: Regular meeting held on January 17, 2012. 4. Reports of Officers: a. General Manager: 1. Management Update: • Connector Service • Shelter Project • Federal Transit Administration Audit Notice 2. Financials for December 2011 and January 2012. 3. Efficiency Study Presentation. 5. Other Business. 6. Adjournment. L:\CLERK\DATA\CKSM1\CRTC.12\March 19, 2012 Agenda.doc or Walley I1 M Greater Roanoke Transit Company Management Update March 19, 2012 Connector Service For the month of January and February, 2012 a total of 821 and 796 passengers. respectively, were served, an average of 28 and 27 passengers per day. Staff continues to work out the details to facilitate Connector reservations on Amtrak's web site. Currently the following options are being explored: 1) A medium of exchange for Connector passengers to use when they purchase their Amtrak tickets that can be used to give the Connector bus operator when boarding and subsequently submitted to Amtrak for fare reimbursement: 2) A link on Amtrak's web site accessing Valley Metro's web site where Amtrak passenger can make reservations directly with the Connector service; the passenger will simply board the Connector bus and pay their fare, thus eliminating the need for a medium of exchange for fare reimbursement. Shelter Proiect Staff is progressing with the installation process for the following sites. 1) Morningside Apartments on 13'" Street at Montrose Avenue 2) Indian Rock Village Housing Development on Wise Avenue at Indian Rock Village Lane The property surveys germane to installing a shelter at Wal Mart's in the Valley View Mall have been obtained; contact with the respective property owners to reaffirm property lines and willingness to install the shelter is in progress. ( Federal Transit Administration Notification Fiscal Year 2009 and Fiscal Year 2010 Audit At its January 2012 meeting, the GRTC Board of Directors were advised that, GRTC's General Manager received a notice from the Federal Transit Administration (FTA) advising that due to findings set forth in the external audit done by KPMG for Fiscal Year 2009 and Fiscal Year 2010 with respect to the procurement of health insurance and motor fuel, GRTC is required to repay the federal share of the expenses associated with the aforementioned items in the amount of $805,003. In concert with First Transit, staff responded to FTA's claim on February 13, 2012; to date, FTA has not replied. Res c ifimitted, Car •almer General Manager Copy. Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer, Acting GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company PO Box 13247 • Roanoke,Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 • www.valleymetro.com •_ Valley M Greater Roanoke Transit Company Board of Directors Meeting Roanoke,Virginia March 19, 2012 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of December 2011 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the month December 2011. Operating income through December of FY 2012 is$105,716 or 9.2%above last year as presented in the accompanying financial statement. This increase is primarily due to increases in operating revenue and advertising revenue. Operating revenue increased $70,272 or 7% and advertising revenue increased $31,441 or 68.3%compared to December 2010. GRTC's revenue of$1,255,194 is $95,104 or 4.1% above the budgeted income of$1,160,091 for the six months reported. The operating expenses for GRTC of $4,336,654 are $411,805 or 10.5% above expenses in December 2010. The expenses through December 2011 are $43,190 or .5% under the budgeted expenses of $4,379,885 for the six months reported. The subsidies for GRTC of $3,214,608 are $625,016 or 24.1% above December 2010. This increase is primarily due to increases in subsidies from the City of Roanoke, Federal Transit Administration (FTA) and Department of Rail and Public Transportation (DRPT)for$596,390 compared to December 2010. GRTC's net income is $133,148 for this reporting period.The income is due to the increase of$95,104 in revenue income and the decrease of$43,190 in expenses incurred compared to budget. This was offset by a decrease in subsidies of$5,146 compared to budget. Both positive and negative variance is discussed in the operating income and expense sections of this report. Greater Roanoke Transit Company PO Box 13247 • Roanoke, Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 • www.valleymetro.com David A. Bowers, President and Members of the Board of Directors 4 GRTC Financials March 19, 2012 Page 2 Operating Income Operating income variances are as follows: • Fares collected on Valley Metro's fixed routes have increased $41,228 or 7.3%; • Fares collected on Smart Way routes have increased $12,535 or 17%; • S.T.A.R. monthly pass sales have increased $4,200 or 18%; • Smart Way Connector fares through December are $14,435 or 82%of the budgeted income; • Monthly pass sales for Valley Metro's fixed routes have increased $8,400, Discount Monthly sales have fallen $8,688; • Monthly pass sales for Smart Way routes have increased $6,096; • Student fares have decreased $4,967 or 40%; • Virginia Western Community College income has increased $2,690 or 9%; • Advertising has increased $31,441 or 68%; and • Rental income has decreased $3,656 or 5.6%. Operating Expenses Operating expense variances are as follows: • Labor has increased $54,037 or 3.5% compared to the prior year. This increase is $6,917 or .2% above budget for the period ending December 2011; • Fringe benefits (payroll taxes, health, dental, etc.) increased $9,773 compared to December 2010. These expenses are $75,517 below budget primarily due to the timing in the use of paid days off; • Services (security, inspections, drug&alcohol testing, etc) have increased $36,197 over last year primarily due to broker services for health and casualty insurance. These expenses are $1,910 below budget; • Materials and supplies (fuel, parts consumed, tires, office supplies, etc.) have increased $274,326 compared to the prior year.The increase is primarily due to the increase in the cost of fuel for$231,961. Fuel to date is over the projected budget by$95,494 or 14.3%; • Utilities have decreased $5,489 compared to December 2010 and are $35,476 or 12.2% less than the projected budget; • Purchased Transportation (S.T.A.R.) has increased $63,121 compared to the prior year. The increase is primarily due to an increase in the cost per trip of$.63. The expense for Job Access and Reverse Commute()ARC) rides has increased $31,061 compared to last year.This increase is 67.8%above the projection for JARC expenses. David A. Bowers, President and Members of the Board of Directors GRTC Financials • March 19, 2012 Page 3 No action by the Board is needed on this matter. Respectfully Su. ed, Carl L. Palmer General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer,Acting GRTC General Counsel Municipal Auditor li GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY . Operating Revenue and Expense Statement For the Six Months Ending December 31,2011 Year-to-Date Year-to-Date FY 12 December December December December BUDGET %OF FY 12 2011 2010 %of Change 2011 2010 %of Change TOTAL BUDGET OPERATING INCOME Operating Revenue $183,22691 $170,020.14 7.77% $1,074,479.89 $1,004,208.34 7.00°/ $2,002,973.00 53.64% Advertising Revenue 20,410.00 6,965.00 193.04% 77,506.15 46,065.00 68.25% 111,997.00 69.20% Non-Transportation Revenues 25,203.53 16,667.32 51.22% 103,208.11 99,204.56 4.04% 205,211.00 50.29% Total Income 228,840.44 193,652.46 18.17% 1255,194.15 1,149,47790 9.20% 2,320,181.00 54.10% OPERAI ING EXPENSES Labor-Hourly&Salary 356,935.70 339,872.99 5.02% 1,582,011.31 1,527,974.10 3.54% 3,150,189.00 50.22% Fringe Benefits 150,57527 152,237.16 (1.09%) 782,987.22 773,214.47 1 26% 1,717,008.00 45.60% Services 37,76926 39,586.85 (4.59%) 257,128.42 222,748.64 15.43% 531,045.00 48.42% Materials&Supplies 157366.97 126,980.23 24.25% 981,213.57 706,887.35 38.81% 1,795,308.00 54.65% Utilities 21,986.55 22,876.68 (3.89%) 110,817.47 116,306.13 (4.72%) 293,090.00 37.81% Insurance Costs 30,771.15 30,809.46 (0.12%) 179,473.57 198843.27 (9.74%) 459,899.00 39.02% Purchased Traruponation 67,600.31 56,840.45 1893% 428,221.15 365,100.57 17 29% 780,735.00 54.85% Miscellaneous Expenses 1,370.16 4,260.41 (6784%) 14,800.95 13,773 70 7.46% 32,415 00 45.66% Total Expenses 824,77537 773,464.23 6.63% 4,336,653.66 3,924,848.23 10.49% 8759,689.00 49.51% Net Loss (595,934.93) (579,811.77) 2.78% (3,081,459.51) (2,775,370.33) 11.03% (6,439,508.00) 47.85% Local Grants 170654.16 122,721.79 39.06% 996,028.92 734,218.91 35.66% 2,006,363.00 49.64% State Grants 135,644.00 97,133.00 39.65% 700,261.00 569,28000 23.01% 1,475,331.00 47.46% Federal Grants 303,091.00 221,207.00 37.02% 1,518,318.00 1,286,093.00 18.06% 2,957,814.00 51.33% Total Subsidies 609,389.16 441,061.79 38.16% 3,214,607.92 2,589,591 91 24.14% 6,439,508.00 49.92% Net Income(loss) 13,454.23 (138,749.98) (109.70%) 133,148.41 (185,778.42) (171.67%) 0.00 0.0% GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OE NET ASSETS 12/31/2011 12/31/2010 Year-to-Date Year-to-Date %of Change ASSETS CASH $ 701,395.48 $ 509,711.07 38% ACCOUNTS RECEIVABLE $ 977,648.66 $ 1,074,700.15 -9% INVENTORY $ 447,098.28 $ 463,631.38 -4% FIXED ASSETS FIXED ASSETS $ 29,548,215.59 $ 29,349,345.92 1% ACCUMULATED DEPRECIATION $ (16,359,227.20) $ (14,987,477.38) 9% NET FIXED ASSETS $ 13,188,988.39 $ 14,361,868.54 -8% PREPAYMENTS $ 66,287.91 $ 78,055.83 -15% TOTAL ASSETS $ 15,381,418.72 $ 16,487,966.97 -7% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 366,800.13 $ 290,830.62 26% PAYROLL LIABILITIES $ 251,460.76 $ 247,263.26 2% OTHER LIABILITIES $ 422,137.73 $ 305,745.81 38% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,138,494.60 $ 5,355,149.10 -4% DEPRECIATION EXPENSE $ (955,06740) $ (950,440.19) 0% RETAINED EARNINGS $ 9,935,164.49 $ 11,303,176.79 -12% CAPITAL CONTRIBUTIONS $ 89,275.00 $ 122,015.00 -27% NET INCOME (LOSS) $ 133,148.41 $ (185,778.42) -172% TOTAL CAPITAL $ 14,341,020.10 $ 15,644,127.28 -8% TOTAL LIABILITIES&CAPITAL $ 15,381,418.72 $ 16,487,966.97 -7% 9 (iREA'IER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGMIA TRANSIT COMPANY Sub-Recipients Statement For the Six Months Ending December 31,2011 Year-to-Date Year-to-Date FY 12 December December December December BUDGET %OF FY 12 2011 2010 %ofChange 2011 2010 %of Change TOTAL BUDGET Sub-Recipients Expenses CCTM-Expenses $1,436.00 $156.00 820.51% $4,551.00 $25,577.00 (82.21%) $0.00 0.0% NHRS-Expenses 24,19000 17,105.00 4142% 26,46000 51,002.00 (48.12%) 000 0.0% OWL-Expenses 0.00 36,399.00 (100.00%) 0.00 36,399.00 (100.00%) 000 0.0% Total Expenses-Sub-Recipients 25,626.00 53,660.00 (52.24%) 31,011.00 112,998.00 (72.55%) 0.00 0.0% Revenues Federal AssistanceCC'IM 1,149.00 125.00 819.20% 3,639.00 20,461.00 (82.21%) 0.00 0.0% State Assistance-CCTM 289.00 31.00 825.81% 912.00 5,116.00 (82.17%) 0.00 0.0% Federal Assistance-NRHS 19,353.00 13,684.00 41.43% 21,169.00 40,801.00 (48.12%) 0.00 0.0% State AssistanceNRIIS 4,839.00 3,421.00 41.39% 5,291.00 10,201.00 (48.13%) 0.00 0.0% Federal Assistance-OWL 0.00 29,119.00 (100.00%) 0.00 29,119.00 (100.00%) 0.00 0.0% State Assistance-OWL 0.00 728000 (100.00%) 0.00 7,280.00 (100.00%) 0.00 0.0% Total Revenues 25,62600 53,66000 (52.24%) 31,011.00 112,978.00 (72.55%) 0.00 0.0% •• Valley S M Greater Roanoke Transit Company Board of Directors Meeting Roanoke,Virginia March 19, 2012 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of January 2012 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the month January 2012. Operating income through January of FY 2012 is $100,404 or 7.4% above last year as presented in the accompanying financial statement. This increase is primarily due to increases in operating revenue and advertising revenue. Operating revenue increased $64,094 or 5.4% and advertising revenue increased $39,347 or 74.3%compared to January 2011. GRTC's revenue of $1,458,171 is $104,732or 4.5% above the budgeted income of $1,353,439 for the seven months reported. The operating expenses for GRTC of$5,038,765 are $442,647 or 9.6% above expenses in January 2011. The expenses through January 2012 are $71,054 or .8% under the budgeted expenses of$5,109,819 for the seven months reported. The subsidies for GRTC of $3,752,575 are $664,250 or 21.5% above January 2011. This increase is primarily due to increases in subsidies from the City of Roanoke, Federal Transit Administration (FTA) and Department of Rail and Public Transportation (DRPT)for$618,936 compared to January 2011. GRTC's net income is $171,981 for this reporting period. The income is due to the increase of$104,732 in revenue income and the decrease of $71,054 in expenses incurred compared to budget. This was offset by a decrease in subsidies of$3,805 compared to budget. Both positive and negative variance is discussed in the operating income and expense sections of this report. Greater Roanoke Transit Company PO Box 13247 • Roanoke, Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 • www.valleymetro.com David A. Bowers, President and Members of the Board of Directors GRTC Financials March 19, 2012 Page 2 Operating Income Operating income variances are as follows: • Fares collected on Valley Metro's fixed routes have increased $42,750 or 6.8%; • Fares collected on Smart Way routes have increased $12,180 or 14.9%; • S.T.A.R. monthly pass sales have increased $5,448 or 20.5%; • Smart Way Connector fares through January are$15,929 or 90.5%of the budgeted income; • Monthly pass sales for Valley Metro's fixed routes have increased $9,880, Discount Monthly sales have fallen $8,544; • Monthly pass sales for Smart Way routes have increased $2,712 or 5.6%; • Student fares have decreased $5,297 or 38.1%; • Virginia Western Community College income has increased $3,628 or 10%; • Advertising has increased $39,347 or 74.3%; and • Rental income has decreased $6,057 or 8%. Operating Expenses Operating expense variances are as follows: • Labor has increased $65,870 or 3.8%compared to the prior year.This increase is$20,808 or .6% above budget for the period ending January 2012; • Fringe benefits (payroll taxes, health, dental, etc.) increased $15,253 compared to January 2011. These expenses are $47,442 below budget primarily due to the timing in the use of paid days off and the distribution of union employees' uniform and tool allowances; • Services (security, inspections, drug & alcohol testing, etc) have increased $40,389 over last year primarily due to broker services for health and casualty insurance. These expenses are $9,243 below budget; • Materials and supplies (fuel, parts consumed, tires, office supplies, etc.) have increased $292,291 compared to the prior year.The increase is primarily due to the increase in the cost of fuel for$250,712. Fuel to date is over the projected budget by$94,103 or 12.1%; • Utilities have decreased $18,170 compared to January 2011 and are $40,957 or 13.9% less than the projected budget; • Purchased Transportation (S.T.A.R.) has increased $74,615 compared to the prior year. The increase is primarily due to an increase in the cost per trip of$.63 effective July 1, 2011 and an additional increase of $.62 effective January 1, 2012. The expense for Job Access and Reverse Commute (JARC) rides has increased $33,660 compared to last year. This increase is 57.5% above the projection for JARC expenses. David A. Bowers, President and Members of the Board of Directors GRTC Financials March 19, 2012 Page 3 No action by the Board is needed on this matter. Respectfully ub"-- ted, Carl L. Palmer General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer,Acting GRTC General Counsel Municipal Auditor t GREATER ROANOKE..TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Seven Months Ending.January 31,2012 Year-to-Date Year-to-Date FY 12 January January January January BUDGET % FY 12 2012 2011 %of Change 2012 2011 %of Change TOTAL RI DGET OPERATING INCOME Operating Revenue $172,076.19 5178,25351 (3.47%) $1,246,55608 $1,182,461 85 5.42% $2,002,973.00 6224% Advertising Revenue 14,830.60 6,92500 114.16% 92,33675 52,990.00 7425% 11199700 82.45% Non-Transportation Revenues 16,06922 23,109.71 (30.47%) 119,277.33 122.314 27 (248%) 205,211 00 58.12% Total Flame 202,976.01 208,288.22 (2.55%) 1,458,170.16 1.357,766.12 7.39% 2,320,181.00 62.85% OPERATING EXPENSES Labor-Hourly&Salary 234,790.69 222.95296 5.31% 1,816,802.00 1,750,932.06 3.76% 3,150,189.00 57.67% Fringe Benefits 171,158.38 165,678.38 3.31% 954,145.60 938,892.85 1.62% 1,717.008.00 55.57% hers ices 43,404.55 37,395.52 16.07% 300,53297 260,144 16 15.53% 531,045.00 56.59% Materials&Supplies 138206.88 120,242.10 1494% 1,11942045 827,129.45 35.34% 1,795.308.00 62.35% Utilities 19,195.16 31,876.06 (39 78%) 130.012.63 148,182.19 (1226%) 293,090.00 44.36% Insurance Costs 24,995.54 32,911.80 (24.05%) 204,469.11 231,755.07 (1477%) 459,899.00 44.46% Purchased'Transportation 70,135.08 58,640.89 1960% 498.356.23 423,741.46 17.61% 780.735.00 63.83% Miscellaneous Expenses 224.65 1,566.67 (8566%) 15.025.60 15,34032 (2.05%) 32,415.00 46.35% Total Expenses 702,110.93 671,269.38 4.59% 5,038,764.59 4,596,117.61 963% 8359,689.00 57.52% Net Loss (499,13492) (462,981.16) 7.81% (3580594.43) (3,238,351.49) 10.57% (6,439,508.00) 55 60% Local Grants 166,189.03 120,234.22 38.22% 1162217.95 854.453.13 36.02% 2,006,363.00 57.93% State Grants 120,461 00 93,573.00 28.73% 820,722.00 662.85300 23.82% 1,475,331.00 55.63% Federal Grants 251,317.00 284,926.00 (11.80%) 1,769,635.00 1,571,019.00 12.64% 2,957,814.00 59.83% Total Subsidies 537,967.03 498.73322 7.87% 3,752,574.95 3.088,325.13 21.51% 6,439,508.00 58.27% Net Income(loss) 38832.11 35,752.06 8.62% 171980.52 (150,026.36) (214.63%) 0.00 0.0% s GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 1/31/2012 1/31/2011 Year-to-Date Year-to-Date %of Change ASSETS CASH $ 559,937.23 $ 738,076.86 -24% ACCOUNTS RECEIVABLE $ 1,002,248.12 $ 1,210,837.96 -17% INVENTORY $ 466,385.90 $ 454,997.66 3% FIXED ASSETS FIXED ASSETS $ 29,548,528.20 $ 29,150,686.38 1% ACCUMULATED DEPRECIATION $ (16,518,420.32) $ (14,623,019.96) 13% NET FIXED ASSETS $ 13,030,107.88 $ 14,527,666.42 -10% PREPAYMENTS $ 35,236.61 $ 126,737.26 -72% TOTAL ASSETS $ 15,093,915.74 $ 17,058,316.16 -12% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 350,906.58 $ 703,404.91 -50% PAYROLL LIABILITIES $ 225,467.06 $ 256,057.06 -12% OTHER LIABILITIES $ 296,633.01 $ 253,249.43 17% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,138,494.60 $ 5,355,149.10 -4% DEPRECIATION EXPENSE $ (1,114,260.52) $ (1,138,606.77) -2% RETAINED EARNINGS $ 9,935,164.49 $ 11,303,176.79 -12% CAPITAL CONTRIBUTIONS $ 89,525.00 $ 475,907.00 -81% NET INCOME (LOSS) $ 171,980.52 $ (150,026.36) -215% TOTAL CAPITAL $ 14,220,909.09 $ 15,845,604.76 -10% TOTAL LIABILITIES&CAPITAL $ 15,093,915.74 $ 17,058,316.16 -12% 0) GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT COMPANY Sub-Recipients Statement For the Seven Months Ending January 31.2012 Year-to-Date Year-to-Date FY 12 January January. January January BUDGET % FY 12 2012 2011 %of Change 2012 2011 %of Change TOTAL B1IIX1ET Sub-Recipients Expenses CCTM-Expenses $5,260.00 $16,618.00 (68.35%) 59,811 00 $42,195 00 (76.75%) $0.00 0.0% NHRS-Expense 1.00 0.00 000% 26,461 00 51,002.00 (48.12%) 0.00 0.0% OWL-Expenses 0.00 0.00 000% 000 36,399.00 (100.00%) 0.00 0.0% Total Expenses-Sub-Recipients 5,261.00 16,61800 (68.34%) 36,27200 129,59600 (72.01%) 0.00 00% Revenues Federal Assistance-CCTM 4)0800 13,321.00 (68.41%) 7,847.00 33,782.00 (76.77%) 0.00 00% State Assistance-CC I'M 1-05200 3.297.00 (68 09%) 1,964.00 8,413.00 (76.66%) 0.00 00% Federal Assistance-NRIIS 000 0.00 0.00% 21,169.00 40,801.00 (48.12%) 0.00 00% State Assistance-NRHS 1.00 0.00 000% 5292.00 10,201.00 (48.12%) 0.00 0.0% Federal Assistance-OWL 0.00 0.00 0.00% 000 29,119.00 (100.00%) 0.00 0.0% State Asststancc-OWI. 0.00 0.00 0.00% 0.00 7,280.00 (100.00%) 0.00 0.0% Total Revenues 5,261.00 16,618.00 (6834%) 36,272.00 129,596.00 (7201%) 0.00 00% Greater Roanoke Transit Company Service Analysis and Cost Efficiency Study 2012 Service Analysis and Cost Efficiency Study > Tasks Completed ; • Random bus stop level ridership by frequency of use • Sample mock routing modification based on bus stop level ridership and population density / Data compiled by Roanoke Valley-Alleghany Regional Commission( RVARC) Service Analysis and Cost Efficiency Study•T m�� . . • •. • : • • • . . •• I • . , e • •• g :' • • • � mural •• • s.ruler fa:f XRws0 II n • "axRM.n.m. wtien=•. \ 548 • IMi • Xouf•XUn tN1 Xwbvs, : . • / blISDablANersed OM wm9xiu• 9ainik 6VR__ Service Analysis and Cost Efficiency Study To avoid unintended adverse consequences of forging route structure changes permanently, further existing conditions analysis is required prior to framing system wide service modifications resulting in efficiencies and cost savings. Therefore, the following tasks will be undertaken: > Address ridership information gaps in random bus stop level study; ❑ Assess accessibility standards ❑ Survey trip purpose by service hour ❑ Determine level of follow-up required ➢ Assess productivity of current passenger generators, i.e. Valley View Mall, Downtown Roanoke; > Identify transit service environmental changes ➢ Tasks to take place over the next six to nine months r Service Analysis and Cost Efficiency Study > To date, the following, low impact, measures have been implemented .. . ., • Water Conservation — Wash transit buses every other day. Annual savings - $2,000 • System-Wide Fuel Saving Awareness Campaign Annual savings - $ 15,000 /T Service Analysis and Cost Efficiency Study ➢ Assign More Fuel Efficient Vehicle on Saturday Smart Way Service Vehicle Miles Per Fuel Cost Per Fuel Cost Per Annual Fuel Gallon(MPG) Round Trip(100 Day(Saturday/10 Cost(Saturdays) miles) trips) MCI Coach 5.0 MPG $64.80 $648.00 $33,696 18 Passenger 10.0 MPG $32.50 $325.00 $16,900 Body-On-Chassis Differential/Savings +5.0 MPG -$32.30 per trip -$323.00 -$16,796 * Based on level of ridership, use of BOC will not diminish service quality. r Service Analysis and Cost Efficiency Study pie- -rib- 1 k ; I I r is sois k -I I Service Analysis and Cost Efficiency Study GRTC fixed route has an average fare box recovery rate of 28% system wide Saturday Fare box Recovery% Per Hour Weekday Fare Box Recovery% Per Hour 2PM 80% 610.04 passengers 3PM 96% 851.74 passengers 3PM 77% 589.26 passengers 2PM 95% 720.26 passengers 4PM 69% 523.07 passengers 10AM 93% 710.52 passengers 1PM 65% 496.44 passengers 12PM 81% 613.69 passengers 10AM 64% 490.26 passengers 1PM 78% 597.94 passengers 11AM 62% 476.37 passengers 11AM 76% 582.3 passengers 12PM 62% 476.96 passengers 9AM 76% 686.55 passengers 5PM 58% 440.19 passengers 4PM 65% 839.42 passengers 9AM 56% 429.81 passengers 7AM 61% 785.38 passengers 8AM 50% 382.41 passengers 6AM 59% 675.03 passengers 7AM 42% 321 passengers 8AM 56% 712.28 passengers 6PM 42% 318.52 passengers 5PM 50% 643.6 passengers 6AM 34% 261.18 passengers 5AM 45% 344.9 passengers 7PM 33% 252.52 passengers 7PM 41% 316.48 passengers SAM 15% 118 passengers 6PM 32% 378.63 passengers 8PM 13% 101.4 passengers 8PM 18% 136.65 passengers Service Analysis and Cost Efficiency Study > Conducted Evaluation of Service by Fare Box Recovery % > Saturday Service • Beginning Service One (1) Hour Later ✓ Service would start at 6:45am, instead of 5:45am ✓ An average of 7.4 passengers per route affected • Ending Service One(1) Hour Earlier ✓ Service would end at 7:45pm, instead 8:45pm ✓ An average of 6.3 passengers per route affected • Impacts 3.5% of total Saturday ridership > Result in savings of $66, 118 with no impact on Valley Metro staff Service Analysis and Cost Efficiency Study ➢ Weekday Service • Ending Weekday Service One(1) Hour Earlier ✓ Service would end at 7:45pm, instead 8:45pm ✓ An average of 8.5 passengers per route affected • Impacts 1.5% of Weekday ridership > Result in savings of $ 152, 326 with no impact on Valley Metro staff L Service Analysis and Cost Efficiency Study Questions/Comments? Thank you ! ! ° -m tb`f CITY OF ROANOKE ' OFFICE OF THE MAYOR 215 CHURCH AVENUE,S.W, SUITE 452 •3 '¢� ROANOKE,VIRGINIA 24011-1594 TELEPHONE'. (540)853-2444 FAX (540)853-1145 DAVID A.BOWERS Mayor February 29, 2012 Carl Palmer, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Chris Morrill, City Manager 215 Church Avenue, S. W. Roanoke, Virginia Dear Gentlemen: Please find enclosed correspondence dated February 22, 2012, from Annette Patterson from The Advancement Foundation. She inquires as to whether the SmartWay bus could stop near the entrance of Rowe Furniture in eastern Montgomery County. Please review her inquiry and get back with her directly as soon as possible. Thank you. Sincerely, QAMM1 avid A. Bowers DAB/aws cc: Annette Patterson via email. l 'a.To "LIBBY/MO"<elizabeth.watson roanokegov> cc .ly W}yp bcce .)vrruC}nage' Subject Fw: Need Help Jk ,.. . £J4 J For packet From: Annette Patterson[annette.taf@gmail.00m) Sent: 02/22/2012 02:04 PM EST To: David Bowers Subject:Need Help Hey Mayor Bowers— The Advancement Foundation is working on a partnership with Rowe Furniture to provide training in upholstery for the underprivileged. Rowe has agreed to set up a training center with us equipped with sewing machines and materials. They can hire as many as we train within the 4-8 week training sessions. The Town of Vinton is partnering by providing space for the training. The challenge and the reason for my contact (I have a tentative meeting date with you on this for March 28th). We need to help these folks get to work (most have no car). Apparently the SmartWay bus goes right past the entrance of Rowe in Montgomery County but does not stop there. I believe they have been asked fake pasun stop there but will not . I am sure I don't understand all the factors but my limited perspective says it's a no brainier. Do you have any influence over this? What a great story it could be to bring all the forces to bear on getting people jobs (they'll be bringing their paychecks back to Roanoke too)! Most of these folks live in the Roanoke City limits as well. We have single Moms and many multi generational poverty individuals who would jump at this opportunity but the transportation has to be there. I think Rowe would work with shift coordination to make it more economical too. Patrick and I would love to get together with you and Margarita for dinner sometime. Lots of interesting outreach projects being discussed for the Roanoke Catholic Hill. Blessings, Annette Patterson Annette W. Patterson, President The Advancement Foundation 1114 Washington Avenue Vinton, Virginia 24179 (540)815-6106 www.TheAdvancementFoundation.or Check out our New Years Day Front page coverage in The Roanoke Times ://www.roanoke.cominews/roanoke/wb/302992 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS MAY 21, 2012 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order. 2 Roll Call. Director Curtis Mills was absent. 2. Approval of Minutes: Regular meeting held on Monday, March 19, 2012. Dispensed with the reading thereof; and approved as recorded. 4. Reports of Officers: a. General Manager: 1. Management Update: • Connector Service • Shelter Project • Change in GRTC's Grant Assistance Status • STAR Service • Salem Service Received and filed. 2. Financial Report for the month of March 2012. Received and filed. 3. Recommendation for approval of GRTC's Fiscal Year 2012-2013 Operating Budget. Concurred in recommendation. 4. Discussion with regard to Audit Findings Follow-up — Investigation Greater Roanoke Transit Company Furniture Replacement Project. Received and filed. 5. Discussion of GRTC vacancies. Appointment of Members to the Board of Directors to be held during the Annual Stockholder's Meeting on Monday, June 18, 2012, at the 1:30 p.m., in the Council Chamber. L:\CLERK\DATA\CKSM1\GRTC.12\May 21, 2012 Agenda.doc 5. Other Business. NONE. 6. Adjournment. 1:44 P.M. L:ACLERKVDATAVCKSMXVGRTC.12\May 21, 2012 Agenda dos 1raJ. '- Valley M Greater Roanoke Transit Company Management Update May 21, 2012 Connector Service For the month of March a total of 1,181 passengers were served, an average of 38 per day, 10% higher than February's daily average and three (3) riders above the average of 35 per day. For the month of April a total of 1,294 passengers were served, an average of 43 per day, 13.5% higher than March's daily average and eight(8) riders above the average of 35 per day. Amtrak's Lynchburg Station web site now has a link to Valley Metro's Smart Way web site where the Connector's route map and trip schedule is available; staff is working with GRTC's web site technical advisor to establish a reservation request feature for the Connector service. Shelter Proiect The property boundary surveys germane to installing a shelter at Wal Mart's in the Valley View Mall have been obtained; Contact with the appropriate representative at Sears' corporate offices has been made; currently, Sears is evaluating whether or not they will review site plans for the shelter prior to deciding if they will allow a shelter to be constructed. A response from Wal Marts corporate offices is pending. Change in GRTC's Grant Assistance Status On March 26, 2012, the U.S. Census Bureau released the Urbanized Area Boundaries (UZA) for Metropolitan Planning Organizations(MPO). For the Roanoke Valley Area MPO, the Census population count is 210,111 for its UZA. Transit systems'eligibility for specific types of federal financial assistance is determined by the population levels of their respective MPO's UZA. If an MPO's UZA has a population over 200,000, the transit system would not be eligible for federal operating assistance, even though the population of that system's service area is considerably less. The Federal Transit Administration (FTA) has determined that GRTC is no longer eligible for operating assistance due to the MPO's UZA population is now over 200,000, specifically 210,111. This change in eligibility will not affect GRTC's fiscal 2013 budget, which assumes receiving operating assistance from FTA. The potential impact is approximately $1.8 million. STAR Service A Request for Proposals (RFP) for GRTC's Specialized Transit Arranged Ride (STAR) Complimentary Para transit Service for people with disabilities was released on April 25,2012; a pre -proposal conference was conducted on May 7'"; proposals are due May 29'", As a part of the final contract, GRTC anticipates including measures to save and stabilize costs. Toward that end, staff will take further steps by exploring certification and re-certification measures that will ensure creditable eligibility for using the STAR service. Salem Service The City of Salem asked GRTC to evaluate the possibility of extending current Valley Metro service to Wal Mart on Main Street. With technical support from the MPO, staff analyzed four(4) conceptual plans to extend the existing service, inclusive of other untapped markets, at current costs; staff met with Salem officials to present the preferred conceptual plan on April 30`"; implementation of the preferred plan is expected within the next three to four months. Greater Roanoke Transit Company PO Box 13247 • Roanoke, Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 • www.valleymetro.com • Respe tft, ttted, Carl L. Palmer General Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer, Acting GRTC General Counsel Municipal Auditor q a . .2 . . ■ art Vo��e Greater Roanoke Transit Company Board of Directors Meeting Roanoke,Virginia May 21, 2012 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of March 2012 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the month March 2012. Operating income through March of FY 2012 is $131,042 or 7.5% above last year as presented in the accompanying financial statement. This increase is primarily due to increases in operating revenue and advertising revenue. Operating revenue increased $99,516 or 6.6% and advertising revenue increased $35,638 or 48.9% compared to March 2011. The increases were offset by a decrease of$4,113 or 2.7% for non-transportation revenue. GRTC's revenue of $1,870,431 is $130,296 or 5.6% above the budgeted income of $1,740,136 for the nine months reported. The operating expenses for GRTC of$6,495,630 are $551,421 or 9.3% above expenses in March 2011. The expenses through March 2012 are $74,136 or .8% under the budgeted expenses of$6,569,766 for the nine months reported. The subsidies for GRTC of $4,838,748 are $855,015 or 21.5% above March 2011. This increase is primarily due to increases in subsidies from the City of Roanoke, Federal Transit Administration (FTA) and Department of Rail and Public Transportation (DRPT)for$805,883 compared to March 2011. GRTC's net income is $213,549 for this reporting period. The income is due to the increase of$130,296 in revenue income,the decrease of$74,136 in expenses incurred, and an increase of$9,117 in subsidies compared to budget. Both positive and negative variance is discussed in the operating income and expense sections of this report. Greater Roanoke Transit Company P.O. Box 13247 • Roanoke,Virginia 24032 • Phone: 540.982.0305 • Fax: 540.982.2703 • www.valleymetro.com David A. Bowers, President and Members of the Board of Directors • . GRTC Financials May 21, 2012 Page 2 Operating Income Operating income variances are as follows: • Fares collected on Valley Metro's fixed routes have increased$64,499 or 7.9%; • Fares collected on Smart Way routes have increased $17,724 or 16.2%; • STAR. monthly pass sales have increased$6,819 or 41.1%; • STAR.single ticket sales have increased$5,160 or 14.9%; • Smart Way Connector fares through March are $18,664 or 6%above the budgeted income; • Monthly pass sales for Valley Metro's fixed routes have increased$18,366, Discount Monthly sales have fallen $5,832; • Monthly pass sales for Smart Way routes have increased $3,192 or4.9%; • Student fares have decreased $5,238 or 30.5%; • Virginia Western Community College income has increased $4,554 or 9%; • Advertising sales have increased$35,638 or 48.9%; and • Rental income has decreased $4,113 or 2.7%. Operating Expenses Operating expense variances are as follows: • Labor has increased $81,173 or 3.7% compared to the prior year.This increase is $62,468 or 2% below budget for the period ending March 2012; • Fringe benefits (payroll taxes, health, dental, etc.) increased $31,383 compared to March 2011. These expenses are$22,400 below budget; • Services (security, inspections, drug & alcohol testing, etc) have increased $50,278 over last year primarily due to broker services for health and casualty insurance. These expenses are $20,727 below budget; • Materials and supplies (fuel, parts consumed, tires, office supplies, etc.) have increased $347,177 compared to the prior year.The increase is primarily due to the increase in the cost of fuel for $287,352. Fuel to date is over the projected budget by $130,580 or 13%. Parts consumed are $40,799 above the prior year; • Utilities have decreased $30,310 compared to March 2011 and are $50,822 or 17.3% less than the projected budget; • Purchased Transportation (S.T.A.R.) has increased $105,517 compared to the prior year. The increase is primarily due to an increase in the cost per trip of$.63 effective July 1, 2011 and an additional increase of $.62 effective January 1, 2012. The expense for Job Access and Reverse Commute (JARC) rides has increased $37,132 compared to last year. This increase is 46.6% above the projection for JARC expenses. David A. Bowers, President and Members of the Board of Directors • GRTC Financials May 21, 2012 Page 3 No action by the Board is needed on this matter. Respectfully Sub r' -d, Carl L. Palmer General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer,Acting GRTC General Counsel Municipal Auditor te GREATER ROANOKE TRANSIT COMPANY SOU141 WESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Nine Months Ending March 31,2012 Year-to-Date Year-to-Date FY 12 March March March March BUDGET %OF FY 12 2012 2011 %ofChange 2012 2011 %of Change TOTAL BUDGET OPERATING INCOME Operating Revenue $184,352.96 $172,014.46 717% $1,611,24382 $1,51172743 6.58% $2,002,973.00 80.44% Advertising Revenue 6,60660 9,772.50 (32.41%) 108,522.95 72,88502 48.90% 111,997.00 9690% Non-Transportation Revenues 15,195.16 16,708.13 (9.06%) 150,66466 154,777.40 (2.66%) 205,21100 73.42% Total Income $206,153.72 $198,495.09 3.86% $1,870,431.43 $1739,38985 753% $2320181.00 8062% OPERATING EXPENSES labor-Hourly&Salary $240,030.21 $235,851.55 1.77% $2,300173.27 $2,218,999.95 366% $3,150,189.00 73.02% Fringe Benefits 146379.49 137,434.11 5.78% 1265,356.39 1233.973.51 2.54% 1,719,00E 00 73 70% Services 40,565.65 34,850.52 16.40% 377,556.80 327,278.47 15.36% 531,045.00 71.10% Materials&Supplies 170,202.75 154,902.20 9.88% 1,439,844.90 1,092,667.65 31 77% 1,795,308.00 80.20% Utilities 19,537.29 23,000.54 (15.06%) 168995.01 199,304.72 (1521%) 293,090.00 5766% Insurance Costs 28,512.61 30,112.42 (5.31%) 260,01620 294,421.42 (II 69%) 459,899.00 56.54% Purchased Transportation 81,745.05 68,970.40 18.52% 665,457.32 559,940.34 18.84% 780,735.00 85.23% Miscellaneous Expenses 1,359.65 1,47469 (7.80%) 18,230.30 17,622.68 3.45% 32,415.00 56.24% Total Expenses $727,332.70 $686,596.43 593% $6,495,630.19 $5,944,208.74 9.28% $8,759,689.00 74.15% Net Loss ($521,178.98) ($488,101.34) 698% ($4,625,198.76) ($4,204,81889) 10.00% ($6,439508.00) 71.83% local Grants $169,022.38 $125,87156 3428% $1,500,162.17 $1,100,121.09 36.36% $2,006.363 00 74.77% Stale Grants 114,101.00 95,703.00 19.22% 1,050,452.00 852,319.00 23.25% 1,475,331 00 71.20% Federal Grants 213,934.00 238,386.00 (10.26%) 2,288,134.00 2,031,293.00 12.64% 7,957,814.00 77.36% Total Subsidies S497,057.38 $459,960 56 8.07% $4,838,748.17 $3,983,733.09 21.46% $6,439,508.00 75.14% Net Income(loss) ($24,121.60) ($28,140.78) (14.28%) $213,549.41 ($221,085.80) (196.59%) $0.00 0.0% w GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 3/31/2012 3/31/2011 Year-to-Date Year-to-Date %of Change ASSETS CASH $ 1,370,552.93 $ 614,071.22 123% ACCOUNTS RECEIVABLE $ 667,305.93 $ 1,335,142.80 -50% INVENTORY $ 458,897.83 $ 466,782.95 -2% FIXED ASSETS FIXED ASSETS $ 29,803,135.33 $ 29,469,240.81 1% ACCUMULATED DEPRECIATION $ (16,855,144.03) $ (14,958,095.69) 13% NET FIXED ASSETS $ 12,947,991.30 $ 14,511,145.12 -11% PREPAYMENTS $ 58,298.07 $ 71,135.72 -18% TOTAL ASSETS $ 15,503,046.06 $ 16,998,277.81 -9% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 211,671.18 $ 282,456.19 -25% PAYROLL LIABILITIES $ 221,568.88 $ 217,629.85 2% OTHER LIABILITIES $ 899,161.73 $ 658,877.18 36% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,138,494.60 $ 5,355,149.10 -4% DEPRECIATION EXPENSE $ (1,450,984.23) $ (1,473,682.50) -2% RETAINED EARNINGS $ 9,935,164.49 $ 11,303,176.79 -12% CAPITAL CONTRIBUTIONS $ 334,415.00 $ 875,752.00 -62% NET INCOME (LOSS) $ 213,549.41 $ (221,085.80) -197% TOTAL CAPITAL $ 14,170,644.27 $ 15,839,314.59 -11% TOTAL LIABILITIES&CAPITAL $ 15,503,046.06 $ 16,998,277.81 -9% rs GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT COMPANY Sub-Recipients Statement For the Nine Months Ending Match 31,2012 Year-to-Date Year-to-Date FY 12 March March March March MIDGET %OF FY 12 2012 2011 %ofChange 2012 2011 %ofChange TOTAL BUDGET sob-Recipients Expenses CCTM-Expenses $000 $4,97600 (100.00%) $9,811.00 $47,17100 (79.20%) £0.00 0.0% NHRS-Expenses 000 0.00 000% 26,461.00 51,002.00 (48.12%) 0.00 0.0% OW1.Expenses 000 0.00 0.00% 0.00 36,399.00 (100.00%) 0.00 0.0% Total Expenses-Sub-Recipients $0.00 $4,976.0D (10000%) $36,272.00 $134,572.00 (7305%) $000 0.0% Revenues Federal Assislance-CCTM $0.00 $3,981.00 (100.00%) $7,R4700 $37,763.00 (79.22%) $000 0.0% State AssislauceCCTM 0.00 995.00 (100.00%) 1,96400 9,408.00 (79.12%) 0.00 0.0% Federal AssistarnaNRHS 0.00 0.00 000% 21,169.00 40,801.00 (48.12%) 0.00 0.0% State Assistanc -NRHS 0.00 0.00 0.00% 5,292.00 10,201.00 (48.12%) 0.00 0.0% Federal Assistance-OWL 0.00 000 0.00% 0.00 29,11900 (10000°/) 0.00 0.0% State Assistance-OWL 0.00 0.00 0.00% 0.00 7,28000 (100.00%) 0.00 0.0% Total Revenues $0.00 $4976.00 (100.00%) $36,272.00 $134,572.00 (73.05%) $0.00 0.0% Valley S metro Greater Roanoke Transit Company Board of Directors Meeting Roanoke,Virginia May 21, 2012 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Fiscal Year 2012—2013 Operating Budget Background: The Board of Directors annually appoints a Budget Review Committee to review the General Manager's proposed operating budget for the Greater Roanoke Transit Company (GRTC) and provide a recommendation to the Board. The Board appointed Treasurer, Ann Shawver, Assistant Vice-President of Operations,Sherman Stovall,and Board Member, Curtis E. Mills to the Budget Review Committee. The Budget Review Committee met on May 11, 2012 to review and discuss the proposed operating budget.The Budget Review Committee endorsed the Fiscal Year 2012-2013 recommended budget in the current form, which is attached. The recommended budget totals approximately $9 million, an increase of 3%over fiscal year 2012. Recommend: The Budget Review Committee recommends that the Board of Directors approve GRTC's fiscal year 2012—2013 operating budget. Respe tf S ' ted, Carl .er GRTC General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Legal Counsel Municipal Auditor Greater Roanoke Transit Company PO Box 13247 • Roanoke,Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 • www.valleymetro.com a.3. Valley -se' MRoanoke, Virginia May 21. 2012 From: URIC Board of Director iK/� From: Carl L. Palmer GRTC General Manager Subject: FY 2013 Budget Proposals GRTC's fiscal 2013 recommended budget totals $9 million, a 3% increase over fiscal 2012. Revenues • Passenger Revenues — increased $154,472 or 8% based on revenue earnings in the first six months of FY 12. Revenues increased approximately $72,990 and ridership increased 35,299 or 7% compared December 2010. • Advertising — increased $14,183 or 13% based on advertising that has been purchased for FY 12. • Interest—decreased $3,565 or 42% based on interest received through December 2011. • Other Revenues —decreased $12,256 due to a reduction in parking revenue and less revenue anticipated for disposed equipment. Expenses • Labor—increased $82,171 compared to FY 2012. • Fringe Benefits — increased $78,394 or 5% primarily due to an anticipated increase in health insurance expenses of $53,015 or 5%, an increase in dental expenses of $6,764 or 36% and increases in employer FICA tax and pension of $7,959 or 2%. • Services—increased $2,908 or 1%. • Materials & Supplies — increased $75,215 or 4% primarily due an increase in fuel expenses. • Utilities — have decreased $16,420 or 6% due to decreases in electricity and gas consumption in FY 11. • Miscellaneous — increased $94,634 or 12% primarily due to an increase in Purchased Transportation. The cost per trip increased to $19 compared to $17.75 in FY 11. Ridership has increased 14%compared to December 2010. GRTC Budget Committee Page 2 Subsidies • Federal —increased $11,018 or less than 1% compared to FY 12. • State — increased $95,202 or 6% due to an increase in GRTC expenses in the previous two years of audited expenditures. • Other Local — increased $17,273 or 6% due to increases to the City of Salem ($11,500) and the Town of Vinton ($5,773). These increases are primarily due to the rate increase for S.T.A.R. trips. • New River Valley—is level funded. • The City of Roanoke— is level funded due to the anticipated continuation of an earmark for$150,000 to fund the Smart Way Connector. • w GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET(Valley Metro,Smartway,Trolley,Smartway Connector) FY 13 REVENUES FY11 ACTUAL FY12 BUDGET FY13 BUDGET %INCR/DECR PASSENGER REVENUES $ 2,003,661 $ 2,002,973 $ 2,157,445 8% ADVERTISING $ 96,098 $ 111,997 $ 126,180 13% INTEREST $ 4,983 $ 8,500 $ 4,935 -42% OTHER REVENUES $ 201,188 $ 196,711 $ 184,455 -6% TOTAL REVENUES $ 2,305,930 $ 2,320,181 $ 2,473,015 7% EXPENSES LABOR $ 2,992,674 $ 3,150,189 $ 3,232,360 3% FRINGE BENEFITS $ 1,632,417 $ 1,717,008 $ 1,795,402 5% SERVICES $ 466,301 $ 527,545 $ 530,453 1% MATERIALS&SUPPLIES $ 1,574,038 $ 1,798,808 $ 1,874,023 4% UTILITIES $ 253,243 $ 293,090 $ 276,670 -6% INSURANCE $ 369,363 $ 459,899 $ 419,324 -9% MISCELLANEOUS $ 80Q871 $ 813,150 $ 907,784 12% TOTAL EXPENSES $ 8,088,907 $ 8,759,689 $ 9,036,016 3% DEFICIT $ (5,782,9773 $ (6,439,508) $ (6,563,001) 2% SUBSIDIES FEDERAL $ 2,717,922 $ 2,957,814 $ 2,968,832 0% STATE $ 1,142,458 $ 1,475,331 $ 1,570,533 6% OTHER LOCAL $ 251,239 $ 283,200 $ 300,473 6% NEW RIVER VALLEY $ 43,465 $ 69058 $ 69,058 0% CITY OF ROANOKE $ 1,178,593 $ 1,654,105 $ 1,654,105 0% TOTAL SUBSIDIES $ 5,333,677 $ 6,439,508 $ 6,563,001 2% NET INCOME(LOSS) 1 $ (449,300)1 $ - 1 $ (0) second draft i combined nudger 4125,2012 w GREATER ROANOKE TRANSIT AGENCY COMBINED REVENUE SUMMARY)Valley Metro,Smanway,Trolley,Smanway Connector) FY 13 FY 11 ACTUAL FY 12 BUDGET FY13 BUDGET %DIEF PASSENGER REVENUE ADULT FARES $ 1,239,343 $ 1,210,004 $ 1.352,368 11.77% BASIC MONTHLY PASS 5 232,224 $ 259,896 5 251,376 -3.28% BASIC WEEKLY PASS $ 230,588 $ 234,946 $ 250,956 6.81% SENIOR CITIZEN FARES $ 81,455 $ 62,757 $ 68,178 8.64% DISCOUNT MONTHLY PASS $ 108.924 $ 120,669 $ 107,388 -11.01% DISCOUNT WEEKLY PASS $ 10,241 $ 11,468 $ 10,528 H20% STUDENT FARES $ 21,853 $ 12,500 $ 14,645 -34.91% OTHER PRIMARY FARES $ 1,439 S 7,500 5 16.626 0.00% STAR FARES $ 22,004 $ 27,393 5 31.812 16.13% STAR MONTHLY PASS 5 45,456 5 45,840 $ 53,568 16.86% SPECIAL TRANSIT FARES 5 30,135 $ - $ - 0.00% TOTAL PASSENGER REVENUE $ 2,03,661 S 2,002,973 $ 2,151,445 7.71% OTHER REVENUE ADVERTISING INCOME 5 96,098 $ 111.997 $ 126,180 12.66% RENTAL OF BUILDINGS $ 128,341 $ 123,890 $ 123,890 0.00% INVESTMENT INCOME $ 4,983 5 8500 $ 4,935 -41 94% PARKING INCOME $ 51,184 S 58,245 $ 53,004 -9 00% OTHER MISC INCOME $ 21,662 $ 14,576 $ 7,561 -48.13% TOTAL OTHER REVENUE $ 301,269 $ 317,208 $ 315,570 -0.52% TOTAL OPERATING INCOME $ 2,305,930 $ 2,310,181 $ 2,473,015 6.59% TOTAL EXPENSES $ 8,088,907 $ 8,759,689 5 9,036,016 3.15% NET INCOME BEFORE SUBSIDIES $ (5,782,977) 5 16,439,508) $ (6,563,01) 1,92% SUBSIDIES FEDERAL $ 2,585,697 $ 2,645,000 $ 2,645,000 0.00% FEDERAL 53115MARTWAY $ 132,225 $ 191,115 $ 194,618 183% FEDERAL 5311-SMARTWAY CONNECTOR S - $ 121,699 $ 129,214 6.18% STATE $ 1,097,163 $ 1,219,500 5 1.353,621 11.00% STATE 5311 SMARTWAY $ 45,295 $ 53,000 $ 66,912 26.25% STATE 5311 SMARTWAY CONNECTOR $ - $ 52,831 $ 100.00% STATE RAIL EARMARK $ - $ 150,000 $ 150,000 0.00% CITY OF ROANOKE $ 1,135,128 $ 1,585,048 $ 1,585,048 0.00% CITY OF ROANOKE-SMARTWAY $ 43,465 5 69,057 $ 69,057 0.00% CITY OF ROANOKE-SMARTWAY CONNECTOR $ - $ - $ - 0.00% NEW RIVER VALLEY-SMARTWAY $ 43,465 S 69,058 S 69,058 0 00% NEW RIVER VALLEY-SMARTWAY CONNECTOR $ - $ - $ - 0.00% OTHER $ 251,239 $ 283.200 $ 300,473 6.10% TOTAL SUBSIDIES $ 5,333,677 $ 6,439,508 $ 6,563,001 1.92% second draft r umcnm nu.ya n p.earz GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET(Valley Metro,Smartway,Trolley,Smartway Connector) FY 13 FY11 ACTUAL FY12 BUDGET FY13 BUDGET %DIFF COMBINED BUDGET-SYSTEM LABOR $ 2,992,674 $ 3,150,189 $ 3,232,360 2.61% TRANSPORTATION $ 2,146,259 S 2,250,973 $ 2,307,282 2.50% MAINTENANCE $ 399,267 $ 462,852 $ 475,507 2.73% NON-VEHICLE MAINTENANCE $ 116,227 $ 110,005 $ 111,970 1.79% ADMNISTRATION $ 330,921 $ 326,359 $ 337,601 3.44% FRINGES $ 1,632,417 $ 1,717,008 $ 1,795,402 4.57% FICA $ 241,764 $ 262,015 $ 268,423 2.45% PENSION $ 102,189 $ 112,760 $ 114,311 1.38% GROUP HEALTH INSURANCE $ 825,755 $ 888,916 S 948,262 6.68% DENTAL INSURANCE $ 15111 $ 11,820 $ 18,584 57.23% LIFE INSURANCE $ 8,879 $ 11,280 $ 8,618 -23.60% DISABILITY INSURANCE $ 17,158 $ 21,659 $ 17521 -19.11% FUTA $ 7,041 $ 7,173 $ 7,168 -0.07% SUTA $ 9,722 $ 11,300 $ 11,998 6.18% WORKER'S COMPENSATION $ 114,673 $ 76,855 S 76,657 -0.26% HOLIDAY $ 69,701 $ 84,503 $ 92,141 9.04% PAID DAYS OFF $ 179,036 S 169,122 $ 179,736 6.28% OTHER PAID ABSENCES $ 1,080 $ 5,467 $ 4,555 -16.68% UNIFORMS $ 38,418 $ 48,728 $ 43,722 -10.27% OTHER FRINGE BENEFITS $ 1,891 $ 5,410 $ 3,706 -31.50% SERVICES $ 466,301 $ 527,545 $ 530,453 0.55% SECURITY-PROFESSIONAL $ 56,410 $ 59,670 $ 59,456 -0.36% CONTRACT SERVICES-MAINTENANCE $ 58,686 $ 41,395 S 53,935 30.29% CONTRACT SERVICES-ADMINISTRATION $ 351,205 $ 426,480 $ 417,062 -2.21% MATERIALS&SUPPLIES $ 1,574,038 $ 1,798,808 $ 1,874,023 4.18% FUEL-STAR $ 110,962 $ 67,450 $ 90,000 33.43% FUEL-REVENUE VEHICLES $ 1,091,519 $ 1,253,679 $ 1,331,273 6.19% FUEL-SERVICE VEHICLES $ 11,685 $ 16,714 $ 18,214 8.97% OIL $ 15,409 $ 21,823 $ 21,851 0.13% OTHER LUBRICANTS $ 10,803 $ 14,989 $ 15,044 0.37% TIRES $ 79,268 $ 94,251 $ 82,955 -11.99% PARTS $ 153,290 $ 163,919 $ 159,500 -2.70% COMBINED DEPARTMENT EXPENSES second draft 3 I. 4 GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET(Valley Metro,Smartway,Trolley,Smartway Connector) FY 13 P111 ACTUAL FY 12 BUDGET FY 13 BUDGET %DIFF COMBINED BUDGET-SYSTEM OTHER M&S $ 101,101 $ 165,983 $ 155,186 -6.50% UTILITIES $ 253,243 $ 293,090 $ 276,670 -5.60% INSURANCE $ 369,363 $ 459,899 $ 419,324 -8.82% GENERAL LIABILITY-VEHICLE $ 323,629 $ 414,071 $ 389,231 -6.00% GENERAL LIABILITY-TANK,BLDG,ETC. $ 45,734 $ 45,828 $ 30,093 -34.33% MISCELLANEOUS EXPENSES $ 800,871 $ 813,15D $ 907,784 11.64% PURCHASED TRANSPORTATION $ 729,147 $ 780,735 $ 875,234 12.10% COLLEGE EXPRESS RUNS $ 47,941 $ - $ - 0.00% OTHER MISCELLANEOUS $ 23,784 $ 32,415 $ 32,550 0.42% TOTAL EXPENSES $ 8,088,907 $ 8,759,689 $ 9,036,016 3.15% COMBINED DEPARTMENT EXPENSES second draft 4 .c•y MUNICIPAL -rdr7Hilk AUDITING ROANOKE MEMO Date: January 24, 2012 To: Carl Palmer—GRTC General Manager From: Ann Clark—Senior Auditor C. a '- Subject: Audit Findings Follow Up—Investigation Greater Roanoke Transit Company Furniture Replacement Project We have completed our review of actions plans due to be implemented by June 30, 2011 to determine if they were effectively executed and satisfactorily resolved conditions noted in the original audit report. Following is a summary of results: Cleared Recommendations [YIN] Action Plan In response to the issues raised during the audit, the City Y Administration developed a list of action items to improve oversight and compliance at GRTC as follows: 1. First Transit to provide complete monthly financial statements. 2. GRTC Board Meetings to be held more frequently; possibly bi-monthly. 3. First Transit to provide annual report that includes an inventory of capital assets and a five year capital improvement plan. 4. First Transit to provide a summary of all contracts with employees of SVTMC. 5. First Transit to provide a list of all contracts with vendors. 6. First Transit to provide a list of all grants and the status of each. . 7. First Transit to provide a list of all informal, verbal agreements. 8. First Transit to provide a list of all claims against it and against Valley Metro. 9. First Transit to provide information on training and oversight. Capital Proiect Administration: Assign overall project Y responsibility to a specific person. Require a capital project file to be maintained and to include: 1. detailed specifications, 2. formal cost estimate, 3. copy of any related grant applications, 4. log showing contact with prospective vendors [mailings, phone, email], 5. written justification for the type of procurement process utilized, 6. copy of the invitation to bid or request for proposal, 7. copy of the advertisement and associated expenditure receipts, 8. notes from vendor selection process, 9. copy of the signed contract, required bonds, other certifications, 10. notes documenting project monitoring efforts, 11. copy of progress billings and 12.final punch lists and project closeout documents. GRTC Officer and Board Engagement: The appointed Y Officers and Board of Directors of GRTC should visit the Valley Metro administrative offices at least once each year. This would provide an opportunity to become familiar with the facilities, employees, and overall operations. Policies and Procedures: Complete policies and procedures Y should be developed and documented. The following aspects should be addressed: • Procurement • Use of credit cards • Contract administration • Sale of fixed assets • Grants management GRTC is currently required to follow the City's procurement policies. These policies should be adapted by GRTC to fit its organizational structure while retaining the fundamental principles that ensure effective, ethical, and legal procurement. Job Duties and Qualifications: Y Director of Maintenance - The job description should be revised to explicitly acknowledge the position's oversight responsibility related to the purchasing functions performed by the Assistant Director of Maintenance. Assistant Director of Maintenance -The job description should be revised to require the person to be knowledgeable of federal, state and local procurement laws and regulations. Responsibilities should include maintaining a purchasing policies and procedures manual in accordance with FTA Page 2 of 3 M requirements. Director of Finance-The job description should be revised to clarify that the position has no responsibilities for purchasing functions. Duties that do not relate to finance, such as the responsibility for monitoring the safety program, should be reassigned to another position. The responsibility to maintain an adequate system of internal controls over finance and grant functions should be explicitly noted in this job description. The minimum qualifications should be revised to require an appropriate level of formal accounting education. Familiarity with grant writing and reporting, internal controls, and financial reporting should also be required. Attainment of relevant certifications should be highly encouraged. Code of Conduct/Ethics Policy: N A policy will be written in Per FTA Circular C4220.1 E, grantees shall maintain a accordance with the current written code of standards of conduct governing the FTA Circular C4220.1 F. performance of their employees engaged in the award and administration of contracts. The Government Finance Target date for completion is Officers Association recommends that all governments July 31, 2012. formally approve, and widely distribute and publicize an ethics policy that can serve as a practical basis for identifying potential instance of fraud or abuse and questionable accounting or auditing practices. We recommend that a written code of conduct be developed in accordance with FTA requirements and GFOA recommendations. Congratulations on your progress. Those plans that have not been fully implemented, or which have been revised, will continue to be reviewed periodically-until cleared. We will contact your office in approximately six months to inquire about the status of open items and, if appropriate, to schedule follow up testing. A copy of this memo will be provided to members of management and the Board of Directors to keep them updated on the status of past audit findings. If you would like to attach any comments prior to distribution, please provide them to me within the next 15 calendar days. We appreciate the cooperation and assistance given by you and your staff during this review. Please feel free to contact me if you have any questions or need additional information. c: Drew Harmon, Municipal Auditor Stephanie Giles, GRTC Director of Finance Sherman Stovall, Assistant City Manager Operations Page 3 of3 a' a a CITY OF ROANOKE _ '' , — OFFICE OF THE CITY CLERK ,) a 215 Church Avenue,S.W.,Suite 456 2 Roanoke,Virginia 24011-1536 Telephone: (540)853-2541 Fax: (540)853-1145 E-mail: clerk®roanokeva.gov JONATHAN E.CRAFT STEPHANIE M.MOON,MMC City Clerk Deputy City Clerk May 17, 2012 CECELIA T.WEBB y Assistant Deputy City Clerk John W. Bingham 2725 White Pelican Lane Roanoke, Virginia 24018 Dear Mr. Bingham: A communication from the City Clerk advising of your resignation as a member of the Greater Roanoke Transit Company Board of Directors was before the Council of the City of Roanoke at a regular meeting, which was held on Monday, May 7, 2012. On behalf of the Members of Roanoke City Council, I would like to express appreciation for your service to the City of Roanoke as a member of the Greater Roanoke Transit Company Board of Directors from July 19, 2010 to May 7, 2012. Please find enclosed a Certificate of Appreciation and an aerial view photograph of the Roanoke Valley in recognition of your service. Sincerely, rits btrIQ Stephanie M. Moon, MMC \\\ City Clerk SMM:jec Enclosure CERTIFICATE OF APPRECIATION PRESENTED TO John W. Bingham AS A MEMBER OF THE GREATER ROANOKE TRANSIT COMPANY, BOARD OF DIRECTORS FROM JULY 19, 2010 TO MAY 7, 2012 ON THIS 7TH DAY OF MAY , 2012 IN RECOGNITION OF OUTSTANDING PUBLIC SERVICE FAITHFULLY RENDERED TO THE CITY OF ROANOKE APPROVED: ATTEST: • Sgsaidettallie DAVID A.BOWERS STEPHANIE M.MOO MAYOR CITY CLERK // C r r John W. Bingham 2725 White Pelican Lane Roanoke, VA 24018 5/11/12 Greater Roanoke Transit Company 215 Church Avenue Roanoke, VA 24011 Dear President Bowers and Board Members, I have recently left the City's employment and feel compelled to resign my position from the Board of the Greater Roanoke Transit Company. I was appointed by the City Council to the Board as a representative of the City Administration. Now that I have left the City's employment, I no longer can represent the City from that perspective. I will be glad to continue to serve on the board until a successor is named or appointed to help avoid difficulties such as a maintaining a quorum in order for the board to transact business. I appreciate the City Council's confidence and support in my appointment to the board for the past two years. I have enjoyed working with the management team and the other board members. GRTC provides a great service to Roanoke City residents and it was an honor to have served as a member of the Board of Directors. �Siincerrely,, `1oh4 "' iw- John W. Bingham Cc: Carl Palmer, GM, Valley Metro "John Bingham" To <Jonathan.Craft @ roanokeva.gov> 4 <Ibingham @lefkenter.org> cc <Stephanie.Moon @ roanokeva.gov>, 05/12/2012 09:33 PM <cpalmer @valleymetro.com> bcc Subject RE: GRTC Resignation-slightly revised History: p This message has been replied to. I spoke with Stephanie and was apprised of the difficulty to transact business with a couple of directors leaving the board. So I will continue serving until a replacement is named or appointed. The primary reason for my resignation is to allow for another person to be appointed from the City to serve on the board. Should GRTC have need for an independent director, I would be glad to consider serving again in the future. Regards! John From: John Bingham Sent: Saturday, May 12, 2012 8:29 PM To: 'Jonathan.Craft@roanokeva.gov' Cc: Stephanie.Moon @roanokeva.gov; 'cpalmer @valleymetro.com' Subject: GRTC Resignation Jonathan, Attached is my letter of resignation from the board. I have not forwarded to President Bowers or other board members. I thought this could be accomplished through the Secretary function. Carl, My apologies for not communicating with you earlier. I have begun working for the Jefferson Center and trying to get my hands around their business and financial processes. I have enjoyed working with you on various topics. I really appreciated the time you took to help orient me to the operations and various issues as I joined the board. Most of the issues are more complicated than most people realize. Thanks for all the work you do for Valley Metro! Sincerely, John Bingham, CPA Director of Finance Jefferson Center 541 Luck Ave.SW,Suite 221 Roanoke,VA 24016 540-343-2624,ext. 234 540-793-5204 cell CITY OF ROANOKE y-y t OFFICE OF THE CITY CLERK 215 Church Avenue,S.W.,Suite 456 i 1 , Roanoke,Virginia 24011-1536 Telephone: (540)853-2541 Fax: (540)853-1145 STEPHANIE M.MOON,MMC E-mail: clerk@roanokeva.gov JONATHAN E.CRAFT City Clerk Deputy City Clerk May 17, 2012 CECRUA T.WEBB y Assistant Deputy City Clerk Consuella Caudill 4928 Pine Glen Road, N. E. Roanoke, Virginia 24019 Dear Ms. Caudill: A communication from the City Clerk advising of your resignation as a member of the Greater Roanoke Transit Company Board of Directors was before the Council of the City of Roanoke at a regular meeting, which was held on Monday, May 7, 2012. On behalf of the Members of Roanoke City Council, I would like to express appreciation for your service to the City of Roanoke as a member of the Greater Roanoke Transit Company Board of Directors from July 19, 2010 to May 7, 2012. Please find enclosed a Certificate of Appreciation and an aerial view photograph of the Roanoke Valley in recognition of your service. Sincerely, Stephanie M. Moon, MMC City Clerk SMM:jec Enclosure CERTIFICATE OF APPRECIATION PRESENTED TO Consuella Caudill AS A MEMBER OF THE GREATER ROANOKE TRANSIT COMPANY, BOARD OF DIRECTORS FROM JULY 19, 2010 TO MAY 7, 2012 ON THIS 7TH DAY OF MAY , 2012 IN RECOGNITION OF OUTSTANDING PUBLIC SERVICE FAITHFULLY RENDERED TO THE CITY OF ROANOKE APPROVED: Al IEST: 1 AVI .BOWERS ' PHANIE M.MOON MAYOR CITY CLERK THE TOWN OF INTON .,; V I R G I N I A Economic Development Office 311 South Pollard Street, Vinton,VA 29179 PHONE:540-343-1508 FAX 540-983-0626 March 23, 2012 Mr. Carl Palmer General Manager Greater Roanoke Transit Company 1108 Campbell Avenue SE Roanoke, VA 24013 Dear Car]: It is with regret that I tender my resignation from the Greater Roanoke Transit Company board of directors, effective immediately. I have accepted a position in another community and will no longer be able to serve on the board. I am grateful for having had the opportunity to serve on the board of this fine organization for the several years, and I offer my best wishes for its continued success. Sincerely, Consuella Caudill Assistant Town Manager/Director of Economic Development cc: Mayor David A. Bowers, President, Board of Directors V. Christopher Lawrence, Town Manager, Town of Vinton GREATER ROANOKE TRANSIT COMPANY May 1 , 2012 David A. Bowers, Mayor David B. Trinkle, Vice-Mayor William D. Bestpitch Raphael E. Ferris Sherman P. Lea Anita J. Price Court G. Rosen Dear Mayor Bowers and Members of City Council: As the representatives of the City of Roanoke, the sole stockholder of the Greater Roanoke Transit Company and pursuant to Paragraph 3, Article II, By-Laws of the Greater Roanoke Transit Company, this is to advise you that the Annual Meeting of the Stockholders' will be held on Monday,June 18, 2012, at 1 :30 p.m., in the City Council Chamber, Room 450, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, //yy,, y�� Stephanie /? rl/ v Secretary, GRTC Il pc: Christopher P. Morrill, Vice President of Operations, GRTC Timothy Spencer, Acting General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Members of the GRTC Board of Directors C.\CLERK\DATA\CKSM1\GRTC.12\Call Letter for Stockholders'Meetng.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS April 2, 2012 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: Enclosed is a copy of the GRTC financial report for the month of February 2012 that was filed on March 30, 2012. Sincerely, Jonathan E. Craft Assistant Secretary Enclosure pc: Christopher P. Morrill, Vice President of Operations, GRTC Timothy Spencer, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032, without enclosure K:\GRTC\GRTC 12\February financials distribution.doc WaIIey M Greater Roanoke Transit Company Board of Directors Meeting Roanoke,Virginia March 31, 2012 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of February 2012 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the month February 2012. Operating income through February of FY 2012 is $123,383 or 8% above last year as presented in the accompanying financial statement. This increase is primarily due to increases in operating revenue and advertising revenue. Operating revenue increased $87,188 or 6.5% and advertising revenue increased $38,805 or 61.5% compared to February 2011. The increases were offset by a decrease of $2,600 or 1.9%for non-transportation revenue. GRTC's revenue of$1,664,278 is$117,490 or 5% above the budgeted income of$1,546,787 for the eight months reported. The operating expenses for GRTC of$5,768,297 are $510,685 or 9.7%above expenses in February 2011. The expenses through February 2012 are $71,495 or .8% under the budgeted expenses of $5,839,793 for the eight months reported. The subsidies for GRTC of $4,341,691 are $817,918 or 23.2% above February 2011. This increase is primarily due to increases in subsidies from the City of Roanoke, Federal Transit Administration (FTA) and Department of Rail and Public Transportation (DRPT)for$773,853 compared to February 2011. GRTC's net income is $237,671 for this reporting period. The income is due to the increase of$117,490 in revenue income, the decrease of $71,495 in expenses incurred, and an increase of $48,685 in subsidies compared to budget. Both positive and negative variance is discussed in the operating income and expense sections of this report. Greater Roanoke Transit Company PO Box 13247 • Roanoke,Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 • www.valleymetro.com David A. Bowers, President and Members of the Board of Directors GRTC Financials May 21, 2012 Page 2 Operating Income Operating income variances are as follows: • Fares collected on Valley Metro's fixed routes have increased $56,822 or 7.5%; • Fares collected on Smart Way routes have increased $15,678 or 16.8%; • S.T.A.R. monthly pass sales have increased$5,448 or 17.8%; • S.T.A.R. single ticket sales have increased $7,653 or 58.6%; • Smart Way Connector fares through February are$17,277 or 98%of the budgeted income; • Monthly pass sales for Valley Metro's fixed routes have increased $12,768, Discount Monthly sales have fallen $8,328; • Monthly pass sales for Smart Way routes have increased $2,712 or 7.4%; • Student fares have decreased $5,340 or 34.5%; • Virginia Western Community College income has increased $3,360 or 11.6%; • Advertising sales have increased$38,805 or 61.5%; and • Rental income has decreased $8,459 or 9.9%. Operating Expenses Operating expense variances are as follows: • Labor has increased $76,995 or 3.8% compared to the prior year. This increase is $39,983 or 1.3% below budget for the period ending February 2012; • Fringe benefits (payroll taxes, health, dental, etc.) increased $23,438 compared to February 2011. These expenses are $24,695 below budget primarily due to the timing in the use of paid days off; • Services (security, inspections, drug & alcohol testing,etc) have increased $44,563 over last year primarily due to broker services for health and casualty insurance. These expenses are $17,039 below budget; • Materials and supplies (fuel, parts consumed, tires, office supplies, etc.) have increased $331,877 compared to the prior year.The increase is primarily due to the increase in the cost of fuel for $270,779. Fuel to date is over the projected budget by $103,396 or 11.5%. Parts consumed are $34,680 compared to February 2011; • utilities have decreased $26,846 compared to February 2011 and are $45,936 or 15.7% less than the projected budget; • Purchased Transportation (S.T.A.R.) has increased $92,742 compared to the prior year. The increase is primarily due to an increase in the cost per trip of$.63 effective July 1, 2011 and an additional increase of $.62 effective January 1, 2012. The expense for Job Access and Reverse Commute (JARC) rides has increased $34,861 compared to last year. This increase is 63.6% above the projection for JARC expenses. David A. Bowers, President and Members of the Board of Directors GRTC Financials May 21,2012 Page 3 No action by the Board is needed on this matter. Respectful) 5/i ted, / Carl L. Palmer General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer,Acting GRTC General Counsel Municipal Auditor GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Eight Months Ending February 29,2012 Year-to-Date Year-to-Date FY 12 February February February February BUDGET %OF FY 12 2012 2011 %ofChangc 2012 2011 %of Change TOTAL BUDGET' OPERA 1 ING INCOME Operating Revenue $180,33478 1157,25112 14.68% 81,426,89086 91,339,71297 6.51% $2,002,973.00 71,24% Advetising Revenue 9,58060 10,122.52 (5.35%) 101,917.35 63,11252 61.49% 111,997.00 91.00% Non-Transportation Revenues 16,192 17 15,755.00 2.77% 135,469.50 138,06927 (1.88%) 205,211.00 66.01% Total Income 206,107.55 183,128.64 1255% 1,664,27771 1,540,894.76 801% 2,320,181.00 71 73% OPERATING EXPENSES labor-Hourly&Salary 24334106 232,21634 4.79% 2,060,143.06 1,983,14840 3.88% 3,150,189.00 65.40% Fringe Benefits 165,831.30 157,64655 5.19% 1,119,976.90 1.096,539.40 2.14% 1,717,008.00 65.23% Services 36,458.18 32,28379 1293% 336,991.15 292,42795 15.24% 531,045.00 63.46% Materials&Supplies 150,221.70 110,636.00 35.78% 1,269,642.15 937,765.45 35.39% 1,795,30800 70.72% Utilities 19,445.09 28,121.99 (30.85%) 149,45772 176304.18 (15.23%) 293390.00 50.99% Insurance Costs 27,03448 32,553.93 (16.95%) 231,50359 264,309.00 (12.41%) 459,899.00 50.34% Purchased Transportation 85,356.04 67,22848 26.96% 583,712.27 490,969.94 18.89% 780.73500 74.76% Miscellaneous Expenses 1,845.05 80762 128.46% 16,870.65 1614739 4.48% 32,415.00 52.05% Total Expenses 729,532.90 661,49490 1029% 5,768,297.49 5,257,612.31 9.71% 8,759,68900 6585% Net Loss (523,425.35) (478,366.06) 9.42% (4,104,019.78) (3,716,717.55) 1042% (3439,50800) 63.73% local Grants 168,921.84 119,796.40 41.01% 1,331,139.79 974,249.53 36.63% 2,00636300 66.35% State Grants 115,629.00 93,763.00 23.32% 936,351.00 756,616.00 23.76% 1,475331.00 63.47% Federal Grants 304,565.00 221,888.00 37.26% 2,074,20000 1,792,907.00 1569% 2,957,814.00 70.13% Total Subsidies 589,115.84 435,447.40 35.29% 4,34169079 3,523,772.53 23.21% 6,439,50800 67.42% Net income(loss) 65,690.49 (42,91866) (253.06%) 23737101 (192,945.02) (223.18%) 0.00 0.0% • , GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 2/29/2012 2/28/2011 Year-to-Date Year-to-Date %of Change ASSETS CASH $ 1,292,264.31 $ 1,209,171.74 7% ACCOUNTS RECEIVABLE $ 1,169,650.76 $ 1,473,009.19 -21% INVENTORY $ 458,234.49 $ 451,542.16 1% FIXED ASSETS FIXED ASSETS $ 29,575,985.91 $ 29,348,598.38 1% ACCUMULATED DEPRECIATION $ (16,678,567.80) $ (14,794,184.15) 13% NET FIXED ASSETS $ 12,897,418.11 $ 14,554,414.23 -11% PREPAYMENTS $ 76,812.09 $ 112,286.41 -32% TOTAL ASSETS $ 15,894,379.76 $ 17,800,423.73 -11% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 384,612.76 $ 866,547.35 -56% PAYROLL LIABILITIES $ 227,909.87 $ 256,868.03 -11% OTHER LIABILITIES $ 1,129,606.03 $ 858,036.44 32% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,138,494.60 $ 5,355,149.10 -4% DEPRECATION EXPENSE $ (1,274,408.00) $ (1,309,770.96) -3% RETAINED EARNINGS $ 9,935,164.49 $ 11,303,176.79 -12% CAPITAL CONTRIBUTIONS $ 115,324.00 $ 663,357.00 -83% NET INCOME(LOSS) $ 237,671.01 $ (192,945.02) -223% TOTAL CAPITAL $ 14,152,251.10 $ 15,818,971.91 -11% TOTAL LIABILITIES&CAPITAL $ 15,894,379.76 $ 17,800,423.73 -11% S GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT COMPANY Sub-Recipients Statement For the Eight Months Ending February 29,2012 Year-to-Date Year-to-Date FY 12 February Febniary February February BUDGET %OF FY 12 2012 2011 %of Change 2012 2011 %of Change TOTAL BUDGET Sub-Recipients Expenses CCTM-Expenses $0.00 $0.00 000% $9,811.00 $42,195.00 (7675°/x) $0.00 0.0% NHRS-Expenses 0.00 0.00 000% 26461.00 51,002.00 (48.12%) 0.00 0.0% OWL-Expenses 0.00 0.00 0.00% 0.00 36,399.00 (100.00%) 0.00 0.0% Total Expenses-Sub-Recipients 0.00 0.00 0.00% 36,272.00 129,59600 (72.01%) 0.00 0.0% Revenues Federal Assistance-CCIM 0.00 0.00 000% 7,847.00 33,782.00 (76.77%) 0.00 0.0% State Assistwwe-CCTM 0.00 0.00 000% 1,964.00 8,413.00 (76.66%) 0.00 0.0% Federal Assistance-NRHS 0.00 0.00 000% 21,169.00 40,801 00 (48 12%) 0.00 0.0% State Assistanx-NRHS 0.00 0.00 000% 5,292.00 10,201.00 (48 12%) 0.00 0.0% Federal Assistance-OWL 0.00 0.00 000% 0.00 29,119.00 (10000%) 0.00 00% State Assistance-OWL 0.00 0.00 000% 0.00 7,280.00 (10000%) 0.00 0.0% Total Revenues 0.00 0.00 000% 36,272.00 129,596.00 (72.01%) 0.00 0.0% GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 15, 2012 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that the regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, March 19, 2012, at 1:00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia. Sincerely, Stephanie M. Moon Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC Timothy Spencer, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L\CLERK\DATA\CKSM1\GRTC.12\March 19,2012 Meeting Notice.doc sag ,, CITY OF ROANOKE I A � 1. DEPARTMENT OF FINANCE ^_l& ,„r - 215 Church Avenue,SW, Suite 461 • PO Box 1220 e' .I �' Roanoke,Virginia 24011-1220 l cicphone: 15401853-2821 Pox: (5401853-6142 ANDREA ANN II.SI IA W VER,CPA K I REN r Assistant Director of Finance Director of Finance June 18, 201 2 David A. Bowers, President, and Member of the Board of Directors Dear President Bowers and Members of the Board: Andrea Trent, Assistant Director of Finance, will be in attendance on my behalf at the 1 :00 pm GRTC Board of Directors Meeting on Monday,June 18". Best wishes for a successful meeting. Sincerely, Ann H Shawver Treasurer c: Vice President of Operations Assistant Vice President of Operations Secretary Legal Counsel Municipal Auditor Assistant Director of Finance • GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 18, 2012 1 :45 P.M. CITY COUNCIL'S CONFERENCE ROOM ROOM 451 AGENDA 1. Call to Order -- Roll Call. Director Karen Michalski-Karney was absent. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, May 21, 2012. Dispensed with the reading and approved as recorded. 3. Reports of Officers: a. General Manager: 1. Adoption of the Board of Directors' Meeting Schedule for the 2013 Fiscal Year. Adopted Resolution (4-0) b. Secretary: 1. Election of Officers. Deferred until July 16 Board meeting. 4. Other Business. None. 5. Adjourned. 1:48 p.m. L:\CLERK\DATA\CKSM1\GRTC.121JUne 18,2012 Mayor Agenda doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 21 , 2012 Carl L. Palmer, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing copy of a resolution establishing a specific meeting schedule for the Board of Directors of the Greater Roanoke Transit Company (GRTC). The abovementioned resolution was adopted by the Board of Directors at its regular meeting held on Monday, June 18, 2012. Sincerely, l' er � Stephanie M. Moon � Secretary pc: Christopher P. Morrill, Vice-President of Operations Sherman M. Stovall, Assistant Vice-President of Operations Ann H. Shawver, Treasurer Timothy Spencer, Acting General Counsel Gary Tegenkamp, Assistant General Counsel Troy A. Harmon, Municipal Auditor L.\CLERK\DATA\CKSM I\DRTC.12Uune 18 correspondence.doe BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ESTABLISHING A SPECIFIC MEETING SCHEDULE FOR THE BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY (GRTC) WHEREAS, at the Board's, June 18, 2012, meeting. the URIC General Manager recommended that the Board adopt a specific meeting schedule for the 2013 Fiscal Year, which ends on June 20, 2013, as more fully set forth in the General Manager's report dated June 18, 2012, to this Board. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: 1. That the Board of Directors hereby approves and adopts the specific meeting schedule that is set forth below. Except for the meeting on June 17, 2013, the meetings are set to start at 1:00 p.m. and will be held in the Emergency Operations Center(EOC) Conference Room which is located on the first floor of the Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia 24011, unless a different location is designated by the President or Secretary of the Board. The meeting for Monday, June 17, 2013, will be held at 1:45 p.m. at the same location as the other scheduled meetings. In accordance with Article lll, Section 4 of the GRTC By-Laws, the following meeting dates for the GRTC Board are approved for the 2013 Fiscal Year: July 16, 2012 (Monday, 1:00 p.m. —EOC) September 17, 2012 (Monday, 1:00 p.m.—EOC) November 19, 2012 (Monday, 1:00 p.m. —EOC) January 22, 2013 (Tuesday, 1:00 p.m.—EOC) March 18, 2013 (Monday, 1:00 p.m.—EOC) May 20,2013 (Monday, 1:00 p.m.—EOC) June 17, 2013 (Monday, 1:45 p.m.—EOC) 2. The GRTC Board can hold additional meetings on an as-needed basis in accordance with the GRTC By-Laws. KVgdAmaasuresVGJ< C\res envbliehine loading schedule ty 2013.doc 1 3. The schedule of meetings for the GRTC Board for subsequent fiscal years may be set annually by the Board at the June Board meeting, or at any other Board meeting as the Board may determine to be appropriate. ATTEST: Date: ua.s_ 11 2,0 . 0 1 I • 'ID1 Steph nie M. Moon, Secretar ti ._ 0R1( .ti, inR schedule r■ 2013 Juc 2 / Valley s M Greater Roanoke Transit Company Board of Directors Meeting June 18, 2012 David A. Bowers, President., and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Board of Directors Meeting Schedule for Fiscal 2013 Background At its June 20, 2011 meeting, the GRTC Board of Directors approved by Resolution its meeting schedule for the 2012 fiscal year. The Board needs to adopt a meeting schedule for the 2013 fiscal year. Recommendation The following GRTC Board of Directors meeting schedule is recommended for the 2013 fiscal year: 2012 2013 July 16th January 22nd (Monday 21st MLK) September 17th March 18th November 19th May 20th June 17th Except for the June 17, 2013 meeting, which will be at 1:45 P.M., all other meetings will be at 1:00 P.M. All meetings will be in the Emergency Operations Center (EOC) conference room located in the Noel C. Taylor Municipal Building, 215 Church Ave., SW, Roanoke, Virginia 24011. Respe tf , •• 1tedd,, Carl L. Palmer General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company PO Box 13247 • Roanoke,Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 • www.valleymetro.com 4-364 S GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 18, 2012 President David A. Bowers and Members of the GRTC Board of Directors Roanoke, Virginia Dear President Bowers and Members of the Board: Article V, Officers, of the By-Laws of the Greater Roanoke Transit Company provides that the Board of Directors, promptly after their election each year, shall elect a President, one or more Vice-Presidents, a Secretary, a Treasurer and such other officers as the Board deems appropriate to serve for a term of one year each, commencing upon the date of their election or until their respective successors are elected and have duly qualified. Officers currently serving are: David A. Bowers, President David B. Trinkle, Vice-President Christopher P. Morrill, Vice-President of Operations Sherman M. Stovall, Assistant Vice-President of Operations Stephanie M. Moon, Secretary Jonathan E. Craft, Assistant Secretary Ann H. Shawver, Treasurer Timothy Spencer, Registered Agent and General Counsel Sincerely, Stephanie M. Moon Secretary pc: Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 K1GRTC.12\Election of Officers doc GREATER ROANOKE TRANSIT COMPANY June 14, 2012 David A. Bowers, Mayor David B. Trinkle, Vice-Mayor William D. Bestpitch Raphael E. Ferris Sherman P. Lea Anita J. Price Court G. Rosen Dear Mayor Bowers and Members of the Council: The Annual Meeting of the Stockholder's of the Greater Roanoke Transit Company will be held on Monday,June 18, 2012, at 1:30 p.m., in the City Council Chamber,fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. I am attaching copy of the minutes of the Annual Meeting held on Monday, June 20, 2011. Sincerely, Stephanie M. Moon Secretary Attachment pc: Christopher P. Morrill, City Manager Timothy Spencer, Acting City Attorney Ann H. Shawver, Director of Finance Sherman M. Stovall, Assistant City Manager for Operations Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant Attorney Carl Palmer, General Manager, Valley Metro L.ACLERKVDATAACKSM 1AGRTC12\Annual Stockholder'Call Letter and Agenda.doc CITY OF ROANOKE AA DEPARTMENT OF FINANCE t, 215 Church Avenue, SW, Suite 461 PO Box 1220 Roanoke, Virginia 24011-1220 elephmrc: (540)853-2821 Fax: 154111853-6142 ANN II.SHAW VER.CPA ANDREA F.I REN Assfsts Director of Finance Juneof Finance June 18, 2012 Dear Mayor Bowers and Members of City Council: Andrea Trent, Assistant Director of Finance, will be in attendance on my behalf at the 1 :30 pm GRTC Stockholders Meeting and at the 2 pm session of City Council on Monday, June 18". I will be in attendance at the 7 pm session Monday evening. Best wishes for successful afternoon meetings. Sincerely, fl,�U Ann H Shawver Director of Finance c: Council Appointed Officers Andrea F. Trent, Assistant Director of Finance STOCKHOLDER'S ANNUAL MEETING GREATER ROANOKE TRANSIT COMPANY MONDAY, JUNE 18, 2012 1 :30 P.M. CITY COUNCIL CHAMBER AGENDA 1 . Call to Order - Roll Call. Council Member Ferris was absent. 2. Approval of Minutes: Annual Stockholder's meeting held on Monday, June 20, 2011. Dispensed with the reading and approved as recorded. 3. Statement of Purpose. Mayor David A. Bowers. • Election of Seven Directors Elected the following Members as Directors of the GRTC: • Two Members of Roanoke City Council o Mayor David A. Bowers o Vice-Mayor Elect Court G. Rosen • Two City Staff Representatives o Mark Jamison o Michael Shockley • Physically Challenged Representative o Karen Michalski-Karney • At Large Representative o Curtis E. Mills • Regional Representative o Melinda Payne, City of Salem 4. Adjourned. 1 :33 p.m. LA CLERK V DATA ACKSM I AGRTC.12 A Action Slockholders Agenda doe GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 27, 2012 The Honorable David A. Bowers Mayor Roanoke, Virginia Dear Mayor Bowers: At the Annual Meeting of the Greater Roanoke Transit Company Stockholders held on Monday, June 18, 2012, you were reappointed as President of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required "to read and become familiar with provisions of the Act." jSinc�erel�y, • i/,�ll�}�id1v a1Pd Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant City Attorney COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the annual meeting of the Greater Roanoke Transit Company Stockholders which was held on the eighteenth day of June 2012, DAVID A. BOWERS was reappointed as President of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty-seventh day of June 2012. Artrisavytwth,.• Secretary lb Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, David A. Bowers, do solemnly swear or (affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as President of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. David A. Bowers The foregoing oath of office was taken, sworn to, and subscribed before me by David A. Bowers this //A'day of LP, 2012. Brenda S. Hamilton, Clerk of the Circuit Court y _.14 S/ „AIL -�, Clerk a GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 27, 2012 The Honorable Court G. Rosen Vice-Mayor-Elect Roanoke, Virginia Dear Vice-Mayor Elect Rosen: At the Annual Meeting of the Greater Roanoke Transit Company Stockholders held on Monday, June 18, 2012, you were appointed as Vice President of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your appointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were appointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each member is required "to read and become familiar with provisions of the Act." Sincerely, szo Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant City Attorney • • COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie NI. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the annual meeting of the Greater Roanoke Transit Company Stockholders which was held on the eighteenth day of June 2012, COURT G. ROSEN was appointed as Vice President of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty-seventh day of June 2012. Q Secretary • Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, COURT G. ROSEN, do solemnly swear that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Vice President of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. � i Co URT G. ROSEN The foregoing oath of office was was taken, sworn to, and subscribed before me by Court G. Rosen this 1ci day of \ f„D,. _ 2012. a Brenda S. Hamilton, Clerk of the Circuit Court By ar.:1 .1 /414-.1, _ 1:., _ t. , Clerk / 4 • GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 27, 2012 Mark Jamison, Director Greater Roanoke Transit Company Roanoke, Virginia Dear Mr. Jamison: At the Annual Meeting of the Greater Roanoke Transit Company Stockholders held on Monday, June 18, 2012, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required "to read and become familiar with provisions of the Act." Sincerely, Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant City Attorney COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the annual meeting of the Greater Roanoke Transit Company Stockholders which was held on the eighteenth day of June 2012, MARK JAMISON was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty-seventh day of June 2012. AN-011***). PSI VP%I Slam Secretary iV Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Mark Jamison, do solemnly swear or (affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. a4/ 4 Mark Jamiso The foregoing oat of office was taken, sworn to, and subscribed before me by Mark Jamison this I day of, J:1k) 2012. Brenda S. Hamilton, Clerk of the Circuit Court B . �.�. 1�,.�. ./. g L tA,A , Clerk c GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 27, 2012 Karen Michalski-Karney, Director Greater Roanoke Transit Company 1502 Williamson Road, N. E.-Suite B Roanoke, Virginia 24012-5100 Dear Ms. Kerney: At the Annual Meeting of the Greater Roanoke Transit Company Stockholders held on Monday, June 18, 2012, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required to read and become familiar with provisions of the Act." Sincerely, )4014.:4A,TV) 1 v Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant City Attorney COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the annual meeting of the Greater Roanoke Transit Company Stockholders which was held on the eighteenth day of June 2012, KAREN MICHALSKI-KARNEY was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty-seventh day of June 2012. ily% Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Karen Michalski-Karney, do solemnly swear or (affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. ✓- lam.. .. Ka en Michalski-Karney The foregoing oath of office was taken, sworn to, and subscribed before me by Karen Michalski-Karney this 11 day of �. LA 2012. Brenda S. Hamilton, Clerk of the Circuit Court By u ' I 1 . Clerk • GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 27, 2012 Michael B. Shockley Budget Administrator Office of Management and Budget Roanoke, Virginia Dear Mr. Shockley: At the Annual Meeting of the Greater Roanoke Transit Company Stockholders held on Monday, June 18, 2012, you were appointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your appointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were appointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each member is required "to read and become familiar with provisions of the Act." Sincer , • Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant City Attorney COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE . I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the annual meeting of the Greater Roanoke Transit Company Stockholders which was held on the eighteenth day of June 2012, MICHAEL B. SHOCKLEY was appointed as a member of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty-seventh day of June 2012. AA:so loy‘ • stools Secretary 4 Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, MICHAEL B. SHOCKLEY, do solemnly swear that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. MICIAELCJSHOCKLEY The foregoing oath of office was taken, sworn to, and subscribed before me by 94_Michael B. Shockley this 5'`d y of 2012. Brenda S. Hamilton, Clerk of the Circuit Court Bt/fiat._ - ��_ - , Clerk GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 27, 2012 Curtis E. Mills 2125 Yellow Mountain Road, S. W. Apartment 110 Roanoke, Virginia 24014 Dear Mr. Mills: At the Annual Meeting of the Greater Roanoke Transit Company Stockholders held on Monday, June 18, 2012, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each member is required "to read and become familiar with provisions of the Act." Sincerely, 1rh Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant City Attorney COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the annual meeting of the Greater Roanoke Transit Company Stockholders which was held on the eighteenth day of June 2012, CURTIS E. MILLS was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty-seventh day of June 2012. );04.,:las i Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, CURTIS E. MILLS, do solemnly swear that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. CURTIS . MILLS / The foregoing oath of office was taken, sworn to, and subscribed before me by Curtis E. Mills this/a day of '�1CtyC� 2012. !!�� Brenda S. Hamilton, Clerk o the Circuit Court ByGU(///J // /kW- , cr, GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 28, 2012 Melinda J. Payne 722 Paragon Avenue Salem, Virginia 24153 Dear Ms. Payne: At the Annual Meeting of the Greater Roanoke Transit Company Stockholders held on Monday, June 18, 2012, you were appointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your appointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were appointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each member is required "to read and become familiar with provisions of the Act." Sincerely, Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant City Attorney • COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the annual meeting of the Greater Roanoke Transit Company Stockholders which was held on the eighteenth day of June 2012, MELINDA J. PAYNE was appointed as a member of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty-eighth day of June 2012. Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, MELINDA J. PAYNE, do solemnly swear that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. h 4_ • M INDA J. PA ,N N I The foregoing oath of office was taken, sworn to, and subscribed before me by Melinda J. Payne this /o2 day of _j 2012. Brenda S. Hamilton, Clerk of the Circuit Court B : i, . 0WL ,t, ,s , Clerk / GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS May 18, 2012 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that the regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, May 21, 2012, at 1:00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia. Sincerely, netia Stephanie M. Moon Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC Timothy Spencer, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L\CLERK\DATA\CKSM1\GRTC.12\May 21,2012 Meeting Notice.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2012 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order -- Roll Call. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, June 18, 2012. Dispensed with the reading and approved as recorded. 3. Reports of Officers: a. General Manager: 1. Management Update for July 16, 2012. Received and filed b. Secretary: 1. Election of Officers. Nominated by position: President - Mayor of the City of Roanoke (Mayor David A. Bowers) Vice-President-Vice-Mayor of the City of Roanoke(Vice-Mayor Court G. Rosen) Vice-President of Operations — City Manager (Christopher P. Morrill) Assistant Vice-President of Operations — Assistant City Manager for Operations (Sherman M. Stovall) Secretary— City Clerk (Stephanie M. Moon) Assistant Secretary— Deputy City Clerk (Jonathan E. Craft) Treasurer— Director of Finance (Ann H. Shawver) General Counsel and Registered Agent — City Attorney (Timothy P. Spencer, Interim City Attorney) 4. Other Business. Silverine James appeared before the Board. 5. Adjournment — 1:27 p.m. L:\CLERK\DATA\CKSM1\GRTC121July 16,2012 Action Agenda.doc a • /. • Valley a Greater Roanoke Transit Company Management Update July 16, 2012 Connector Service A reservation system for the Smart Way Connector has been established. When a customer accesses Amtrak's Lynchburg Station web site they can now be linked directly to the Smart Way web site where a Connector reservation can be made and information on the Connector schedule can be obtained. Shelter Project Both Sears and Wal Mart corporate offices have agreed to review GRTC's site design plans for the proposed shelter at Valley View Mall. They have requested the design plans be presented in a digital three dimensional format, which staff will provide. STAR Service In response to the Request for Proposals (RFP)for GRTC's Specialized Transit Arranged Ride (STAR)Complimentary Para-transit Services for people with disabilities, the Unified Human Services Transportation System, Inc., trading as RADAR, was the only proposal submitted. The proposal review committee, The STAR RFP Committee that was formed in anticipation of reviewing proposals has remained intact. There are five (5) members on the Committee representing the City of Salem (1), the City of Roanoke (1), the agency serving people with disabilities, the Blue Ridge Independent Living Center(1), and Valley Metro (2). The Committee has focused on clarifying points of information contained in RADAR's proposal, thereby establishing a framework for contract negotiations. Contract negotiations will be conducted by GRTC's General Manager, supported by GRTC's management staff and GRTC's General Counsel. The General Manager's goal is to complete negotiations and execute a contract by August 31, 2012. Respctful S d, rI L al er General Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Acting GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company PO Box 13247 • Roanoke, Virginia 24032 • Phone: 540.982 0305 • Fax:540.982.2703 • www.valleymetro.com .3, 6 . I. • GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2012 President David A. Bowers and Members of the GRTC Board of Directors Roanoke, Virginia Dear President Bowers and Members of the Board: Article V, Officers, of the By-Laws of the Greater Roanoke Transit Company provides that the Board of Directors, promptly after their election each year, shall elect a President, one or more Vice-Presidents, a Secretary, a Treasurer and such other officers as the Board deems appropriate to serve for a term of one year each, commencing upon the date of their election or until their respective successors are elected and have duly qualified. Officers currently serving are: David A. Bowers, President David B. Trinkle, Vice-President Christopher P. Morrill, Vice-President of Operations Sherman M. Stovall, Assistant Vice-President of Operations Stephanie M. Moon, Secretary Jonathan E. Craft, Assistant Secretary Ann H. Shawver, Treasurer Timothy Spencer, Registered Agent and General Counsel Sincerely, yyttu Stephanie M. Moon Secretary pc: Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DATA\CKSM 1\G RTC.12\Election of Officers.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 17, 2012 Stephanie M. Moon City Clerk Roanoke, Virginia Dear Ms. Moon: At a regular meeting of the Greater Roanoke Transit Company held on Monday, July 16, 2012, you were reappointed as Secretary of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required "to read and become familiar with provisions of the Act." Sincerely, 0 fi Jonathan E. • aft Assistant Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Gary Tegenkamp, Assistant General Agent COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Jonathan E. Craft, Assistant Secretary, and as such Assistant Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the regular meeting of the Greater Roanoke Transit Company which was held on the sixteenth day of July 2012, STEPHANIE M. MOON was reappointed as Secretary of the Greater Roanoke Transit Company Board of Directors for a one -year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this seventeenth day of July 2012. /Assistant Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Stephanie M. Moon, do solemnly swear or (affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Secretary of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. E'HANIE M. MOON L The foregoing oath of office was taken, sworn to, and subscribed before me by Stephanie M. Moon thisAx day of iZ / / 2012. Brenda S. Hamilton, Clerk of the Circuit Court By/. /7 J/, 2 - - , Clerk • GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 17, 2012 The Honorable Court G. Rosen Vice-Mayor Roanoke, Virginia Dear Vice-Mayor Rosen: At a regular meeting of the Greater Roanoke Transit Company held on Monday, July 16, 2012, you were reappointed as Vice-President of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your appointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were appointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each member is required "to read and become familiar with provisions of the Act." Sincere) Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Gary Tegenkamp, Assistant General Agent • COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the regular meeting of the Greater Roanoke Transit Company which was held on the sixteenth day of July 2012, COURT G. ROSEN was appointed as Vice-President of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this seventeenth day of July 2012. Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 17, 2012 Christopher P. Morrill City Manager Roanoke, Virginia Dear Mr. Morrill: At a regular meeting of the Greater Roanoke Transit Company held on Monday, July 16, 2012, you were reappointed as Vice-President of Operations of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required "to read and become familiar with provisions of the Act." �Sinerelfc- ay, Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Gary Tegenkamp, Assistant General Agent COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the regular meeting of the Greater Roanoke Transit Company which was held on the sixteenth day of July 2012, CHRISTOPHER P. MORRILL was reappointed as Vice-President of Operations of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this seventeenth day of July 2012. Secretary -Jr CITY cur2TEC197. Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Christopher P. Morrill, do solemnly swear or (affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as President of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. / 'IS OPHER P. MORRILL The foregoing oath of office was taken, sworn to, and subscribed before me by Christopher P. Morrill this / d y c:/ e-C-, 2012. Brenda S. Hamilton, Clerk of the Circuit Court GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 17, 2012 Sherman M. Stovall Assistant City Manager for Operations Roanoke, Virginia Dear Mr. Stovall: At a regular meeting of the Greater Roanoke Transit Company held on Monday, July 16, 2012, you were reappointed as Assistant Vice-President of Operations of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required "to read and become familiar with provisions of the Act." Sincerely, ht/ Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Gary Tegenkamp, Assistant General Agent COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the regular meeting of the Greater Roanoke Transit Company which was held on the sixteenth day of July 2012, SHERMAN M. STOVALL was reappointed as Assistant Vice-President of Operations of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this seventeenth day of July 2012. Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 17, 2012 The Honorable David A. Bowers Mayor Roanoke, Virginia Dear Mayor Bowers: At a regular meeting of the Greater Roanoke Transit Company held on Monday, July 16, 2012, you were reappointed as President of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required "to read and become familiar with provisions of the Act." Sincerely, kciL Stephanie M. Moon, MMC t0 Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Gary Tegenkamp, Assistant General Counsel • COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the regular meeting of the Greater Roanoke Transit Company which was held on the sixteenth day of July 2012, DAVID A. BOWERS was reappointed as President of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this seventeenth day of July 2012. kjfaxtft-iindel "^-) Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, David A. Bowers, do solemnly swear or (affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as President of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. s DAVID A. BOWERS The foregoing oath of office was taken, sworn to, and subscribed before me by David A. Bowers this :441day of —Cr\ v 2012. Brenda S. Hamilton, Clerk of the Circuit Court By -6/IA -7)3, Clerk GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 17, 2012 Jonathan E. Craft Deputy City Clerk Roanoke, Virginia Dear Mr. Craft: At a regular meeting of the Greater Roanoke Transit Company held on Monday, July 16, 2012, you were reappointed as Assistant Secretary of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required "to read and become familiar with provisions of the Act." Sincerely, 4y, A-c.e/)71 . '1107.-- Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Gary Tegenkamp, Assistant General Agent • COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the regular meeting of the Greater Roanoke Transit Company which was held on the sixteenth day of July 2012, JONATHAN E. CRAFT was reappointed as Assistant Secretary of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, Given under my hand and the Seal of the Greater Roanoke Transit Company this seventeenth day of July 2012. Secretary • Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Jonathan E. Craft, do solemnly swear or (affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Assistant Secretary of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. 7 —r / •NATHAN E. C AFT The foregoing oath of office was taken, sworn to, and subscribed before me by Jonathan E. Craft thi Q day of DI 2012. Brenda S. Hamilton, Clerk of the Circuit Court OP B / O. 4 , • ; , Clerk GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 17, 2012 Timothy Spencer Interim City Attorney Roanoke, Virginia Dear Mr. Spencer: At a regular meeting of the Greater Roanoke Transit Company held on Monday, July 16, 2012, you were reappointed as General Counsel of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required "to read and become familiar with provisions of the Act." Sincerely, Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Gary Tegenkamp, Assistant General Agent • COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the regular meeting of the Greater Roanoke Transit Company which was held on the sixteenth day of July 2012, TIMOTHY SPENCER was reappointed as General Counsel of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this seventeenth day of July 2012. Secretary of y Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Timothy Spencer do solemnly swear or (affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as General Counsel of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. TlMyynY NCER The foregoing oath of office was taken, sworn to, and subscribed before me by Timothy Spencer this ate` day of 2012. Brenda,S. nHamilton, Clerk of the Circuit Court �y`1 Clerk • GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 17, 2012 Ann H. Shawver Director of Finance Roanoke, Virginia Dear Ms. Shawver: At a regular meeting of the Greater Roanoke Transit Company held on Monday, July 16, 2012, you were reappointed as Treasurer of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2013. Enclosed you will find a Certificate of your reappointment and an Oath or Affirmation of Office which must be administered by a Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your reappointment and each member is required "to read and become familiar with provisions of the Act." Sincerely Stephanie M. Moon, MMC Secretary Enclosures pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Gary Tegenkamp, Assistant General Agent COMMONWEALTH OF VIRGINIA To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the regular meeting of the Greater Roanoke Transit Company which was held on the sixteenth day of July 2012, ANN H. SHAWVER was reappointed as Treasurer of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013. Given under my hand and the Seal of the Greater Roanoke Transit Company this seventeenth day of July 2012. DJV`) Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Ann H. Shawver, do solemnly swear or (affirm) that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Treasurer of the Greater Roanoke Transit Company Board of Directors for a one-year term of office ending June 30, 2013, according to the best of my ability. So help me God. fides. At J. k. , ANN '. SHAWVER The foregoing oath of office was taken, sworn to, and subscribed before me by Ann H.1 Shawver this gfin day of AU 2012. Brenda S. Hamilton, Clerk of the Circuit Court B , Clerk Annual Report Filing Confirmation Page 1 of 1 SCC eFile Annual Report Filing Confirmation Your inisaction is complete.You may wish to print this page along with the form for your records. SCC ID: 01537455 Entity Name: GREATER ROANOKE TRANSIT COMPANY Date: 7/10/2012 Submitted By: Jonathan Craft Document Type: Annual Report AR Number: 212525663 Screen ID: e2300 https://sccefile.scc.virginia.gov/Order/0d067149-a352-460e-a646-4t3881f2a0la/FilingConfirmation 7/10/2012 7 SCC eFile 2012 ANNUAL REPORT 212525663 COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION 1.)CORPORATION NAME: DUE DATE: 7131/2012 GREATER ROANOKE TRANSIT COMPANY 2.)VA REGISTERED AGENT NAME AND OFFICE ADDRESS: SCC ID NO: 01537455 TIMOTHY R. SPENCER 464 NOEL C.TAYLOR MUNICIPAL BUILDING 5.)STOCK INFORMATION 215 CHURCH AVENUE S.W. CLASS AUTHORIZED ROANOKE,VA 24011-1595 COMMON 5 3.)CITY OR COUNTY OF VA REGISTERED OFFICE: ROANOKE CITY 4.)STATE OR COUNTRY OF INCORPORATION: VA 6.)PRINCIPAL OFFICE ADDRESS: ADDRESS: 464 MUNICIPAL BLD 215 CHURCH AVE S W CITY/ST/ZIP: ROANOKE,VA 24011 7.)DIRECTORS AND PRINCIPAL OFFICERS: All directors and principal officers must be listed.An individual may be designated as both a director and an officer. X OFFICER x DIRECTOR NAME: DAVID A BOWERS TITLE. PRESIDENT ADDRESS. 601 CAMILLA AVENUE SW CITY/ST/ZIP/CO' ROANOKE,VA 24014 x OFFICER DIRECTOR NAME: ANN H SHAWYER TITLE. TREASURER ADDRESS. 4917 NORTHWOOD DRIVE NW CITY/ST/ZIP/CO' ROANOKE,VA 24017 X OFFICER DIRECTOR NAME. STEPHANIE M MOON TITLE: SECRETARY ADDRESS. 4501 OAKLAND BLVD NE CITY/ST/ZIP/CO'. ROANOKE,VA 24012 X OFFICER x DIRECTOR NAME'. Court G.Rosen TITLE: VICE PRESIDENT ADDRESS. 3226 Allendale Street CITY/ST/ZIP/CO. Roanoke,VA 24014 OFFICER x DIRECTOR NAME. Michael B.Shockley TITLE. DIRECTOR ADDRESS. 1011 Penmar Avenue,S.E. CITY/ST/ZIP/CO: Roanoke,VA 24013 OFFICER X DIRECTOR NAME: Mark Jamison TITLE. DIRECTOR ADDRESS: 2424 Stanley Avenue,S.W. CITY/ST/ZIP/CO: Roanoke,VA 24014 3, OFFICER X DIRECTOR NAME: Melinda Payne TITLE: DIRECTOR ADDRESS: 722 Paragon Avenue CITY/ST/ZIP/CO: Salem,VA 24153 OFFICER x DIRECTOR NAME: Karen Michalski-Karney TITLE: DIRECTOR ADDRESS. 1502 Williamson Road,N E.,Suite B CITY/ST/ZIP/CO' Roanoke,VA 24012 OFFICER x DIRECTOR NAME: Curtis E Mills TITLE. DIRECTOR ADDRESS- 2125 Yellow Mountain Road,Apt.110 CITY/ST/ZIP/CO: Roanoke,VA 24014 X OFFICER DIRECTOR NAME: Christopher P.Morrill TITLE: VICE PRESIDENT ADDRESS: 3063 Poplar Lane,S.W. CITY/ST/ZIP/CO: Roanoke,VA 24015 x OFFICER DIRECTOR NAME. Sherman Stovall TITLE: Asst Vice-Pres. ADDRESS. 2427 WESTMONT NW CITY/ST/ZIP/CO: Roanoke,VA 24012 X OFFICER DIRECTOR NAME: Jonathan E.Craft TITLE: ASST SECRETARY ADDRESS: 2411 Timberwood Lane CITY/ST/ZIP/CO: Moneta,VA 24121 I AFFIRM THAT THE INFORMATION CONTAINED IN THIS ELECTRONIC REPORT IS ACCURATE AND COMPLETE AS OF THE DATE BELOW AND THAT I AM LEGALLY AUTHORIZED TO SIGN THIS REPORT. /s/STEPHANIE M MOON STEPHANIE M MOON, 7/10/2012 SIGNATURE OF DIRECTOR/OFFICER SECRETARY DATE LISTED IN THIS REPORT PRINTED NAME AND CORPORATE TITLE It is a Class 1 misdemeanor for any person to sign a document,which includes this electronic record,that is false in any material respect with the intent that the document be delivered to the Commission for filing. COMMONWEALTH OF VIRGINIA - STATE CORPORATION COMMISSION CORPORATION - ANNUAL REGISTRATION FEE ASSESSMENT NOTICE 2012 ° 4% 1'6 IN��b4. V' x' On May 1, 2012, the State Corporation Commission assessed against the corporation identified below an he " 0 annual registration fee pursuant to§ 13.1-775.1 or§ 13.1-936.1 of the Code of Virginia. ` A A + m z � Payment of the annual registration fee must be received by the Commission on or before July 31, 2012 'uza a2` (the "due date") to avoid imposition of a late payment penalty of 10% of the annual registration fee or \a 19o3 ev e $10 00, whichever is greater. Note'. If the due date falls on a weekend or scheduled holiday, your payment, %z- —. - _ if delivered by mail or in person, will need to be received in time for it to be processed on or before the last business day that precedes the due date. Postmarks cannot be considered and extensions of time cannot be granted. CORP NAME: GREATER ROANOKE TRANSIT COMPANY SCC ID NO.: 0153745-5 0377280 000013158 09SC6 0122462 GREATER ROANOKE TRANSIT COMPANY TIMOTHY R. SPENCER 464 NOEL C. TAYLOR MUNICIPAL RUILDI 215 CHURCH AVENUE S W. ROANOKE, VA 24011-1595 ulhlruhpindlh1ulru1p1IPrlhllild111 1"Wddr This annual registration fee may be paid online at sccefile.scc.virginia.gov. If the corporation has not paid all annual registration fees and/or penalties assessed in any previous year, those amounts are included in the total amount due. If less than the total amount due is tendered,the amount paid will be applied against the fees and penalties that REGISTRATION FEE $ 100.00 ▪ have remained unpaid for the longed period of time,as directed by§§ 13.1-615 and 13.1- — - 815 of the Code of Virginia. Failure to submit payment for the total amount due could PRIOR YEARS BALANCE $ result in underpayment of the assessment for the current year. imposition of the statutory 0.00 penalty and, ultimately, termination of the corporation's existence or revocation of its certificate of authority. PENALTY $ If this year's annual registration fee is not paid in full on or before the last day of the fourth month following its due date, the corporation's existence or certificate of authority to transact business in Virginia, as the case may be, will be automatically terminated or TOTAL AMOUNT DUE $ 100.00 revoked as of that day. See§§ 13.1-752 and 13.1-914 of the Code for Virginia stock and nonstock corporations, and §§ 13.1-768 and 13.1-930 of the Code for foreign stock and nonstock corporations. VALLEY METRO GREATER ROANOKE TRANSIT COMPANY/SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY,INC. 9425 r VENDOR ID NAME PAYMENT NUMBER CHECK DATE SCOOP] State Corporation Commission 000054076 6/E/2012 9425 OUR `SCHER NUMBER YOUR VOUCHER NUMBER DATE 1 AMOUNT AMOUNT PAID DISCOUNT wgITEOFF NET 1, ANNUAL REGIS 012 5/ 1/2012 '105.00 $IDU.uo "U.GO $P.BO $1v0.. $100.00 $100.00 $0.00 $0.00 $100.00 COMMENT N 9425 VALLEY METRO HOMETOWN BANK ROANOKE,VA 24011 GREATER ROANOKE TRANSIT COMPANY 68-932-514 SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY,INC. DATE AMOUNT P.O.BOX 13247 ROANOKE,VA 24032 6/8/2012 $100.00 540-982-0305 s PAY One Hundred Dollars and 00 Cents a VOID AFTER 90 DAYS To THE State Corporation Commission �, ORDER OF AUTHORIZED SIGNATURE u•00942511• 1:05L4093201: LL0 /0002L2L11' VALLEY METRO GREATER ROANOKE TRANSIT COMPANY/SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY,INC. 9425 t VENDOR ID NAME PAYMENT NUMBER CHECK DATE N SCC0001 State Corporation Commission 000059076 6/8/2012 9425 OUR VOUCHER NUMBER YOUR VOUCHER NUMBER DATE AMOUNT AMOUNT PAID $ uDISCOUNT pOWRTEOFF$0 00 NET g101C ANNUAL REGIS 2012 5,31/2012 51U 00 UU UUUU 0l $100.00 $100.00 $0.00 $0.00 $100.00 COMMENT • /� µail� I q�iv f e COMMONWEALTH OF VIRGINIA- STATE CORPORATION COMMISSION CORPORATION - ANNUAL REGISTRATION FEE ASSESSMENT NOTICE ; o• wATloN ;yy 2012 On May 1, 2012, the State Corporation Commission assessed against the corporation identified below an < I d o AI - annual registration fee pursuant to§ 131-775.1 or§ 13.1-936.1 of the Code of Virginia N v Sp ( '1 (f�f Payment d the annual registration fee must be received by the Commission on or before l registration rat 31, 2012 Vi$' 1903 Pgi (the "0, ictev r i avoid er. Note: I th a laee aaymest n a we a 10 r c the ed holi ay, or fee t, '' if d delivered whichever is in greater. Note: If the due date received eive in a weekend or scheduled don payment, �''1�-i?�� if tlellvered by mail or in person, will need to be receivetl In time for It to be processed on holiday, your the last business day that precedes the due date. Postmarks cannot be considered and extensions of time cannot be granted. CORP NAME: GREATER ROANOKE TRANSIT COMPANY SCC ID NO.: 0153745-5 • 0377280 000013150 09SCC1 0122462 GREATER ROANOKE TRANSIT COMPANY TIMOTHY R. SPENCER 464 NOEL C. TAYLOR MUNICIPAL BUILDI 215 CHURCH AVENUE S.W. ROANOKE, VA 24011-1595 ulll111111 I'1111111 NlhPN'll'dhrd'llildlIIII"WIIlh - '� b This annual registration fee may be paid online at sccefle.scc.virginia.00v. If the corporation has not paid all annual registration fees and/or penalties assessed in any previous year,those amounts are included in the total amount due. If less than the total amount due is tendered,the amount paid will be applied against the fees and penalties that REGISTRATION FEE $ 100.00 - have remained unpaid for the longest period of time,as directed by§§ 13.1-615 and 13.1- O 815 of the Code of Virginia. Failure to submit payment for the total amount due could PRIOR YEARS BALANCE result in underpayment of the assessment for the current year, imposition of the statutory $ 0.00 penalty and, ultimately, termination of the corporation's existence or revocation of its certificate of authority. PENALTY $ If this year's annual registration fee is not paid in full on or before the last day of the fourth month following its due date, the corporation's existence or certificate of authority to transact business in Virginia, as the case may be, will be automatically terminated or TOTAL AMOUNT DUE $ 100.00 revoked as of that day. See§§ 13.1-752 and 13.1-914 of the Code for Virginia stock and nonstock corporations, and §§ 13.1-768 and 13.1-930 of the Code for foreign stock and nonstock corporations. - Detach Payment Coupon Along This Perforation COMMONWEALTH OF VIRGINIA-STATE CORPORATION COMMISSION CORPORATION-ANNUAL REGISTRATION FEE ASSESSMENT NOTICE Pay online at seeefil¢.scc.virainla.gpy 201 2 or send a check(made payable to.Treasurer of 1 L Virginia)with this coupon to: To avoid imposition of a penalty, STATE CORPORATION COMMISSION payment in full must be received CLERK'S OFFICE on or before July 31, 2012. P.O.BOX 7607 MERRIFIELD,VA 22116-7607 SCC ID NO.: 0153745-5 See information above if the due date is on a weekend or holiday. (804)371-9733 OR CORPORATION'S NAME: TOLL-FREE IN VIRGINIA 1-866-722-2551 GREATER ROANOKE TRANSIT COMPANY REGISTRATION FEE $ 100.00 PRIOR YEARS BALANCE $ 0.00 IF PAYING BY CHECK,RETURN THIS PAYMENT DO NOT INCLUDE ANY OTHER DOCUMENTS COUPON WITH YOUR CHECK AND INCLUDE THE OR CORRESPONDENCE WITH YOUR PENALTY $ CORPORATION'S SCC ID NO.ON YOUR CHECK. PAYMENT AND THIS PAYMENT COUPON. TOTAL AMOUNT DUE $ 100.00 2041040153745512000100003 PLACE II I II STAMP HERE NOTICE OF ASSESSMENT ONLY STATE CORPORATION COMMISSION CLERK'S OFFICE P.O. BOX 7607 MERRIFIELD VA 22116-7607 („1,1.11,1,,,11.,,I I,11„1,,,1,11,.111„1,,,11,.1,1 GREATER ROANOKE TRANSIT COMPANY June 6, 2012 Stephanie Giles, Director of Finance Valley Metro P. 0. Box 13247 Roanoke Virginia 24032 Dear Ms. Giles: Enclosed is a copy of the State Corporation Commission - Annual Registration Fee Assessment Notice for the Greater Roanoke Transit Company. The registration fee of $100.00 should be made payable to: Treasurer of Virginia and should include the SCC ID No. 0153745-5. The payment must be received by the State Corporation Commission on or before July 31 , 2012. Please prepare the check and forward it to the City Clerk's Office, 215 Church Avenue, S. W., Room 456, Roanoke, Virginia 24011 . Sincerely, Stephanie M. Moon Secretary, GRTC K:\GRTC\GRTC 12\SCC 2012 Annual Report Request for Check.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 14, 2012 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, June 18, 2012, at 1:45 p.m., in the Council's Conference Room, Room 450, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely,ince � � ;� 1_/ ____ ' . ry o.../ Stephanie M. Moon l� Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC Timothy Spencer, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 K\GRTC.12\June 18,2012 Meeting Notice.doc 4 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 13, 2012 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, September 17, 2012, at 1:00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W. Sincerely, A( ,„,� nr) , lY Otte r Stephanie M. Moon Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC Timothy Spencer, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. 0. Box 13247, Roanoke, Virginia 24032 L\CLERK\DATA\CKSM1\GRTC.12\September 17,2012 Meeting Notice.boc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 17, 2012 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order-- Roll Call. All present. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, July 16, 2012. Dispensed with the reading thereof and approved as recorded. 3. Reports of Officers: a. General Manager: 1. Management Update • Smart Way Connector Service Reservations • Bus Shelter Projects • STAR Service • Salem Service Improvements • Response to Ms. Silverine James' Comments at July 16, 2012 Board meeting Remarks received and filed. 2. FY 2012 Unaudited Financial Report Remarks received and filed. 3. Google Transit Demonstration Remarks received and filed. 4. Other Business. 5. Adjourn. K:\GRTC.12\September 17,2012 Acton Agenda doc 5a I. Valley S M Greater Roanoke Transit Company Management Update September 17, 2012 Smart Way Connector Service Reservations At the July 16, 2012 meeting, the Greater Roanoke Transit Company Board was briefed on a Smart Way Connector reservation system link to Amtrak's Lynchburg station web page that had been established. While the system facilitates making reservations for the Smart Way Connector, GRTC was advised by the Virginias Department of Rail and Public Transportation (DRPT) that the reservation system was not sufficient to satisfy the prerequisites for receiving a $150,000 State subsidy to support the Connector service for fiscal year 2013. DRPT requires that the Connector reservation system be established on Amtrak's national web site, not just the Lynchburg station web page. To meet this requirement, GRTC will enter into a contractual agreement with Amtrak. Bus Shelter Projects The Indian Rock Village housing development shelter was installed on August 6th. Planning is underway to install a shelter at the New Horizons Health Care facility currently under construction on Melrose Avenue at Fentress Street. It is anticipated that the shelter will be installed after the construction is completed. The facility is scheduled to be completed by the end of October. GRTC and City staff met with Louise Dudley, Valley View Mall Manager, to discuss final plans to install the shelter at the Wal Mart site. Louise Dudley advised that Valley View Mall does not support the addition of a shelter at the Wal Mart site, given the location of the existing shelter adjacent to Belk and Sears. It was requested that the current bus stop at Wal Mart be relocated. GRTC staff continue to work on a solution for a shelter to serve the Wal Mart store, including installing the shelter on Wal Mart property. A conference call was held with Wal Mart corporate staff and the alternate solution is being evaluated. STAR Service A new five year contract was recently executed with the Unified Human Services Transportation System, Inc., trading as RADAR, for the Specialized Transit Arranged Ride (STAR) para-transit services for people with disabilities. Salem Service Improvements In March, 2012, at the request of the City of Salem, GRTC began formulating plans to extend service to the Salem Wal Mart store on East Main Street, approximately a quarter of a mile from the current terminus at the Kroger store in Spartan Square. The conceptual plans for the service extension were Greater Roanoke Transit Company PO Box 13247 • Roanoke, Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 • www.valleymetro.com presented to City of Salem staff in May, 2012. The service improvement plans, which include eliminating transfers at the Goodwill store, and adding service to Lakeside Plaza, were finalized and approved along with an implementation schedule by City of Salem staff. After a public hearing, it is anticipated that the service improvements will be implemented during the week of November 12, 2012. Response to Citizen Comments In response to comments made at the July 16th meeting about the seating in the passenger waiting area at Campbell Court, staff will be exploring the provision of seat cushions upon request. Campbell Court is in compliance with the requirement of the Americans with Disabilities Act. Resp tf Ily itted, Carl L. Palmer General Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Acting GRTC General Counsel Municipal Auditor 3• a • ;Ls • e i ► Vsa�� Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia September 17, 2012 David A. Bowers, President, and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: June 2012 End of Year Financial Report Unaudited The attached report provides information on the Fiscal Year 2011 -2012 financial performance for the Greater Roanoke Transit Company (GRTC). GRTC experienced a net loss of $98,520 for the fiscal year, an improvement of $350,780 from FY 2010- 2011 with a net loss of $449,300. The significant factors impacting financial performance are outlined below. Operating Income Total operating income increased 7.67% over FY 2012 and exceeded budget by 7%. Significant factors impacting operating income include: • Fare revenue increased 6.4% above the prior fiscal year. This includes revenue from the base fixed route, Smart Way, Smart Way Connector, and STAR services. • Advertising revenue increased approximately 47%. • Building rental revenue decreased approximately 15%. Operating Assistance Total operating assistance increased approximately 16% over FY 2012, but was 4% below the total budget. Significant factors impacting operating assistance include: • The subsidy from the City of Roanoke increased by approximately $470,000, or 40%. Greater Roanoke Transit Company P.O. Box 13247 • Roanoke,Virginia 24032 • Phone: 540.982.0305 • Fax: 540.9822703 • www.valleymetro.com David A. Bowers, President and Members of the Board of Directors June 2012 End of Year Financial Report Unaudited September 17, 2012 Page 2 • State operating assistance increased approximately 23%, but was 5% below the established budget. • Federal operating assistance increased approximately 2%, but was 6% below the established budget. Operating Expenses Total operating expenses increased 8.35% and exceeded budget by only .06%. Significant factors impacting operating assistance include: • Labor and fringe benefits expenses increased 5% and 4%, respectively, but were slightly below the established budget. • Materials and supplies (fuel, parts, tires, etc.) expense increased 21% and exceeded budget by 6.4%. • STAR service expenses increased 18% and exceeded budget by approximately 18%. • Utility expenses decreased by approximately 12% and were 24% below the established budget Respectfully do/7 Carl L. Palmer General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Tim Spencer, Acting GRTC General Counsel Municipal Auditor GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Twelve Months Ending June 30, 2012 FY FY FY 12 June June BUDGET % FY 12 2012 2011 TOTAL BUDGET OPERATING INCOME Operating Revenue $2,131,74329 $2,003,661.37 $2,002,973.00 106.43% Advertising Revenue 141,007.24 96,097.52 111,99700 125 90% Non-Transportation Revenues 210,018.79 206,171.08 205,211.00 102.34% Total Income $2,482,769.32 $2,305,929 97 $2,320,181 00 107.01% OPERATING EXPENSES Labor-Hourly&Salary $3,129,934 31 $2,992,674.09 $3,150,189.00 99.36% Fringe Benefits 1,698,737.73 1,632,417.83 1,717,008.00 98 94% Services 518,414.20 466606.65 531,045.00 97.62% Materials&Supplies 1,910.207.50 1,573,732.16 1,795,308.00 106 40% Utilities 221,823.26 253,242.86 293,090.00 75.68% Insurance Costs 339,430.13 369,362.70 459,899.00 73.81% Purchased Transportation 919.909.84 777,087.51 780,735 00 117.83% Miscellaneous Expenses 26096.27 23,783.68 32,415.00 80.51% Total Expenses $6764,55324 $6088,907.48 $8,759,689.00 100.06% Net Loss ($6281,783.92) ($5,782,977.51) ($6,439,508.00) 97.55% Local Grants $2,010,338.27 $1,473,297 32 $2,006,363.00 100.20% State Grants 1,404,369.00 1,142,458.00 1,475,331.00 95.19% Federal Grants 2,768,557.00 2,717,922.00 2,957,814.00 93.60% Total Subsidies $6,183,264.27 $5,333,677.32 $6,439,508.00 96.02% Net Income(loss) ($98,519.65) ($449,300.19) GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 6/30/2012 6/30/2011 Year-to-Date Year-to-Date %of Change ASSETS CASH $ 792,067.78 $ 443,166.57 79% ACCOUNTS RECEIVABLE $ 636,140.80 $ 824,159.75 -23% INVENTORY $ 458,676.61 $ 456,732.90 0% FIXED ASSETS FIXED ASSETS $ 29,441,976.68 $ 29,453,942.94 0% ACCUMULATED DEPRECIATION $ (16,914,948.08) $ (15,404,159.80) 10% NET FIXED ASSETS $ 12,527,028.60 $ 14,049,783.14 -11% PREPAYMENTS $ 65,489.86 $ 55,492.84 18% TOTAL ASSETS $ 14,479,403.65 $ 15,829,335.20 -9% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 472,130.42 $ 378,332.28 25% PAYROLL LIABILITIES $ 271,057.84 $ 232,664.29 17% OTHER LIABILITIES $ 308,853.05 $ 144,674.54 113% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,138,494.60 $ 5,355,149.10 -4% DEPRECIATION EXPENSE $ (1,936,805.10) $ (1,965,736.61) -1% RETAINED EARNINGS $ 9,935,164.49 $ 11,303,176.79 -12% CAPITAL CONTRIBUTIONS $ 389,023.00 $ 830,370.00 -53% NET INCOME (LOSS) $ (98,519.65) $ (449,300.19) -78% TOTAL CAPITAL $ 13,427,362.34 $ 15,073,664.09 -11% TOTAL LIABILITIES&CAPITAL $ 14,479,403.65 $ 15,829,335.20 -9% V alley iti► M Greater Roanoke Transit Company Board of Directors Meeting September 5, 2012 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board. Subject: Purchase of Replacement Body on Chassis Vehicles for STAR Service: Five (5) Day Review and Comment Period Background The Greater Roanoke Transit Company (GRTC) has three (3) body on chassis (BOC) paratransit vehicles in its fleet of twelve vehicles being used to provide its Specialized Transit Arranged Rides (STAR) service for people with disabilities that have reached the Federal Transit Administration's (FTA) definition of useful life, four (4) years of service or 100.000 miles. whichever comes first. For reasons of safety and maintenance efficiency. GRTC will replace these three (3) vehicles. one (1) 2005 and two (2) 2006 diesel operated BOC Fords. with 113,000, 137.000, and 158,000 miles. respectively Action to be Taken GRTC will replace these vehicles with three 13) 2012 model year fifteen passenger BOC- gasoline operated Chevrolet vehicles All three (3) vehicles will be purchased "piggyback' on an existing contract with the Commonwealth of Virginia s Division of Purchasing and Supply. The purchase price for each of these vehicles is $54,023. for a total price of $162.069 for all three vehicles. The vehicles will be purchased with funds from two approved grants from the FTA, requiring a local match of 14.5%, which equates to $23,580. GRTC has the required local match in its approved fiscal 2013 budget Greater Roanoke Transit Company PO Box 13247 • Roanoke, Virginia 24032 • Phone 540.982 0305 • Fax'540.982.2703 • www.valieymetro.com David A. Bowers, President, and Members of the Board of Directors September 5, 2012 Page 2 In accordance with the prerequisites set forth in the Board's November 15, 2010, resolution governing purchase contracts with a value from $100,000 up to $300,000, such action will not be taken until five business days after the date of this Board Report. Further, in accordance with said resolution, the purchase of the BOC replacement vehicles will be authorized by two (2) of the following three (3) GRTC officials, the Vice President of Operations, the Assistant Vice President of Operations or the General Manager. Please advise if there are any comments. questions or request for more information regarding the above referenced action. Thank you. Respectfully sub - ted. Carl L. Palmer General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Legal Counsel Municipal Auditor M GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 12, 2012 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday,July 16,2012, at 1:00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W. Sincerely, \^ _ Stephanie M. Moon Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC Timothy Spencer, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DATA\CKSM1\GRTC.12Vune 18,2012 Meeting Notice.tloo GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS November 15, 2012 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, November 19, 2012, at 1:00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W. Sincerely, IV)-Trthi Stephanie M. Moon Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 K:\GRTC.12\November 19,2012 Meeting Notice.doc • GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS November 19, 2012 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order -- Roll Call. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, September 17, 2012. 3. Reports of Officers: a. General Manager: 1. Management Update • Bus Shelter Projects • • Salem Service Improvements • Grants Management Audit • Impending Change in DRPT Funding Formula • Union Negotiations • First Quarter Ridership 2. Financials for the months of July— September 2012. 4. Other Business. a. A report from the Municipal Auditor with regard to the Southwestern Virginia Transit Management Company Retirement Plan and Trust. b.(1) A report from KPMG LLP with regard to Financial Statements and Required Supplementary Information for June 30, 2012 and 2011. (2) A communication from KPMG LLP with regard to its findings for the year ended June 30, 2012. 5. Adjourn. K:\GRTC.12\November 19,2012 Agentla.tloc , a . / • Valley M Greater Roanoke Transit Company Management Update November 19, 2012 Bus Shelter Proiects An alternative to the Wal Mart site at Valley View Mall that was presented to the Board at the September meeting has been identified. A conceptual shelter design plan has been submitted to Wal Mart's corporate headquarters for their review and approval. Upon Wal Mart's approval, the plan will be submitted to Mall Management for review. Salem Service Improvements The final design plans to improve service on existing routes from Roanoke to the City of Salem by extending existing service to the Salem Wal Mart store on West Main Street, eliminating transfers at the Goodwill on East Main Street, have been completed. Public hearings on the plans were conducted on November 1, 2012 and November 8, 2012, in Roanoke and Salem, respectively. Notice of the hearings was published in three local news papers, as well as on Valley Metro's web site and at its Campbell Court Transfer Center and the Salem Goodwill. Two citizens attended the November 15' hearing and none attended the November 8'" hearing. There were no objections to the proposed service improvement at the public hearing, nor were there any written comments received during the 30 day comment period. The Salem service improvement implementation date has been moved from the week of November 12th to the week of December 9th. Grants Management Audit In the January 17, 2012 Management Update, staff reported that the Virginia Department of Rail and Public Transportation (DRPT) conducted a grants management compliance audit for fiscal years 2009 and 2010 that resulted in seven (7) preliminary findings. GRTC has received a draft report from DRPT dated October 23, 2012 formalizing its findings. Five(5) of the seven (7)findings are the same as reported to the Board on January 17, 2012; two(2) of the seven (7) were adequately addressed by GRTC staff beforehand and subsequently excluded from DRPT's October 23" draft report. The remaining five (5)findings are outlined below. • There were discrepancies between GRTC's vehicle inventory list and DRPT's inventory list. • Grant funds, in the amount of$1,823, used to reimburse GRTC for paying the wages of an intern were deemed to be disallowed because the expense was incurred after the grant project was closed out. • For grant pass-through projects for the Commonwealth Coach and Trolley Museum and Center in the Square, payment requests were not properly documented. • FY 2009 Formula/Operating Assistance Final Eligibility Form was not properly completed. • Inappropriate procurement of furniture and disallowed travel expenses will require the repayment of$29,313 to DRPT. GRTC submitted a Plan of Corrective Action on November 9, 2012 detailing remedial methods that will be employed to prevent such finds from occurring in the future. Greater Roanoke Transit Company PO Box 13247 • Roanoke,Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 • www.valleymetro.com &t ending Change in DRPT Funding Formula The 2011 General Assembly adopted SJR 297 asking the Department of Rail and Public Transportation (DRPT) to study four elements of Virginia's transit assistance program, including whether or not performance factors, such as ridership per hour and per mile, should be used to distribute state operating assistance funds to transit systems. DRPT is currently expected to recommend to the General Assembly that it be given substantial new authority and discretion in allocating a majority of statewide public transit assistance through a new performance-based hybrid funding formula. DRPT is also seeking additional flexibility in awarding capital grants. It is not expected that DRPT will recommend increasing the total amount of state funding to transit systems. The most recent test allocation of GRTC's state assistance comparing the current formula to the so-called performance- based hybrid funding formula was conducted by DRPT. The result showed that GRTC would have lost$90,779 or 6% of its state operating assistance for fiscal 2013. Currently, it is uncertain what percentage of potential allocation that each transit system is due to receive will be subject to the formula and when it will go into effect- Staff will keep the Board advised of developments. Union Negotiations Negotiations with the Amalgamated Transit Union (ATU) Local 1493 have been suspended since September when the ATU did not approve the proposed contracts. Attempts were made to schedule mediation during October. The federal mediator offered four(4)dates and times of his availability; GRTC was available for three(3)', the ATU was not available for any of them. Scheduling is now focused on early December, 2012. First Quarter Ridership Overall ridership is up approximately 2%for the first quarter(July through September) of Fiscal Year 2013 compared to the same period in Fiscal Year 2012. Comparative ridership information (percentage change)for each individual service is outlined below: • Fixed Route: +4% • Smart Way. (10%) • Smart Way Connector: +4% • Starline Trolley: (27%) • STAR: (6%) Resp tf ed, Carl L. almer General Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Acting GRTC General Counsel Municipal Auditor 3. a ,a • M Greater Roanoke Transit Company Board of Directors Meeting Roanoke,Virginia November 19, 2012 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: Greater Roanoke Transit Company First Quarter Financial Report The attached report provides financial performance information for the first quarter (July — September) of Fiscal Year (FY) 2013 . For the first quarter of FY 2013, Greater Roanoke Transit Company (GRTC) experienced net income of $155,589, an improvement of approximately $106,000 compared to the same period in FY 2012. The significant factors affecting financial performance are outlined below. Operating Income Total operating income decreased 4.6% below the same period for FY 2012 and is 1.3% below the established budget. Significant factors affecting operating income include: • Fare revenues decreased 1.2% compared to FY 2012 and are .7% below the established budget. Although fare revenue has increased for the base fixed route service and the Smart Way service, revenue from the sale of monthly and weekly passes has declined. • Advertising revenue decreased approximately 16% and is 1.5% below the established budget. • Non-Transportation revenue, primarily rental and parking income, decreased approximately 33% and is 8.3% below budget. Operating Expenses Total operating expenses increased 1.8% compared to FY 2012, but are .8% below the established budget. Significant factors affecting operating expenses include: Greater Roanoke Transit Company P.O. Box 13247 • Roanoke,Virginia 24032 • Phone: 540.982.0305 • Fax: 540.982.2703 • www.valleymetro.com David A. Bowers, President and Members of the Board of Directors GRTC Financials November 19, 2012 Page 2 • Labor and Fringe Benefit expenses increased 2.6%, but are approximately 8% below the established budget. • Materials and supplies (fuel, parts, tires, etc.) expense decreased 1.5%, but exceeds budget by 2.2%. • Miscellaneous expenses increased 6.5% and exceeds budget by approximately 3%. The increase is primarily due to a 9% increase in purchased transportation expense. Operating Assistance Total operating assistance increased approximately 11% over the same period in FY 2012 and exceeds budget by approximately 1.8°%. Significant factors impacting operating assistance include: • State operating assistance increased approximately 22% and is 2% above the established budget. • Federal operating assistance increased approximately 11% and is 2.6% above the established budget. Respectfully Submitted, Carl L. Palmer General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Daniel Callaghan,GRTC General Counsel Municipal Auditor '-. GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Three Months Ending September 30, 2012 FY FY FY 13 September September BUDGET % FY 13 2013 2012 TOTAL BUDGET OPERATING INCOME Operating Revenue $ 523,966.56 $ 530,442.14 $ 2,157,445.00 24.29% Advertising Revenue 29,688.10 35,397.45 126,180.00 23.53% Non-Transportation Revenues 31,625.33 47,447.15 189 A90.00 16.70% Total Income $ 585,279.99 $ 613 286.74 $ 2,473,015.00 23.67% OPERATING EXPENSES Labor- Hourly&Salary $ 766,525 79 $ 737,290.60 $ 3,232,360.00 23.71% Fringe Benefits 388,983.00 388,920.83 1,795,402.00 21.67% Services 125,690.22 124,019.85 530,453.00 23.69% Materials&Supplies 508,850.93 516,365.17 1,874,023.00 27.15% Utilities 57,779.01 55,264.18 276,670.00 20.88% Insurance Costs 87,148.71 90,560.32 419,324.00 20.78% Miscellaneous Expenses 251,060.28 235,858.37 907,784.00 27.66% Total Expenses $ 2,186,037.94 $ 2,148,279.32 $ 9,036,016.00 24.19% Net Loss $ (1,600,757.95) $ (1,634,992.58) $ (6,563,001.00) 24.39% Local Grants $ 512,882.41 $ 497,079.08 $ 2,023,636.00 25.34% State Grants 424,829.00 346,917.00 1,570,533.00 27.05% Federal Grants 818,636.00 740,486.00 2,968,832.00 27.57% Total Subsidies $ 1,756,34741 $ 1,584,482.08 $ 6,563,001.00 26.76% Net Income(loss) $ 155,589.46 $ 49,489.50 $ - • GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 9/30/2012 9/30/2011 Year-to-Date Year-to-Date %of Change ASSETS CASH $ 980,619.91 $ 629,404.83 56% ACCOUNTS RECEIVABLE $ 1,063,64226 $ 1,072,013.86 -1% INVENTORY $ 457,356.63 $ 445,302.60 3% FIXED ASSETS FIXED ASSETS $ 29,467,020.73 $ 29,474,343.83 0% ACCUMULATED DEPRECIATION $ (17,374,343.43) $ (15,879,721.69) 9% NET FIXED ASSETS $ 12,092,677.30 $ 13,594,622.14 -11% PREPAYMENTS $ 194,596.10 $ 87,224.62 123% TOTAL ASSETS $ 14,788,892.20 $ 15,828,568.05 -7% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 605,514.69 $ 312,989.55 93% PAYROLL LIABILITIES $ 269,630.88 $ 211,553.96 27% OTHER LIABILITIES $ 767,151.18 $ 637,784.84 20% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 4,921,840.10 $ 5,138,494.60 -4% DEPRECIATION EXPENSE $ (459,395.35) $ (475,561.89) -3% RETAINED EARNINGS $ 8,505,517.24 $ 9,935,164.49 -14% CAPITAL CONTRIBUTIONS $ 23,039.00 $ 18,648.00 24% NET INCOME (LOSS) $ 155,589.46 $ 49,489.50 214% TOTAL CAPITAL $ 13,146,595.45 $ 14,666,239.70 -10% TOTAL LIABILITIES& CAPITAL $ 14,788,892.20 $ 15,828,568.05 -7% ./ c MUNICIPAL AUDITING REPORT Greater Roanoke Transit Company Southwestern Virginia Transit Management Company Retirement Plan and Trust November 12, 2012 Report Number: 13007 Audit Plan Number: 12204 Municipal Auditing Department Chartered 1974 Reports at www.roanokeva.gov Phone 540.853.2644 • Table of Contents Background 1 Objectives 2 Scope 2 Methodology/ Results 2 Conclusions 4 Exhibit 1 —Plan Highlights Exhibit 2— Statement of Assets Exhibit 3—Statement of Changes in Plan Assets • This Page Intentionally Blank BACKGROUND The Greater Roanoke Transit Company [GRTC] is a private, nonprofit, public service organization wholly owned by the City of Roanoke. GRTC provides a comprehensive range of transportation services for the residents of the greater Roanoke area including bus service along fixed routes, special services for the disabled, and commuter buses providing service between Roanoke, Lynchburg and New River Valley. Policy decisions for the company are made by its Board of Directors. The Greater Roanoke Transit Company contracts with First Transit to provide senior management professionals for the organization. The general manager and assistant general manager are First Transit employees. Bus drivers, mechanics, planners, trainers, office staff and administrators are employees of the Southwestern Virginia Transit Management Company(SVTMC), a wholly owned subsidiary of First Transit. The SVTMC provides a defined contribution retirement plan for its employees. The Plan qualifies as a government plan under Section 457 of the Internal Revenue Code. SVMTC serves as the Plan Sponsor. All full-time employees are required to participate in the Plan upon completion of their 90-day probationary employment period. The required minimum contribution is 3% of annual compensation; however, employees can elect to defer up to 100% of their pretax compensation (not to exceed IRS limitations). The SVTMC paid the equivalent of 3% of each employee's annual compensation into the employee's investment account for both union and salaried employees. Under the current arrangement SVTMC contracts with Reliance Trust Company which serves as the Plan Trustee and DailyAccess.com [DAC]which serves as the Plan Recordkeeper. The contracts run in perpetuity or until SVTMC notifies either of the companies of its intent to terminate the contract. SVTMC also retains the services of Investment Counsel, CAPTRUST, works directly with the SVTMC Director of Administration and Director of Finance to monitor the investment funds for performance. CAPTRUST is an independent firm that specializes in advising corporate retirement plans and their participants. The Plan's investment structure offers participant-directed investment in a diverse portfolio of fifteen fund options with varied investment risk. Participants can chose various funds based on their individual risk tolerance. Research has shown that a portfolio of different kinds of investments will, on average, yield higher returns and pose a lower risk than any individual investment found within the portfolio. As of December 31, 2011, available funds included: Asset Allocation Fund Aggressive Alliance Bernstein Sm/Mid Value A Aggressive American Fund Euro Pacific Growth A Aggressive American Funds Money Market- A Aggressive American Growth Fund -A Aggressive American New Perspective -A Capital Preservation Columbia Small Cap Value l-Z Page 1 Conservative Fidelity New Markets Income -A Conservative Fidelity Spartan 500 Index -Advantage Growth Invesco Intl Small Company -A Growth Invesco Real Estate-A Growth Invesco Small Cap Growth A Growth JP Morgan Core Bond Fund — R5 Growth MFS International Value— R4 Growth Prudential Jennison Mid Cap Growth -Z Growth Vanguard Windsor II — Investor Shares There is no legal requirement that this fund be audited by an independent auditor. Municipal Auditing undertook the performance audit of the retirement fund in 2007 which is currently conducted every two years. SCOPE SVTMC Retirement Plan transactions occurring between January 1, 2011 and December 31, 2011, as well as December 31, 2011 ending balances. OBJECTIVES To determine if the retirement plan and trust for the employees of the Southwestern Virginia Transit Management Company has been administered in compliance with Union Agreements, Plan documents, and associated contracts. To verify that trust accounts are accurately stated and appropriately safeguarded. METHODOLOGY AND RESULTS • Interviewed the Director of Finance and the Director of Administration to verify our understanding of retirement plan policies and procedures. • Documented changes in retirement plan policies and procedures from the prior year audit. • Reviewed the plan document, union agreement, and related contracts. The contract between SVTMC and the Amalgamated Transit Union, Local Union 1493 expired September 30, 2011. An agreement between both parties was signed on February 16, 2012 which extends the contract indefinitely with a right to cancel by either party with a seven day written notice. Our testwork was performed using the terms of that contract. Page 2 • • Identified significant risks and associated controls in order to evaluate the design of the system of internal controls and to plan audit test work. • Verified funds disbursed to employees by the Plan Record keeper agreed with amounts reported by GRTC. No exceptions noted. • Verified all disbursements to employees were requested and approved by the employee, as documented on a Participant Distribution Election Form. No exceptions noted. • Traced each disbursement to the Plan Trustee's check register. No exceptions noted. • Confirmed distributions of funds from the Plan were received by the legal owner through confirmation letters. Approximately 67% responded and confirmed their distributions. The remaining distributions were deemed valid based on a comparison of endorsement signature of the cancelled check, employee personnel records and reports from the third party trustee and record keeper. • Verified disbursement fees were paid by the Plan or the Plan Sponsor, as appropriate. No exceptions noted. • Verified federal and state taxes remitted on distributions were in accordance with applicable laws and regulations. No material exceptions noted. • Verified distributions based participant death complied with provisions of the Plan document. No exceptions noted. • Verified Plan expenses paid to the record keeper, the trustee, and the investment advisor were in accordance with the Plan document, union agreement, and associated contracts. No exceptions noted. • Verified active participants reported by the record keeper were also reported as employees by Southwestern Virginia Transit Management Company, on a sample basis. No exceptions noted. • Verified employee account balances rolled forward from the prior year, on a sample basis. No exceptions noted. • Verified employee withholdings were in accordance with their documented instructions and approvals, on a sample basis. No exceptions noted. • Verified mandatory employer contribution of 3% was paid by Southwest Virginia Transit Management Company, on a sample basis. No exceptions noted. Page 3 • Verified bank transfers of funds between the employer, the Plan trustee and the Plan record keeper were consistently reported and accurate. No exception noted. • Verified that total funds held in trust at December 31, 2011, as reported by the Plan trustee agreed with total funds reported by the Plan record keeper. No exceptions noted. • Evaluated segregation of duties within GRTC's business office, including system access controls and setup within their accounting systems [Microsoft Great Plains]. No significant concerns noted. • Verified that both the Plan record keeper and Plan trustee underwent SAS 70 Service Provider audits and that the results indicated the companies are appropriately maintaining internal controls. No significant concerns noted. CONCLUSIONS We conclude that the retirement plan and trust has been administered in compliance with Union Agreements, Plan documents, and associated contracts. Trust accounts are accurately stated and appropriately safeguarded. Minor exceptions noted during our test work have been communicated to management in a separate letter. We would like to thank the employees and management of Southwestern Virginia Transit Management Company, as well as First Transit, for their assistance and cooperation during the audit process. Dawn Ho•e Mullins, CPA Drew Harmon, CIA, CPA Assistant Municipal Auditor Municipal Auditor Page 4 EXHIBIT 1 PLAN HIGHLIGHTS WHO CAN PARTICIPATE? Participation in the Plan is open to employees who have met the following requirements: For employee and employer profit-sharing contributions: • Completed 3 months of service, as defined by the Plan The Plan does not allow participation by employees who are: • Part-time employees: less than 30 hours per week Other requirements may also have to be met. WHEN MAY I JOIN? On meeting the eligibility requirements, you may join the Plan on the first payroll following completion of three months of service. HOW DO I CONTRIBUTE TO THE • Through payroll deduction, you can make pre-tax contributions from PLAN? 3%up to the maximum amount of compensation allowable by law. An Internal Revenue Service(IRS)dollar limit also applies.The dollar limit was$16,500 for 2010&2011. • If you have an existing qualified retirement plan account with a prior employer, you may transfer or roll over that account into the Plan anytime. CAN I MAKE A CATCH-UP If you are age 50 or older and make the maximum allowable deferral to your CONTRIBUTION TO THE PLAN? Plan, you are entitled to contribute an additional"catch-up contribution."The catch-up contribution is intended to help eligible employees make up for smaller contributions made earlier in their career. The maximum catch-up contribution is$5,500 for 2010&2011. See your Benefits Administrator for more details. CAN I STOP OR CHANGE MY • You may not stop your contributions for any period, CONTRIBUTIONS? • You may increase or decrease the amount of your contributions any pay period. HOW DO I BECOME"VESTED" IN Vesting refers to your"ownership"of a benefit from the Plan. You are always MY PLAN ACCOUNT? 100%vested in your Plan contributions and your rollover contributions, plus any earnings they generate. HOW ARE PLAN CONTRIBUTIONS You give investment directions for your Plan account, selecting from INVESTED? investment choices provided under the Plan, as determined by Southwestern Virginia Transit Management Company, Inc. • You may change your investment choices anytime. WHEN CAN MONEY BE Money may be withdrawn from your Plan account in these events: WITHDRAWN FROM MY PLAN 'r Death ACCOUNT? • Disability • Termination of employment See the Director of Administration for more details about taking withdrawals from the Plan. Be sure to talk with your tax advisor before withdrawing any money from your Plan account. HOW DO I OBTAIN INFORMATION • You will receive a personalized account statement quarterly. The ABOUT MY PLAN ACCOUNT? statement shows your account balance as well as any contributions and earnings credited to your account during the reporting period. • You will also have access to the automated telephone information system and the DAILYACCESS participant Web sit, an interactive Internet site. Both systems are designed to give you up-to-date information about your account balance, contributions, investment choices, and other Plan data.Additional information on how to use the automated telephone system and the Web site will be provided to you. HOW DO I ENROLL? Simply complete the enrollment forms and return to the person designated or your Benefits Administrator. Then, enter your investment elections using the automated telephone information system or the participant Web site. Directions for using those systems are found in your information packet. SUMMARY PLAN DESCRIPTION The above highlights are only a brief overview of the Plan's features and are not a legally binding document. Contact your Benefits Administrator if you have any further questions. This Page Intentionally Blank Exhibit 2 SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY RETIREMENT PLAN AND TRUST Statements of Assets Available for Retirement Benefits as of December 31, 2011 and 2010 [Unaudited] 2011 2010 Assets: Investments at fair value: Cash equivalents $ 240,595 $ 190,107 Mutual funds 2,010,607 2,104,140 Total investments $ 2,251,202 $ 2,294,247 Assets Available for Retirement Benefits $ 2,251,202 $ 2,294,247 Note: The data in this statement was provided by the plan record keeper, DailyAccess.com, and the plan trustee, Reliance. Both organizations have undergone SAS 70 audits, as well as independent audits of their financial statements. This presentation of plan assets was prepared by Municipal Auditing for informational purposes and is not intended to represent an audited statement in accordance with the standards of the American Institute of Certified Public Accountants [AICPA]. This Page Intentionally Blank Exhibit 3 SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY RETIREMENT PLAN AND TRUST Statement of Changes in Assets Available for Retirement Benefits Years Ended December 31, 2011 and 2010 [Unaudited) 2011 2010 Additions: Investment Income (Loss): Net Appreciation (Depredation) in Fair Value of Investments $ (85,939) $ 230,630 Interest and Dividends 45,470 31,032 Net Investment Income (Loss) $ (40,469) $ 261,662 Contributions Employer's contributions $ 93,524 $ 90,795 Participant's contributions 120,277 116,953 Total Contributions $ 213,801 $ 207,748 Total Additions $ 173,332 $ 469,410 Deductions: Benefit Payments 207,654 43,475 Administrative Expenses 8,723 10,170 Total Deductions $ 216,377 $ 53,645 Net Increase (Decrease) in Assets Available for Retirement Benefits $ (43,045) $ 415,765 Assets Available for Retirement Benefits: Beginning of Year $ 2,294,247 $ 1,878,482 End of Year $ 2,251,202 $ 2,294,247 Note: As discussed in Exhibit 2, this statement has been presented for informational purposes and is not intended to represent an audited financial statement in accordance with AICPA standards. ZLOZ '6I JagwanoN 3.10109.1K1 Jo paeo8 ay; of uoileluasaad ZLOZ SAGA 18091d --Maeda'oo ;isueal - --193oueoJ .ie;eei Apxoldwoa g6noayj 6ugjna Agenda • Summary of Professional Services R Required Communications with the Board of Directors * Discussion and Questions 02012 KPMG LLP,a De..awe re limited liability partnership and the U.S.member firm of KPMG network of independent member firms affiliated with KPMG 1 International Cooperative('KPMG Inle nallonal).a Swiss entty.All ngMS reserved. aS842WCC Summary of Professional Services Audit of the financial statements of Greater Roanoke Transit Company — Transit Operations (GRTC), a discretely presented component unit of the City of Roanoke, Virginia (the City) • Audit performed in accordance with auditing standards generally accepted in the United States of America and Government Auditing Standards ■ Unqualified financial statement opinion m Consultation on various accounting and financial reporting matters S 201 R KPMG LLP,a Delaware Iimiled liablLly patlnerspip and IM1e U.6.member Otm of 1pe KPMG neMrotk OI independent member(nms efllliated wtlp KPMG 2 International Cooperative("KPMG Inlemationall.a Swiss entity.All nghts reserved 9BB42W00 E KPMG Required Communications With The Board of Directors n Our Responsibility under Professional Standards PI Other Information in Documents Containing Audited Financial Statements - Required Supplementary Information (SAS 120) m Significant Accounting Policies, Unusual Transactions and Accounting Practices - Discussion regarding qualitative aspects of accounting practices Pi Management Judgments and Accounting Estimates A No Uncorrected or Corrected Financial Statement Misstatements • No Disagreements with Management PW Management has not Consulted with Other Accountants m30 ]KPMG LLP,a De Imte4 ability paMarshipanONa LLS mher0m al the KPMG nelvmMal Thependentmemhefirms eNllreedwryn KPMG 3 International Cooperative(KPMG International").a Swiss enWy.All rights reserved. J8802WV6 KPMG Required Communications With The Board of Directors, cont. w Significant Issues Discussed, or Subject to Correspondence, with Management - Formal Audit Plan Presentation - Engagement Letters - Management Representation Letters n No Significant Difficulties Encountered in Performing the Audit Pff No internal control deficiencies were identified as part of our audit procedures over financial reporting • Confirmation of Independence ©2012 KPMG LLP_B UBlaware timi)etl liaDililypartnership antl the US.mBmDPrfimm ofthe KPMG nONN,k of independen)m0mbertims aflJiated wiith KPMG 4 International CooperalrveCKPMGIn,ema,ionaf),a Swiss entity.Nl rights resevetl 388<2WCC , f i KPMG Single Audit/Compliance Section Independent Auditors' Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards - Testwork performed over the Federal Transit Administration Cluster (FTA) as part of our testing of compliance and internal controls over compliance in accordance with OMB Circular A133 for the City ©2012 KPMG LLP_a Delawaz0limrtsd IraIltlypednership and IM1e ILS mBm0er Ilan Df IM1e KPMG network of independent member firms aXllleled wIN KPMG 5 International DOOpesalrve rKPMG lnlemallBnal),a Swlss entity.All rBnls reserved 08B<2WD6 KPMG GREATER ROANOKE TRANSIT COMPANY — TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Financial Statements and Required Supplementary Information June 30, 2012 and 2011 (With Independent Auditors' Reports Thereon) M GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Table of Contents Page(s) Required Supplementary Information: Management's Discussion and Analysis 1 —7 Independent Auditors'Report 8 Financial Statements: Statements of Net Assets 9 Statements of Revenues, Expenses and Changes in Net Assets 10 Statements of Cash Flows 11 Notes to Financial Statements 12—18 Independent Auditors' Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Perfonned in Accordance with Government Auditing Standards 19—20 GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke,Virginia) Management's Discussion and Analysis June 30,2012 and 2011 The management of the Greater Roanoke Transit Company (the Company) offers readers of our financial statements the following narrative overview and analysis of our financial activities for the years ended June 30, 2012 and 2011.The following should be read in conjunction with our financial statements and notes thereto. Financial Statements The financial statements of the Company reflect the transit operations of the Company. Our financial statements are prepared on the accrual basis of accounting. This is the same basis of accounting employed by most private-sector enterprises. Our financial statements include the following components: • Statements of Net Assets,which presents information on the assets and liabilities of the Company, with the resulting difference between the two reported as net assets. Over time, increases or decreases in net assets may serve as a useful indicator of whether the financial position of the Company is improving or deteriorating. • Statements of Revenues, Expenses and Changes in Net Assets, which reports revenues and expenses, classified as operating and nonoperating, and capital contributions for the period. The resulting change in net assets for the period is combined with the beginning of the year total net asset balance in order to reconcile to the end of the year total net assets on the Statements of Net Assets. • Statements of Cash Flows, which reports the cash flows experienced by the Company from operating, noncapital financing, capital and related financing, and investing activities. The net result of the cash provided by or used in these activities for the period, added to the beginning of the year cash and cash equivalents balance reconciles to the cash and cash equivalents balance presented on the Statements of Net Assets. • Notes to Financial Statements, which explain and provide additional information on the data presented in the financial statements as of and for the years ended June 30, 2012 and 2011. Financial Highlights The following major financial highlights are of note for the years ended June 30, 2012 and 2011: Fiscal Year 2012 • Assets exceeded liabilities by $13,427,363 (net assets) as of June 30, 2012. Net assets include $900,334, which is considered unrestricted and available to meet ongoing and future obligations of the Company, including its share of capital projects. • Net assets decreased $1,646,302 for the year ended June 30, 2012. The unrestricted portion of net assets decreased $123,548 and the portion of net assets invested in long-term capital assets decreased $1,522,754 compared to the balance as of June 30, 2011. (Continued) GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2012 and 2011 • Operating revenues increased by $128,082 compared to the previous year, due primarily to additional income from the Smartway Connector service and an increase in ridership. • Operating expenses increased $646,716 primarily due to increases in fuel, employee benefits cost, and an increase in purchased services relating to Specialized Transit Arranged Rides (STAR.). The Company outsources STAR. services to a separate contractor, whose increase in rates for the year ended June 30, 2012 resulted in an increase in cost to the Company. • Total net nonoperating revenues increased $898,344 compared to the previous year due primarily to an increase in noncapital grant assistance of$849,587. • Capital contributions decreased $441,347 compared to the previous year due to decreased federal and state contributions for capital asset purchases in fiscal year 2012. Fiscal Year 2011 • Assets exceeded liabilities by $15,073,665 (net assets) as of June 30, 2011.Net assets include $1,023,882, which is considered unrestricted and available to meet ongoing and future obligations of the Company, including its share of capital projects. • Net assets decreased $1,584,665 for the year ended June 30, 2011. The unrestricted portion of net assets decreased $401,970 and the portion of net assets invested in long-term capital assets decreased$1,182,695 compared to the balance as of June 30, 2010. • Operating revenues increased by $99,159 compared to the previous year, due primarily to additional income from student fares and services provided to Virginia Western Community College (VWCC). • Operating expenses increased$580,461 primarily due to increases in fuel and employee benefits costs. • Total net nonoperating revenues increased $56,501 compared to the previous year due primarily to an increase in noncapital grant assistance of$81,098. The increase in noncapital grant assistance was partially offset by a decrease in other nonoperating revenues in the amount of$24,597. • Capital contributions decreased $1,517,728 compared to the previous year due to decreased federal and state contributions needed for capital asset purchases in fiscal year 2011. Additional detail on the above items, along with other information, is discussed in the following sections. 2 (Continued) GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke,Virginia) Management's Discussion and Analysis June 30,2012 and 2011 Net Assets A summary of the major components of the Statements of Net Assets as of June 30, 2012, 2011, and 2010 is as follows: Summary of Net Assets Fiscal year Fiscal year 2012 2011 increase increase 2012 2011 2010 (decrease) (decrease) Current assets $ 1,952,375 1,779,553 2,089,897 172,822 (310,344) Capital assets,net 12,527,029 14,049,783 15,232,478 (1,522,754) (1,182,695) Total assets 14,479,404 15,829,336 17,322,375 (1,349,932) (1,493,039) Current liabilities 1,052,041 755,671 664,045 296,370 91,626 Invested in capital assets 12$27,029 14,049,783 15,232,478 (1,522,754) (1,182,695) Unrestricted net assets 900,334 1,023,882 1,425,852 (123$48) (401,970) Total net assets $ 13,427,363 15,073,665 16,658,330 (1.646,302) (1,584,665) Fiscal Year 2012 Total net assets of$13,427,363 decreased $1,646,302, or 10.9%, for the year ended June 30,2012. The decrease in net assets is primarily due to a decrease in capital assets, net, which decreased $1,522,754, or 10.8%. Unrestricted net assets decreased $123,548 in the current period primarily due to less funding provided by the Federal Transit Administration(FTA), which is necessary to cover daily operating expenditures. Current assets increased $172,822 primarily due to an increase in cash and cash equivalents and accounts receivable of $348,901 and $71,011, respectively. These increases were partially offset by a decrease in the amount due from the FTA of$251,977. Current liabilities increased $296,370, or 39.2%, compared to the balance as of June 30, 2011. The increase is primarily due to an increase in trade accounts payable and other liabilities of$93,798 and $164,178,respectively. The increase in trade accounts payable is primarily due to payments due as of June 30, 2012 for industrial fans and exterior painting of the administrative facility totaling approximately $47,000. The increase in other liabilities is primarily due to an increase in FTA retained proceeds of $53,386 and the remaining balance of $87,869 received in advance from the Department of Rail and Public Transportation (DRPT) as the state match for Smartway and Smartway Connector operating services for the period of October 2011 through September 2012. It is important to note that the Company has maintained financial operations without issuance of any long-term debt during fiscal year 2012. 3 (Continued) GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke,Virginia) Management's Discussion and Analysis June 30, 2012 and 2011 Fiscal Year 2011 Total net assets of$15,073,665 decreased $1,584,665, or 9.5%,for the year ended June 30, 2011. The decrease in net assets is primarily due to a decrease in capital assets,net, which decreased $1,182,695, or 7.8%. Unrestricted net assets decreased $401,970 in the current period primarily due to an increase in the Company's funding of operating expenditures related to fuel and health insurance of$275,359 and$166,995,respectively. Current assets decreased $310,344 primarily due to a decrease in the amount due from the.Federal Transit Administration (FTA) of$508,936 compared to June 30, 2010. The decrease was partially offset by an increase in cash and cash equivalents of$103,915 compared to the previous fiscal year. Current liabilities increased $91,626, or 13.8%, compared to the balance as of June 30, 2010. It is important to note that the Company maintained financial operations without issuance of any long-term debt during fiscal year 2011. Changes in Net Assets Condensed financial information from the Statements of Revenues, Expenses, and Changes in Net Assets for the years ended June 30, 2012, 2011, and 2010 is provided below, followed by additional breakdown and analysis of the changes in the various categories: Condensed Statements of Changes in Net Assets Fiscal year Fiscal year 2012 2011 increase increase 2012 2011 2010 (decrease) (decrease) Total operating revenues $ 2,131.743 2,003,661 1,904,502 128,082 99.159 Total operating expenses (10,701,358) (10.054,642) (9,474,181) 646,716 580.461 Total net nonoperating revenues 6,534,290 5,635,946 5,579,445 898,344 56,501 Capital contributions 389,023 830,370 2,348,098 (441,347) (1,517,728) Change in net assets (1,646,302) (1,584,665) 357,864 (61,637) (1,942.529) Ending total net assets 13,427,363 15,073,665 16,658,330 (1,646,302) (1,584,665) 4 (Continued) S. GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30,2012 and 2011 Additional discussion on each component of the Statement of Revenues, Expenses, and Changes in Net Assets is provided in the following paragraphs: Revenues Fiscal year Fiscal year 2012 2011 increase increase 2012 2011 2010 (decrease) (decrease) Operating revenues: Passenger fares $ 1,750,386 1,690,378 1,622,105 60,008 68,273 Smart Way fares 255,393 244,384 200,616 11,009 43,768 Smart Way Connector fares 32,165 - - 32,165 - S.T.A.R.fares 85,344 67,460 73,233 17,884 (5,773) Other primary fares 8,455 1,439 8,548 7,016 (7,109) Total operating revenues 2,131,743 2.003.661 1,904,502 128,082 99,159 Nonoperating revenues: Noncapital grants 6,183,264 5,333,677 5,252,579 849,587 81,098 Advertising 141,007 96,098 104,459 44,909 (8,361) Rental income 109347 128,342 142,250 (18,995) (13,908) Parking income 51.371 51,184 58,245 187 (7,061) Interest income 5,722 4,983 7,337 739 (2354) Gain on disposal of capital assets, net 20,226 11,311 - 8,915 11,311 Miscellaneous 23,353 10,351 14,575 13,002 (4,224) Total net nonoperating revenues 6,534,290 5,635,946 5,579,445 898,344 56,501 Capital contributions 389,023 830,370 2,348,098 (441,347) (1,517,728) Total revenues $ 9,055,056 8,469,977 9,832,045 585,079 (1,362,068) Fiscal Year 2012 Total operating revenues increased $128,082, or 6,4%. Passenger fares increased $60,008, or 3.5% compared to the previous period primarily due to an increase in passenger ridership in the current period. Passenger ridership increased 10 2,305,993 from 2,222,984 in the prior year for all standard fixed routes. In fiscal year 2006, the Company started a commuter service (The Smart Way) between Roanoke and Blacksburg. The Smart Way service operating revenue increased $11,009, or 4.5%, for the year ended June 30, 2012 compared to the previous year. Ridership on The Smart Way service increased to 72,247 in fiscal year 2012 from 68,117 in fiscal year 2011. In fiscal year 2012, the Company started a commuter service (The Smart Way Connector) that travels to Lynchburg's multi-modal station, which includes the AmTrak passenger station. The Company generated $32,165 in additional income from this service with 12,761 passenger rides.The Company's total passenger rides for fiscal year 2012, including all fixed and Sman Way routes,were 2,437,566. 5 (Continued) GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke,Virginia) Management's Discussion and Analysis June 30, 2012 and 2011 Total net nonoperating revenues increased $898,344, or 15.9%, compared to the previous year primarily due to increases in noncapita] grant funding of$849,587. The Commonwealth of Virginia funding increased $261,911, the City of Roanoke funding increased $469,911, and the City of Salem funding increased $29,853 compared to the previous year. Revenues from advertising on the buses increased $44,909 compared to the year ended June 30,2011. Capital contributions decreased $441,347, or 53.1%, compared to the previous year, due to the Company's reduction in overall capital purchases in fiscal year 2012 compared to fiscal year 2011. Capital assets purchased in fiscal year 2012 included industrial fans and a GPS system for the Company's buses. Capital contributions fluctuate based on the capital asset needs of the Company. Accordingly, capital contributions decreased for the year ended June 30, 2012 over the year ended June 30, 2011 as a result of the decrease in capital asset purchases. Fiscal Year 2011 Total operating revenues increased $99,159, or 5.2%. Passenger fares increased $68,273, or 4.2% compared to the previous year primarily due to additional income from Youth 11 — 18 of $21,853 and from VWCC of $66,191. The Company began a fare of$0.75 for Youth 11 — 18 in July 2010. VWCC agreed to pay fares for its students and faculty in August 2010. Passenger rides on fixed routes of 2,222,984 decreased 158,387, or 6.7%, compared to the previous fiscal year ended June 30, 2010. This decrease is primarily due to a decrease in Youth 11 —18 ridership in the current year. In fiscal year 2006, the Company started a commuter service (The Smart Way) between Roanoke and Blacksburg. The Smart Way service operating revenue increased $43,768, or 21.8%, in fiscal year 2011 compared to the previous year. The increase in fare revenue is primarily due to the increased fare on The Smart Way to $4.00 per trip from $3.00 per trip. This increase became effective on January 2,2010. Passenger rides on The Smart Way service of 68,117 increased 8,642,or 14.5%. The Company's total passenger rides for fiscal year 2011 were 2,291,101. Total net nonoperating revenues increased $56,501, or 1%, compared to the previous year due primarily to an increase in funding from the Commonwealth of Virginia and the City of Roanoke for the fiscal year ended June 30, 2011. The Commonwealth of Virginia funding increased $70,046, or 6.5% and the City of Roanoke funding increased $65,640,or 5.9%. The increases were partially offset by decreases in FTA funding of$48,604, or 1.8%and rental income of$13,908, or 9.8%. Capital contributions decreased $1,517,728, or 64.6%, compared to the previous year, due to the Company's smaller purchases of capital assets in fiscal year 2011 compared to fiscal year 2010. The capital assets purchased in fiscal year 2011 included six(6)pars—transit buses. Capital contributions fluctuate based on the capital asset needs of the Company. Accordingly, capital contributions decreased for the year ended June 30, 2011 over the year ended June 30, 2010 as a result of the decrease in capital asset purchases. 6 (Continued) 4\ GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2012 and 2011 Expenses Fiscal year Fiscal year 2012 2011 increase increase 2012 2011 2010 (decrease) (decrease) Operating expenses: Transportation $ 5,227,804 4,756,970 4,227,017 470,834 529,953 Vehicle maintenance 940,507 884,549 844,047 55,958 40,502 Nonvehicle maintenance 262,066 265,783 317,202 (6,717) (48,419) Administration 2,334,176 2,178,603 2,183,248 155,573 (4,645) Depreciation 1,936,805 1,965,737 1,902,667 (28,932) 63,070 Total operating expenses $ 10,701,358 10,054,642 9,474,181 646,716 580,461 Fiscal Year 2012 Total operating expenses totaling S10,701,358 increased $646,716 compared to fiscal year 2011. Transportation expenses increased $470,834, or 9.9%, primarily due to increased fuel costs of$298,959 and health insurance costs of$48,716. Maintenance expenses increased $55,959, or 6.3%primarily due to increased health insurance costs of$15,537 and consumed vehicle parts costs of$22,910. Administration expense increased $155,573, or 7.1%primarily due to an increase in purchased transportation costs of$142,822. Fiscal Year 2011 Total operating expenses totaling $10,054,642 increased $580,461 compared to fiscal year 2010. Transportation expenses increased $529,953, or 12.5%, primarily due to increased fuel costs of$275,359 and health insurance costs of$166,995. Maintenance expenses increased primarily due to increased cost of tires of$5,261 and health insurance costs of$18,530. The depreciation of the Company's four(4) MCI buses purchased in the prior fiscal year is the primary factor for the$63,070 increase in depreciation expense. Looking Ahead to 2013 The Greater Roanoke Transit Company Board of Directors has adopted the Company's budget for fiscal year 2013. The Company has received grant funding to replace ten(10) 2001 Gillig buses and intends to purchase the buses using the Commonwealth of Virginia's procurement. Request for Information This financial report is designed to provide interested parties with a general overview of the Company's finances. Should you have any questions about this report or need additional information, please contact Stephanie Giles, Director of Finance, 1108 Campbell Ave., S.E.,P. O. Box 13247,Roanoke,Virginia 24032. 7 ' Art KPMG LLP Suite 1010 10 3.Jefferson Street Roanoke,VA 24011-1331 Independent Auditors' Report The Board of Directors Greater Roanoke Transit Company: We have audited the accompanying financial statements of Greater Roanoke Transit Company— Transit Operations (the Company), a discretely presented component unit of the City of Roanoke, Virginia, as of and for the years ended June 30, 2012 and 2011, as listed in the accompanying table of contents. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation.We believe that our audits provide a reasonable basis for our opinion. In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Greater Roanoke Transit Company—Transit Operations as of June 30,2012 and 2011, and the changes in its financial position and its cash flows for the years then ended in conformity with U.S. generally accepted accounting principles. hl accordance with Government Auditing Standards, we have also issued a report dated October 31, 2012 on our consideration of the Company's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be considered in assessing the results of our audit. U.S. generally accepted accounting principles require that the Management's Discussion and Analysis on pages 1 through 7 be presented to supplement the financial statements. Such information, although not a part of the financial statements, is required by the Governmental Accounting Standards Board who considers it to be an essential part of financial reporting for placing the financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplementary information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the financial statements, and other knowledge we obtained during our audit of the financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. KIPwtG- u� October 31,2012 8 Kt(FiU PMc Inlenelmnai Coaoe,a((Ke' "KPMG IntemaliOnnari rass..;.M e,rt, S GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Statements of Net Assets June 30,2012 and 2011 Assets 2012 2011 Current assets: Cash and cash equivalents, including cash equivalents of $465,277 and $197,187 in 2012 and 2011, respectively (note 2) $ 792,068 443,167 Due from: Federal Transit Administration 241,080 493,057 Commonwealth of Virginia 203,951 203,485 Local governments 35,598 43,118 Accounts receivable 155,511 84,500 Supplies and materials(note 4) 458,677 456,733 Other assets 65,490 55,493 Total current assets 1,952,375 1,779,553 Capital assets(notes 3 and 5): Land 720,724 720,724 Buildings, structures and improvements 10,655,037 10,562,254 Buses 14,752,168 14,745,275 Shop and garage equipment 2,573,802 2,698,316 Office equipment and furnishings 740,246 727,374 Accumulated depreciation (16,914,948) (15,404,160) Capital assets,net 12,527,029 14,049,783 Total assets 14,479,404 15,829,336 Liabilities Current liabilities: Trade accounts payable 472,130 378,332 Accrued salaries and benefits 271,058 232,664 Other liabilities(note 7) 308,853 144,675 Total current liabilities 1,052,041 755,671 Commitments and contingencies(notes 6 and 8) Net Assets Invested in capital assets 12,527,029 14,049,783 Unrestricted 900,334 1,023,882 Total net assets $ 13,427,363 15,073,665 See accompanying notes to financial statements. 9 GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Statements of Revenues, Expenses and Changes in Net Assets Years ended June 30, 2012 and 2011 2012 2011 Operating revenues: Charges for passenger fares $ 2,131,743 2,003,661 Operating expenses: Salaries and wages 3,129,934 2,992,674 Fringe benefits(note 6) 1,698,738 1,632,417 Services 518,414 466,606 Utilities 221,823 253,242 Insurance 339,430 369,363 Purchased services and other expenses 946,006 800,871 Materials and supplies 1,910,208 1,573,732 Depreciation 1,936,805 1,965,737 Total operating expenses 10,701,358 10,054,642 Operating loss (8,569,615) (8,050,981) Nonoperating revenues (expenses): Noncapita] grants or assistance: Federal Transit Administration 2,812,022 2,832,539 Commonwealth of Virginia 1,415,238 1,171,083 City of Roanoke 1,648,504 1,178,593 City of Salem 132,252 102,399 Town of Vinton 85,040 78,592 New River Valley Metropolitan Planning Organization 63,460 43,465 Carilion Foundation 56,226 48,253 Downtown Roanoke, Inc. 24,856 21,994 O. Winston Link Transportation Museum (36,399) Commonwealth Coach and Trolley Museum (13,735) (48,269) Roanoke Chapter National Railway Historical Society (40,599) (58,573) Total noncapital grants or assistance 6,183,264 5,333,677 Local share and other revenue: Advertising 141,007 96,098 Rental income(note 8) 109,347 128,342 Parking income 51,371 51,184 Interest income 5,722 4,983 Gain on disposal of capital assets 20,226 11,311 Other 23,353 10,351 Total local share and other revenue 351,026 302,269 Total net nonoperating revenues 6,534,290 5,635,946 Loss before capital contributions (2,035,325) (2,415,035) Capita] contributions (note 3) 389,023 830,370 Change in net assets (1,646,302) (1,584,665) Total net assets at beginning of year 15,073,665 16,658,330 Total net assets at end of the year $ 13,427,363 15,073,665 See accompanying notes to financial statements. 10 GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Statements of Cash Flows Years ended June 30, 2012 and 2011 2012 2011 Cash flows from operating activities and local share and other revenue(excluding interest): Cash received from customers $ 2,131,743 2,003,661 Cash payments to suppliers for goods and services (3,744,067) (3,388,227) Cash payments to employees for services (4,790,278) (4,685,617) Local share and other revenue received 254,067 256,887 Net cash used in operating activities (6,148,535) (5,813,296) Cash flows from noncapital financing activity: Operating grants received 6,430,145 5,000,209 Cash flows from capital and related financing activities: Acquisition of capital assets (359,830) (783,042) Proceeds from sale of capital assets 20,226 11,311 Capital contributions 401,173 1,683,750 Net cash provided by capital and related financing activities 61,569 912,019 Cash flows from investing activity: Interest income received 5,722 4,983 Net increase in cash and cash equivalents 348,901 103,915 Cash and cash equivalents at beginning of year 443,167 339,252 Cash and cash equivalents at end of year $ 792,068 443,167 Reconciliation of operating loss to net cash used in operating activities: Operating loss $ (8,569,615) (8,050,981) Adjustments to reconcile operating loss to net cash used in operating activities: Local share and other net revenue(excluding interest) 345,304 297,286 Depreciation 1,936,805 1,965,737 Gain on disposal of capital assets (20,226) (11,311) Changes in assets and liabilities: (Increase) in accounts receivable (71,011) (29,088) (Increase) in supplies and materials (1,944) (52,655) (Increase)in other assets (9,997) (23,910) Increase in trade accounts payable 39,577 89,713 Increase(decrease) in accrued salaries and benefits 38,394 (60,526) Increase in other liabilities 164,178 62,439 Net cash used in operating activities $ (6,148,535) (5,813,296) Noncash investing activities: At June 30, 2012 and 2011, purchases of capital assets included in trade accounts payable totaled $54,221 and $0, respectively. See accompanying notes to financial statements. 11 GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke,Virginia) Notes to Financial Statements June 30,2012 and 2011 (1) Summary of Significant Accounting Policies (a) Organization and Purpose The Greater Roanoke Transit Company (the Company) is a private, nonprofit, public service organization wholly owned by the City of Roanoke, Virginia (the City). The Company provides a comprehensive range of transportation services for the residents of the greater Roanoke area, including bus service along fixed routes, special services for the disabled, and shuttle buses. Similar to other public transportation systems, government subsidies are required to fund operations. The Company is the recipient of operating and capital grants from federal, state, and local agencies, including the Federal Transit Administration (the FTA), the Virginia Department of Rail and Public Transportation, and the City. Company policy decisions are made by the Board of Directors, which is comprised of two (2) City Council members, two (2) City employees, and three (3) citizens of the community at large. The Company contracts with First Group America Company (dba First Transit, Inc.) to provide senior management professionals. The remainder of the staff are employees of Southwestern Virginia Transit Management Company, Inc. (SVTMC), a subsidiary of First Transit, Inc. Bargaining unit employees of SVTMC, which include all bus drivers and mechanics, are under a separate contract which expired in September 2011. Currently, the Company is in negotiations to renew the expired contract. Until the contract is renewed, both parties continue to operate under the terms and conditions of the expired agreement. As of and for the years ended June 30, 2012 and 2011, the Company is reported as a discretely presented component unit of the primary governmental reporting entity of the City. (b) Basis of Accounting The accompanying financial statements reflect the transit operations of the Company and are accounted for on the economic resources measurement focus and use the accrual basis of accounting, which is in accordance with U.S. generally accepted accounting principles (GAAP) and conform with the requirements of the FTA's National Transit Database,as amended. In accordance with Governmental Accounting Standards Board (GASB) Statement No. 20, Accounting and Financial Reporting fbr Proprietary Funds and Other Governmental Entities That Use Proprietary Fund Accounting, the Company applies all applicable GASB pronouncements and all Financial Accounting Standards Board (FASB) Statements and Interpretations, Accounting Principles Board (APB) Opinions, and Accounting Research Bulletins (ARB) issued after November 30, 1989, unless they conflict with or contradict GASB pronouncements. (e) Cash and Cash Equivalents Cash and cash equivalents are considered to be cash on hand and short-term investments with original maturities of three months or less from the date of acquisition. Cash equivalents are stated at cost, which approximates market value, and consist of money market mutual funds and a pooled repurchase agreement with an original maturity of three months or less collateralized by 12 (Continued) GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke,Virginia) Notes to Financial Statements June 30, 2012 and 2011 U.S. Government securities. At June 30, 2012, the Company's cash and cash equivalents on hand and in banks had a carrying value of$792,068 and an actual bank balance of$330,414. (d) Capital Assets Capital assets are stated at cost less accumulated depreciation computed by the straight-line method over the estimated lives of the respective assets as follows: Buildings, structure and improvements 2 to 40 years Buses 2 to12 years Shop and garage equipment 2 to 5 years Office equipment and furnishings 2 to 10 years (e) Revenue Recognition Passenger fares and advertising are recorded as revenue at the lime of sale. Rental and parking income are recorded on the accrual basis. W Accounts Receivable Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company does not record an allowance for existing accounts receivable based on historical experience. Account balances are charged off after all means of collection have been exhausted and the potential for recovery is considered remote. (g) Compensated Absences Company employees are granted vacation leave in varying amounts. In the event of termination, an employee is reimbursed for accumulated vacation in full. Accumulated vacation is recorded as an expense and liability as the benefits accrue to employees. Sick leave is recorded as an expense as the employee utilizes In accordance with GAAP, the liability calculations include an accrual at the current rate of pay and ancillary salary-related payments (i.e., the employer's share of social security and Medicare taxes) associated with its ultimate liquidation. (h) Operating Revenues and Expenses Operating revenues consist of charges for passenger fares. Operating expenses include costs of services provided, including personnel costs, purchased services, utilities, materials and supplies, insurance and depreciation. All other revenues and expenses, with the exception of capital contributions,are classified as nonoperating revenues and expenses. (0 Deferred Compensation Plan Company employees participate in the Southwestern Virginia Transit Management Company, Inc. Retirement Plan (the Plan), which is a deferred compensation plan and trust covering all eligible employees of the Company. Under the terms of the Plan agreement, all full-time employees are 13 (Continued) GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30, 2012 and 2011 required to participate in the Plan upon completion of their probationary employment period, which is 90 days from date of hire for all employees. Southwest Virginia Transit Management Company, Inc. is the trustee of the Plan and the Plan is administered by the Reliance Trust Company. Participants contribute to the Plan through both mandatory and voluntary payroll deductions. Participants are required to contribute a minimum of 3% of annual compensation. Participants may elect to defer up to 100% of their pretax compensation not to exceed the IRS limitations on net contributions. The Company can make contributions at its discretion. The Plan qualifies as a government plan under Section 457 of the Internal Revenue Code. This qualification exempts the Plan from ERISA and DOL regulations. Charges to operations under the Plan are based on 3% of union and salary participants' eligible payroll. The Company increased its contribution percentage from 2.5%to 3.0%of eligible payroll for union participants,effective July 1, 2004. 02 Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. (2) Deposits and Investments The Company may invest in the following approved investment vehicles: • Direct obligations of the federal government backed by the full faith and credit of the United States; • Obligations of the Commonwealth of Virginia, including stocks, bonds and other evidences of indebtedness of the Commonwealth of Virginia, and those unconditionally guaranteed as to the payment of principal and interest by the Commonwealth of Virginia; • Obligations of Virginia counties,cities, etc. (subject to certain restrictions); • Obligations of the International Bank, Asian Development Bank and African Development Bank; • Domestic bankers' acceptances from institutions with a rating of B/C or better in the Keefe, Bruyette&Woods,Inc. ratings; • Commercial paper with a maturity of two-hundred seventy (270)days or less with a Moody's rating of prime I and Standard & Poor's rating of A-1,with the issuing corporation having a net worth of at least fifty million dollars; the net income of the issuing corporation, or its guarantor, has averaged three million dollars per year of the previous five years; and all existing senior bonded indebtedness of the issuer, or its guarantor, is rated "A" or better by Moody's Investor Services, Inc., and Standard&Poor's, Inc. • Corporate notes with a rating of at least Aa by Moody's Investors Service, Inc. and a rating of at least AA by Standard and Poor's, Inc. and a maturity of no more than five(5)years; • Money market funds; 14 (Continued) GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30,2012 and 2011 • Demand and savings deposits; and • Time deposits,certificates of deposit and repurchase agreements. All cash and cash equivalents are held by financial institutions in the name of the Company. At June 30, 2012, all cash and cash equivalents were fully collateralized pursuant to agreements with all participating financial institutions to pledge assets on a pooled basis to secure public deposits according to the Virginia Security for Public Deposits Act Regulations of the Code of Virginia. (3) Capital Grant Funds (a) Capital Expenditures Capital asset purchases have been funded primarily under FTA capital grants to the Company. Additional matching requirements were met by the Commonwealth of Virginia, City of Roanoke, and the New River Valley Metropolitan Planning Organization. Capital grant funds received (cash basis), beginning June 15, 2000, and capital grant funds outstanding at June 30, 2012 are as follows: Capital Cumulative Outstanding grant funds capital capital received grant funds grant 2012 received amount FTA S 353,930 18,259,197 2,378,447 Commonwealth of Virginia 101,603 3,559,620 334,156 City of Roanoke 166,982 — New River Valley MPO — 76,750 $ 455,533 22,062,549 2,712,603 (6) Operations The Company receives operating assistance from the FTA, Commonwealth of Virginia, City of Roanoke, City of Salem, Town of Vinton, and New River Valley Metropolitan Planning Organization. During fiscal years 2012 and 2011, the Company also received operating assistance from the Carilion Foundation and Downtown Roanoke, Inc. for its Star Line trolley bus service. (4) Supplies and Materials As of June 30,2012 and 2011, supplies and materials consisted of: 2012 2011 Parts S 419,203 409,639 Diesel fuel 28,375 38,864 Lubricating oil 11,099 8,230 S 458,677 456,733 Supplies and materials are valued on the weighted average cost basis. 15 (Continued) S. GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30,2012 and 2011 (5) Capital Assets The following is a summary of the changes in capital assets, net for the years ended June 30, 2012 and 2011: Balances Balances June 30, June 30, 2011 Increases Decreases 2012 Capital assets not being depreciated: Land $ 720,724 720,724 Other capital assets being depreciated: Building,structures and improvements 10,562,254 92,783 — 10,655,037 Buses 14,745,275 6,893 — 14,752,168 Shop and garage equipment 2,698,316 301,503 (426,017) 2,573,802 Office equipment and furnishings 727,374 12,872 — 740,246 Accumulated depreciation (15,404,160) (1,936,805) 426,017 (16,914,948) Subtotal 13,329,059 (1,522,754) — 11,806,305 Capital assets,net $ 14,049,783 (1,522,754) — 12,527,029 Balances Balances June 30, June 30, 2010 Increases Decreases 2011 Capital assets not being depreciated: Land $ 603,302 117,422 — 720,724 Other capital assets being depreciated: Building,structures and improvements 10,553,898 8,356 — 10,562,254 Buses 15,281,620 16,279 (552,624) 14,745,275 Shop and garage equipment 2,143,907 600,399 (45,990) 2,698,316 Office equipment and furnishings 686,788 40,586 — 727,374 Accumulated depreciation (14,037,037) (1,965,737) 598,614 (15,404,160) Subtotal 14,629,176 (1,300,117) -- 13,329,059 Capital assets,net S 15,232,478 (1.182,695) — 14,049,783 (6) Deferred Compensation Plan The Company has a deferred compensation plan (see note 1(i))covering all hourly and salaried employees. The Company made contributions to the deferred compensation plan in the amount of$105,250 in fiscal year 2012 and$100,050 in fiscal year 2011. (7) Other Liabilities Included in other liabilities at June 30, 2012 and 2011 is deferred revenue of $149,088 and $84,888, respectively. 16 (Continued) GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke,Virginia) Notes to Financial Statements June 30, 2012 and 2011 (8) Commitments and Contingent Liabilities Under the provisions of a management contract with First Group America Company (dba First Transit, Inc.), which became effective on March 1, 2010 and expires on June 30, 2015, the Company pays a monthly fee of$21,866 for management services. Total fees paid for the years ended June 30, 2012 and 2011 were$262,400 for each respective year. Certain assets acquired with FTA grants must be kept in service for a specified time period as a requirement of the grants. If these assets are removed from service, the Company must reimburse FTA for up to 80% of their fair market value on the date of disposition. Capita] assets, net, approximating $11.8 million at June 30,2012 are subject to these grant requirements. The Company has agreements with the City of Salem and Town of Vinton to provide bus service to each of these areas which may be terminated by either party upon written notice of twelve months and six months, respectively. The localities reimburse the Company for 75% of the net operating costs based upon passenger counts and service miles. The Company is the lessor of space in the Intermodal Transportation Center in downtown Roanoke. Rental income for the years ended June 30, 2012 and 2011 totaled $109,347 and $128,342, respectively. Future minimum rental receipts under leases with original terms in excess of one year are $15,986 for the year ending June 30,2013. The Company is the lessee in an agreement with a tire manufacturer for the rental of bus tires. The agreement became effective December 1, 2011 and ends November 30, 2016. It specifies a base rate per tire mile, which adjusts each year. The Company was previously in a similar tire rental lease agreement with a tire manufacturer that became effective November 1, 2007 and expired on November 1, 2010. This agreement included an option to incur rent expense during the ran-out period until the tires reached the minimum tread wear pursuant to the agreement. The Company exercised this option on November 1, 2010. For the years ended June 30, 2012 and 2011, rental expense for tires approximated $56,600 and $49,500, respectively. The Company is exposed to various risks of loss such as theft of, damage to, and destruction of assets, injuries to employees, and natural disasters. The Company carries commercial insurance for their risks. There have been no significant reductions in insurance coverage from coverage in the prior year, and settled claims have not exceeded the amount of insurance coverage in any of the past three fiscal years. Grants are subject to audit to determine compliance with the grant requirements. As a result of the audit performed over federal expenditures for the fiscal year ended June 30, 2008 and completed in March 2009, it was determined that the Company failed to comply with certain federal procurement requirements in connection with the purchase of certain office equipment and furnishings resulting in known questioned costs of$178,641 reimbursed by the FTA under two federal grant agreements and $27,616 reimbursed by the Virginia Department of Rail and Public Transportation(DRPT) under the state matching portion of the grant agreements. Total expenditures under the grant agreements were approximately $223,137. 17 (Continued) GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke,Virginia) Notes to Financial Statements June 30, 2012 and 2011 First Transit, Inc. has agreed to reimburse the Company for any amounts that may be required to be reimbursed to the cognizant agencies. The FTA requested reimbursement of$178,641 which was paid by First Transit, Inc. in June 2010. DRPT performed an audit in December 2011 that includes a tentative recommendation for the Company to reimburse DRPT $29,313. This amount will be reimbursed by First Transit, Inc. upon completion of the DRPT audit. As a result of the audit performed over federal expenditures for the year ended June 30, 2009, it was determined that certain expenditures related to fuel purchases were in violation of the City of Roanoke's procurement policies to obtain faxed quotes from vendors. The amount of the federal funds reimbursed for the fuel purchases approximated $322,000. In addition, it was also noted that the Company's Request for Proposal (RFP)for health insurance did not include the necessary clauses per the FTA's grant compliance requirements and that the Company, nor the broker acting as agent for the Company, maintained the necessary information in the procurement file related to the awarding of the contract. Approximately $221,500 was reimbursed with federal funds for health insurance for the year ended June 30,2009. Further,as a result of the June 30, 2010 audit over federal expenditures, it was noted that the Company did not properly publicize its health insurance RIP or include a section in the RFP regarding verification of suspension and debarment. The finding also asserted that the Company failed to notify the vendor awarded the contract the total dollar amount of the award and the percentage expected to be reimbursed with federal funds. Approximately $261,000 was reimbursed with federal funds for health insurance for the year ended June 30,2010. As a result of the fuel and health insurance matters noted above, the Company received a demand notice for $805,003 from the FTA in December 2011. The FTA asserts as the basis for the claim that the Company's purchases of health insurance and fuel failed to comply with federal and City of Roanoke procurement requirements in fiscal years 2009 and 2010. The Company responded to the demand notice in February 2012, seeking an administrative review of the FTA claim, both as to its validity and as to its amount. The Company has not received a response from the FTA as of the date of the financial statement issuance. If the claim stands, the Company may also be subject to a claim from DRPT for the match it provided for the expenditures, which approximated $376,000. The Company has not accrued a liability for the demand notice as of June 30, 2012 due to uncertainty as to the probability about whether the FTA will ultimately enforce the notice after completion of the administrative review process. The Company is unaware of any pending litigation or other contingencies that would have a material adverse effect on the financial condition or liquidity of the Company. 18 KPMG LLP Suite 1010 10 S.Jefferson Street Roanoke,VA 24011-1331 Independent Auditors' Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards The Board of Directors Greater Roanoke Transit Company: We have audited the financial statements of Greater Roanoke Transit Company — Transit Operations (the Company), a discretely presented component unit of the City of Roanoke, as of and for the year ended June 30, 2012, and have issued our report thereon dated October 31, 2012. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Internal Control Over Financial Reporting Management of the Company is responsible for establishing and maintaining effective internal control over financial reporting. In planning and performing our audit, we considered the Company's internal control over financial reporting as a basis for designing our auditing procedures for the purpose of expressing an opinion on the financial statements,but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly. we do not express an opinion on the effectiveness of the Company's internal control over financial reporting. A deficiency in internal control over financial reporting exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct misstatements on a timely basis. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the entity's financial statements will not be prevented, or detected and corrected on a timely basis. Our consideration of internal control over financial reporting was for the limited purpose described in the first paragraph of this section and would not necessarily identify all deficiencies in internal control over financial reporting that might be deficiencies, significant deficiencies, or material weaknesses. We did not identify any deficiencies in internal control over financial reporting that we consider to be material weaknesses, as defined above. • Compliance and Other Matters As part of obtaining reasonable assurance about whether the Company's financial statements are free of material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. 19 KPMG LLP e i�aLLS member) of KPMG Ime A Cooperative ✓PMG Internal,°nu"),a Swiss entity. • This report is intended solely for the information and use of management, the Board of Directors, others within the entity, and federal awarding agencies and pass-through entities and is not intended to be and should not be used by anyone other than these specified parties. K`Pwt� L1--P October 31,2012 20 GREATER ROANOKE TRANSIT COMPANY— TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Communication to the Board of Directors Year ended June 30, 2012 W KPMG LIP 1010 10 1 10 JetterA Street Roanoke,VA 2401111.1 331 October 31, 2012 The Board of Directors Greater Roanoke Transit Company— Transit Operations Dear Members: We have audited the financial statements of Greater Roanoke Transit Company — Transit Operations (the Company), a discretely presented component unit of the City of Roanoke, Virginia (the City), as of and for the year ended June 30, 2012, and have issued our report thereon dated October 31, 2012. Under our professional standards,we are providing you with the accompanying information related to the conduct of our audit. Our Responsibility Under Professional Standards We are responsible for forming an opinion about whether the financial statements, that have been prepared by management with the oversight of the Board of Directors, are presented fairly, in all material respects, in conformity with U.S. generally accepted accounting principles. We have a responsibility to perform our audit of the financial statements in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. In carrying out this responsibility, we planned and performed the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether caused by error or fraud. Because of the nature of audit evidence and the characteristics of fraud, we are to obtain reasonable, not absolute, assurance that material misstatements are detected. We have no responsibility to plan and perform the audit to obtain reasonable assurance that misstatements, whether caused by error or fraud, that are not material to the financial statements are detected. Our audit does not relieve management or the Board of Directors of their responsibilities. In addition, in planning and performing our audit of the financial statements, we considered internal control over financial reporting (internal control) as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. Accordingly, we do not express an opinion on the effectiveness of the Company's internal control. We also have a responsibility to communicate significant matters related to the financial statement audit that are, in our professional judgment, relevant to the responsibilities of the Board of Directors in overseeing the financial reporting process. We are not required to design procedures for the purpose of identifying other matters to communicate to you. wet LP is a Delaware limited liability partnership. the V S.n e'0m of KPMG in +ei Goons,* 1"KPMG Die/natone l"1,a Swiss entity do The Board of Directors Greater Roanoke Transit Company— Transit Operations October 31,2012 Page 2 of 3 Other Information in Documents Containing Audited Financial Statements Our responsibility for other information in documents containing the Company's financial statements and • our auditors' report thereon does not extend beyond the financial information identified in our auditors' report, and we have no obligation to perform any procedures to corroborate other information contained in any such document, for example, Management's Discussion and Analysis. We have, however, applied certain limited procedures to the required supplementary information as of June 30, 2012 and for the year then ended, in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the financial statements, and other knowledge we obtained during our audit of the financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance. Significant Accounting Policies, Unusual Transactions,and Accounting Practices Significant Accounting Policies The significant accounting policies used by the Company are described in note I to the financial statements. There were no changes in accounting policies used by the Company or their application during fiscal year 2012. Unusual Transactions We noted no transactions entered into by the Company during fiscal year 2012 that were both significant and unusual, and of which,under professional standards, we are required to inform you, or transactions for which there is a lack of authoritative guidance or consensus. Qualitative Aspects of Accounting Practices We have discussed with the Board of Directors and management our judgments about the quality, not just the acceptability, of the Company's accounting principles as applied in its financial reporting. The discussions generally included such matters as the consistency of the Company's accounting policies and " their application, and the understandability and completeness of the Company's financial statements,which include related disclosures. •• Management Judgments and Accounting Estimates The preparation of the financial statements requires management of the Company to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. •• Uncorrected and Corrected Misstatements In connection with our audit of the Company's financial statements, we have not identified any significant financial statement misstatements that have not been corrected in the Company's books and records as of "• and for the year ended June 30, 2012 and have communicated that finding to management. In addition, we ■ The Board of Directors Greater Roanoke Transit Company— Transit Operations October 31, 2012 Page 3 of 3 proposed no audit adjustments to the financial statements that could,in our judgment, either individually or in the aggregate, have a significant effect on the Company's financial reporting process. Disagreements with Management There were no disagreements with management on financial accounting and reporting matters that, if not satisfactorily resolved, would have caused a modification of our auditors' report on the Company's financial statements. Management's Consultation with Other Accountants To the best of our knowledge, management has not consulted with or obtained opinions, either written or oral, from other independent accountants during the year ended June 30, 2012. Significant Issues Discussed,or Subject to Correspondence,with Management Major Issues Discussed with Management Prior to Retention We generally discuss a variety of matters, including the application of accounting principles and auditing standards, with the Board of Directors and management each year prior to our retention by the Board of Directors as the Company's auditors. However, these discussions occurred in the normal course of our professional relationship and our responses were not a condition to our retention. Material Written Communications Attached to this report, please find copies of the following material written communications between management and us: 1) Engagement letter; and 2) Management representation letter Significant Difficulties Encountered During the Audit We encountered no difficulties in dealing with management in performing and completing our audit. Independence We hereby confirm that as of October31, 2012, we are independent accountants with respect to the Company under all relevant professional and regulatory standards. This letter to the Board of Directors is intended solely for the use of the Board of Directors and management of the Company and the City and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, KP►t'(G LLP • !MAP KPMG LLP Telephone +1 540 982 0505 Suite 1010 Fax x1 540 883 8877 10 S.Jefferson Street Internet www.us.kpmg.com Roanoke.VA 24011-1331 April 19,2012 Board of Directors Greater Roanoke Transit Company P.O.Box 13247 Roanoke,VA 24032 Attention: Mr.Christopher P.Morrill,Vice President of Operations Re: Audit Services for the Greater Roanoke Transit Company— Transit Operations (the Company), pursuant to Contract Agreement#87EP7K This letter amends our Engagement Letter dated June 10, 2010, confirming our understanding to provide professional audit services to the Greater Roanoke Transit Company—Transit Operations(the Company), a component unit of the City of Roanoke, Virginia (the City), by substituting the attached Appendix I for the Appendix I originally attached to our Engagement Letter. The attached Appendix I lists the services to be rendered and related fees to provide each specified service for the identified time period. Except as specified in this letter and in the Appendix I attached to this letter,all provisions of the aforementioned Engagement Letter and contract previously established on June 10, 2010 remain in effect until either Management or we terminate this agreement or mutually agree to the modification of its terms. The fees for each subsequent year during the duration of the contract will be based on the contract terms previously established on June 10,2010. We will also perform certain limited procedures to the required supplementary information as required by auditing standards generally accepted in the United States of America. However,we will not express an opinion or provide any assurance on the information. Our report relating to the financial statements will include our consideration of required supplementary information. While our reports may be sent to the Company electronically for your convenience, only the hard copy reports are to be relied upon as our work product. The Company agrees to provide prompt notification if the Company or any of its subsidiaries currently are or become subject to the laws of a foreign jurisdiction that require regulation of any securities issued by the Company or such subsidiary. In connection with the performance of services under the Engagement Letter, KPMG may utilize the services of KPMG controlled entities,KPMG member firms and/or third party service providers within and without the United States to complete the services under the Engagement Letter.Moreover,KPMG may utilize third party service providers within and without the United States to provide, at KPMG's direction,administrative and clerical support services to KPMG. Collaboration Site KPMG has developed a collaborative, virtual workspace ("Collaboration Site") in a protected, online environment. This Collaboration Site allows for the placement of certain documents into the Collaboration Site to be used by those providing the Services to you. The Collaboration Site will be KFnc LLP la a Dela r re nmeee I(LUP.,ann.•slip. the US member llrm n KP 1G Inte,NOnlr Coo.,t!w I KPN61Iynmuto,r..e S'Ia nay Board of Directors Greater Roanoke Transit Company April 19,2012 Page 2 decommissioned at the end of the Engagement, unless otherwise required by applicable law or professional standards, or other requirements of the engagement team. In order to maintain the confidentiality of the information contained in the Collaboration Site, KPMG has taken certain steps to provide protection against unauthorized access. Access to the Collaboration Site is limited to KPMG authenticated and authorized users and the Collaboration Site is protected by encryption and a secure network. Other Government Auditing Standards Matters As required by Government Auditing Standards, we have attached a copy of KPMG's most recent peer review report. sf * t♦ It is our understanding that the Municipal Auditor will forward a copy of this letter to the members of the Board of Directors. We shall be pleased to discuss this letter with you at any time. For your convenience in confirming these arrangements, we enclose a copy of this letter. Please sign in the space provided and return the copy to us. Very truly yours, KPMG LLP K . �Gn-r'Y it Timothy Conner Partner KP Board of Directors Greater Roanoke Transit Company April 19,2012 Page 3 cc: Mr.Carl L. Palmer General Manager Greater Roanoke Transit Company Ms. Stephanie Giles Director of Finance Greater Roanoke Transit Company Ms. Ann H. Shawver Treasurer Greater Roanoke Transit Company Mr.Drew Harmon Municipal Auditor City of Roanoke ACCEPTED: Greater Roanoke Transit Company Authorized •ignaturc VP 0 Tide{ //Ad ryl�/ 620 i; Datd Appendix I Fees for Services Based upon the contract terms previously established on June 10, 2010, our fees for services we will perform are as follows: Audit of the financial statements of the Greater Roanoke Transit Company - (Transit Operations) as of and for the years ended June 30, 2012 and 2011 $ 19.800 The above fees for services will be billed in accordance with the contact terms previously established on June 10, 2010 and are based on the level of experience of the individuals who will perform the services. Circumstances encountered during the performance of these services that warrant additional time or expense could cause us to be unable to deliver them within the terms previously established. We will endeavor to notify you of any such circumstances as they are assessed. Where KPMG is reimbursed for expenses,it is KPMG's policy to bill clients the amount incurred at the time the good or service is purchased. If KPMG subsequently receives a volume rebate or other incentive payment from a vendor relating to such expenses,KPMG does not credit such payment to the client. Instead, KPMG applies such payments to reduce its overhead costs, which costs are taken into account in determining KPMG's standard billing rates and certain transaction charges which may be charged to clients St pwc System Review Report To the Partners of KPMG LLP and the National Peer Review Committee of the AICPA Peer Review Board We have reviewed the system of quality control for the accounting and auditing practice of KPMG LLP(the Finn),applicable to non-SEC issuers,in effect for the year ended March 31,2011. Our peer review was conducted in accordance with the Standards for Performing and Repotting on Peer Reviews established by the Pea Review Board of the American Institute of Certified Public Accountants. The Firm is responsible for designing a system of quality control and complying with it to provide the Firm with reasonable assurance of performing and reporting in conformity with applioable professional standards in all material respects. Our responsibility is to express an opinion on the design of the system of quality control and the Firm's compliance therewith based on our review. The nature, objectives, scope, limitations of, and the procedures performed in a System Review are descnbed in the standards at wwwaica.ore/orsummary As required by the standards, engagements selected for review included engagements performed under Government Auditing Standards, audits of employee benefit plans, an audit performed undo FDICIA.and an audit of a carrying broker-dealer In our opinion,the system of quality control for the accounting and auditing practice of KPMG LLP, applicable to non-SEC issuers, in effect for the year ended March 31, 2011, has been suitably designed and complied with to provide the Firm with reasonable assurance of performing and reporting in conformity with applicable professional standards in all material tespects. Finns can receive a rating of pass.pan with deficiency(ies) or fail. KPMG LLP has received a peer review ratio of pass.l / �/ 7, / December 2,2011 PrieewaterhouseCoopers LLP,400 Campus Drive,P.O.Box 988.fathomPark,N✓07932 r.(973)236 4a oo,F.(973)236 5000,www.pwc.com/us A Amen an InsU'ate or CPAs A1CPA) Peer Review Program 220 Lcig'r Farm Road Durham, NC 27767-0110 December 8,2011 John B.Veihmeyer, CPA KPMG LLP 345 Park Ave Bsmt LB6 New York, NY 10154 Dear Mr.Veihmeyer. It is my pleasure to notify you that on December 8,2011 the National Peer Review Committee accepted the report on the most recent system peer review of your firm.The due date for your next review is September 30, 2014. This is the date by which all review documents should be completed and submitted to the administering entity. As you know,the report had a peer review rating of pass.The Committee asked me to convey its congratulations to the firm. Sincerely, s•••• /11.4%, James W. Brackens, Jr. Vice President—Ethics and Quality Practice +1.919.402.4502 narcRaicna.orq cc: Betty Jo Charles, CPA Firm Number. 10054128 Review Number: 320334 Administered by the National Peer Review Committee 1:919.402.4502 I F:919.402.4875 I aicpa.org V October 31,2012 KPMG LLP 10 South Jefferson Street, Suite 1010 Roanoke,VA 24011-1331 Ladies and Gentlemen: We are providing this letter in connection with your audits of the statements of net assets of the Greater Roanoke Transit Company—Transit Operations(the Company),a discretely presented component unit of the City of Roanoke,Virginia,as of June 30,2012 and 2011,and the related statements of revenue, expenses and changes in net assets,and cash flows for the years then ended for the purpose of expressing opinions as to whether the financial statements present fairly,in all material respects,the financial position of the Company,and the changes in its net assets,and its cash flows in conformity with U.S.generally accepted accounting principles. Certain representations in this letter are described as being limited to matters that are material. Items are considered material,regardless of size,if they involve an omission or misstatement of accounting information that, in the light of surrounding circumstances,makes it probable that the judgment of a reasonable person relying on the information would be changed or influenced by the omission or misstatement. We confirm,to the best of our knowledge and belief,the following representations made to you during your audits: 1. The financial statements referred to above are fairly presented in conformity with U.S. generally accepted accounting principles. 2. We have made available to you: a. All financial records and related data. b. All minutes of the meetings of the Board of Directors,or summaries of actions of recent meetings for which minutes have not yet been prepared. 3. Except as disclosed to you in writing,them have been no: a. Communications from regulatory agencies,governmental representatives,employees,or others concerning investigations or allegations of noncompliance with laws and regulations in any jurisdiction,deficiencies in financial reporting practices,or other matters that could have a material adverse effect on the financial statements,except as disclosed in the financial statements or notes to the financial statements. b. False statements affecting the Company's financial statements made to the Company's internal auditors in connection with your audit. Greater Roanoke Transit Company P.O. Box 13247 • Roanoke,Virginia 24032 • Phone:540.982.0305 • Fax: 540.982.2703 • www.valleymetro.com KPMG LLP October 31,2012 Page 2 4. There are no: a. Violations or possible violations of laws or regulations,whose effects should be considered for disclosure in the financial statements or as a basis for recording a loss contingency. b. Unasserted claims or assessments that our lawyer has advised us are probable of assertion and must be disclosed in accordance with Statement of Financial Accounting Standards(SFAS)No. 5,Accounting for Contingencies. c. Other liabilities or gain or loss contingencies that are required to be accrued or disclosed by SFAS No. 5. d. Material transactions,for example,grants or encumbrances that have not been properly recorded in the accounting records underlying the financial statements. e. Events that have occurred subsequent to the date of the statement of net assets and through the date of this letter that would require adjustments to or disclosure in the financial statements,except as disclosed in the financial statements or notes to the financial statements. 5. There are no uncorrected fmancial statement misstatements that should be summarized on a schedule of uncorrected financial statement misstatements. 6. We acknowledge our responsibility for the design and implementation of programs and controls to prevent,deter and detect fraud. We understand that the term"fraud"is defined as misstatements arising from fraudulent financial reporting and misstatements arising from misappropriation of assets. Misstatements arising from fraudulent financial reporting are intentional misstatements,or omissions of amounts or disclosures in financial statements to deceive financial statement users. Misstatements arising from misappropriation of assets involve the theft of an entity's assets where the effect of the theft causes the financial statements not to be presented in conformity with U.S. generally accepted accounting principles. 7. We have no knowledge of any fraud or suspected fraud affecting the entity involving: a. Management, b. Employees who have significant roles in internal control over financial reporting,or c. Others where the fraud could have a material effect on the financial statements. S. We have no knowledge of any allegations of fraud or suspected fraud affecting the entity received in communications from employees,former employees,regulators,or others. KPMG LLP October 31,2012 Page 3 9. The Company has no plans or intentions that may materially affect the carrying value or classification of assets and liabilities. 10. We have no knowledge of any officer or director of the Company,or any other person acting under the direction thereof,having taken any action to fraudulently influence,coerce, manipulate or mislead you during your audits. 11. The following have been properly recorded or disclosed in the financial statements: a. Related party transactions including sales,purchases,loans,transfers, leasing arrangements,guarantees,ongoing contractual commitments and amounts receivable from or payable to related parties. The term"related party"refers to affiliates of the enterprise;entities for which investments in their equity securities would be required to be accounted for by the equity method by the enterprise;trusts for the benefit of employees, such as pension and profit-sharing trusts that are managed by or under the trusteeship of management;principal owners of the enterprise;its management;members of the immediate families of principal owners of the enterprise and its management;and other parties with which the enterprise may deal if one party controls or can significantly influence the management or operating policies of the other to an extent that one of the transacting parties might be prevented from fully pursuing its own separate interests. Another party also is a related party if it can significantly influence the management or operating policies of the transacting parties or if it has an ownership interest in one of the transacting parties and can significantly influence the other to an extent that one or more of the transacting parties might be prevented from flatly pursuing its own separate interests. b. Guarantees,whether written or oral,under which the Company is contingently liable. c. Arrangements with financial institutions involving compensating balances or other arrangements involving restrictions on cash balances and lines of credit or similar arrangements. d. Agreements to repurchase assets previously sold,including sales with recourse. e. Changes in accounting principle affecting consistency. f. The existence of and transactions with joint ventures and other related organizations. 12. Capital assets are properly capitalized,reported and, if applicable,depreciated. There are no liens or encumbrances on such assets nor has any asset been pledged as collateral. KPMG LLP October 31,2012 Page 4 13. The Company has complied with applicable laws,regulations,contracts and grants that could have a material effect on the financial statements in the event of noncompliance. 14 Management is responsible for compliance with the laws,regulations,donor restrictions, and provisions of contracts and grant agreements applicable to the Company. Management has identified and disclosed to you all laws,regulations,donor restriction,and provisions of contracts and grant agreements that have a direct and material effect on the determination of financial statement amounts. 15. The Company has identified and properly accounted for all nonexchange transactions. 16. We have disclosed to you all deficiencies in the design or operation of internal control over financial reporting of which we are aware,which could adversely affect the Company's ability to initiate,authorize,record,process,or report financial data We have separately disclosed to you all such deficiencies that we believe to be significant deficiencies or material weaknesses in internal control over financial reporting,as those terms are defined in Statement on Auditing Standards No. 115, Communicating Internal Control Related Matters Identified in an Audit. 17. We believe that all material expenditures that have been deferred to future periods will be recoverable. 18. Deposits and investment securities are properly classified and reported. 19. The Company has no: a. Commitments for the purchase or sale of services or assets at prices involving material probable loss. b. Material amounts of obsolete,damaged,or unusable items included in the inventories at greater than salvage values. 20. Expenses have been appropriately classified in or allocated to functions and programs in the statement of revenues,expenses and changes in net assets,and allocations have been made on a reasonable basis. 21. Revenues are appropriately classified in the statement of revenues,expenses and changes in net assets. 22. Receivables reported in the financial statements represent valid claims against debtors arising on or before the date of the statement of net assets and have been appropriately reduced to their estimated net realizable value. KPMG LLP October 31,2012 Page 5 23. The following information about financial instruments with off-balance-sheet risk and financial instruments with concentrations of credit risk has been properly disclosed in the financial statements: a. Extent,nature,and terms of financial instruments with off-balance-sheet risk; b. The amount of credit risk of financial instruments with off-balance-sheet credit risk and information about the collateral supporting such financial instruments;and c. Significant concentrations of credit risk arising from all financial instruments and information about the collateral supporting such financial instruments. 24. We have disclosed to you all accounting policies and practices we have adopted that,if applied to significant items or transactions,would not be in accordance with U.S.generally accepted accounting principles.We have evaluated the impact of the application of each such policy and practice,both individually and in the aggregate,on the Company's current period financial statements,and the expected impact of each such policy and practice on future periods'financial reporting. We believe the effect of these policies and practices on the financial statements is not material. Furthermore,we do not believe the impact of the application of these policies and practices will be material to the financial statements in future periods. 25. The financial statements properly classify all activities. 26. Components of net assets(invested in capital assets,net of related debt;restricted;and unrestricted)are properly classified and,if applicable,approved. 27. We acknowledge our responsibility for the presentation of required supplementary information, such as management's discussion and analysis, in accordance with the applicable criteria and prescribed guidelines established by the Governmental Accounting Standards Board and: a. Believe the required supplementary information,including its form and content,is measured and fairly presented in accordance with the applicable criteria and prescribed guidelines. b. The methods of measurement or presentation of the required supplementary information have not changed from those used in the prior period. c. The significant assumptions or interpretations underlying the measurement or presentation of the required supplementary information are reasonable and appropriate in the circumstances. 28. The Company has complied with all applicable laws and regulations in adopting,approving and amending budgets. KPMG LLP October31,2012 Page 6 29. The Company has elected to apply the option allowed in paragraph 7 of GASH Statement No.20,Accounting and Financial Reporting for Proprietary Activities,and,as a consequence,applies Financial Accounting and Standards Board Statements and Interpretations that do not conflict with GASB Statements and Interpretations. 30. In accordance with Government Auditing Standards,we have identified to you all previous audits,attestation engagements,and other studies that relate to the objectives of this audit, including whether related recommendations have been implemented. 31. Provision has been made in the financial statements for any material loss that is probable from environmental remediation liabilities. We believe that such estimate has been determined in accordance with the provisions of GASB Statement No.49,Accounting and Financial Reporting for Pollution Remediation Obligations,and is reasonable based on available information. 32. The Company has properly applied the requirements of GASB Statement No. 51, Accounting and Financial Reporting for Intangible Assets, including those related to the recognition of outlays associated with the development of internally generated computer software. Further,we confirm that we are responsible for the fair presentation in the financial statements of financial position,changes in net assets,and cash flows in conformity with U.S. generally accepted accounting principles. We are also responsible for establishing and maintaining effective internal control over financial reporting. Very truly yours, GREATER ROANO TRANSIT COMPANY ' �_ Ave Carl L.Palmer S hanie Giles GI t onager Director of Finance � �_ oph P. Morrill Shawver Vice President of Operations Treasurer COMMONWEALTH OF VIRGINIA dP°w b"�ti STATE CORPORATION COMMISSION G. r Office of the Clerk November 2, 2012 DANIEL JOSEPH CALLAGHAN ROOM 464 NOEL C. TAYLOR MUNICIPAL BUILDING 215 CHURCH AVENUE, S.W. ROANOKE,VA 24011 RECEIPT RE: GREATER ROANOKE TRANSIT COMPANY ID: 01537455 DCN: 1211025285 Dear Customer: This is to acknowledge the filing of a statement of change of registered office and/or registered agent for the above-referenced corporation with this office. The effective date of the change is November 2, 2012. If you have any questions about this matter, please contact this office at the addresses or telephone numbers shown below. Sincerely, RECEIPT CISECOM Joel H. Peck Clerk of the Commission P 0.Box 1197,Richmond,VA 23218-1197 Tyler Building.First Floor,1300 East Main Street,Richmond,VA 23219-3630 Clerk's Office(804)371-9733 or(866)722-2551(toll-free in Virginia)www.scc.virginia-gov/clk Telecommunications Device for the Deal TODNoice:M04)371-9206 f«cludt At Amok Nuw�• °.FC. oP° •1o.0 COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION • Ct.: a n STATEMENT OF CHANGE OF REGISTERED OFFICE eFile AND/OR REGISTERED AGENT CHANGE (12/09) 1. RE: GREATER ROANOKE TRANSIT COMPANY ID: 01537455 2. Current registered agent's name and registered office address on record (including the jurisdiction in which the registered office is physically located): DANIEL JOSEPH CALLAGHAN 215 CHURCH AVENUE S W ROANOKE, VA 24011 (ROANOKE CITY) 3. The current registered agent is an individual who is a resident of Virginia and a member of the Virginia State Bar. 4. The registered agents name and registered office address after this statement is filed with the Commission (including the jurisdiction in which the registered office is physically located): Daniel Joseph Callaghan Room 464 Noel C. Taylor Municipal Building 215 Church Avenue, S.W. Roanoke, VA 24011 (ROANOKE CITY) 5. The registered agent named in item 4 is an individual who is a resident of Virginia and a member of the Virginia State Bar. 6. After the foregoing change or changes are made, the corporation will be in compliance with the requirements of§13.1-634, 13.1-763, 13.1-833 or 13.1-925 of the Code of Virginia. Signed on November 2, 2012, on behalf of GREATER ROANOKE TRANSIT COMPANY By: Jonathan E. Craft, Assistant Secretary /s/Jonathan E. Craft Regis;ered-Agent Change Confirmation Page 1 of 1 Payment by eCheck is currently unavailable.We apologize for any inconvenience this may cause. SCC eFile Registered Agent Change Confirmation Your transaction is complete.You may wish to print this page along with the form for your records. SCC ID: 01537455 Entity Name: GREATER ROANOKE TRANSIT COMPANY Date: 11/2/2012 Submitted By: Jonathan Craft Document Type: Registered Agent Change Document Control Number: 1211025285 Screen MI e4010 https://sccefile.scc.virginia.gov/Order/90d8ecb6-6fed-454d-9479-f9d63510fb9e/FilingConfirmation 11/2/2012 r °"` °'`rbt COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION �!;I,, a STATEMENT OF CHANGE OF REGISTERED OFFICE eFile AND/OR REGISTERED AGENT CHANGE (12/09) 1. RE: GREATER ROANOKE TRANSIT COMPANY ID: 01537455 2. Current registered agent's name and registered office address on record (including the jurisdiction in which the registered office is physically located): TIMOTHY R. SPENCER 464 NOEL C. TAYLOR MUNICIPAL BUILDING 215 CHURCH AVENUE S.W. ROANOKE, VA 24011-1595 (ROANOKE CITY) 3. The current registered agent is an individual who is a resident of Virginia and an officer of the corporation. 4. The registered agent's name and registered office address after this statement is filed with the Commission (including the jurisdiction in which the registered office is physically located): Daniel Joseph Callaghan 215 Church Avenue S W Roanoke, VA 24011 (ROANOKE CITY) 5. The registered agent named in item 4 is an individual who is a resident of Virginia and a member of the Virginia State Bar. 6. After the foregoing change or changes are made, the corporation will be in compliance with the requirements of§13.1-634, 13.1-763, 13.1-833 or 13.1-925 of the Code of Virginia. Signed on November 1, 2012, on behalf of GREATER ROANOKE TRANSIT COMPANY By: Jonathan E. Craft, Assistant Secretary /s/Jonathan E. Craft COMMONWEALTH OF VIRGINIA +e. rp'' yl_ STATE CORPORATION COMMISSION r `ql_ Office of the Clerk .m DANIEL JOSEPH CALLAGHAN November 1, 2012 215 CHURCH AVENUE S W ROANOKE,VA 24011 RECEIPT RE: GREATER ROANOKE TRANSIT COMPANY ID: 01537455 DCN: 1211015794 Dear Customer: This is to acknowledge the filing of a statement of change of registered office and/or registered agent for the above-referenced corporation with this office. The effective date of the change is November 1, 2012. If you have any questions about this matter, please contact this office at the addresses or telephone numbers shown below. Sincerely, RECEIPT CISECOM 8042244469.• Joel H. Peck Clerk of the Commission P.O.Box 1197,Richmond,VA 23218-1197 Tyler Building,First Floor,1300 East Main Street.Richmond,VA 23219-3630 Clerk's Office(804)371-9733 or(866)722-2551 (toll-free in Virginia)wwwscavirginia govfclk Telecommunications Device for the Deaf-TDDNoice:(804)371-9206 Registered Agent Change Confirmation Page 1 of Payment by eeheck is currently unavailable.We apologize for any inconvenience this may cause. SCC¢File Registered Agent Change Confirmation Your transaction is complete.You may wish to print this page along with the form for your records. SCC ID: 01537455 Entity Name: GREATER ROANOKE TRANSIT COMPANY Date: 11n/2012 Submitted By: Jonathan Craft Document Type: Registered Agent Change Document Control Number: 1211015794 Screen ID:e4010 https://sccefle.scc.virginia.gov/Order/f9274500-74l7-4d2e-a5ff-673e5f7345b5/FilingConfrmation 11/1/2012 . _ '� -4,0.4.1*;,4. COMMONWEALTH OF VIRGINIA 4 STATE CORPORATION COMMISSION �la aJ• oea STATEMENT OF CHANGE OF REGISTERED OFFICE eFile AND/OR REGISTERED AGENT CHANGE (12/09) 1. RE: GREATER ROANOKE TRANSIT COMPANY ID: 01537455 2. Current registered agent's name and registered office address on record (including the jurisdiction in which the registered office is physically located): TIMOTHY R. SPENCER 464 NOEL C. TAYLOR MUNICIPAL BUILDING 215 CHURCH AVENUE S.W. ROANOKE, VA 24011-1595 (R OKE CITY) 3. The current registered agent is an individual i resident of Virginia and an officer of the corporation. ` 4. The registered agents name and re effice address after this statement is filed with the Commission (including the jurisdic. iich the registered office is physically located): Daniel Joseph Callagh 215 Church Avenue Roanoke, VA 24011 (ROANOKE CITY) 5. The registered agent named in item 4 is an individual who is a resident of Virginia and a member of the Virginia State Bar. 6. After the foregoing change or changes are made,the corporation will be in compliance with the requirements of§13.1-634, 13.1-763, 13.1-833 or 13.1-925 of the Code of Virginia. Signed on November 1, 2012, on behalf of GREATER ROANOKE TRANSIT COMPANY By: Jonathan E. Craft,Assistant Secretary /s/Jonathan E. Craft EC 21 P61205 Greater Roanoke Transit Company Board of Directors Meeting Roanoke,Virginia December 20,2013 David A.Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board Subject: Greater Roanoke Transit Company October 2012 Financial Report The attached report provides financial performance information for the period ending October 2012. Greater Roanoke Transit Company (GRTC) experienced net income of $237,867, an improvement of approximately$155,975 compared to the same period in FY 2012. The significant factors affecting financial performance are outlined below. Operating Income Total operating income increased .1%above the same period for FY 2012 but it is .3%below the established budget.Significant factors affecting operating income include: • Fare revenues increased 3.3% compared to FY 2012 and are .6% above the established budget. Although fare revenue has increased for the base fixed route service, it has decreased for the Smart Way service. Revenue from the sale of monthly and weekly passes for the base fixed route service and the Smartway service has declined. • Advertising revenue decreased approximately .5% although it is 1.7% above the established budget. • Non-Transportation revenue, primarily rental and parking income, decreased approximately 20S%and is 6.3%below budget. Operating Expenses Total operating expenses increased 1.7% compared to FY 2012, but is 1.5% below the established budget. Significant factors affecting operating expenses include: Greater Roanoke Transit Company P.O.Box 13247 • Roanoke,Virginia 24032 • Phone: 540.982.0305 • Fax: 540.982.2703 • www.valleymetro.com David A. Bowers, President and Members of the Board of Directors GRTC Financials December 20,2012 Page 2 • Labor and Fringe Benefit expenses increased 2%, but are approximately 9.2% below the established budget. • Materials and supplies (fuel, parts, tires, etc.) expense decreased .7%, but exceeds budget by 2.3%. • Miscellaneous expenses increased 9.8%and exceeds budget by approximately 3.4%. The increase is primarily due to an 11.8%increase in purchased transportation expense. Operating Assistance Total operating assistance increased approximately 10% over the same period in FY 2012 and exceeds budget by approximately 1.6%. Significant factors impacting operating assistance include: • State operating assistance increased approximately 24% and is 2.6% above the established budget. • Federal operating assistance increased approximately 7% and is 2% above the established budget. Respectfully Submitted, Carl L. Palmer General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Four Months Ending October 31,2012 FY FY FY 13 October October BUDGET % FY 13 2013 2012 TOTAL BUDGET OPERATING INCOME Operating Revenue $730,973 82 $707,299.03 $2,157,445.00 33.88% Advertising Revenue 43,50122 43,711.80 128,18000 34.48% Non-Transportation Revenues 41,55927 63,86784 189,390.00 21.94% Total Income $816,034.31 $814878.67 $2476015.00 33.00% OPERATING EXPENSES Labor-Hourly&Salary $1,023604.97 $981657.52 $3232,360.00 31.67% Fringe Benefits 496676.75 510541.49 1,796402.00 27.78% Services 166171.32 170,573.47 530,453.00 31.33% Materials&Supplies 667,687.80 672062.26 1.874,02300 35.63% Utilities 66578.73 71,140.25 276,670.00 24.79% Insurance Costs 117,315.10 118,835.24 419,324.00 27.98% Miscellaneous Expenses 333,509.82 303685.67 907,784.00 36.74% Total Expenses $2,875.544.49 $2,828,495.90 $9,036,016.00 31.82% Net Loss ($2,059,510.18) ($2,013.617.23) ($6,563,001.00) 31.38% Local Grants $682,21341 6662,074.89 $2,023,636 00 33.71% State Grants 565,916.00 455,059.00 1,570,533.00 36.03% Federal Grants 1,049,248.00 978,375.00 2968,832.00 35.34% Total Subsidies $2,297,377.41 $2,095,508.89 $6,563,001.00 35.00% Net Income(loss) $237,867.23 $81691.66 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 10/31/2012 10/31/2011 Year-to-Date Year-to-Date %of Change ASSETS CASH $ 1,040,952.93 $ 536,541.23 94% ACCOUNTS RECEIVABLE $ 813,548.61 $ 1,072,537.07 -24% INVENTORY $ 471,038.75 $ 465,254.96 1% FIXED ASSETS FIXED ASSETS $ 29,476,921.11 $ 29,474,343.83 0% ACCUMULATED DEPRECIATION $ (17,527,919.59) $ (16,038,24232) 9% NET FIXED ASSETS $ 11,949,001.52 $ 13,436,101.51 -11% PREPAYMENTS $ 160,578.60 $ 49,038.68 227% TOTAL ASSETS $ 14,435,120.41 $ 15,559,473.45 -7% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 432,423.32 $ 340,907.01 27% PAYROLL LIABILITIES $ 268,642.87 $ 216,320.92 24% OTHER LIABILITIES $ 651,355.16 $ 462,124.29 41% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 4,921,840.10 $ 5,138,494.60 -4% DEPRECIATION EXPENSE $ (612,971.51) $ (634,082.52) -3% RETAINED EARNINGS $ 8,505,517.24 $ 9,935,164.49 -14% CAPITAL CONTRIBUTIONS $ 30,441.00 $ 18,648.00 63% NET INCOME (LOSS) $ 237,867.23 $ 81,891.66 190% TOTAL CAPITAL $ 13,082,699.06 $ 14,540,121.23 -10% TOTAL LIABILITIES&CAPITAL $ 14,435,120.41 $ 15,559,473.45 -7%