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HomeMy WebLinkAbout01/16/18 - 11/16/20�s GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 11, 2018 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Tuesday, January 16, 2018, 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. Sincerreelly, nc Stephanie M. Moon Reynolds Secretary PC: Robert S. Cowell, Jr., City Manager Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Amelia C. Merchant, Director of Finance Troy A. Harmon, Municipal Auditor Laura M. Carini, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Kevin Price, Assistant General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Stephanie Giles, Director of Finance, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 ' GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 16, 2018 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA Call to Order -- Roll Call, Director Payne arrived late. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, November 20, 2017. Without objection, minutes approved as written. 3. Reports of Officers: a. General Manager: Management Update a. Smart Way Express — Memorandum of Understanding (MOU) Executed — GRTC & Virginia Tech b. Campbell Court Brick Facade Repair During remarks, Director Payne entered the meeting (1:09 a.m.). c. Transit Fare Increase (Update) d. Transit Ridership Update Received and filed. 2. Financial report for November 2017. Received and filed. 3. Authorization to file Federal and State Grants for Fiscal Year 2019. Resolution adopted, as amended. (7 -0) 4. Authorization to Purchase Replacement Buses Resolution adopted. (7 -0) 5. Approval of GRTC Alley Closure and Combination Plan Transaction Resolution adopted. (7 -0) 6. Adoption of GRTC's Updated Title VI Policy Resolution adopted. (7 -0) L \CLERK \DATA\smmoon \GRTC.18 \January 16, 2018 Action Agenda,doc 4. Other Business: Discussion regarding the proposed Walmart Shelter. 5. Next Meeting. Monday, March 19, 2018 at 1:00 p.m. in the EOC Conference Room. 6. Adjourn. 1:33 P.M. L: \CLERK \DATA \smmoon \GRTC,18 \January 16, 2018 Action Agwdaooc M Greater Roanoke Transit Company Board of Directors Meeting Management Update January 16, 2018 Planning and Special Projects Smart Wav Express A Memorandum of Understanding ( "MOU ") has been executed between GRTC and Virginia Tech. This Agreement involves the operation of commuter service for Virginia Tech students, Virginia Tech faculty /staff, and the general public. The Smart Way Express (SWX) will provide a direct link between the campus of Virginia Tech and Virginia Tech Carilion Research Institute (VTCRI). The SWX service will begin in July 2018. Campbell Court Facade Incident On December 27", 2017 at approximately 6:35pm, Valley Metro staff reported bricks from the Campbell Avenue side of the transfer center fagade had fallen. No injuries were immediately reported. GRTC management and City Administration were informed of the incident and with the assistance of the City Engineer's office, a temporary solution for safety was installed and a plan of permanent repair was formulated. Fagade repairs were to commence on January 1d" and reach completion on January 12!', 2018. Normal transit operations were not affected. Transit Fare Increase (UPDATE As of January 1", 2018, GRTC's base transit fare increased from $1.50 to $1.75. The changeover was successful from an operations perspective, no major issues reported. Transit passengers quickly adapted to the change in fare policy as a result of effective communications and well - attended public participation meetings. Fiscal 2018 Ridership Overall, ridership for FY 2018 year to date as of November, 2017 is 3.6% below FY 2017. GRTC's ridership percentage change for November year to date for FY17 compared to November year to date for FY16 for each GRTC service type is detailed below: Fixed Route: (-3.4%) Smart Way: (-3.0%) Star Line Trolley: (-13.2%) STAR: +12.7 Respecttul fitted, K n Assi nt General Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary _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 Roanoke, Virginia January 16, 2018 William D. Bestpitch, President and Members of the Board of Directors Dear President Bestpitch and Members of the Board: Subject: Greater Roanoke Transit Company November 2017 Financial Report The attached report provides financial performance information for November of Fiscal Year (FY) 2018. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $437,028 a decrease of $42,906 compared to the same period in FY 2017. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 1.6% over the same period last year and is 1.9% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased approximately 1.5% compared to FY 2017 and are within 1 °%of the established budget. • Other Revenues (advertising, building rental, parking, miscellaneous) increased 29% and are 13.2% above the established budget. • Federal and State Revenue increased 1.2 °% and is performing at a level that exceeds budget expectations. Expenses Total expenses increased 2.9% compared to FY 2017 and are performing 2.5 °% below the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased approximately 1.9% but are performing 1.8% below the established budget. 6�ft�la®��lF ®�tlnQmnpany/ William D. Bestpitch, President and Members of the Board of Directors GRTC Financials January 16, 2018 Page 2 • Services increased approximately 1.4% but are performing 6.4% below the established budget. • Materials and Supplies decreased 16.7 °% and 9.8% below the established budget. • Utilities increased less than 1% and are approximately 6 °% below the established budget. • Property insurance decreased 4.2% and is 3.2% below the established budget. • Miscellaneous Expense increased 27.9 °% and is 3.8% above the established budget. Respectfu ly mitted, Ke ' L. Price Assistant 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 Five Months Ending November 30, 2017 FY FY FY 18 2018 2017 BUDGET % FY 18 November November TOTAL BUDGET OPERATING INCOME Operating Revenue $807,155.71 $819,337.88 $2,122,720.00 38.02% Non - Transportation Revenues 143098.40 110904.99 22301 64.15% Total Income $950,254.11 $930,242.87 $2,345,804.00 40.51% OPERATING EXPENSES Labor - Hourly &Salary $1,627,151.16 $1,607,700.62 $3,756,673.00 43.31% Fringe Benefits 718,578.71 695,449.47 1,804,992.00 39.81% Services 250,381.56 246,849.95 589,465.00 42.48% Materials & Supplies 427,331.77 513,256.30 1,261,734.00 33.87% Utilities 92,680.18 92,013.79 262,212.00 35.35% Insurance Costs 103,536.31 108,044.43 379,475.00 27.28% Miscellaneous Expenses 709,880.08 554,832.45 1,313,092.00 54.06% Total Expenses $3,929,539.77 $3,818,147.01 $9,367,643.00 41.95% Net Loss ($2,979,285.66) ($2,887,904.14) ($7,021,839.00) 42.43% Local Grants $977,881.05 $957,380.60 $2,312,924.00 42.28% State Grants 812,534.00 899,187.00 1,709,287.00 47.54% Federal Grants 1,625,899.00 1,511 271.00 2,999,628.00 54.20% Total Subsidies $3,416,314.05 $3,367,838.60 $7,021,839.00 48.65% Net Income (loss) $437,028.39 $479,934.4fi GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 11/30/2017 11/30/2016 Year -to -Date Year -to -Date %of Change ASSETS CASH $ 868,959.09 $ 618,023.70 41% ACCOUNTS RECEIVABLE $ 2,054,688.20 $ 1,352,488.23 52% INVENTORY $ 454,293.15 $ 546,380.06 -17% FIXED ASSETS FIXED ASSETS $ 32,532,977.31 $ 32,600,980.42 0% ACCUMULATED DEPRECIATION $ (23,267,302.22) $ (22,394,464.48) 4% NET FIXED ASSETS $ 9,265,675.09 $ 10,206,515.94 -9% PREPAYMENTS $ 89,682.70 $ 92,729.17 -3% TOTAL ASSETS $ 12,733,298.23 $ 12,816,137.10 -1% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 484,010.29 $ 395,428.07 22% PAYROLL LIABILITIES $ 386,729.17 $ 355,043.05 9% OTHER LIABILITIES $ 1,134,773.56 $ 943,720.63 20% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,838,567.60 $ 4,055,222.10 -5% DEPRECIATION EXPENSE $ (701,287.32) $ (708,562.80) -1% RETAINED EARNINGS $ 7,135,995.54 $ 6,998,686.59 2% CAPITAL CONTRIBUTIONS $ 17,476.00 $ 296,660.00 -94% NET INCOME (LOSS) $ 437,028.39 $ 479,934.46 -9% TOTAL CAPITAL $ 10,727,785.21 $ 11,121,945.35 -4% TOTAL LIABILITIES & CAPITAL $ 12,733,298.23 $ 12,816,137.10 -1% le- GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 17, 2018 Carl L. Palmer, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing copy of a Resolution authorizing the filing of applications with the Federal Transit Administration and the Commonwealth of Virginia Department of Rail and Public Transportation, an operating Administration of the United States Department of Transportation, for Federal Transportation Assistance authorized by 49 U.S.C. Chapter 53, and /or authorized by any other Federal statutes administered by the FTA, including, but not limited to, applicable Sections of 23 U.S.C. Chapter 23. The abovementioned resolution was adopted by the Board of Directors at its regular meeting held on Tuesday, January 16, 2018. Sincerely, /Se4hanile' MMoonIe � C olds Secretary Enclosure PC: Sherman M. Stovall, Assistant Vice - President of Operations Amelia C. Merchant, Treasurer Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Troy A. Harmon, Municipal Auditor Kevin Price, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING THE FILING OF APPLICATIONS WITH THE FEDERAL TRANSIT ADMINISTRATION ( "FTA ") AND THE COMMONWEALTH OF VIRGINIA DEPARTMENT OF RAIL AND PUBLIC TRANSPORTATION ( "DRPT "), AN OPERATING ADMINISTRATION OF THE UNITED STATES DEPARTMENT OF TRANSPORTATION, FOR FEDERAL TRANSPORTATION ASSISTANCE AUTHORIZED BY 49 U.S.C. CHAPTER 53, AND /OR AUTHORIZED BY ANY OTHER FEDERAL STATUTES ADMINISTERED BY THE FTA, INCLUDING, BUT NOT LIMITED TO, APPLICABLE SECTIONS OF 23 U.S.C. CHAPTER 23. WHEREAS, the Federal Transit Administrator has been delegated authority to award Federal financial assistance for a public transportation project; WHEREAS, the grant or cooperative agreement for Federal financial assistance will impose certain obligations upon the Greater Roanoke Transit Company ( "GRTC ") and may require GRTC to provide the local share of the project cost; and WHEREAS, GRTC has or will provide all annual certifications and assurances to the FTA required for the project. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: L The Board of Directors of GRTC designates that GRTC's General Manager and /or Assistant General Manager are each authorized to execute and file an application for Federal assistance on behalf of GRTC with FTA and DRPT for Federal assistance authorized by 49.U.S.C. Chapter 53, and /or authorized by any other Federal statutes administered by the FTA, including but not limited to, applicable sections of 23 U.S.C. Chapter 23. GRTC is the Designated Recipient as defined by 49 U.S.C. § 5302(4). 2. GRTC's General Manager and/or Assistant General Manager are each designated and authorized to execute and file with its application(s) the annual certification and assurances and other documents FTA and DRPT require before awarding a Federal assistance grant or cooperative agreement. 3. GRTC's General Manager and /or Assistant General Manager are each designated and authorized to execute grant and cooperative agreements with ETA and DRPT on behalf of GRTC, in a form approved by General Counsel, all as more particularly set forth in the report of the Assistant General Manager to this Board dated January 16, 2018. The Company's Secretary is also authorized to attest any such documents. CERTIFICATION to AUTHORIZING RESOLUTION The undersigned duly qualified Secretary, acting on behalf of the GRTC, certifies that the foregoing is a true and correct copy of a resolution adopted at a legally convened meeting of the Board of Directors of the Greater Roanoke Transit Company (`GRTC ") held on January 16, 2018. SEAL 1 � l,YY10J�, JQ,p, Stephanie M. Moon Reyno]o Secretary of the Board of Directors of the Greater Roanoke Transit Company e M Greater Roanoke Transit Company Board of Directors Meeting Action Item January 16, 2018 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch 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 (FY) 2018 - 2019. Background 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 FY 2018 -2019 GRTC will apply for the maximum amount allowed in federal operating and capital financial assistance. During the current 2017 -2018 fiscal year, the total amount of assistance GRTC will receive from FTA is approximately $2,967,855; the total amount of assistance GRTC will receive from VDRPT is approximately $2,021,469. The deadline for filing the applications for the above referenced assistance for FY 2018 -2019 is February 1, 2018. Recommendation Authorize the General Manager or Assistant General Manager to file applications requesting the maximum operating and capital financial assistance from FTA and VDRPT for FY 2018 -2019 and to accept and execute the necessary grant agreements in a form approved by legal counsel. Res a ul Submitted, L. Price A istant General Manager Cc: Vice President of Operations Greater Roanoke Transit Company PO Box 13247 • Roanoke, Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 www.valleymetro.com Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 17, 2018 Carl L. Palmer, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing copy of a Resolution authorizing Greater Roanoke Transit Company's President, Vice - President of Operations, Assistant Vice - President of Operations, General Manager, or Assistant General Manager or any combination of two of the four aforementioned individuals to execute a purchase contract, in a form approved by General Counsel, needed to purchase three replacement buses, in compliance with Federal Transit Administration Circular 4220.1f, in an amount not to exceed the available grant funds and in accordance with FTA and Virginia Public Procurement Act regulations; and authorizing the Vice President of Operations and General Manager or Assistant General Manager to take such further actions and execute such further documents, as may be necessary to implement, administer, and enforce such contract. The abovementioned resolution was adopted by the Board of Directors at its regular meeting held on Tuesday, January 16, 2018. Sincerely, Stephanie 1 o 1 Re �� Secretary Enclosure PC: Sherman M. Stovall, Assistant Vice - President of Operations Amelia C. Merchant, Treasurer Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Troy A. Harmon, Municipal Auditor Kevin Price, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro BOARD OF DIRECTORS OF THE GREATER ROANOKE "TRANSIT COMPANY A RESOLUTION AUTHORIZING GREATER ROANOKE TRANSIT COMPANY'S PRESIDENT, VICE - PRESIDENT OF OPERATIONS, ASSISTANT VICE - PRESIDENT OF OPERATIONS, GENERAL MANAGER, OR ASSISTANT GENERAL MANAGER OR ANY COMBINATION OF TWO OF THE FOUR AFOREMENTIONED INDIVIDUALS TO EXECUTE A PURCHASE CONTRACT, IN A FORM APPROVED BY GENERAL COUNSEL, NEEDED TO PURCHASE THREE (3) REPLACEMENT BUSES, IN COMPLIANCE WITH FEDERAL TRANSIT ADMINISTRATION (FTA) CIRCULAR 4220.1 F, IN AN AMOUNT NOT TO EXCEED THE AVAILABLE GRANT FUNDS AND IN ACCORDANCE WITH ETA AND VIRGINIA PUBLIC PROCUREMENT ACT REGULATIONS; AND AUTHORIZING THE VICE PRESIDENT OF OPERATIONS AND GENERAL MANAGER OR ASSISTANT GENERAL MANAGER TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTHER DOCUMENTS, AS MAY BE NECESSARY TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH CONTRACT. WHEREAS, Greater Roanoke Transit Company (GRTC) has three (3) Valley Metro urban coaches that have reached the end of their useful lives, as defined by Chapter IV, Section 41(2)(a)l &3 of the Federal Transit Administration's (FTA) Circular 5010.1E, by exceeding 500,000 miles; and WHEREAS, the estimated cost of the replacement buses is $1,346,348, and the sources of funds for these acquisitions are being funded by the Regional Surface Transportation Program (RSTP) as part of GRTC's Transit Bus Rehabilitation and Replacement Project. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: GRTC's President, Vice- President of Operations, Assistant Vice - President of Operations, General Manager, or Assistant General Manager or any combination of two of the four aforementioned individuals are each authorized, for and on behalf of GRTC to take such actions and execute a purchase contract, in a form approved by general counsel, to purchase three (3) fixed route Valley Metro service replacement buses referred to in the Assistant General Managers report dated January 16, 2018, to this Board. GRTC has the necessary funds N available by grant funds in the amount of $1,346,348 to procure the replacement buses, with no local matching funds required. The sources of funds include funds by the RSTP as part of GRTC's Transit Bus Rehabilitation and Replacement Project. 2. The Vice President of Operations and General Manager or Assistant General Manager are further authorized to take such further actions and execute such further documents, as may be necessary to implement, administer, and enforce such purchase contract, with any such documents to be in a form approved by General Counsel. 2 ATTEST: QtM S phmw ol,ds, S etary reater oanoke Transit Company Board of Directors Meeting Action Item January 16, 2018 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Authorization to Purchase Three (3) Replacement Low Floor Buses Background The Greater Roanoke Transit Company (GRTC) will be replacing three (3) urban coaches that have reached the end of their respective useful lives, as defined by Chapter IV, Section 3f (2) (a) 3 of the Federal Transit Administration's (FTA) Circular 5010.1 E, by exceeding 500,000 miles or 12 years of revenue service. The replacement low floor coaches will be 35 feet in length with seating capacity of 31 passengers. The estimated cost for the three (3) coaches is $1,346,348. This transit bus replacement project is being funded by the Regional Surface Transportation Program (RSTP) as part of GRTC's Transit Bus Rehabilitation and Replacement Project (80% Federal /20 State). No local matching funds required. Recommendation GRTC Board of Directors authorize the purchase of three (3) fixed route replacement buses in accordance with Sections 2a and 2e of GRTC November 15, 2010 Board Resolution and FTA / Virginia Public Procurement Act requirements; that either GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations or General Manager (or designee) or any combination of two of the four aforementioned individuals be authorized to execute a purchase contract for said buses. RReeessppe tful ubmitted, Ke . PriP sistant General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary 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 17, 2018 Carl L. Palmer, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing copy of a Resolution approving, authorizing, and ratifying the Letter Agreement between Greater Roanoke Transit Company and Todd A. Goodrich to sell to Goodrich a portion of an alley adjacent to 203 12� Street, S.E., Roanoke, Virginia, Official Tax Map No. 4110606, and 205 12' Street, S.E., Roanoke, Virginia, Official Tax Map No. 4110607, upon certain terms and conditions; and authorizing GRTC's General Manager and /or Assistant General Manager to execute such further documents and take such further actions as may be necessary to accomplish the above matters. The abovementioned resolution was adopted by the Board of Directors at its regular meeting held on Tuesday, January 16, 2018. Sincerely, Stephanie M. Moon Re s v Secretary Enclosure PC: Sherman M. Stovall, Assistant Vice - President of Operations Amelia C. Merchant, Treasurer Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Troy A. Harmon, Municipal Auditor Kevin Price, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro ,1 J BOARD OF DIRECTIONS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING, AUTHORIZING, AND RATIFYING THE LETTER AGREEMENT (AGREEMENT) BETWEEN GREATER ROANOKE TRANSIT COMPANY (GRTC) AND TODD A. GOODRICH (GOODRICH) TO SELL TO GOODRICH A PORTION OF AN ALLEY ADJACENT TO 203 12 TI STREET, S.E., ROANOKE, VIRGINIA, OFFICIAL TAX MAP NO. 4110606, AND 205 12' STREET, S.E., ROANOKE, VIRGINIA, OFFICIAL TAX MAP NO. 4110607 (PROPERTY), UPON CERTAIN TERMS AND CONDITIONS; AND AUTHORIZING GRTC'S GENERAL MANAGER AND /OR ASSISTANT GENERAL MANAGER TO EXECUTE SUCH FURTHER DOCUMENTS AND TAKE SUCH FURTHER ACTIONS AS MAY BE NECESSARY TO ACCOMPLISH THE ABOVE MATTERS. WHEREAS, Roanoke City Council vacated the alley on November 20, 2017, pursuant to Ordinance No. 41011 - 112017; WHEREAS, GRTC is now the current owner in fee simple of the Property, and the City is desirous of selling the Property to Goodrich, and Goodrich is desirous of acquiring the Property as he owns the two northeast parcels on the block adjacent to the Property, Official Tax Map Nos. 4110606 and 4110607; and WHEREAS, GRTC has executed the Agreement, attached to the report of the Assistant General Manager to this Board dated January 16, 2018 (Agenda Report), with Goodrich for the purchase of the Property for the sum of $1.00. THEREFORE, BE IT RESOLVED by the Board of Directors of Greater Roanoke Transit Company as follows: The Board approves, authorizes, and ratifies the Letter Agreement executed by GRTC's General Manager on behalf of GRTC, to sell to Goodrich the Property for the purchase price of $1.00. upon such terms and conditions as more particularly set forth in the Agenda Report. 2. GRTC's General Manager and /or Assistant General Manager are each further authorized to execute such further documents, including a Quitclaim Deed of Conveyance for the transfer of the Property to Goodrich in accordance with the terms of the Agreement, and take such further actions as may be necessary to implement, administer, and enforce the Agreement, and complete the sale and transfer of the Property to Goodrich. 3. GRTC's General Manager and /or Assistant General Manager are each further authorized on behalf of GRTC to negotiate and execute such further documents and take such further actions related to this matter and as may be necessary to implement, administer, and enforce the conditions and obligations that must be met by Goodrich pursuant to the Agreement. 4. The form of the documents referred to above and in the Agenda Report are to be approved by the General Counsel. ATTEST: Date Adopted :�a �]I_ 'g Qot `(1J Ste hanie M. Moon Re nolds, retary PI r ater oanoke Transit Company Board of Directors Meeting Action Item January 16, 2018 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Alley Closure and Conveyance Background GRTC is in the design phase of a construction project (Maintenance Expansion Facility) that will occupy real estate parcels it has acquired in Roanoke, Virginia, bound by a portion of Campbell Avenue, SE to the north, Kirk Avenue, SE to the south, 11th Street, SE to the west, and a portion of 12th Street, SE to the east. In the process of combining real estate parcels, an alley was discovered during the survey, therefore the alley would need to be closed when the properties are combined. The adjacent alley property owners, City Of Roanoke (conveyed to GRTC) and Mr. Todd Goodrich, each own half of the Alley. Mr. Todd Goodrich ( "Purchaser ") expressed interest in purchasing GRTC's legal interest in half of the Alley from GRTC and being responsible for maintaining it. GRTC is willing to convey and release its legal interest in the alley. The Purchaser shall pay the Purchase Price ($1.00) to GRTC at settlement as set forth in Section 4 of the "Letter Agreement for conveyance from Greater Roanoke Transit Company to Todd A. Goodrich of a portion of an alley adjacent to 203 12th Street SE, Roanoke, VA 24015 and 205 12th Street SE, Roanoke, VA 24015" dated March 24, 2017 (Attached). Recommendation Approve Alley conveyance and release to the Purchaser for the aforementioned Purchase Price. Res pec ul Submitted, *ric As,ntpG,,eral Manager Vice President of Operations Assistant Vice President of Operations Treasurer Secretary 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 M March 24, 2017 Todd A. Goodrich PO Box 4111 Roanoke, VA 24015 Re: Letter Agreement for conveyance from Greater Roanoke Transit Company to Todd A. Goodrich of a portion of an alley adjacent to 203 12th Street SE, Roanoke, VA 24015 and 205 l2th Street SE, Roanoke, VA 24015 Dear Mr. Goodrich: This Letter Agreement is to confirm our discussions and understandings regarding Greater Roanoke Transit Company ( "GRTC ") conveying its legal interest in a portion of the alley located adjacent to 203 12th Street SE, Roanoke, VA 24015 (Official Tax Map No. 4110606) and 205 12th Street SE, Roanoke, VA 24015 (Official Tax Map No. 4110607), to you (hereinafter referred to as "Purchaser'). This portion of the alley is unimproved, and contains approximately 275 sq. R., more or less, and is more particularly described in the legal description attached hereto as Exhibit A ( "Alley "). As background, GRTC is in the design phase of a construction project that will occupy real estate parcels it has acquired in Roanoke, Virginia, bound by a portion of Campbell Avenue, SE to the north, Kirk Avenue, SE to the south, I Ith Street, SE to the west, and a portion of 12th Street, SE to the east. GRTC is in the process of filing an Alley Vacation Application with the City of Roanoke. Once the Alley Vacation is complete, the adjacent property owners will each own half of the Alley. As we have discussed, you, as the adjacent property owner, expressed interest in purchasing GRTC's legal interest in half of the Alley from GRTC and being responsible for maintaining it. A plat showing the Alley is attached hereto as Exhibit B. As we discussed, GRTC has no desire to retain its legal interest in the Alley. GRTC is willing to convey and release unto the Purchaser any and all legal rights and interest GRTC has to the Alley, together with all rights -of -way, easements, appurtenances, all mineral, oil, gas, water and other subsurface rights and profits, and all sewer, water, and other utility rights and all rights, title and interest of GRTC, in and to any roads, streets, and ways, public and/or private, serving and/or adjacent to the Alley, expressly subject to the fallowing terms and conditions: Purchase Price and Terms of Payment: The purchase price for the GRTC's rights in Greater Roanoke Transit Company PO Boa 13247 • Roanoke, Virginia 24032 • Phone: 540.992 0305 • Fax 540 , 982 , 2703 • ww ..valleymdtro.com the Allcy shall be One Dollar ($1.00) cash or its equivalent(' Purchase Pri cc* ).'Ilie Purchaser shall pay the Purchase Price to GRTC at settlement as set forth in Section 4 ofthis Letter Agreement. 2. Title!('nm cvnnce! Costs: GRTC's legal interest and rights. if any, in the Alley is lobe cam eyed to Purchaser by GRTC, AS IS, \N H FRF. IS, ha Quitclaim Deed, without any warranties or cownants of any kind. [lie come}ance shall be expressly subject to all terms and conditions- set forth in the ordinance adopted by Roanoke City Council sacating the Alley. The cost of conveyancing, notary fees, and state and all applicable transfer, recording taxes, and fees, and the State Grantors Tax, are to he at the cost of the Purchaser. GRTC shall prepare such decd at the GR IC's expense. 3. Representationsand VdarmntiesGR1Y':GRTC'has not made any express or implied representation or warranty with respect to the condition or suitability of the Alley, including any aarramies or representations regarding the em-ironmcntal conditions of the Alley. 4, Settlement Settlement and closingofthe transfer of GRTC "s rights inthe Alley isto beheld within thirty (30) days after (i 1 adoption of the ordinance by Roanoke City Council approving the Alley Vacation and vacating the Alley; and (ii) recordation of such ordinance in the Clerk's Office of the Circuit Court for the City of Roanoke, Virginin: unless the parties mutually agree to an axteasion ofthe closing in «Tiling Settlement isexpressly- contingent uponapprocal uflhis Leiter Agreement by GRTC's Board o f Directors, as described in Section G helms, at the Office of the C'ity- Attomcy for the City of Roanoke, Room 464 Municipal Building, 215 Church Avenue. SSV.. Roanoke, Virginia. 24011. TIME IS OF TIIE ESSENCE. 5- Real Estate Commission: GRTC and Purchaser do hereby acknowicdge that there is no real estate agent or real estate broker responsible for bringing about this transaction; and in any event, GRTC and Purchaser each agree to pay for any and all real estate commission fornvhich such party may respectively be liahle. b. Bindim, Effect: This Agreement and all of the terms, conditions and obligations hereunder shall inure to the benef it or obligation, us the case may be, and shall he binding upon the panics and their respective personal representatives, heirs, successors and assigns. "Ihc parties acknowledge and agree that this Letter Agreement is subject to the approval and authorization of the GRTC Board of Directors and such approval and outhorimtion has been obtained pursuant to Ordinance No , adopted on _ __. , 2017. 7. Secerabiliw In the event any proiision of this letter Agreement shall be held invalid or unenforceable by any court of competent jurisdiction. such holdings shall not invalidate or render unenforceable any other provision hereof B. Applicabletau- [his Agreement and all questions ofconstruction of the provisions hereof and of the rights and liabilities of the parties hereunder shall be construed and determined in accordance with the applicable laws of the Cemmornwalth of Virginia. 9 . Counterparts: This Agreement may be executed simultaneously in several counterparts, each of which shall be deemed an original and all of which together shall constitute but one and the same instrument. 10. Entire Agreement: This Letter Agreement and the exhibits attached hereto constitute the entire agreement between the parties, shall replace and supersede all prior agreements between the parties, whether written or oral, and may be amended only by a written agreement signed by all of the parties, and the terms and conditions set forth herein shall survive the passing of title. 11. lleadings: The headings of the several articles in this Letter Agreement have been prepared for convenience or reference only and shall not control or affect the meaning or betaken as an interpretation ofany provision of this Letter Agreement. 12. Release and Discharge: The parties agree that upon closing of the Property, the Purchaser releases and forever discharges any claim or obligation, if any such claim or obligation exists, the Purchaser may have against GRTC, and that GRTC may owe to the Purchaser, regarding the Alley. 13. Approval ofGoveming Body Required: Pursuant to state law, vacation ofthe Alley is subject to prior approval of Roanoke City Council. GRTC's obligation to convey the Property pursuant to this Agreement is contingent on Roanoke City Council approving the vacation of the Alley. Please review this Letter Agreement for the conveyance of GRTC's rights in the Alley. Ifyou have no objections to the terms and conditions of this conveyance which are outlined above, you may acknowledge your acceptance and agreement of the terms of this Letter Agreement by executing and dating below, and returning a complete executed copy to meat the following address: GRTC General Manager, Roy Z. Meador Operations, Maintenance and Administrative Facility, 1108 Campbell Avenue, S.E., Roanoke, VA 24013.1 have provided the enclosed self- addressed, stamped envelope for your convenience. Please let me know if you have my questions. l can be reached at 540- 613 -5522. Thank you again for your assistance and your prompt attention to this matter. GNEATEN N E TRANSIT COMPANY B, Car ft. Palmer, GRTC General Manager Cc: Sherman Stovall, Assistant Vice - President GRTC Daniel J. Callaghan, GRTC General Counsel Laura M. Carini, Assistant GRTC General Counsel The undersigned confirms and acknowledges that they have read and understand this Letter Agreement, and agree to accept conveyance of the real property descri bed above from the( it) of Roanoke, Virginia, according to the terms and conditions of this Letter Agreement. Datc OV/I ,NA7 Approved as to Fomv Todd A. Goodrich Approved as to Execution: GRIC General Counsel GRTC' General Counsel GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 17, 2018 Carl L. Palmer, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing copy of a Resolution adopting Greater Roanoke Transit Company's February 2017 Title VI Program Update approved by the Federal Transit Administration, all as more particularly set forth in the Board Report dated January 16, 2018. The abovementioned resolution was adopted by the Board of Directors at its regular meeting held on Tuesday, January 16, 2018. Sincerely, Stephanie R Y�^�' "�10 U Secretary Enclosure PC: Sherman M. Stovall, Assistant Vice - President of Operations Amelia C. Merchant, Treasurer Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Troy A. Harmon, Municipal Auditor Kevin Price, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ADOPTING GREATER ROANOKE TRANSIT COMPANY'S FEBRUARY 2017 TITLE VI PROGRAM UPDATE APPROVED BY THE FEDERAL 'TRANSIT ADMINISTRATION (PTA). WHEREAS, the Federal Transit Administration (FTA) requires that all direct and primary recipients document their compliance with the Department of Transportation's (DOT) Title VI regulations by submitting a Title VI Program; and WHEREAS, Greater Roanoke Transit Company (GRTC) will submit its Title VI Program Update, dated February 2017, to the ETA after adoption by this Board. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the Board of Directors hereby adopts GRTC's February 2017 Title VI Program Update approved by the FTA, all as more particularly set forth in the Board Report dated January 16, 2018, from the GRTC Assistant General Manager. BE IT FURTHER RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the General Manager and /or the Assistant General Manager are each authorized to execute GRTC's February 2017 Title VI Program Update approved by FTA, as provided therein. ATTEST: Date Adopted( �,}T� V1 I I1 Iq __ � ��R Stephame M. Moon R ynol _ Secret M Greater Roanoke Transit Company Board of Directors Meeting Action Item January 16, 2018 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: GRTC Title VI Program Update Background The Federal Transit Administration (FfA) requires that all direct and primary recipients document their compliance with the Department of Transportation's (DOT) Title VI regulations by submitting a Title VI Program to their FfA regional civil rights officer once every three years or as otherwise directed by FTA. GRTC's Title VI Program was last updated in February 2014. Title VI is a Federal statue and provides that no person shall, on the grounds of race, color, or national origin, be excluded from participation in, be denied the benefits of, or be subjected to discrimination under any program or activity receiving Federal financial assistance. For all recipients (including sub - recipients), the Title VI Program must be approved by the recipient's board of directors or appropriate governing entity or official(s) responsible for policy decisions. Recommendation GRTC Board of Directors adopt updated Title VI Program RespAebm"hed' K in L. Price sistant General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary 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 Va11e AAk GREATER ROANOKE TRANSIT COMPANY TITLE VI PROGRAM UPDATE FEBRUARY 2017 [• OBJECTIVES The Greater Roanoke Transit Company (GRTC) has in place a program based on Title VI of the Civil Rights Act of 1964. The objectives of the program are as follows: A. To ensure that the level and quality of transportation service is provided without regard to race, color, or national origin. B. In providing transportation services identify and address, as appropriate, disproportionately high and adverse human health and environmental effects, including social and economic effects of programs and activities on minority populations and low- income populations. C. To promote the full and fair participation of all affected populations in transportation decision making. D. To prevent the denial, reduction, or delay in benefits related to transportation programs, activities, and services that benefit minority populations or low - income populations. E. To ensure meaningful access to programs, activities, and services by persons with limited English proficiency. SUBMISSION OF CIVIL RIGHTS ASSURANCE The Greater Roanoke Transit Company (GRTC) HERBY CERTIFIES THAT, as a condition of receiving Federal financial assistance under the Urban Mass Transportation Act of 1964, as amended, it will insure that: 1. No person on the basis of race, color, or national origin will be subjected to discrimination in the level and quality of transportation services and transit - related benefits. 2. GRTC will compile, maintain, and submit in a timely manner Title VI information required by the Federal Transit Administration (FTA) Circular 4702.113, dated October 1, 2012, and in compliance with the Department of Transportation's Title VI regulations at 49 CFR Part 21. 3. GRTC will submit an annual Title VI assurance as part of the annual Certification and Assurance submission to the FTA. GRTC will collect Title VI assurances from any sub - recipients prior to passing thru FTA funds. The person or persons whose signature appears below are authorized to sign this assurance on behalf of the grant applicant or recipient. Kevin L. Price Assistant General Manager (Name and Title of Authorized Officer) Date (Signature of Authorized Officer) If TITLE VI COMPLAINT PROCEDURES As part of the Greater Roanoke Transit Company's (GRTC) Title VI program, GRTC maintains the following procedure for investigating and tracking Title VI complaints filed against the company: These procedures do not deny the right of the complainant to file formal complaints with other State or federal agencies or to seek private counsel for complaints alleging discrimination. Every effort will be made to obtain early resolution of complaints at the lowest level possible. Any individual, group of individuals or entity that believes they have been subjected to discrimination prohibited under Title VI and related statutes may file a complaint. The following measures will be taken to resolve Title VI complaints 1) A formal complaint must be filed within 180 days of the alleged occurrence. Complaints shall be in writing and signed by the individual or his /her representative, and will include the complainant's name, address and telephone number; name of alleged discriminating official, basis of complaint (race, color, national origin), and the date of alleged act(s). A statement detailing the facts and circumstances of the alleged discrimination must accompany all complaints. The preferred method is to file your complaint is in writing using the GRTC Title VI Complaint Form, and sending it to: Title VI Officer P.O. BOX 13247 Roanoke, VA 24032 2) In the case where a complainant is unable or incapable of providing a written statement, a verbal complaint of discrimination may be made to the GRTC Title VI Officer by calling (540) 982 -0305. Under these circumstances, the complainant will be interviewed, and the GRTC Title VI Officer will assist the Complainant in converting the verbal allegations to writing. 3) When a complaint is received, the GRTC Title VI Officer will provide a written acknowledgment to the Complainant, within ten (10) days by registered mail. 4) If a complaint is deemed incomplete, additional information will be requested, and the Complainant will be provided 60 business days to submit the required information. Failure to do so may be considered good cause for a determination of no investigative merit. 5) Within 15 business days from receipt of a complete complaint, GRTC will determine its jurisdiction in pursuing the matter and whether the complaint has sufficient merit to warrant investigation. Within five (5) days of this decision, the GRTC General Manager or his /her authorized designee will notify the Complainant and Respondent, by registered mail, informing them of the disposition. a. If the decision is not to investigate the complaint, the notification shall specifically state the reason for the decision. b. If the complaint is to be investigated, the notification shall state the grounds of GRTC's jurisdiction, while informing the parties that their full cooperation will be required in gathering additional information and assisting the investigator. 6) When GRTC does not have sufficient jurisdiction, the GRTC General Manager or his /her authorized designee will refer the complaint to the appropriate state or federal agency holding such jurisdiction. 7) If the complaint has investigative merit, the GRTC General Manager or his /her authorized designee will instruct the GRTC Title VI Officer to fully investigate the complaint. A complete investigation will be conducted, and an investigative report will be submitted to the GRTC General Manager within 60 days from receipt of the complaint. The report will include a narrative description of the incident, summaries of all persons interviewed, and a finding with recommendations and conciliatory measures where appropriate. If the investigation is delayed for any reason, the GRTC Title VI Officer will notify the appropriate authorities, and an extension will be requested. 8) The GRTC General Manager or his/her authorized designee will issue letters of finding to the Complainant and Respondent within 90 days from receipt of the complaint. 9) If the Complainant is dissatisfied with GRTC's resolution of the complaint, he/she has the right to file a complaint with the: Federal Transit Administration Region III Attn: Civil Rights Officer 1760 Market Street Suite 500 Philadelphia, PA19103 FTA Complaint procedures can also be found on the FTA web site at: www.fla.dot.gov. GRTC and sub - recipients will maintain a list of any active investigations conducted by entities other than FTA, lawsuits, or complaints naming GRTC or sub - recipients that allege discrimination on the basis of race, color, or national origin. The list will include the date of the investigation, lawsuit, of complaint was filed; a summary of the allegation(s); the status of the investigation, lawsuit, or complaint; and actions taken by GRTC or sub - recipient in response to the investigation, lawsuit, or complaint. Be advised, there are no active lawsuits or complaints naming GRTC, which allege discrimination on the basis of race, color, or national origin with respect to the service or other transit benefits provided by GRTC; nor have there been any civil rights compliance review activities conducted in the last three years other than those conducted as part of the triennial review process and as part of GRTC's Title VI program review. Please see Attachment A for instructions to the general public in regards to filing a Title VI complaint Ill. LANGUAGE IMPLEMENTATION PLAN GRTC Limited English Proficient (LEP) Plan Introduction The purpose of this limited English proficiency policy guidance is to clarify the responsibilities of recipients of federal financial assistance from the U.S. Department of Transportation (DOT) and assist them in fulfilling their responsibilities to Limited English Proficient (LEP) persons, pursuant to Title VI of the Civil Rights Act of 1964 and implementing regulations. It was prepared in accordance with Title VI of the Civil Rights Act of 1964, 42 U.S.C. 2000d, et seq., and its implementing regulations provide that no person shall be subjected to discrimination on the basis of race, color, or national origin under any program or activity that receives federal financial assistance, and; Executive Order 13166 Executive Order 13166 "Improving Access to Services for Persons With Limited English proficiency," reprinted at 65 FR 50121 (August 16, 2000), directs each Federal agency that is subject to the requirements of Title VI to publish guidance for its respective recipients clarifying that obligation. Executive Order 13166 further directs that all such guidance documents be consistent with the compliance standards and framework detailed in the Department of Justice's (DOD's) Policy Guidance entitled "Enforcement of Title VI of the Civil Rights Act of 1964 -- National Origin Discrimination Against Persons With Limited English Proficiency." (See 65 FR 50123, August 16, 2000 DOD's General LEP Guidance). Different treatment based upon a person's inability to speak, read, write, or understand English may be a type of national origin discrimination. Executive Order 13166 applies to all federal agencies and all programs and operations of entities that receive funding from the federal goverment, including state agencies, local agencies such as the Greater Roanoke Transit Company (GRTC) and governments, private and non -profit entities, and sub - recipients. Plan Summary GRTC has developed this Limited English Proficiency Plan (LEP) to help identify reasonable steps to provide language assistance for LEP persons seeking meaningful access to GRTC services as required by Executive Order 13166. A Limited English Proficiency person is one who does not speak English as their primary language and who has a limited ability to read, speak, write, or understand English. This plan details procedures on how to identify a person who may need language assistance, the ways in which assistance may be provided, training staff, how to notify LEP persons that assistance is available, and information for future plan updates. In developing the plan while determining GRTC's extent of obligation to provide LEP services, GRTC undertook a U.S. Department of Transportation four factor LEP analysis which considers the following: 1) The number or proportion of LEP persons eligible in the GRTC service area who may be served or likely to encounter a GRTC program, activity, or service; 2) the frequency with which LEP individuals come in contact with an GRTC services; 3) the nature and importance of the program, activity or service provided by GRTC to the LEP population; and 4) the resources available to GRTC and overall costs to provide LEP assistance. A brief description of these considerations is provided in the following section. Four Factor Analysis 1. The number or proportion of LEP persons eligible in the GRTC service area who may be served or likely to encounter a GRTC program, activity, or service. GRTC examined the US Census report from 2016 and was able to determine that approximately 7.8 %, or 10,467 people within GRTC's service area age 5 and older spoke a language other than English. Of the 10,467 people reporting they speak other languages than English, 4,954 people speak Spanish, 3,062 people speak an Other Indo - European Language, 1,390 people speak an Asim, Pacific Island Language and 1,061 people speak a language listed as `other'. Please see the chart below which illustrates the "Language spoken at home by Ability to speak English for the population 5 years and over" for the Roanoke, VA Urbanized Area (2010). Lily population Speaks"'Iith Only "oRpeekele,14 "Very Well' Speab En[IBM1'Lns than Very Well % olpoWhlion \M1tlSpeYUEn[IisM1'LesSNan Very Well" Pmnoke 92461 M,51$ 3.90 42T Salem It'rett 26503 4M I 1 vmmn 17,154 n,"1 123 11. IDlal 133S14 129, M9 QWS 335% 1,1, amnde Speaks En[Iih'Only' or Speaks En[Iish Yery Well Speaks relt.0 'aistr nVery Well" Spanth 4,05 2,40$99 %1 1,7031. Indo -l— 1,411 "'sau$I 921137 [8) 1,135 30[32 V%I ]W625%) Ore, 9a, 42tt426sl 563'524%) Salem Spanott 424 116(42111 14 523 %) h1h em 503 391),'11 117AID3 %) von 147 ]011.4 %1 45(30 el) 011" 54 54p0o 11 Vlma Spanl5M1 "1 112(. ) 43114 ffk Ind .rnn am e3ga9.1 %I 1QO, 108 6511 43139 Other 11 11(1011) 2. The frequency with which LEP individuals come in contact with a GRTC program, activity, or service GRTC assesses the frequency at which staff and drivers have or could possibly have contact with LEP persons. This includes documenting phone inquiries and verbally surveying drivers. GRTC has had no requests for interpreters and zero requests for translated GRTC documents. The staff and drivers have had very little contact with LEP individuals. 3. The nature and importance of the program, activity, or service provided by the GRTC to LEP community There is no large geographic concentration of any one type of LEP individuals in the GRTC service area. The overwhelming majority of the population, 93% speak only English. Therefore, there is a lack of any social, service, professional and leadership organizations within the GRTC service area that focuses on outreach or membership of LEP individuals. As part of its 2014 Transit Vision Plan GRTC conducted on- board surveys. The on -board survey asked questions in regards to LEP needs of the current passengers and how GRTC could better address the need. 4. The resources available to GRTC and overall costs GRTC assessed its available resources that could be used for providing LEP assistance, including which documents would be the most valuable to be translated if and when the populations supports, taking an inventory of available organizations that GRTC could partner with for outreach and translation efforts, and what level of staff training is needed. GRTC currently employs a Spanish speaking Information Officer that interacts with GRTC passengers at the transfer center. After analyzing the four factors, the GRTC developed the plan outlined in the following section for assisting persons of limited English proficiency. LIMITED ENGLISH PROFICENCY PLAN OUTLINE How to Identify an LEP Person who Needs Language Assistance Below are tools to help identify persons who may need language assistance: • Examine records requests for language assistance from past meetings and events to anticipate the possible need for assistance at upcoming meetings; • Survey drivers and other first line staff on an annual basis at the beginning of each fiscal year regarding their experience on having any direct or indirect contact with LEP individuals. • 43% of the population that speaks "a language at home other than English" speaks Spanish. GRTC will make its Spanish speaking staff members readily available throughout the service day as the need arises. GRTC has also launched Google Translate on its main website to assist LEP customers with basic transit service information. Language Assistance Measures GRTC will implement the following LEP procedures. The creation of these steps are based on the very low percentage (7.5 %) of persons speaking other languages or not speaking English at least `well," and the lack of resources available in the GRTC service area • Census Bureau's "I Speak Cards" are to be located at the Customer Service window in the transfer center at all times. • GRTC will make its Spanish speaking staff members readily available throughout the service day as the need arises. • Direct LEP customers to GRTC's website & the Google Translate feature located within the website for basic transit service information. GRTC Staff Training All GRTC staff will be provided with the LEP Plan and will be educated on procedures to follow. This information will also be part of the GRTC staff orientation process for new hires. Training topics are listed below: • Understanding the Title VI policy and LEP responsibilities; • What language assistance services GRTC offers; • Use of LEP "I Speak Cards "; • Documentation of language assistance requests; • How to handle a Title VI and /or LEP complaint Outreach Techniques As of this draft of the GRTC LEP Plan, GRTC does not have a formal practice of outreach techniques due to the lack of LEP population and resources available in the service area. However, the following are a few options that the GRTC will incorporate for LEP outreach: • If staff knows that they will be presenting a topic that could be of potential importance to an LEP person or if staff will be hosting a meeting or public hearing in a geographic location with a known concentration of LEP persons, meeting notices, fliers, advertisements, and agendas will be printed in an alternative language, based on known LEP population in the area. • When running a general public meeting notice, staff will insert the clause, based on the LEP population and when relevant, that translates into "A (insert alternative Language) translator will be available ". For example: "Un traductor del idioma espafiol estar£ disponible" This means "A Spanish translator will be available ". • Key print materials, including but not limited to schedules and maps, will be translated and made available at the GRTC transfer center, on board vehicles and in communities when a specific and concentrated LEP population is identified. Safe Harbor Provision GRTC will use the Safe Harbor Provisions to determine circumstances for translation of written materials for LEP populations. GRTC currently translates its' written materials into Spanish (6,477 persons), such as GRTC's Starline Trolley Ride Guide. GRTC plans to translate its' Valley Metro Ride Guide into Spanish in the near future. Monitoring and Updating the LEP Plan This plan is designed to be flexible and is one that can be easily updated. At a minimum, GRTC will follow the Title VI Program update schedule for the LEP Plan. The next required Title VI Program update must be forwarded to the ETA by January 2020. Each update should examine all plan components such as: • How many LET persons were encountered; • Were their needs met; • What is the current LET population in GRTC service area; • Has there been a change in the types of languages where translation services are needed; • Is there still a need for continued language assistance for previously identified GRTC programs? Are there other programs that should be included; • Have GRTC's available resources, such as technology, staff, and financial costs changed; • Has GRTC fulfilled the goals of the LEP Plan ?; and • Were any complaints received'? Dissemination of the GRTC Limited English Proficiency Plan GRTC includes the LEP plan on the GRTC website (www.valleymetro.com) together with its Title IV Policy and Complaint Procedures. GRTC's Notice of Rights under Title VI to the public posted in the GRTC transfer center, on all GRTC vehicles, and in selected printed materials also refers to the LEP Plan's availability. Any person, including social service, non - profit, and law enforcement agencies and other community partners with internet access will be able to access the plan. Copies of the LEP Plan will be provided, on request, to any person(s) requesting the document via phone, in person, by mail or email. LEP persons may obtain copies /translations of the plan upon request. Any questions or comments regarding this plan should be directed to the GRTC Title VI Officer. GRTC Title VI Officer P.O. Box 13247 Roanoke, VA 24032 IV. NOTIFICATION OF BENEFICIARIES OF PROTECTION UNDER TITLE VI GRTC shall provide information to the public regarding GRTC's Title VI obligations and apprise members of the public of the protections against discrimination afforded them by Title VI. This will be accomplished by publishing a notice in the local newspaper, and flyers in the transfer center. Additionally, GRTC will place the notice on GRTC's web site. The contents of the notice shall include: L A statement that the agency operates programs without regard to race, color, and national origin 2. A description of the procedures that members of the public should follow in order to request additional information about GRTC's nondiscrimination policy. 3. A description of the procedures that members of the public should follow in order to file a discrimination complaint against GRTC. A copy of the above referenced notice is included as Attachment A V. ADDITIONAL INFORMATION REQUESTS GRTC recognizes that it may be asked, at the discretion of the FTA, for information other than that required by ETA Circular 4702.1 B to investigate complaints of discrimination or to resolve concerns about possible noncompliance with Title VI. VI. PUBLIC PARTICIPATION PLAN GRTC's Public Participation Plan (PPP) has been prepared to ensure that no one is precluded from participating in GRTC's service planning and development process. It ensures that: • Potentially affected community members will have an appropriate opportunity to participate in decisions about a proposed activity that will affect their environment and/or health; • The public's contribution can and will influence GRTC's decision making; • The concerns of all participants involved will be considered in the decision- making process; and • GRTC will seek out and facilitate the involvement of those potentially affected. GRTC has developed a public participation plan to encourage and guide public involvement efforts and enhance access to GRTC's transportation decision - making process by minority and Limited English Proficient (LEP) populations. The public participation plan describes the overall goals, guiding principles and outreach methods that GRTC uses to reach its riders. 10 Goals of the Public Participation Plan The overarching goals of GRTC's PPP include: • Clarity in Potential for Influence - The process clearly identifies and communicates where and how participants can have influence and direct impact on decision making. • Consistent Commitment - GRTC communicates regularly, develops trust with riders and our community and builds community capacity to provide public input. • Diversity - Participants represent a range of socioeconomic, ethnic and cultural perspectives, with representative participants including residents from low income neighborhoods, ethnic communities and residents from Limited English Proficiency. • Accessibility - Every reasonable effort is made to ensure that opportunities to participate are physically, geographically, temporally, linguistically, and culturally accessible. • Relevance - Issues are framed in such a way that the significance and potential effect is understood by participants. • Participant Satisfaction - People who take the time to participate feel it is worth the effort to join the discussion and provide feedback. • Partnerships - GRTC develops and maintains partnerships with communities through the methods described in its public participation plan. • Quality Input and Participation - That comments received by GRTC are useful, relevant and constructive, contributing to better plans, projects, strategies and decisions. Objectives of the Public Participation Plan GRTC's Public Participation Plan is based on the following principles: • Flexibility - The engagement process will accommodate participation in a variety of ways and be adjusted as needed. • Inclusiveness - GRTC will proactively reach out to and engage low income, minority and LEP populations from the GRTC service area. • Respect - All feedback will be given careful and respectful consideration. • Proactive and Timeliness - Participation methods will allow for early involvement and be ongoing. • Clear, Focused and Understandable - Participation methods will have a clear purpose and use for the input, and will be described in language that is easy to understand. • Honest and Transparent - Information provided will be accurate, trustworthy and complete. • Responsiveness — GRTC will respond and incorporate appropriate public comments into transportation decisions. • Accessibility — Meetings will be held in locations which are fully accessible and welcoming to all area residents, including, but not limited to, low -income and minority members of the public and in locations relevant to the topics being presented and discussed. GRTC will use its public participation plan when considering fare changes, modifications to routes and schedules and other transit planning projects when: • A fare increase or significant change in the method of fare payment is being considered; 11 • A new route is established; �. An existing route is proposed for elimination; • Considering the total discontinuance of service on any route or group of routes on any given day when service is currently offered; • Any system -wide change in service hours that exceeds (plus or minus) 10% of current total service hours; • Routing on any given route or group of routes that affects more than 25% of the riders using the affected route(s); or • Schedules are changed on any given route or group of routes that reduces the total number of one -way bus trips by more than 25% of the current number of bus trips. • For minor schedule and service changes not rising to the level of those above, GRTC will post service change notices on appropriate buses and stops sixty days in advance of the change date. Outreach Efforts — Alerting Riders and Encouraging Engagement GRTC'S PPP includes the following outreach efforts: • A Title VI review of the proposal is conducted; • Public outreach venues, dates and times are determined with consideration of the proposed changes and their impact on specific locations /populations within the GRTC service area; • Bilingual (English and Spanish) public outreach materials and a program will be developed; • All public meetings are properly publicized and advertised in local newspapers, including a minority newspaper. Notices are placed in GRTC's transfer center, on buses, and on GRTC's websitc. Public meetings are held at the Roanoke Valley - Alleghany Metropolitan Planning Commission conference room and other locations determined to be affected by any proposed service change. All locations are easily accessible to GRTC bus routes, and to people with disabilities. Addressing Comments The Incorporation of Public Comments into Decisions All comments received through the public participation plan are given careful, thoughtful consideration. Because there are a number of different ways riders or members of the community can comment on proposed service or fare changes (mail, email, public meetings and others), all comments are assembled into a single document. VII. SITING OF FIXED FACILITIES GRTC has not constructed any new facilities since it's last Title VI update (February 2014). Therefore no Title VI equity analysis was conducted for this program submission period. 12 Vlll. GRTC SERVICE STANDARDS 1. Vehicle Load Standards— The average of all loads during the peak operating period should not exceed the vehicle's available capacities, which are: 43 passengers for a 35' bus; 29 passengers for a medium duty commuter coach; 48 passengers for a replica trolley shuttle; 57 passengers for a 45' commuter coach; 16 passengers for a "body -on- chassis" shuttle bus. 2. Vehicle Headway Standards — GRTC's transit service operates Monday through Saturday from 5:45 am to 8:45 pm providing hourly service throughout the service day. Peak period service Monday through Friday provides 30 minute service on select routes from 6:15 am to 9:45am, then resumes in the afternoon from 3:45 pm to 6:15 pm. 3. On -time Performance Standards — A GRTC transit vehicle is considered on -time if it departs a designated scheduled time point no more than 5 minutes late. GRTC's on -time performance goal is 93% or better. GRTC monitors its on -time performance via on -road supervision, supported by GPS technology, and tracks its performance via monthly reports provided by the transportation staff. 4. Service Availability Standards —Local bus stops will not be more than one quarter mile apart. GRTC's goal is to distribute transit service so that 80% of all residents in GRTC's service area have reasonable access to transit service. IX. GRTC SERVICE POLICIES 1. Vehicle Assignment Policy— GRTC's policy with respect to vehicle assignment is service type specific. GRTC generally provides three types of service: Fixed Route, Commuter Service, and a Downtown Trolley Service. Please see the chart below illustrating GRTC's bus assignments per service type. Service Type Fixed Route Commuter Service Downtown Trolley mall Transit Bus Stop Shelter* 25% of transit vehicle capacity per bus stop Service Vehicle Type 35' Transit Bus 45' Commuter 35'Replica Trolley Coach Bus 2. Transit Stop Amenities Policy— Transit amenities are distributed on a system -wide basis. GRTC transit stop amenities include bus stop shelters (large and small), equipped with benches, and trash receptacles. The location of transit stop amenities is determined by factors such as level of ridership, individual and community requests, and GRTC staff recommendations. _ Transit Amenity Transit Amenity Threshold Large Transit Bus Stop Shelter* 35% of transit vehicle capacity per bus stop mall Transit Bus Stop Shelter* 25% of transit vehicle capacity per bus stop * All GRTC transit bus stop shelters include solar lighting, passenger bench (2 or 4 seats), and trash receptacle. GRTC began its current transit bus stop shelter program in 2011. All GRTC transit bus stop shelters are in good or new condition. 13 X. MINORITY REPRESENTATION ON PLANNING AND ADVISORY BODIES Title 49 CFR Section 21 S(b)(1)(vii) states that GRTC may not, on the ground of race, color, or national origin, "deny a person the opportunity to participate as a member of a planning, advisory, or similar body which is an integral part of the program." GRTC does not have any planning or advisory boards. GRTC does hold stakeholder meetings with representatives from localities serviced by GRTC's Starline Trolley and Smart Way Commuter service. XI. PROVIDING ASSISTANCE TO SUB - RECIPIENTS Title 49 CFR Section 21.9(b) states that if "a primary recipient extends Federal financial assistance to any other recipient, such other recipient shall also submit such compliance reports to the primary recipient as may be necessary to enable the primary recipient to carry out its' obligations under this part " GRTC will assist its' sub - recipients in complying with the Department of Transportation's (DOT) Title VI regulations, including the general reporting requirements. GRTC will provide to its' sub - recipients the following sample documents to assist in sub - recipient compliance: 1. Notices to the public informing beneficiaries of their rights under DOT's Title VI regulations, procedures on how to file a Title VI complaint, and the recipient's Title VI complaint form. 2. Procedures for tracking and investigating Title VI complaints filed with a sub - recipient, and when GRTC expects to be notified by the sub - recipient of complaints received by the sub - recipient. 3. Demographic information on the race and English proficiency of residents served by the sub - recipient. This information will assist the sub - recipient in assessing the level and quality of service it provides to communities within its service area and in assessing the need for language assistance. Please see Attachment B for GRTC's List of Sub- recipients. XIL MONITORING SUB - RECIPIENTS GRTC shall ensure that all sub - recipients are complying with the DOT Title VI regulations. GRTC will require each of its sub - recipients to submit the following at least every three years, as applicable: o A copy of the sub- recipients of Title VI Program; o Compliant Form; o Public Participation Plans; o Language Assistance Plans. In April 2014, GRTC will send correspondence to all its' sub - recipients informing them of the changes to the ETA guidance. GRTC will then assign dates for sub - recipients to submit their Title VI Programs. Once GRTC receives a sub - recipient's Title VI Program, written correspondence will be sent to the sub - recipient informing them that GRTC has received the Title VI Program and full review will be completed within 60 days. After a thorough review of the sub - recipient's program, GRTC will determine if the program is compliant or non - compliant with the DOT's Title VI regulations. If the program is compliant, GRTC will send the sub - recipient a correspondence indicating as such with a due date f r.the next program update. If the program is not fully compliant, GRTC will send the sub - recipient a correspondence indicating which areas of the program are deficient and offer assistance on any corrective actions indicated. Sub - recipients whose Title VI Programs have deficiencies will be given 30 days to cure such deficiencies. All final sub - recipient Title VI Programs will be stored electronically. 14 Attachment A To the Greater Roanoke Transit Company's Title VI update Dated February 2017 The Greater Roanoke Transit Company (GRTC) hereby gives public notice that it is GRTC's policy to assure full compliance with Title VI of the Civil Rights Act of 1964, Federal Transit Administration (FTA) Circular 4702.1 B , and related statutes and regulations in all programs and activities. Title VI requires that no person shall, on the grounds of race, color, or national origin be excluded from the participation in, be denied the benefits of, or be otherwise subjected to discrimination under any FTA program or other activity for which GRTC receives federal financial assistance. Persons wishing to request additional information on GRTC's Title VI policy may contact GRTC at 540- 982 -2222 or write to the following address, PO Box 13247, Roanoke, Virginia 24032. Any person who believes they have been aggrieved by a discriminatory practice under Title VI has a right to file a formal complaint with FTA. Any such complaint must be in writing and filed with the PTA Civil Rights office within one hundred eighty (180) days following the date of the alleged discriminatory occurrence. Information on how to contact the FTA to file a complaint may be obtained by contacting GRTC at the above telephone number or address. 15 Attachment B GRTC's List of Sub - recipients 1. Commonwealth Coach and Trolley Museum 2. National Railway Historical Society 3. O. Winston Link Museum 16 W=1140 1� M Greater Roanoke Transit Company Roanoke, Virginia April 12, 2018 William D. Bestpitch, President and Members of the Board of Directors Dear President Bestpitch and Members of the Board: Subject: Greater Roanoke Transit Company February 2018 Financial Report The attached report provides financial performance information for February of Fiscal Year (FY) 2018. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $646,569 a decrease of $120,381 compared to the same period in FY 2017. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 2.8 °% over the same period last year and is 2.5 °% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 3.7% compared to FY 2017 and are 1.3% below the established budget. • Other Revenues (advertising, building rental, parking, miscellaneous) increased 12.7% and are 11.3 °% above the established budget. • Federal and State Revenue increased 5.2 °% and is performing at a level that exceeds budget expectations. • Local Revenue increased 1.3% and is 12.3% below the established budget. The budget includes anticipated revenue from Virginia Tech for the Smartway Express Service. The service will not begin until July 2018. Greater Roanoke Transit Company William D. Bestpitch, President and Members of the Board of Directors GRTC Financials April 12, 2018 Page 2 Expenses Total expenses increased approximately 5.2% compared to FY 2017 and are performing 4 °% below the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased approximately 3.3 °% but are performing 3.1 °% below the established budget. • Services increased approximately 9.1 °% but are performing 10.1% below the established budget. • Materials and Supplies decreased 13.8 °% and are 14.7% below the established budget. • Utilities decreased 3.8% and are 5.9% below the established budget. • Property insurance decreased 3.9 °% and is 5.9 °% below the established budget. • Miscellaneous Expense increased 33.2 °% and is 5.5 °% above the established budget. Respectfully Price 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 Eight Months Ending February 28, 2018 FY FY FY 18 2018 2017 BUDGET % OF FY 18 February February TOTAL BUDGET OPERATING INCOME Operating Revenue $1,257,165.45 $1,305,498.30 $1,922,571,00 85.391/. Non - Transportation Revenues 203230.38 180,336.89 260,592.00 77.99% Total Income $1,460,395.83 $1,485,835.19 $2,183,163.00 66.89% OPERATING EXPENSES Labor - Hourly & Salary $2,510,571.90 $2,467,663.74 $3,977,886.00 63.11% Fringe Benefits 1,229,533.36 1,154,831,64 1,901,463.00 64.66% Services 401,969.31 368,619.49 710,080.00 56.61% Materials & Supplies 697,455.71 808,875.61 1,342,324.00 51.96% Utilities 151,946.66 157,964.60 260,181.00 58.40% Insurance Costs 163,726.08 170,357.90 269,306.00 60.80% Miscellaneous Expenses 1,126,603.65 845,833.28 1,562,041.00 72.12% Total Expenses $6,281,806.67 $5,974,146.26 $10,023,281.00 62.67% Net Loss ($4,821,410.84) ($4,488,311.07) ($7,840,118.00) 61.50% Local Grants $1,551,464.70 $1,531,909.21 $2,850,794.00 54.42% State Grants 1,294,459.00 1,438,902.87 2,021,469.00 64.04% Federal Grants 262201 2284,449.00 2,967,855.00 88.35% Total Subsidies $5,467,979.70 $5,255,261.08 $7,840,118.00 69.74% Net Income (loss) $646,588.86 $766,950.01 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 2/28/2018 2/28/2017 Year -to -Date Year -to -Date %of Change ASSETS CASH $ 694,430.19 $ $ 1,934,989.66 ACCUMULATED DEPRECIATION -64% ACCOUNTS RECEIVABLE $ 2,777,304.35 4% $ 846,515.31 8,967,013.89 228% INVENTORY $ 454,986.82 $ $ 519,380.62 64,549.76 -12% FIXED ASSETS FIXED ASSETS $ 32,643,626.39 $ 32,640,711.01 0% ACCUMULATED DEPRECIATION $ (23,676,612.50) $ (22,821,238.56) 4% NET FIXED ASSETS $ 8,967,013.89 $ 9,819,472.45 -9% PREPAYMENTS $ 65,175.90 $ 64,549.76 1% TOTAL ASSETS $ 12,958,911.15 $ 13,184,907.80 -2% CURRENT LIABILITIES $ 646,568.86 $ 766,890.65 -16% ACCOUNTS PAYABLE $ 536,122.21 $ 380,378.09 419/. PAYROLL LIABILITIES $ 368,903.40 $ 348,061.27 6% OTHER LIABILITIES $ 1,425,186.14 $ 1,441,653.98 -1% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,838,567.60 $ 4,055,222.10 -5% DEPRECIATION EXPENSE $ (1,110,597.60) $ (1,135,336.88) -2% RETAINED EARNINGS $ 7,135,995.54 $ 6,998,686.59 2% CAPITAL CONTRIBUTIONS $ 118,160.00 $ 329,347.00 -64% NET INCOME (LOSS) $ 646,568.86 $ 766,890.65 -16% TOTAL CAPITAL $ 10,628,699.40 $ 11,014,814.46 -4% TOTAL LIABILITIES & CAPITAL $ 12,958,911.15 $ 13,184,907.80 -2% GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS May 8, 2018 The Honorable Sherman P. Lea, Sr., and Members of the Roanoke City Council Roanoke, Virginia Dear Mayor Lea and Members of City Council: 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, 2018, at 1 :30 p.m., in the City Council Chamber, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, r49Q''o) -r Stephanie M. Moon Reynolds Secretary pc: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Laura Carini, Assistant General Counsel, GRTC Kevin Price, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Troy A. Harmon, Municipal Auditor K:MTC.181C 1L WStmkhofdm'Me rg. o GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 15, 2018 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, March 19, 2018, 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 Reynolds )j - Secretary PC: Robert S. Cowell, Jr., Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Laura M. Carini, Assistant General Counsel, GRTC Kevin Price, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Stephanie Giles, Director of Finance, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L\CLERMDATAlsm.. \GRTG.17\MZmh 20, 2017 Meetlng Nobce,d.c GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS MARCH 19, 2018 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA Call to Order -- Roll Call. — Director Mills was absent. 2. Approval of Minutes: Regular meeting of GRTC held on Tuesday, January 16, 2018. Without objection, minutes approved as written. 3. Reports of Officers: a. General Manager: Management Update: • Planning and Special Projects • Triennial Review Update(Review Closed) • GRTC Fleet Expansion — 40' Low Floors • Vinton Transit Service • Fiscal Ridership Report Received and filed. 2. Comprehensive Operational Analysis Update Received and filed. 3. Appointment of two members of the Board and two officers of the Company to serve as the Fiscal Year 2018 -2019 Budget Review Committee to review the proposed budget. Appointed Treasurer and Assistant Vice - President Operations; and Directors Michael Shockley and Curtis Mills to serve as the Fiscal Year 2018 -2019 Budget Review Committee. 4. Secretary: a. Establish the Annual Meeting of the GRTC Stockholders to be held on Monday, June 18, 2018, at 1:30 p.m., in the City Council Chamber. Without objection, the communication was received and filed. L: \CLERK \DATA \cfmccol /\GRTC - Valley Metn,\GRTC - Agenda \GRTC - Action Agenda\2018 \March 19, 2018 Action Agenda.doc 5. Other Business. ROTATION OF REGIONAL REPRESENTATIVES: City of Salem representative expressed interest in continuing as region representative and suggested that the Town of Vinton officials be queried as to having a permanent representative on the Board as well. ANNOUNCEMENT: Next Meeting: May 21, 2018 at 1:00 p.m., in the EOC Conference Room. 6. Adjourned. 1:43 p.m. L \CLERK \DATA \cfmc.,AGRTC - Valley Metro \GRTC - Agenda \GRTC -Action Agenda @018 \March 19, 2018 Action Agenda.doc W=1140 1� M Greater Roanoke Transit Company Board of Directors Meeting Management Update March 19, 2018 Planning and Special Projects Triennial Review Update (Review Closed) Management and staff are pleased to report on February 9, 2018, GRTC received a letter from the Federal Transit Administration (FTA) titled "2017 Triennial Review Findings and Review Closeout ". All findings as stated by the FTA at GRTC's FY 2017 Triennial Review have been addressed via corrective actions. The FTA considers the findings as ..closed," thus the FY 2017 Triennial Review is also considered closed. GRTC Fleet Expansion — 40'Low Floor Buses In order to address current transit passenger congestion on GRTC's transit service routes, specifically the Melrose Avenue and Valley View Mall routes, GRTC ordered two 40' Low Floor transit buses. In late February 2018, GRTC took delivery of the buses and expect to place the buses in service by April 2018 or earlier. These buses increase passenger seating capacity from 31 to 39, also increases passenger standing capacity from 20 to 26. Vinton Transit Service In consultation with GRTC staff and the Roanoke Valley Alleghany Regional Commission, the Town of Vinton continues to explore modified transit service options in to provide efficient service and address local budgetary constraints. Any transit service modifications will need to be reviewed and approved by the GRTC Board of Directors. Fiscal 2018 Ridership Overall, ridership for FY 2018 year to date as of January 2018 is 4.0% below FY 2017. Please see GRTC ridership comparison charts by service type below: Valley Metro Fixed Route Ridership Chart 190,000 180,000 170,000 10,000 II II III II II II I I I I 150,000 140,000 130,000 b a' t! Smart Way Ridership Chart 5,000 4,000 3,000 •FY 18 •FY 18 2,000 II I I I •FY 17 • FY 17 1,000 0 a' z a° Greater Roanoke Transit Company PO Box 13247 Roanoke, Virginia 24032 • Phone: 540.982.0305 • Faa:540.982.2703 • www.valleymetro.com S.TA.R Ridership Chart 8,000 e,o000 oo0 II II II II II II II I I I I I 4, z,000 z° w a° , Respectkubmed, Kev L. Price General Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Star Line Trolley Ridership Chart 15,000 10,000 FY 18 FY . FY 17 5,0000 II II II II II II II I I I I I . FY 18 Greater Roanoke Transit Company Comprehensive Operational Analysis Study Overview ji Presentation to the GRTC Board of Directors March 19, 2o18 #c ,.. ♦ GROUP rimary Goals of the Improve and strengthen the operational foundation of GRTC's existing service delivery network within the context of and focus on the adjustments needed to implement the Roanoke Valley Transit Vision Plan. Reduce to the most practical level possible the number of buses that meet at GRTC's downtown transfer hub, identifying plausible transfer opportunities outside of the downtown area. ■ On -time performance analysis • Analysis of ridership by route, stop, and time of day • Bus load factor analysis by route and time of day • Transfer analysis Scheduling analysis Identify potential improvements Scheduling improvements Vision Plan improvements — existing routes Vision Plan improvements — new routes Implementation Plan Farebox Transter Data to -day sample Most important route connections ■ Developed strategies to reduce the number of buses that pulse downtown: Strategy #i - Change the route network from pulse to direct; Strategy #z - Maintain pulse, reduce # of vehicles that meet at the same time for transfers; Strategy #3 - Maintain pulse, replace the transfer facility that is nearing the end of its useful life; Strategy #4 - Combined strategy that includes a reduction in the number of vehicles that meet at the same time, secondary hubs, and the development of crosstown connections. ■ Working on recommendations ■ Preliminary Koute ana bcneauie Analysis Lompietea to -day sample (November, 2017) ■ Ridership by stop for each route ■ Ridership by time of day for each route • Analysis of peak vs. non -peak ridership by run ■ Developed Concepts to Explore for Each Route Currently further investigating these concepts with Valley Metro operations staff. Once refined, these concepts will move forward as recommendations to support the goal of improving and strengthening the operational foundation of Valley Metro's routes. 6000 5000 4000 3000 2000 1000 0 Total Ridership — Fixed Routes that use Campbell Court 11 -06 -17 through 11 -17 -17 8000 7000 6000 5000 4000 3000 2000 1000 5:00- 6:00- 7:00- 8:00- 9:00- 10:00- 11:00- 12:00 - 13:00 - 14:00- 15:00- 16:00 - 17:00- 19:00- 20:00- 6:00 7:00 8:00 9:00 10:00 11:00 12:00 13:00 14:00 15:00 16:00 17:00 18:00 20:00 21:00 Eliminating little -used and segments Improving safety Improving travel time • f eters LreeK Koaa LorrlaOr • Electric Road Corridor • Additional Destinations • DMV • Airport on local service Cave Spring Regional destinations discussed in Vision Plan Secondary Hubs • Virginia Western Community College Goodwill- Lakeside • Valley Mall — Additional options • The VA /Lewis Gale —Additional options • Carilion Roanoke Hospital • Tanglewood Service Planner Marketing assistance - for web, social media, public information Updated Mapping and Public Information • Complete Analyses • Refine Preliminary Recommendations • Feed into Transit Development Plan Targeting a June Completion Date Questions? GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 19, 2018 William D. Bestpitch, President Anita J. Price, Vice - President Mark Jamison Karen Michalski - Karney Curtis Mills Melinda Payne Michael Shockley Dear President Bestpitch 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, 2018, at 1:30 p.m., in the City Council Chamber. Sincerely, Stephanie M. Moon FCeynolds'" Secretary PC: Robert S. Cowell, Jr., Vice President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Drew Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Stephanie Giles, Director of Finance, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 1,9 LER DATA�innoan�RTC.18�March) Sch«uling Swckholdtts'Meetmg.doc Va11e'I/ ANIL- M Greater Roanoke Transit Company Roanoke, Virginia May 3, 2018 William D. Bestpitch, President and Members of the Board of Directors Dear President Bestpitch and Members of the Board: Subject: Greater Roanoke Transit Company March 2018 Financial Report The attached report provides financial performance information for March of Fiscal Year (FY) 2018. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $449,644 a decrease of $457,700 compared to the same period in FY 2017. The significant factors affecting financial performance are outlined below. Revenue Total revenue decreased 1.6% compared to the same period last year but is 1.5% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 1.3° %compared to FY 2017 but are within 1% of the established budget. • Other Revenues (advertising, building rental, parking, miscellaneous) increased 2.8% and are 8.7% above the established budget. • Federal and State Revenue decreased 3.1 °% but is performing at a level that exceeds budget expectations. • Local Revenue increased 1.5% and is 13.3% below the established budget. The budget includes anticipated revenue from Virginia Tech for the Smartway Express Service. The service will not begin until July 2018. Greater Roanoke Transit Company William D. Bestpitch, President and Members of the Board of Directors \ GRTC Financials May 3, 2018 Page 2 Expenses Total expenses increased approximately 4.9% compared to FY 2017 but are performing 3° %below the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased approximately 3.4% but are performing within 1% of the established budget. • Services increased approximately 5.6% but are performing 12.1% below the established budget. • Materials and Supplies decreased 14.4% and are 17% below the established budget. • Utilities decreased 3.9° %and are 9.5% below the established budget. • Property insurance decreased 3.4% and is 6.8° %below the established budget. • Miscellaneous Expense increased 32.4% and is 6.7% above the established budget. Price 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 Nine Months Ending March 31, 2018 FY FY FY 18 2018 2017 BUDGET o OF FY 18 March March TOTAL BUDGET OPERATING INCOME Operating Revenue $1,451,699.88 $1,470,021.36 $1,922,571.00 75.51% Non - Transportation Revenues 218,221.59 212,283.33 26,59200 83.74% Total Income $1,669,921.47 $1,682,304.69 $2,183,163.00 76.49% OPERATING EXPENSES Labor - Hourly &Salary $2,952,754.56 $2,899,651.91 $3,977,886.00 74.23% Fringe Benefits 1,408,037.43 1,317,356.32 1,901,463.00 74.050 Services 446,736.74 422,956.03 710,080.00 62.91% Materials & Supplies 778,949.83 909,774.81 1,342,324.00 58.03% Utilities 170,534.28 177,479.89 260,181.00 65.54% Insurance Costs 183,569.34 190,065.95 269,306.00 68.16/ Miscellaneous Expenses 1,276,375.86 964,131.86 1,562,041.00 81.71% Total Expenses $7,216,958.04 $6,881,416.77 $10,023,281.00 72.00% Net LOSS ($5,547,036.57) ($5,199,112.08) ($7,840,118.00) 70.75% Local Grants $1,760,230.96 $1,734,234.56 $2,850,794.00 61.75% State Grants 1,454,602.00 1,625,237.00 2,021,469.00 71.96% Federal Grants 2,781,848.00 2,746,984.59 2,967,855.00 93.73% Total Subsidies $5,996,680.96 $6,106,456.15 $7,840,118.00 76.49% Net Income (loss) $449.644.39 $907,344.0] ,l GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 3/31/2018 3/31/2017 Year -to -Date Year -to -Date %of Change ASSETS $ 34,630,906.40 $ 32,517,681.36 CASH $ 484,226.50 $ 1,323,100.28 -63% ACCOUNTS RECEIVABLE $ 4,946,105.77 $ 1,307,481.94 278% INVENTORY $ 464,024.78 $ 494,020.24 -6% FIXED ASSETS FIXED ASSETS $ 34,630,906.40 $ 32,517,681.36 6% ACCUMULATED DEPRECIATION $ (23,950,707.55) $ (22,837,861.55) 5% NET FIXED ASSETS $ 10,680,198.85 $ 9,679,819.81 10% PREPAYMENTS $ 1O6,290.84 $ 32,183.49 230% TOTAL ASSETS $ 16,680,846.74 $ 12,836,605.76 30% CURRENT LIABILITIES $ 449,644.39 $ 907,344.07 -50% ACCOUNTS PAYABLE $ 2,546,362.14 $ 312,208.81 716% PAYROLL LIABILITIES $ 425,055.33 $ 408,624.16 4% OTHER LIABILITIES $ 1,605,347.39 $ 1,100,413.90 46% :9_17Y�d1 CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,838,567.60 $ 4,055,222.10 -5% DEPRECIATION EXPENSE $ (1,384,692.65) $ (1,277,346.87) 8% RETAINED EARNINGS $ 7,135,995.54 $ 6,998,686.59 2% CAPITAL CONTRIBUTIONS $ 2,064,562.00 $ 331,448.00 523% NET INCOME (LOSS) $ 449,644.39 $ 907,344.07 -50% TOTAL CAPITAL $ 12,104,081.88 $ 11,015,358.89 10% TOTAL LIABILITIES & CAPITAL $ 16,680,846.74 $ 12,836,605.76 30% GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS May 17, 2018 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, May 21, 2018, at 1:00 p.m., in the EOC Conference Room, Room 159, firstfloor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, l ry-� j Stephanie M. Moon Reynold Secretary pc: Robert S. Cowell, Jr., Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Laura M. Carini, Assistant General Counsel, GRTC Kevin Price, General Manager, Valley Metro Ronnie Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro Joseph Cobbs, Vice - Mayor - Elect, Roanoke City Council Djuna Osborne, Council Member - Elect, Roanoke City Council KAGRTC18 \May 21, 2018 Meeting Notice,doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS MAY 21, 2018 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA Call to Order. 2. Roll Call, Director Jamison was absent. 3. Approval of Minutes: Regular meeting held on Monday, March 19, 2018. Without objection, minutes approved as written. 4. Reports of Officers: a. General Manager: 1. Management Update: a. Planning and Special Projects • Roanoke County Transit Extension Discussions • FTA Section 5307 Withholding — 5% • Smart Way Schedule Adjustment • Vinton Transit Service • Transit Bus Stop Shelter Project • GRTC Public Hearing Matters b. Fiscal 2018 Year to Date Ridership Received and filed. 2. Authorization to purchase of one fixed route Valley Metro service replacement bus. Resolution adopted. (6 -0) 3. Approval of the GRTC Fiscal Year 2018 -2019 Operating Budget. Resolution adopted. (6.0) 4. Discussion regarding the composition of the GRTC Board of Directors. Recommendation for adoption at the Stockholder's Meeting on June 18, 2018. (6 -0) L: \CL &RA \DATA \e...n \GRTC.18 \May 21, 2018 Action Agenda.doc 5. Presentation by Cherry Bekaert. 5. Next Meeting Date: o June 18, 2018 at 1:45 p.m. in City Council's Conference Room. 6. Adjourned. 1:50 P.M. L :ACLERKVDATAVsmmoonVGRTC.18AMay 21, 2018 Action Agenaa.aoc M Greater Roanoke Transit Company Board of Directors Meeting Management Update May 21, 2018 Planning and Special Projects Roanoke County Transit Extension Discussions On March 30, 2018, GRTC Management met with representatives from Roanoke County to discuss a transit service line extension into Roanoke County. This limited extension would provide transit service to Roanoke County's Administrative Building, Old County Plaza, Holiday Inn ( Tanglewood), and Tanglewood West. GRTC also provided service extension cost estimates for review and comment. FTA Section 5307 Withholding — 5% The Federal Transit Administration (FTA) continues to withhold five percent (5 %) of GRTC's Urbanized Area Formula Funds until a certified State Safety Oversight Program (SSOP) for Washington Metropolitan Area Transit Authority (Metrorail) is in place. The five percent withholding includes transit systems in Maryland, Virginia, and the District of Columbia for Federal Fiscal Year (FFY') 18. The amount to be withheld from all three jurisdictions totals approximately $16.1 million. GRTC's share of the five percent withholding amounts to $137,095 for Fiscal Year'18 and $140,000 for Fiscal Year'19. It is important to note the formula funds are being withheld and not forfeited. The funds will be available when FTA certifies a State Safety Oversight Program (SSOP) for Metrorail. Please note that Maryland, Virginia, and the District of Columbia have established the Metrorail Safety Commission (MSC); however, the work of the MSC must result in a certified SSOP. Upon certification, all of the withheld funds will be released. Smart Way Schedule Adiustment At the request of our partners from the New River Valley, consideration is being given to adjusting the schedule for the first trip of the Valley Metro Smart Way bus from Blacksburg to Roanoke that provides a connection to the Amtrak train. The bus currently leaves Virginia Tech at 4:30 a.m., with additional stops in Blacksburg, Christiansburg Park and Ride Lot, Salem Park and Ride Lot, and arrives in Roanoke, adjacent to the Amtrak platform at 5:40 a.m. The current schedule results in a wait time of approximately 40 minutes before the train departs. The New River Valley partners requested a 5:00 a.m. departure time from Virginia Tech. There is sufficient headway time in the current schedule to allow for the loading of baggage on the bus and any traffic issues that may occur between Blacksburg and Roanoke. Adjusting the departure time may result in eliminating the stops between Blacksburg and Roanoke to ensure there is sufficient headway time. Valley Metro staff will explore the impact of adjusting the departure time. Vinton Transit Service GRTC and the Town of Vinton continue to explore transit service options that would continue to provide reliable transit service to the Town of Vinton and be fiscally sustainable. All transit service options for the Town of Vinton are still under consideration. One option has been chosen for further operational analysis and financial impact review. GRTC Management will present the final option to the Board for review after the service analysis is completed. Transit Bus Stop Shelter Proiect On March 28, 2018, GRTC issued a Request for Proposal (RFP) for the manufacturing and delivery of new fully assembled bus stop shelters. GRTC has identified 15 new bus stop shelter locations for this project. Greater Roanoke Transit Company PO Box 13247 • Roanoke, Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 www.valleymetro.com GRTC Public Hearing Matters GRTC Management is proposing to conduct an Information Only Public Hearing in June 2018. The topics of public participation and comment are listed below: • Smart Way Express Service • Smart Way Base Service Route Modification — Wells Avenue • Peak Hour Service Reduction — Friday Evenings — Peak service will end at 6:45 p.m. • STAR Monthly Pass Fee Increase - $96 to $112 Fiscal 2018 Ridership Overall, ridership for FY 2018 year to date as of March 2018 is 5.0% below FY 2017. Please see GRTC ridership comparison charts by service type below: Valley Metro nxed Route Ridership Report II�Illipi��� Respecdull S miffed, Kevi rice Ge ral Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Smart Way Ridership Chart dlll�l�l��i Star Line Trolley Ridership Chart Candidate Locations for Bus Stop Improvements Complete the Melrose Avenue Bus Stop Accessibility Project The Transportation Alternatives project on Melrose Avenue did not have sufficient funds to provide the recommended bus shelters at the following locations: 1. Melrose WB at Victoria 2. Melrose WB at Fentress 3. Melrose EB at Comer 4. Melrose EB at Victoria 5. Melrose EB at 29th From the Bus Stop Accessibility Study The 2013 Bus Stop Accessibility Study recommended the following bus stops for bus shelters based on their high activity index. Bus Stop Locality 1. Lake Drive Plaza Big Lots (Hardy Road) Vinton 2, Salem Walmart Salem 3 Ferncliff SB at Hoback City of Roanoke 4. Move Liberty SB at Dupree (Lincoln Terrace Elementary) to pedestrian island City of Roanoke 5. Elm EB at 81h City of Roanoke 6. Hardy WB at Bedford Vinton 7. Burrell SB at Whitten City of Roanoke 8. Elm EB at 5th City of Roanoke 9. Salem Turnpike EB at 24th City of Roanoke 10, Hunt WB at g`h(Relocate stop to west side of 8'h) City of Roanoke GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET (Valley Metro, Smartway, Troll"µ Smartway Connector) EY 19 NET INCOME (LOSS) I $ 625,578 1 $ $ D3 � comu�ma o�agei viazme REVENUES FY 17 ACTUAL _ FY 18 BUDGET FY 19 BUDGET %INCR /DECR PASSENGER REVFNUES $ 1,928,696 $ ],922,5]1 $ 2,244,672 17% ADVEROSING $ 109,223 $ 111,036 $ 121,210 9% INTEREST $ 1,211 $ 1,130 $ 1,507 33% OTHER REVENUES $ 200,034 $ 148,426 $ 152,387 3% TOTAL REVENUES $ 2,239,214 $ 2,183,163 $ 2,519,726 15% EXPENSES LABOR $ 3,]4],490 $ 3,9]],886 $ 4,026,941 1% FRINGE BENEFITS $ 1,728,837 $ 1,901,463 $ 2,024,441 6% SERVICES $ 5]4,8]2 $ 710,080 $ ]46)]1 SK MAEE RIALS & SUPPLIES $ 1,211,060 $ 1,342,324 $ 1,615,660 20% UTILITIES $ 238,731 $ 260,181 $ 261,469 0% INSURANCE $ 253,460 $ 269,306 $ 269,306 0% MISCELLANEOUS $ 1,341,647 $ 1,562,041 $ 1,760,239 13% TOTAL EXPENSES $ 9,096,036 $ 10,023,281 $ 10,204,827 2% DEFICIT $ 6,856,822) $ )2,840,118) $ (8,185,051) 4% SUBSIDIES FEDERAL $ 2,963,963 $ 2,96],855 $ 3,319,222 12% STATE $ 2,184,63] $ 2,021,469 $ 2,126,805 5% OTHERLOCAL $ 379,829 $ 392,323 $ 402,536 1% NEW RIVER VALLEY $ 44,763 $ 52,330 $ 101,302 9 VATECH $ 10,361 $ 409,950 $ 244,020 Cl OF ROANOKE $ 1,898,842 $ 1,991,161 $ 1,991,161 TOTALSUBSIDIES $ 2,482,401 $ 2,840,118 $ 8,185,051 NET INCOME (LOSS) I $ 625,578 1 $ $ D3 � comu�ma o�agei viazme BOARD OF DIRECTORS OF'I'FIE GREATER ROANOKE TRANSIT" COMPANY A RESOLUTION AUTHORIZING GREATER ROANOKE TRANSIT COMPANY'S PRESIDENT, VICE- PRESIDENT OF OPERATIONS, ASSISTANT VICE- PRESIDENT OF OPERATIONS, OR GENERAL MANAGER OR ANY COMBINATION OF TWO OF'I "HE FOUR AFOREMENTIONED INDIVIDUALS TO EXECU'TF. A PURCI IASE CONTRACT, IN A FORM APPROVED BY GENERAL COUNSEL, NEEDED TO PURCHASE ONE (1) REPLACEMENT BUS, IN COMPLIANCE WITI I FEDERAL TRANSIT ADMINISI "RATION (ETA) CIRCULAR 4220.1F, IN AN AMOUNT NOT TO EXCEED THE AVAILABLE GRANT FUNDS AND IN ACCORDANCE WITH ETA AND VIRGINIA PUBLIC PROCUREMENT ACT REGULATIONS; AND AUTHORIZING TI IF VICE PRESIDENT OF OPERATIONS AND GENERAL MANAGER TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTI IF.R DOCUMENTS, AS MAY BE NECESSARY TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH CONTRACT. WHEREAS, Greater Roanoke Transit Company (GRTC) has one (1) Valley Metro urban coach that have reached the end of its useful life, as defined by Chapter IV, Section 4f(2)(a)1 &3 of the Federal Transit Administration's (F'TA) Circular 5010.IE, by exceeding 500,000 miles and 12 years of revenue service; and WHEREAS, the estimated cost of the replacement buses is $449,618, and the sources of funds for these acquisitions are being funded by the Regional Surface Transportation Program (RSTP) and the Virginia Department of Rail and Public Transportation as part of GRTC's Transit Bus Rehabilitation and Replacement Project. THEREFORE, BE TT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations, or General Manager, or any combination of two of the four aforementioned individuals are each authorized, for and on behalf of GRTC to take such actions and execute a purchase contract, in a form approved by general counsel, to purchase one (I) fixed route Valley Metro service replacement bus referred to in the General Manager's report dated May 21, 2018, to this Board. GRTC has the necessary funds available by grant funds in the amount of $449,618 to procure the replacement bus, with no local matching funds required. The sources of funds include fiords by the RSTP and the Virginia Department of Rail and Public Transportation as part of GRTC's'I'ransit Bus Rehabilitation and Replacement Project. 2. The Vice President of Operations and General Manager are further authorized to take such further actions and execute such further documents, as may be necessary to implement, administer, and enforce such purchase contract, with any such documents to be in a form approved by General Counsel. ATT '' / Step nie M. Moo Reynolds, Secretary 2 rITIOR, a Transit Company Board of Directors Meeting Action Item May 21, 2018 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Authorization to Purchase One (1) Replacement Bus Background The Greater Roanoke Transit Company (GRTC) staff will be replacing one (1) Valley Metro urban coach that has reached the end of its respective useful life, as defined by Chapter IV, Section 4f (2) (a) 3 of the Federal Transit Administration's (FTA) Circular 5010.1E, by exceeding 500,000 miles and 12 years of revenue service. The replacement low floor transit bus will be 35 feet in length with a seating capacity of 31 passengers. The estimated cost for one (1) coach is $449,618.00. This transit bus replacement is being funded by Regional Surface Transportation Program (RSTP) funds and the Virginia Department of Rail and Public Transportation as part of GRTC's Transit Bus Rehabilitation and Replacement Project. On November 20, 2017, the GRTC Board of Directors authorized the purchase of nine (9) fixed route transit buses and four (4) Star Line Replacement Trolleys. In order to exhaust the available funds from the previously approved nine (9) transit buses and four (4) trolleys, GRTC will need to purchase one additional replacement transit bus. No additional local match funding is required. Recommendation GRTC Board of Directors authorize the purchase of one (1) fixed route Valley Metro service replacement bus in accordance with Sections 2a and 2e of GRTC November 15, 2010 Board Resolution and FTA/ Virginia Public Procurement Act requirements; that either GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations or General Manager or any combination of two of the four aforementioned individuals be authorized to execute a purchase contract for said bus. RespectjuJyy Submitted, eo Price eral Man Greater Roanoke Transit Company PO Box 13247 • Roanoke, Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 www.valleymetro.com Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING A FISCAL YEAR 2019 BUDGET FOR GREATER ROANOKE TRANSIT COMPANY. WHEREAS, the Greater Roanoke Transit Company (GRTC) Budget Review Committee has reviewed the General Manager's proposed operating budget for GRTC for fiscal year 2019 (July 1, 2018 to June 30, 2019); and WHEREAS, the Budget Review Committee has endorsed the recommended budget of $10,704,827. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the Board of Directors hereby adopts the fiscal year 2019 Budget in the aggregate amount of $10,704,827, all as set forth in an attachment to the Board Report dated May 21, 2018, from the GRTC General Manager. AITF Date Adopted: Stephanie M. Moo Reynolds, Secretary W=114My M Greater Roanoke Transit Company Board of Directors Meeting Action Item May 21, 2018 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: GRTC Fiscal Year 2018 — 2019 Operating Budget Background The Board of Directors annually appoints a Budget Committee to review the proposed operating budget for the Greater Roanoke Transit Company (GRTC) and provide a recommendation to the full Board of Directors. The Board President, William D. Bestpitch, appointed Board Members, Michael Shockley, and Curtis Mills, Treasurer, Amelia Merchant, and GRTC's Assistant Vice - President of Operations, Sherman Stovall, to the fiscal 2019 Budget Committee. The Budget Committee met on May 11, 2018, to review and discuss GRTC's proposed fiscal 2019 operating budget. The Budget Committee endorsed the proposed budget in its current form and agreed to recommend it to the full Board of Directors. The recommended budget is attached and totals $10,704,827 an increase of 7% above fiscal year 2018. Recommendation The Budget Committee recommends that the Board of Directors approve GRTC's fiscal year 2018 -2019 operating budget. Respectful Submitted, . Price C 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 Greater Roanoke Transit Company FY 2018 — 2019 Budget Roanoke M , Virginia Summary • Total Budget - $10,704,827 — Increase of $681,546 • Service Levels — Maintain core service levels — Eliminate fourth hour of PM Peak Service which is provided on Friday only mffim Roanoke, Virginia Revenue • Passenger Revenue — Increase of $322,101 — Increase driven by fare adjustment that was effective January 2018 • State Revenue — Increase of $105,336 — Approximately $40,000 allocated to Smartway Express and results in reduction to Virginia Tech cost share of service • Federal Revenue — Increase of $351,372 — Approximately $160,000 allocated to Smartway Express and results in reduction to Virginia Tech cost share of service • Local subsidy level funded Without fare adjustment, revenue increase would be $359,445 Expenses • Labor and Fringe Benefits — Increase of $172,033 — Compensation increase of 2.5% for bus drivers and bus maintenance employees (union employees) — Compensation increase of 2% for non -union employees — Medical insurance increase — Part -time Human Resource Assistant to Full -time — Part -Time Technology Support position — Reallocation of funding for Assistant Director of Maintenance • Other Expenses — Materials and Supplies (Fuel and Tires) — Increase of $273,336 — Paratransit (RADAR —STAR) increase of $198,198 ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ Presentation to Management of the Greater Roanoke Transit Company May 21, 2018 `� Cherry Bekaprt CPA, b ■ ■ ■ ■■ ■ ■ ■ ■ ■■ii ■ ■ ■■■■■■■■■■■■■■■■■ Table of Contents t.� Cherry Bekaert" 2 CM&A✓ -- ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ Engagement Services ► You have engaged us to provide the following: ■ An audit of GRTC's FY 2018 financial statements • Audit of GRTC's major federal programs required by the Uniform Guidance 0 y ea a a'. 1,1 i r 1 ■ IN ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ IN ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ IN ■ ■ ■ ■ ■ IN Service Deliverables • Report on the financial statements of GRTC as of and for the year ending June 30, 2018 • Report on internal control over financial reporting and on compliance and other matters required by Government Auditing Standards • Report on compliance for each major federal program and internal control over compliance in accordance with the Uniform Grant Guidance •Audit plan and strategy • Results of the audit � I% Cherry Bekaert"" I CM Ad,� IL i 771, ■ Audit Methodology ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ Audit Methodology Cherry Bekaert utilizes atop -down risk -based integrated audit approach based on three phases: • Perform risk assessment procedures to determine the significant audit areas and reporting and compliance requirements • Update our GRTC specific Provided By Client list • Update audit testing programs based on identified audit and financial reporting risks • Perform appropriate substantive and analytical procedures, including tests of internal controls, where appropriate. • Manager and Partner oversight throughout the process • Communicate testing results and other matters through status updates • Evaluate the results, communicate with management and the Board and issue the required reports � '% Cherry Bekaert "" 8 so CM 6 Adds ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ Audit Methodology — Single Audit Cherry Bekaert employs an efficient, effective, compliant, and time - tested Single Audit process based on three phases: • Identify major federal grant programs and their respective compliance requirements based upon a risk -based analysis • Test the administrative control systems to verify compliance with general and specific grant requirements • Test for conformance with compliance requirements (e.g., allowable costs, reporting) • Summarize audit results, report any compliance and /or internal control finding(s) to management, and assist in preparation of corrective action plan(s) • Prepare required reports along with a Schedule of Findings and Questioned Costs �� Cherry Bekaert ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ 111 1 ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ Significant Audit Areas Based on our preliminary risk assessment of GRTC, we have identified the following financial statement captions as significant audit areas and our audit test work will include the following procedures: • Update our understanding of controls in place over operating revenues • Perform predictive analytical procedures over service revenues • Confirm Due From Other Governments balances and analytically test revenues (e.g., year vs. year) • Test the collectability of receivables • Update our understanding of controls in place over expenses and payables and test accordingly • Perform a search for unrecorded liabilities • Perform analytical and other procedures over related balances � ,% Cherry Hekaert 12 No ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ IN ■ ■ ■ ■ ■ ■ ■ ■ Significant Audit Areas • Update our understanding of controls in place over capital assets and test accordingly • Roll forward capital assets, testing individual additions and deletions • Analytically test depreciation expense •Test internal controls over major program administration •Test compliance with applicable compliance requirements (e.g., allowable costs, cash management, reporting) • Review journal entries to ensure net position is properly classified and disclosed • Review account groupings for financial statements • Review implementation of new GASB requirement for fair presentation v,� Cherry Bekaert "' ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ ■ Your Guide Forward � N% Cherry Bekaert so CPA. & Ad-- GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 13, 2018 The Honorable Mayor Sherman P. Lea, Sr. and Members of Roanoke City Council Dear Mayor Lea and Members of the Council: The Annual Meeting of the Stockholders of the Greater Roanoke Transit Company will be held on Monday, June 18, 2018, at 1:30 p.m., in the City Council Chamber, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, (?Zt t Cecelia F. McCoy Assistant Secretary PC: Robert S. Cowell, Jr., City Manager /Vice - President of Operations Daniel J. Callaghan, City Attorney /General Counsel Amelia C. Merchant, Director of Finance /Treasurer Sherman M. Stovall, Assistant City Manager for Operations /Assistant Vice - President of Operations Drew Harmon, Municipal Auditor Laura M. Carini, Assistant Attorney /Assistant General Counsel Kevin Price, General Manager, Valley Metro Ronnie Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro STOCKHOLDER'S ANNUAL MEETING GREATER ROANOKE TRANSIT COMPANY MONDAY, JUNE 18 2018 1:30 P.M. CITY COUNCIL CHAMBER AGENDA 1. Call to Order - Roll Call. Council Members Dykstra and Trinkle were absent. 2. Approval of Minutes: Annual Stockholder's meeting held on Monday, June 19, 2017; and Special Meetings of Stockholder held on Monday, July 17, 2017, Monday, August 21, 2017, Monday, September 18, 2017, and Monday, October 16, 2017. Without objection by the Council, the reading of the minutes are dispensed with and approved as recorded. 3. Statement of Purpose. Mayor Sherman P. Lea, Sr. The purpose of the meeting is to consider restructuring the Board and to entertain nominations for the election of Directors of the Greater Roanoke Transit Company for one -year terms of office, each, commencing July 1, 2018. 4. Proposed Restructure of the Board of Directors. Concurred in the recommendation of the GRTC Board of Directors that the Citizen at large seat be changed to a representative from a regional user The Administration was requested to report back to the Stockholder regarding a possible expansion of the Board of Directors of the Greater Roanoke Transit Company from seven to nine members to include a Roanoke County and Citizen at large representative, respectively, and an establishment of an Advisory Council to consist of citizens and bus operators to provide input to the Board; and the General Counsel was instructed to research the State Code to determine whether action on matters by the Greater Roanoke Transit Company Board of Directors require a super majority vote.. K: \GRTC.1 S \Annual Stockholders' Action Agenda.doc 5. Election of Seven Directors • Two Members of Council: Council Member William D. Bestpitch Vice -Mayor Anita J. Price • Two City staff Representatives: Michael Shockley Mark Jamison • One Physically - Challenged Representative: Karen Michalski - Karney, Executive Director of the Blue Ridge Independent Living Center, • Two Regional Representatives: Designee — Town of Vinton Designee — City of Salem All abovenamed nominees appointed for one -year terms of office, each, commencing July 1, 2018. 6. New Business: The General Manager of Valley Metro announced the hiring of Ron Parker as the Assistant General Manager of Valley Metro. 7 Adjourn. 1:46 p.m. K: \GRTC.18\Annual Stockholders' Action Agenda.doc STI-THANIE N1. MOON REYNOLDS, NINIC City Clerk CITY OF ROANOKE OFFICE OIL' rl'HE CITY CLERK 215 Church Avenue, S. W., Suite 456 Roanoke, Virginia 24011 -1536 Telephone: (540) 853 -2541 Fns: (540) 853 -1145 E-mail: clerk(a roauokeva,gov Robert S. Cowell, Jr. Vice - President of Operations Greater Roanoke Transit Company Roanoke, Virginia Gentlemen: June 20, 2018 CECLI..IA F. NICCOY Deputy Cily Clerk CECELIAT. WI?1311, (AW Assistant Deputy City Clerk Daniel J. Callaghan General Counsel Greater Roanoke Transit Company Roanoke, Virginia The proposed restructure of the Board of Directors was discussed at the regular meeting of the Stockholder of the Greater Roanoke Transit Company held on Monday, June 18, 2018. The Administration was requested to report back to the Stockholder regarding a possible expansion of the Board of Directors of the Greater Roanoke Transit Company from seven to nine members to include a Roanoke County and Citizen at large representative, respectively, and an establishment of an Advisory Council to consist of citizens and bus operators to provide input to the Board; and the General Counsel was instructed to research the State Code to determine whether action on matters by the Greater Roanoke Transit Company Board of Directors require a super majority vote.. Sincerely, a Stephanie M. Moon, MMC City Clerk pc: Sherman M. Stovall, Assistant Vice - President of Operations, GRTC Amelia C. Merchant, Treasurer, GRTC Kevin L. Price, General Manager, Valley Metro STEPHANIE M. MOON REYNOLDS, MMC City Clerk Barry W. Thompson Town Manager Town of Vinton 311 S. Pollard Street Vinton, Virginia 24179 Gentlemen: CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Suite 456 Roanoke, Virginia 24011 -1536 Telephone: (540) 853 -2541 Fax: (540) 853 -1145 E -mail: clerk @roanokeva.gov June 20, 2018 CECELIA F. MCCOY Deputy City Clerk CECELIA T. WEBB, CMC Assistant Deputy City Clerk Kevin S. Boggess City Manager City of Salem 114 North Broad Street Salem, Virginia 24153 I am enclosing copy of a communication from William D. Bestpitch, President, Greater Roanoke Transit Company Board of Directors, regarding the proposed restructure of the Greater Roanoke Transit Company Board of Directors, which communication was before the Stockholder of the Greater Roanoke Transit Company at its annual meeting held on Monday, June 18, 2018. The Stockholder concurred in the request of the Greater Roanoke Transit Company Board of Directors that the Citizen -at -large seat be changed to a representative from the City of Salem and Town of Vinton, respectively. The Stockholder of the Greater Roanoke Transit Company will hold a special meeting on Monday, July 2, 2018, at 2:30 p.m., or as soon thereafter following the completion of the regular session of Roanoke City Council, in the Council Chamber, Room 450, 4th Floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of appointing representatives from the City of Salem and Town of Vinton to the Board and ratifying the appointment of the other five Board members. Sincerely, Ty. piJY� 770 ti Stephanie M. Moon Reynolds, MMC City Clerk Barry W. Thompson Kevin S. Boggess June 20, 2018 Page 2 PC: Robert S. Cowell, Jr., Vice President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ronnie Parker, Assistant General Manager, Valley Metro V411ey 'Aa� rtla�� June 18, 2018 Honorable Mayor Sherman P. Lea, Sr. and Members of City Council Roanoke, Virginia Subject: Proposed Restructure of the Greater Roanoke Transit Company Board of Directors Dear Mayor Lea and Members of City Council: Background As representatives of the sole Stockholder of the Greater Roanoke Transit Company (GRTC), a majority of City Council appoints the GRTC Board of Directors at the annual June Stockholders meeting. The current structure of the Board of Directors, established by Council in April 2010, is outlined below: • Two Members of City Council • Two Members of City Staff • One representative from a regional user of GRTC (Town of Vinton or City of Salem, with rotation every two years) • One representative from the Physically Challenged Community • One Citizen at -large Representatives from the City of Salem and Town of Vinton (regional users) have requested separate, concurrent seats on the GRTC Board of Directors. Recommendation Based on the discussion of the aforementioned request at the May 21,2018 GRTC Board of Directors meeting, it is recommended that the Citizen at -large seat be changed to a representative from a regional user, such that the structure of the Board of will be: • Two Members of City Council • Two Members of City Staff • One representative from the City of Salem • One representative from the Town of Vinton • One representative from the Physically Challenged Community Sinc rely, �� William D. Bestpitch President, GRTC Board of Directors Kevin L. Price, General Manager Stephanie M. Moon Reynolds, Secretary Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer Robert, S. Cowell, Jr., Vice President of Operations Sherman M. Stovall, Assistant Vice President of Operations 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 June 20, 2018 Michael B. Shockley, Director General Services Sustainability Roanoke, Virginia Dear Mr. Shockley: At the Annual Stockholder's Meeting of the Greater Roanoke Transit Company held on Monday, June 18, 2018, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2018 and ending June 30, 2019. EZI ILA usea tOU will tend a Certificate of your reapp ointment and two conics of an Oath or Affirmation of Office which must be administered by the Clerk of the Circuit Court of the City of Roanoke located on the third floor of the Roanoke Citv Courts Facility 315 Church Avenue S. W. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva aov, under Upcoming Vacancies on Council- appointed Bodies. 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, *, , -�, - %717 ��nool Stephanie M. Moon Reynolds Secretary Enclosures Michael Shockley June 20, 2018 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder's meeting of the Greater Roanoke Transit Company, which was held on the eighteenth day of June 2018, MICHAEL B. SHOCKLEY was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one - year term of office, commencing July 1, 2018 and ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twentieth day of June 2018. 0 4,0 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 20, 2018 Mark Jamison Manager of Transportation Roanoke, Virginia Dear Mr. Jamison: At the Annual Stockholder's Meeting of the Greater Roanoke Transit Company held on Monday, June 18, 2018, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2018and ending June 30, 2019. will find a Ce IN Church Avenue S. W. a a After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva qov. 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 Secretary Enclosures Mark Jamison June 20, 2018 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice-President of Operations Sherman M. Stovall, Assistant Vice-President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Stephanie M. Moon Reynolds, Secretary and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder's meeting of the Greater Roanoke Transit Company, which was held on the eighteenth day of June 2018, MARK JAMISON was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2018 and ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twentieth day of June 2018. UM 9 1". V.S., yn k m�, 7 0 Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 20, 2018 Karen Michalski - Karney, Executive Director Blue Ridge Independent Living Center 1502 Williamson Road, N. E., Suite B Roanoke, Virginia 24012 -5100 Dear Ms. Michalski- Karney: At the Annual Stockholder's Meeting of the Greater Roanoke Transit Company held on Monday, June 18, 2018, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2018 and ending June 30, 2019. A Church Avenue S. W. fl of of urts Facil After the Oath has been administered, please return one copy to Room 456 in the Noel C. Taylor Municipal Building, 215 Church Avenue S.W. the capacity to which you were rea � � prior to serving in complete the online application at wwwproanokeva aov. recordkeeping purposes, 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, A4kU-XA--11 m 14 411-1 Stephanie M. Moon Reynolds Secretary Enclosures Karen Michalski - Karney June 20, 2018 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder's meeting of the Greater Roanoke Transit Company, which was held on the eighteenth day of June 2018, KAREN MICHALSKI- KARNEY was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2018 and ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twentieth day of June 2018. 14L.tecreta ry GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 20, 2018 The Honorable William D. Bestpitch Council Member Roanoke, Virginia Dear Council Member Bestpitch: At the Annual Stockholder's Meeting of the Greater Roanoke Transit Company held on Monday, June 18, 2018, you were reappointed as member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2018 and ending June 30, 2019. Enclosed you will find a Certificate of your reappointment. 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 Reynolds Secretary Enclosure PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder's meeting of the Greater Roanoke Transit Company, which was held on the eighteenth day of June 2018, WILLIAM D. BESTPITCH was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2018 and ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twentieth clay of June 2018. A Secretary Y GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 16, 2015 The Honorable Anita J. Price Vice -Mayor Roanoke, Virginia Dear Vice -Mayor Price: At the Annual Meeting of the Greater Roanoke Transit Company Stockholders held on Monday, June 18, 2018, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2018 and ending June 30, 2019. Enclosed you will find a Certificate of your reappointment. 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 rea read and become familiar with provisions of the Act ppointment and each member is required "to Sincerely, Stephanie M. Moon Reynolds Secretary Enclosure Pc: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder's meeting of the Greater Roanoke Transit Company, which was held on the eighteenth day of June 2018, ANITA J. PRICE was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2018 and ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twentieth day of June 2018. en rb Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 13, 2018 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, June 18, 2018, at 1:45 p.m., in the Council's Conference Room, Room 451, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, 0�tt� J. V&e7--, Cecelia F. McCoy Assistant Secretary PC: Robert S. Cowell, Jr., Vice President of Operations Sherman M. Stovall, Assistant Vice President of Operations Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer Troy A. Harmon, Municipal Auditor Laura M. Carini, Assistant General Counsel Kevin Price, General Manager, Valley Metro Ronnie Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro L: \CLERK \DATA \smmoon \GRTC.18 \June 18, 2018 Meeting Notice.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 18, 2018 1:45 P.M. COUNCIL'S CONFERENCE ROOM ROOM 450 AGENDA 1. Call to Order -- Roll Call. Director Curtis Mills was absent. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, May 21, 2018. Dispensed with the reading thereof and approved as recorded. 3. Reports of Officers: a. General Manager: 1. Adoption of the Board of Directors' Meeting Schedule for the 2019 Fiscal Year. (6 -0) 2. Authorization to conduct an Information Only public hearing to solicit public comments regarding proposed changes to GRTC's transit services on Monday, July 9, 2018, at the Campbell Court Transfer Center, 2nd Floor Conference Room, from 4:30 p.m. to 7:00 p.m. (6 -0) 4. Other Business. Randolph Gregg, 2523 Jefferson Street, S. W., appeared before the Board to request consideration of a Smartway Bus from the Roanoke - Blacksburg Regional Airport to Clifton Forge for passengers to connect with the AMTRAK west bound train. The matter was referred to staff for report back to the Board at a subsequent meeting. NEXT BOARD MEETING: July 16 at 1:00 p.m., in the EOC Conference Room. 5. Adjourn. 1:56 p.m. 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, 2018, meeting, the GRTC General Manager recommended that the Board adopt a specific meeting schedule for the 2019 Fiscal Year, which ends on June 30, 2019, as more fully set forth in the General Manager's report dated June 18, 2018, 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, 2019, 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, 2019, will be held at 1:45 p.m. in the City Council Conference Room, Room 451, on the fourth floor of the Noel C. Taylor Municipal Building, 215 Church Avenue, SW, Roanoke, Virginia 24011. In accordance with Article III, Section 4 of the GRTC By -Laws, the following meeting dates for the GRTC Board are approved for the 2019 Fiscal Year: July 16, 2018 September 17, 2018 November 19, 2018 January 22, 2019 March 18, 2019 May 20, 2019 June 17, 2019 (Monday, 1:00 p.m. — EOC) (Monday, 1:00 p.m. — EOC) (Monday, 1:00 p.m. — EOC) (Tuesday, 1:00 p.m. — EOC) (Monday, 1:00 p.m. — EOC) (Monday, 1:00 p.m. — EOC) (Monday, 1:45 p.m. — City Council Conference Room, Room 451). 1 2. The GRTC Board can hold additional meetings on an as- needed basis in accordance with the GRTC By -Laws. 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. Date: ATTEST: %:�M Y y R -GRTC establishing meeting schedule FY2019 (6- 18 -18) 2 W�1140Y "M� IVr&IV%M Greater Roanoke Transit Company Board of Directors Meeting June 18, 2018 Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: Board of Directors Meeting Schedule for Fiscal 2019 Background At its June 19, 2017 meeting, the GRTC Board of Directors approved by resolution its meeting schedule for the 2018 fiscal year. The Board needs to adopt a meeting schedule for the 2019 fiscal year. Recommendation The following GRTC Board of Directors meeting schedule is recommended for the 2019 fiscal year: 2018 2019 July 16th January 22nd (Monday January 21st MLK Day) September 17th March 18th November 19th May 20th June 17th The June 17, 2019 meeting will be at 1:45 P.M. in the City Council's Conference Room on the fourth floor of the Noel C. Taylor Municipal Building, 215 Church Ave., SW, Roanoke, Virginia 24011. All other meetings will be at 1:00 P.M. in the Emergency Operations Center (EOC) conference room on the first floor of the Noel C. Taylor Municipal Building. Price 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 4L'11 BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING A PUBLIC HEARING TO RECEIVE PUBLIC COMMENTS ON (1) THE SMART WAY EXPRESS SERVICE; (2) THE SMART WAY BASE SERVICE ROUTE MODIFICATION; (3) THE SMART WAY SCHEDULE ADJUSTMENT; AND (4) THE PEAK HOUR SERVICE REDUCTION — FRIDAY EVENINGS FOR GREATER ROANOKE TRANSIT COMPANY (GRTC). WHEREAS, at the Board's June 18, 2018, meeting, the GRTC General Manager recommended that the Board consider (1) the Smart Way Express Service, which will provide a direct link between the campus of Virginia Tech and the Virginia Tech Carilion Research Institute (VTCRI); (2) the Smart Way Base Service Route Modification, which will no longer service VTCRI, since the Smart Way Express Service will be servicing that route; (3) the Smart Way Schedule Adjustment, changing the departure time from Virginia Tech from 4:30 a.m. to 5:00 a.m. to better accommodate passengers departing from the New River Valley; and (4) the Peak Hour Service Reduction on Friday evenings, reducing the one hour on Fridays and ending service at 6:45 p.m. on Fridays, as more fully set forth in the General Manager's report dated June 18, 2018, 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 authorizes a public hearing to be advertised and held on Monday, July 9, 2018, at 4:30 p.m., or as soon thereafter as the matter may be reached, or such other date and time as deemed appropriate by the General Manager, to receive public comments on (1) the Smart Way Express Service; (2) the Smart Way Base Service Route Modification; (3) the Smart Way Schedule Adjustment; and (4) the Peak Hour Service Reduction on Friday evenings. The public hearing will be held in the Campbell Court Transfer 1 Center, 2nd Floor Conference Room, which is located at 17 Campbell Avenue, S.W., Roanoke, Virginia 24011. ATTEST: Date. la...A_ �� � S ephanie M. Moms Re- olds, retary GRTC resolution authorizing public hearing -smart way express service, etc (6.18.18) M Greater Roanoke Transit Company Board of Directors Meeting Action Item June 18, 2018 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Authorization to Conduct Information Only Public Hearing Background Smart Way Express Service In partnership with Virginia Tech, GRTC will operate the Smart Way Express (SWX) commuter service Monday through Friday from 6:15 a.m. to 9:00 p.m. The SWX will provide a direct link between the campus of Virginia Tech and the Virginia Tech Carilion Research Institute (VTCRI). Smart Way Base Service Route Modification As a result of the new SWX commuter service, the base Smart Way commuter service will no longer service the VTCRI. The base Smart Way commuter service will be re- routed to Wells Avenue thus providing bi- directional Smart Way service on Wells Avenue. Smart Way Schedule Adjustment The Smart Way bus currently leaves Virginia Tech at 4:30 a.m., with additional stops in Blacksburg, Christiansburg Park and Ride Lot, Salem Park and Ride Lot, and arrives in Roanoke, adjacent to the Amtrak platform at 5:40 a.m. The current schedule results in a wait time of approximately 40 minutes before the train departs. GRTC Management proposes to change the scheduled departure time at Virginia Tech from 4:30 a.m. to 5:00 a.m. to better accommodate passengers departing from the New River Valley. The Exit 140 Park and Ride Lot stop will not be serviced as a result of the proposed new departure time of 5:00 a.m. from Virginia Tech. Peak Hour Service Reduction — Friday Evenings In FY' 15 Valley Metro extended the Friday PM Peak Transit Service one (1) hour. Prior to the one (1) hour extension, the Friday PM Peak Transit Service ended at 6:45 p.m., the extension provided an extra hour of service ending at 7:45 p.m. GRTC is proposing to discontinue the one (1) hour extension for Friday PM Peak Transit Service and return to the initial service end time of 6:45 p.m. as a result of little to no ridership during the one (1) hour extension time period. Greater Roanoke Transit Company PO Box 13247 ® Roanoke, Virginia 24032 • Phone: 540.982.0305 • Fax:540.982.2703 ■ www.valleymetro.com Recommendation In accordance with federal regulations and state code, authorize the General Manager to conduct an Information Only public hearing to solicit comments on the aforementioned proposed changes to GRTC's transit services. The hearing will be held on July 91h, 2018, at the Campbell Court Transfer Center, 2nd Floor Conference Room from 4:30 p.m. to 7:00 p.m. Respectful loubmitted, r rr('L. Price - neral Manager cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 20, 2018 Kevin L. Price, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Price: At the regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, June 18, 2018, Randolph Gregg, 2523 Jefferson Street, S. W., appeared before the Board to request consideration of a Smartway Bus from the Roanoke - Blacksburg Regional Airport to Clifton Forge for passengers to connect with the AMTRAK west bound train. The matter was referred to staff for study and report back to the Board at a subsequent meeting. Sincer ly, � Qom, Stephanie M. Moon Reryhetds Secretary PC: Randolph Gregg, 2523 Jefferson Street, S. W., Roanoke, Virginia 24014 Robert S. Cowell, Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Amelia C. Merchant, Treasurer Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Troy A. Harmon, Municipal Auditor Ronnie Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro NOTICE OF PUBLIC HEARING Greater Roanoke Transit Company ( "GRTC "), d/b /a Valley Metro, will receive public comments to consider (1) establishment of the Smart Way Express Service, which will provide a direct link between the campus of Virginia Tech, Blacksburg, Virginia and the Virginia Tech Carilion Research Institute ( VTCRI) in Roanoke, Virginia; (2) the Smart Way Base Service Route Modification, which will no longer service VTCRI because the Smart Way Express Service will be servicing that route; (3) the Smart Way Schedule Adjustment, changing the departure time from Virginia Tech from 4:30 a.m. to 5:00 a.m. to better accommodate passengers departing from the New River Valley; and (4) the Peak Hour Service Reduction on Friday evenings, discontinuing the one hour extension on Fridays and ending service at 6:45 p.m. on Fridays. Pursuant to the requirements mandated by the Federal Transit Administration (FTA), notice is hereby given that Greater Roanoke Transit Company will hold a public hearing to receive public comments on the above matters on Monday, July 9, 2018, commencing at 4:30 p.m. and ending at 7:00 p.m., in the Campbell Court Transfer Center, 2nd Floor Conference Room, which is located at 17 Campbell Avenue, S.W., Roanoke, Virginia, 24011. For further information on the matter, you may contact the Office of the City Clerk at (540) 853 -2541 or GRTC at (540) 982 -0305. All parties and interested entities may appear on the above date and time to be heard on the above matter. If you are a person with a disability who needs accommodations for this hearing, please contact the Roanoke City Clerk's Office at (540) 853 -2541, before 12:00 noon on Friday, July 6, 2018. GIVEN under my hand this 25th day of June 2018. PH Notice -GRTC Smart Way Express, etc (7.9.18) Stephanie M. Moon Reynolds, MMC Secretary Note to Publisher: Please publish in full twice in the Virginia Section of the Roanoke Times, (Header 16 Font, Body 12 Font), on Monday, June 25, 2018, and Monday, July 2, 2018. Please send affidavit of publication to: Stephanie M. Moon Reynolds, MMC, City Clerk 4t` Floor, Noel C. Taylor Municipal Building 215 Church Avenue, S.W., Room 456 Roanoke, Virginia, 24011 Phone: (540) 853 -2541 Please send bill to: Greater Roanoke Transit Company dba Valley Metro Attn: Stephanie Giles 1108 Campbell Avenue, S.E. Roanoke, VA 24013 Phone: (540) 982 -0305 ext. 113 PH Notice -GRTC Smart Way Express, etc (7.9.18) GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 20, 2018 The Honorable Sherman P. Lea, Sr., and Members of the Roanoke City Council Roanoke, Virginia Re: Special Meeting of Stockholder Dear Mayor Lea and Members of City Council: Pursuant to Section 2, Article II, By -Laws of Greater Roanoke Transit Company, this is to advise you that I am calling a Special Meeting of the Stockholder of the Greater Roanoke Transit Company to be held on Monday, July 2, 2018, at 2:30 p.m., or as soon thereafter following the completion of the City Council Session, in the Council Chamber, Room 450, 4th Floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, for the purpose of appointing representatives from the City of Salem and Town of Vinton to the Board and ratifying the appointment of the other five Board members. Sincerely, � Stephanie M. Moon Reynolds Secretary pc: Robert S. Cowell, Jr., Vice President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Laura Carini, Assistant General Counsel, GRTC Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Troy A. Harmon, Municipal Auditor KAGRTC.18107 -02 -18 Call Letter for Stockholders' Meeting.doc STOCKHOLDER'S SPECIAL MEETING GREATER ROANOKE TRANSIT COMPANY MONDAY, JULY 2, 2018 2:30 P.M. CITY COUNCIL CHAMBER /_Trl 1. Call to Order - Roll Call. Vice -Mayor Joseph L. Cobb was absent. 2. Statement of Purpose. Mayor Sherman P. Lea, Sr. Appointed the following individuals as regional user representatives: • Melinda Payne, Designee for the City of Salem • Richard "Pete" Peters, Designee for the Town of Vinton Concurred in the ratification of the appointments of William D. Bestpitch and Anita James Price, as Council Member representatives, Mark Jamison and Michael B. Shockley, as City of Roanoke staff representatives, and Karen Michalski -Kamey as the representative of the Physically Challenged Community, for one year terms on the Board. 3. Adjourn.- 2:51 p.m. K:smmoon/GRTC.18 /Special Meeting of Stockholder Agenda (07.02.18).doc GREATER ROANO►KE TRANSIT COMPANY BOARD OF DIRECTORS July 5, 2018 Melinda J. Payne Director of Economic Development City of Salem 411 N. Broad Street Salem, Virginia 24153 Dear Ms. Payne: At a Special Meeting of the Annual Stockholder of the Greater Roanoke Transit Company held on Monday, July 2 2018, you were appointed as a (Regional User Representative for the City of Salem) member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2018 and ending June 30, 2019. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office, which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. 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." Enclosures Melinda J. Payne July 5, 2018 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice-President of Operations Sherman M. Stovall, Assistant Vice-President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at a Special Meeting of the Stockholder of the Greater Roanoke Transit Company, which was held on the second day of July 2018, MELINDA J. PAYNE (Regional User Representative for the City of Salem) was appointed as member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2018 and ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this fifth day of July 2018. GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 5, 2018 Richard "Pete" Peters Assistant Town Manager /Director of Economic Development Town of Vinton 311 Pollard Street Vinton, Virginia 24179 Dear Mr. Peters: At a Special Meeting of the Annual Stockholder of the Greater Roanoke Transit Company held on Monday, July 2 2018, you were appointed as a (Regional User Representative for the Town of Vinton) member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2018 and ending June 30, 2019. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office, which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. 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, -- U , '. Y),. " " Stephanie M. Moon Reyn Ids Secretary Enclosures Richard "Pete" Peters July 5, 2018 Page 2 pc: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice- President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at a Special Meeting of the Stockholder of the Greater Roanoke Transit Company, which was held on the second day of July 2018, RICHARD PETERS (Regional User Representative for the Town of Vinton) was appointed as member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2018 and ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this fifth day of July 2018. Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 12, 2018 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, July 16, 2018, at 1:00 p.m., in the Council's Conference Room, Room 451, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, Stephanie M. Moon Reynolds Secretary PC: Robert S. Cowell, Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro LACLERK \DATA \smmoon \GRTC.18 \July 16, 2018 Meeting Notice.docMeeting Notice GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2018 1:00 P.M. COUNCIL'S CONFERENCE ROOM ROOM 451 AGENDA 1. Call to Order -- Roll Call. President Bestpitch, Vice - President Price and Director Shockley were absent. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, June 18, 2018. Dispensed with and approved as written. 3. Reports of Officers: a. Secretary: 1. Election of Officers. Following officers were reelected /elected: William D. Bestpitch, President Anita J. Price, Vice - President City Manager, Vice - President of Operations Assistant City Manager for Operations, Assistant Vice - President of Operations City Clerk, Secretary Deputy City Clerk, Assistant Secretary Director of Finance, Treasurer City Attorney, General Counsel b. General Manager: None. 4. Other Business: a. A Comprehensive Operational Analysis Update from the KFH Group. Lib Rood, Spokesperson. Update received and filed. K/smmoon /GRTC.18 /Ju1y 16, 2018 Action Agenda b. An update on Transit Reform /State Transit Funding from Virginia Department of Rail and Public Transportation. Patrice Straghan, Spokesperson. Update received and filed. 5. Next Meeting: September 17, 2018 at 1:00 p.m., EOC Conference Room 6. Adjournment - 1:37 p.m. K/smmoon /GRTC.18 /July 16, 2018 Action Agenda S. q. 1. GREATER ROANOKE TRANSIT COMPANY July 12, 2018 Members of the GRTC Board of Directors Roanoke, Virginia Dear 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 that are currently serving: William D. Bestpitch, President Anita J. Price, Vice - President Robert S. Cowell, Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Stephanie M. Moon Reynolds, Secretary Cecelia F. McCoy, Assistant Secretary Amelia C. Merchant, Treasurer Daniel J. Callaghan, Registered Agent and General Counsel Elect officers for terms of one year, each, commencing July 16, 2018. Sincerely, rn n n) Stephanie M. Moon Reyno ds Secretary PC: Robert S. Cowell, Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro K/ /smmoon /GRTC.18 /July 16, 2018 Election of Officers GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 23, 2018 The Honorable William D. Bestpitch Council Member Roanoke, Virginia Dear Council Member Bestpitch: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 16, 2018, you were reappointed as President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. Enclosed is a copy of your Certificate of reappointment. Enclosure L:\ CLERK \DATA \simnoon \GR "CC.18Vuly\July 16, 2018 correspondence. officer appointments.doc COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the sixteenth day of July 2018, WILLIAM D. BESTPITCH was reappointed as President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -third day of July 2018. 0. 4 Secretary L:\ CLERK \DATA \snunoon \G RTC. I8VulyVuly 16, 2018 coiTespondence.officer appoinhnents.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 23, 2018 The Honorable Anita J. Price Council Member Roanoke, Virginia Dear Council Member Price: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 16, 2018, you were reappointed as Vice - President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. Enclosed is a copy of your Certificate of reappointment. Enclosure L:\ CLERK \DATA \snunoon \G RTC.18\lulyVuly 16, 2018 correspondence. officer appointments.doc COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the sixteenth day of July 2018, ANITA J. PRICE was reappointed as Vice - President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -third day of July 2018. 1\7 Secretary LAC LERK\DATA\snunoon \G RTC.18\►uly\July 16,2018 con- espondence .officerappoinhnents.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 23, 2018 Robert S. Cowell, Jr. City Manager Roanoke, Virginia Dear Mr. Cowell: At a regular meeting of the Greater Roanoke Transit Company, Board of Directors held on Monday, July 16, 2018, the City Manager was reappointed as Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. 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." Enclosures L:\ CLERK \DATA\snunoon\GRTC.18VulyVuly l6, 2018 coiTespondence.officer appointments.doc COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the sixteenth day of July 2018, the City Manager (Robert S. Cowell, Jr.) was appointed as Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -third day of July 2018. Secretary L\ CLERK \DATA\snunoon \GRTC'.18\JulyUuly 16, 2018 correspondence.officer appoinhnents.doc Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Robert S. Cowell, Jr., City Manager, 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 Vice - President of Operations of the Greater Roanoke Transit Company for a term of office ending June 30, 2019, according to the best of my ability. So help me God. ROBEAT S7 JR. The foregoing oath of office was taken, sworn to, and subscribed before me by 1* Robert S. Cowell, Jr., this day of 12018. Brenda S. Hamilton, Clerk of the Circuit Court By , Clerk L:\ CLERK \DATA \smmoon \G RTC.18UulyVuly 16, 2018 correspondence. officer appointments.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 23, 2018 Sherman M. Stovall Assistant City Manager for Operations Roanoke, Virginia Dear Mr. Stovall: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 16, 2018, the Assistant City Manager for Operations was reappointed as Assistant Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. 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." Enclosures I.:\ CLERK \DATA\simnoon \GRTC.I8VulyVuly 16, 2018 conespondence.officer appointments.doc COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such 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 Director held on the sixteenth day of July 2018, the Assistant City Manager for Operations (Sherman M. Stovall) was reappointed as Assistant Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -third day of July 2018. Secretary L:\ CLERK \DATA \stmnoon \G RTC'.18Vuly\July 16, 2018 coiTespondence.officer appointinents.doc Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Sherman M. Stovall, Assistant City Manager for Operations, 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 Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019, according to the best of my ability. So help me God. wo% '_ �j The foregoing oath of office as taken, sworn to, and subscribed before me by Sherman M. Stovall this eday of 18. IF Brenda S. Hamilton, Clerk of the Circuit Court By , Clerk L:\ CLERK \DATA \smmoon \G RTC. I 8Vuly\July 16, 2018 correspondence. officer appointments. doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 23, 2018 Cecelia F. McCoy Deputy City Clerk Roanoke, Virginia Dear Ms. McCoy: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 16, 2018, the Deputy City Clerk was reappointed as Assistant Secretary of the Greater Roanoke Transit Company Board of Directors for a term ending June 30, 2019. 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 Reynolds, M C Secretary Enclosures L:\ CLERK \DATA \smmoon \G RTC. I8\luly\luly 16, 2018 correspondence.officer appointments.doc COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the sixteenth day of July 2018, the Deputy City Clerk (Cecelia F. McCoy) was reappointed as Assistant Secretary of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -third day of July 2018. Secretary L:\ CLERK \DATA \snunoon \G RTC.lBVulyVuly 16, 2018 correspondence. officer appoinhnents.doc Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Cecelia F. McCoy, Deputy City Clerk, 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 term of office ending June 30, 2019, according to the best of my ability. So help me God. CECELIA F. MCCOY The foregoing oath of of�cfce was taken, sworn to, and subscribed before me by Cecelia F. McCoy thisciGl day of 2018. Brenda S. Hamilton, of • Clerk L:\ CLERK \DATA \smmoon\GRTC.I8VulyVuly 16, 2018 correspondence.officer appointments. doe GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 23, 2018 Amelia C. Merchant Director of Finance Roanoke, Virginia Dear Ms. Merchant: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 16, 2018, the Director of Finance was reappointed as Treasurer of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2019. 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." Enclosures L:\ CLERK \DATA \smmoon \G RTC.I8VulyVuly 16, 2018 correspondence. officer appointments. doc COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE } I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the sixteenth day of July 2018, the Director of Finance (Amelia C. Merchant) was reappointed as Treasurer of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -third day of July 2018. Secretary 1,:\ CLERK \DATA\snunoon \GRTC.18VulyUuly 16, 2018 correspondence. o fficer appoinhnents.doc Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Amelia C. Merchant, Director of Finance, 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 term of office ending June 30, 2019, according to the best of my ability. So help me God. AMELIA C. MERCHANT The foregoing oath of office was taken, sworn to, and subscribed before me by �Fh Amelia C. Merchant this / % day of 2018. Brenda S. Hamilton, Clerk of the Circuit Court Baj Clerk L:\ CLERK \DATA \smmoon \GRTC.18July\July 16, 2018 correspondence.officer appointments.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 23, 2018 Daniel J. Callaghan City Attorney Roanoke, Virginia Dear Mr. Callaghan: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 16, 2018, the City Attorney was reappointed as General Counsel of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. 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." Enclosures L:I CLERK \DATA',smmoon\GRTC.18Uu1yUu1y 16, 2018 correspondence.officer appointments.doc COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) 1, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company held on the sixteenth day of July 2018, the City Attorney (Daniel J. Callaghan) was reappointed as General Counsel of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -third day of July 2018. Secretary L:\ CLERK \DA "I'A \stmnoon \GRTC.18VulyVuly 16, 2018 cotrespondence.officer appointments. doe Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Daniel J. Callaghan, City Attorney, 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 the General Counsel of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019, 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 Daniel J. Callaghan this t1l day of A 2018. Brenda S. Hamilton, Clerk of the Circuit Court By� A c k. Clerk L:\ CLERK \DATA \smmoon\GRTC.18VulyUuly 16, 2018 correspondence. officer appointments.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 23, 2018 Stephanie M. Moon Reynolds City Clerk Roanoke, Virginia Dear Ms. Moon Reynolds: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 16, 2018, the City Clerk was reappointed as Secretary of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. 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, �� ✓: 'j-- -Peel Cecelia F. McCoy Assistant Secretary Enclosures LACLERK\DATA\smmoon \G RTC.18VulyVuly 16, 2018 conrespondence.officer appointments. doe COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Cecelia F. McCoy, Assistant Secretary, and as such the Assistant Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the sixteenth day of July 2018, the City Clerk (Stephanie M. Moon Reynolds) was reappointed as Secretary of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -third day of July 2018. Assistant Secretary Jj L:\ CLERK \DATA \sin noon \(3RTC.I Wuly\July 16, 2018 correspondence. o ffi cer appointments.doc Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Stephanie M. Moon Reynolds, City Clerk, 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 term of office ending June 30, 2019, according to the best of my ability. So help me God. LIN ROAM The foregoing oath of office was taken, sworn to, and subscribed before me by Stephanie M. Moon Reynolds this 2-5 day o 2018. Brenda S. Hamilton, Clerk of the Circuit Court B )e , Clerk L: \CLERK \DATA \smmoon \G RTC.18UulyUuly 16, 2018 correspondence.officer appointments. doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 27, 2018 R. B. Lawhorn Budget Administrator Roanoke, Virginia Dear Mr. Lawhorn: At a regular meeting of Greater Roanoke Transit Company Board of Directors held on Monday, September 17, 2018, you were appointed as a City Staff Representative member of the Greater Roanoke Transit Company Board of Directors to fill the unexpired term of office of Michael Shockley ending June 30, 2019. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.aov. 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, Sphanie M. Moon Reynol Secretary Enclosures R. B. Lawhorn September 27, 2018 Page 2 pc: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary and as such 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, which was held on the seventeenth day of September 2018, R. B. LAWHORN was appointed as a City Staff Representative member of the Greater Roanoke Transit Company Board of Directors to fill the unexpired term of office of Michael Shockley ending June 30, 2019. Given under my hand and the Seal of the Greater Roanoke. Transit Company this twenty- seventh day of September 2018. Secretary ._,. Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, R. B. Lawhorn, 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 City Staff Representative member of the Greater Roanoke Transit Company Board of Directors to fill the unexpired term of office of Michael Shockley ending June 30, 2019, according to the best of my ability. (So help me God) _6 oY, � R. B. LAWHORN The foregoing oath of office was taken, sworn to, and subscribed before me by R. B. Lawhorn this —j— day of UI�01 8 . Brenda S. Hamilton, Clerk of the Circuit Court Clerk Greater Roanoke Transit Company Comprehensive Operational Analysis Draft Recommendations July 16, 2o18 Aft AJ� Improve and strengthei the operational foundation of GRTC's existing service delivery network within the context of and focus on the adjustments needed to implement the Roanoke Valley Transit Vision Plan. ■ Reduce to the most practical level possible the number of buses that meet at GRTC's downtown transfer hub identifying plausible transfer opportunities outside of the downtown area. 9: ■ Fixed routes provide about 6,600 daily passenger trips ■ The estimated transfer rate is 55% ■ The inbound outbound flows show logical connections between housing areas and retail employment areas Relatively high level of service provided with good geographic coverage in the City of Roanoke Valley Metro Transit Routes -t11 T,''!: it'' -,21 251 T22 2d) -01 35) 132.381 - 31A 42, tSt 55 r, 52.58! t81 628566, t 71 72 75 76, r81,82.85 $61 W 92) R8a 'Aw, P- A r, Valley Metro Fixed Route Network 4 33 inaiviauai routes kin route Pairs ar] Trolley) Average productivity is 19.7 trips per revenue hour. Daily revenue hours total about 335 hours for the fixed routes. 16 routes at or above the average productivity 17 routes below the average productivity On - time performance = o to 5 minutes late 69.4% - on -time 14.6% - 6 to 10 minutes late A 2% -11 minutes late or more ■ 14% -early • Minor route changes to streamline each route, meet service requests, reduce segments with little to no activity, and /or reduce hazards where feasible. • All routes have minor changes, some have more significant changes proposed. • Generally cost neutral. ISUH6 MebUUULeb- al]UUL • Route 15 - Valley View Mall to Cinema, Target, and Lick Run Greenway • Routes 21/22 - From current terminus at Towne Square to Virginia Work Force Center • Routes 25126 - From current terminus at Towne Square to Roanoke - Blacksburg Airport • Routes 31/32 and 31X - Combine • Routes 51/52 and Routes 55/56 - From current terminus at Tanglewood Mall to the Roanoke County Administration Building • Routes 61/62- From current terminus at Red Rock Road to Cave Spring • Route 81/82 - Melrose Corridor - operate all day to provide 30- minute service on the corridor (together with 91/92) • Routes 91/92 - From current terminus at the Salem Walmart further to tom__ Richfield Living complex, almost to Glenvar Routes Using Existin • Split the gl /9i to create a Route 93 that would stay in Salem and serve the major medical centers, allowing the 91 /92 to operate on -time, and extend it west along the Salem Main Street corridor. • Brandon Avenue Connector - Connects the Trolley, Routes 55/56; Routes 65/66; Routes 71/72; and Route 93. Provides service from Carilion Roanoke Memorial Hospital to Lewis Gale Medical Center. • Serves to provide connections that will reduce the need for people to travel into Downtown Roanoke and back out. Proposed New Route 93 - Split from 91/92 Proposed New Brandon Avenue Connector Lewis Gale Medical Center d New Route Brandon Avenue Connector Rail Connection to other Valley Metro Routes Roanoke County �a A l Towers f Shopping Center `r m, 01, ./'r Virginia Teoi�.- Carillojn S` %�f Resea Institu os, ; ilion noke morial Hospital New Routes - Short Term - Require Additions Electric Road Corridor Route - Connects Tanglewood to the Salem VA Medical Center, connecting Routes 51/52; Routes 55/56; Routes 61/62; Routes 71/72; Routes 75/76; and Route 93 Serves to provide connections that will reduce the need for people to travel into Downtown Roanoke and back out Annual operating cost of about $305,000 A vehicle would be required at a cost of about $450,000 Towne Square area to the Virginia Career Works Center, the DMV, Peters Creek Road to Hollins University Annual operating cost of about $305,000 A vehicle would be required at a cost of about $450,000 Proposed New Electric Road Corridor Route H e f. 419 ° RoWes 75 . 7f. ano 43 Salem VA Medical Center ° 1 Q f New Route a - Electnc Road Corridor Tangle Rail O Ma OConnection to other Valley Metro Routes s ._........: Roanoke County t; 09; rw � b t .� Proposed New Towne Square - Workforce Center - DMV - Hollins Route Hollins University �Ca�k ftj 1 f f 1 Goodwill f i 1 62 DMV t Airport Towne Square Virginia Career 1\ Works Cente \ New Route Towne Square - Hollins Rail j I Roanoke County as A Dratt COA Recommendatic enaations * Eliminate 3o- minute service for routes that have productivity belo the system average This will free up resources to implement the route recommendation * Shift the 30- minute service to the afternoons for the high productivity routes 3o- minute service is currently provided during traditional a.m. and p.m. commute periods System ridership builds starting around 12:30 p.m., to a peak at 5:00 p.m. Added capacity in the morning is not needed to meet ridership demands Add morning trippers if needed to accommodate work trips Provide 30- minute headways for the Melrose Avenue Corridor from 8:15 a.m. to 8:15 p.m. (Added hours for the Routes 81/82) P'°" • Central pulse appears to continue to be the appropriate SWIModel for the Roanoke Valley. • Add a second pulse to the system so that some routes meet for transfer opportunities at :15 and others at :45• • This will reduce the number of vehicles meeting downtown at one time, but will not reduce the total number of vehicles traveling downtown. • This change will improve the operation of the transfer function at Campbell Court so that no more than to or so vehicles are there at one time. • This may inconvenience some riders, though the routes with strong connecting patterns were kept together. • This recommendation will need to be thoroughly vetted. uowntown I ranster Facility Replacement for Campbell Court Valley View Mall Area Towne Square Area Tanglewood Mall Bus Stop Improvements Schedules Real -Time Transit Information Service Planning Hire a service planner To help implement recent planning efforts Edit Review as needed Recommendations Produce Final Report * Valley Metro begin implementation process Restructured Commonwealth Mass Transit Fund General Assembly Action in 2018 called for a newly restructured Commonwealth Mass Transit Fund: • Statewide Operating— 31% • Statewide Capital — 12.5% • Special Projects (TDM, experimental transit, operation studies & tech assistance)— 3% • WMATA Operating & Capital — 53.5% Capital Projects Revenue (CPR) Bonds: o General Assembly did not reauthorize use of bonds for statewide transit. o Restructured fund does not address the statewide revenue loss by reauthorizing bonds. o A one -time $50 million reauthorization for federal Passenger Rail Investment Improvement Act (PRIIA) match was designated for WMATA. • Benefits: • Keeps all transit agencies whole. • Matches historical averages of Operating /Capital/TDM funding. • Insulates WMATA with dedicated funding. • Protects all other agencies from competing with WMATA for funding. Statewide Transit CAPITAL Prioritization Commonwealth Transportation Board (CTB) to implement by July 1, 2019. • Input is required from transit, local, and regional stakeholders. • For urban areas with 200,000+ population, CTB also must consider input from MPO. • Transit Service Delivery Advisory Committee ( TSDAC) will advise DRPT in the development of the prioritization process. • WMATA is exempt from transit capital prioritization and funds. TSDAC has recommended three project -based prioritization processes for Capital projects: • State of Good Repair • Projects /programs to replace or rehabilitate existing assets (such as revenue vehicles). • Based on transit asset management principles, including federal requirements for Transit Asset Management Plan (TAM). • Scoring criteria will be based on Asset Condition Rating and Service Impact. • Minor Expansion Projects • Projects /programs that add minor capacity, new technology, or a customer enhancement. • For project costing less than $2 million, OR expansion vehicles less than 5% of fleet. • Major Expansion • New projects /programs that add, expand, or improve service valued at greater than $2 million OR fleet expansion vehicles of 5% or greater. • Based on factors similar to SMART SCALE but with measures appropriate for transit - only application pool. u' • Capital Funding Prioritization Principles: • Program Priorities • Reduce Backlog. • Maintain state of good repair. • Match Rate ■ Single State Match rate for all assets, 68 percent. • Program Structure • Separate funding for state of good repair, minor enhancement, and major expansion. • Transparency Statewide OPERATING FUNDS Distribution • CTB to implement by July 1, 2019 0 100% of statewide operating funds will be allocated on the basis of service delivery factors. o Made available for public comment at least one year before application. • Current Factors: • Passengers Per Revenue Hour • Passengers Per Revenue Mile • Net Cost Per Passenger • WMATA is exempt from the process. Urban Transit AQency Strategic Plans • Required every five years from transit agencies with 20+ bus fleet serving urbanized areas of 50,000 +. • Guidelines • Assessment of state of good repair needs. • Review of the performance of fixed -route bus service. • Evaluation of opportunities to improve operating efficiency of the transit network. • Examination and identification of opportunities to share services where multiple transit providers' services overlap. • Examination of opportunities to improve service in underserved areas. Tmnarted Anenriov Alexandria (DASH) Arlington Transit Fairfax Connector Loudoun Transit PRTC Blacksburg Transit Charlottesville Area Transit Fredericksburg Transit GLTC- Lynchburg* GRTC- Richmond GRTC- Roanoke Harrisonburg Transit Hampton Roads Transit* Petersburg Area Transit Radford Transit Williamsburg Area Transit *Agencies where pilot strategic plans have begun. Next Steps • Ongoing Outreach to all transit, local, and regional stakeholders. • Finalize CTB policy and program guidance for project prioritization. • Finalize guidance for strategic plans /TDPs. • September — CTB Briefing. • October — CTB Policy Approval. • October/November — Transit Programs Workshops hosted by DRPT. • December 3 — Open applications for FY20. • February 1 — Close applications for FY20. • February — Present operating methodology to CTB for approval. • April — Draft Six Year Improvement Plan (SYIP) using new methodology. • June — CTB approval of SYIP using new methodology. • July 1, 2019 — New funding takes place. Patrice Strachan, PMP Transit Program Manager Department of Rail and Public Transportation 600 East Main Street, Suite 2102 Richmond, VA 23219 Desk: 804/786.7940 +r. +4 Cell: 804/305 -8638 5+,rw +bser�mer wwn patrice .strachan @drpt.virginia.gov www.drpt.virginia.gov GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 13, 2018 President William D. Bestpitch and Members of the Greater Roanoke Transit Company Board of Directors Dear Vice - President Price and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, September 17, 2018, at 1:00 p.m., in the Council's Conference Room, Room 451, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, ( I Stephanie M. Moon Reynolds Secretary PC: Robert S. Cowell, Jr., Vice President of Operations Sherman M. Stovall, Assistant Vice President of Operations Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer Drew Harmon, Municipal Auditor Laura M. Carini, Assistant General Counsel Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro L:\ CLERK \DATA \smmoon \GRTC.18 \September \September 17, 2018 Meeting Notice.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 17, 2018 � CITY COUNCIL'S CONFERENCE ROOM ROOM 451 AGENDA 1. Call to Order -- Roll Call. Vice - President Price and Board Member Michalski - Karney were absent. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, July 16, 2018. Without objection, minutes were dispensed with and approved. 3. Reports of Officers: a. Secretary: 1. A communication advising of the resignation of Michael Shockley as a City staff representative of the Greater Roanoke Transit Company, Board of Directors, effective immediately. Resignation was accepted and communication was received and filed. R. B. Lawhorn was appointed as a City staff representative to fill the unexpired term of Michael Shockley ending June 30, 2019. 2. Reports of qualification of Robert S. Cowell, Jr., as Vice - President of Operations; Sherman M. Stovall, Assistant Vice - President of Operations; Stephanie M. Moon Reynolds, Secretary; Cecelia F. McCoy, Assistant Secretary; Daniel J. Callaghan, General Counsel; and Amelia C. Merchant, Treasurer, for terms of office of one -year, each, ending June 30, 2019. Received and filed. b. General Manager: Management Update: • Planning and Special Projects • Clifton Forge /Amtrak Connection Update • Transit Passenger Advisory Committee • Fiscal Year 2018 Ridership Received and filed. L:\ CLERK\ DATA \smmoon \GRTC.18 \September \September 17, 2018 Action Agenda.doc 2. Fiscal Year 2017 - 2018 Financial Report (Unaudited). Received and filed. 3. Authorization to conduct public hearings on Thursday, September 27, 2018, from 6:00 p.m. to 7:30 p.m., at the Vinton War Memorial, 814 East Washington Avenue, Vinton, Virginia, to modify services to Route 35 and Route 36; and on Wednesday, October 10, 2018, from 4:30 p.m. to 7:00 p.m., at Campbell Court Transfer Center„ 2nd Floor Conference Room, 17 Campbell Avenue, S. W., Roanoke, Virginia, to modify services to Route 31 and Route 32 and discontinue services to Route 31X. Adopted Resolution. (4 -0) 4. Presentation regarding the Transit Development Plan. Received and filed. 4. Other Business. NONE. 5. Next Meeting: Monday, November 19, 2018, in the EOC Conference Room. 6. Adjourn. — 1:42 p.m. L:\ CLERK\ DATA \smmoon \GRTC.18 \September \September 17, 2018 Action Agenda.doc � a. I . GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 17, 2018 President William D. Bestpitch and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: This is to advise that Michael Shockley has tendered his resignation as a City staff representative of the Greater Roanoke Transit Company, Board of Directors, effective immediately. Sincerely, owl .44/ Stephanie M. Moon Reynol Secretary PC: Robert S. Cowell, Jr., Vice President of Operations Sherman M. Stovall, Assistant Vice President of Operations Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer Drew Harmon, Municipal Auditor Laura M. Carini, Assistant General Counsel Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro L:\ CLERK\ DATA \smmoon \GRTC.18 \September \September 17, 2018 Shockley Letter of Resignation.doc M Greater Roanoke Transit Company Board of Directors Meeting Management Update September 17, 2018 Planning and Special Projects Clifton Forge /Amtrak Connection Update Response to Public Comment (Jul, 2018 Meeting) GRTC Management conducted a high level analysis to ascertain the operational and financial impacts of an additional Amtrak connection to the Amtrak Cardinal Route in Clifton Forge, VA. The Cardinal provides passenger rail service westward to Chicago and eastward servicing New York City. Amtrak provides bidirectional passenger rail service to Clifton Forge on Wednesdays, Fridays, and Sundays. Please see below a conceptual transit connection schedule with annualized financial impact information. Amtrak Cardinal (Roanoke) Campbell Court Clifton Forge Campbell Court 11:05a Arrive 12:20p (12.44p) 2:15p Depart 1:00P 2:35p Arrive 3:50p (4:13p) 6:00p Depart 4:35p Total Projected Annual Cost - $61,820. Providing an additional Amtrak connection would place additional strain on GRTC's available commuter bus rolling stock. GRTC currently provides commuter services for the Blacksburg Amtrak connection, Smart Way Express (VTCRI), and the base Smart Way Commuter Service. Any additional commuter services offered would require the purchase of additional commuter bus vehicles and an increase in bus operator staffing. Transit Passenger Advisor, Committee Citizen or community advisory committees are a commonly used tool for involving the public in making decisions about transit planning and operations. Hampton Roads Transit (HRT) has what is referred to as the Transit Riders Advisory Committee (TRAC). TRAC is operated by citizens on a voluntary basis with a maximum of 14 members. TRAC members are appointed by the HRT Board Chairperson upon recommendation by HRT staff and /or regional stakeholder. The Greater Richmond Transit Company (GRTC Transit System) has what is referred to as the Transit Advisory Group (TAG) with a similar organizational composition as HRT's TRAC team. The structure, function, membership, and management of transit passenger advisory groups vary as much as the agencies they advise and the communities they represent across the country. They are known by a variety of names, ranging from citizen or community advisory committees to stakeholder working groups and community task forces. These groups nearly always have a few things in common: they are aimed at creating informed stakeholders, are a sounding board for ideas, and benefit from clearly communicated expectations about authority, goals, and protocols. If it is the desire of the GRTC Board of Directors to form an advisory committee for GRTC, staff will need to draft recommended committee structure, membership demographics, and term limits. Counsel and recommendations from the City Attorney's Office may also be warranted. Greater Roanoke Transit Company PO Box 13247 ■ Roanoke, Virginia 24032 ■ Phone: 540.982.0305 • Fax:540.982.2703 ■ www.valleymetro.com Fiscal 2018 Ridership Overall, ridership for FY 2018 year to date as of June 2018 is 6.0% below FY 2017 Please see GRTC ridership comparison charts by service type below: S.TAR Ridership Chart Star Line Trolley Ridership Chart a FY 18 6,000 O'X) SLY i ')Lyu pi 0o A;;q, L)"t Nov CL'C Mar Apt MI� W� 'Ld At,%,, Respectful Geneol Manager itted, Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor a fy 18 0; Y 17 ■fY 18 Smart Way Ridership Chart Valley Metro Fixed Route Ridership Report i. )'0 'SLY, -0(k •01 000 i'>00 3,000 a; y 18 00 OW I I I I I 11 1 1 1 1 a L4 I 0tK) I I I I I I 11 11 1 1 1 11 11 I NU CO o jut Aug Get r4 F-b M,11 API May AUp, np, .W i,,n Mt, Orr %139 S.TAR Ridership Chart Star Line Trolley Ridership Chart a FY 18 6,000 O'X) SLY i ')Lyu pi 0o A;;q, L)"t Nov CL'C Mar Apt MI� W� 'Ld At,%,, Respectful Geneol Manager itted, Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor a fy 18 0; Y 17 ■fY 18 Va11ey Ajuhk iVr&1VNM Greater Roanoke Transit Company Board of Directors Meeting Action Item September 17, 2018 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Authorization to Conduct Public Meeting on September 27, 2018 — Vinton War Memorial & October 10, 2018 — Campbell Court Transfer Center (CCTC) Background Modify Route 35 and Route 36 — Vinton War Memorial — September 27, 2018 In response to a request from the Town of Vinton, GRTC proposes to modify the Route 35 and Route 36 in order to provide the most efficient and cost effective transit service for transit passengers needing to travel to the Town of Vinton. The anticipation of future economic development in the Town of Vinton will also benefit from the proposed Route 35 and Route 36 modifications. Modify Route 31 and Route 32 — CCTC — October 10, 2018 In response to a request from the Town of Vinton, GRTC proposes to modify the Route 31 and Route 32 in order to provide the most efficient and cost effective transit service for transit passengers needing to travel to the Orange Avenue corridor in the City of Roanoke. As a result of the proposed service changes for the Route 31 and Route 32, the Roanoke Centre for Industrial Technology (RCIT) will be provided with hourly transit service Monday through Saturday. RCIT currently receives transit service during peak hours only Monday through Friday via the Route 31X. Discontinue Route 31X — CCTC — October 10, 2018 The Route 31X is proposed to be eliminated. Recommendation In accordance with federal regulations and state code, authorize the General Manager to conduct public meetings to solicit comments on the aforementioned proposed changes to GRTC's transit services. The meetings will be held on September 27, 2018, at the Vinton War Memorial, Vinton, Virginia from 6:00 p.m. to 7:30 p.m. and on October 10, 2018 at the Campbell Court Transfer Center, 2nd Floor Conference Room from 4:30 p.m. to 7:00 p.m. Greater Roanoke Transit Company PO Box 13247 ■ Roanoke, Virginia 24032 • Phone: 540.982.0305 ■ Fax:540.982.2703 ■ www.valleymetro.com itted, cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor s- Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia September 17, 2018 William D. Bestpitch, President and Members of the Board of Directors Dear President Bestpitch and Members of the Board: Subject: Greater Roanoke Transit Company Fiscal Year 2018 Financial Report (Unaudited) The attached report provides Fiscal Year 2017 — 2018 financial performance information for the Greater Roanoke Transit Company (GRTC). This report is for the twelve months ending June 30, 2018. GRTC experienced net loss of $40,149, a decrease of $665,726 from FY 2016 — 2017. The net loss was covered by unrestricted retained earnings, which total $898,863 at the end Fiscal Year 2017 — 2018. The significant factors affecting financial performance are outlined below. Revenue Total revenue decreased 1.7% compared to the same period last year and is 4.6% below the established budget. Significant factors impacting revenue performance include: • Fare revenue decreased 1.1% compared to FY 2017, but performed within 1% of the established budget. • Other revenue (advertising, building rental, parking, etc.) decreased 12.6 %, but is 4.2% above the established budget. • Operating assistance decreased 1.7% compared to FY 17 and is 4.6% below the established budget. Federal and state assistance decreased 3% compared to the prior year and are within 1% of the established budget. Factors impacting performance in this Greater Roanoke Transit Company f William D. Bestpitch, President and Members of the Board of Directors GRTC Financials September 17, 2018 Page 2 revenue category include ending Smart Way Connector Service, which resulted in a lower level of federal and state reimbursement. The state funding was also lower because the Smartway Express service did not begin in FY 2017 — 2018 as anticipated Expenses Total expenses increased 5.5% over the same period last year and are 4.2% below the established budget. Significant factors impacting expenditure performance include: • Labor and fringe benefit expenses increased 3.6% and are 3.5% below the established budget. • Services increased 11.3% but are 9.9% below the established budget. • Materials and supplies expense decreased 11.9% and are 20.5% below the established budget. • Insurance expense for the vehicles and buildings decreased 4.3% compared to last year and is 10% below budget. • Miscellaneous expense, which includes the provision of para- transit service expense, increased approximately 30.5% and is 12.11% above the established budget. Respectfully, Syrymitted, Kevin Prrice Gen al 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 Twelve Months Ending June 30, 2018 OPERATING INCOME Operating Revenue Non - Transportation Revenues Total Income OPERATING EXPENSES Labor - Hourly & Salary Fringe Benefits Services Materials & Supplies Utilities Insurance Costs Miscellaneous Expenses Total Expenses Net Loss Local Grants State Grants Federal Grants Total Subsidies Net Income (loss) FY 2018 June FY FY 18 2017 BUDGET % OF FY 18 June TOTAL BUDGET $1,908,444.73 $1,928,695.88 $1,922,571.00 99.27% 271,559.50 310,517.29 260,592.00 104.21% $2,180,004.23 $2,239,213.17 $2,183,163.00 99.86% $3,702,581.96 $3,747,489.95 $3,977,886.00 93.08% 1,971,277.77 1,728,837.43 1,901,463.00 103.67% 639,761.97 574,812.17 710,080.00 90.10% 1,067,083.69 1,211,059.52 1,342,324.00 79.50% 224, 574.70 238, 730.61 260,181.00 86.31% 242,520.92 253,460.00 269,306.00 90.05% 1,751,243.71 1,341,646.73 1,562,041.00 112.11% $9,599,044.72 $9,096,036.41 $10,023,281.00 95.77 % ($7,4199040.49) ($6,856,823.24) ($7,840,118.00) 94.63% $2,385,153.43 $2,333,800.67 $2,850,794.00 83.67% 1,947,093.00 2,184,637.13 2,021,469.00 96.32% 3,046,645.00 2,963,963.00 2,967,855.00 102.65% $7,378,891.43 $7,482,400.80 $7,840,118.00 94,12% ($40,149.06) $625,577.56 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 6/30/2018 6/30/2017 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 925,242.47 $ 1,228,460.37 -25% ACCOUNTS RECEIVABLE $ 961,601.99 $ 499,079.27 93% INVENTORY $ 464,438.50 $ 471,186.38 -1% FIXED ASSETS FIXED ASSETS $ 34,877,802.48 $ 32,513,080.30 7% ACCUMULATED DEPRECIATION $ (24,275,841.59) $ (22,566,014.90) 8% NET FIXED ASSETS $ 10,601,960.89 $ 9,947,065.40 7% PREPAYMENTS $ 47,819.81 $ 51,412.86 -7% TOTAL ASSETS $ 13,001,063.66 $ 12,197,204.28 7% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 554,579.69 $ 374,777.39 48% PAYROLL LIABILITIES $ 369,373.12 $ 351,071.75 5% OTHER LIABILITIES $ 576,287.46 $ 496,787.00 16/0 0 CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,838,567.60 $ 4,055,222.10 -5% DEPRECIATION EXPENSE $ (1,709,826.69) $ (1,676,971.11) 2% RETAINED EARNINGS $ 7,135,995.54 $ 6,998,686.59 2% CAPITAL CONTRIBUTIONS $ 2,276,231.00 $ 972,048.00 134% NET INCOME (LOSS) $ (40,149.06) $ 625,577.56 -106% TOTAL CAPITAL $ 11,500,823.39 $ 10,974,568.14 5% TOTAL LIABILITIES & CAPITAL $ 13,001,063.66 $ 12,197,204.28 7% BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING A PUBLIC HEARING TO RECEIVE PUBLIC COMMENTS ON PROPOSED CHANGES TO GREATER ROANOKE TRANSIT COMPANY'S (GRTC) TRANSIT SERVICES TO (i) MODIFY SERVICES FOR ROUTE 35 AND ROUTE 36; (ii) MODIFY SERVICES FOR ROUTE 31 AND ROUTE 32; AND (iii) DISCONTINUE SERVICES FOR ROUTE 31X. WHEREAS, at the Board's September 17, 2018, meeting, the GRTC General Manager recommended that the Board consider (i) modifying the services for Route 35 and Route 36 in order to provide the most efficient and cost effective transit services for passengers needing to travel to the Town of Vinton, Virginia; (ii) modifying the services for Route 31 and Route 32 in order to provide the most efficient and cost effective transit services for passengers needing to travel to the Orange Avenue corridor in the City of Roanoke, Virginia; and (iii) discontinue services for Route 31X, as more fully set forth in the General Manager's report dated September 17, 2018, to this Board. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: That the Board of Directors hereby approves and authorizes a public hearing to be advertised and held on Thursday, September 27, 2018, from 6:00 p.m. to 7:30 p.m., or as soon thereafter as the matter may be reached, or such other date and time as deemed appropriate by the General Manager, to receive public comments on modifying the services to Route 35 and Route 36. The public hearing will be held at the Vinton War Memorial, which is located at 814 East Washington Avenue, Vinton, Virginia. 2. Further, that the Board of Directors hereby approves and authorizes a public hearing to be advertised and held on Wednesday, October 10, 2018, from 4:30 p.m. to 7:00 p.m., or as soon thereafter as the matter may be reached, or such other date and time as deemed appropriate by the General Manager, to receive public comments on modifying the services for Route 31 and Route 32 and discontinuing services for Route 31X. The public hearing will be held at Campbell Court Transfer Center, 2nd Floor Conference Room, 17 Campbell Avenue, S.W., Roanoke, Virginia. Date• l, 2-bt% ATTEST: Stephanie M. Moon R o1ds, S Icretary 2 Transl*t DeveLopment 0 Short Term Transit Service Development Plan VOWIley-M Am I& IWEVO Purpose of "TDP" • Outline transit service initiatives (short term) • Identify capital needs for "State of Good Repair" Et expansion • Provides transit service related guidance for long range plans ✓ Six -Year Improvement Plan (SYIP) ✓ Statewide Transportation Improvement Plan (STIP) ✓ Long Range Transportation Plan (LRTP) VOII @� Service Improvement Strategy FY 2019 • Routes 31, 32, 35, 36 Modifications • Public Input meetings - Board Action Item (September 2018) - Proposed date: September 27, 2018(35,36) Ft October 10, 2018(31,32) • Routes 31, 32, 35, 36 Service Implementation Date: January 2019 Ak V=1140Y Am Service Improvement Strategy FY 2019 - cont. • Public Input - Comprehensive Operational Analys, (COA) - Minor Route Changes (System -wide) : Apr 2019 FY 2020 • Implement COA Minor Route Changes - July 2019 • Public Input - Split Pulse - Meeting Series (multiple) - September 2019 V=11 M Service Improvement Strategy FY 2020 - cont. • Implement Split Pulse Service Model - July 2021 ✓ Modify Peak Service ✓ Brandon Road Connector ✓ Route 93 -Salem FY 2021 • System -wide launch - Automated Vehicle Locatio (AVL) 8t Real -time Transit Service Data - Spring 2021 W"Hay �� Medium to Long Range Transit Service Initiatives FY 2022 - 2028 • Continue efforts to achieve regional transit service expansion ✓ Roanoke County ✓ Botetourt County ✓ Satellite Transfer Centers • Monitor /Adjust Transit Service Plans ✓ Operational Changes ✓ Regional success is achieved earlier than anticipated ✓ Funding sources • Continue to evaluate service expansion options ✓ Late Evening Service ✓ Sunday Service Vail .A� W-%w Service Improvement sts / r Sa1am 'A Med,c al Canter 93 93 H— Route R.... 03 14:—k. C...ly Madlcal C..l- A V"1140V Am Ak Service Improvement Strategy 0 WWROV Service Improvement V=11 M V=Ilov Service Improvement Strategy GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS December 5, 2018 President William D. Bestpitch and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The special meeting of the Greater Roanoke Transit Company Board of Directors scheduled for Monday, December 17, 2018, at 12:30 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, S. W., has been CANCELLED. Sincerely, Stephanie M. Moon Secretary 7�' 1 iou'v-_ O)YL t7 Reyn c: Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer Drew Harmon, Municipal Auditor Laura Carini, Assistant General Counsel Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro KAGRTCA December \Meeting Cancellation Notice.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS November 15, 2018 President William D. Bestpitch and Members of the Greater Roanoke Transit Company Board of Directors Dear Vice - President Price and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, November 19, 2018, 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, 1 . kit) OZ-- Stephanie M. Moon Reynolds Secretary PC: Robert S. Cowell, Jr., Vice President of Operations Sherman M. Stovall, Assistant Vice President of Operations Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer Drew Harmon, Municipal Auditor Laura M. Carini, Assistant General Counsel Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro L:\ CLERK \DATA \smmoon \GRTC.18 \September \September 17, 2018 Meeting Notice.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS November 19, 2018 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order -- Roll Call. Director Jamison was absent. Director Payne arrived late. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, September 17, 2018. Without objection, the Minutes dispensed with and approved. 3. Report of qualification of R. B. Lawhorn as a City Staff Representative member of the Greater Roanoke Transit Company Board of Directors to fill the unexpired term of office of Michael Shockley ending June 30, 2019. Without objection, the Oath of Office received and filed. At this point, Director Payne entered the meeting (1:01 p.m.) 4. A communication from the General Counsel recommending that the Board convene in a Closed Meeting for consultation with legal counsel, pertaining to acquisition of real property for a public purpose and /or disposition of real property owned by Greater Roanoke Transit Company, generally known as Campbell Court, located at Salem Avenue, S. W. and Campbell Avenue, S. W., where such consultation in open meeting would adversely affect the negotiating posture of the Board, pursuant to Section 2.2 -3711 (A)(3), Code of Virginia (1950), as amended. The Board concurred in the request of the General Counsel. (6 -0) At 1:03 p.m., the President declared the Board in recess. At 1:40 p.m., the Board meeting reconvened in the EOC Conference Room, President Bestpitch presiding, and all members of the Board in attendance, with the exception of Board Director Jamison. K: \GRTC - Valley Metro \GRTC - Action Agenda \November 19, 2018.doc CERTIFICATION OF CLOSED MEETING: With respect to the Closed Meeting just concluded, Board Director Michalski - Karney moved that each Member of the Board of Greater Roanoke Transit Company (GRTC) certify to the best of his or her knowledge that: (1) only public business matters lawfully exempted from open meeting requirements under the Chapter 37 of Title 2.2, Code of Virginia, Virginia Freedom of Information Act; and (2) only such public business matters as were identified in any motion by which any Closed Meeting was convened were heard, discussed or considered in the meeting by the public body. The motion seconded by Vice - President Price and adopted by the following vote: AYES: Directors Lawhorn, Michalski - Karney, Payne, Peters, Price and President Bestpitch -6. NAYS: None -0. (Director Jamison was absent.) It was announced that a special meeting of the Greater Roanoke Transit Company Board of Directors would be held on Monday, December 17, 2018, at 1:00 p.m., in the EOC Conference Room. 5. Reports of the General Manager: a. Management Update: • Planning and Special Projects • Transit Passenger Advisory Committee — Follow -up Item • Automated Vehicle Location /Real -time Transit Passenger Information Project Update • Amtrak Cardinal Connection Roanoke Area Passenger Data • Walmart/Valley View Shelter Project Update — Alternate Concept Submission Received and filed. b. Conduct a public hearing to solicit comments with regard to a proposed change to the STAR Monthly Pass Program from $96.00 to $112.00 on a date agreeable to the Board in January 2019. Adopted a resolution. (6 -0) c. Adoption of the Transit Development Plan for Fiscal Years 2019 — 2028 for Greater Roanoke Transit Company. Adopted a resolution. (6 -0) K: \GRTC - Valley Metro \GRTC - Action Agenda \November 19, 2018.doc d. Proposed change to the Student Discount Eligibility Criteria for Greater Roanoke Transit Company. Adopted a resolution. (6 -0) e. Modification changes to services for Routes 31, 32, 35 and 36. Adopted a resolution. (6 -0) 6. Presentation by Cherry Bekaert of Fiscal Year 2018 Audit. Remarks received and filed. 7. Next Meeting: Special Meeting: Monday, December 17, 2018, in the EOC Conference Room at 1:00 P.M. Regular Meeting: Tuesday, January 22, 2019, in the EOC Conference Room, at 1:00 P.M. 8. Adjourn. 1:58 p.m. K: \GRTC - Valley Metro \GRTC - Action Agenda\November 19, 2018.doc Daniel J. Callaghan City Attorney CITY OF ROANOKE OFFICE OF THE CITY ATTORNEY 464 MUNICIPAL BUILDING 215 CHURCH AVENUE, SW ROANOKE, VIRGINIA 24011 -1595 TELEPHONE 540 -853 -2431 FAX 540- 853 -1221 EMAIL: cityatty @roanokeva.gov November 19, 2018 The Honorable President and Members of the Board of Directors for GRTC Roanoke, Virginia Re: Request for closed meeting Dear President Bestpitch and Members of the Board of Directors: Timothy R. Spencer David L. Collins Heather P. Ferguson Laura M. Carini Douglas P. Barber, Jr. Assistant City Attorneys This is to request, pursuant to Section 2.2- 3711.A.3, Code of Virginia (1950), as amended, that the Board of Directors of GRTC convene a closed meeting for consultation with legal counsel, pertaining to the acquisition of real property for a public purpose and /or the disposition of real property owned by Greater Roanoke Transit Company, generally known as Campbell Court, located at Salem Avenue, S. W. and Campbell Avenue, S. W. where such consultation in open meeting would adversely affect the negotiating posture of the Board. With kindest personal regards, I am DJC /lsc Sincerely yours, Daniel J. Callaghan General Counsel Kevin L. Price, General Manager, GRTC Robert S. Cowell, Jr., Vice President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Stephanie M. Moon Reynolds, Secretary CERTIFICATION MOTION I move that each Member of the Board of Greater Roanoke Transit Company (GRTC) certifies that to the best of each Member's knowledge (i) only public business matters lawfully exempted from open meeting requirements under Chapter 37 of Title 2.2 Code of Virginia, Virginia Freedom of Information Act, and (ii) only such public business matters as were identified in the motion by which the closed meeting was convened were heard, discussed or considered in the meeting by the public body. Price Certification Motion (07.17.2017) Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update November 19, 2018 Planning and Special Projects Transit Passenger Advisory Committee — Follow -up item GRTC Management and Staff have begun the process of drafting an outline of purpose and scope for establishing a Transit Passenger Advisory Committee (TPAC). Automated Vehicle Location /Real -Time Transit Passenger Information Project Update GRTC staff are participating in preliminary trainings and discussions with the selected AVL /RTPI vendor GMV Sychromatics. The project build, frontline staff training, service branding /marketing, and Phase I launch is scheduled to commence on December 15' and be ongoing through December 21 st, 2018. Phase I will provide Real -Time Transit Passenger Information to the Smart Way, Smart Way Express, and Star Line Trolley. Amtrak Cardinal Connection — Roanoke Area Passenger Data In order to assess the local demand for a bus connector service to the Amtrak Cardinal passenger rail service, GRTC contacted Amtrak in an effort to obtain Cardinal ridership data associated with the Roanoke Valley. Amtrak is still processing our request. Walmart/Valley View Shelter Project Update — Alternate Concept Submission In an effort to facilitate progress with this project, GRTC Management presented an alternate concept to Walmart's Corporate Real Estate Representative. Walmart was not receptive to the alternate concept as presented, but is agreeable to the original project design as amended. Greater Roanoke Transit Company P.O, Box 13247 Roanoke, Virginia 24032 Phone. (540) 982 -0305 Fax: (540) 982 -2703 www,valleymetro.com Fiscal 2019 Ridership Please see GRTC ridership comparison charts by service type below: Valley Metro Fixed Route Ridership Report 180,000 160,000 140,000 120,000 100,(0 80,0( 60,08 40,0( 20,0( 0 Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun S.T.A.R Ridership Chart 8,000 7,000 6,000 5,000 4,000 3,000 2,000 1,000 0 Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun Respectful y�£'ibmitted, Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Scoretary GRTC General Counsel Municipal Auditor Smart Way Ridership Chart 5,000 4,500 4,000 3,500 3,000 ■ FY 19 2,500 ■ FY 18 2,000 1,500 1,000 Soo 0 Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun Star Line Trolley Ridership Chart 12,000 MOOD 8,000 • FY 19 6,000 ■FY 18 4,000 2,000 0 Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun ■ FY 19 l FY 18 Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 082 -0305 Fax: (540) 982 -2703 www,valleymetro.com ■FY19 ■ FY 18 Greater Roanoke Transit Company Board of Directors Meeting Action Item November 19, 2018 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Board Authorization of Public Hearing — STAR Monthly Pass Increase $96 to $112 Background Effective January 1, 2018, GRTC increased its transit fixed route one way fare from $1.50 to $1.75 and the associated fixed route base transit passes were adjusted as follows: 24 Hour Pass - $5 to $3.50 15 -Ride Pass — No Change 7 -Day Pass - $14 to $16 31 -Day Pass - $48 to $56 In addition to the fixed route transit fare increase, GRTC's complimentary paratransit service (STAR) one way trip fare was increased to $3.50 from $3.00. As with GRTC's fixed route service a monthly pass option for STAR service is available for $96.00. Discussions were held in order to determine the best course of action in regards the STAR monthly pass program. A 52 -Ride Pass booklet was originally proposed as a substitute monthly pass option for passengers. After public input was received and reviewed, it was recommended that the 52 -Ride Pass option not be implemented and the STAR monthly pass program remain in its current form at a cost of $96. In an effort to bring the STAR monthly pass program cost in line with GRTC's fixed route 31 -Day Pass cost which experienced a 16.6% increase as a result of the January 1, 2018 fare increase, GRTC would like to receive public comments on a proposed fee increase to the STAR monthly pass from $96 to $112. Recommendation Authorize the General Manager to conduct GRTC's Board of Directors' STAR monthly pass fee increase public hearing to solicit comments on the aforementioned proposed change to the STAR monthly pass fee. The hearing will be at 7pm on a date that's agreeable to the Board in January 2019. Greater Roanoke Transit Company a 2 ,z -10, jS1 03-nS Fax. ,5 -27,33 ;www. ra_'eyr et .. Ily pUbmitted, evin . Price Gen rai Manager cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING A PUBLIC HEARING TO RECEIVE PUBLIC COMMENTS ON A PROPOSED FEE INCREASE TO THE STAR MONTHLY PASS PROGRAM, IN ORDER TO OFFSET INCREASED PURCHASED TRANSPORTATION, LABOR, AND RELATED BENEFITS, AND OTHER COSTS FOR GREATER ROANOKE TRANSIT COMPANY (GRTC). WHEREAS, at the Board's November 19, 2018, meeting, the GRTC General Manager recommended that the Board consider a proposed fee increase to the STAR monthly pass program, in order to offset increased purchased transportation, labor and related benefits, and other costs, as more fully set forth in the General Manager's report dated November 19, 2018, 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 authorizes a public hearing to be advertised and held on a date in January 2019 selected by the Board, at 7:00 p.m., or as soon thereafter as the matter may be reached, or such other date and time as deemed appropriate by the General Manager, to receive public comments on a proposed fee increase to the STAR monthly pass program, in order to offset increased purchased transportation, labor and related benefits, and other costs. The public hearing 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. ATTEST: Date. Vtephanie In M. Moon Re, ds, retary Greater Roanoke Transit Company Board of Directors Meeting Action Item November 19, 2018 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Adoption of Valley Metro's Transit Development plan (TDP) for Fiscal Years 2019 through 2028 Background A Transit Development Plan (TDP) is a short -range transit plan that outlines the services and initiatives that a transit provider intends to implement over the course of the planning horizon, estimates what resources will be needed, and identifies what funding opportunities are likely to be available. The Virginia Department of Rail and Public Transportation (DRPT) requires that any public transit (bus, rail, ferry) operator receiving state funding prepare, adopt, and submit a TDP at least every six years. DRPT provides a set of TDP requirements that form the basis of the planning effort. DRPT recently changed the TDP guidelines to increase the planning horizon from six years to ten years. The most recent Valley Metro TDP was completed in September 2009 and outlined fiscal years 2010 through 2015. This TDP update for Valley Metro will highlight the transit program for FY2019- FY2028. The TDP will serve as a management and policy document for Valley Metro, provide DRPT with an up -to -date set of related transit capital and operating budgets, as well as provide the basis for including capital and operating programs in the Six Year Improvement Program (SYIP), the Statewide Transportation Improvement Program (STIP), and the Long Range Transportation Plan (LRTP). Recommendation Adopt Valley Metro's Transit Development Plan (TDP) for Fiscal Years 2019 through 2028. Greater Roanoke Transit Company Respectf Ily bmitted, Ke ' Price G neral Manager cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company DRAFT Greater Roanoke Transit Company (GRTC) Transit Passenger Advisory Committee • Purpose The Transit Passenger Advisory Committee (TPAC) will serve as an advisory committee to the GRTC Board of Directors on transit service, facilities, plans, and policies. • Scope TPAC will advise the GRTC Board of Directors on: • Issues related to GRTC fixed route service, Starline Trolley service, and STAR paratransit service. • Transit service planning documents. • Local and regional transit issues and services. • Membership TPAC will consist of nine (9) members appointed by the GRTC Board: • City of Roanoke — 4 representatives • City of Salem — 1 representative • Town of Vinton — 1 representative • Disabled Community — 1 representative • Transportation Planning Organization -1 representative • Local Business Community — 1 representative BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ADOPTING THE TRANSIT DEVELOPMENT PLAN (TDP) FOR FISCAL YEARS 2019 THROUGH 2028 FOR GREATER ROANOKE TRANSIT COMPANY. WHEREAS, at the Board's November 19, 2018, meeting, the GRTC General Manager recommended that the Board adopt the Greater Roanoke Transit Company (GRTC) Transit Development Plan (TDP) for fiscal years 2019 through 2028, as more fully set forth in the General Manager's report dated November 19, 2018. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the Board of Directors hereby adopts the Greater Roanoke Transit Company (GRTC) Transit Development Plan (TDP) for fiscal years 2019 through 2028, all as set forth in the Board Report dated November 19, 2018, from the GRTC General Manager. ATTEST: Date Adopted: � � Vhane ie M. Moon k.eyno s, Secre y Greater Roanoke Transit Company Board of Directors Meeting Action Item November 19, 2018 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Board Authorization to Update GRTC's Student Discount Eligibility Criteria Background Currently, GRTC offers a discounted one way transit fare to City of Roanoke middle and high school students under the age of 18 with proper City school issued ID or Valley Metro Discount Fare ID. GRTC proposes to make the Student Discount Program more inclusive and available to all area middle and high school students. GRTC's Student Discount Program eligibility language currently states "Roanoke City Students age 18 and under will be charged $0.85 each way, subject to the following conditions: Students 11 - 18 must show a valid Roanoke City School issued Photo ID, or Valley Metro Student Photo ID." GRTC proposes to change the Student Discount Program eligibility language to the following: Middle and high school students will be charged $0.85 each way with proper ID such as a school issued ID or Valley Metro Discount ID. Students may obtain a Valley Metro Discount ID by visiting Valley Metro's Administrative Facility and by providing one of the following: Current school- issued ID Class Schedule Enrollment form or report card (on school letterhead) Valley Metro's Discount ID costs $5.00 Recommendation Authorize proposed update to GRTC's Student Discount Eligibility Criteria. Greater Roanoke Transit Company IlyAubmitted, Kevig(A! Price Gegkral Manager cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING AND UPDATING THE STUDENT DISCOUNT ELIGIBILITY CRITERIA FOR GREATER ROANOKE TRANSIT COMPANY (GRTC); AND AUTHORIZING THE GENERAL MANAGER OF GRTC TO TAKE APPROPRIATE ACTION TO IMPLEMENT SUCH REVISED STUDENT DISCOUNT ELIGIBILITY CRITERIA TO TAKE EFFECT ON JANUARY 1, 2019. WHEREAS, GRTC staff has recommended updating the student discount eligibility criteria for one way transit fare for middle and high school students under the age of 18 years, as further set forth in a report to the GRTC Board dated November 19, 2018; THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. The Board of Directors hereby approves and updates the student discount eligibility criteria for one way transit fare for middle and high school students under the age of 18 years as follows: "Middle and high school students will be charged $0.85 each way with proper ID such as a school issued ID or Valley Metro Discount ID. Students may obtain a Valley Metro Discount ID by visiting Valley Metro's Administrative Facility and by providing one of the following: Current school- issued ID Class Schedule Enrollment form or report card (on school letterhead). The cost for the Valley Metro's Discount ID will be $5.00." 2. The above student discount eligibility criteria shall be effective January 1, 2019, and shall replace the existing criteria. R -GRTC- update student discount eligibility criteria (1 1. 19.18) 3. The General Manager of GRTC is hereby authorized to take appropriate action to implement and administer the student discount eligibility criteria set forth in paragraph no. 1 above. ATTEST: Date Adopted• � Uepp Panie M. Moon Reyyn ds, ecr ry R -GRTC- update student discount eligibility criteria (1 1.19.18) 2 Greater Roanoke Transit Company Board of Directors Meeting Action Item November 19, 2018 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Board Approval of Route Modifications — Routes 31, 32, 35, 36 Background In response to a request from the Town of Vinton, GRTC proposes to modify the Route 35 and Route 36 in order to provide the most efficient and cost effective transit service for transit passengers needing to travel to the Town of Vinton. The anticipation of future economic development in the Town of Vinton will also benefit from the proposed Route 35 and Route 36 modifications. In addition, GRTC proposes to modify the Route 31 and Route 32 in order to provide the most efficient and cost effective transit service for transit passengers needing to travel to the Orange Avenue corridor in the City of Roanoke. As a result of the proposed service changes for the Route 31 and Route 32, the Roanoke Centre for Industrial Technology (RCIT) will be provided with hourly transit service Monday through Saturday. Route modifications will be implemented in January 2019. GRTC and the Town of Vinton received public comment on the proposed route modifications for Routes 31, 32, 35, 36 on September 27th, 2018 in Vinton (Routes 35 & 36), then on October 10th, 2018 in Roanoke (Routes 31 & 32). The Town of Vinton and GRTC received four comments from thirteen attendees at the September 27th meeting. GRTC received one verbal comment from one attendee at the October 10th meeting. Only one of the fourteen comments received referenced the proposed route modifications, the remaining thirteen comments received referenced other transit service areas such as the provision of late night transit service. The Town of Vinton officially endorsed the modifications by resolution at its October 16, 2018 Town Council Meeting. Recommendation Approve Route Modifications as presented for Routes 31, 32, 35, 36 to be implemented in January 2019 Greater Roanoke Transit Company Respectf Ily mitted, Kev' L. Price General Manager cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING PROPOSED CHANGES TO GREATER ROANOKE TRANSIT COMPANY'S (GRTC) TRANSIT SERVICES TO MODIFY SERVICES FOR ROUTES 31, 32, 35, AND 36. WHEREAS, at the Board's November 19, 2018, meeting, the GRTC General Manager recommended that the Board consider modifying the services for Routes 31, 32, 35, and 36 in order to provide the most efficient and cost effective transit services for passengers needing to travel to the Orange Avenue corridor in the City of Roanoke, Virginia, as more fully set forth in the General Manager's report dated November 19, 2018, to this Board. WHEREAS, GRTC properly advertised such Route modifications, held a public hearing on September 27, 2018, in Vinton, Virginia, for Routes 35 and 36, held a public hearing on October 10, 2018, in Roanoke, Virginia, for Routes 31 and 32, and received public comments on such Route modifications; and WHEREAS, the GRTC Board of Directors has considered the recommendation of the GRTC staff and the public comments on such Route modifications and finds that it is appropriate to approve and adopt such Route modifications, to take effect January 1, 2019. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: 1. That the Board of Directors hereby approves modifying the services for Routes 31, 32, 35, and 36 in order to provide the most efficient and cost effective transit services for passengers needing to travel to the Orange Avenue corridor in the City of Roanoke, Virginia, all as set forth in the General Manager's report dated November 19, 2018. 2. The said Route modifications to take effect January 1, 2019. 1 The City Clerk is directed to certify a copy of this Resolution to the General Manager of GRTC. ATTEST: Date: g Lo t fe A.- Stephanie M. Moon R o ds, tary R -GRTC Approval of Modifications to Routes 31, 32, 36 & 36 (11.19.18) Audit Presentation Greater Roanoke Transit Company November 19, 2018 `N% Cherry Bekaert "P No CPAs & Advisors LA Engagement Services Overall Audit Results Required Communications with Those Charged with Governance New Accounting Changes n n n 0 n u ® � ■ O N O ■ ■ ■ ■ ■ ■ M E M O ■ ■ ■ ■ N O N N O N Engagement Services ► You have engaged us to provide the following: ■ Audit of GRTC's FY 2018 financial statements ■ Audit of GRTC's major federal program as required by the Uniform Guidance ■ To report on internal control over financial reporting and on compliance as required by Government Auditing Standards ■ Complete the appropriate sections of the Data Collection Form ► Engagement Status ■ Completing final reviews ■ Completing QC review of single audit and financial statements `--% tmerr y DUKdel l No CPAs S Advisors �j �j 7ve ra ilii: " " " n ■ ■ ■ ■ ■ a r " " " " " " m ■ ■ n BE O Service Deliverables L.J ►udit Deliverables: As of and for the fiscal year ended June 30, 2018: • Opinion on the GRTC's financial statements • Report on internal control over financial reporting and on compliance and other matters required by Government Auditing Standards • Report on compliance for the major federal program and internal control over compliance in accordance with the Uniform Guidance Cherry Bekaert No CPAs & Advisors Overall Audit Results ► Our opinion on the 2018 financial statements is expected to be an unmodified or a "clean" opinion ► Internal control over financial reporting is expected to be unmodified ► Internal control over grant compliance is expected to be unmodified ► Major Federal Program tested: ► Federal Transit Cluster ► Expected issuance prior to November 30, 2018 `� Cherry Bekaert`' CPAs & Advisors M N O N ■ ■ 0 ■ ■ ■ ■ ■ N O N ■ ■ ■ ■ ■ ■ ■ ■ N O N ■ ■ ■ ■ ■ ■ Rpnuireci communicatic ,00 E N O N N N N N N O M M E N O M M M M M W O M M O N ■ M M M M N Required Communications `0% Cherry Bekaert Q no CPAs 6 ALhisors 11 ii id ii 10 " " ® ® 0 H a ■ ■ ■ ■ ■ Required Communications • Audit Adjustments • none • Uncorrected Misstatements —rolling adjustment from prior year • Inaccurate cutoff of bus pass sales — understatement of unearned revenue of approximately $19,500 offset by an overstatement of beginning net position in the amount of $29,700 and an overstatement of revenues of $10,200. `� Cherry Bekaert IPA-,& Required Communications `N% Cherry Bekaert 1 so CPAs 6 Advisors O N E N O N E m o m M E M N O N m o m O M E N M E N O M O N E E Required Communications • Management representation letter will be provided.at opinion issuance • Management letter will be issued separately `0% Cherry Bekaert "° No CPAs 6 advisors 401k Aft, Afilk i ii New Accounting Changes ► Changes to New Procurement Rules under UGG • Effective for GRTC beginning on July 1, 2018 • Further detailed requirements for entities to have their own documented procurement procedures • Changes in the mirco - purchasing threshold methods on `I% Cherry Bekaert no �a Q. Your Guide Forward `I% Cherry Bekaert No CPAs 6 Advisors GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 17, 2019 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be on Tuesday, January 22, 2019, 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, �Y� �JT a J'�� Stephanie M. Moon Reynolds Secretary pc: Robert S. Cowell, Jr., City Manager Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Amelia C. Merchant, Director of Finance Troy A. Harmon, Municipal Auditor Laura M. Carini, Assistant General Counsel, Kevin Price, General Manager, Valley Metro, Roanoke, Virginia 24032 Ronnie Parker, Assistant General Manager, Roanoke, Virginia 24032 GRTC P. O. Box 13247, Valley Metro, P. O. Box 13247, Stephanie Giles, Director of Finance, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 22, 2019 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order -- Roll Call. Director Payne arrived late. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, November 19, 2018. Without objection, the Minutes dispensed with and approved. 3. President: a. Concurrence to establish the Annual Meeting of the GRTC Stockholders for on Monday, June 17, 2019, at 1:30 p.m., in the City Council Chamber. Concurred in recommendation. (6 -0) 4. Reports of Officers: a. General Manager: 1. Management Update a. Planning and Special Projects • Transit Passenger Advisory Committee (TPAC) • Automated Vehicle Location /Real -Time Transit Passenger Information Project Update & Application Logo At this point, Director Payne entered the meeting (1:05 p.m.) • Routes 31,32,35,36 — Route Modification Update • GRTC Ridership Collection Software Update Without objection, Management Update was received and filed. 2. Financial Report of the First Quarter (July — September) of Fiscal Year 2019. Without objection, Financial Report was received and filed. L: \CLERK \DATA \cfmccoy\Action Agenda\2019 \January 22, 2019 Action Agenda.doc 3. Sale of Campbell Court to the City of Roanoke, Virginia; and Acquisition of Real Estate to Construct a New Transportation Center within the City. Resolution Adopted. (7 -0) 4. Authorization to File for Federal Transit Administration Resolution Adopted. (7 -0) 5. Other Business: The City Attorney advised the GRTC Board upon action of the aforementioned resolutions regarding the sale of Campbell Court, the matter would be presented to the GRTC Stockholder's this evening at 6:30 p.m., in the City Council Chamber. President Bestpitch reminded the GRTC Board of a Public Hearing on Thursday, January 31, 2019 at 7:00 p.m., in the EOC Conference Room, to receive citizen comments regarding an increase in the STAR Monthly Fee Schedule, being $96.00 to $112.00. 6. Next meeting: March 18, 2019 at 1:00 p.m., EOC Conference Room 7. Adjournment: 1:24 P.M. L: \CLERK \DATA \cfmccoy\Action Agenda\2019 \January 22, 2019 Action Agenda.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 22, 2019 Vice - President Anita J. Price and Members of the Greater Roanoke Transit Company Board of Directors Roanoke, Virginia Dear Vice - President Price 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. With your concurrence, I respectfully recommend that the Annual Stockholder Meeting be held on Monday, June 17, 2019, at 1:30 p.m., in the City Council Chamber. Sincerely, A li -%-� .'�� William D. Best ch President WDB:sm PC: Robert S. Cowell, Jr., Vice President of Operations Sherman M. Stovall, Assistant Vice President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer Stephanie M. Moon Reynolds, Secretary Drew Harmon, Municipal Auditor, City of Roanoke Kevin Price, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Ronnie Parker, Assistant Kevin Price, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Stephanie Giles, Director of Finance, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 LACLERK\DATA\smmoon \GRTC.19 \Scheduling Stockholder Meeting.doc Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update January 22, 2019 Planning and Special Projects Transit Passenger Advisory Committee — UPDATE GRTC Management and Staff continue the process of drafting an outline of purpose and scope for establishing a Transit Passenger Advisory Committee (TPAC). A Draft TPAC charter and associated materials will be presented to the Board of Directors in March 2019. Automated Vehicle Location /Real -Time Transit Passenger Information Project Update & App Logo Vehicle installation for Phase I of the AVL /RTPI project has been completed. On -site training for GRTC staff and operators will take place in January. The associated mobile app will have its own logo and mobile website design (see below for logo), the mobile app will be named "VMGO ". VMGO will provide real -time transit information via smartphone, landline, and personal computer. VMGO will be available for download for the iOS and Android platforms after beta testing is complete. Phase I launch is slated for late February/early March 2019. Phase I will provide Real -Time Transit Passenger Information to the Smart Way, Smart Way Express, and Star Line Trolley. '1 Route 31 32 35 36 — Route Modification Update In partnership with the Town of Vinton, route modifications for Routes 31, 32, 35, 36 were placed into revenue service on January 10th, 2019. GRTC will monitor ridership trends and receive passenger comments associated with the route modifications, then work closely with the Town of Vinton to address any operational or passenger concerns. Greater Roanoke Transit Company GRTC Ridership Data Collection Software Upgrade In order to improve the accuracy of GRTC's Transit Ridership Data, the software associated with the collection of transit ridership received an upgrade in December 2018. Ridership data will undergo a verification process and be available for the March 2019 GRTC Board of Directors meeting. Respectfully mitted, Kevin rice Gen I Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia January 22, 2019 William D. Bestpitch, President and Members of the Board of Directors Dear President Bestpitch 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) 2019. For the first quarter of FY 2019, Greater Roanoke Transit Company (GRTC) experienced net income of $282,702 an increase of $58,905 compared to the same period in FY 2018. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 10.8% over the same period last year and is 2.7% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 3% compared to FY 2018 and are 4.2% below the established budget. • Other Revenues (advertising, building rental, parking, miscellaneous) decreased 27.3% compared to FY 2018 and are 1.8% below the established budget. • . State ind Feder operac,.-.? a!z -tap ,:e inL, --aseo !6 1/ aru arc- perro, -1;:Ig abo,:. hudget expectations. Expenses Total expenses increased 9.4% compared to FY 2018, but are within the established budget. Significant factors impacting expenses include: Greater Roanoke Transit Company • Labor and Fringe Benefits increased approximately 4.6 %, but are within 1% of the established budget. • Materials and Supplies increased 35.52 %, but are 2.7% below the established budget. • Utility expenses increased 19.8% and are 1.3% above the established budget. • Insurance expenses decreased 3.8% are 2.3% below the established budget. • Miscellaneous Expense increased 9.1% and exceeds budget approximately 2.4 %. ineral FManager tted, Cc: Vice Presiden t of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Three Months Ending September 30, 2018 FY FY FY 18 2019 2018 BUDGET % OF FY 18 September September TOTAL BUDGET OPERATING INCOME Operating Revenue $467,811.82 $482,131.80 $1,922,571.00 Non - Transportation Revenues 63,727.42 87,710.23 260,592.00 Total Income $531,539.24 $569,842.03 $2,183,163.00 OPERATING EXPENSES Labor - Hourly & Salary $1,101,377.11 $1,038,170.02 $3,977,886.00 Fringe Benefits Services 457,781.97 452,716.66 1,901,463.00 Materials & Supplies 148,284.90 357,385.56 129,949.24 263,715.19 710,080.00 1,342,324.00 Utilities Insurance Costs 68,861.16 57,503.30 260,181.00 Miscellaneous Expenses 61,038.81 482,171.36 63,429.14 442,025.61 269,306.00 1,562041.00 Total Expenses $2,676,900.87 $2,447,509.16 $10,023,281.00 Net Loss ($2,145,361.63) ($1,877,667.13 ($7,840,118.00) Local Grants $673,405.47 $590,291.78 $2,850,794.00 State Grants Federal Grants 528,200.00 489,984.00 2,021,469.00 1,226,458.00 1,021,188.00 2,967,855.00 Total Subsidies $2,428,063.47 $2,101,463.78 $7,840,118.00 Net Income (loss) $282,701.84 $223,796.65 24.33% 24.45% 24.35% 27.69% 24.08% 20.88% 26.62% 26.47% 22.67% 30.87% 26.71% 27.36% 23.62% 26.13% 41.32% 30.97% GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 9/30/2018 9/30/2017 Year -to -Date Year -to -Date %of Change ASSETS CASH $ 1,009,370.01 $ 1,043,327.29 -33'0 ACCOUNTS RECEIVABLE $ 1,728,547.42 $ 1,385,965.32 25% INVENTORY $ 478,949.76 $ 454,317.62 5% FIXED ASSETS FIXED ASSETS $ 34,913,880.47 $ 32,517,458.17 7% ACCUMULATED DEPRECIATION $ (24,658,510.16) $ (22,986,179.76) 79'0 NET FIXED ASSETS $ 10,255,370.31 $ 9,531,278.41 8% PREPAYMENTS $ 103,134.03 $ 80,737.75 2896 TOTAL ASSETS $ 13,575,371.53 $ 12,495,626.39 996 CURRENT LIABILITIES ACCOUNTS PAYABLE $ 660,363.36 $ 310,748.51 113% PAYROLL LIABILITIES $ 452,186.05 $ 430,712.80 5% OTHER LIABILITIES $ 1,033,892.46 $ 972,228.15 6% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS DEPRECIATION EXPENSE $ $ 3,621,913.10 $ 3,838,567.60 -6% RETAINED EARNINGS $ (382,668.57) $ 7,878,905.29 (420,164.86) _9% CAPITAL CONTRIBUTIONS $ $ 7,135,995.54 10% 28,073.00 $ 3,737.00 651% NET INCOME (LOSS) $ 282,701.84 $ 223,796.65 26% TOTAL CAPITAL $ 11,428,929.66 $ 10,781,936.93 63'0 TOTAL LIABILITIES & CAPITAL $ 13,575,371.53 $ 12,495,626.39 93'0 BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING THE EXECUTION, DELIVERY AND PERFORMANCE, BY THE GREATER ROANOKE TRANSIT COMPANY (GRTC) OF AN AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY OF ROANOKE, VIRGINIA (CITY) AND GRTC UNDER WHICH AGREEMENT GRTC WILL SELL AND TRANSFER CERTAIN REAL PROPERTY TO THE CITY AND ACQUIRE CERTAIN REAL PROPERTY FROM THE CITY; AUTHORIZING THE PRESIDENT AND GENERAL MANAGER OF GRTC TO EXECUTE THE AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY AND GRTC; AUTHORIZING THE PRESIDENT AND /OR GENERAL MANAGER TO EXECUTE SUCH FURTHER DOCUMENTS AND TAKE SUCH FURTHER ACTIONS AS MAY BE NECESSARY TO ACCOMPLISH THE SALE OF REAL PROPERTY AND THE ACQUISITION OF REAL PROPERTY; AND RECOMMENDING TO THE CITY, AS THE GRTC STOCKHOLDER, THE APPROVAL OF THE DISPOSITION OF REAL PROPERTY OF GRTC IN ACCORDANCE WITH APPLICABLE LAW. WHEREAS, the GRTC General Manager has advised the Board of GRTC's desire to construct a new transportation center with the City of Roanoke, Virginia; WHEREAS, the City has negotiated an agreement under which the City will acquire four parcels of real property to relocate the GRTC central transit transfer facility from Campbell Court (collectively, the "GRTC Relocation Parcels ") described as (i) 0 Salem Avenue, S.W., Roanoke, known as Official Tax Map No. 1010113, and 325 Salem Avenue, S.W., Roanoke, Virginia, known as Official Tax Map No. 1010115, owned by Brandon, Woody and Booker LLC; and (ii) 0 Salem Avenue, S.W., Roanoke, known as Official Tax Map No. 10 10 12 1, and 0 Salem Avenue, S.W., Roanoke, Virginia, known as Official Tax Map No. 1010122, owned by The Brandon Company, Incorporated, for the sum of $2,185,000 (the "GRTC Relocation Parcels Agreement ") and City Council adopted Ordinance No. 41345- 010719, on January 7, 2019, to authorize the City to execute, deliver, and perform the GRTC Relocation Parcels Agreement; WHEREAS, GRTC staff and City staff have negotiated a proposed Agreement for the Exchange of Real Estate between the City and GRTC (the "City and GRTC Exchange R -GRTC authorize sale of Campbell Court to City and authorize acceptance to acquire real 1 Property to construct new transportation center Agreement ") that provides, subsequent to the acquisition of the GRTC Relocation Parcels by the City under the GRTC Relocation Parcels Agreement, for the transfer of the GRTC Relocation Parcels from the City to GRTC in exchange for the transfer of Campbell Court, consisting of 13 parcels within the City, together with improvements thereon, situated at 29 Campbell Avenue, S.W., Roanoke, Virginia and 30 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map Nos. 1011105, 1011106, 1011107, 1011108, 1011109, 1011110, 1011116, 1011117 1011118, 1011119, 1011120, 1011122, and 1011129 (collectively, "Campbell Court "), from GRTC to the City; all as more particularly described in the proposed City and GRTC Exchange Agreement and the General Manager's Report dated January 22, 2019; WHEREAS, pursuant to applicable laws of the Commonwealth of Virginia, the disposition of Campbell Court by GRTC pursuant to the City and GRTC Exchange Agreement, must be approved by the GRTC Stockholder; and WHEREAS, GRTC staff recommends that (i) the Board approve the City and GRTC Exchange Agreement and (ii) the Board recommend to the GRTC Stockholder that the GRTC Stockholder approve the disposition of Campbell Court pursuant to the terms of the City and GRTC Exchange Agreement, so that GRTC will be able to construct a new transportation center within the City and allow GRTC to dispose of Campbell Court for uses other than bus transportation services, all as further set forth in the General Manager's Report dated January 22, 2019, to this Board. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: 1. The Board finds and determines that the City and GRTC Exchange Agreement is in the best interests of GRTC and its stockholder in providing GRTC with a new transportation center and allowing GRTC to dispose of Campbell Court for uses other than bus transportation R -GRTC authorize sale of Campbell Court to City and authorize acceptance to acquire real 2 Property to construct new transportation center services and the Board approves the execution, delivery, and performance, by GRTC, of the City and GRTC Exchange Agreement. 2. The Board authorizes the President and the General Manager to execute the proposed City and GRTC Exchange Agreement, which proposed agreement includes the transfer of Campbell Court from GRTC to the City. Such City and GRTC Exchange Agreement shall be approved as to form by GRTC's General Counsel. 3. Further, the Board authorizes the President and the General Manager to execute such further documents, including a Special Warranty Deed of Conveyance from GRTC transferring Campbell Court to the City in accordance with the terms of the City and GRTC Exchange Agreement, and take such further actions as may be necessary to implement, administer, and enforce the City and GRTC Exchange Agreement, and complete the sale and transfer of Campbell Court to the City. 4. Further, the Board authorizes the President and the General Manager to execute such further documents, including the acceptance of a Special Warranty Deed of Conveyance from the City for the sale and transfer of the GRTC Relocation Parcels to GRTC in accordance with the terms of the City and GRTC Exchange Agreement and take such further actions as may be necessary to implement, administer, and enforce the City and GRTC Exchange Agreement, and complete the acquisition of the GRTC Relocation Parcels by GRTC. 5. Further the Board recommends to the GRTC Stockholder that the GRTC Stockholder approve, ratify, and authorize the disposition of Campbell Court as set forth in the City and GRTC Exchange Agreement, the acquisition of the GRTC Relocation Parcels as set forth in the City and GRTC Exchange Agreement, and approve GRTC entering into the proposed City and GRTC Exchange Agreement for the sale of Campbell Court to the City and the acquisition of the GRTC Relocation Parcels by GRTC and to take all steps necessary to R -GRTC authorize sale of Campbell Court to City and authorize acceptance to acquire real 3 Property to construct new transportation center effectuate the transactions contemplated in the City and GRTC Exchange Agreement, including, without limitation, the sale and exchange of Campbell Court to the City by Special Warranty Deed and the acquisition of the GRTC Relocation Parcels by GRTC pursuant to a Special Warranty Deed from the City. 1 U-4 ATTEST: EliJr1 �.J�"' Ste hanie M. Moon �.�,3oP s, ecretary R -GRTC authorize sale of Campbell Court to City and authorize acceptance to acquire real 4 Property to construct new transportation center Greater Roanoke Transit Company Board of Directors Meeting Action Item January 22, 2019 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Sale of Campbell Court to the City of Roanoke, Virginia and Acquisition of Real Estate to Construct a New Transportation Center within the City. Background Pursuant to the authority set forth in the Charter of the City of Roanoke and applicable provisions of the Code of Virginia, the City created Greater Roanoke Transit Company ( "GRTC ") and established GRTC to provide bus transportation services for the public. GRTC owns the City's transportation center, known as Campbell Court and more particularly described below, and GRTC desires to construct a new transportation center within the City. The City has negotiated an agreement under which the City will acquire four parcels of real estate to relocate the GRTC central transit transfer facility from Campbell Court (collectively, the "GRTC Relocation Parcels ") and described as: (i) 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010113; and 325 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010115, owned by Brandon, Woody and Booker LLC; and (ii) 0 Salem Avenue, S.W., Roanoke Virginia, bearing Official Tax Map No. 1010121; and 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010122, owned by The Brandon Company, Incorporated for the sum of $2,185,000 (the "GRTC Relocation Parcels Agreement "). The GRTC Relocation Parcels Agreement allows the City and GRTC to conduct inspections of the GRTC Relocation Parcels, including environmental, geotechnical, and t*_:-, cr.,,,,nthr -uita' :.,yuf"..: -;RTC - - "on Parcels U_1P..u,. ,lerati­�nof ..eiiu_, - nsit - inst. - laciliti `or GRT4 7he GRTC: '&mration Par­-IS Ar-ge ` --nt � - ;ubject t„ ;poru%, :i by the F �(;Pral Transit Administration ( "FTA "). The GRTC Relocation Parcels Agreement contemplates a closing by June 30, 2019. City Council adopted Ordinance No. 41345 - 010719, on January 7, 2019, to authorize the City to execute, deliver, and perform the GRTC Relocation Parcels Agreement. Subsequent to the City acquiring the GRTC Relocation Parcels, the attached proposed agreement provides for the transfer of the GRTC Relocation Parcels from the City to GRTC in exchange for the Greater Roanoke Transit Company transfer of Campbell Court, consisting of 13 parcels within the City, together with improvements thereon, situated at 29 Campbell Avenue, S.W. and 30 Salem Avenue, S.W., Roanoke, VA 24011, and bearing Official Tax Map Nos. 1011105, 1011106, 1011107, 1011108, 1011109, 1011110, 1011116, 1011117, 1011118, 1011119, 1011120, 1011122, and 1011129, from GRTC to the City. Such exchange is more particularly described in a proposed Agreement for the Exchange of Real Estate between the City and GRTC (the "City and GRTC Exchange Agreement "). The proposed City and GRTC Exchange Agreement is contingent on (i) the City's acquisition of the GRTC Relocation Parcels; and either (ii) construction of a temporary central transit transfer facility by GRTC on the GRTC Relocation Parcels if the City and Hist:Re Partners LLC ( "Developer ") proceed with an agreement involving the redevelopment of Campbell Court by Developer and the acquisition and development of a passenger rail facility by the City ( "City and Developer Exchange Agreement "); or (iii) construction of a permanent central transit transfer facility if the proposed City and Developer Exchange Agreement terminates during the inspection periods set forth in that agreement. The proposed City and GRTC Exchange Agreement is subject to (a) approval by City Council following a public hearing; (b) approval by the GRTC Board of Directors; (c) approval by City Council as stockholder of GRTC; and (d) approval by FTA. The closing of this transaction is dependent upon whether the proposed transaction between the City and Developer is finalized. If finalized, the closing could occur in 2019 or 2020. If that transaction does not occur, the closing would occur after construction of the permanent facility is completed; likely in 2020 or 2021. The proposed City and GRTC Exchange Agreement is under consideration by the City Council as stockholder of GRTC at a Special Meeting scheduled for January 22, 2019 at 6:30 p.m. The proposed City and GRTC Exchange Agreement is under consideration by City Council following a public hearing scheduled for January 22, 2019 at 7:00 p.m. or as soon thereafter as the matter may be heard. Recommendation Find and determine that the City and GRTC Exchange Agreement is in the best interests of GRTC and its stockholder in providing GRTC with a new transportation center and allows GRTC to dispose of Campbell Court for uses other than bus transportation services, and approve the execution, delivery and performance, by GRTC, of the City and GRTC Exchange Agreement. Authorize the President and the General Manager to execute the proposed City and GRTC Exchange Agreement, which proposed agreement includes the transfer of Campbell Court from GRTC to the City. Such City and GRTC Exchange Agreement shall be approved as to form by GRTC's General Counsel. Authorize the President and the General Manager to execute such further documents, including a Spe,:ial Warranty Deed of'Cow eyance, rom GPTC 'ransr�, rang Campbell Ccurt to the Uv ir: accorcLoce wit:? *he terms of the City and,GRTC E,:c' -.tinge Agr�aemer, , and take -such further action � -._ may be necessary to implement, administer, and enforce the City and GRTC Exchange Agreement, and complete the sale and transfer of Campbell Court to the City. Authorize the President and the General Manager to execute such further documents, including the acceptance of a Special Warranty Deed of Conveyance from the City for the sale and transfer of the GRTC Relocation Parcels to GRTC in accordance with the terms of the City and GRTC Exchange Greater Roanoke Transit Company Agreement and take such further actions as may be necessary to implement, administer, and enforce the City and GRTC Exchange Agreement, and complete the acquisition of the GRTC Relocation Parcels by GRTC. Recommend to the GRTC Stockholder that the GRTC Stockholder approve, ratify, and authorize the disposition of Campbell Court as set forth in the City and GRTC Exchange Agreement, the acquisition of the GRTC Relocation Parcels as set forth in the City and GRTC Exchange Agreement, and approve GRTC entering into the proposed City and GRTC Exchange Agreement for the sale of Campbell Court to the City and the acquisition of the GRTC Relocation Parcels by GRTC and to take all steps necessary to effectuate the transactions contemplated in the City and GRTC Exchange Agreement, including, without limitation, the sale and exchange of Campbell Court to the City by Special Warranty Deed and the acquisition of the GRTC Relocation Parcels by GRTC pursuant to a Special Warranty Deed from the City. Res nevi .rice G eral Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company DRAFT DATE: January 14, 2019 AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY OF ROANOKE, VIRGINIA AND GREATER ROANOKE TRANSIT COMPANY THIS AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY OF ROANOKE, VIRGINIA AND GREATER ROANOKE TRANSIT COMPANY ( "Agreement ") is made this day of January, 2019, by and between the CITY OF ROANOKE, VIRGINIA, a Virginia municipal corporation ( "City "), and GREATER ROANOKE TRANSIT COMPANY, a Virginia corporation ( "GRTC "). RECITALS A. GRTC is the owner of thirteen (13) parcels of real property, together with buildings and improvements thereon, situated in Roanoke, Virginia, known as Campbell Court, and being more particularly described in Exhibit A attached hereto and made a part hereof ( "Campbell Court"). B. GRTC, a corporation in which the City is the sole stockholder, provides bus transportation services to the public throughout the areas of the City of Roanoke, the City of Salem, and the Town of Vinton. Campbell Court serves as the central bus transit facility for all such bus transportation services. C. GRTC is interested and desires in relocating its central bus transit facility from Campbell Court. D. The City is interested in acquiring Campbell Court for future potential development as proposed in an agreement between the City and Hist:Re Partners, LLC, a Virginia limited liability company ( "Developer "), as more particularly described in an Agreement dated January , 2019, ( "City and Developer Exchange Agreement "), or other development opportunities if the transactions contemplated by the City and Developer Exchange Agreement are not consummated. E. GRTC is willing to sell Campbell Court and relocate its central bus transit facility within the City of Roanoke provided the transaction does not disrupt the daily bus transit operations of GRTC. F. The City has entered into an agreement with the GRTC Relocation Parcels Owners of four (4) parcels of real property, together with improvements thereon, situated in Roanoke, Virginia and more particularly described in Exhibit B attached hereto and made a part hereof, ( "GRTC Relocation Parcels "), to acquire the GRTC Relocation Parcels for the purposes of relocating GRTC's central bus transit facility from Campbell Court. G. The City proposes to acquire the GRTC Relocation Parcels; and either (1) allow GRTC to construct a Temporary Transit Facility at the GRTC Relocation Parcels; and, upon completion of the Temporary Transit Facility, transfer and exchange all of the City's rights, title, DRAFT DATE: January 14, 2019 and interest in the GRTC Relocation Parcels to GRTC in exchange for the transfer and exchange of all of GRTC's rights, title and interest in Campbell Court; or (2) allow GRTC to construct the Permanent Transit Facility at the GRTC Relocation Parcels and, upon completion of the Permanent Transit Facility, transfer and exchange all of the City's rights, title, and interest in the GRTC Relocation Parcels to GRTC in exchange of all of GRTC's rights, title, and interest in Campbell Court. H. Subject to the terms and conditions of this Agreement, (i) the City is willing to sell, convey, and transfer all of the City's rights, title, and interest in the GRTC Relocation Parcels to GRTC, (ii) GRTC is willing to acquire the GRTC Relocation Parcels from the City, (iii) GRTC is willing to sell, convey, and transfer all of GRTC's rights, title, and interest in Campbell Court to the City, and (iv) the City is willing to acquire the Campbell Court from GRTC. I. The City and GRTC agree to set forth their agreements and understandings in accordance with this Agreement. THEREFORE, based upon the mutual covenants, agreements, and understandings set forth in this Agreement, including the Recitals set forth above and which Recitals are incorporated herein and constitute a material part of this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which the Parties acknowledge, the City and GRTC agree as follows: ARTICLE I DEFINITIONS All capitalized terms, not otherwise defined in this Agreement, shall have the following meanings: 1.1 Agreement shall mean this Agreement for the Exchange of Real Estate between the City of Roanoke, Virginia and Greater Roanoke Transit Company. 1.2 Applicable Law shall mean all federal, state, and local laws, rules, regulations, or ordinances that affect or otherwise apply to the transactions contemplated by this Agreement. 1.3 Approvals shall mean all licenses, permits, and other approvals under Applicable Law required or deemed necessary to develop, construct, operate, and maintain the Temporary Transit Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement. 1.4 Business Days shall mean a Day or Days other than a Saturday, Sunday, or a holiday established under the laws of the United States of America or the Commonwealth of Virginia. 2 DRAFT DATE: January 14, 2019 1.5 Campbell Court shall mean those certain parcels of real estate together with buildings and improvements thereon, owned by GRTC, and more particularly described in Exhibit A attached hereto and made a part hereof. 1.6 Campbell Court Deed shall mean the special warranty deed from GRTC to the City conveying title of Campbell Court to the City. 1.7 Campbell Court Purchase Price shall mean the execution, delivery, acceptance and recording of the GRTC Relocation Parcels Deed to effectuate the transfer of the GRTC Relocation Parcels by the City to GRTC. 1.8 Certificate of Occupancy shall mean the permanent certificate issued by the City of Roanoke's Department of Planning, Building and Development which authorizes GRTC to use, occupy, and operate the Temporary Transit Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement, at the GRTC Relocation Parcels. 1.9 City shall mean the City of Roanoke, Virginia, a Virginia municipal corporation. 1.10 City and Developer Exchange Agreement shall mean the agreement between the City and Developer dated January _, 2019, under which agreement the City would sell and transfer all of the City's rights, title, and interest in Campbell Court to Developer; and Developer would sell and transfer all of Developer's rights, title, and interest in the Future Rail Station Parcels to the City. 1.11 City's Approval Period shall mean the period of 90 Days beginning after the expiration of the City's Inspection Period. 1.12 City's Inspection Period shall mean the period of 180 Days after the Effective Date. 1.13 City Manager shall mean the person appointed by the Roanoke City Council as City Manager or the person designated by City Manager to act on behalf of the City Manager. 1.14 Closing shall mean the date on which the transactions contemplated by this Agreement for (i) the transfer of Campbell Court to the City, and (ii) the transfer of the GRTC Relocation Parcels to GRTC. 1.15 Days or Days shall mean a calendar day beginning and ending at the prevailing time in Roanoke, Virginia. 1.16 Developer shall mean Hist:Re Partners, LLC, a Virginia limited liability company. 1.17 Effective Date shall mean the date set forth at the beginning of this Agreement. 3 DRAFT DATE: January 14, 2019 1.18 Future Rail Station Facility shall mean the facility to be improved by the City - located on the Future Rail Station Parcels and at which facility services for passengers of rail transportation will be provided. 1.19 Future Rail Station Parcels shall mean those parcels of real property, together with improvements thereon, situated in Roanoke, Virginia, and more particularly described in Exhibit C attached hereto and made a part hereof. 1.20 Future Rail Station Parcels Owner shall mean T -W Properties, a Virginia partnership. 1.21 Government Entity shall mean any federal, state, or local governmental body, agency, board or commission. 1.22 GRTC shall mean Greater Roanoke Transit Company, a Virginia corporation. 1.23 GRTC Relocation Expenses Payment shall mean the sum of Five Hundred Thousand Dollars ($500,000.00) to be paid by Developer to the City in accordance with Section 3.2 of the City and Developer Exchange Agreement. 1.24 GRTC Relocation Parcels shall mean those parcels of real property, together with improvements thereon, described in Exhibit B attached hereto and made a part hereof. 1.25 GRTC Relocation Parcels Agreement shall mean that agreement by and among the City and the GRTC Relocation Parcels Owners dated January , 2019, under which the City will purchase and acquire all rights, title, and interests of the GRTC Relocation Parcels Owners in the GRTC Relocation Parcels. 1.26 GRTC Relocation Parcels Closing Date shall mean the date on which the City acquires the GRTC Relocation Parcels pursuant to the terms of the GRTC Relocation Parcels Agreement which date shall be no later than June 30, 2019, unless otherwise extended under the terms of that agreement. 1.27 GRTC Relocation Parcels Deed shall mean the special warranty deed from the City to GRTC conveying title of the GRTC Relocation Parcels to GRTC. 1.28 GRTC Relocation Parcels Owners shall mean the owners of the GRTC Relocation Parcels identified in Exhibit B attached hereto and made a part hereof. 1.29 GRTC's Approval Period shall mean the period of 90 Days beginning after the expiration of GRTC's Inspection Period. 1.30 GRTC's Construction Right of Entry Agreement shall mean the agreement between the City and GRTC under which agreement the City grants to GRTC and its employees, contractors, and subcontractors, the rights to enter onto the GRTC Relocation Parcels and construct either (i) the Temporary Transit Facility, or (ii) the Permanent Transit Facility; as provided in Sections 4.2 and 4.3 of this Agreement. 4 DRAFT DATE: January 14, 2019 1.31 GRTC's Inspection Period shall mean the period of 180 Days after the Effective Date. 1.32 Parties shall mean the City and GRTC. 1.33 Party shall mean either the City or GRTC. 1.34 Permanent Transit Facility shall mean the permanent central bus transit facility to be constructed by GRTC at the GRTC Relocation Parcels in accordance with this Agreement. 1.35 Temporary Transit Facility shall mean the temporary central bus transit facility to be constructed by GRTC at the GRTC Relocation Parcels in accordance with this Agreement. 1.36 Title Company shall mean Fidelity National Title Insurance Company or any nationally recognized title insurance company (i) acceptable to the City with respect to Campbell Court; or (ii) acceptable to GRTC with respect to GRTC Relocation Parcels. ARTICLE II PRELIMINARY STATEMENT 2.1 GRTC desires to relocate its central bus transit facility from Campbell Court. The City desires to establish a Future Rail Station Facility in the area of Downtown Roanoke, proximate to the existing platform for passenger rail service within Roanoke. In furtherance of these desires, the City has entered into the following transactions: 2. 1.1 GRTC Relocation Parcels Agreement. Under the terms of the GRTC Relocation Parcels Agreement, the City proposes to acquire the GRTC Relocation Parcels by the GRTC Relocation Parcels Closing Date. The transactions contemplated in the GRTC Relocation Parcels Agreement are subject to certain conditions, including FTA Approval. Under the terms of the GRTC Relocation Parcels Agreement, the City may waive the requirement of FTA Approvals and acquire the GRTC Relocation Parcels for uses other than as a Temporary Transit Facility or a Permanent Transit Facility. 2.1.2 City and Developer Exchange Agreement. Under the terms of the City and Developer Exchange Agreement, the City proposes to transfer all of its rights, title, and interests in Campbell Court acquired by the City under this Agreement with Developer in exchange for the transfer of all of Developer's rights, title, and interest in the Future 5 DRAFT DATE: January 14, 2019 Rail Station Parcels. The transactions contemplated under the City and Developer Exchange Agreement are anticipated to close after the dates on which (i) the elections of the City and Developer to proceed with the transactions after completion of their respective inspections under the City and Developer Exchange Agreement are made; and (ii) closing of this Agreement under Section 12.1 hereof. 2.2 GRTC and the City intend to seek FTA Approvals for the relocation of the central bus transit operations from Campbell Court to the GRTC Relocation Parcels and, upon receipt of FTA Approvals, and satisfaction of all other applicable conditions and terms of this Agreement, the City and GRTC intend to execute GRTC's Construction Right of Entry Agreement to allow GRTC to construct the Permanent Transit Facility at the GRTC Relocation Parcels prior to Closing, in the event that the City and Developer Exchange Agreement is terminated for any reason 2.3 The City and GRTC agree to cooperate with each other in facilitating their mutual intents and objections as expressed and set forth in this Agreement. ARTICLE III PURCHASE AND SALE 3.1 Subject to the terms and conditions of this Agreement, GRTC agrees to sell, and the City agrees to purchase Campbell Court in its "as is" condition. 3.2 Subject to the terms and conditions of this Agreement, the City agrees to sell, and GRTC agrees to purchase the GRTC Relocation Parcels in their "as is" condition. ARTICLE IV RELOCATION OF GRTC OPERATIONS 4.1 Relocation of GRTC Operations. Under the terms of the City and Developer Exchange Agreement, Developer requires that the GRTC central bus transit operations be relocated from Campbell Court prior to the closing set forth in such agreement. As set forth in the Recitals and Article II of this Agreement, GRTC also desires to relocate its central bus transit facilities from Campbell Court. In either event, such relocation requires (i) the approval of the United States Department of Transportation, Federal Transit Administration (FTA); (ii) the acquisition of the GRTC Relocation Parcels by the City; and (iii) either the construction of the Temporary Transit Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement. GRTC and the City shall diligently pursue approval of FTA and acquisition of GRTC Relocation Parcels from the GRTC Relocation Parcels Owners. In the event that (i) FTA fails to provide the FTA Approvals as described and defined in Article VI, or (ii) the City Ce DRAFT DATE: January 14, 2019 is unable to acquire the GRTC Relocation Parcels by the GRTC Relocations Parcels Closing Date, this Agreement will automatically terminate and be of no further force or effect. 4.2 In the event that (i) Developer and the City elect to proceed with the City and Developer Exchange Agreement following completion of their respective inspections and due diligence; (ii) the Parties receive the FTA Approvals; (iii) Developer pays the GRTC Relocation Expenses Payment to the City; and (iv) the City acquires the GRTC Relocation Parcels, the City shall make available to GRTC the GRTC Relocation Expense Payment for use in the construction of the Temporary Transit Facility and the relocation of GRTC's central bus transit operations from Campbell Court to the Temporary Transit Facility. The City and GRTC shall enter into GRTC's Construction Right of Entry Agreement for the purpose of constructing the Temporary Transit Facility. GRTC shall procure construction services in accordance with Applicable Law and commence construction of the Temporary Transit Facility. 4.3 In the event that (i) Developer or the City elects to terminate the City and Developer Exchange Agreement as a result of their respective inspections, and pursuant to such agreement, Developer is not obligated to provide the GRTC Relocation Expense Payment to the City; (ii) the FTA Approvals are received; and (iii) the City acquires the GRTC Relocation Parcels, the City and GRTC shall enter into GRTC's Construction Right of Entry Agreement for the purpose of constructing the Permanent Transit Facility. GRTC shall procure construction services in accordance with Applicable Law and commence construction of the Permanent Transit Facility. ARTICLE V RIGHT OF ENTRY AND INSPECTION PERIODS PRIOR TO CLOSING 5.1 City's Right of Inspection 5.1.1 The City shall complete the City's due diligence review of Campbell Court during the City Inspection Period. Should the City determine during the City Inspection Period that it is not satisfied with Campbell Court or any characteristics thereof for any reason whatsoever, in the City's sole and absolute discretion, the City may terminate this Agreement by notifying GRTC in writing as soon as possible, but no later than five (5) Days after the end of the City's Inspection Period, of the City's decision to terminate this Agreement. In such case, this Agreement shall thereupon be terminated and of no further force and effect, unless the Parties mutually agree to modify this Agreement to address any such issue(s). The City shall provide GRTC with its objections to the title of 7 DRAFT DATE: January 14, 2019 Campbell Court, including without limitation, any easement, encumbrances, or restrictions of record (including all matters shown on the plat that depicts Campbell Court), within five (5) Days after the end of the City's Inspection Period. 5.1.2 In connection with the City's due diligence review referenced above, GRTC hereby grants to the City, its officers, agents, employees, contractors, subcontractors, licensees, designees, representatives, and consultants, a revocable right to enter Campbell Court, at any time during the City's Inspection Period, on not less than two (2) working days prior written notice to GRTC, in order to survey, make test borings, and carry out such other examinations, exploratory work, or settings as may be necessary to complete Phase I and Phase II Environmental Assessments, or geotechnical assessments, or nondestructive engineering evaluations of Campbell Court, to otherwise perform the City's due diligence with respect to Campbell Court, and to store the City's property and equipment, on the following terms and conditions: 5.1.2.1 If the City exceeds its rights granted under Section 5.1 or fails to obtain and maintain the insurance required by Section 5. 1, GRTC may immediately revoke its right of entry. 5.1.2.2 The City, to the extent permitted by law, agrees to be responsible for any and all damages resulting from the activity or activities of the City, its officers, agents, employees, contractors, subcontractors, licensees, designees, representatives and consultants, on Campbell Court in the exercise of the rights granted under this Section 5.1. The City shall, at its sole cost, promptly and fully restore any land disturbed by the exercise of the rights under this Section 5.1 to a condition equal to that existing immediately prior to entry on Campbell Court if the City does not purchase Campbell Court. 5.1.2.3 The City shall require each of its contractors ( "City Contractors ") to indemnify and defend GRTC and the City from any loss, damage, or claim arising out of the City's access to Campbell Court pursuant to this Section 5.1 for the purpose of making tests, inspections, studies, and other investigations. The indemnity obligations of the City Contractors hereunder are conditioned on GRTC (i) promptly notifying the City and the City Contractors in writing of any claim; (ii) cooperating with the City and the City Contractors in the defense of the claim; and (iii) granting the City and the City Contractors sole control of defense or settlement of the claim at the sole cost and expense of the City Contractors. Under no circumstance shall the City Contractors be obligated to 0 DRAFT DATE: January 14, 2019 indemnify or defend GRTC for or from such party's own negligence or willful misconduct (which includes, without limitation, any breach by GRTC of this Agreement), or unlawful act or omission, or any claim resulting from any of the foregoing. 5.1.2.4 The City shall, at its sole expense, obtain and maintain, or have the City Contractors obtain and maintain, the insurance set forth below. Any required insurance shall be effective prior to the beginning of any work or other performance by the City under this Section 5.1. The following policies and coverages are required: (i) Commercial General Liability. Commercial General Liability insurance, written on an occurrence basis, shall insure against all claims, loss, cost, damage, expense or liability from loss of life or damage or injury to persons or property arising out of the City's and /or City Contractors' acts or omissions. The minimum limits of liability for this coverage shall be $1,000,000 per occurrence and $2,000,000 general aggregate. (ii) Contractual Liability. Broad form Contractual Liability insurance shall include the indemnification obligation set forth above. (iii) Workers' Compensation. Workers' Compensation insurance covering the City's and /or City Contractors' statutory obligation under the laws of the Commonwealth of Virginia and Employer's Liability insurance shall be maintained for all its employees engaged in work under this Section 5.1. Minimum limits of liability for Employer's Liability shall be $100,000 bodily injury by accident each occurrence; $500,000 bodily injury by disease (policy limit); and $100,000 bodily injury by disease (each employee). With respect to the Workers' Compensation coverage, the City agrees to use reasonable efforts to obtain a waiver by the insurance company of rights of subrogation against GRTC if the policy does not expressly permit a waiver of subrogation. (iv) Automobile Liability. The minimum limit of liability for Automobile Liability Insurance shall be $1,000,000 combined single limit applicable to owned or non -owned vehicles used in the performance of any work under this Section 5.1 and shall be written on an occurrence basis. 0 DRAFT DATE: January 14, 2019 5.1.3 The insurance coverages and amounts set forth above may be met by an umbrella liability policy following the form of the underlying primary coverage in a minimum amount of $1,000,000. Should an umbrella liability insurance coverage policy be used, such coverage shall be accompanied by a certificate of endorsement stating that it applies to the specific policy numbers indicated for the insurance providing the coverages required by this Section 5. 1, and it is further agreed that such statement shall be made a part of the certificates of insurance furnished by the City or the City Contractors to GRTC. 5.1.4 All insurance shall also meet the following requirements: The City and /or the City Contractors shall furnish to GRTC appropriate documentation showing the type, amount, effective dates, and date of expiration of policies; that GRTC, its officers, employees, agents, volunteers, and representatives are named as additional insureds; where waiver of subrogation is specified with respect to any policy or insurance required, any such waiver that the City Contractors are able to obtain shall be specified; insurance coverage shall be in a form and with an insurance company approved by GRTC, which approval shall not be unreasonably withheld; and any insurance company providing coverage shall be authorized to do business in the Commonwealth of Virginia. The City and /or the City Contractors shall provide GRTC's General Manager with not less than thirty (30) Days advance notice of cancellation or material alteration of any of the above - required insurance coverage. 5.1.5 The City, in performing its inspections on Campbell Court pursuant to this Section 5. 1, shall at all times comply with all Applicable Law. 5.1.6 On the request of GRTC, the City shall, within a reasonable period of time after receipt of any preliminary or final survey, test results or conclusory reports and opinion statements, deliver copies of same to GRTC. If GRTC so requests, the City shall also turn over copies of raw data obtained and any laboratory and observation reports or analyses. Such copies of all the above shall be provided to GRTC without charge. All such deliverables shall be without any warranties whatsoever, and neither the City nor the provider of any report or opinion shall be deemed to make or have made any representations or warranties to GRTC regarding such report or opinion, or any information contained therein, and GRTC may not rely on any such report or opinion, or any information contained therein. 5.2 GRTC's Right of Inspection. 5.2.1 GRTC shall complete GRTC's due diligence review of the GRTC Relocation Parcels during GRTC's Inspection Period. Should GRTC determine during GRTC's Inspection Period that it is not satisfied with the GRTC Relocation Parcels or any characteristics thereof for any reason whatsoever, in GRTC's sole and absolute discretion, GRTC may terminate this Agreement by notifying the City in writing as soon as possible, but no later than five (5) Days after the end of 10 DRAFT DATE: January 14, 2019 GRTC's Inspection Period, of GRTC's decision to terminate this Agreement. In such case, this Agreement shall thereupon be terminated and of no further force and effect, unless Parties, mutually agree to modify this Agreement to address any such issue(s). GRTC shall provide the City with its objections to the title of GRTC Relocation Parcels, including without limitation, any easements, encumbrances, or restrictions of record (including all matters shown on the plat that depicts the GRTC Relocation Parcels), within five (5) Days after the end of GRTC's Inspection Period. 5.2.2 In connection with GRTC's due diligence review referenced above, and pursuant to the authorization provided by the GRTC Relocation Parcels Owners pursuant to the GRTC Relocation Parcels Agreement, the City hereby grants to GRTC, its officers, agents, employees, contractors, subcontractors, licensees, designees, representatives, and consultants, a revocable right to enter on the GRTC Relocation Parcels at any time during GRTC's Inspection Period, on not less than two (2) working days prior written notice to the City and the GRTC Relocation Parcels Owners, in order to survey, make test borings, and carry out such other examinations, exploratory work, or settings as may be necessary to complete a Phase I Environment Site Assessment and, if required by the Phase I Environmental Site Assessment, Phase II Environmental Site Assessments; or geotechnical assessments, or nondestructive engineering evaluations of the GRTC Relocation Parcels, to otherwise perform GRTC's due diligence with respect to the GRTC Relocation Parcels, and to store GRTC's property and equipment, on the following terms and conditions: 5.2.2.1 If GRTC exceeds its rights granted under Section 5.2, or fails to require GRTC's contractors to maintain and provide the insurance coverages provided herein, the City or the GRTC Relocation Parcels Owners may immediately revoke this right of entry. 5.2.2.2 GRTC, to the extent permitted by Applicable Law, agrees to be responsible for any and all damages resulting from the activity or activities of GRTC, its officers, agents, employees, contractors, subcontractors, licensees, designees, representatives and consultants, on GRTC Relocation Parcels in the exercise of the rights granted under this Section 5.2. GRTC shall, at its sole cost, promptly and fully restore any land disturbed by the exercise of the rights under this Section 5.2 to a condition equal to that existing immediately prior to entry on any of the GRTC Relocation Parcels if GRTC does not purchase the GRTC Relocation Parcels. 5.2.2.3 GRTC shall require its contractors ( "GRTC Contractors ") to indemnify and defend the City and the GRTC Relocation Parcels Owners from any loss, damage, or claim arising out of GRTC's 11 DRAFT DATE: January 14, 2019 access to any of the GRTC Relocation Parcels pursuant to this Section 5.2 for the purpose of making tests, inspections, studies, and other investigations. The indemnity obligations of GRTC Contractors hereunder are conditioned on the City or the GRTC Relocation Parcels Owners promptly notifying GRTC and the GRTC Contractors in writing of any claim; cooperating with GRTC Contractors in the defense of the claim; and granting GRTC Contractors sole control of defense or settlement of the claim at the sole cost and expense of GRTC Contractors. Under no circumstance shall GRTC Contractors be obligated to indemnify or defend the City or the GRTC Relocation Parcels Owners for or from the City or the GRTC Relocation Parcels Owner's own negligence or willful misconduct (which includes, without limitation, any breach by the City of this Agreement), or unlawful act or omission, or any claim resulting from any of the foregoing. 5.2.2.4 GRTC shall require each of the GRTC Contractors who enter the GRTC Relocation Parcels under this Section 5.2, at the sole expense of such GRTC Contractors, to obtain and maintain, or have its contractors or representatives obtain and maintain, the insurance set forth below. Any required insurance shall be effective prior to the beginning of any work or other performance by GRTC under this Section 5.2. The following policies and coverages are required: (i) Commercial General Liability. Commercial General Liability insurance, written on an occurrence basis, shall insure against all claims, loss, cost, damage, expense or liability from loss of life or damage or injury to persons or property arising out of such contractor's acts or omissions. The minimum limits of liability for this coverage shall be $1,000,000 per occurrence and $2,000,000 general aggregate. (ii) Contractual Liability. Broad form Contractual Liability insurance shall include the indemnification obligation set forth above. (iii) Workers' Compensation. Workers' Compensation insurance covering such contractor's statutory obligation under the laws of the Commonwealth of Virginia and Employer's Liability insurance shall be maintained for all its employees engaged in work under this Section 5.2. Minimum limits of liability for Employer's Liability shall be $100,000 bodily injury by accident each occurrence; $500,000 bodily injury by disease (policy limit); and $100,000 bodily injury by 12 DRAFT DATE: January 14, 2019 disease (each employee). With respect to the Workers' Compensation coverage, GRTC agrees to require GRTC Contractors to use reasonable efforts to obtain a waiver by the insurance company of rights of subrogation against the City if the policy does not expressly permit a waiver of subrogation. (iv) Automobile Liability. The minimum limit of liability for Automobile Liability Insurance shall be $1,000,000 combined single limit applicable to owned or non -owned vehicles used in the performance of any work under this Section 5.2, and shall be written on an occurrence basis. 5.2.3 The insurance coverages and amounts set forth above may be met by an umbrella liability policy following the form of the underlying primary coverage in a minimum amount of $1,000,000. Should an umbrella liability insurance coverage policy be used, such coverage shall be accompanied by a certificate of endorsement stating that it applies to the specific policy numbers indicated for the insurance providing the coverages required by this Section 5.2, and it is further agreed that such statement shall be made a part of the certificates of insurance furnished to the City. 5.2.4 All insurance shall also meet the following requirements: GRTC or the GRTC Contractors shall furnish to the City and GRTC Parcel Owners appropriate documentation showing the type, amount, effective dates, and date of expiration of policies; that the City, GRTC Relocation Parcels Owners, and their respective officers, employees, agents, volunteers, and representatives are named as additional insureds; where waiver of subrogation is specified with respect to any policy or insurance required, any such waiver that GRTC Contractors are able to obtain shall be specified; insurance coverage shall be in a form and with an insurance company approved by the City's Risk Manager, which approval shall not be unreasonably withheld; and any insurance company providing coverage shall be authorized to do business in the Commonwealth of Virginia. GRTC Contractors shall provide the City with not less than thirty (30) Days advance notice of cancellation or material alteration of any of the above - required insurance coverage. 5.2.5 GRTC, in performing its inspections on GRTC Relocation Parcels pursuant to this Section 5.2, shall at all times comply with all Applicable Law. 5.2.6 On the request of the City, GRTC shall, within a reasonable period of time after receipt of any preliminary or final survey, test results or conclusory reports and opinion statements, deliver copies of same to the City and GRTC Relocation Parcels Owners. If the City or GRTC Relocation Parcels Owner so requests, GRTC shall also turn over copies of raw data obtained and any laboratory and observation reports or analyses. Such copies of all the above shall be provided to 13 DRAFT DATE: January 14, 2019 the City and GRTC Relocation Parcels Owners without charge. All such deliverables shall be without any warranties whatsoever, and neither GRTC nor the provider of any report or opinion shall be deemed to make or have made any representations or warranties to the City and GRTC Relocation Parcel Owner regarding such report or opinion, or any information contained therein, and the City and GRTC Relocation Parcels Owners may not rely on any such report or opinion, or any information contained therein. ARTICLE VI FTA APPROVAL 6.1 The Parties acknowledge and confirm that the transactions contemplated by this Agreement and the GRTC Relocation Parcels Agreement are subject to the prior review, consent and approval by FTA, on terms and conditions acceptable to the City and GRTC ( "FTA Approvals "). In the event that FTA does not provide its consent and approval on terms and conditions acceptable to the City and GRTC by the expiration of GRTC's Inspection Period this Agreement shall terminate and neither Party shall have any further rights herein. 6.2 GRTC shall diligently pursue the FTA Approvals with FTA following the Effective Date. The City agrees to cooperate with GRTC in seeking the FTA Approvals. 6.3 The Parties acknowledge and agree that the FTA Approvals are an essential condition precedent under this Agreement for the benefit of GRTC and cannot, under any circumstance be waived by the Parties. ARTICLE VII GRTC APPROVALS 7.1 Upon (a) completion of GRTC's Inspection Period, (b) notification from GRTC that GRTC elects to proceed with the acquisition of the GRTC Relocation Parcels, (c) notification that the City desires to proceed with the acquisition of Campbell Court, and (d) the City has acquired the GRTC Relocation Parcels, GRTC shall, within GRTC's Approval Period seek and obtain all Approvals needed or deemed necessary for GRTC to construct, operate, and maintain (i) the Temporary Transit Facility at the GRTC Relocation Parcels; or (ii) the Permanent Transit Facility at the GRTC Relocation Parcels. 7.2 GRTC may extend the term of GRTC's Approval Period for an additional 90 Days provided that (i) GRTC is diligently pursuing all Approvals in good faith; and (ii) GRTC provides the City with notice of GRTC's election to extend the term of GRTC's Approval Period and such notice is provided to the City prior to the expiration of GRTC's Approval Period. 7.3 Upon the happening of the events set forth in Section 7.1 the Parties will execute GRTC's Construction Right of Entry Agreement with respect to construction of the Temporary 14 DRAFT DATE: January 14, 2019 Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement. ARTICLE VIII CITY'S ACQUISITION OF GRTC RELOCATION PARCELS 8.1 By the GRTC Relocation Parcels Closing Date and prior to the Closing Date set forth in this Agreement, the City shall acquire good and marketable title, fee simple interest in each of the GRTC Relocation Parcels in accordance with the terms of the GRTC Relocation Agreement, a fully executed copy of which agreement has been reviewed and approved by GRTC. The City shall, at the City's cost and expense, obtain owner's title insurance policies for each of the GRTC Relocation Parcels, each policy insuring title of each of the GRTC Relocation Parcels without special exceptions and without standard conditions for (i) parties in possession; (ii) mechanics' liens; and (iii) matters that would be revealed by an accurate ground survey. The City shall provide to GRTC certified copies of the deeds transferring title to the GRTC Relocation Parcels to the City, as recorded in the Clerk's Office of the Circuit Court of the City of Roanoke, Virginia, together with fully executed copies of the title insurance policies. 8.2 The City shall hold title to the GRTC Relocation Parcels, free and clear of all liens, claims and encumbrances, and shall not voluntarily place, or involuntarily suffer, any deed of trust, lien, claim, or restriction from the date on which the City acquires title to the respective GRTC Relocation Parcels through and including the Closing. ARTICLE IX TITLE 9.1 Title to Campbell Court. The City's obligation to purchase Campbell Court at the Closing is conditioned on Campbell Court being conveyed by GRTC to the City by the Campbell Court Deed, free and clear of all restrictions, encumbrances, and liens except for such restrictions, encumbrances, and liens that constitute City Permitted Encumbrances. City Permitted Encumbrances with respect to Campbell Court means and includes the following: 9.1.1 Ad valorum real property taxes (including the downtown district special assessments), stormwater utility fees, and solid waste collection fees for the current year, not yet due and payable. 9.1.2 The conditions set forth on the plats prepared by the City and which are acceptable to the City. 9.1.3 Easements, restrictions and encumbrances designated by the City in writing as being acceptable to the City following the City's review of the preliminary title report for Campbell Court and such other diligence as the City elects to perform. 15 DRAFT DATE: January 14, 2019 The City acknowledges and agrees that GRTC has no obligation to remove, amend or alter any easement, restriction, or encumbrance of record, other than to pay in full, the amount secured by a lien, deed of trust, or other encumbrance. GRTC shall satisfy, at its sole expense, such deed of trust, lien or encumbrance that may be removed and discharged as a matter of record and record evidence that lien, deed of trust or other encumbrance has been satisfied in full and discharged. The City's sole remedy is to accept title subject to such easement, restriction, or encumbrance as a City Permitted Encumbrance or terminate the Agreement. In the event that the City elects to terminate this Agreement, the City shall provide GRTC with written notice of such termination, and no Party shall have any further rights or obligations under this Agreement. Notwithstanding the foregoing, GRTC shall be obligated to terminate all leases, licenses, and permits to possess and use any portion of Campbell Court, including all leases identified in Exhibit D attached hereto and made a part hereof, and all permits, licenses and permission to park vehicles at Campbell Court. 9.2 Title to the GRTC Relocation Parcels. GRTC's obligation to purchase the GRTC Relocation Parcels at the Closing is conditioned upon all of the GRTC Relocation Parcels being conveyed by the City to GRTC by the GRTC Relocation Parcels Deed, free and clear of all restrictions, encumbrances, and liens, except for such restrictions, encumbrances, and liens that constitute the GRTC Permitted Encumbrances. GRTC Permitted Encumbrances with respect to the GRTC Relocation Parcels means and includes the following: 9.2.1 Ad valorum real property taxes (including the downtown district special assessments), stormwater utility fees, and solid waste collection fees for the current year, not yet due and payable. 9.2.2 The conditions set forth on the plats prepared by GRTC, and acceptable to GRTC. 9.2.3 Easements, restrictions and encumbrances designated by GRTC in writing as being acceptable to GRTC following GRTC's review of the preliminary title report for GRTC Relocation Parcels and such other diligence as GRTC elects to perform. GRTC acknowledges and agrees that the City has no obligation to remove, amend or alter any easement, restriction, or encumbrance of record, other than to pay in full, the amount secured by a lien, deed of trust, or other encumbrance. The City shall satisfy, at its sole expense, such deed of trust, lien or encumbrance that may be removed and discharged as a matter of record and record evidence that lien, deed of trust or other encumbrance has been satisfied in full and discharged. GRTC's sole remedy is to accept title subject to such easement, restriction, or encumbrance as a GRTC Permitted Encumbrance or terminate the Agreement. In m DRAFT DATE: January 14, 2019 the event that GRTC elects to terminate this Agreement, GRTC shall provide the City with written notice of such termination, and no Party shall have any further rights or obligations under this Agreement. ARTICLE X CONDITIONS TO CLOSE THE SALE OF CAMPBELL COURT 10.1 Conditions to the City's Obligations to Close. The following are conditions precedent to the City's obligation to purchase Campbell Court: 10.1.1 The fulfillment to the City's reasonable satisfaction of GRTC's obligation to convey title to Campbell Court on the Closing Date to the City pursuant to the terms and conditions of this Agreement. 10.1.2 The City must be satisfied in its sole discretion with the results of its due diligence and inspection of Campbell Court. 10.1.3 GRTC must not be in default of GRTC's obligations under this Agreement, and GRTC's representations and warranties in this Agreement must remain true and correct as of the Closing. 10.1.4 The Title Company's commitment to issue, on payment of its normal premium, to the City, its A.L.T.A. (Form B) Owner's Policy of Title Insurance insuring the City in the amount of the Campbell Court Purchase Price in respect of Campbell Court and that title is vested in the City subject only to the City Permitted Encumbrances. All of the foregoing conditions are for the benefit of the City, and the City may choose, in the City's sole discretion, to proceed with the Closing, despite having knowledge that one or more of the above conditions have not been satisfied. 10.2 Conditions to GRTC's Obligation to Close. The following are conditions precedent to GRTC's obligation to sell Campbell Court to the City: 10.2.1 The City acquires all rights, title, and interest of the GRTC Relocation Parcel Owners in the GRTC Relocation Parcels in accordance with the terms and conditions of the GRTC Relocation Parcels Agreement. 10.2.2 Either (i) in the event that the City and Developer Exchange Agreement remains in force and effect and Developer has paid the GRTC Relocation Expenses Payment to the City, GRTC completes construction of the Temporary Transit Facility and GRTC receives Approvals, including the Certificate of Occupancy needed to occupy and operate its central bus transit operations at the Temporary Transit Facility; or (ii) in the event that the City and Developer Exchange Agreement has been terminated, GRTC completes construction of the Permanent 17 DRAFT DATE: January 14, 2019 Transit Facility and GRTC receives Approvals, including the Certificate of Occupancy needed to occupy and operate its central bus transit operations at the Permanent Transit Facility. 10.2.3 GRTC must be satisfied in its sole discretion with the results of its due diligence and inspections of the GRTC Relocation Parcels. 10.2.4 The City must not be in default of the City's obligations under this Agreement, and the City's representations and warranties in this Agreement must remain true and correct as of the Closing. All of the foregoing conditions are for the benefit of GRTC, and GRTC may choose, in its sole discretion, to proceed with the Closing, despite having knowledge that one or more of the above conditions have not been satisfied. 10.3 Conditions to Close on Campbell Court to which the City and GRTC are Subject Notwithstanding the conditions precedent to the City's obligation to close on the acquisition of Campbell Court by the City and the conditions precedent to GRTC's obligation to close on the transfer of Campbell Court to the City, the obligation of the Parties to close on the sale of Campbell Court are expressly subject to: 10.3.1 Receipt of the FTA Approvals, without conditions or restrictions unacceptable to the City or GRTC. Under no circumstances may either Party waive this condition. 10.3.2 The Temporary Transit Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement, for use by GRTC has been substantially completed, available for use by GRTC in accordance with Applicable Law, including issuance of a Certificate of Occupancy to GRTC. 10.3.3 The Parties are prepared to close on the sale of the GRTC Relocation Parcels at Closing, subject only to the consummation of the transfer of Campbell Court to the City in accordance with this Agreement. ARTICLE XI CONDITIONS TO CLOSE THE SALE OF THE GRTC RELOCATION PARCELS 11.1 Conditions to GRTC's Obligation to Close. The following are conditions precedent to GRTC's obligation to purchase the GRTC Relocation Parcels: 11.1.1 The fulfillment to GRTC's reasonable satisfaction of the City's obligation to convey title to the GRTC Relocation Parcels on the Closing Date to GRTC pursuant to the terms and conditions of this Agreement. 18 DRAFT DATE: January 14, 2019 11. 1.2 GRTC shall have obtained, at GRTC's expense, all Approvals as applicable under Section 10.2.2 hereof. 11.1.3 GRTC must be satisfied in its sole discretion with the results of its due diligence and inspections of the GRTC Relocation Parcels conducted during GRTC's Inspection Period. 11.1.4 The City must not be in default of the City's obligations under this Agreement and the City's representations and warranties in the Agreement must remain true and correct as of the Closing. 11.1.5 The Title Company's commitment to issue, on payment of its normal premium, to GRTC its A.L.T.A. (Form B) Owner's Policy of Title Insurance insuring GRTC in the amount of the GRTC Relocation Parcels Purchase Price in respect to the GRTC Relocation Parcels that title to the GRTC Relocation Parcels is vested in GRTC subject only to GRTC Permitted Encumbrances. All of the forgoing conditions are for the benefit of GRTC, and GRTC may choose, in its sole discretion, to proceed with the Closing despite having knowledge that one or more of the above conditions have not been satisfied. 11.2 Conditions to the City's Obligation to Close. The following are conditions precedent to the City's obligation to sell the GRTC Relocation Parcels to GRTC: 11.2.1 GRTC must not be in material default of GRTC's obligation under this Agreement. 11.2.2 GRTC's representations and warranties in this Agreement remain true and correct as of the Closing. All of the forgoing conditions are for the benefit of the City and the City may choose, in its sole discretion, to proceed with the Closing despite having knowledge that one or more of the above conditions have not been satisfied. 11.3 Conditions to Close on GRTC Relocation Parcels to which the City and GRTC are Subiect. Notwithstanding the conditions precedent on GRTC's obligation to close on the acquisition of the GRTC Relocation Parcels by GRTC, and the conditions precedent to the City's obligations to close on the transfer of the GRTC Relocation Parcels to GRTC, the obligation of the Parties to close on the GRTC Relocation Parcels is expressly subject to consummation of the transfer of Campbell Court to the City at the Closing in accordance with the terms and conditions of this Agreement. Under no circumstance may either Party waive this condition. 19 DRAFT DATE: January 14, 2019 ARTICLE XII CLOSING DATE 12.1 Closing Date. The Closing date shall occur prior to June 30, 2021 on a date selected by the City ( "Closing Date ") that is on the date which is the later to occur of (i) within thirty (30) Days to one hundred twenty (120) Days after satisfaction of all conditions set forth in Article X and XI of this Agreement; or (ii) Thirty (30) Days after GRTC (x) completes construction of the Temporary Transit Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement, (y) receives a Certificate of Occupancy for the use and operation of the Temporary Transit Facility, or the Permanent Transit Facility, as applicable under the terms of this Agreement, and (z) vacates Campbell Court and commences its central bus transit operations at the GRTC Relocation Parcels. The City shall provide GRTC with not less than thirty (30) Days advance written notice of the Closing Date. The Closing shall occur at a mutually acceptable time (anticipated to be approximately 10:00 a.m. prevailing Roanoke, Virginia time) on the Closing Date in the Office of the City Attorney, or at such other location and time as the Parties shall approve. BMWs Eel IIOW:i1it CLOSING DELIVERABLES AND MECHANICS 13.1 GRTC's Obligations at Closing. On the Closing Date, GRTC shall (i) sell and convey Campbell Court to the City, and (ii) purchase and acquire the GRTC Relocation Parcels from the City, by delivering or causing to be delivered to the City the following: 13.1.1 The duly executed and acknowledged Campbell Court Deed conveying to the City Campbell Court in accordance with the provisions of this Agreement, in its "as is" condition without any representations or warranties with respect to the presence of hazardous materials. At the request of the City, GRTC shall convey Campbell Court to the City by using the survey of Campbell Court obtained by the City during the City's Inspection Period as the description in the Campbell Court Deed. 13.1.2 A mechanic's lien affidavit executed by GRTC, satisfactory to the Title Company, and to the effect that no work has been performed on Campbell Court by GRTC in the 125 Days immediately preceding the Closing Date that could result in a mechanic's lien claim or, if such work has been performed, it has been paid in full. 13.1.3 Such documents as may be reasonably required by the Title Company to evidence that authority of the person(s) executing the various documents on behalf of GRTC in connection with the sale of Campbell Court. 20 DRAFT DATE: January 14, 2019 13.1.4 A written certification that GRTC's warranties and representations in Section 17.1 of this Agreement remain true and correct as of the Closing Date. 13.1.5 A duly executed counterpart of a closing statement for the Closing. 13.1.6 Any other documents or items to be delivered pursuant to this Agreement or other documents reasonably required by the Title Company and that do not include the payment of money, indemnity, or the assumption of any liability or obligation. 13.1.7 The title commitment from the Title Company agreeing to insure title to the GRTC Relocation Parcels, without standard exclusions or special exemptions, is vested, in fee simple in GRTC. 13.2 The City's Obligations at Closing. On the Closing Date, the City shall (i) purchase and acquire Campbell Court from GRTC, and (ii) sell and transfer the GRTC Relocation Parcels to GRTC, by delivering or causing to be delivered to GRTC the following: 13.2.1 The duly executed GRTC Relocation Parcels Deed, conveying to GRTC the GRTC Relocation Parcels in accordance with the provisions of this Agreement in their "as is" condition without any warranties or representations with respect to the presence of hazardous materials. At the request of GRTC, the City shall convey the GRTC Relocation Parcels to GRTC by using the survey of the GRTC Relocation Parcels obtained by GRTC during GRTC's Inspection Period as the description in the GRTC Relocation Parcels Deed. 13.2.2 A copy of the owner's title insurance policy, without standard exclusions or special exceptions, issued and effective, insuring fee simple title to the GRTC Relocation Parcels is vested in the City. 13.2.3 A mechanics' lien affidavit executed by the City, satisfactory to the Title Company, and to the effect that no work has been performed at the GRTC Relocation Parcels by the City in the 125 Days immediately preceding the Closing Date that could result in a mechanic's lien claim, or, if such work has been performed, it has been paid in full. 13.2.4 Such documents as may be reasonably required by GRTC to evidence the authority of the person(s) executing the various documents on behalf of the City in connection with this Agreement. 13.2.5 A written certification that the City's representations and warranties set forth in Section 17.2 of this Agreement remain true and correct as of the Closing Date. 21 DRAFT DATE: January 14, 2019 13.2.6 A duly executed counterpart of the closing statement for the Closing. 13.2.7 Any other documents required to be delivered pursuant to this Agreement or reasonably required by GRTC and that do not require (except as set forth in this Agreement) the payment of money, indemnity or the assumption of any liability or obligation. 13.2.8 The title commitment from the Title Company agreeing to insure title to Campbell Court, without standard exclusions or special exceptions, is vested in fee simple in the City. 13.3 Prorated Expenses. At the Closing, real property taxes, stormwater utility fees, and solid waste collection fees, if any, shall be prorated as follows, with respect to Campbell Court, GRTC shall be responsible for all amounts due prior to the Closing Date and the City being responsible for all periods thereafter; and with respect to the GRTC Relocation Parcels, the City shall be responsible for all amounts due prior to the Closing Date and GRTC being responsible for all periods thereafter. The settlement of such prorated expenses shall occur at the Closing or as soon thereafter as reasonably possible. 13.4 The City's Expenses. The City shall pay for (i) all costs of the City's investigations of Campbell Court, including but not limited to the City's examination of title; (ii) all attorneys' fees and expenses incurred by legal counsel for the City; (iii) any Grantee's tax and the recording charges required in connection with the Campbell Court Deed; (iv) the title insurance premium for issuance of the Title Policy for Campbell Court; and (v) Grantor's Tax, if any, for the transfer of the GRTC Relocation Parcels. The City shall also be responsible for all tenant relocation expenses for tenants at Campbell Court in the event that Developer fails to pay such expenses as required under the terms of the City and Developer Exchange Agreement. 13.5 GRTC's Expenses. GRTC shall pay for (i) all costs of GRTC's investigations of the GRTC Relocation Parcels; (ii) all attorneys' fees and expenses incurred by legal counsel for GRTC; (iii) any Grantee's tax and the recording charges required in connection with the GRTC Relocation Parcels Deed; (iv) the title insurance premium for issuance of the Title Policy for GRTC Relocation Parcels; and (v) Grantor's Tax, if any, for the transfer of Campbell Court. 13.6 Possession. 13.6.1 GRTC shall deliver exclusive possession of Campbell Court free and clear of all tenants, licensees, or permitees to the City on the Closing Date, subject to the provisions of this Agreement. 22 DRAFT DATE: January 14, 2019 13.6.2 The City shall deliver exclusive possession of the GRTC Relocation Parcels free and clear of all tenants, licensees, or permitees to GRTC on the Closing Date, subject to the provisions of this Agreement. ARTICLE XIV CONDEMNATION 14.1 The City has no actual knowledge of any pending or threatened condemnation of GRTC Relocation Parcels. However, if, after the Effective Date and prior to the Closing Date, all or any part of GRTC Relocation Parcels is subject to a bona fide threat of condemnation or condemned or taken by a Government Entity having the power of eminent domain or a transfer in lieu of condemnation, the City shall promptly notify GRTC in writing and within thirty (30) Days after receipt of written notice, either Party may, by written notice to the other party elect to cancel this Agreement prior to the Closing Date, in which event all Parties shall be relieved and released of and from any further duties, obligations, rights, or liabilities hereunder, and this Agreement shall be deemed terminated and of no further force and effect. If no such election is made by either Party to cancel this Agreement, this Agreement shall remain in full force and effect and the purchase contemplated herein, less any interest taken by condemnation or eminent domain, shall be effected with no further adjustments, and on the Closing Date the City shall assign, transfer, and set over to GRTC all of the right, title, and interest of the City in and to any awards that have been or that may thereafter be made for any such taking or takings with respect to GRTC Relocation Parcels. 14.2 GRTC has no actual knowledge of any pending or threatened condemnation of the Campbell Court. However, if, after the Effective Date, and prior to the Closing Date, all or any part of the Campbell Court are subject to a bona fide threat of condemnation or condemned or taken by a Government Entity having a power of eminent domain or a transfer in lieu of condemnation, GRTC shall promptly notify the City in writing and within thirty (30) Days after receipt of written notice, either Party may, by written notice to the other, elect to cancel this Agreement prior to the Closing Date, in which event all Parties shall be relieved and released of any further duties, obligations, rights, or liabilities hereunder and this Agreement shall be deemed terminated and of no further force or effect. If no such election is made by either Party to cancel this Agreement, this Agreement shall remain in full force and effect and the purchase contemplated herein, less any interest taken in condemnation or eminent domain, shall be effected without further adjustment and on the Closing Date, GRTC shall assign, transfer, and set over to the City all of the right, title, and interest of GRTC in and to any awards that have been made or may thereafter be made for any such taking or takings with respect to Campbell Court. 23 DRAFT DATE: January 14, 2019 ARTICLE XV RISK OF LOSS 15.1 Risk of loss by fire or other casualty for Campbell Court shall be on GRTC until the Closing is completed, subject only to the obligations of the Parties under this Agreement. If Campbell Court is substantially damaged or destroyed before the Closing by such casualty, then either of the Parties may cancel this Agreement by giving written notice of such cancellation to the other Party and neither Party will have any further obligations to the other (except as otherwise specifically provided in this Agreement). In the event that neither Party cancels this Agreement, the City shall acquire Campbell Court in accordance with this Agreement and shall receive all proceeds of insurance. GRTC shall maintain fire and extended coverage insurance on Campbell Court in amounts and conditions currently in place, pending consummation of the Closing. 15.2 Risk of loss by fire or other casualty for the GRTC Relocation Parcels shall be on the City until the Closing is completed, subject only to the obligations of the Parties under this Agreement. If the GRTC Relocation Parcels are substantially damaged or destroyed before the Closing by such casualty, then GRTC may elect to (i) acquire the GRTC Relocation Parcels and receive all proceeds of insurance received by the City; or (ii) cancel the Closing, in which event, neither Party will have any further obligations to the other (except as otherwise specifically provided in this Agreement). The City shall maintain fire and extended coverage insurance on the GRTC Relocation Parcels, after acquisition of the acquisition of the GRTC Relocation Parcels by the City, at the full replacement value, pending consummation of the Closing. ARTICLE XVI BROKER'S COMMISSIONS 16.1 The Parties represent, and warrant that they have not incurred any liability or obligation, whether contingent or otherwise, for a brokerage commission, a finder's fee, or any other similar payment in connection with this Agreement or the transaction contemplated herein. ARTICLE XVII REPRESENTATIONS AND WARRANTIES 17.1 GRTC's Representations and Warranties. GRTC represents and warrants, as of the Effective Date and as of the Closing, to the City, with respect to Campbell Court that: 17. 1.1 Title. GRTC is the legal and beneficial fee simple title holder of Campbell Court, and will have good, marketable title to Campbell Court, free and clear of all liens, encumbrances, claims, covenants, conditions, restrictions, easements, right -of- way, options, judgments, or other matters, subject only to the City Permitted 24 DRAFT DATE: January 14, 2019 Encumbrances. GRTC will convey Campbell Court to the City by Campbell Court Deed. 17.1.2 Special Taxes. Campbell Court is subject to the Downtown Service District special assessment set forth in Sections 32 -102 through 32- 102.4, Code of GRTC of Roanoke (1979), as amended. GRTC has no knowledge of, nor has it received notice of, any other special assessments or special taxes relating to Campbell Court or any part thereof. 17.1.3 Condemnation. GRTC has no knowledge of any pending or threatened proceedings for condemnation or the exercise of the right of eminent domain as to any part of Campbell Court or the limiting or denying of any right of access thereto. 17.1.4 Hazardous Materials. GRTC makes no representations with respect to Campbell Court. 17.1.5 Leases. Campbell Court is subject to the Leases identified in Exhibit D attached hereto and made a part hereof. Such leases shall not be modified, amended, or extended without the prior written approval of the City. 17.1.6 Access. Access to Campbell Court is provided at Campbell Avenue, S.W., and Salem Avenue, S.W., public streets. 17.1.7 No Conflicts. GRTC's execution and performance of this Agreement does not (i) breach any other agreement to which GRTC is a party; or (ii) violate any law, judgment, or order to which GRTC is subject. 17.1.8 No Notice of Violation. GRTC has received no notice of any violation of the zoning requirements or other Applicable Law with respect to Campbell Court. 17.1.9 No Litigation. No litigation, claim, or arbitration is pending or, to the knowledge of GRTC, threatened, with regard to Campbell Court. 17.1.10 Corporate Status. GRTC is a Virginia corporation, qualified to conduct business and in good standing in Virginia, and has the right to own its assets and operate it business in the ordinary course. The stockholder of GRTC is the City of Roanoke, Virginia. The officers and directors of GRTC are: Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Stephanie M. Moon Reynolds, Secretary Cecelia F. McCoy, Assistant Secretary Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer 25 DRAFT DATE: January 14, 2019 The proper officers of GRTC have been authorized to execute and perform this Agreement, the documents and agreements referred to in this Agreement, and take all actions necessary to effectuate this Agreement on behalf of GRTC. 17.2 City's Representation and Warranties. The City represents and warrants, as of the Effective Date and as of the Closing, with respect to GRTC Relocation Parcels, that: 17.2.1 Title. The City has legal, binding agreements to acquire the GRTC Relocation Parcels and, as of the GRTC Relocation Parcels Closing will be the legal and beneficial fee simple titleholder of GRTC Relocation Parcels and has good, marketable title to GRTC Relocation Parcels, free and clear of all liens, encumbrances, claims, covenants, conditions, restrictions, easements, rights of way, options, judgments, or other matters, created by the City, subject to the GRTC Permitted Encumbrances. The City will convey title to the GRTC Relocation Parcels to GRTC by the GRTC Relocation Parcels Deed. 17.2.2 Condemnation. The City has no knowledge of any pending or threatened proceedings for condemnation or the exercise of the right of eminent domain as to any part of GRTC Relocation Parcels or the limiting or denying of any right of access thereto. 17.2.3 Special Taxes. The GRTC Relocation Parcels are subject to the Downtown Service District special assessment as set forth in Sections 32- 102 through 32- 102.4, Code of City of Roanoke (1979), as amended. The City has no knowledge of, nor has it received any notice of, any other special taxes or assessments relating to the GRTC Relocation Parcels or any part thereof. 17.2.4 Hazardous Materials. The City makes no warranties, covenants, or representations of any type regarding hazardous materials of any type. 17.2.5 Access. Ingress to and egress from the GRTC Relocation Parcels is available and provided through Salem Avenue, S.W., and Norfolk Avenue, S.W., public streets. 17.2.6 No Conflicts. The City's execution and performance of this Agreement does not: (i) breach any other agreement to which the City is a party; or (ii) violate any law, judgment, or order to which the City is subject. 26 DRAFT DATE: January 14, 2019 17.2.7 No Notice of Violations. The City has received no notice of any violation of zoning requirements or other ordinances, rules or regulations with respect to GRTC Relocation Parcels. 17.2.8 No Litigation. There is no litigation, claim, or arbitration, pending or, to the knowledge of the City, threatened, with regard to GRTC Relocation Parcels. ARTICLE XVIII DEFAULT IN CLOSING OBLIGATIONS 18.1 City Default. In the event that the Closing does not occur solely by reason of default by the City, and GRTC has fully performed its obligations and is prepared to consummate the Closing, GRTC shall have all of its remedies at law or in equity, including the remedy of specific performance. GRTC may also terminate this Agreement and neither Party shall have any further rights or obligations hereunder. 18.2 GRTC Default. In the event that the Closing does not occur solely by reason of default by GRTC, and the City has fully performed its obligations and is prepared to consummate the Closing, the City shall have all of its remedies at law or in equity, including the remedy of specific performance. The City may also terminate this Agreement, in which event neither Party shall have any further rights or obligations hereunder. ARTICLE XIX LIMITATIONS ON ASSIGNMENTS Each Party agrees not to assign or transfer any part of the Party's rights or obligations under this Agreement without the prior written consent of the other Party, which consent shall not be unreasonably withheld, and any such assignment shall not relieve the assigning Party from any of its obligations under this Agreement. ARTICLE XX NOTICES All notices hereunder must be in writing and shall be deemed validly given, by personal service, if sent by certified mail, return receipt requested, or by a nationally recognized overnight courier, addressed as follows (or any other address the party to be notified may have designated to the sender by like notice): 27 DRAFT DATE: January 14, 2019 If to City: City of Roanoke, ATTN: City Manager 364 Noel C. Taylor Municipal Building 215 Church Avenue, S.W. Roanoke, Virginia 24011 Fax No. 540- 853 -1138 With a Copy to: City of Roanoke Department of Economic Development ATTN: Economic Development Director 117 Church Avenue, S.W. Roanoke, Virginia 24011 Fax No. 540- 853 -1213 If to GRTC: Kevin L. Price, General Manager Greater Roanoke Transit Company 1108 Campbell Avenue, S.E. Roanoke, VA 24013 Fax No. 540 -982 -2703 With a Copy to: Attn: Vice President of Operations, GRTC 364 Noel C. Taylor Municipal Building 215 Church Avenue, SW Roanoke, VA 24011 Fax No. (540) 853 -1138 Notice shall be deemed delivered on the date of personal service, five days after deposit in the United States mail, or the day after delivery to a nationally recognized overnight courier. ARTICLE XXI APPROVAL BY CITY COUNCIL This Agreement is subject to approval by the City Council of the City of Roanoke after public hearing. GRTC shall be responsible for all advertising costs and other expenses incurred by the City and paid to third party vendors in connection with public hearings. ARTICLE XXII GENERAL PROVISIONS 22.1 Time. Time is of the essence in the performance of the Parties' respective obligations in this Agreement. 22.2 Successors and Assigns. This Agreement shall inure to the benefit of, and be binding on, the Parties hereto and their respective successors and permitted assigns. 28 DRAFT DATE: January 14, 2019 22.3 Counterpart Copies. This Agreement may be executed in one or more counterparts, and all such counterparts so executed shall constitute one Agreement binding on all of the Parties hereto, notwithstanding that all of the Parties are not signatories to the same counterpart. 22.4 Construction. The Parties acknowledge that each Party and its counsel have reviewed and revised this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or any amendments or exhibits hereto. 22.5 Severability. If a provision of this Agreement is determined to be unenforceable in any respect, the enforceability of the provision in any other respect and of the remaining provisions of this Agreement shall not be impaired. 22.6 Cooperation. Each Party agrees to cooperate with the other in a reasonable manner to carry out the intent and purpose of this Agreement. 22.7 Authority To Sign. The persons who have executed this Agreement on behalf of the Parties represent and warrant they are duly authorized to execute this Agreement on behalf of their respective entity. 22.8 Non - waiver. Each Party agrees that any Party's waiver or failure to enforce or require performance of any term or condition of this Agreement or any Party's waiver of any particular breach of this Agreement by any other Party extends to that instance only. Such waiver or failure is not and shall not be a waiver of any of the terms or conditions of this Agreement or a waiver of any other breaches of the Agreement by any Party and does not bar the non - defaulting Party from requiring the defaulting Party to comply with all the terms and conditions of this Agreement and does not bar the non - defaulting Party from asserting any and all rights and /or remedies it has or might have against the defaulting Party under this Agreement or by law. 22.9 Faith Based Organizations. Pursuant to Virginia Code Section 2.2.4343.1, be advised that the City and GRTC do not discriminate against faith -based organizations. ARTICLE XXIII NONDISCRIMINATION 23.1 GRTC will not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment, except where there is a bona fide occupational qualification reasonably necessary to normal operation of GRTC. GRTC agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. 23.2 GRTC in all solicitations or advertisements for employees placed by or on behalf of GRTC will state that GRTC is an equal opportunity employer. 29 DRAFT DATE: January 14, 2019 23.3 Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting the requirements of this Section. ARTICLE XXIV COMPLIANCE WITH LAWS, REGULATIONS, AND IMMIGRATION GRTC agrees to comply with all Applicable Law, including all licensing requirements. GRTC further agrees that GRTC does not, and shall not, during the performance of this Agreement, knowingly employ an unauthorized alien as defined in the federal Immigration Reform and Control Act of 1986. ARTICLE XXV COMPLIANCE WITH STATE LAW; FOREIGN AND DOMESTIC BUSINESSES AUTHORIZED TO TRANSACT BUSINESS IN THE COMMONWEALTH OF VIRGINIA GRTC shall comply with the provisions of Virginia Code Section 2.2- 4311.2, as amended, which provides that a contractor organized as a stock or nonstock corporation, limited liability company, business trust, or limited partnership or registered as a registered limited liability partnership shall be authorized to transact business in the Commonwealth of Virginia as a domestic or foreign business entity if so required by Title 13.1 or Title 50 or as otherwise required by law. GRTC agrees not to allow its existence to lapse or its certificate of authority or registration to transact business in the Commonwealth of Virginia, if so required under Title 13.1 or Title 50, to be revoked or cancelled at any time before Closing, and to promptly cure any such lapse, revocation or cancellation following notice from the City. It shall be a condition of the City's closing obligations under Articles X and XI above that GRTC not be in breach of this Article XXV. ARTICLE XXVI APPROPRIATION OF FUNDS All obligations or funding to be undertaken by the City in connection with this Agreement are subject to the availability of funds and the appropriation of such funds by City Council as may be necessary for such obligations or funding. The City Manager shall include funding for the City's obligations under this Agreement in appropriation for the project contemplated herein for the relocation of the central bus transit operations of GRTC. If any such funding is not approved, withdrawn, or otherwise not made available for this Agreement, with the result that City is unable to perform its obligations under this Agreement, City shall provide GRTC with written notice of such unavailability of funding. 30 DRAFT DATE: January 14, 2019 ARTICLE XXVII FORCE MAJEURE None of the Parties shall be in default or otherwise liable for any delay in or failure of its performance under this Agreement if such delay or failure arises by any reason beyond its reasonable control, including any act of God, any acts of common enemy, the elements, earthquakes, floods, fires, epidemics, riots, strikes, failures or delay in transportation or communication, shortages of material, approval delays or any act or failure to act by the other party or such other party's employees, agents or contractors; provided, however, that GRTC's lack of funds shall not be deemed to be a reason beyond GRTC's reasonable control. The Parties shall promptly inform and consult with each other as to any of the above causes which in their judgment may or could be the cause of a delay in the performance of this Agreement. For purposes of this Agreement, any one (1) delay caused by any such occurrence shall not be deemed to last longer than six (6) months and the Party claiming delay caused by any and all such occurrences shall give the other Party written notice of the same within 30 Days after the date such claiming party learns of such occurrence. Notwithstanding anything else set forth above, after a total of twelve (12) months of delays of any type have been claimed by a Party as being subject to force majeure, no further delays or claims of any type shall be claimed by such Party as being subject to force majeure and /or being an excusable delay. ARTICLE XXVIII ENTIRE AGREEMENT This Agreement, including, without limitation, its exhibits and other attachments, contains the entire understanding of the Parties regarding its subject matter and supersedes all prior and contemporaneous negotiations and agreements, whether written or oral, between the Parties with respect to its subject matter. Without limitation, and for avoidance of any doubt, the preceding sentence shall not operate to invalidate or supersede any separate agreements between the Parties regarding the Incentives. No amendment to this Agreement shall be valid unless made in writing and signed by the Parties. ARTICLE XXIX FORUM SELECTION AND CHOICE OF LAW By virtue of entering into this Agreement, the Parties agree and submit themselves to a court of competent jurisdiction, which shall be the Circuit Court or General District Court for City of Roanoke, Virginia, and further agree that this Agreement is controlled by the laws of the Commonwealth of Virginia, with the exception of Virginia's conflict of law provisions which shall not apply, and that all claims, disputes and other matters shall be decided only by such court according to the laws of the Commonwealth of Virginia as aforesaid. Each Party further waives and agrees not to assert in any such action, suit or proceeding, that the Party is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding, is brought in an inconvenient forum or that the venue of the action, suit or proceeding, is improper. 31 DRAFT DATE: January 14, 2019 IN WITNESS WHEREOF, the Parties have executed this Agreement by their authorized representatives as of the date of this Agreement. WITNESS: Print name and title COMMONWEALTH OF VIRGINIA CITY OF ROANOKE CITY OF ROANOKE, VIRGINIA Lo Robert S. Cowell, Jr. City Manager The foregoing Agreement was acknowledged before me this day of , 2019, by Robert S. Cowell, Jr., the duly authorized City Manager of the City of Roanoke, Virginia, a Virginia municipal corporation, on behalf of the City of Roanoke, Virginia. My Commission expires: Approved as to form: Notary Public Approved as to execution: SEAL 32 DRAFT DATE: January 14, 2019 WITNESS: Print name and title WITNESS: Print name and title STATE OF CITY /COUNTY of GREATER ROANOKE TRANSIT COMPANY I: William D. Bestpitch, President Kevin Price, General Manager The foregoing Agreement was acknowledged before me this day of , 2019, by William D. Bestpitch, the duly authorized President of Greater Roanoke Transit Company, a Virginia corporation, on behalf of Greater Roanoke Transit Company. My Commission expires: Notary Public STATE OF CITY /COUNTY of SEAL The foregoing Agreement was acknowledged before me this day of , 2018, by Kevin Price, the duly authorized General Manager of Greater Roanoke Transit Company, a Virginia corporation, on behalf of Greater Roanoke Transit Company. My Commission expires: Approved as to form: Notary Public Approved as to execution: SEAL 33 DRAFT DATE: January 14, 2019 EXHIBIT A Description of Campbell Court Those parcels of real property, together with improvements thereon, situated at 29 Campbell Avenue SW and 30 Salem Avenue SW, Roanoke, VA 24011, and bearing Official Tax Parcel Nos. 1011105, 1011106, 1011107, 1011108, 1011109, 1011110, 1011116, 1011117, 1011118, 1011119, 1011120, 1011122, and 1011129, containing, in the aggregate, approximately 1.0674 acres. 34 DRAFT DATE: January 14, 2019 EXHIBIT B GRTC Relocation Parcels Owners and GRTC Relocation Parcels GRTC Relocation Parcels Owners GRTC Relocation Parcels Brandon, Woody and Booker LLC Two (2) certain parcels of real property, together with improvements thereon, situated at 0 Salem Avenue, S.W. and 325 Salem Avenue, S. W., Roanoke, Virginia, and bearing Official Tax Map Nos. 1010113 and 1010115, respectively, more particularly described as Two (2) parcels of real property, together with improvements thereon, described as follows: (i) a parcel of real property, together with improvements thereon, containing approximately 13,258 sq. feet of land, more or less, situated at 0 Salem Avenue, S.W., Roanoke Virginia, and bearing Official Tax Map No. 1010113; and (ii) a parcel of real property, together with improvements thereon, containing approximately 23,307 sq. feet of land, more or less, situated at 325 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map No. 1010115. The Brandon Company, Incorporated A certain parcel of real property, together with improvements thereon, situated at 0 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map No. 1010121, and more particularly described as a parcel of real property, together with improvements thereon, containing approximately 16,074 sq. feet of land, more or less. The Brandon Company, Incorporated A certain parcel of real property, together with improvements thereon, situated at 0 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map No. 1010122, a parcel of real property, together with improvements thereon, containing approximately 20,275 sq. feet of land, more or less. 35 DRAFT DATE: January 14, 2019 EXHIBIT C Description of Future Rail Station Parcels Two (2) parcels of real property, together with improvement thereon, owned by T -W Properties, a Virginia partnership, situated at (i) 1 Jefferson Street, S.W. Roanoke Virginia, bearing Official Tax Map No. 1010507, and containing 0.1670 acres, more or less, and (ii) 7 Jefferson Street, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010508, containing 0.1158 acres, more or less. 36 DRAFT DATE: January 14, 2019 EXHIBIT D Leases at Campbell Court Tenant Location Term 727 Mart, Inc. 2,200 square feet located on Expires February 28, 2019 (3 Optional one year the ground floor at 31 -B renewals: 3/1/2019 to 02/29/2020, 3/1/2020 to Campbell Avenue S.W. 02/29/2021, 3/1/2021 to 02/28/2022) Greyhound 3,000 square feet located on Expires June 30, 2019 (1 additional one year Lines, Inc. the ground floor at 26 Salem renewal July 1, 2019 -June 30, 2020) Avenue S.W. Pyxis, Inc. 787 square feet located on Expires June 30, 2019 (1 additional one year the third floor at 31 -J renewal July 1, 2019 -June 30, 2020) Campbell Avenue S.W. Agreements for monthly parking permits, which are terminable. 37 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 2019- 2020 WITH THE FEDERAL TRANSIT ADMINISTRATION AND THE COMMONWEALTH OF VIRGINIA DEPARTMENT OF RAIL AND PUBLIC TRANSPORTATION 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 Assistant General Manager 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 2019 -2020 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 22, 2019. The Company's Secretary is also authorized to attest any such documents. ATTEST: Date Adopted: �` L Stephanie M. Moon Reyno Sec ry Greater Roanoke Transit Company Board of Directors Meeting Action Item January 22, 2019 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch 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 (FY) 2019-2020. Background 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 FY 2019 -2020 GRTC will apply for the maximum amount allowed in federal operating and capital financial assistance. During the current 2018 -2019 fiscal year, the total amount of assistance for operating expenses GRTC will receive from FTA is approximately $3,319,227; the total amount of assistance for operating expenses GRTC will receive from VDRPT is approximately $2,126,805. The deadline for filing the applications for the above referenced assistance for FY 2019 -2020 is February 1, 2019. ,scummer- atio, p Authorize the General Manager or Assistant General Manager to file applications requesting the maximum operating and capital financial assistance from FTA and VDRPT for FY 2019 -2020 and to accept and execute the necessary grant agreements in a form approved by legal counsel. Greater Roanoke Transit Company Resp itted, General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS SPECIAL MEETING JANUARY 31, 2019 7:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order — Director Karen Michalski - Karney absent. 2. Public hearing to receive citizen comments regarding a revised S.T.A.R. Monthly Unlimited Ride Pass Fee Schedule for GRTC/ d /b /a Valley, effective April 1, 2019, from $96.00 to $112.00, in order to offset increased purchased transportation, labor, and related benefits, and other costs for GRTC. No Action Taken. 3. Adjourn — 7:15 p. m. K: \GRTC - Valley Metro \GRTC - Public Hearings\2019 \January 31, 2019 Public Hearing Action Agenda.doc NOTICE OF PUBLIC HEARING The Board of Directors of Greater Roanoke Transit Company ( "GRTC "), d/b /a Valley Metro, proposes to adopt a revised S.T.A.R. Monthly Unlimited Ride Pass Fee Schedule for GRTC, proposed to be effective April 1, 2019, in order to offset increased purchased transportation, labor and related benefits, and other costs for GRTC. The proposed S.T.A.R. Monthly Unlimited Ride Pass fee is summarized as follows: Type of Fare Current Fare Schedule Proposed Fare Schedule effective April 1 2019 S.T.A.R. Monthly Unlimited Ride Pass fee $96.00 $ 112.00 Pursuant to the requirements mandated by the Federal Transit Administration (FTA), notice is hereby given that the Board of Directors of the Greater Roanoke Transit Company will hold a public hearing to receive public comments on the above matter at a special meeting to be held on Thursday, January 31, 2019, commencing at 7:00 p.m., or as soon as the matter may be heard, in the Emergency Operations Center (EOC) Conference Room, Room 159, which is located on the first floor of the Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia 24011. Copies of the proposed resolution will be available at the Roanoke City Clerk's Office, Room 456, Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia 24011, and at the offices of GRTC located at 1108 Campbell Avenue, S.E., Roanoke, Virginia 24013, on and after January 15, 2019. For further information on the matter, you may contact the Office of the City Clerk at (540) 853 -2541 or GRTC at (540) 982 -0305. All parties and interested entities may appear on the above date and time to be heard on the above matter. If you are a person with a disability who needs accommodations for this hearing, please contact the Roanoke City Clerk's Office at (540) 853 -2541, before 12:00 Noon on Friday, January 25, 2019. GIVEN under my hand this 15th day of January 2019. Stephanie M. Moon Reynolds, MMC Secretary PH Notice -GRTC STAR Monthly Pass (1.31.19) Note to Publisher: Please publish in full, twice, in the Virginia Section of the Roanoke Times, on Tuesday, January 15, 2019, and Tuesday, January 22, 2019. Please send affidavit of publication to: Stephanie M. Moon Reynolds, MMC, City Clerk 4th Floor, Noel C. Taylor Municipal Building 215 Church Avenue, S.W., Room 456 Roanoke, Virginia 24011 Phone: (540) 853 -2541 Please send bill to: Greater Roanoke Transit Company d/b /a Valley Metro Attn: Stephanie Giles 1108 Campbell Avenue, S.E. Roanoke, Virginia 24013 Phone: (540) 982 -0305 ext. 113 PH Notice -GRTC STAR Monthly Pass (1.31.19) �l The Roanoke Times Roanoke, Virginia Affidavit of Publication ROANOKE CITY Attn STEPHANIE GILES 4TH FLOOR, NOEL C. TAYLOR MUNICIPAL BUILDING 215 CHURCH AVENUE, S.W., ROOM 456 ROANOKE, VA 24011 Account Number 6012231 Date January 22, 2019 Date Category Description Ad Size Total Cost 01/22/2019 Any- Virginia ROA NOTICE OF PUBLIC HEARING 3 x 6.00 IN 1,669.88 Publisher of the Roanoke Times 1, (the undersigned) an authorized representative of the Roanoke Times, a daily newspaper published in Roanoke, in the State of Virginia, do certify that the annexed notice NOTICE OF PUBLIC HEARING was published in said newspapers on the following dates: 01/15,01/22/2019 The First insertion being given ... 01/15/2019 Newspaper reference: 0000882523 II � Billing Representative Sworn to and subscribed before me this Tuesday, January 22, 2019 v y1,lPfllll! otary P blic �, • . • ��� State f Virginia Ze FUc;LIG City/County of Roanoke My Commission expir �. N_? Ate, e EvI IFS c( jA ' 2C` ® ( / ALA, aaat THIS IS NOT A BILL. PLEASE PAY FROM INVOICE. THANK YOU NOTICE OF PUBLIC HEARING � The Board of Directors of Greater Roanoke Transit Company ( "GRTC "), d /b /a Valley Metro, proposes to adopt a revised S.T.A.R. Monthly Unlimited Ride Pass Fee Schedule for GRTC, proposed to be effective April 1, 2019, in order to offset increased purchased transportation, labor and related benefits, and other costs for GRTC. The proposed S.T.A.R. Monthly Unlimited Ride Pass fee is summarized as follows: Type of Fare Current Fare Provos Schedules of ecti S.T.A.R. Monthly Unlimited Ride Pass fee $96.00 $112.00 Pursuant to the requirements mandated by the Federal Transit Administration (FTA), notice is hereby given that the Board of Directors of the Greater Roanoke Transit Company will hold a public hearing to receive public comments on the above matter at a special meeting to be held on Thursday, January 31, 2019, commencing at 7:00 p.m., or as soon as the matter maybe heard, in the Emergency Operations Center (EOC) Conference Room, Room 159, which is located on the first floor of the Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia 24011. Copies of the proposed resolution will be available at the Roanoke City Clerk's Office, Room 456, Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia 24011, and the office of GRTC located at 1108 Campbell Avenue, S.E., Roanoke, Virginia 24013, on and after January 15, 2019. For further information on the matter, you may contact the Office of the City Clerk at (540) 853 -2541 or GRTC at (540) 982 -0305. All parties and interested entities may appear on the above date and time to be heard on the above matter. If you are a person with a disability who needs accommodations for this hearing, please contact the Roanoke City Clerk's Office at (540) 853 -2541, before 12:00 Noon on Friday, January 25, 2019. GIVEN under my hand this 15th day of January 2019. Stephanie M. Moon Reynolds, MMC Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS May 2, 2019 The Honorable Sherman P. Lea, Sr., and Members of the Roanoke City Council Roanoke, Virginia Dear Mayor Lea and Members of City Council: 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 17, 2019, at 1:30 p.m., in the City Council Chamber, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, 1!� r-,. w, 4400 Stephanie M. Moon Reynolds Secretary pc: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Laura Carini, Assistant General Counsel, GRTC Kevin Price, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Troy A. Harmon, Municipal Auditor L:\ CLERK \DATA \smmoon \GRTC.18 \May \Call Letter for Stockholders' Meeting.doc The Roanoke Times Account Number Roanoke, Virginia 6012231 Affidavit of Publication Date ROANOKE CITY June 26, 2019 Attn STEPHANIE GILES 4TH FLOOR, NOEL C. TAYLOR MUNICIPAL BUILDING 215 CHURCH AVENUE, S.W., ROOM 456 ROANOKE, VA 24011 Date Category Description Ad Size Total Cost 04/08/2019 Any- Virginia ROA NOTICE OF PUBLIC MEETING 3 x 9.50 IN 3,973.52 Publisher of the Roanoke Times I, (the undersigned) an authorized representative of the Roanoke Times, a daily newspaper published in Roanoke, in the State of Virginia, do certify that the annexed notice NOTICE OF PUBLIC MEETING was published in said newspapers on the following dates: 04/01. 04/08/2019 The First insertion being given ... 04/01/2019 Newspaper reference: 0000918301 Billing Represen tive Sworn to and subscribed before me this Wednesday, June 26, 2019 N �F Notary Public Sharon A Carsten State of Virginia NOTARY PUBLIC City/County of Roanoke Commonwealth of Virginia My Commission expires Notary Registration Number 329549 021 THIS IS NOT A BILL. PLEASE PAY FROM INVOICE. THANK YOU Ad Content Is EPS Creator: Mactive Distributor Title: 0000918301- Ol.pdf CreationDate: 2019 -03- 2711:47:23 -0400 BoundingBox: 0 0 352 684 DocumentProcessColors: Black NOTICE OF PUBLIC MEETING Tl+r FL af.l ,',t Fhfa O,lt ,.t t,raiter F,x rv?kl 'Irarv1 - rKmimm ►i1 7._'t,,IM:•a�alkv ►Setn,,Friy%nes t,.1141"k1 It*- Ltvittt. twauu r.,use neditkati,vits :,n tic h,11+ 414 nntaw�, in .•r.i.t a I,r.,.ai. th. m»i rfhrimt and --v e k f v tramit scrvk: I rmlittt; 4, travel in dx tJh of tL.+rtu Jc Anginia 11. (m ,ta.fc<.; uun r t,,utc n « Ilh.ar}am an as foIltrvi 11IN IR ROUMMODIFICAMOM 1 112 IS 21!22 25M $1152 651" 71 in j M76 unc Funtury u, the reytdrrnrvttt% ntaculaW 14' & 1` �L ai lramit 44rnirthwo i`n iFTA +. n *ti.r i+ betd,y girrt tbaf +state+ R,wv,L leamit 4 int4W* will h*Ad an .aFca 4wsr pt"4 MWetiug W tnrivc Fuhlic omvimib on tha ah,nv matter t„ h h4l on ihersday. Apt atrrnetwin an 4.:4., p.m. and ending at Its, p.m, at the c a[t>F�eFi Luuc t 7tausFer t_eattcr, 2tmd F1,ut ,iaderrfv.s fl,* �,. wt,i. t, w �atedatl7UnL pbdlAwnux. S. W '..f[,war,icc,4'►TlljLtiv11.,11 t:lvet at the pm4.ned tttodifgvtiorta wig hr araiiahk at the mhC s ,-,I ;K y( ►kItai at I Its c mlphell Avuaur, SA -, kuw,1e, h'rgitua :0, 14 141 and afw AprY 1, 2nly. R,t further 1ttk,111anion -It tlh nutdr. v,v maya- mwithe%I trofthek 4yikrialWtlg..;41, >rI:FTt'at (5410 952 -0705. 1t1 parties ail inscll e, J traitor, f Ry appear =,n ttw 41uro ,Late and tiuu u, 1+r Lewd on the ahuvr itwkt If "na am a prn.m with a h abillly %rl- north a:. rxnm airti.,rt• k# thh wwctiulL pkasc u, 6t►1 do IL,au +e►c tray +Jetti tYt" at t4,Y ittSi h4Lb0 -ac 12;a, pG ...n ,n'fhumtM. April I I.D-11). �1% IN uuJk tm hanl this 1%14 , „1 Alsrl : „Iv. ?trphanic M 11 —ri Rrgm, -W-, V%l Via. teWy Ad Sizing Information: EPS: 3 Col x 9.5000” (4.89ta x 9.50 ") AD: 3 Col x 9.5000" (4.89° x 9.50 ") �v NOTICE OF PUBLIC MEETING The Board of Directors of Greater Roanoke Transit Company ( "GRTC "), d/b /a Valley Metro, proposes to consider modifying minor route modifications on the following routes, in order to provide the most efficient and cost effective transit services for passengers needing to travel in the City of Roanoke, Virginia. The proposed minor route modifications are as follows: Pursuant to the requirements mandated by the Federal Transit Administration (FTA), notice is hereby given that Greater Roanoke Transit Company will hold an open house public meeting to receive public comments on the above matter to be held on Thursday, April 18, 2019, commencing at 4:30 p.m. and ending at 7:00 p.m., in the Campbell Court Transfer Center, 2nd Floor Conference Room, which is located at 17 Campbell Avenue, S.W., Roanoke, Virginia 24011. Copies of the proposed modifications will be available at the offices of GRTC located at 1108 Campbell Avenue, S.E., Roanoke, Virginia 24013, on and after April 1, 2019. For further information on the matter, you may contact the Office of the City Clerk at (540)853 -2541 or GRTC at (540)982 -0305. All parties and interested entities may appear on the above date and time to be heard on the above matter. If you are a person with a disability who needs accommodations for this meeting, please contact the Roanoke City Clerk's Office at (540) 853 -2541, before 12:00 Noon on Thursday, April 11, 2019. GIVEN under my hand this 1 st day of April 2019. PH Notice -GRTC Modify Minor Routes (4.18.19) Stephanie M. Moon Reynolds, MMC Secretary ROUTES MINOR ROUTE MODIFICATIONS 11/12 15 21/22 25/26 51/52 65/66 71/72 75/76 85/86 Pursuant to the requirements mandated by the Federal Transit Administration (FTA), notice is hereby given that Greater Roanoke Transit Company will hold an open house public meeting to receive public comments on the above matter to be held on Thursday, April 18, 2019, commencing at 4:30 p.m. and ending at 7:00 p.m., in the Campbell Court Transfer Center, 2nd Floor Conference Room, which is located at 17 Campbell Avenue, S.W., Roanoke, Virginia 24011. Copies of the proposed modifications will be available at the offices of GRTC located at 1108 Campbell Avenue, S.E., Roanoke, Virginia 24013, on and after April 1, 2019. For further information on the matter, you may contact the Office of the City Clerk at (540)853 -2541 or GRTC at (540)982 -0305. All parties and interested entities may appear on the above date and time to be heard on the above matter. If you are a person with a disability who needs accommodations for this meeting, please contact the Roanoke City Clerk's Office at (540) 853 -2541, before 12:00 Noon on Thursday, April 11, 2019. GIVEN under my hand this 1 st day of April 2019. PH Notice -GRTC Modify Minor Routes (4.18.19) Stephanie M. Moon Reynolds, MMC Secretary Note to Publisher: Please publish in full twice in the Virginia Section of The Roanoke Times, on Monday, April 1, 2019, and Monday, April 8, 2019. Please publish the ad in a Block Ad, 16 point type in the caption and 12 point type in the body. Please send affidavit of publication to: Stephanie M. Moon Reynolds, MMC, City Clerk 4t" Floor, Noel C. Taylor Municipal Building 215 Church Avenue, S.W., Room 456 Roanoke, Virginia, 24011 Phone: (540) 853 -2541 Please send bill to: Greater Roanoke Transit Company dba Valley Metro Attn: Stephanie Giles 1108 Campbell Avenue, S.E. Roanoke, VA 24013 Phone: (540) 982 -0305 ext. 113 PH Notice -GRTC Modify Minor Routes (4.18.19) GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 18, 2019 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA Call to Order -- Roll Call. All Present. 2. Approval of Minutes: Regular Meeting of GRTC held on Tuesday, January 22, 2019; and Special Meeting of GRTC held on Thursday, January 31, 2019. Without objection, dispensed with the reading thereof and approved as amended, with a typo in the January 22, 2019 minutes on page 2, " FINANCIAN" instead of "FINANCIAL" 3. Reports of Officers: a. General Manager: Management Update: Planning and Special Projects a. Transit Passenger Advisory Committee (TPA) — Charter & TPAC Member Application b. GRTC YTD Ridership Data Update c. Comprehensive Operational Analysis (COA) /Transit Development Plan (TDP) Progress Update Without objection, received and filed. 2. Second Quarter Financial Report. Without objection, received and filed. 3. Authorization to Conduct Public Meeting on April 18, 2019 — Valley Metro Minor Route Modifications. Adopted a resolution. (7 -0) 4. Approval of the Proposed STAR Monthly Pass Fee Increase $96.00 to $112.00. Adopted a resolution. (7 -0) KAGRTCA MarchWarch 18, 2019 Agenda.doc 5. Appointment of two members of the Board and two officers of the Company to serve as the Fiscal Year 2019 -2020 Budget Review Committee to review the proposed budget. Appointed Amelia C. Merchant, Treasurer; and Sherman M. Stovall, Assistant Vice - President of Operations, as the two officers; and Karen Michalski - Karney and R. B. Lawhorn, as the two Board members. 4. Other Business. Next Meeting: Monday, May 20, 2019 at 1:00 p.m. 5. Adjourn. — 1:30 p.m. KAGRTC.191MarcMMarch 18, 2019 Agenda.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 14, 2019 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be on Monday, March 18, 2019, 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, at A A444A� Stephanie M. Secretary ova Moon Re s PC: Robert S. Cowell, Jr., City Manager Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Amelia C. Merchant, Director of Finance Troy A. Harmon, Municipal Auditor Laura M. Carini, Assistant General Counsel, GRTC Kevin Price, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Ronnie Parker, Assistant General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Stephanie Giles, Director of Finance, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update March 18, 2019 Planning and Special Projects Transit Passenger Advisory Committee (TPAC) — Charter & TPAC Member Application A draft TPAC Charter and Membership Application have been prepared and submitted to the GRTC Board of Directors for review and comment. GRTC Management plans to seek final GRTC Board approval of the TPAC Charter and Membership Application at the May 2019 GRTC Board of Directors Meeting. GRTC YTD Ridership Data - UPDATE In order to improve the accuracy of GRTC's Transit Ridership Data, the software associated with the collection of transit ridership received an upgrade in December 2018. During the ridership count verification process each ridership classification (Valley Metro, Smart Way, Smart Way Express, STAR, and Star Line Trolley) was evaluated and found to be reporting accurately, with the exception of the Star Line Trolley. An assessment of the Star Line Trolley on -board hardware (older fare boxes) and associated software was completed. Based on the results of our assessment to date, we believe the reported trolley ridership to be low. We will suspend reporting the trolley data until our assessment is complete. Below is the GRTC Ridership YTD as of January 2019 —Star Line Trolley Ridership excluded. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Valley Metro Fixed Route Ridership Report Smart Way Ridership Chart IR0,L) 5,010 I(" " 4,5W 1 ,p,ppo 4,o'JO iiopcu Sort 3," ■GV N, 2'wo ■ rV 19 NO,ca' ■ cy 18 } ppp ■ rV 18 0QOJ0 1,500 ..a(u 5000 � l0 Aug S.,pt 11.. Nr, , Disc .nr. teh Mar n,. Mnv lui', 0 Jul Aug Sept 00 Nov OP, lan f'e) Mar Apr May Jun Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com S.T.A,R Ridership Chart Smart Way Express 9,001 1800 ,,M) 1 &00 Oco 1401: 110U 5,000 1000 4,000 ■ F Y 19 NCx] ■ FY 19 3.000 ■ FY 15 b()) z,000 4011 ' 1,000 200 Sul A.9 Sept Olt No: Dec Jx, Feh Mar Aw May 1trt� V Aug Sept nct Nov Der Jan Comprehensive Operational Analvsis (COA)/Transit Development Plan (TDP) - UPDATE The FY2019 Planning Year as outlined in Valley Metro's Transit Development Plan is progressing as scheduled. A proposed public meeting (open house) referencing the "Minor Transit Route Adjustments" has been submitted to the GRTC Board of Directors for authorization. The proposed public meeting (open house) is proposed to take place on April 18, 2019 at the Campbell Court Transfer Center starting at 4:30pm. Implementation of real -time transit passenger information has begun, the VMGO App is currently in the beta testing phase. Respectfyjly 5,A' mitted, 4/15rice ral Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com DRAFT GREATER ROANOKE TRANSIT COMPANY (GRTC) CHARTER FOR THE TRANSIT PASSENGER ADVISORY COMMITTEE (TPAC) Authority The Transit Passenger Advisory Committee (TPAC) will be established and its members appointed by the GRTC Board of Directors. Purpose The Transit Passenger Advisory Committee will provide advice and recommendations to the GRTC Board of Directors on transit service, facilities, plans and policies that are specific to GRTC. Scope The Committee will: • Advise the GRTC Board of Directors on issues related to Valley Metro local fixed route services, Starline Trolley, Smart Way commuter services, and any future transit service projects as requested by the GRTC Board President • Provide input on transit service planning documents current and future to the GRTC Board of Directors; and • Provide a forum for citizens to comment on local and regional transit issues and services. Membership The Committee will be made up of nine (9) members appointed by the GRTC Board of Directors. The GRTC Board of Directors will receive and review TPAC Membership Applications beginning on July 15t 2019 for initial terms of membership, then upon member term expiration or to fill a vacant TPAC member position. Membership will be comprised of one representative from the City of Salem, one representative from the Town of Vinton, four representatives from the City of Roanoke, one representative from the local business community, one representative from the STAR passenger /disabled community, and one Roanoke Valley Alleghany Regional Commission (RVARC) staff member. The Committee Members will be expected to have a general knowledge of or professional interest in transit issues related to transit service improvements, public input strategies, transit service marketing strategies, and potential transit service expansion. All members will serve at the pleasure of the GRTC Board. The Committee will designate a member to serve as Chair, Vice - Chair, and Secretary. Terms Members will be appointed to serve two -year terms. Members can be appointed at any time during the year, with the initial term ending on June 30 of the second year following the year of appointment. Members can be reappointed for two additional terms. Accessibility Subcommittee The Committee may establish a subcommittee to meet separately and address issues of transit accessibility. The Accessibility Subcommittee will report to the Transit Passenger Advisory Committee on matters that require discussion or action by the full Committee. GRTC Staff Liaison An employee of GRTC will be named as the Staff Coordinator and will serve as staff liaison to the Committee. Other GRTC staff may be called on to make presentations and lead discussions with the Committee as appropriate to the issues being considered. Meetings The Committee will be expected to meet every other month or more often as the need arises as determined by the GRTC Board President. Regular TPAC Meetings will be scheduled on the second Thursday in the months of February, April, June, August, and October. Meetings will be held at the Valley Metro Passenger Transfer Center beginning at 6:30 p.m. All meetings will be open to the public. A quorum for any TPAC Meeting shall constitute five (5) Members, provided that at least one (1) Member in attendance is a member from the City of Roanoke. Reporting The Committee will report its findings and recommendations on transit issues to the GRTC Board President or designee in writing. The Committee findings, recommendations, and meeting minutes will be presented at the subsequent GRTC Board of Directors Meeting. Transit Passenger Advisory Committee (TPAC) Application First Name: Last Name: Home Street Address: Ci : Zip Code: Home Phone: Work Phone: Email: * Availability: * TPAC Meetings will be scheduled on the second Thursday in the months of February, April, June, August, and October. Meetings will be held at the Valley Metro Passenger Transfer Center beginning at 6:30 p.m. Will you be able to attend these meetings? (` Yes No Representation: * TPAC includes representation from the City of Salem, Town of Vinton, four (4) representatives from the City of Roanoke, local business community, and the STAR passenger /disabled community. Which of these groups do you hope to represent if selected to serve on TPAC? Collecting Input: * How would you plan to seek input from other riders and the community in order to reflect your representative communitv or ridership on TPAC? L4 2 Ridership: * Which of GRTC's services (Local City Routes, Starline Trolley, Smart Way, Smart Way Express, STAR Paratransit) do you use? How long have you been a rider of each service? r L U Service Use: Why did you begin using GRTC's services? Why do you continue to use the system? L Goals: Why do you want to be a member of TPAC? What do you hope to accomplish as a member of TPAC? W I Vision: What do iou think GRTC's priorities should be? Lai Skills and Strengths: What skills and streng do you bring to TPAC? Organizational Affiliations: * Are you affiliated or do you belong to another organization that advocates for GRTC services? I L j 2 In an attempt to ensure that committee representation reflects the makeup of our community, please check the box applicable to you. This information is strictly voluntary. Define your Gender: Race and Ethnicity: r White Black or African American r Hispanic or Latino Asian r American Indian or Alaska Native ii Native Hawaiian or Pacific Islander i Multiracial Other Disabled: Yes No Age Range: 14 -17 18 -24 25 -34 35 -44 45 -54 55 -64 65+ Accommodations: If special accommodations are needed, please specify. Agreement: * By submitting this application, I affirm that the facts set forth in it are true and complete. (` Yes No Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia March 18, 2019 William D. Bestpitch, President and Members of the Board of Directors Dear President Bestpitch and Members of the Board: Subject: Greater Roanoke Transit Company Second Quarter Financial Report The attached report provides financial performance information for the second quarter (October — December) of Fiscal Year (FY) 2019. For the second quarter of FY 2019, Greater Roanoke Transit Company (GRTC) experienced net income of $507,982 a decrease of $19,050 compared to the same period in FY 2018. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 8.2% over the same period last year and is 2.7% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased less than 1% compared to 2018, but are 7.9% below budget. • Other Revenues (advertising, building rental, parking, miscellaneous) decreased 9.7% compared to FY 2018, but are 4.8% above the established budget. • State and Federal operating assistance increased 10.3% and is performing above budget expectations. Expenses Total expenses increased 9.6% compared to FY 2018, and are 2.1% below the established budget. Significant factors impacting expenses include: Greater Roanoke Transit Company ; , s %is J�v . ¢:�:; "�i � €', <:C ±h i , V =i? CH O,) Fax ci Ie William D. Bestpitch, President and Members of the Board of Directors GRTC Financials March 18, 2019 Page 2 • Labor and Fringe Benefits increased approximately 3.8 %, but are 1.7% below the established budget. • Materials and Supplies increased 44.2% and are 4.6% below the established budget. • Utilities increased 3.7% and are 7.4% below the established budget. • Insurance decreased 1.6% and is 4.7% below budget. • Miscellaneous Expense increased 14.1% and exceeds budget approximately 4 %. Respectfully Su Kevin . Price Ge ral 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 Six Months Ending December 31, 2018 FY 2019 December OPERATING INCOME FY 2018 December FY 19 BUDGET % OF FY 19 TOTAL BUDGET Operating Revenue $944,698.90 $947,285.56 $2,244,672.00 42.09% Non - Transportation Revenues 150,664.99 166,853.91 275,104.00 54.77% Total Income $1,095,363.89 $1,114,139.47 $2,519,776.00 43.47% OPERATING EXPENSES Labor- Hourly & Salary $2,047,056.58 $1,943,976.28 $4,026,941.00 50.83% Fringe Benefits 873,485.82 870,491.59 2,024,441.00 43.15% Services 294,096.59 295,796.26 756,771.00 38.86% Materials & Supplies 728,597.06 505,361.47 1,605,660.00 45.38% Utilities 111,301.44 107,361.87 261,469.00 42.57% Insurance Costs 122,077.62 124,039.56 269,306.00 45.33% Miscellaneous Expenses 951,179.16 833,925.32 1,760,239.00 54.04% Total Expenses $5,127,794.27 $4,680,952.35 $10,7049827.00 47.90% Net Loss ($4,032,430.38) ($3,566,812.88) ($8,185,051.00) 49.27% Local Grants $1,325,049.12 $1,178,953.54 $2,739,019.00 48.38% State Grants 1,054,296.00 972,034.00 2,126,805.00 49.57% Federal Grants 2,161,067.00 1,942,857.00 3,319,227.00 65.11% Total Subsidies $4,540,412.12 $4,093,844.54 $8,185,051.00 55.47% Net Income (loss) $507,981.74 $527,031.66 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 12/31/2018 12/31/2017 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 627,160.38 $ 261,109.51 140% ACCOUNTS RECEIVABLE $ 2,978,242.55 $ 2,459,315.39 21% INVENTORY $ 477,579.66 $ 474,161.23 1% FIXED ASSETS FIXED ASSETS $ 35,124,773.04 $ 32,630,972.89 8% ACCUMULATED DEPRECIATION $ (25,041,178.73) $ (23,417,359.26) 7% NET FIXED ASSETS $ 10,083,594.31 $ 9,213,613.63 9% PREPAYMENTS $ 66,046.65 $ 80,921.76 -18% TOTAL ASSETS $ 14,232,623.55 $ 12,489,121.52 14% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 717,727.23 $ 543,556.89 32% PAYROLL LIABILITIES $ 406,245.22 $ 369,418.70 10% OTHER LIABILITIES $ 1,670,996.11 $ 815,662.49 105% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,621,913.10 $ 3,838,567.60 -6% DEPRECIATION EXPENSE $ (765,337.14) $ (851,344.36) -10% RETAINED EARNINGS $ 7,878,905.29 $ 7,135,995.54 10% CAPITAL CONTRIBUTIONS $ 194,187.00 $ 110,228.00 76% NET INCOME (LOSS) $ 507,981.74 $ 527,031.66 -4% TOTAL CAPITAL $ 11,437,654.99 $ 10,760,483.44 6% TOTAL LIABILITIES & CAPITAL $ 14,232,623.55 $ 12,489,121.52 14% W" 1 1ey .40� M Greater Roanoke Transit Company Board of Directors Meeting Action Item March 18, 2019 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Authorization to Conduct Open House Public Meeting on April 18, 2019 — Valley Metro Minor Route Modifications Background The Valley Metro Transit Development Plan (TDP) provides a service and capital plan for the ten- year TDP horizon. The focus of the TDP project is to implement the recommendations contained within the Comprehensive Operational Analysis, which align fairly closely with the short -term recommendations included in the Roanoke Valley Transit Vision Plan (TVP). The April 18, 2019 Public Meeting will request public input on Service Improvement #1 — Implement the Minor Route Adjustments Outlined within the COA as described in Valley Metro's TDP dated August 2018. Recommendation In accordance with federal regulations and state code, authorize the General Manager to conduct an open house public meeting to solicit comments on the aforementioned proposed changes to Valley Metro's transit services. The meeting will be held on April 18, 2019 at the Campbell Court Transfer Center, 2nd Floor Conference Room from 4:30 p.m. to 7:00 p.m. Respectfu ly Sy4fnitted, Kevin At. Price Gen al Manager Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com e P� BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING AN OPEN HOUSE PUBLIC MEETING TO RECEIVE PUBLIC COMMENTS ON PROPOSED CHANGES TO GREATER ROANOKE TRANSIT COMPANY'S (GRTC) TRANSIT SERVICES TO MODIFY VALLEY METRO'S TRANSIT SERVICES. WHEREAS, at the Board's March 18, 2019, meeting, the GRTC General Manager recommended that the Board consider modifying Valley Metro's transit services in order to provide the most efficient and cost effective transit services for passengers needing to travel in the City of Roanoke, Virginia, as more fully set forth in the General Manager's report dated March 18, 2019, 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 authorizes an open house public meeting to be advertised and held on Thursday, April 18, 2019, from 4:30 p.m. to 7:00 p.m., or as soon thereafter as the matter may be reached, or such other date and time as deemed appropriate by the General Manager, to receive public comments on modifying Valley Metro's transit services. The open house public meeting will be held at Campbell Court Transfer Center, 2nd Floor Conference Room, 17 Campbell Avenue, S.W., Roanoke, Virginia. Date * - UA Ak 191 �1019 4,ATTES anie M. Moon Rey ,Sec tary 1 M Greater Roanoke Transit Company Board of Directors Meeting Action Item March 18, 2019 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Approve Proposed STAR Monthly Pass Fee Increase $96 to $112 Background At its November 19, 2018 meeting, the Greater Roanoke Transit Company (GRTC) Board of Directors authorized holding a public hearing on a proposed fee increase to the STAR Monthly Unlimited Ride Pass from $96 to $112. The public hearing was held on January 31, 2019. Notice of the hearing was advertised via legal notice which was published twice in the Virginia Section of the Roanoke Times, January 15, 2019 and January 22, 2019. No comments were received at the public hearing. Recommendation Adopt the attached resolution to approve the proposed STAR Monthly Unlimited Ride Pass fee increase from $96 to $112, effective April 1St, 2019, subject to the approval of Roanoke City Council, as required pursuant to Section 34 -22, Code of the City of Roanoke (1979), as amended. itted, Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com �0� BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING AND ADOPTING A REVISED S.T.A.R. MONTHLY UNLIMITED RIDE PASS FEE SCHEDULE FOR THE GREATER ROANOKE TRANSIT COMPANY (GRTC), DBA VALLEY METRO; AND AUTHORIZING THE GENERAL MANAGER OF GRTC TO TAKE APPROPRIATE ACTION TO IMPLEMENT SUCH REVISED PASSENGER FARE SCHEDULE TO TAKE EFFECT ON APRIL 1, 2019. WHEREAS, GRTC staff has recommended a revised S.T.A.R. Monthly Unlimited Ride Pass fee schedule, in order to offset increased purchased transportation, labor and related benefits, and other costs, as further set forth in a report to the GRTC Board dated March 18, 2019; WHEREAS, GRTC properly advertised such fare change, held a public hearing on January 31, 2019, on such fare change, and received public comments on such fare change; and WHEREAS, the GRTC Board of Directors has considered the recommendation of the GRTC staff and the public comments on such fare change and finds that it is appropriate to approve and adopt such fare change, to take effect April 1, 2019. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. The Board of Directors hereby approves and adopts the following passenger fare schedule: PASSENGER FARE SCHEDULE — EFFECTIVE APRILI, 2019 Type of Fare Price S.T.A.R. Monthly Unlimited Ride Pass $ 112.00 2. The above passenger fare schedule shall be effective April 1, 2019, and shall replace the current passenger fare being charged. R -GRTC -STAR Monthly Pass fee (1.31.19) 1 3. The General Manager of GRTC is hereby authorized to take appropriate action to implement and administer the passenger fare schedule set forth in paragraph No. 1 above, subject to any needed approval by the Council of the City of Roanoke. ATTEST: Date Adopted: �,�,�t, ��� �V� �.J�►- te anie M. Moon R e Irl las, ecr ry R -GRTC -STAR Monthly Pass fee (1.31.19) 2 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS May 16, 2019 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be on Monday, May 20, 2019, 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, 0�+ y Stephanie M. Moon Re s Secretary PC: Robert S. Cowell, Jr., City Manager Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Amelia C. Merchant, Director of Finance Troy A. Harmon, Municipal Auditor Laura M. Carini, Assistant General Counsel, GRTC Kevin Price, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Ronnie Parker, Assistant General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Stephanie Giles, Director of Finance, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS May 20, 2019 HVIIJaUAP 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, March 18, 2019. Without objection, the Minutes dispensed with and approved. 3. Reports of Officers: a. General Manager: 1. Management Update: Planning and Special Proiects a. Valley Metro Minor Route Modifications Review b. GRTC YTD Ridership Update Without objection, Management Update was received and filed. 2. Third Quarter Financial Report (January — March 2019). Without objection, Financial Report was received and filed. 3. Authorization to Purchase Eight Replacement Low Floor Buses. Resolution Adopted. (7 -0) 4. Authorization to Purchase Five Replacement STAR Mini - Buses. Resolution Adopted. (7 -0) 5. Adoption of the Transit Passenger Advisory Committee (TPAC) Charter. Matter was tabled until July 15. 6. Approval of the GRTC Fiscal Year 2019 — 2020 Operating Budget. Resolution Adopted. (7 -0) L:\ CLERK \DATA \smmoon \GRTC.19 \May \May 20, 2019 Action Agenda.doc 4. Other Business. Adopted a resolution approving Amendment No. 1 to extend the inspection period under the Agreement in connection with the Sale of Campbell Court to the City of Roanoke, Virginia. Next Meeting: Monday, June 17, 2019 at 1:45 p.m., City Council's Conference Room 5. Adjourned - 1:49.pm. L:\ CLERK \DATA \smmoon \GRTC.19 \May \May 20, 2019 Action Agenda.doc Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update May 20, 2019 Planning and Special Projects Valley Metro Minor Route Modifications Review The Valley Metro Transit Development Plan (TDP) provides a service and capital plan for the ten- year TDP horizon. The focus of the TDP project is to implement the recommendations contained within the Comprehensive Operational Analysis, which align fairly closely with the short -term recommendations included in the Roanoke Valley Transit Vision Plan (TVP). The service plan was developed by reviewing the data collected and analyzed for the first three chapters of the TDP, as well as reviewing the recommendations outlined in the TVP and the Valley Metro Comprehensive Operational Analysis (COA). The implementation of minor route modifications as recommended by the COA is the first step. On April 18th, 2019, GRTC held an open house public meeting to receive public comment on the proposed minor route modifications. The open house public meeting was held at the Campbell Court Transfer Center from 4:30pm to 7:00pm. GRTC received nine (9) written comments at the April 181h, 2019. In effort to expand our public outreach on the proposed service changes, GRTC developed an online public comment link using the Valley Metro website for those who could not attend the April 181h meeting. The online public comment link was active until May 18th, 2019. GRTC received over 25 public comments via the online public comment link. After reviewing the comments and making any needed adjustments, the current plan is to recommend moving forward with the implementation of the minor route revisions at the July 15, 2019 GRTC Board of Directors meeting. Below is the GRTC Ridership YTD as of March 2019 Valley Metro Fixed Route Ridership Report Smart Way Ridership Chart t ry�,ra; 5,000 ae,o w 4,500 140,000 4 OW 3,500 120'02' 0 3'0a) 1IX7 c1Cti ■Fy 19 2.500 ■fy 19 80,110U FY 18 2OW Fy18 b0,(00 1,StyJ 40.tiJ0 1.000 20, Jt10 500 0 Jul Aug 5.,pt act Ne Dec Ran Feb Mar Apr naay ,un lol Aug Sept Oct Nov De[ Jan f eb Mar Apr May Jun GRTC Board of Directors - Management Update - May 20, 2019 S.TA.R Ridership Chart 8,000 7.000 6.000 5,0011 4,OW • FY L 000 ■ FY 18 2000 , 1.000 wu Aug S3Pt Oct Nov Dec Ian Feb Mar Apr May Tun Smart Way Express igoo 1709 1713 1624 1621 1584 1601 1400 1200 974 10ou 872 W) 768 ■FY 19 595 t 00 4710 2a1 C ) (), :ul Aug Sept Ort N- Dec lan Fcb Mar Respectfu* S mitted, Kevin L. fpce Gener4fManager Cop's: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Star line Trolley Ridership Chart 12,CX10 1 Q00() 8,0w 6,000 4.000 2 pq' 0 Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May tun ■FY 19 ■FY 18 Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia May 20, 2019 William D. Bestpitch, President and Members of the Board of Directors Dear President Bestpitch and Members of the Board: Subject: Greater Roanoke Transit Company Third Quarter Financial Report The attached report provides financial performance information for the third quarter (January — March) of Fiscal Year (FY) 2019. For the third quarter of FY 2019, Greater Roanoke Transit Company (GRTC) experienced net income of $293,084 a decrease of $156,560 compared to the same period in FY 2018. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 6.9% over the same period last year and is 1.5% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 3.1% compared to 2018 and are 12.3% below budget. Revenue performance in this category continues to be significantly below expectations given the fare increase that went into effect on January 1, 2018. • Other Revenues (advertising, building rental, parking, miscellaneous) decreased 7.8% compared to FY 2018, and are 1.9% below the established budget. • State and Federal operating assistance increased 7.9% and is performing above budget expectations. Expenses Total expenses increased 9.5% compared to FY 2018, but are 1.2% below the established budget. Greater Roanoke Transit Company ,�?c V irp'� , r ✓A",0,,2, Phone i E 40 98' >'s-. j�..r , ax ( A0) ,!, 2 A);a William D. Bestpitch, President and Members of the Board of Directors GRTC Financials May 20, 2019 Page 2 Significant factors impacting expenses include: • Labor and Fringe Benefits increased approximately 4.7 %, but are within the established budget. • Services increased 5.6 %, but are 12.7% below the established budget. • Materials and Supplies increased 38.1% and are 8% below the established budget. • Utilities increased 2.3% and are 8.3% below the established budget. • Insurance decreased less than 1% and is 7% below budget. • Miscellaneous Expense increased 11.8% and exceeds budget by approximately 6.1 %. Respectfully Sub4tted, KevinY. Price 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 Nine Months Ending March 31, 2019 OPERATING INCOME Operating Revenue Non - Transportation Revenues Total Income OPERATING EXPENSES Labor - Hourly & Salary Fringe Benefits Services Materials & Supplies Utilities Insurance Costs Miscellaneous Expenses Total Expenses Net Loss Local Grants State Grants Federal Grants Total Subsidies FY FY 2019 2018 March March FY 19 BUDGET % OF FY 19 TOTAL BUDGET $1,407,328.48 $1,451,699.88 $2,244,672.00 62.70% 201,143.73 218,221.59 275,104.00 73.12% $1,608,472.21 $1,669,921.47 $2,519,776.00 63.83% $3,142,785.48 $2,952,754.56 $4,026,941.00 78.04% 1,423,596.66 1,408,037.43 2,024,441.00 70.32% 471,720.74 446,736.74 756,771.00 62.33% 1,075,884.98 778,949.83 1,605,660.00 67.01% 174,458.16 170,534.28 261,469.00 66.72% 183,116.43 183,569.34 269,306.00 68.00% 1,427,490.94 1,276,375.86 1,760,239.00 81.10% $7,899,053.39 $7,216,958.04 $10,704,827.00 73.79% ($6,290,581.18) ($5,547,036.57) ($8,185,051.00) 76.85% $2,011,628.20 $1,760,230.96 $2,739,019.00 73.44% 1,593,933.00 1,454,602.00 2,126,805.00 74.94% 2,978,104.00 2,781,848.00 3,319,227.00 89.72% $6,583,665.20 $5,996,680.96 $8,185,051.00 80.44% Net Income (loss) $293,084.02 $449,644.39 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 3/31/2019 3/31/2018 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 1,018,833.31 $ 484,226.50 110% ACCOUNTS RECEIVABLE $ 6,187,892.87 $ 4,946,105.77 25% INVENTORY $ 512,110.91 $ 464,024.78 10% FIXED ASSETS FIXED ASSETS $ 39,822,653.97 $ 34,630,906.40 15% ACCUMULATED DEPRECIATION $ (25,423,847.30) $ (23,950,707.55) 6% NET FIXED ASSETS $ 14,398,806.67 $ 10,680,198.85 35% PREPAYMENTS $ 48,727.97 $ 106,290.84 -54% TOTAL ASSETS $ 22,166,371.73 $ 16,680,846.74 33% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 5,223,600.88 $ 2,546,362.14 105% PAYROLL LIABILITIES $ 453,548.73 $ 425,055.33 7% OTHER LIABILITIES $ 1,116,969.42 $ 1,605,347.39 -30% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,621,913.10 $ 3,838,567.60 -6% DEPRECIATION EXPENSE $ (1,148,005.71) $ (1,384,692.65) -17% RETAINED EARNINGS $ 7,878,905.29 $ 7,135,995.54 10% CAPITAL CONTRIBUTIONS $ 4,726,351.00 $ 2,064,562.00 129% NET INCOME (LOSS) $ 293,084.02 $ 449,644.39 -35% TOTAL CAPITAL $ 15,372,252.70 $ 12,104,081.88 27% TOTAL LIABILITIES & CAPITAL $ 22,166,371.73 $ 16,680,846.74 33% M Greater Roanoke Transit Company Board of Directors Meeting Action Item May 20, 2019 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Authorization to Purchase Eight (8) Replacement Low Floor Buses Background The Greater Roanoke Transit Company (GRTC) will be replacing eight (8) transit coaches that have reached the end of their respective useful lives, as defined by Chapter IV, Section 3f (2) (a) 3 of the Federal Transit Administration's (FTA) Circular 5010.1 E, by exceeding 500,000 miles or 12 years of revenue service. The replacement low floor coaches will be 35 feet in length with seating capacity of 31 passengers. The estimated cost for the eight (8) coaches is $3,690,504. This transit bus replacement project is being funded by the Regional Surface Transportation Program (RSTP) as part of GRTC's Transit Bus Rehabilitation and Replacement Project (80% Federal /20% State). No local matching funds are required. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Recommendation GRTC Board of Directors authorize the purchase of eight (8) fixed route replacement buses in accordance with Sections 2a and 2e of GRTC November 15, 2010 Board Resolution and FTA / Virginia Public Procurement Act requirements; that either GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations or General Manager (or designee) or any combination of two of the four aforementioned individuals be authorized to execute a purchase contract for said buses. ler Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING GREATER ROANOKE TRANSIT COMPANY'S PRESIDENT, VICE - PRESIDENT OF OPERATIONS, ASSISTANT VICE - PRESIDENT OF OPERATIONS, OR GENERAL MANAGER OR ANY COMBINATION OF TWO OF THE FOUR AFOREMENTIONED INDIVIDUALS TO EXECUTE A PURCHASE CONTRACT, IN A FORM APPROVED BY GENERAL COUNSEL, NEEDED TO PURCHASE EIGHT (8) REPLACEMENT LOW FLOOR TRANSIT COACH BUSES, IN COMPLIANCE WITH FEDERAL TRANSIT ADMINISTRATION (FTA) CIRCULAR 4220.1F, IN AN AMOUNT NOT TO EXCEED THE AVAILABLE GRANT FUNDS AND IN ACCORDANCE WITH FTA AND VIRGINIA PUBLIC PROCUREMENT ACT REGULATIONS; AND AUTHORIZING THE VICE PRESIDENT OF OPERATIONS AND GENERAL MANAGER TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTHER DOCUMENTS, AS MAY BE NECESSARY TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH CONTRACT. WHEREAS, Greater Roanoke Transit Company (GRTC) has eight (8) transit coach buses that have reached the end of their respective useful lives, as defined by Chapter IV, Section 3f(2)(a)3 of the Federal Transit Administration's (FTA) Circular 5010.1E, by exceeding 500,000 miles and 12 years of revenue service; and WHEREAS, the estimated cost of the replacement low floor transit coach buses are $3,690,504, and the sources of funds for these acquisitions are being funded by the Regional Surface Transportation Program (RSTP) and the Virginia Department of Rail and Public Transportation as part of GRTC's Transit Bus Rehabilitation and Replacement Project. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations, or General Manager, or any combination of two of the four aforementioned individuals are each authorized, for and on behalf of GRTC, to take such actions and execute a purchase contract, in a form approved by General Counsel, to purchase eight (8) replacement low floor transit coach buses referred to in the General Manager's report dated May 20, 2019, to this Board. GRTC has the necessary funds available by grant funds in the amount of $3,690,504 to procure the replacement buses, with no local matching funds required. The sources of funds include funds by the RSTP and the Virginia Department of Rail and Public Transportation as part of GRTC's Transit Bus Rehabilitation and Replacement Project. 2. The Vice President of Operations and General Manager are further authorized to take such further actions and execute such further documents, as may be necessary to implement, administer, and enforce such purchase contract, with any such documents to be in a form approved by General Counsel. ATTEST: (-dok Step anie M. Moon Reynolds, Secretary PJ Greater Roanoke Transit Company Board of Directors Meeting Action Item May 20, 2019 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Authorization to Purchase Five (5) Replacement STAR Mini -Buses Background The Greater Roanoke Transit Company (GRTC) will be replacing five (5) STAR service mini- buses that have reached the end of their respective useful lives, as defined by Chapter IV, Section 3f (2) (a) 3 of the Federal Transit Administration's (FTA) Circular 5010.1 E, by exceeding 100,000 miles or 4 years of revenue service. The estimated cost for the five (5) mini -buses is $319,762.25. This mini -bus replacement project is being funded by Federal (80 %) and State (16 %) 5339 funds with a matching local contribution (4 %), which will be provided from working capital. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Recommendation GRTC Board of Directors authorize the purchase of five (5) STAR service mini -buses in accordance with Sections 2a and 2e of GRTC November 15, 2010 Board Resolution and FTA / Virginia Public Procurement Act requirements; that either GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations or General Manager (or designee) or any combination of two of the four aforementioned individuals be authorized to execute a purchase contract for said buses. itted, ce GRT9 General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com J (_1/ BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING GREATER ROANOKE TRANSIT COMPANY'S PRESIDENT, VICE - PRESIDENT OF OPERATIONS, ASSISTANT VICE - PRESIDENT OF OPERATIONS, OR GENERAL MANAGER OR ANY COMBINATION OF TWO OF THE FOUR AFOREMENTIONED INDIVIDUALS TO EXECUTE A PURCHASE CONTRACT, IN A FORM APPROVED BY GENERAL COUNSEL, NEEDED TO PURCHASE FIVE (5) REPLACEMENT STAR VALLEY METRO MINI - BUSES, IN COMPLIANCE WITH FEDERAL TRANSIT ADMINISTRATION (FTA) CIRCULAR 4220.1F, IN AN AMOUNT NOT TO EXCEED THE AVAILABLE GRANT FUNDS AND IN ACCORDANCE WITH FTA AND VIRGINIA PUBLIC PROCUREMENT ACT REGULATIONS; AND AUTHORIZING THE VICE PRESIDENT OF OPERATIONS AND GENERAL MANAGER TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTHER DOCUMENTS, AS MAY BE NECESSARY TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH CONTRACT. WHEREAS, Greater Roanoke Transit Company (GRTC) has five (5) STAR Valley Metro Mini -Buses that have reached the end of their respective useful lives, as defined by Chapter IV, Section 3f(2)(a)3 of the Federal Transit Administration's (FTA) Circular 5010.1E, by exceeding 100,000 miles and 4 years of revenue service; and WHEREAS, the estimated cost of the replacement buses are $319,762.25, and the sources of funds for these acquisitions are being funded by the Regional Surface Transportation Program (RSTP) and the Virginia Department of Rail and Public Transportation as part of GRTC's Transit Bus Rehabilitation and Replacement Project. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations, or General Manager, or any combination of two of the four aforementioned individuals are each authorized, for and on behalf of GRTC to take such actions and execute a purchase contract, in a form approved by General Counsel, to purchase five (5) STAR Valley Metro Replacement Mini -Buses referred to in the General Manager's report dated May 20, 2019, to this Board. GRTC has the necessary funds available by grant funds in the amount of $309,971.56 to procure the replacement buses, with required local matching funds in the amount of $12,790.49. The sources of funds include funds by the RSTP and the Virginia Department of Rail and Public Transportation as part of GRTC's Transit Bus Rehabilitation and Replacement Project. 2. The Vice President of Operations and General Manager are further authorized to take such further actions and execute such further documents, as may be necessary to implement, administer, and enforce such purchase contract, with any such documents to be in a form approved by General Counsel. W'24' ! 2 ATTEST: Stephanie M. Moon Reynolds, Secretary Greater Roanoke Transit Company Board of Directors Meeting Action Item May 20, 2019 a tAOL The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Adoption of the Transit Passenger Advisory Committee (TPAC) Charter Background The Transit Passenger Advisory Committee will provide advice and recommendations to the GRTC Board of Directors on transit service, facilities, plans and policies that are specific to GRTC. The Committee will be made up of nine (9) members appointed by the GRTC Board of Directors. The GRTC Board of Directors will receive and review TPAC Membership Applications beginning on July 1, 2019 for initial terms of membership. Membership will be comprised of one representative from the City of Salem, one representative from the Town of Vinton, four representatives from the City of Roanoke, one representative from the local business community, one representative from the STAR passenger /disabled community, and one Roanoke Valley Alleghany Regional Commission (RVARC) staff member. The Committee Members will be expected to have a general knowledge of or professional interest in transit issues related to transit service improvements, public input strategies, transit service marketing strategies, and potential transit service expansion. All members will serve at the pleasure of the GRTC Board. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Recommendation GRTC Board of Directors adopt the attached Transit Passenger Advisory Committee (TPAC) Charter. Respectf y ubmitted, evin rice GR General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY (GRTC) CHARTER FOR THE TRANSIT PASSENGER ADVISORY COMMITTEE (TPAC) Authority The Transit Passenger Advisory Committee (TPAC) is be established and its members appointed by the GRTC Board of Directors, effective July 1, 2019. Purpose The Transit Passenger Advisory Committee will provide advice and recommendations to the GRTC Board of Directors on transit service, facilities, plans and policies that are specific to GRTC. Scope The Committee will: • Advise the GRTC Board of Directors on issues related to Valley Metro local fixed route services, Starline Trolley, Smart Way commuter services, and any future transit service projects as requested by the GRTC Board President • Provide input on transit service planning documents current and future to the GRTC Board of Directors; and • Provide a forum for citizens to comment on local and regional transit issues and services. Membership The Committee will be made up of nine (9) members appointed by the GRTC Board of Directors. The GRTC Board of Directors will receive and review TPAC Membership Applications beginning on July 1st, 2019 for initial terms of appointment, then upon member term expiration or to fill a vacant TPAC member position. The GRTC Board of Directors will make initial appointments at its board meeting on July 15, 2019. Membership will be comprised of one representative from the City of Salem, one representative from the Town of Vinton, four representatives from the City of Roanoke, one representative from the local business community, one representative from the STAR passenger /disabled community, and one Roanoke Valley Alleghany Regional Commission (RVARC) staff member. The Committee Members will be expected to have a general knowledge of or professional interest in transit issues related to transit service improvements, public input strategies, transit service marketing strategies, and potential transit service expansion. All members will serve at the pleasure of the GRTC Board. The Committee will designate a member to serve as Chair, Vice - Chair, and Secretary. Terms With the exception of the initial appointments of members by the Board, each member's term of office will be for two -year terms, commencing as of July 1. The Board shall appoint four (4) members to serve initial terms each ending on June 30, 2020, and appoint the remaining five (5) members to serve for terms ending June 30, 2021. Thereafter, all members' terms shall be for two (2) years, commencing as of July 1 following expiration of the term. Members can be reappointed for two additional consecutive terms. Vacancies on the Committee shall be filled by the Board and persons appointed to fill any such vacancy shall serve for the balance of the term of the member who created the vacancy. Accessibility Subcommittee The Committee may establish a subcommittee to meet separately and address issues of transit accessibility. The Accessibility Subcommittee will report to the Transit Passenger Advisory Committee on matters that require discussion or action by the full Committee. All meetings of an Accessibility Subcommittee shall be open to the public. GRTC Staff Liaison An employee of GRTC will be named as the Staff Coordinator and will serve as staff liaison to the Committee. Other GRTC staff may be called on to make presentations and lead discussions with the Committee as appropriate to the issues being considered. Meetings The Committee will be expected to meet every other month or more often as the need arises as determined by the GRTC Board President. Regular TPAC Meetings will be scheduled on the second Thursday in the months of February, April, June, August, October, and November. Meetings will be held at the Valley Metro Passenger Transfer Center, or at such other location the Committee may designate, beginning at 6:30 p.m. All meetings will be open to the public. A quorum for any TPAC Meeting shall constitute five (5) Members, provided that at least one (1) Member in attendance is a representative recommended by the City of Roanoke. Reporting The Committee will report its findings and recommendations on transit issues to the GRTC Board President or designee in writing. The Committee findings, recommendations, and meeting minutes will be presented at the subsequent GRTC Board of Directors Meeting. BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ADOPTING THE TRANSIT PASSENGER ADVISORY COMMITTEE (TPAC) CHARTER FOR GREATER ROANOKE TRANSIT COMPANY (GRTC). WHEREAS, the Board of Directors of Greater Roanoke Transit Company (GRTC) desires to establish a Transit Passenger Advisory Committee (TPAC) and adopt the TPAC Charter, as further described in the General Manager's report dated May 20, 2019, to this Board; WHEREAS, the TPAC will be made up of nine (9) members appointed by the GRTC Board of Directors; and WHEREAS, the purpose of the TPAC will be to provide advice and recommendations to the GRTC Board of Directors on transit service, facilities, plans and policies that are specific to GRTC. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the Board of Directors hereby establishes the Transit Passenger Advisory Committee and adopts the TPAC Charter, which will be made up of nine (9) members appointed by the GRTC Board of Directors, as referred to in the General Manager's report dated May 20, 2019, to this Board. The Board of Directors will appoint members of the Transit Passenger Advisory Committee at the September 16, 2019 regular meeting of the Board of Directors. Date Adopted: ATTEST: Stephanie M. Moon Reynolds, Secretary Vs���ey M Greater Roanoke Transit Company Board of Directors Meeting Action Item May 20, 2019 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: GRTC Fiscal Year 2019 — 2020 Operating Budget Background The Board of Directors annually appoints a Budget Committee to review the proposed operating budget for the Greater Roanoke Transit Company (GRTC) and provide a recommendation to the full Board of Directors. The Board President, William D. Bestpitch, appointed Board Members, Reeves "R.B." Lawhorn, and Karen Michalski- Karney, Treasurer, Amelia Merchant, and GRTC Assistant Vice - President of Operations, Sherman Stovall, to the Fiscal Year 2020 Budget Committee. The Budget Committee met on May 3, 2019, to review and discuss GRTC's proposed Fiscal Year 2020 operating budget. The Budget Committee endorsed the proposed budget in its current form and agreed to recommend it to the full Board of Directors. The recommended budget is attached and totals $10,888,925 an increase of 1.7% as compared to Fiscal Year 2019(budget to budget). Recommendation The Budget Committee recommends that the Board of Directors approve GRTC's Fiscal Year 2019 — 2020 operating budget. Respectf.vlly SuVnitted, GRTC Wneral Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Legal Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET JValley Metro, Smartway, Trolley, Smartway Connector) FY 20 NET INCOME LOSS $ (40,149)1$ $ D2 Combined Sud9o1 S*=19 REVENUES FY 19 ACTUAL FY 19 BUDGET FY 20 BUDGET % INCR DECR PASSENGER REVENUES $ 1908 446 $ 2 244,672 $ 2,065,037 -8% ADVERTISING 136,579 121,210 136,579 13% INTEREST $ 1,163 $ 1,507 $ 1 07 0% OTHER REVENUES $ 133,817-1-$---- 152 387 $ 116,452 -24% TOTAL REVENUES $ 2,180,005 $ 2,519,776 $ 2,319S75 4% EXPENSES LABOR 3,702,583 $ 4,026,941 $ 4,027,266 0% FRINGE BENEFITS $ 1971,279 $ 2,024,441 $ 2,134 20 5% SERVICES $ 639,761 $ 746,771 $ 761,644 2% MATERIALS & SUPPLIES $ 1067 084 $ 1,615 660 $ 1561371 -3% UTILITIES $ 224,575 $ 261469 $ 255,259 -2% INSURANCE $ 242,521 $ 269,306 $ 267,783 -1% MISCELLANEOUS $ 1,751,243 $ 1,760,239 $ 1,881,082 7% TOTAL EXPENSES $ 9,S99,046 $ 10,704,827 $ 10,8881925 2% DEFICIT $ 7A19,041 $ 8185,051 $ 8,569 3S0 S% SUBSIDIES FEDERAL $ 3,046,64S 3,319,227 3,376,575 2% STATE $ 1947 093 $ 2,126 805 $ 2,423,011 14% OTHER LOCAL $ 385,523 $ 402,536 $ 410,643 2% NEW RIVER VALLEY $ 86,329 $ 101,302 S 94,705 -7% VA TECH is 12,953 $ 244,020.$ 233,25S -4% CITY OF ROANOKE 1,900 349 S 1,991,161 $ 2,031,161 2% TOTAL SUBSIDIES $ 7,378 892 $ 8,185 051 8 9 350 5% NET INCOME LOSS $ (40,149)1$ $ D2 Combined Sud9o1 S*=19 a BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING A FISCAL YEAR 2020 BUDGET FOR GREATER ROANOKE TRANSIT COMPANY. WHEREAS, the Greater Roanoke Transit Company (GRTC) Budget Review Committee has reviewed the General Manager's proposed operating budget for GRTC for fiscal year 2020 (July 1, 2019 to June 30, 2020); and WHEREAS, the Budget Review Committee has endorsed the recommended budget of $10,888,925. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the Board of Directors hereby adopts the fiscal year 2020 Budget in the aggregate amount of $10,888,925, all as set forth in an attachment to the Board Report dated May 20, 2019, from the GRTC General Manager. ATTEST: Date Adopted: /%jam o?d� off% L� *' tephanie M. Moon Reynolds, Secretary BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING THE EXECUTION, DELIVERY AND PERFORMANCE, BY THE GREATER ROANOKE TRANSIT COMPANY (GRTC) OF AMENDMENT NO. 1 (AMENDMENT NO. 1) TO AN AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY OF ROANOKE, VIRGINIA (CITY) AND GRTC DATED JANUARY 23, 2019 (AGREEMENT), TO EXTEND THE INSPECTION PERIOD UNDER THE AGREEMENT; AUTHORIZING THE PRESIDENT AND GENERAL MANAGER OF GRTC TO EXECUTE AMENDMENT NO.l AUTHORIZING THE PRESIDENT AND /OR GENERAL MANAGER TO EXECUTE SUCH FURTHER DOCUMENTS AND TAKE SUCH FURTHER ACTIONS AS MAY BE NECESSARY TO EXTEND THE INSPECTION PERIOD UNDER THE AGREEMENT. WHEREAS, the GRTC Board of Directors and the GRTC Stockholder have approved the execution, delivery, and performance of the Agreement under which Agreement, GRTC will exchange and Campbell Court, consisting of 13 parcels within the City, together with improvements thereon, situated at 29 Campbell Avenue, S.W., Roanoke, Virginia and 30 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map Nos. 1011105, 1011106, 1011107, 1011108, 1011109, 1011110, 1011116, 1011117 1011118, 1011119, 1011120, 1011122, and 1011129 (collectively, "Campbell Court"), from GRTC to the City, and the City will exchange and transfer to GRTC the GRTC Relocation Parcels, as defined and described in the Agreement; WHEREAS, the GRTC Stockholder has authorized the GRTC Board to take such further actions and execute such further documents to effectuate the terms of the Agreement; WHEREAS, under the terms of the Agreement, GRTC has an Inspection Period under which to complete inspection of the GRTC Relocation Parcels and that Inspection Period expires on or about July 22, 2019; and R -GRTC authorize Amendment No. 1 1 WHEREAS, the parties to the Agreement desire to extend the Inspection Period to August 31, 2019 to allow for the completion of additional due diligence and review of the GRTC Relocation Parcels, and to take such other actions permitted under the Agreement during the Inspection Period. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: 1. The Board finds and determines that Amendment No. 1 is in the best interests of GRTC and its stockholder and the Board approves the execution, delivery, and performance, by GRTC, of the City and GRTC Exchange Agreement. 2. The Board authorizes the President and the General Manager to execute the proposed Amendment No. 1 and such Amendment No. 1 shall be approved as to form by GRTC's General Counsel. 3. The Board authorizes the President and the General Manager to execute such further documents, and take such further actions as may be necessary to implement, administer, effectuate, and enforce Amendment No. 1. Date: a0' �d / p ATTEST: #r Stephanie M. Moon Reynolds, Secretary R -GRTC authorize Amendment No. 1 2 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 13, 2019 The Honorable Mayor Sherman P. Lea, Sr. and Members of Roanoke City Council Dear Mayor Lea and Members of the Council: The Annual Meeting of the Stockholder of the Greater Roanoke Transit Company will be held on Monday, June 17, 2019, at 1:30 p.m., in the City Council Chamber, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, ' Y1r� • n o Stephanie M. Moon Reynolds Secretary PC: Robert S. Cowell, Jr., City Manager /Vice- President of Operations Daniel J. Callaghan, City Attorney /General Counsel Amelia C. Merchant, Director of Finance/Treasurer Sherman M. Stovall, Assistant City Manager for Operations /Assistant Vice- President of Operations Drew Harmon, Municipal Auditor Laura M. Carini, Assistant Attorney /Assistant General Counsel Kevin Price, General Manager, Valley Metro Ronnie Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro ANNUAL STOCKHOLDER MEETING GREATER ROANOKE TRANSIT COMPANY MONDAY, JUNE 17 2019 1:30 P.M. CITY COUNCIL CHAMBER ROOOM 450 215 CHURCH AVENUE, S. W. ROANOKE, VIRGINIA AGENDA 1. Call to Order - Roll Call. Council Member Davis arrived late; and Council White -Boyd was absent. 2. Approval of Minutes: Annual Stockholder's meeting held on Monday, June 18, 2018; and Special Meetings of Stockholder held on Monday, July 2, 2018, and Tuesday, January 22, 2019. Without objection, the minutes dispensed with and approved. 3. Statement of Purpose. Mayor Sherman P. Lea, Sr. The purpose of the meeting is to entertain nominations for the election of Directors of the Greater Roanoke Transit Company for one -year terms of office, each, commencing July 1, 2019. 4. Election of Seven Directors. Council Member Davis entered the meeting (1:36 p.m.) The following individuals elected as members of the GRTC Board of Directors for terms of one -year, each, commencing July 1, 2019 and ending June 30, 2020: • Two Members of Council: Council Member William D. Bestpitch Council Member Anita J. Price • Two City staff Representatives: Reeves "RB" Lawhorn Robert K. Bengtson • One Physically - Challenged Representative: Karen Michalski - Karney LXLERK\ DATA \smmoon \G RTC.19Uune \Annual Stockholder's Action Agenda.doc Two Regional Representatives: Melinda J. Payne Richard "Pete" Peters 50 Adjournment. 1:38 p.m. LXLERK\ DATA \snunoon \G RTC.19Uune \Annual Stockholder's Action Agenda.doc GREATER ROANOKE TRANSIT COMPANY June 25, 2019 Robert K. Bengtson Director of Public Works Roanoke, Virginia Dear Mr. Bengtson: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 17, 2019, you were appointed to replace Mark Jamison as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2019 and ending June 30, 2020. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office, which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I 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 Reynolds Secretary Enclosure Robert K. Bengtson June 25, 2019 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Stephanie M. Moon Reynolds, Secretary and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the seventeenth day of June 2019, ROBERT K. BENGTSON (City Staff) was appointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2019 and ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -fifth day of June 2019. . i #A.'r l Secre,. Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Robert K. Bengtson, 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, commencing July 1, 2019 and ending June 30, 2020, according to the best of my ability. (So help me God) The foregoing oath of officee as taken, sworn to, and subscribed before me by Robert K. Bengtson this qM day of (;"4C,' 2019. Brenda S. Hamilton, Clerk of the Circuit Court BY , Clerk GREATER ROANOKE TRANSIT COMPANY June 25, 2019 Melinda J. Payne, Director Economic Development City of Salem 114 N. Broad Street Salem, Virginia 24153 Dear Ms. Payne: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 17, 2019, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2019 and ending June 30, 2020. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office, which must be administered by the Clerk of the Circuit Court of the Citv of Roanoke. located on the third floor of the Roanoke Citv Courts Facilitv. 315 Church Avenue, S. W. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I 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, (XM Stephanie M. Moon Reynolds Secretary Enclosure Melinda J. Payne June 25, 2019 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the seventeenth day of June 2019, MELINDA J. PAYNE (Regional User representative) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2019 and ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -fifth day of June 2019. .6 W). t%7 OIL Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Melinda J. Payne, 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, commencing July 1, 2019 and ending June 30, 2020, according to the best of my ability. (So help me God) IA` 5MELINDA)l The foregoing oath of office was t n, sworn to, and subscribed before me by Melinda J. Payne this / ay of 2019. /7 J�' Y Y BregaS. milton, Clerk of the Circuit Court By , Clerk GREATER ROANOKE TRANSIT COMPANY June 25, 2019 Richard "Pete" Peters Assistant Town Manager /Economic Development Director Town of Vinton 311 S. Pollard Street Vinton, Virginia 24179 Dear Mr. Peters: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 17, 2019, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2019 and ending June 30, 2020. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office, which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I 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, �aaXqT� Y1n • Stephanie M. Moon Reynolds Secretary Enclosure Richard "Pete" Peters June 25, 2019 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Stephanie M. Moon Reynolds, Secretary and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the seventeenth day of June 2019, RICHARD "PETE" PETERS (Regional User representative) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2019 and ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -fifth day of June 2019. Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Richard Peters, 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, commencing July 1, 2019 and ending June 30, 2020, according to the best of my ability. (So help me God) t-4 RICHARD PETERS The foregoing oath of office was taken, sworn to, and subscribed before me by Richard Peters on this day of 2019. Brenda S. Hamilton, Clerk of the Circuit Court B , Clerk GREATER ROANOKE TRANSIT COMPANY June 25, 2019 Reeves "RB" Lawhorn, Manager Management and Budget Roanoke, Virginia Dear Mr. Lawhorn: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 17, 2019, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2019 and ending June 30, 2020. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office, which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. 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, Ty\ Stephanie M. Moon Reynolds Secretary Enclosures Reeves "RB" Lawhorn June 25, 2019 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the seventeenth day of June 2019, REEVES "RIB" LAWHORN (City staff) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2019 and ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -fifth day of June 2019. WQ..� .�v 0 �Ijjeu"' Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, REEVES LAWHORN, 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, commencing July 1, 2019 and ending June 30, 2020, according to the best of my ability. (So help me God) REEVES LAWHORN The foregoing oath of office was taken, sworn to, and subscribed before me by Reeves Lawhorn this OZ day of J(,ti 19. S. Hamilton, Clerk of the Circuit Court Clerk GREATER ROANOKE TRANSIT COMPANY June 25, 2019 Karen Michalski - Karney, Executive Director Blue Ridge Independent Living Center 1502 Williamson Road, N. E., Suite B Roanoke, Virginia 24012 -5100 Dear Ms. Michalski - Karney: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 17, 2019, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2019 and ending June 30, 2020. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office, which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. 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, M, oK g�jm � "StephanieM. Moon Reyno ds Secretary Enclosures Karen Michalski - Karney June 25, 2019 Page 2 pc: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the seventeenth day of June 2019, KAREN MICHALSKI - KARNEY (Physically- Challenged representative) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2019 and ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -fifth day of June 2019. L -�t , a Dtt_ 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, commencing July 1, 2019 and ending June 30, 2020, according to the best of my ability. (So help me God) A L�94" - KdtAw_ Karen Michalski -Kar ey The foregoing oath of office was taken, sworn to, and subscribed before me by Karen Michalski - Karney this 1 day of _3" 2019. Brenda S. Hamilton, Clerk of the Circuit Court - - - ------- I =AV GREATER ROANOKE TRANSIT COMPANY June 25, 2019 The Honorable Anita J. Price Council Member Roanoke, Virginia Dear Council Member Price: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 17, 2019, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2019 and ending June 30, 2020. Enclosed you will find a Certificate of your reappointment. 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 Reynolds Secretary Enclosure PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the seventeenth day of June 2019, ANITA J. PRICE (City Council representative) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2019 and ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -fifth day of June 2019. *11*1 ��qrn IJT 1.) Secretary GREATER ROANOKE TRANSIT COMPANY June 25, 2019 The Honorable William D. Bestpitch Council Member Roanoke, Virginia Dear Council Member Bestpitch: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 17, 2019, you were reappointed as member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2019 and ending June 30, 2020. Enclosed you will find a Certificate of your reappointment. 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, • %Rr Stephanie M. Moolds Secretary Enclosure PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the seventeenth day of June 2019, WILLIAM D. BESTPITCH (City Council representative) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2019 and ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -fifth day of June 2019. lv�n J4 Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 13, 2019 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, June 17, 2019, at 1:45 p.m., in the Council's Conference Room, Room 451, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, Stephanie M. Moon Reynolds Secretary pc: Robert S. Cowell, Jr., Vice President of Operations Sherman M. Stovall, Assistant Vice President of Operations Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer Troy A. Harmon, Municipal Auditor Laura M. Carini, Assistant General Counsel Kevin Price, General Manager, Valley Metro Ronnie Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro L:\ CLERK \DATA \smmoon \GRTC.18 \June \June 18, 2018 Meeting Notice.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 17, 2019 1:45 P.M. COUNCIL'S CONFERENCE ROOM ROOM 450 215 CHURCH AVENUE, S. W. ROANOKE, VIRGINIA AGENDA 1. Call to Order -- Roll Call. Directors Jamison and Peters were absent. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, May 22, 2019. Without objection, Minutes were dispensed with and approved. 3. Reports of Officers: a. General Manager: 1. Approval of the GRTC Board of Directors Meeting Schedule for the 2019 - 2020 Fiscal Year. Adopted Resolution. (5 -0) 4. Other Business. Next Meeting: Monday, July 15, 2019, at 1:00 p.m., in the EOC Conference Room. Inasmuch as the EOC Conference Room not available, the July 15 meeting will be held in the Council's Conference Room. 5. Adjournment. 1:49 p.m. M Greater Roanoke Transit Company Board of Directors Meeting June 17, 2019 Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: Board of Directors Meeting Schedule for Fiscal 2020 Background At its June 18, 2018 meeting, the GRTC Board of Directors approved by resolution its meeting schedule for the 2019 fiscal year. The Board needs to adopt a meeting schedule for the 2020 fiscal year. Recommendation The following GRTC Board of Directors meeting schedule is recommended for the 2020 fiscal year: 2019 2020 July 15th January 21st (Monday January 20th MLK Day) September 16th March 16th November 18th May 18th June 15th The June 15, 2020 meeting will be at 1:45 P.M. in the City Council's Conference Room on the fourth floor of the Noel C. Taylor Municipal Building, 215 Church Ave., SW, Roanoke, Virginia 24011. All other meetings will be at 1:00 P.M. in the Emergency Operations Center (EOC) conference room on the first floor of the Noel C. Taylor Municipal Building. bmitted, vin ce Gener anager Cc: / Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com 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 17, 2019, meeting, the GRTC General Manager recommended that the Board adopt a specific meeting schedule for the 2020 Fiscal Year, which ends on June 30, 2020, as more fully set forth in the General Manager's report dated June 17, 2019, 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 15, 2020, 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 15, 2020, will be held at 1:45 p.m. in the City Council Conference Room, Room 451, on the fourth floor of the Noel C. Taylor Municipal Building, 215 Church Avenue, SW, Roanoke, Virginia 24011. In accordance with Article III, Section 4 of the GRTC By -Laws, the following meeting dates for the GRTC Board are approved for the 2020 Fiscal Year: .N July 15, 2019 (Monday, 1:00 p.m. — EOC) September 16, 2019 (Monday, 1:00 p.m. — EOC) November 18, 2019 (Monday, 1:00 p.m. — EOC) January 21, 2020 (Tuesday, 1:00 p.m. — EOC) March 16, 2020 (Monday, 1:00 p.m. — EOC) May 18, 2020 (Monday, 1:00 p.m. — EOC) June 15, 2020 (Monday, 1:45 p.m. — City Council Conference Room, Room 451). 1 2. The GRTC Board can hold additional meetings on an as- needed basis in accordance with the GRTC By -Laws. 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: e Date: to hanie M. Moon Rey s, S° ary - • R -GRTC establishing meeting schedule FY2020 (6- 17 -19) 2 2019 ANNUAL REPORT COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION I IIIIII VIII VIII VIII VIII VIII VIII VIII VIII VIII VIII IIII III) 1. CORPORATION NAME: GREATER ROANOKE TRANSIT COMPANY 2. VA REGISTERED AGENT NAME AND OFFICE ADDRESS: ATTY DANIEL JOSEPH CALLAGHAN ROOM 464 NOEL C. TAYLOR MUNICIPAL BUILDING 215 CHURCH AVENUE, S.W. ROANOKE, VA 24011 3. CITY OR COUNTY OF VA REGISTERED OFFICE: 217 - ROANOKE CITY 4. STATE OR COUNTRY OF INCORPORATION: VA- VIRGINIA DUE DATE: 07/31/19 SCC ID NO.: 0153745 -5 5. TOTAL NUMBER OF AUTHORIZED SHARES: 5 DO NOT ATTEMPT TO ALTER THE INFORMATION ABOVE. Carefully read the enclosed instructions. Type or print in black only. 6. PRINCIPAL OFFICE ADDRESS: F] 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 the address below. ADDRESS: 464 MUNICIPAL BLD ADDRESS: 215 CHURCH AVE S W NAME: CITY /ST/ZIP ROANOKE, VA 24011 CITY /ST /ZIP 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. Mark appropriate box unless area below is blank: F-1 Information is correct F1 Information is incorrect E] Delete information If the block to the left is blank or contains incorrect data, please mark appropriate box and enter information below: ❑ Correction ❑ Addition ❑ Replacement OFFICER ® DIRECTOR ® OFFICER ❑ DIRECTOR ❑ NAME: WILLIAM D. BESTPITCH NAME: TITLE: PRESIDENT TITLE: ADDRESS: 215 CHURCH AVENUE, S.W. ADDRESS: CITY /ST/ZIP: ROANOKE, VA 24011 CITY/ST/ZIP: I affirm that the information contained in this report is accura�ten and complete as of the /date �jbelow. ,y ___1� ��ri.�cYlp•( M1 t) +" nil �i',rnfti Uli.z IRr: i1e;;Ji r %�+I_�i!`� SIGNATURE OF DI ECTOR /OFFICER PRINTED NAME AND CORPORATE TITLE DATE LISTED IN THIS REPORT 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. 0011031 a 2019 ANNUAL REPORT CONTINUED CORPORATION NAME: DUE DATE: 07/31/19 GREATER ROANOKE TRANSIT COMPANY SCC ID NO.: 0153745 -5 All directors and principal officers must be listed. 7. DIRECTORS AND PRINCIPAL OFFICERS: (continued) 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 ❑ Information is correct ❑ Information is incorrect ❑ Delete information box and enter information below: ❑ Correction ❑ Addition ❑ Replacement OFFICER ® DIRECTOR [@ OFFICER ❑ DIRECTOR ❑ NAME: ANITA JAMES PRICE NAME: TITLE: VICE PRESIDENT TITLE: ADDRESS: 215 CHURCH AVENUE, S.W. ADDRESS: CITY /ST /ZIP: ROANOKE, VA 24011 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 ❑ Information is correct ❑ Information is incorrect ❑ Delete information box and enter information below: ❑ Correction ❑ Addition ❑ Replacement OFFICER ® DIRECTOR ❑ OFFICER ❑ DIRECTOR ❑ NAME: ROBERT S. COWELL, JR. NAME: TITLE: VP OPERATIONS TITLE: ADDRESS: 215 CHURCH AVENUE, S.W. ADDRESS: CITY /ST /ZIP: ROANOKE, VA 24011 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 ❑ Information is correct ❑ Information is incorrect ❑ Delete information box and enter information below: ❑ Correction ❑ Addition ❑ Replacement OFFICER ® DIRECTOR ❑ OFFICER ❑ DIRECTOR ❑ NAME: SHERMAN STOVALL NAME: TITLE: ASST VP OPS TITLE: ADDRESS: 2427 WESTMONT NW 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 ❑ Information is correct ❑ Information is incorrect ❑ Delete information box and enter information below: ❑ Correction ❑ Addition ❑ Replacement OFFICER ❑ DIRECTOR ❑ OFFICER ❑ DIRECTOR ❑ NAME: NAME: TITLE: TITLE: ADDRESS: ADDRESS: CITY /ST/ZIP: CITY /ST/ZIP: 0011031 0 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS JULY 15, 2019 1:00 P.M. COUNCIL'S CONFERENCE ROOM ROOM 451 215 CHURCH AVENUE, S. W. AGENDA 1. Call Meeting to Order. President Bestpitch and Director Peters were absent. 2. Approval of minutes: Regular meeting of GRTC held on Monday, June 17, 2019. Minutes dispensed with and approved as recorded. 3. Reports of Officers: a. secretary: 1. Election of officers. Council Member William Bestpitch as President Council Member Anita Price as Vice - President Robert S. Cowell, Jr., City Manager as Vice - President of Operations Sherman M. Stovall, Assistant City Manager for Operations as Assistant Vice - President of Operations Stephanie M. Moon Reynolds, City Clerk as Secretary Cecelia "Susie" McCoy, Deputy City Clerk as Assistant Secretary Amelia C. Merchant, Director of Finance as Treasurer Daniel J. Callaghan, City Attorney as General Counsel 1 b. General Manager: 1. Management Update for July 15, 2019: • Planning and Special Projects • partnership with Virginia Career Works • GRTC Ridership Management Update Received and Filed. 2. Financial Reports for April 2019 and May 2019. Financial Reports Received and Filed. 3. Adoption of the Transit Passenger Advisory Committee Charter. Adopted a resolution. (5 -0) 4. Approval of Minor Route Modifications. Adopt a resolution. (5 -0) 4. Other business. 1. General GRTC Audit FY2019. Remarks received and filed. 5. Next meeting: September 16, 2019 at 1:00 p.m., EOC Conference Room. 6. Adjournment. 1:29 P.M. 2 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 11, 2019 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, July 15, 2019, at 1:00 p.m., in the Council's Conference Room, Room 451, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, LoIrn j • J Stephanie M. Moon Re olds Secretary PC: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro L:\ CLERK \DATA \smmoon \GRTC.19 \July \July 15, 2019 Meeting Notice.doc 3.a.1. GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 15, 2019 Members of the GRTC Board of Directors Roanoke, Virginia Dear 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 that are currently serving: William D. Bestpitch, President Anita J. Price, Vice - President Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Stephanie M. Moon Reynolds, Secretary Cecelia F. McCoy, Assistant Secretary Amelia C. Merchant, Treasurer Daniel J. Callaghan, Registered Agent and General Counsel Elect officers for terms of one year, each, commencing July 15, 2019. Sincerely, Stephanie M. Moon Reynolds Secretary PC: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro K/ /smmoon /GRTC.19 /July 15, 2019 Election of Officers GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2019 The Honorable Anita J. Price Council Member Roanoke, Virginia Dear Council Member Price: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 15, 2019, you were reappointed as Vice - President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. Enclosed is a copy of your Certificate of reappointment. Sincerely, itrn Stephanie M. Moon Reyn s, M Secretary Enclosure L ^CLERK`, DATA`smmoon GRTC.19 July`July 15, 2019 officer appointments. doc COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the fifteenth day of July 2019, ANITA J. PRICE was reappointed as Vice - President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this sixteenth day of July 2019. YY\. dVv► p �, � Secretary L: CLERK `DATA smmoon'GRTC.l9!JulyVuly 15, 2019 officer appointments.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2019 The Honorable William D. Bestpitch Council Member Roanoke, Virginia Dear Council Member Bestpitch: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 15, 2019, you were reappointed as President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. Enclosed is a copy of your Certificate of reappointment. Sincerely, Qp�n� M v Stephanie M. Moon Re olds, MC Secretary Enclosure L'.CLERK`DATA smmoon`,GRTC.19',July'July 15, 2019 officer appointments.doc COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the fifteenth day of July 2019, WILLIAM D. BESTPITCH was reappointed as President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this sixteenth day of July 2019. Secretaryl%!�'�? L:�,CLERK DATA,.smmoon`.GRTC.19July\July 15, 2019 officer appoint nents.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2019 Robert S. Cowell, Jr. City Manager Roanoke, Virginia Dear Mr. Cowell: At a regular meeting of the Greater Roanoke Transit Company, Board of Directors held on Monday, July 15, 2019, the City Manager was reappointed as Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. 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." Sincer ly, Stephanie M. M00%Reolds, MC Secretary Enclosures L,CLERK DATA�smmoon GRTC.19July,July 15, 2019 officer appointments. doe COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the fifteenth day of July 2019, the City Manager (Robert S. Cowell, Jr.) was reappointed as Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this sixteenth day of July 2019. Secretary L: ,CLERK DATA'snunoon'GRTC.19'July July 15, 2019 officer appointments.doc Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Robert S. Cowell, Jr., City Manager, 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 Vice - President of Operations of the Greater Roanoke Transit Company for a term of office ending June 30, 2020, according to the best of my ability. So help me God. ROBERTS. COWELL, JR. The foregoing oath of office was taken, sworn to, and subscribed before me by Robert S. Cowell, Jr., this/ / day of UQ 2019. Brenda S. Hamilton, Clerk of the Circuit Court By n , Clerk L: \CLERK \DATA \srmnoon \GRTC.19\July \July 15, 2019 officer appointments.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2019 Daniel J. Callaghan City Attorney Roanoke, Virginia Dear Mr. Callaghan: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 15, 2019, the City Attorney was reappointed as General Counsel of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. 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, "I - lyt I�Lr� Stephanie M. Moon Reynolds, MMC Secretary Enclosures fileservei01.roanokecity.corn GENE PAL I` CLERK, DATA smmoon`GRTC.19JulyUuly 15, 2019 officer appointments.doc COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company held on the fifteenth day of July 2019, the City Attorney (Daniel J. Callaghan) was reappointed as General Counsel of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this sixteenth day of July 2019. Secretary L:y CLERK v,DATA,snnnooWG RTC. 19'JulyJuly 15, 2019 officer appointments.doc Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Daniel J. Callaghan, City Attorney, 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 the General Counsel of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020, according to the best of my ability. So help me God. The foregoing oath of office as taken, sworn to, and subscribed before me by Daniel J. Callaghan this i day of 2019. Brenda S Hamilton, Clerk o the Circ it Court 2yBy IT-), u�' 'T� clerk L:\ CLERK \DATA\srnmoon \GRTC.19\July\July 15, 2019 officer appointments.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2019 Sherman M. Stovall Assistant City Manager for Operations Roanoke, Virginia Dear Mr. Stovall: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 15, 2019, the Assistant City Manager for Operations was reappointed as Assistant Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. 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." Sinc ly, AL • OM Stephanie M. Moon Reynolds, MC Secretary Enclosures L:` CLERK '.DATA�smmoon'GRTC.19.JulyUuly 15, 2019 officer appointments.doc COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Stephanie M. Moon Reynolds, Secretary, and as such 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 Director held on the fifteenth day of July 2019, the Assistant City Manager for Operations (Sherman M. Stovall) was reappointed as Assistant Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this sixteenth day of July 2019. Secretary L:'CLERK`DATA`,smmoon'GRTC.19 July`July 15, 2019 officer appoinunents.doc Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Sherman M. Stovall, Assistant City Manager for Operations, 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 Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020, according to the best of my ability. So help me God. x.4,,,0,, / The foregoing oath of office was taken, sworn to, and subscribed before me by Sherman M. Stovall this A), day of 2019. Brenda S. Hamilton, Clerk of the Circuit Court y , Cle L'CLERK DATAsmmoon`GRTC.191u1y July 15, 2019 officer appoinunents.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2019 Amelia C. Merchant Director of Finance Roanoke, Virginia Dear Ms. Merchant: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 15, 2019, the Director of Finance was reappointed as Treasurer of the Greater Roanoke Transit Company Board of Directors for a one year term ending June 30, 2020. 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, kt&�) ty). ry�01.,Ppr� Stephanie M. Moon —Re nolds MMC p Y Secretary Enclosures fileservet01 .roanokecity.coin GENERAL CLERK DATA, sinmoon GRTC. l9'JulyJuly 15, 2019 officer appointments.doc COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the fifteenth day of July 2019, the Director of Finance (Amelia C. Merchant) was reappointed as Treasurer of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this sixteenth day of July 2019. A Secretary L: CLERK `DATA\,smmoon'GRTC.19`July'July 15, 2019 officer appointinents.doc Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Amelia C. Merchant, Director of Finance, 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 term of office ending June 30, 2020, according to the best of my ability. So help me God. AMELIA C. MERCHANT The foregoing oath of office was taken, sworn to, and subscribed before me by Amelia C. Merchant this day of Jh�i 9 . Brenda S. H milton, Clerk of the Circuit Court By , Clerk L:A CLERK \DATA\simnoonAGRTC.19 \July \July 15, 2019 officer appointments.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2019 Stephanie M. Moon Reynolds City Clerk Roanoke, Virginia Dear Ms. Moon Reynolds: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 15, 2019, the City Clerk was reappointed as Secretary of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. 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, 0za&;",4. I(,, Cecelia F. McCoy Assistant Secretary Enclosures L: CLERK�DATA `simnoon GRTC.19,JulyJuly 15, 2019 officer appointments.doc COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Cecelia F. McCoy, Assistant Secretary, and as such the Assistant Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the fifteenth day of July 2019, the City Clerk (Stephanie M. Moon Reynolds) was reappointed as Secretary of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this sixteenth day of July 2019. 0 % J,k- M&O-1 11;yLd4t Assistant Secretary L:` CLERK, DATA,smmoon'.GRTC. 19'July'July 15, 2019 officer appointments.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 16, 2019 Cecelia F. McCoy Deputy City Clerk Roanoke, Virginia Dear Ms. McCoy: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 15, 2019, the Deputy City Clerk was reappointed as Assistant Secretary of the Greater Roanoke Transit Company Board of Directors for a term ending June 30, 2020. 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, U+ �n-y Stephanie M. Moon Rey olds, IC Secretary Enclosures L: \CLERK \DATA \smmoon\GRTC.19\July \July 15, 2019 officer appointments.doc COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Stephanie M. Moon Reynolds, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the fifteenth day of July 2019, the Deputy City Clerk (Cecelia F. McCoy) was reappointed as Assistant Secretary of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this sixteenth day of July 2019. 5t�4" Secreta L:ACLERK,DATA \smmoon \G RTC. 19 \July \July 15, 2019 officer appointments.doc Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Cecelia F. McCoy, Deputy City Clerk, 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 term of office ending June 30, 2020, according to the best of my ability. So help me God. CECELIA F. MCCOY The foregoing oath of office was taken, sworn to, and subscribed before me by Cecelia F. McCoy this 5 day of t - 2019. Brenda S. Hamilton, Clerk of the Circuit Court B Cam'" c ,Clerk L: CLERK, DATA`sinmoon`GRTC.19'July'July 15, 2019 officer appointments.doc 113,b, M�f�o Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update July 15, 2019 Planning and Special Projects Partnership with Virginia Career Works Virginia Career Works and the Greater Roanoke Transit Company (GRTC) are in preliminary discussions on a potential partnership which could provide an additional avenue for those Career Works clients seeking a career in public transportation. The potential partnership will involve providing preliminary training which better position applicants for transit operator positions. This will benefit GRTC by providing an additional resource in its effort to hire qualified transit professionals. GRTC Ridership Below is the GRTC Ridership YTD as of May 2019 Valley Metro Fixed Route Ridership Report 180,000 S,000 160,000 4,500 140,001 4,000 170.000 3,500 3,000 100,000 a ■ FY 19 2,500 80,000 ■ FY 1A 2000 60,000 1.SOD 40,000 1,000 0.000 500 0 0 ml Aug Sept Oct Nov bec fan Feb Ma, Apr May lun Smart Way Ridership Chart hd Aug Sept Oct Nov Dec Tan Feb Mar Apr May Jun ■ FY 19 ■ FY 18 Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com S.TA.R Ridership Chart 8,000 7,0()0 6,000 5.000 4,000 3,060 2,000 1,000 0 )ul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jua Smart Way Express 2500 1992 ?000 1624 1621 1709 1713 1584 500 1406 1(w 974 768 872 595 500 ' 0 J.! Aug Sept Oct Nuv Dec ian Feh Mar Apr May Respectfully Sul;lAitted, Kevi . Price G Zeral Manager Star Line Trolley Ridership Chart 12.006 10,000 8,000 ■FY19 6,000 •FY18 4,000 2,000 0 1.1 Aug Sept Oct Nov Dec fan Feb Mar Apr May Jun ■FY19 Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor 0 F 19 ■ FY 18 Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com 3.�6.2- Greater Roanoke Transit Company Roanoke, Virginia July 15, 2019 William D. Bestpitch, President and Members of the Board of Directors Dear President Bestpitch and Members of the Board: Subject: Greater Roanoke Transit Company April 2019 Financial Report The attached report provides financial performance information for April of Fiscal Year (FY) 2019. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $105,190 a decrease of $160,351 compared to the same period in FY 2018. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 7% compared to the same period last year and is within 1% of the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 2.6% compared to FY 2018 and are 13.9% below the established budget. • Other Revenues (advertising, building rental, parking, miscellaneous) decreased 8.9% and are 5.5% below the established budget. • Federal and State Revenue increased approximately 9.9% and is performing at a level that exceeds budget expectations. Greater Roanoke Transit Company r'r;on (IA Q) 9< Q 0 -3' � Fax: A0) 1 >,1 t70::< William D. Bestpitch, President and Members of the Board of Directors GRTC Financials July 15, 2019 Page 2 Expenses Total expenses increased approximately 9.2% compared to FY 2018 but are performing 1.6% below the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased approximately 4.4% and are within 1% of the established budget. • Services increased approximately 2.1% but are performing 13.7% below the established budget. • Materials and Supplies increased 37.1% and are 8.3% below the established budget. • Utilities increased 1.4% and are 9.6% below the established budget. • Property insurance increased less than 1% and is 7.8% below the established budget. • Miscellaneous Expense increased 12.9% and is 7.8% above the established budget. Respectfully Vbmitted, L. Price ral 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 Ten Months Ending April 30, 2019 OPERATING INCOME Operating Revenue Non - Transportation Revenues Total Income OPERATING EXPENSES Labor - Hourly & Salary Fringe Benefits Services Materials & Supplies Utilities Insurance Costs Miscellaneous Expenses Total Expenses Net Loss Local Grants State Grants Federal Grants Total Subsidies Net Income (loss) FY FY FY 19 2019 2018 BUDGET % OF FY 19 April April TOTAL BUDGET $1,559,879.76 $1,600,645.76 $2,244,672.00 69.49% 214,091.95 234,829.27 275,104.00 77.82% $1,773,971.71 $1,835,475.03 $2,519,776.00 70.40% $3,455,941.07 $3,257,490.52 $4,026,941.00 85.82% 1,560,534.47 1,546,438.68 2,024,441.00 77.08% 526,685.47 516,002.88 756,771.00 69.60% 1,204,960.73 878,901.03 1,605,660.00 75.04% 192,691.55 190,112.78 261,469.00 73.70% 203,462.70 203,632.60 269,306.00 75.55% 1,604,057.23 1,420,414.80 1,760,239.00 91.13% $8,748,333.22 $8,012,993.29 $10,704,827.00 81.72% ($6,974,361.51) ($6,177,518.26) ($8,185,051.00) 85.21% $2,238,965.00 $1,958,392.44 $2,739,019.00 81.74% 1,767,856.00 1,614,780.00 2,126,805.00 83.12% 3,072,731.00 2,869,887.00 3,319,227.00 92.57% $7,079,552.00 $6,443,059.44 $8,185,051.00 86.49% $105,190.49 $265,541.18 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 4/30/2019 4/30/2018 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 281,884.24 $ 1,759,755.62 -84% ACCOUNTS RECEIVABLE $ 3,886,666.30 $ 2,514,809.04 55% INVENTORY $ 519,182.60 $ 470,892.62 10% FIXED ASSETS FIXED ASSETS $ 39,834,012.87 $ 34,642,088.40 15% ACCUMULATED DEPRECIATION $ (25,551,403.49) $ (23,987,205.59) 7% NET FIXED ASSETS $ 14,282,609.38 $ 10,654,882.81 34% PREPAYMENTS $ 67,814.55 $ 76,984.38 -12% TOTAL ASSETS $ 19,038,157.07 $ 15,477,324.47 23% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 2,575,781.58 $ 2,285,242.78 13% PAYROLL LIABILITIES $ 455,996.14 $ 374,679.76 22% OTHER LIABILITIES $ 939,191.37 $ 948,451.30 -1% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,621,913.10 $ 3,838,567.60 -6% DEPRECIATION EXPENSE $ (1,275,561.90) $ (1,421,190.69) -10% RETAINED EARNINGS $ 7,878,905.29 $ 7,135,995.54 10% CAPITAL CONTRIBUTIONS $ 4,736,736.00 $ 2,050,032.00 131% NET INCOME (LOSS) $ 105,190.49 $ 265,541.18 -60% TOTAL CAPITAL $ 15,067,187.98 $ 11,868,950.63 27% TOTAL LIABILITIES & CAPITAL $ 19,038,157.07 $ 15,477,324.47 23% • Greater Roanoke Transit Company Roanoke, Virginia July 15, 2019 William D. Bestpitch, President and Members of the Board of Directors Dear President Bestpitch and Members of the Board: Subject: Greater Roanoke Transit Company May 2019 Financial Report The attached report provides financial performance information for May of Fiscal Year (FY) 2019. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of ($41,545) a decrease of $122,909 compared to the same period in FY 2018. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 7.4% compared to the same period last year and is 2.7% below the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 1.5% compared to FY 2018 and are 14.8% below the established budget. • Other Revenues (advertising, building rental, parking, miscellaneous) decreased 8.8% and are 7.8% below the established budget. • Federal and State Revenue increased approximately 8.5% and is performing at a level that exceeds budget expectations. Greater Roanoke Transit Company i ',. 4 ,a, � n , Virj?, i, %4,1 `l Ph )� , d'i v, ,<, i)..i'U lay: ('14(,,,) 1)8,2 210 -11 1 .✓ fi..'t # "t € €,,. -:C3 l William D. Bestpitch, President and Members of the Board of Directors GRTC Financials July 15, 2019 Page 2 Expenses Total expenses increased approximately 8.8% compared to FY 2018 but are performing 2.3% below the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased approximately 4.2% and are 1.4% below the established budget. • Services decreased approximately 1.6% but are performing 15.8% below the established budget. • Materials and Supplies increased 37.3% and are 9.3% below the established budget. • Utilities increased less than 1% and are 12.1% below the established budget. • Property insurance increased less than 1% and is 8.6% below the established budget. • Miscellaneous Expense increased 12.9% and is 9.3% above the established budget. Respectfully Su)j mitted, Kevi . Price Ge ral 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 Eleven Months Ending May 31, 2019 OPERATING INCOME Operating Revenue Non - Transportation Revenues Total Income OPERATING EXPENSES Labor - Hourly & Salary Fringe Benefits Services Materials & Supplies Utilities Insurance Costs Miscellaneous Expenses Total Expenses Net Loss Local Grants State Grants Federal Grants Total Subsidies FY FY 2019 2018 May May FY 19 BUDGET TOTAL $1,726,555.29 $1,752,157.07 $2,244,672.00 230,826.57 253,209.14 275,104.00 $1,957,381.86 $2,005,366.21 $2,519,776.00 $3,759,563.88 $3,552,848.34 $4,026,941.00 1,700,731.97 1,686,346.29 2,024,441.00 574,315.36 583,410.56 756,771.00 1,322,453.74 962,728.58 1,605,660.00 208,024.27 207,535.83 261,469.00 223,808.97 222,560.88 269,306.00 1.777.336.17 1.574.979.50 1.760.239.00 $9,566,234.36 $8,790,409.98 $10,704,827.00 % OF FY 19 BUDGET 76.92% 83.91% 77.68% 93.36% 84.01% 75.89% 82.36% 79.56% 83.11% 100.97% 89.36% ($7,608,852.50) ($6,785,043.77) ($8,185,051.00) 92.96% $2,453,711.74 $2,153,962.66 $2,739,019.00 89.58% 1,949,870.00 1,774,923.00 2,126,805.00 91.68% 3,163,726.00 2,937,522.00 3,319,227.00 95.32% $7,567,307.74 $6,866,407.66 $8,185,051.00 92.45% Net Income (loss) ($41,544.76) $81,363.89 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 5/31/2019 5/31/2018 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 716,426.70 $ 1,644,006.94 -56% ACCOUNTS RECEIVABLE $ 3,748,728.78 $ 674,076.64 456% INVENTORY $ 523,554.82 $ 461,773.42 13% FIXED ASSETS FIXED ASSETS $ 39,879,872.82 $ 34,703,623.18 15% ACCUMULATED DEPRECIATION $ (25,678,959.68) $ (24,130,619.69) 6% NET FIXED ASSETS $ 14,200,913.14 $ 10,573,003.49 34% PREPAYMENTS $ 31,904.53 $ 39,445.70 -19% TOTAL ASSETS $ 19,221,527.97 $ 13,392,306.19 44% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 2,601,753.76 $ 480,501.30 441% PAYROLL LIABILITIES $ 404,059.35 $ 375,010.83 8% OTHER LIABILITIES $ 1,385,668.32 $ 936,257.82 48% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,621,913.10 $ 3,838,567.60 -6% DEPRECIATION EXPENSE $ (1,403,118.09) $ (1,564,604.79) -10% RETAINED EARNINGS $ 7,878,905.29 $ 7,135,995.54 10% CAPITAL CONTRIBUTIONS $ 4,773,886.00 $ 2,109,209.00 126% NET INCOME (LOSS) $ (41,544.76) $ 81,363.89 -151% TOTAL CAPITAL $ 14,830,046.54 $ 11,600,536.24 28% TOTAL LIABILITIES & CAPITAL $ 19,221,527.97 $ 13,392,306.19 44% 3,b.3 Vs■��ey Greater Roanoke Transit Company Board of Directors Meeting Action Item July 15, 2019 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Adoption of the Transit Passenger Advisory Committee (TPAC) Charter Background The Transit Passenger Advisory Committee will provide advice and recommendations to the GRTC Board of Directors on transit service, facilities, plans and policies that are specific to GRTC. The Committee will be made up of nine (9) members appointed by the GRTC Board of Directors. The GRTC Board of Directors will receive and review TPAC Membership Applications beginning on July (Date that applications will first be accepted), 2019 for initial terms of membership, then upon member term expiration or to fill a vacant TPAC member position. Membership will be comprised of one representative from the City of Salem, one representative from the Town of Vinton, four representatives from the City of Roanoke, one representative from the local business community, one representative from the STAR passenger /disabled community, and one Roanoke Valley Alleghany Regional Commission (RVARC) staff member. The Committee Members will be expected to have a general knowledge of or professional interest in transit issues related to transit service improvements, public input strategies, transit service marketing strategies, and potential transit service expansion. All members will serve at the pleasure of the GRTC Board. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Recommendation Adopt the Transit Passenger Advisory Committee (TPAC) Charter. RespectfuIVSubmitted, iii f. Price istant General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY (GRTC) CHARTER FOR THE TRANSIT PASSENGER ADVISORY COMMITTEE (TPAC) Authority The Transit Passenger Advisory Committee (TPAC) is to be established and its members appointed by the GRTC Board of Directors, effective July 15, 2019. Purpose The Transit Passenger Advisory Committee will provide advice and recommendations to the GRTC Board of Directors on transit service, facilities, plans and policies that are specific to GRTC. Scope The Committee will: • Advise the GRTC Board of Directors on issues related to Valley Metro local fixed route services, Starline Trolley, Smart Way commuter services, and any future transit service projects as requested by the GRTC Board President • Provide input on transit service planning documents current and future to the GRTC Board of Directors; and • Provide a forum for citizens to comment on local and regional transit issues and services. Membership The Committee will be made up of nine (9) members appointed by the GRTC Board of Directors. The GRTC Board of Directors will receive and review TPAC Membership Applications beginning on July 15, 2019 for initial terms of appointment, then upon member term expiration or to fill a vacant TPAC member position. The GRTC Board of Directors will make initial appointments at its board meeting on September 16, 2019. Membership will be comprised of one representative from the City of Salem, one representative from the Town of Vinton, four representatives from the City of Roanoke, one representative from the local business community, one representative from the STAR passenger /disabled community, and one Roanoke Valley Alleghany Regional Commission (RVARC) staff member. The Committee Members will be expected to have a general knowledge of or professional interest in transit issues related to transit service improvements, public input strategies, transit service marketing strategies, and potential transit service expansion. All members will serve at the pleasure of the GRTC Board. The Committee will designate a member to serve as Chair, Vice - Chair, and Secretary. Terms With the exception of the initial appointments of members by the Board, each member's term of office will be for two -year terms, commencing as of July 1. The Board shall appoint four (4) members to serve initial terms each ending on June 30, 2020, and appoint the remaining five (5) members to serve for terms ending June 30, 2021. Thereafter, all members' terms shall be for two (2) years, commencing as of July 1 following expiration of the term. Members can be reappointed for two additional consecutive terms. Vacancies on the Committee shall be filled by the Board and persons appointed to fill any such vacancy shall serve for the balance of the term of the member who created the vacancy. Accessibility Subcommittee The Committee may establish a subcommittee to meet separately and address issues of transit accessibility. The Accessibility Subcommittee will report to the Transit Passenger Advisory Committee on matters that require discussion or action by the full Committee. All meetings of an Accessibility Subcommittee shall be open to the public. GRTC Staff Liaison An employee of GRTC will be named as the Staff Coordinator and will serve as staff liaison to the Committee. Other GRTC staff may be called on to make presentations and lead discussions with the Committee as appropriate to the issues being considered. Meetings The Committee will be expected to meet every other month or more often as the need arises as determined by the GRTC Board President. Regular TPAC Meetings will be scheduled on the second Thursday in the months of February, April, June, August, October, and November. Meetings will be held at the Valley Metro Passenger Transfer Center, or at such other location the Committee may designate, beginning at 6:30 p.m. All meetings will be open to the public. A quorum for any TPAC Meeting shall constitute five (5) Members, provided that at least one (1) Member in attendance is a representative recommended by the City of Roanoke. Reporting The Committee will report its findings and recommendations on transit issues to the GRTC Board President or designee in writing. The Committee findings, recommendations, and meeting minutes will be presented at the subsequent GRTC Board of Directors Meeting. BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ADOPTING THE TRANSIT PASSENGER ADVISORY COMMITTEE (TPAC) CHARTER FOR GREATER ROANOKE TRANSIT COMPANY (GRTC). WHEREAS, the Board of Directors of Greater Roanoke Transit Company (GRTC) desires to establish a Transit Passenger Advisory Committee (TPAC) and adopt the TPAC Charter, as further described in the General Manager's report dated July 15, 2019, to this Board; WHEREAS, the TPAC will be made up of nine (9) members appointed by the GRTC Board of Directors; and WHEREAS, the purpose of the TPAC will be to provide advice and recommendations to the GRTC Board of Directors on transit service, facilities, plans and policies that are specific to GRTC. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the Board of Directors hereby establishes the Transit Passenger Advisory Committee and adopts the TPAC Charter, which will be made up of nine (9) members appointed by the GRTC Board of Directors, as referred to in the General Manager's report dated July 15, 2019, to this Board. The Board of Directors will appoint members of the Transit Passenger Advisory Committee at the September 16, 2019 regular meeting of the Board of Directors. Date Adopted. ATTEST: n) • s tephanie M. Moon Re 's, Se etar- J Vs■��ey A �► Greater Roanoke Transit Company Board of Directors Meeting Action Item July 15, 2019 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Approve Minor Route Modifications as presented on May 20, 2019 Background The Valley Metro Transit Development Plan (TDP) provides a service and capital plan for the ten- year TDP horizon. The focus of the TDP project is to implement the recommendations contained within the Comprehensive Operational Analysis, which align fairly closely with the short -term recommendations included in the Roanoke Valley Transit Vision Plan (TVP). The service plan was developed by reviewing the data collected and analyzed for the first three chapters of the TDP, as well as reviewing the recommendations outlined in the TVP and the Valley Metro Comprehensive Operational Analysis (COA). The implementation of minor route modifications as recommended by the COA is the first step. On April 18th, 2019, GRTC held an open house public meeting to receive public comment on the proposed minor route modifications. The open house public meeting was held at the Campbell Court Transfer Center from 4:30pm to 7:00pm. GRTC received nine (9) written comments at the April 18th, 2019public meeting. In an effort to expand our public outreach on the proposed service changes, GRTC developed an online public comment link using the Valley Metro website for those who could not attend the April 18th meeting. The online public comment link was active until May 18th, 2019. GRTC received over 25 public comments via the online public comment link. A summary of the comments is attached. The GRTC Board was briefed on the minor route modifications on May 20, 2019. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Recommendation Approve the minor route modifications as presented on May 20, 2019 with implementation by November 7, 2019, after 30 day notification to ridership. Respectfully/Submitted, IC! Price ral Manager cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com SUMMARY OF COMMENTS - MINOR ROUTE MODIFICATIONS Valley Metro received over 30 comments about proposed minor route adjustments from the online public survey and public input meeting held on April 18, 2019. The online survey open to the public from 4/18 to 5/18. 21/22 Route - 15 comments — Virginia Career Services • All 15 comments were in favor of hourly service to Career Services. GRTC received follow up emails and comments in support of the service. 21/22 Route - 9 comments about service in the parking lot to Kroger at the intersection of Town Square and Rutgers • Comments received were under the impression GRTC would not stop at the Town Square Kroger. GRTC will service the Town Square Kroger via stops located outside of the Kroger parking lot. • Comments were received about the elimination of curbside service to Aldi and BJ's Wholesale. • As a follow up to customer concerns, GRTC has been in contact with Kroger Corporate Real Estate office about the proposed stop location. Kroger expressed support for the proposed stop on Rutgers Avenue. • GRTC met with Roanoke Fire Department concerning fire lane violations at the existing stop location. To help address concerns, a new stop has been proposed adjacent to the parking lot on Towne Square Blvd. 85/86 Route - 6 comments about service on Westside heading toward Melrose • All 6 comments were concerning the terrain and distance to proposed stops and elimination of service to neighborhoods. • The 91 Route will continue to provide service along Melrose Avenue near this area. 75/76 Route - 4 comments about service in the oarkine lot at Food Lion near Shenandoah and Peter's Creek • GRTC received 4 comments regarding curbside service to the Food Lion at the intersection of Shenandoah and Peter's Creek. • Comments were received about eliminating service through the Wilmont Park neighborhood. • GRTC met with Roanoke Fire Department about fire lane violations at the existing stop location. To help address concerns we are considering a new stop located adjacent to the parking lot on Shenandoah. BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING PROPOSED CHANGES TO GREATER ROANOKE TRANSIT COMPANY'S (GRTC) TRANSIT SERVICES TO MODIFY SERVICES FOR ROUTES 11/12, 15, 21/22, 25/26, 51/52, 65/66, 71/72, 75/76 AND 85/86. WHEREAS, at the Board's July 15, 2019, meeting, the GRTC General Manager recommended that the Board consider modifying the services for Routes 11/12, 15, 21/22, 25/26, 51/52, 65/66, 71/72, 75/76 and 85/86 in order to provide the most efficient and cost effective transit services for passengers needing to travel in the City of Roanoke, Virginia, as more fully set forth in the General Manager's report dated July 15, 2019, to this Board: WHEREAS, GRTC properly advertised such Route modifications, held a public hearing on April 18, 2019, in the Campbell Court Transfer Center, 2nd Floor Conference Room, 17 Campbell Avenue, S.W., Roanoke, Virginia, and received public comments on such Route modifications; and WHEREAS, the GRTC Board of Directors has considered the recommendation of the GRTC staff and the public comments on such Route modifications and finds that it is appropriate to approve and adopt such Route modifications, to take effect November 7, 2019. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: The Board of Directors hereby approves modifying the services for Routes 11/12, 15, 21/22, 25/26, 51/52, 65/66, 71/72, 75/76 and 85/86 in order to provide the most efficient and cost effective transit services for passengers needing to travel in the City of Roanoke, Virginia, all as set forth in the General Manager's report dated July 15, 2019. 2. The said Route modifications to take effect November 7, 2019. 1 The City Clerk is directed to certify a copy of this Resolution to the General Manager of GRTC. Date. ATTEST: 4t phanie M. Moon olds ecreta_ry R -GRTC Approval of Modifications to Routes (7.15.19) 2 9 Chris Banta, CPA, CFE Partner John Aldridge, CPA Partner ,A& ftlw�w *-In.. M� Roanoke, Virginia General Audit Plan FY 2019 Of 1) iz () t v \ E DWA R D S Transition to Brown, Edwards Roanoke practice of Cherry Bekaert acquired by Brown, Edwards, effective June 2019. Contract with GRTC and Cherry Bekaert has been assumed by Brown, Edwards' government practice which is based in Roanoke. • Certain efficiencies are gained during a merger vs. procurement. Ability of acquiring firm to obtain all prior audit workpapers vs. starting from scratch. o Consistency of key staff — Donald Deeds. % Bw )�N' `°, EDWARDS 3 Audit Plan Services to be performed by Brown, Edwards: We will perform a full scope audit of Greater Roanoke Transit Corporation ( "GRTC ")in accordance with auditing standards generally accepted in the United States of America, Governmental Auditing Standards issued by the Comptroller General of the United States; as applicable, Specifications of Audits of Authorities, Boards, and Commissions issued by the Auditor of Public Accounts of the Commonwealth of Virginia; and the Uniform Guidance (the Single Audit Act) issued by the United States Office of Management and Budget. a JIm »; , \'EDWARDS M TRANSIT EXPERIENCE Transit agency clients: • Greater Lynchburg Transit > 13 years • Greater Richmond Transit — Served by our Newport News office for last few years. Concurring reviewer in Roanoke. Blacksburg Transit > 15 years ii Harrisonburg Public Transportation > 15 years Multiple clients with NTD reporting and experience with auditor certifications. 111�.t A\ NEDWARDS , ,,J,,.;111 .. 11 ... f 5 Audit Objective The objective of our audit will be the expression of an opinion on the fairness with which the financial statements present the financial position and results of operations in conformity with: o Accounting principles generally accepted in the United States of America a HR()kv EDWARDS Audit Approach • Three phases: Planning o Interim Field Work ci Final Field Work EDWARDS Audit Approach - Continued ,% Planning • Will be performed at the commencement of the engagement and involves accumulation and evaluation of data relative to the economy and industry of the client. • We will meet with management to discuss the audit, unusual accounting problems, audit efficiency suggestions, and any new audit considerations or required disclosures. is EDWARDS Audit Approach - Continued ;t Planning - Continued During planning we will specifically: • Provide management with information requests • Meet with management to address unusual or new accounting/ auditing issues up front. • Identify significant audit areas. • Make a preliminary evaluation of internal controls, a preliminary assessment of risk, identify key audit areas, and determine levels of materiality. • Typically— May — June; This year June — July. FDWARDS y Audit Approach - Continued Interim Field Work o Will be performed on various dates previously coordinated with management. Will include: • Single audit compliance testing of major programs • Updating internal control documentation and appropriate testing of those controls. • Fraud inquiries. • Testing of journal entries and other walkthroughs. • Reading minutes. • Mix of onsite and remote testing. • Timing — July. a BROWN DWRRDS 10 Audit Approach - Continued Final Field Work The final phase of the audit is performed after the fiscal year has ended. c, Timing -Mid August. BRO WNEDWAxDS Audit Approach - Continued Final Field Work - Continued o During final field work we will: • Review and finalize financial statements and disclosures. • Analyze and audit significant year -end accounts • Update interim analytical review • Prepare final management letter accounts • Issue independent auditor's reports a BR(AVNEDWARDS 12 Significant Audit Areas This year we anticipate the significant audit areas to be as follows: • Capital assets • Grant revenues and receivables ii Federal compliance o Commitments and contingencies A EDWARDS 13 Significant Audit Areas - Continued New GASBs — W GASB 83 - Asset Retirement Obligations — Liabilities that arise associated with legal requirement to retire an asset. o GASB 88 — Additional debt disclosures. • Neither expected to have a significant effect on GRTC audit, however, we will evaluate through discussions with management. BRO WNEDWARDS IE Single Audit Testing _> Due to the lack of internal control weaknesses or significant findings in2017and 2018, GRTC qualifies as "low risk" auditee. We can now plan to test 20% of yourtotal federal awards. Based on prior year expenditure trends, we have performed a preliminary major program determination. BRO WNEDWARDS 1.5 Single Audit Testing - Continued Major programs selected for testing: o Assuming relatively stable amounts of expenditures ($4 - 5 million in total). Will test: • Federal Transit Cluster • Includes both operating and capital assistance • Will be well over 8o% of total expenditures. EDWARDS 16 0 BRO WNEI)WARI)S Schedule Timing Phase of Engagement Location June Risk Assessment, Planning Offsite Onsite July Interim Testing - Single Audit Onsite Compliance, Internal Control Evaluation. Onsite August Final Field Work - Substantiation of Balances Mix of onsite and offsite Review of draft financial September statements and communication of draft governance communications. Issuance of opinion on financial statements and final communications with September governance. Formal presentation of audit results with Audit Committee and Board. 17 Offsite Onsite Question s? We are looking forward to the opportunity to serve the GRTC. If you have any questions about our approach, our large governmental practice, or would like to contact your engagement partners at any time, we encourage two way communication. Contact information: Chris Banta, CPA, CFE — cbanta(&bec -Das.com; 540- 345 -0936 S MOWNEDWARDS . -,,,,ipo'O" ,, 18 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 11, 2019 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, September 16 2019 at 1:00 .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 Reynold Secretary pc: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro L:\ CLERK\ DATA \smmoon \GRTC.19 \September \September 16, 2019 Meeting Notice.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 16, 2019 1:00 P.M. CITY COUNCIL'S CONFERENCE ROOM ROOM 451 AGENDA 1. Call to Order -- Roll Call. All present. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, July 15, 2019. Without objection, Minutes were dispensed with and approved. 3. Reports of Officers: a. General Manager: At this point, Vice - President entered the meeting (1:02 p.m.) 1. Management Update: • Planning and Special Projects o VMGO Mobile App o Minor Route Modifications o Try Transit Week o GRTC YTD Ridership Received and filed. 2. Fiscal Year 2018 - 2019 Financial Report (Unaudited). Received and filed. 3. Approval of the execution of First Reinstated Agreement for the Exchange of Real Estate between the City of Roanoke, Virginia and Greater Roanoke Transit Company in connection with a new transportation center; and authorization for the GRTC Stockholder to approve, ratify, and authorize disposition of Campbell Court, as set forth in the proposed Reinstated Agreement. Adopted Resolution. (7 -0) 4. Authorization to donate a retired heavy -duty transit bus to the Roanoke City Fire /EMS Department. Adopted Resolution. (7 -0) K: \GRTC - Valley Metro \GRTC - Action Agenda \September 16, 2019.doc 5. Request for the GRTC Board of Directors to convene in a Closed Meeting to discuss the appointment of members to the Transit Passenger Advisory Committee, pursuant to Section 2.2 -3711 (A)(1), Code of Virginia (1950), as amended. Concurred in the request. 4. Other Business: President Bestpitch informed the Board former Director Curtis Mills, his wife, and son were involved in an automobile accident. Their only son tragically passed away. 5. Next Meeting: Monday, November 18, 2019, in the EOC Conference Room, at 1:00 p.m., in the EOC Conference Room. 6. Recessed at 1:32 p.m. for Closed Meeting. 7. Reconvened at 1:46 p.m. Certification of Closed Meeting. (7 -0) The following nominees were appointed as members of the Transit Passenger Advisory Committee. City of Roanoke Monique Bishop Sean McGinnis Hope Trachtenberg -Fifer Laura Hartman Business Community Christopher Andrews RVARC Rachel Ruhlen City of Salem To be determined Town of Vinton To be determined STAR/Disabled Stephen Grammer 8. Adjourned at 1:51 p.m. K: \GRTC - Valley Metro \GRTC - Action Agenda \September 16, 2019.doc W=1140V Aw� Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update September 16, 2019 Planning and Special Projects VMGO Mobile App Valley Metro is pleased to introduce its new Real -time Transit Passenger Information (RTPI) service VMGO. Valley Metro's VMGO RTPI service will be launched in two distinct phases — Phase I will provide real -time transit information for the Smart Way, Smart Way Express, and Star Line Trolley (Go live date of September 23rd 2019), Phase II will provide real -time transit information for all Valley Metro services (Go live date of Summer 2021). VMGO will provide real -time bus stop departure times via a smartphone, personal computer, and by calling a dedicated landline phone number. The VMGO app for smartphone users can be downloaded at the Google Play store for Android users and App Store (iOS) for Apple users. Digital LED displays with transit bus stop information will be installed at higher volume bus stops. Minor Route Modifications Minor Route Modifications as approved Information regarding the Directors on July 15, modifications ands associated aped start date revenue service on October 10, 2019. will be placed on all Valley Metro buses, facilities, and social media outlets Try Transit Week Try Transit Week is September 16 -20, and during this time, Valley Metro in partnership with Ride Solutions & VDRPT will promote and educate the public about transit. Virginians can pledge to try transit by taking the "try transit pledge at trytransitweek.org and be automatically entered into the statewide drawing for some great prizes, courtesy of DRPT. Ride Solutions will be offering the local prize this year. To encourage people to take the try transit pledge, free ride vouchers will be available to download via the Ride Solutions website. In 2018, 12 vouchers were redeemed. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GRTC YTD Ridership Below is the GRTC Ridership YTD as of June 2019 Valley Metro Fixed Route Ridership Report S.T.A.R Ridership Chart 180,000 8'000 160,000 7,000 140,000 6,000 120,000 5,000 ■ FY 19 100.,000 ■ FY 19 4,000 ■ FY 18 80,000 ■ FY 18 3,000 60,000 2.000 40,000 1,000 20,000 11 1111111 1111111111 11111111111111111 0 0 Ju! Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun lui Aug Se Pt Oct Nov Dec jar. Feb Mar Apr May 11111 Smart Way Ridership Chart Star Line Trolley Ridership Chart 12,WO 5,000 4,500 10,000 4,001 3,500 8,000 3,000 ■ FY 19 ■ FY 19 6,000 2,500 0 F 18 ■ FY 18 2,000 4,000 1,500 1,000 2,000 500 111111111 1 111111111111 0 0 Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jul Jul Aug Sept Clot Nov Dec Jan Feb Mar Apr May Sun Smart Way Express 2500 1992 2000 1709 1713 1624 1621 1584 1406 1500 1049 a FY 19 974 872 loco 768 595 500 I u 1ul Aug Sept Oct Nov Dec Jan Fet, Mat Apr May June �ssrsks- a„rt4�,:+a„ ' �tsea',maw�sarvdes° Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.corn RespectfuIIYI rGbmitted, L. Price ral Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor ..%? h; 3?. dv::• fJ{' k''f» nYS #a'v.}G".�G':o-�MwCU.rmw... 5i.' iii.? 5€K'+X'uM:Y.H`kti'XEY#tyfi%iP?1!: ... �^f�°+'CRC+��ws•�"a'€^✓ eke=$ �" �^. ±•^ '�''�'`.�S$fX'L`.M^Wa"3v`:+.' :< :5.. ...d . kr`_::r' ". Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro . com Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia September 16, 2019 William D. Bestpitch, President and Members of the Board of Directors Dear President Bestpitch and Members of the Board: Subject: Greater Roanoke Transit Company Fiscal Year 2019 Financial Report (Unaudited) The attached report provides Fiscal Year 2018 — 2019 unaudited financial performance information for the Greater Roanoke Transit Company (GRTC). This report is for the twelve months ending June 30, 2019. GRTC experienced net loss of $217,276, a decrease of $177,127 from FY 2017 — 2018. The unrestricted retained earnings total $453,402 at the end of the fiscal year. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 7.1% compared to the same period last year, but is 4.4% below the established budget. Significant factors impacting revenue performance include: • Fare revenue decreased 2.5% compared to FY 2018, and performed 17.1% below the established budget. • Other revenue (advertising, building rental, parking, etc.) decreased 8.1% and is 9.3% below the established budget. Campbell Court parking revenue decreased 33.5% compared to FY 18. • Operating assistance increased 10.1% compared to FY 18 and is within 1% of the established budget. Federal and state assistance increased 8.7% compared to the prior year and is within 1% of the established budget. Greater Roanoke Transit Company 'J # ` (j ` ? Z vs.v y � >.rc 1,cj € 14 t 82 'LHM William D. Bestpitch, President and Members of the Board of Directors GRTC Financials September 16, 2019 Page 2 Expenses Total expenses increased 8.9% over the same period last year and are 2.4% below the established budget. Significant factors impacting expenditure performance include: • Labor and fringe benefit expenses increased 4.4% and are 2.1% below the established budget. • Services expense increased 6.4% but is 10.1% below the established budget. • Materials and supplies expense increased 34.6% and are 10.5% below the established budget. • Insurance expense for the vehicles and buildings increased less than 1% compared to last year and is 9.9% below budget. • Miscellaneous expense, which includes the cost of para- transit service, increased approximately 11% and is 10.4% above the established budget. RespectfullyAbmitted, z(vin L. Price eneral 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 Twelve Months Ending June 30, 2019 Net Income (loss) ($217,275.97) ($40,149.06) FY FY FY 19 2019 2018 BUDGET % OF FY 19 June June TOTAL BUDGET OPERATING INCOME Operating Revenue $1,860,686.27 $1,908,444.73 $2,244,672.00 82.89% Non - Transportation Revenues 249,445.77 271,559.50 275,104.00 90.67% Total Income $2,110,132.04 $2,180,004.23 $2,519,776.00 83.74% OPERATING EXPENSES Labor - Hourly & Salary $4,029,050.66 $3,702,581.96 $4,026,941.00 100.05% Fringe Benefits 1,892,892.74 1,971,277.77 2,024,441.00 93.50% Services 680,573.33 639,761.97 756,771.00 89.93% Materials & Supplies 1,436,544.68 1,067,083.69 1,605,660.00 89.47% Utilities 224,589.32 224,574.70 261,469.00 85.90% Insurance Costs 242,719.15 242,520.92 269,306.00 90.13% Miscellaneous Expenses 1,943,544.37 1,751,243.71 1,760,239.00 110.41% Total Expenses $10,449,914.25 $9,599,044.72 $10,704,827.00 97.62% Net Loss ($8,339,782.21) ($7,419,040.49) ($8,185,051.00) 101.89% Local Grants $2,694,807.87 $2,385,153.43 $2,739,019.00 98.39% State Grants 2,125,700.00 1,947,093.00 2,126,805.00 99.95% Federal Grants 3,301,998.37 3,046,645.00 3,319,227.00 99.48% Total Subsidies $8,122,506.24 $7,378,891.43 $8,185,051.00 99.24% Net Income (loss) ($217,275.97) ($40,149.06) GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 6/30/2019 6/30/2018 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 126,485.54 $ 925,242.47 -86% ACCOUNTS RECEIVABLE $ 3,911,646.22 $ 954,178.89 310% INVENTORY $ 499,005.33 $ 464,438.50 7% FIXED ASSETS FIXED ASSETS $ 35,430,975.39 $ 34,877,802.48 2% ACCUMULATED DEPRECIATION $ (21,544,941.67) $ (24,275,841.59) -11% NET FIXED ASSETS $ 13,886,033.72 $ 10,601,960.89 31% PREPAYMENTS $ 23,512.34 $ 47,819.81 -51% TOTAL ASSETS $ 18,446,683.15 $ 12,993,640.56 42% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 2,644,006.18 $ 554,579.69 377% PAYROLL LIABILITIES $ 424,461.92 $ 369,373.12 15% OTHER LIABILITIES $ 1,038,779.14 $ 568,864.36 83% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,621,913.10 $ 3,838,567.60 -6% DEPRECIATION EXPENSE $ (1,717,997.51) $ (1,709,826.69) 0% RETAINED EARNINGS $ 7,878,905.29 $ 7,135,995.54 10% CAPITAL CONTRIBUTIONS $ 4,773,886.00 $ 2,276,231.00 110% NET INCOME (LOSS) $ (217,275.97) $ (40,149.06) 441% TOTAL CAPITAL $ 14,339,435.91 $ 11,500,823.39 25% TOTAL LIABILITIES & CAPITAL $ 18,446,683.15 $ 12,993,640.56 42% Greater Roanoke Transit Company Board of Directors Meeting September 16, 2019 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: Closed Meeting Report This is to request a Closed Meeting to discuss the appointment of members to the Transit Passenger Advisory Committee, pursuant to Section 2.2- 3711(A)(1), Code of Virginia (1950), as amended. Resp KevinZPrice, General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com W=1140v, 'Aa� Greater Roanoke Transit Company Board of Directors Meeting September 16, 2019 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: Authorization to Donate Transit Bus — Roanoke City Fire Department Background In accordance with Chapter IV, Project Management, Section 3f, Useful Life of Project Property, (1) (a) -(h) and (2)(a)11 of Federal Transit Administration (FTA) Circular 5010.1E, GRTC has retired fifteen (15) heavy duty transit buses in its fixed route service fleet. Each vehicle, model years 2004 and 2006, has met PTA's useful life criterion, having either operated in revenue service for more than 500,000 miles or twelve (12) years. Using industry comparable vehicle standards, each of the fifteen (15) vehicles have an assessed current market value of $4,183. In accordance with FTA Circular 5010.1E governing the disposition of vehicles with a current market value less than $5,000, grantees may dispose of vehicles in a manner consistent with its local policy. "Because there is no Federal interest in any unit of grant assisted property with a FMV [Fair Market Value] of $5,000 or less, the grantee may do what it wishes with that property, including removing parts as it sees fit" (Circular 5010.1E, Chapter IV, Project Management, Section 3 Revised: July 2018).. The Roanoke City Fire Department has requested that GRTC donate one of its retiring buses to be used for training purposes and other departmental needs. GRTC wishes to donate one of the fifteen (15) aforementioned heavy duty transit buses. GRTC received concurrence on its disposition of the aforementioned fifteen (15) heavy duty transit buses, inclusive of the proposed donation of one bus to the Roanoke City Fire Department, on August 1, 2019 Recommendation Recommend that GRTC donate one heavy duty transit bus slated for retirement which, in accordance with Federal Transit Administration regulation, has reached the end of its useful life, to the Roanoke City Fire Department. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Cc Manager Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING GREATER ROANOKE TRANSIT COMPANY'S GENERAL MANAGER TO DONATE A RETIRED HEAVY DUTY TRANSIT BUS, IN COMPLIANCE WITH FEDERAL TRANSIT ADMINISTRATION (FTA) CIRCULAR 5010.1E; AND AUTHORIZING THE VICE PRESIDENT OF OPERATIONS AND GENERAL MANAGER TO TAKE SUCH FNECESSARYTTOO IMPLEMENTUADMIN ADMINISTER, DOCUMENTS, AS MAY B AND ENFORCE SUCH DONATION. WHEREAS, Greater Roanoke Transit Company (GRTC) has retired 15 heavy duty transit buses that have reached the end of its useful life, as defined in Federal Transit Administration (FTA) Circular 5010.1E, by exceeding 12 years and 500,000 miles of revenue service; WHEREAS, using industry comparable vehicle standards, each vehicle has an assessed current market value of $4,183; WHEREAS, in accordance with FTA Circular 5010.1E governing the disposition of vehicles with a current market value less than $5,000, GRTC may dispose of vehicles in a manner consistent with its local policy; and WHEREAS, the Roanoke City Fire Department, in Roanoke, Virginia, has requested that GRTC donate to it one of the retired heavy duty transit buses. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. GRTC's General Manager is authorized, for and on behalf of GRTC to take such actions to donate a retired heavy duty transit bus to the Roanoke City Fire Department, referred to in the General Manager's report dated September 16, 2019, to this Board. 2. The Vice President of Operations and General Manager are further authorized to take such further actions and execute such further documents, as may be necessary to implement, 1 administer, and enforce such donation, with any such documents to be in a form approved by general counsel. ATTEST: Date „� a`O�q * rh, C)O�r'1 0 LI.,u, S hame M. Moon Re of s ecretary i0*6*r1M Greater Roanoke Transit Company Board of Directors Meeting Action Item September 16, 2019 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Authorize First Reinstated Agreement for the Exchange of Real Estate between the City of Roanoke, Virginia and Greater Roanoke Transit Company Background The City and Greater Roanoke Transit Company (GRTC) entered into an Agreement for the Exchange of Real Estate dated January 23, 2019, as amended (Original Agreement) following authorization by City Council through the adoption of Ordinance No. 41371 - 012219. The Original Agreement authorized the sale and conveyance of four parcels of real property, collectively referred to as the GRTC Relocation Parcels, and described as (i) 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010113; and 325 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010115, currently owned by Brandon, Woody and Booker, LLC; and (ii) 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010121; and 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010122, currently owned by The Brandon Company, Incorporated; from the City to GRTC, in accordance with the Original Agreement, in exchange for the transfer of certain real property located in the City of Roanoke, Virginia, at 29 Campbell Avenue S.W., and 30 Salem Avenue S.W., commonly known as Campbell Court and owned by GRTC, from GRTC to the City. An express condition precedent to the Original Agreement was the acquisition of the GRTC Relocation Parcels by the City, pursuant to the terms of the Agreement for the Purchase and Sale of Real Estate between the City, Brandon, Woody and Booker, LLC, and The Brandon Company, Incorporated, dated January 23, 2019 (GRTC Relocation Parcels Agreement). In addition, the transaction contemplated under the Original Agreement under which GRTC would transfer Campbell Court to the City was subject to the approval of the United States Department of Transportation, Federal Transit Administration (FTA) by August 30, 2019. The Original Agreement inadvertently expired by August 30, 2019, before the City and GRTC could complete their obligations under the Original Agreement or extend the term of the Original Agreement. Notwithstanding the expiration of the Original Agreement, the City and GRTC have continued to perform Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com their obligations under the terms of the Original Agreement as if it were in full force and effect. The City and GRTC propose to enter into the First Reinstated Agreement for the Exchange of Real Estate (Reinstated Agreement) under which the City, after it acquires the GRTC Relocation Parcels from Brandon, Woody and Booker, LLC and The Brandon Company, Incorporated, under the GRTC Relocation Parcels Agreement, subject to the terms and conditions of the Reinstated Agreement, would transfer the GRTC Relocation Parcels to GRTC in exchange for the transfer of Campbell Court by GRTC to the City, subject to the terms and conditions of the Reinstated Agreement. The proposed Reinstated Agreement establishes new dates for completion of due diligence and satisfaction of other contingencies. The other terms and conditions contained in the Original Agreement are reinstated in the Reinstated Agreement. The proposed First Reinstated Agreement for the Exchange of Real Estate between the City of Roanoke, Virginia and Greater Roanoke Transit Company is under consideration by the City Council as stockholder of GRTC at a Special Meeting scheduled for September 16, 2019 at 6:30 p.m. The proposed First Reinstated Agreement for the Exchange of Real Estate between the City of Roanoke, Virginia and Greater Roanoke Transit Company is under consideration by City Council following a public hearing scheduled for September 16, 2019 at 7:00 p.m. or as soon thereafter as the matter may be heard. Recommendation Find and determine that the Reinstated Agreement is in the best interests of GRTC and its stockholder in providing GRTC with a new transportation center and allows GRTC to dispose of Campbell Court for uses other than bus transportation services, and approve the execution, delivery and performance, by GRTC, of the Reinstated Agreement. Authorize the President and General Manager to execute the proposed Reinstated Agreement with the City, substantially similar in form to the proposed agreement attached to this report, which proposed agreement includes the transfer of Campbell Court from GRTC to the City and the transfer of the GRTC Relocation Parcels from the City to GRTC. Such Reinstated Agreement shall be in a form approved by the City Attorney. Authorize the President and the General Manager to execute such further documents, including a Special Warranty Deed of Conveyance from GRTC transferring Campbell Court to the City in accordance with the terms of the proposed Reinstated Agreement, and take such further actions as may be necessary to implement, administer, and enforce the proposed Reinstated Agreement, and complete the sale and transfer of Campbell Court to the City. Authorize the President and the General Manager to execute such further documents, including the acceptance of a Special Warranty Deed of Conveyance from the City for the sale and transfer of the GRTC Relocation Parcels to GRTC in accordance with the terms of the proposed Reinstated Agreement, and take such further actions as may be necessary to implement, administer, and enforce the proposed Reinstated Agreement, and complete the acquisition of the GRTC Relocation Parcels by GRTC. Recommend to the GRTC Stockholder that the GRTC Stockholder approve, ratify, and authorize the disposition of Campbell Court as set forth in the proposed Reinstated Agreement, the acquisition of the GRTC Relocation Parcels as set forth in the proposed Reinstated Agreement, and approve GRTC entering into the proposed Reinstated Agreement, for the sale of Campbell Court to the City and the acquisition of the GRTC Relocation Parcels by GRTC and to take all steps necessary to effectuate the transactions Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com contemplated in the proposed Reinstated Agreement, including, without limitation, the sale and exchange of Campbell Court to the City by Special Warranty Deed and the acquisition of the GRTC Relocation Parcels by GRTC pursuant to a Special Warranty Deed from the City. EI Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com FIRST REINSTATED AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY OF ROANOKE, VIRGINIA AND GREATER ROANOKE TRANSIT COMPANY THIS FIRST REINSTATED AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY OF ROANOKE, VIRGINIA AND GREATER ROANOKE TRANSIT COMPANY ( "Agreement ") is made this 17th day of September, 2019, by and between the CITY OF ROANOKE, VIRGINIA, a Virginia municipal corporation ( "City "), and GREATER ROANOKE TRANSIT COMPANY, a Virginia corporation ( "GRTC "). RECITALS A. The City and GRTC entered into an Agreement for the Exchange of Real Estate dated January 23, 2019, and as amended by one amendment ( "Original Agreement ") under which Original Agreement (i) GRTC agreed to sell, and the City agreed to purchase Campbell Court, all as in accordance with the terms and conditions of the Original Agreement; and (ii) the City agreed to sell, and GRTC agreed to purchase the GRTC Relocation Parcels, all as in accordance with the terms and conditions of the Original Agreement. B. The City and GRTC have been proceeding with their respective due diligence and inspections, and seeking to obtain the FTA Approvals. C. The City and GRTC agreed, pursuant to Amendment No. 1, to extend the City and GRTC Inspection Period to August 30, 2019, due to additional due diligence review required by both Parties. D. Pursuant to the terms of the Original Agreement, the Original Agreement inadvertently terminated on August 30, 2019. E. After August 30, 2019, the Parties continued to perform their obligations in a way which is consistent with the terms of the Original Agreement. F. Due to the unintentional and inadvertent, technical termination of the Original Agreement, the Parties agree that the Original Agreement is deemed to have continued uninterrupted from August 30, 2019 up and until the Effective Date of this Agreement. G. The Parties agree that they intend to take on the same obligations as to the events that occurred from August 30, 2019 up and until the Effective Date of this Agreement that they would have had if the Original Agreement had still been in effect. H. Due to additional due diligence review required by both Parties and additional time required to seek and obtain the FTA Approvals, the Parties desire to extend the City Inspection Period and the GRTC Inspection Period. I. The City and GRTC desire to reinstate, reaffirm, and replace the Original Agreement with the terms and conditions of this Agreement. J. GRTC is the owner of thirteen (13) parcels of real property, together with buildings and improvements thereon, situated in Roanoke, Virginia, known as Campbell Court, and being more particularly described in Exhibit A attached hereto and made a part hereof ( "Campbell Court"). K. GRTC, a corporation in which the City is the sole stockholder, provides bus transportation services to the public throughout the areas of the City of Roanoke, the City of Salem, and the Town of Vinton. Campbell Court serves as the central bus transit facility for all such bus transportation services. L. GRTC is interested and desires in relocating its central bus transit facility from Campbell Court. M. The City is interested in acquiring Campbell Court for future potential development as proposed in an agreement between the City and Hist:Re Partners, LLC, a Virginia limited liability company ( "Developer "), as more particularly described in an Agreement dated September 17, 2019, ( "City and Developer Exchange Agreement "), or other development opportunities if the transactions contemplated by the City and Developer Exchange Agreement are not consummated. N. GRTC is willing to sell Campbell Court and relocate its central bus transit facility within the City of Roanoke provided the transaction does not disrupt the daily bus transit operations of GRTC. O. The City has entered into an agreement with the GRTC Relocation Parcels Owners of four (4) parcels of real property, together with improvements thereon, situated in Roanoke, Virginia and more particularly described in Exhibit B attached hereto and made a part hereof, ( "GRTC Relocation Parcels "), to acquire the GRTC Relocation Parcels for the purposes of relocating GRTC's central bus transit facility from Campbell Court. P. The City proposes to acquire the GRTC Relocation Parcels; and either (1) allow GRTC to construct a Temporary Transit Facility at the GRTC Relocation Parcels; and, upon completion of the Temporary Transit Facility, transfer and exchange all of the City's rights, title, and interest in the GRTC Relocation Parcels to GRTC in exchange for the transfer and exchange of all of GRTC's rights, title and interest in Campbell Court; or (2) allow GRTC to construct the Permanent Transit Facility at the GRTC Relocation Parcels and, upon completion of the Permanent Transit Facility, transfer and exchange all of the City's rights, title, and interest in the GRTC Relocation Parcels to GRTC in exchange of all of GRTC's rights, title, and interest in Campbell Court. Q. Subject to the terms and conditions of this Agreement, (i) the City is willing to sell, convey, and transfer all of the City's rights, title, and interest in the GRTC Relocation Parcels to GRTC, (ii) GRTC is willing to acquire the GRTC Relocation Parcels from the City, (iii) GRTC is willing to sell, convey, and transfer all of GRTC's rights, title, and interest in 2 Campbell Court to the City, and (iv) the City is willing to acquire the Campbell Court from GRTC. R. The City and GRTC agree to set forth their agreements and understandings in accordance with this Agreement. THEREFORE, based upon the mutual covenants, agreements, and understandings set forth in this Agreement, including the Recitals set forth above and which Recitals are incorporated herein and constitute a material part of this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which the Parties acknowledge, the City and GRTC hereby agree to reinstate, reaffirm, and replace the Original Agreement, with the terms and conditions of this Agreement, as follows: ARTICLE I DEFINITIONS All capitalized terms, not otherwise defined in this Agreement, shall have the following meanings: 1.1 Agreement shall mean this Agreement for the Exchange of Real Estate between the City of Roanoke, Virginia and Greater Roanoke Transit Company. 1.2 Applicable Law shall mean all federal, state, and local laws, rules, regulations, or ordinances that affect or otherwise apply to the transactions contemplated by this Agreement. 1.3 Approvals shall mean all licenses, permits, and other approvals under Applicable Law required or deemed necessary to develop, construct, operate, and maintain the Temporary Transit Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement. 1.4 Business Days shall mean a Day or Days other than a Saturday, Sunday, or a holiday established under the laws of the United States of America or the Commonwealth of Virginia. 1.5 Campbell Court shall mean those certain parcels of real estate together with buildings and improvements thereon, owned by GRTC, and more particularly described in Exhibit A attached hereto and made a part hereof. 1.6 Campbell Court Deed shall mean the special warranty deed from GRTC to the City conveying title of Campbell Court to the City. 1.7 Campbell Court Purchase Price shall mean the execution, delivery, acceptance and recording of the GRTC Relocation Parcels Deed to effectuate the transfer of the GRTC Relocation Parcels by the City to GRTC. 1.8 Certificate of Occupancy shall mean the permanent certificate issued by the City of Roanoke's Department of Planning, Building and Development which 3 authorizes GRTC to use, occupy, and operate the Temporary Transit Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement, at the GRTC Relocation Parcels. 1.9 City shall mean the City of Roanoke, Virginia, a Virginia municipal corporation. 1.10 City and Developer Exchange Agreement shall mean the agreement between the City and Developer dated September 17, 2019, under which agreement the City would sell and transfer all of the City's rights, title, and interest in Campbell Court to Developer; and Developer would sell and transfer all of Developer's rights, title, and interest in the Future Rail Station Parcels to the City. 1.11 City's Approval Period shall mean the period beginning after the expiration of the City's Inspection Period and until March 31, 2020. 1.12 City's Inspection Period shall mean the period after the Effective Date and until December 31, 2019. 1.13 City Manager shall mean the person appointed by the Roanoke City Council as City Manager or the person designated by City Manager to act on behalf of the City Manager. 1.14 Closing shall mean the date on which the transactions contemplated by this Agreement for (i) the transfer of Campbell Court to the City, and (ii) the transfer of the GRTC Relocation Parcels to GRTC. 1.15 Days or Days shall mean a calendar day beginning and ending at the prevailing time in Roanoke, Virginia. 1.16 Developer shall mean Hist:Re Partners, LLC, a Virginia limited liability company. 1.17 Effective Date shall mean the date set forth at the beginning of this Agreement. 1.18 Future Rail Station Facility shall mean the facility to be improved by the City located on the Future Rail Station Parcels and at which facility services for passengers of rail transportation will be provided. 1.19 Future Rail Station Parcels shall mean those parcels of real property, together with improvements thereon, situated in Roanoke, Virginia, and more particularly described in Exhibit C attached hereto and made a part hereof. 1.20 Future Rail Station Parcels Owner shall mean T -W Properties, a Virginia partnership. 1.21 Government Entity shall mean any federal, state, or local governmental body, agency, board or commission. 1.22 GRTC shall mean Greater Roanoke Transit Company, a Virginia corporation. 4 1.23 GRTC Relocation Expenses Payment shall mean the sum of Five Hundred Thousand Dollars ($500,000.00) to be paid by Developer to the City in accordance with Section 3.2 of the City and Developer Exchange Agreement. 1.24 GRTC Relocation Parcels shall mean those parcels of real property, together with improvements thereon, described in Exhibit B attached hereto and made a part hereof. 1.25 GRTC Relocation Parcels Agreement shall mean that agreement by and among the City and the GRTC Relocation Parcels Owners dated January 23, 2019, under which the City will purchase and acquire all rights, title, and interests of the GRTC Relocation Parcels Owners in the GRTC Relocation Parcels. 1.26 GRTC Relocation Parcels Closing Date shall mean the date on which the City acquires the GRTC Relocation Parcels pursuant to the terms of the GRTC Relocation Parcels Agreement which date shall be no later than September 30, 2019, unless otherwise extended under the terms of that agreement. 1.27 GRTC Relocation Parcels Deed shall mean the special warranty deed from the City to GRTC conveying title of the GRTC Relocation Parcels to GRTC. 1.28 GRTC Relocation Parcels Owners shall mean the owners of the GRTC Relocation Parcels identified in Exhibit B attached hereto and made a part hereof. 1.29 GRTC's Approval Period shall mean the period beginning after the expiration of GRTC's Inspection Period and until March 31, 2020. 1.30 GRTC's Construction Right of Entry Agreement shall mean the agreement between the City and GRTC under which agreement the City grants to GRTC and its employees, contractors, and subcontractors, the rights to enter onto the GRTC Relocation Parcels and construct either (i) the Temporary Transit Facility, or (ii) the Permanent Transit Facility; as provided in Sections 4.2 and 4.3 of this Agreement. 1.31 GRTC's Inspection Period shall mean the period after the Effective Date and until December 31, 2019. 1.32 Parties shall mean the City and GRTC. 1.33 Party shall mean either the City or GRTC. 1.34 Permanent Transit Facility shall mean the permanent central bus transit facility to be constructed by GRTC at the GRTC Relocation Parcels in accordance with this Agreement. 1.35 Temporary Transit Facility shall mean the temporary central bus transit facility to be constructed by GRTC at the GRTC Relocation Parcels in accordance with this Agreement. 5 1.36 Title Company shall mean Fidelity National Title Insurance Company or any nationally recognized title insurance company (i) acceptable to the City with respect to Campbell Court; or (ii) acceptable to GRTC with respect to GRTC Relocation Parcels, ARTICLE II PRELIMINARY STATEMENT 2.1 GRTC desires to relocate its central bus transit facility from Campbell Court. The City desires to establish a Future Rail Station Facility in the area of Downtown Roanoke, proximate to the existing platform for passenger rail service within Roanoke. In furtherance of these desires, the City has entered into the following transactions: 2. 1.1 GRTC Relocation Parcels Agreement Under the terms of the GRTC Relocation Parcels Agreement, the City proposes to acquire the GRTC Relocation Parcels by the GRTC Relocation Parcels Closing Date. The transactions contemplated in the GRTC Relocation Parcels Agreement are subject to certain conditions, including FTA Approval. Under the terms of the GRTC Relocation Parcels Agreement, the City may waive the requirement of FTA Approvals and acquire the GRTC Relocation Parcels for uses other than as a Temporary Transit Facility or a Permanent Transit Facility. 2.1.2 City and Developer Exchange Agreement Under the terms of the City and Developer Exchange Agreement, the City proposes to transfer all of its rights, title, and interests in Campbell Court acquired by the City under this Agreement with Developer in exchange for the transfer of all of Developer's rights, title, and interest in the Future Rail Station Parcels. The transactions contemplated under the City and Developer Exchange Agreement are anticipated to close after the dates on which (i) the elections of the City and Developer to proceed with the transactions after completion of their respective inspections under the City and Developer Exchange Agreement are made; and (ii) closing of this Agreement under Section 12.1 hereof. 2.2 GRTC and the City intend to seek FTA Approvals for the relocation of the central bus transit operations from Campbell Court to the GRTC Relocation Parcels and, upon receipt of FTA Approvals, and satisfaction of all other applicable conditions and terms of this Agreement, the City and GRTC intend to execute GRTC's Construction Right of Entry Agreement to allow GRTC to construct the Permanent Transit Facility at the GRTC Relocation Parcels prior to Closing, in Z the event that the City and Developer Exchange Agreement is terminated for any reason. 2.3 The City and GRTC agree to cooperate with each other in facilitating their mutual intents and objections as expressed and set forth in this Agreement. ARTICLE III PURCHASE AND SALE 3.1 Subject to the terms and conditions of this Agreement, GRTC agrees to sell, and the City agrees to purchase Campbell Court in its "as is" condition. 3.2 Subject to the terms and conditions of this Agreement, the City agrees to sell, and GRTC agrees to purchase the GRTC Relocation Parcels in their "as is" condition. ARTICLE IV RELOCATION OF GRTC OPERATIONS 4.1 Relocation of GRTC Operations. Under the terms of the City and Developer Exchange Agreement, Developer requires that the GRTC central bus transit operations be relocated from Campbell Court prior to the closing set forth in such agreement. As set forth in the Recitals and Article II of this Agreement, GRTC also desires to relocate its central bus transit facilities from Campbell Court. In either event, such relocation requires (i) the approval of the United States Department of Transportation, Federal Transit Administration (FTA); (ii) the acquisition of the GRTC Relocation Parcels by the City; and (iii) either the construction of the Temporary Transit Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement. GRTC and the City shall diligently pursue approval of FTA and acquisition of GRTC Relocation Parcels from the GRTC Relocation Parcels Owners. In the event that (i) FTA fails to provide the FTA Approvals as described and defined in Article VI, or (ii) the City is unable to acquire the GRTC Relocation Parcels by the GRTC Relocations Parcels Closing Date, the City or GRTC can elect to terminate this Agreement by giving notice to the other Party in writing. In such case, this Agreement shall thereupon be terminated and of no further force and effect, unless the Parties mutually agree to modify this Agreement to address any such issue(s). 4.2 In the event that (i) Developer and the City elect to proceed with the City and Developer Exchange Agreement following completion of their respective inspections and due diligence; (ii) the Parties receive the FTA Approvals; (iii) Developer pays the GRTC Relocation Expenses Payment to the City; and (iv) the City acquires the GRTC Relocation Parcels, the City shall make available to GRTC the GRTC Relocation Expense Payment for use in the construction of the Temporary Transit Facility and the relocation of GRTC's central bus transit 7 operations from Campbell Court to the Temporary Transit Facility. The City and GRTC shall enter into GRTC's Construction Right of Entry Agreement for the purpose of constructing the Temporary Transit Facility. GRTC shall procure construction services in accordance with Applicable Law and commence construction of the Temporary Transit Facility. 4.3 In the event that (i) Developer or the City elects to terminate the City and Developer Exchange Agreement as a result of their respective inspections, and pursuant to such agreement, Developer is not obligated to provide the GRTC Relocation Expense Payment to the City; (ii) the FTA Approvals are received; and (iii) the City acquires the GRTC Relocation Parcels, the City and GRTC shall enter into GRTC's Construction Right of Entry Agreement for the purpose of constructing the Permanent Transit Facility. GRTC shall procure construction services in accordance with Applicable Law and commence construction of the Permanent Transit Facility. ARTICLE V RIGHT OF ENTRY AND INSPECTION PERIODS PRIOR TO CLOSING 5.1 City's Right of Inspection 5.1.1 The City shall complete the City's due diligence review of Campbell Court during the City Inspection Period. Should the City determine during the City Inspection Period that it is not satisfied with Campbell Court or any characteristics thereof for any reason whatsoever, in the City's sole and absolute discretion, the City may terminate this Agreement by notifying GRTC in writing as soon as possible, but no later than five (5) Days after the end of the City's Inspection Period, of the City's decision to terminate this Agreement. In such case, this Agreement shall thereupon be terminated and of no further force and effect, unless the Parties mutually agree to modify this Agreement to address any such issue(s). The City shall provide GRTC with its objections to the title of Campbell Court, including without limitation, any easement, encumbrances, or restrictions of record (including all matters shown on the plat that depicts Campbell Court), within five (5) Days after the end of the City's Inspection Period. 5.1.2 In connection with the City's due diligence review referenced above, GRTC hereby grants to the City, its officers, agents, employees, contractors, subcontractors, licensees, designees, representatives, and consultants, a revocable right to enter Campbell Court, at any time during the City's Inspection Period, on not less than two (2) working days prior written notice to GRTC, in order to survey, make test borings, and carry out such other examinations, exploratory work, or settings as may be necessary to complete Phase I and Phase II Environmental Assessments, or geotechnical assessments, or nondestructive engineering evaluations of Campbell Court, to otherwise perform the City's due diligence with respect to Campbell Court, and to store the City's property and equipment, on the following terms and conditions: 5.1.2.1 If the City exceeds its rights granted under Section 5.1 or fails to obtain and maintain the insurance required by Section 5.1, GRTC may immediately revoke its right of entry. 5.1.2.2 The City, to the extent permitted by law, agrees to be responsible for any and all damages resulting from the activity or activities of the City, its officers, agents, employees, contractors, subcontractors, licensees, designees, representatives and consultants, on Campbell Court in the exercise of the rights granted under this Section 5.1. The City shall, at its sole cost, promptly and fully restore any land disturbed by the exercise of the rights under this Section 5.1 to a condition equal to that existing immediately prior to entry on Campbell Court if the City does not purchase Campbell Court. 5.1.2.3 The City shall require each of its contractors ( "City Contractors ") to indemnify and defend GRTC and the City from any loss, damage, or claim arising out of the City's access to Campbell Court pursuant to this Section 5.1 for the purpose of making tests, inspections, studies, and other investigations. The indemnity obligations of the City Contractors hereunder are conditioned on GRTC (i) promptly notifying the City and the City Contractors in writing of any claim; (ii) cooperating with the City and the City Contractors in the defense of the claim; and (iii) granting the City and the City Contractors sole control of defense or settlement of the claim at the sole cost and expense of the City Contractors. Under no circumstance shall the City Contractors be obligated to indemnify or defend GRTC for or from such party's own negligence or willful misconduct (which includes, without limitation, any breach by GRTC of this Agreement), or unlawful act or omission, or any claim resulting from any of the foregoing. 5.1.2.4 The City shall, at its sole expense, obtain and maintain, or have the City Contractors obtain and maintain, the insurance set forth below. Any required insurance shall be effective prior to the beginning of any work or other performance by the City under this Section 5.1. The following policies and coverages are required: 9 (i) Commercial General Liability. Commercial General Liability insurance, written on an occurrence basis, shall insure against all claims, loss, cost, damage, expense or liability from loss of life or damage or injury to persons or property arising out of the City's and /or City Contractors' acts or omissions. The minimum limits of liability for this coverage shall be $1,000,000 per occurrence and $2,000,000 general aggregate. Contractual Liability. Broad form Contractual Liability insurance shall include the indemnification obligation set forth above. (iii) Workers' Compensation. Workers' Compensation insurance covering the City's and /or City Contractors' statutory obligation under the laws of the Commonwealth of Virginia and Employer's Liability insurance shall be maintained for all its employees engaged in work under this Section 5.1. Minimum limits of liability for Employer's Liability shall be $100,000 bodily injury by accident each occurrence; $500,000 bodily injury by disease (policy limit); and $100,000 bodily injury by disease (each employee). With respect to the Workers' Compensation coverage, the City agrees to use reasonable efforts to obtain a waiver by the insurance company of rights of subrogation against GRTC if the policy does not expressly permit a waiver of subrogation. (iv) Automobile Liability. The minimum limit of liability for Automobile Liability Insurance shall be $1,000,000 combined single limit applicable to owned or non -owned vehicles used in the performance of any work under this Section 5.1 and shall be written on an occurrence basis. 5.1.3 The insurance coverages and amounts set forth above may be met by an umbrella liability policy following the form of the underlying primary coverage in a minimum amount of $1,000,000. Should an umbrella liability insurance coverage policy be used, such coverage shall be accompanied by a certificate of endorsement stating that it applies to the specific policy numbers indicated for the insurance providing the coverages required by this Section 5. 1, and it is further agreed that such statement shall be made a part of the certificates of insurance furnished by the City or the City Contractors to GRTC. 5.1.4 All insurance shall also meet the following requirements: The City and /or the City Contractors shall furnish to GRTC appropriate documentation showing the type, 10 amount, effective dates, and date of expiration of policies; that GRTC, its officers, employees, agents, volunteers, and representatives are named as additional insureds; where waiver of subrogation is specified with respect to any policy or insurance required, any such waiver that the City Contractors are able to obtain shall be specified; insurance coverage shall be in a form and with an insurance company approved by GRTC, which approval shall not be unreasonably withheld; and any insurance company providing coverage shall be authorized to do business in the Commonwealth of Virginia. The City and /or the City Contractors shall provide GRTC's General Manager with not less than thirty (30) Days advance notice of cancellation or material alteration of any of the above - required insurance coverage. 5.1.5 The City, in performing its inspections on Campbell Court pursuant to this Section 5. 1, shall at all times comply with all Applicable Law. 5.1.6 On the request of GRTC, the City shall, within a reasonable period of time after receipt of any preliminary or final survey, test results or conclusory reports and opinion statements, deliver copies of same to GRTC. If GRTC so requests, the City shall also turn over copies of raw data obtained and any laboratory and observation reports or analyses. Such copies of all the above shall be provided to GRTC without charge. All such deliverables shall be without any warranties whatsoever, and neither the City nor the provider of any report or opinion shall be deemed to make or have made any representations or warranties to GRTC regarding such report or opinion, or any information contained therein, and GRTC may not rely on any such report or opinion, or any information contained therein. 5.2 GRTC's Right of Inspection. 5.2.1 GRTC shall complete GRTC's due diligence review of the GRTC Relocation Parcels during GRTC's Inspection Period. Should GRTC determine during GRTC's Inspection Period that it is not satisfied with the GRTC Relocation Parcels or any characteristics thereof for any reason whatsoever, in GRTC's sole and absolute discretion, GRTC may terminate this Agreement by notifying the City in writing as soon as possible, but no later than five (5) Days after the end of GRTC's Inspection Period, of GRTC's decision to terminate this Agreement. In such case, this Agreement shall thereupon be terminated and of no further force and effect, unless Parties, mutually agree to modify this Agreement to address any such issue(s). GRTC shall provide the City with its objections to the title of GRTC Relocation Parcels, including without limitation, any easements, encumbrances, or restrictions of record (including all matters shown on the plat that depicts the GRTC Relocation Parcels), within five (5) Days after the end of GRTC's Inspection Period. 11 5.2.2 In connection with GRTC's due diligence review referenced above, and pursuant to the authorization provided by the GRTC Relocation Parcels Owners pursuant to the GRTC Relocation Parcels Agreement, the City hereby grants to GRTC, its officers, agents, employees, contractors, subcontractors, licensees, designees, representatives, and consultants, a revocable right to enter on the GRTC Relocation Parcels at any time during GRTC's Inspection Period, on not less than two (2) working days prior written notice to the City and the GRTC Relocation Parcels Owners, in order to survey, make test borings, and carry out such other examinations, exploratory work, or settings as may be necessary to complete a Phase I Environment Site Assessment and, if required by the Phase I Environmental Site Assessment, Phase 11 Environmental Site Assessments; or geotechnical assessments, or nondestructive engineering evaluations of the GRTC Relocation Parcels, to otherwise perform GRTC's due diligence with respect to the GRTC Relocation Parcels, and to store GRTC's property and equipment, on the following terms and conditions: 5.2.2.1 If GRTC exceeds its rights granted under Section 5.2, or fails to require GRTC's contractors to maintain and provide the insurance coverages provided herein, the City or the GRTC Relocation Parcels Owners may immediately revoke this right of entry. 5.2.2.2 GRTC, to the extent permitted by Applicable Law, agrees to be responsible for any and all damages resulting from the activity or activities of GRTC, its officers, agents, employees, contractors, subcontractors, licensees, designees, representatives and consultants, on GRTC Relocation Parcels in the exercise of the rights granted under this Section 5.2. GRTC shall, at its sole cost, promptly and fully restore any land disturbed by the exercise of the rights under this Section 5.2 to a condition equal to that existing immediately prior to entry on any of the GRTC Relocation Parcels if GRTC does not purchase the GRTC Relocation Parcels. 5.2.2.3 GRTC shall require its contractors ( "GRTC Contractors ") to indemnify and defend the City and the GRTC Relocation Parcels Owners from any loss, damage, or claim arising out of GRTC's access to any of the GRTC Relocation Parcels pursuant to this Section 5.2 for the purpose of making tests, inspections, studies, and other investigations. The indemnity obligations of GRTC Contractors hereunder are conditioned on the City or the GRTC Relocation Parcels Owners promptly notifying GRTC and the GRTC Contractors in writing of any claim; cooperating with GRTC Contractors in the defense of the claim; and granting GRTC Contractors sole control of defense or settlement of the claim at the sole cost and expense of GRTC Contractors. Under no circumstance shall GRTC Contractors be obligated to indemnify or 12 defend the City or the GRTC Relocation Parcels Owners for or from the City or the GRTC Relocation Parcels Owner's own negligence or willful misconduct (which includes, without limitation, any breach by the City of this Agreement), or unlawful act or omission, or any claim resulting from any of the foregoing. 5.2.2.4 GRTC shall require each of the GRTC Contractors who enter the GRTC Relocation Parcels under this Section 5.2, at the sole expense of such GRTC Contractors, to obtain and maintain, or have its contractors or representatives obtain and maintain, the insurance set forth below. Any required insurance shall be effective prior to the beginning of any work or other performance by GRTC under this Section 5.2. The following policies and coverages are required: (i) Commercial General Liability. Commercial General Liability insurance, written on an occurrence basis, shall insure against all claims, loss, cost, damage, expense or liability from loss of life or damage or injury to persons or property arising out of such contractor's acts or omissions. The minimum limits of liability for this coverage shall be $1,000,000 per occurrence and $2,000,000 general aggregate. (ii) Contractual Liability. Broad form Contractual Liability insurance shall include the indemnification obligation set forth above. (iii) Workers' Compensation. Workers' Compensation insurance covering such contractor's statutory obligation under the laws of the Commonwealth of Virginia and Employer's Liability insurance shall be maintained for all its employees engaged in work under this Section 5.2. Minimum limits of liability for Employer's Liability shall be $100,000 bodily injury by accident each occurrence; $500,000 bodily injury by disease (policy limit); and $100,000 bodily injury by disease (each employee). With respect to the Workers' Compensation coverage, GRTC agrees to require GRTC Contractors to use reasonable efforts to obtain a waiver by the insurance company of rights of subrogation against the City if the policy does not expressly permit a waiver of subrogation. (iv) Automobile Liability. The minimum limit of liability for Automobile Liability Insurance shall be $1,000,000 A combined single limit applicable to owned or non -owned 13 vehicles used in the performance of any work under this Section 5.2, and shall be written on an occurrence basis. 5.2.3 The insurance coverages and amounts set forth above may be met by an umbrella liability policy following the form of the underlying primary coverage in a minimum amount of $1,000,000. Should an umbrella liability insurance coverage policy be used, such coverage shall be accompanied by a certificate of endorsement stating that it applies to the specific policy numbers indicated for the insurance providing the coverages required by this Section 5.2, and it is further agreed that such statement shall be made a part of the certificates of insurance furnished to the City. 5.2.4 All insurance shall also meet the following requirements: GRTC or the GRTC Contractors shall furnish to the City and GRTC Parcel Owners appropriate documentation showing the type, amount, effective dates, and date of expiration of policies; that the City, GRTC Relocation Parcels Owners, and their respective officers, employees, agents, volunteers, and representatives are named as additional insureds; where waiver of subrogation is specified with respect to any policy or insurance required, any such waiver that GRTC Contractors are able to obtain shall be specified; insurance coverage shall be in a form and with an insurance company approved by the City's Risk Manager, which approval shall not be unreasonably withheld; and any insurance company providing coverage shall be authorized to do business in the Commonwealth of Virginia. GRTC Contractors shall provide the City with not less than thirty (30) Days advance notice of cancellation or material alteration of any of the above - required insurance coverage. 5.2.5 GRTC, in performing its inspections on GRTC Relocation Parcels pursuant to this Section 5.2, shall at all times comply with all Applicable Law. 5.2.6 On the request of the City, GRTC shall, within a reasonable period of time after receipt of any preliminary or final survey, test results or conclusory reports and opinion statements, deliver copies of same to the City and GRTC Relocation Parcels Owners. If the City or GRTC Relocation Parcels Owner so requests, GRTC shall also turn over copies of raw data obtained and any laboratory and observation reports or analyses. Such copies of all the above shall be provided to the City and GRTC Relocation Parcels Owners without charge. All such deliverables shall be without any warranties whatsoever, and neither GRTC nor the provider of any report or opinion shall be deemed to make or have made any representations or warranties to the City and GRTC Relocation Parcel Owner regarding such report or opinion, or any information contained therein, and the City and GRTC Relocation Parcels Owners may not rely on any such report or opinion, or any information contained therein. ARTICLE VI 14 FTA APPROVAL 6.1 The Parties acknowledge and confirm that the transactions contemplated by this Agreement and the GRTC Relocation Parcels Agreement are subject to the prior review, consent and approval by FTA, on terms and conditions acceptable to the City and GRTC ( "FTA Approvals "). In the event that FTA does not provide its consent and approval on terms and conditions acceptable to the City and GRTC by the expiration of GRTC's Inspection Period the City or GRTC may elect to terminate this Agreement by giving notice to the other Party in writing. In such case, this Agreement shall thereupon be terminated and of no further force and effect, unless the Parties mutually agree to modify this Agreement to address any such issue(s). 6.2 GRTC shall diligently pursue the FTA Approvals with FTA following the Effective Date. The City agrees to cooperate with GRTC in seeking the FTA Approvals. 6.3 The Parties acknowledge and agree that the FTA Approvals are an essential condition precedent under this Agreement for the benefit of GRTC and cannot, under any circumstance be waived by the Parties. ARTICLE VII GRTC APPROVALS 7.1 Upon (a) completion of GRTC's Inspection Period, (b) notification from GRTC that GRTC elects to proceed with the acquisition of the GRTC Relocation Parcels, (c) notification that the City desires to proceed with the acquisition of Campbell Court, and (d) the City has acquired the GRTC Relocation Parcels, GRTC shall, within GRTC's Approval Period seek and obtain all Approvals needed or deemed necessary for GRTC to construct, operate, and maintain (i) the Temporary Transit Facility at the GRTC Relocation Parcels; or (ii) the Permanent Transit Facility at the GRTC Relocation Parcels. 7.2 GRTC may extend the term of GRTC's Approval Period for an additional 90 Days provided that (i) GRTC is diligently pursuing all Approvals in good faith; and (ii) GRTC provides the City with notice of GRTC's election to extend the term of GRTC's Approval Period and such notice is provided to the City prior to the expiration of GRTC's Approval Period. 7.3 Upon the happening of the events set forth in Section 7.1 the Parties will execute GRTC's Construction Right of Entry Agreement with respect to construction of the Temporary Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement. ARTICLE VIII CITY'S ACQUISITION OF GRTC RELOCATION PARCELS 15 8.1 By the GRTC Relocation Parcels Closing Date and prior to the Closing Date set forth in this Agreement, the City shall acquire good and marketable title, fee simple interest in each of the GRTC Relocation Parcels in accordance with the terms of the GRTC Relocation Agreement, a fully executed copy of which agreement has been reviewed and approved by GRTC. The City shall, at the City's cost and expense, obtain owner's title insurance policies for each of the GRTC Relocation Parcels, each policy insuring title of each of the GRTC Relocation Parcels without special exceptions and without standard conditions for (i) parties in possession; (ii) mechanics' liens; and (iii) matters that would be revealed by an accurate ground survey. The City shall provide to GRTC certified copies of the deeds transferring title to the GRTC Relocation Parcels to the City, as recorded in the Clerk's Office of the Circuit Court of the City of Roanoke, Virginia, together with fully executed copies of the title insurance policies. 8.2 The City shall hold title to the GRTC Relocation Parcels, free and clear of all liens, claims and encumbrances, and shall not voluntarily place, or involuntarily suffer, any deed of trust, lien, claim, or restriction from the date on which the City acquires title to the respective GRTC Relocation Parcels through and including the Closing. ARTICLE IX TITLE 9.1 Title to Campbell Court. The City's obligation to purchase Campbell Court at the Closing is conditioned on Campbell Court being conveyed by GRTC to the City by the Campbell Court Deed, free and clear of all restrictions, encumbrances, and liens except for such restrictions, encumbrances, and liens that constitute City Permitted Encumbrances. City Permitted Encumbrances with respect to Campbell Court means and includes the following: 9.1.1 Ad valorum real property taxes (including the downtown district special assessments), stormwater utility fees, and solid waste collection fees for the current year, not yet due and payable. 9.1.2 The conditions set forth on the plats prepared by the City and which are acceptable to the City. 9.1.3 Easements, restrictions and encumbrances designated by the City in writing as being acceptable to the City following the City's review of the preliminary title report for Campbell Court and such other diligence as the City elects to perform. The City acknowledges and agrees that GRTC has no obligation to remove, amend or alter any easement, restriction, or encumbrance of record, other than to pay in full, the amount secured by a lien, deed of trust, or other encumbrance. GRTC shall satisfy, at its sole expense, such deed of trust, lien or encumbrance that may be removed and discharged as a matter of record and record evidence that lien, deed of trust or other encumbrance has been satisfied in full and 16 discharged. The City's sole remedy is to accept title subject to such easement, restriction, or encumbrance as a City Permitted Encumbrance or terminate the Agreement. In the event that the City elects to terminate this Agreement, the City shall provide GRTC with written notice of such termination, and no Party shall have any further rights or obligations under this Agreement. Notwithstanding the foregoing, GRTC shall be obligated to terminate all leases, licenses, and permits to possess and use any portion of Campbell Court, including all leases identified in Exhibit D attached hereto and made a part hereof, and all permits, licenses and permission to park vehicles at Campbell Court. 9.2 Title to the GRTC Relocation Parcels. GRTC's obligation to purchase the GRTC Relocation Parcels at the Closing is conditioned upon all of the GRTC Relocation Parcels being conveyed by the City to GRTC by the GRTC Relocation Parcels Deed, free and clear of all restrictions, encumbrances, and liens, except for such restrictions, encumbrances, and liens that constitute the GRTC Permitted Encumbrances. GRTC Permitted Encumbrances with respect to the GRTC Relocation Parcels means and includes the following: 9.2.1 Ad valorum real property taxes (including the downtown district special assessments), stormwater utility fees, and solid waste collection fees for the current year, not yet due and payable. 9.2.2 The conditions set forth on the plats prepared by GRTC, and acceptable to GRTC. 9.2.3 Easements, restrictions and encumbrances designated by GRTC in writing as being acceptable to GRTC following GRTC's review of the preliminary title report for GRTC Relocation Parcels and such other diligence as GRTC elects to perform. GRTC acknowledges and agrees that the City has no obligation to remove, amend or alter any easement, restriction, or encumbrance of record, other than to pay in full, the amount secured by a lien, deed of trust, or other encumbrance. The City shall satisfy, at its sole expense, such deed of trust, lien or encumbrance that may be removed and discharged as a matter of record and record evidence that lien, deed of trust or other encumbrance has been satisfied in full and discharged. GRTC's sole remedy is to accept title subject to such easement, restriction, or encumbrance as a GRTC Permitted Encumbrance or terminate the Agreement. In the event that GRTC elects to terminate this Agreement, GRTC shall provide the City with written notice of such termination, and no Party shall have any further rights or obligations under this Agreement. ARTICLE X CONDITIONS TO CLOSE THE SALE OF CAMPBELL COURT 17 10.1 Conditions to the City's Obligations to Close. The following are conditions precedent to the City's obligation to purchase Campbell Court: 10.1.1 The fulfillment to the City's reasonable satisfaction of GRTC's obligation to convey title to Campbell Court on the Closing Date to the City pursuant to the terms and conditions of this Agreement. 10.1.2 The City must be satisfied in its sole discretion with the results of its due diligence and inspection of Campbell Court. 10.1.3 GRTC must not be in default of GRTC's obligations under this Agreement, and GRTC's representations and warranties in this Agreement must remain true and correct as of the Closing. 10. 1.4 The Title Company's commitment to issue, on payment of its normal premium, to the City, its A.L.T.A. (Form B) Owner's Policy of Title Insurance insuring the City in the amount of the Campbell Court Purchase Price in respect of Campbell Court and that title is vested in the City subject only to the City Permitted Encumbrances. All of the foregoing conditions are for the benefit of the City, and the City may choose, in the City's sole discretion, to proceed with the Closing, despite having knowledge that one or more of the above conditions have not been satisfied. 10.2 Conditions to GRTC's Obligation to Close. The following are conditions precedent to GRTC's obligation to sell Campbell Court to the City: 10.2.1 The City acquires all rights, title, and interest of the GRTC Relocation Parcel Owners in the GRTC Relocation Parcels in accordance with the terms and conditions of the GRTC Relocation Parcels Agreement. 10.2.2 Either (i) in the event that the City and Developer Exchange Agreement remains in force and effect and Developer has paid the GRTC Relocation Expenses Payment to the City, GRTC completes construction of the Temporary Transit Facility and GRTC receives Approvals, including the Certificate of Occupancy needed to occupy and operate its central bus transit operations at the Temporary Transit Facility; or (ii) in the event that the City and Developer Exchange Agreement has been terminated, GRTC completes construction of the Permanent Transit Facility and GRTC receives Approvals, including the Certificate of Occupancy needed to occupy and operate its central bus transit operations at the Permanent Transit Facility. 10.2.3 GRTC must be satisfied in its sole discretion with the results of its due diligence and inspections of the GRTC Relocation Parcels. 18 10.2.4 The City must not be in default of the City's obligations under this Agreement, and the City's representations and warranties in this Agreement must remain true and correct as of the Closing. All of the foregoing conditions are for the benefit of GRTC, and GRTC may choose, in its sole discretion, to proceed with the Closing, despite having knowledge that one or more of the above conditions have not been satisfied. 103 Conditions to Close on Campbell Court to which the City and GRTC are Subject Notwithstanding the conditions precedent to the City's obligation to close on the acquisition of Campbell Court by the City and the conditions precedent to GRTC's obligation to close on the transfer of Campbell Court to the City, the obligation of the Parties to close on the sale of Campbell Court are expressly subject to: 10.3.1 Receipt of the FTA Approvals, without conditions or restrictions unacceptable to the City or GRTC. Under no circumstances may either Party waive this condition. 10.3.2 The Temporary Transit Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement, for use by GRTC has been substantially completed, available for use by GRTC in accordance with Applicable Law, including issuance of a Certificate of Occupancy to GRTC. 10.3.3 The Parties are prepared to close on the sale of the GRTC Relocation Parcels at Closing, subject only to the consummation of the transfer of Campbell Court to the City in accordance with this Agreement. ARTICLE XI CONDITIONS TO CLOSE THE SALE OF THE GRTC RELOCATION PARCELS 11.1 Conditions to GRTC's Obligation to Close. The following are conditions precedent to GRTC's obligation to purchase the GRTC Relocation Parcels: 11.1.1 The fulfillment to GRTC's reasonable satisfaction of the City's obligation to convey title to the GRTC Relocation Parcels on the Closing Date to GRTC pursuant to the terms and conditions of this Agreement. 11. 1.2 GRTC shall have obtained, at GRTC's expense, all Approvals as applicable under Section 10.2.2 hereof. 11.1.3 GRTC must be satisfied in its sole discretion with the results of its due diligence and inspections of the GRTC Relocation Parcels conducted during GRTC's Inspection Period. 19 11. 1.4 The City must not be in default of the City's obligations under this Agreement and the City's representations and warranties in the Agreement must remain true and correct as of the Closing. 11.1.5 The Title Company's commitment to issue, on payment of its normal premium, to GRTC its A.L.T.A. (Form B) Owner's Policy of Title Insurance insuring GRTC in the amount of the GRTC Relocation Parcels Purchase Price in respect to the GRTC Relocation Parcels that title to the GRTC Relocation Parcels is vested in GRTC subject only to GRTC Permitted Encumbrances. All of the forgoing conditions are for the benefit of GRTC, and GRTC may choose, in its sole discretion, to proceed with the Closing despite having knowledge that one or more of the above conditions have not been satisfied. 11.2 Conditions to the City's Obligation to Close. The following are conditions precedent to the City's obligation to sell the GRTC Relocation Parcels to GRTC: 11.2.1 GRTC must not be in material default of GRTC's obligation under this Agreement. 11.2.2 GRTC's representations and warranties in this Agreement remain true and correct as of the Closing. All of the forgoing conditions are for the benefit of the City and the City may choose, in its sole discretion, to proceed with the Closing despite having knowledge that one or more of the above conditions have not been satisfied. 11.3 Conditions to Close on GRTC Relocation Parcels to which the City and GRTC are Subject. Notwithstanding the conditions precedent on GRTC's obligation to close on the acquisition of the GRTC Relocation Parcels by GRTC, and the conditions precedent to the City's obligations to close on the transfer of the GRTC Relocation Parcels to GRTC, the obligation of the Parties to close on the GRTC Relocation Parcels is expressly subject to consummation of the transfer of Campbell Court to the City at the Closing in accordance with the terms and conditions of this Agreement. Under no circumstance may either Party waive this condition. ARTICLE XII CLOSING DATE 12.1 Closing Date. The Closing date shall occur prior to June 30, 2021 on a date selected by the City ( "Closing Date ") that is on the date which is the later to occur of (i) within thirty (30) Days to one hundred twenty (120) Days after satisfaction of all conditions set forth 20 in Article X and XI of this Agreement; or (ii) Thirty (30) Days after GRTC (x) completes construction of the Temporary Transit Facility or the Permanent Transit Facility, as applicable under the terms of this Agreement, (y) receives a Certificate of Occupancy for the use and operation of the Temporary Transit Facility, or the Permanent Transit Facility, as applicable under the terms of this Agreement, and (z) vacates Campbell Court and commences its central bus transit operations at the GRTC Relocation Parcels. The City shall provide GRTC with not less than thirty (30) Days advance written notice of the Closing Date. The Closing shall occur at a mutually acceptable time (anticipated to be approximately 10:00 a.m. prevailing Roanoke, Virginia time) on the Closing Date in the Office of the City Attorney, or at such other location and time as the Parties shall approve. ARTICLE XIII CLOSING DELIVERABLES AND MECHANICS 13.1 GRTC's Obligations at Closing. On the Closing Date, GRTC shall (i) sell and convey Campbell Court to the City, and (ii) purchase and acquire the GRTC Relocation Parcels from the City, by delivering or causing to be delivered to the City the following: 13.1.1 The duly executed and acknowledged Campbell Court Deed conveying to the City Campbell Court in accordance with the provisions of this Agreement, in its "as is" condition without any representations or warranties with respect to the presence of hazardous materials. At the request of the City, GRTC shall convey Campbell Court to the City by using the survey of Campbell Court obtained by the City during the City's Inspection Period as the description in the Campbell Court Deed. 13.1.2 A mechanic's lien affidavit executed by GRTC, satisfactory to the Title Company, and to the effect that no work has been performed on Campbell Court by GRTC in the 125 Days immediately preceding the Closing Date that could result in a mechanic's lien claim or, if such work has been performed, it has been paid in full. 13.1.3 Such documents as may be reasonably required by the Title Company to evidence that authority of the person(s) executing the various documents on behalf of GRTC in connection with the sale of Campbell Court. 13.1.4 A written certification that GRTC's warranties and representations in Section 17.1 of this Agreement remain true and correct as of the Closing Date. 13.1.5 A duly executed counterpart of a closing statement for the Closing. 13.1.6 Any other documents or items to be delivered pursuant to this Agreement or other documents reasonably required by the Title Company and that do 21 not include the payment of money, indemnity, or the assumption of any liability or obligation. 13.1.7 The title commitment from the Title Company agreeing to insure title to the GRTC Relocation Parcels, without standard exclusions or special exemptions, is vested, in fee simple in GRTC. 13.2 The City's Obligations at Closing. On the Closing Date, the City shall (i) purchase and acquire Campbell Court from GRTC, and (ii) sell and transfer the GRTC Relocation Parcels to GRTC, by delivering or causing to be delivered to GRTC the following: 13.2.1 The duly executed GRTC Relocation Parcels Deed, conveying to GRTC the GRTC Relocation Parcels in accordance with the provisions of this Agreement in their "as is" condition without any warranties or representations with respect to the presence of hazardous materials. At the request of GRTC, the City shall convey the GRTC Relocation Parcels to GRTC by using the survey of the GRTC Relocation Parcels obtained by GRTC during GRTC's Inspection Period as the description in the GRTC Relocation Parcels Deed. 13.2.2 A copy of the owner's title insurance policy, without standard exclusions or special exceptions, issued and effective, insuring fee simple title to the GRTC Relocation Parcels is vested in the City. 13.2.3 A mechanics' lien affidavit executed by the City, satisfactory to the Title Company, and to the effect that no work has been performed at the GRTC Relocation Parcels by the City in the 125 Days immediately preceding the Closing Date that could result in a mechanic's lien claim, or, if such work has been performed, it has been paid in full. 13.2.4 Such documents as may be reasonably required by GRTC to evidence the authority of the person(s) executing the various documents on behalf of the City in connection with this Agreement. 13.2.5 A written certification that the City's representations and warranties set forth in Section 17.2 of this Agreement remain true and correct as of the Closing Date. 13.2.6 A duly executed counterpart of the closing statement for the Closing. 13.2.7 Any other documents required to be delivered pursuant to this Agreement or reasonably required by GRTC and that do not require (except as set forth in this Agreement) the payment of money, indemnity or the assumption of any liability or obligation. 22 13.2.8 The title commitment from the Title Company agreeing to insure title to Campbell Court, without standard exclusions or special exceptions, is vested in fee simple in the City. 13.3 Prorated Expenses. At the Closing, real property taxes, stormwater utility fees, and solid waste collection fees, if any, shall be prorated as follows, with respect to Campbell Court, GRTC shall be responsible for all amounts due prior to the Closing Date and the City being responsible for all periods thereafter; and with respect to the GRTC Relocation Parcels, the City shall be responsible for all amounts due prior to the Closing Date and GRTC being responsible for all periods thereafter. The settlement of such prorated expenses shall occur at the Closing or as soon thereafter as reasonably possible. 13.4 The City's Expenses. The City shall pay for (i) all costs of the City's investigations of Campbell Court, including but not limited to the City's examination of title; (ii) all attorneys' fees and expenses incurred by legal counsel for the City; (iii) any Grantee's tax and the recording charges required in connection with the Campbell Court Deed; (iv) the title insurance premium for issuance of the Title Policy for Campbell Court; and (v) Grantor's Tax, if any, for the transfer of the GRTC Relocation Parcels. The City shall also be responsible for all tenant relocation expenses for tenants at Campbell Court in the event that Developer fails to pay such expenses as required under the terms of the City and Developer Exchange Agreement. 13.5 GRTC's Expenses. GRTC shall pay for (i) all costs of GRTC's investigations of the GRTC Relocation Parcels; (ii) all attorneys' fees and expenses incurred by legal counsel for GRTC; (iii) any Grantee's tax and the recording charges required in connection with the GRTC Relocation Parcels Deed; (iv) the title insurance premium for issuance of the Title Policy for GRTC Relocation Parcels; and (v) Grantor's Tax, if any, for the transfer of Campbell Court. 13.6 Possession. 13.6.1 GRTC shall deliver exclusive possession of Campbell Court free and clear of all tenants, licensees, or permitees to the City on the Closing Date, subject to the provisions of this Agreement. 13.6.2 The City shall deliver exclusive possession of the GRTC Relocation Parcels free and clear of all tenants, licensees, or permitees to GRTC on the Closing Date, subject to the provisions of this Agreement. ARTICLE XIV CONDEMNATION 23 14.1 The City has no actual knowledge of any pending or threatened condemnation of GRTC Relocation Parcels. However, if, after the Effective Date and prior to the Closing Date, all or any part of GRTC Relocation Parcels is subject to a bona fide threat of condemnation or condemned or taken by a Government Entity having the power of eminent domain or a transfer in lieu of condemnation, the City shall promptly notify GRTC in writing and within thirty (30) Days after receipt of written notice, either Party may, by written notice to the other party elect to cancel this Agreement prior to the Closing Date, in which event all Parties shall be relieved and released of and from any further duties, obligations, rights, or liabilities hereunder, and this Agreement shall be deemed terminated and of no further force and effect. If no such election is made by either Party to cancel this Agreement, this Agreement shall remain in full force and effect and the purchase contemplated herein, less any interest taken by condemnation or eminent domain, shall be effected with no further adjustments, and on the Closing Date the City shall assign, transfer, and set over to GRTC all of the right, title, and interest of the City in and to any awards that have been or that may thereafter be made for any such taking or takings with respect to GRTC Relocation Parcels. 14.2 GRTC has no actual knowledge of any pending or threatened condemnation of the Campbell Court. However, if, after the Effective Date, and prior to the Closing Date, all or any part of the Campbell Court are subject to a bona fide threat of condemnation or condemned or taken by a Government Entity having a power of eminent domain or a transfer in lieu of condemnation, GRTC shall promptly notify the City in writing and within thirty (30) Days after receipt of written notice, either Party may, by written notice to the other, elect to cancel this Agreement prior to the Closing Date, in which event all Parties shall be relieved and released of any further duties, obligations, rights, or liabilities hereunder and this Agreement shall be deemed terminated and of no further force or effect. If no such election is made by either Party to cancel this Agreement, this Agreement shall remain in full force and effect and the purchase contemplated herein, less any interest taken in condemnation or eminent domain, shall be effected without further adjustment and on the Closing Date, GRTC shall assign, transfer, and set over to the City all of the right, title, and interest of GRTC in and to any awards that have been made or may thereafter be made for any such taking or takings with respect to Campbell Court. ARTICLE XV RISK OF LOSS 15.1 Risk of loss by fire or other casualty for Campbell Court shall be on GRTC until the Closing is completed, subject only to the obligations of the Parties under this Agreement. If Campbell Court is substantially damaged or destroyed before the Closing by such casualty, then either of the Parties may cancel this Agreement by giving written notice of 24 such cancellation to the other Party and neither Party will have any further obligations to the other (except as otherwise specifically provided in this Agreement). In the event that neither Party cancels this Agreement, the City shall acquire Campbell Court in accordance with this Agreement and shall receive all proceeds of insurance. GRTC shall maintain fire and extended coverage insurance on Campbell Court in amounts and conditions currently in place, pending consummation of the Closing. 15.2 Risk of loss by fire or other casualty for the GRTC Relocation Parcels shall be on the City until the Closing is completed, subject only to the obligations of the Parties under this Agreement. If the GRTC Relocation Parcels are substantially damaged or destroyed before the Closing by such casualty, then GRTC may elect to (i) acquire the GRTC Relocation Parcels and receive all proceeds of insurance received by the City; or (ii) cancel the Closing, in which event, neither Party will have any further obligations to the other (except as otherwise specifically provided in this Agreement). The City shall maintain fire and extended coverage insurance on the GRTC Relocation Parcels, after acquisition of the acquisition of the GRTC Relocation Parcels by the City, at the full replacement value, pending consummation of the Closing. ARTICLE XVI BROKER'S COMMISSIONS 16.1 The Parties represent, and warrant that they have not incurred any liability or obligation, whether contingent or otherwise, for a brokerage commission, a finder's fee, or any other similar payment in connection with this Agreement or the transaction contemplated herein. ARTICLE XVII REPRESENTATIONS AND WARRANTIES 17.1 GRTC's Representations and Warranties. GRTC represents and warrants, as of the Effective Date and as of the Closing, to the City, with respect to Campbell Court that: 17.1.1 Title. GRTC is the legal and beneficial fee simple title holder of Campbell Court, and will have good, marketable title to Campbell Court, free and clear of all liens, encumbrances, claims, covenants, conditions, restrictions, easements, right -of- way, options, judgments, or other matters, subject only to the City Permitted Encumbrances. GRTC will convey Campbell Court to the City by Campbell Court Deed. 17.1.2 Special Taxes. Campbell Court is subject to the Downtown Service District special assessment set forth in Sections 32 -102 through 32- 102.4, Code of GRTC of Roanoke (1979), as amended. GRTC has no knowledge of, nor has it received notice of, any other special assessments or special taxes relating to Campbell Court or any part thereof. 25 17.1.3 Condemnation. GRTC has no knowledge of any pending or threatened proceedings for condemnation or the exercise of the right of eminent domain as to any part of Campbell Court or the limiting or denying of any right of access thereto. 17.1.4 Hazardous Materials. GRTC makes no representations with respect to Campbell Court. 17.1.5 Leases. Campbell Court is subject to the Leases identified in Exhibit D attached hereto and made a part hereof. Such leases shall not be modified, amended, or extended without the prior written approval of the City. 17.1.6 Access. Access to Campbell Court is provided at Campbell Avenue, S.W., and Salem Avenue, S.W., public streets. 17.1.7 No Conflicts. GRTC's execution and performance of this Agreement does not (i) breach any other agreement to which GRTC is a party; or (ii) violate any law, judgment, or order to which GRTC is subject. 17.1.8 No Notice of Violation. GRTC has received no notice of any violation of the zoning requirements or other Applicable Law with respect to Campbell Court. 17.1.9 No Litigation. No litigation, claim, or arbitration is pending or, to the knowledge of GRTC, threatened, with regard to Campbell Court. 17.1.10 Corporate Status. GRTC is a Virginia corporation, qualified to conduct business and in good standing in Virginia, and has the right to own its assets and operate it business in the ordinary course. The stockholder of GRTC is the City of Roanoke, Virginia. The officers and directors of GRTC are: Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Stephanie M. Moon Reynolds, Secretary Cecelia F. McCoy, Assistant Secretary Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer The proper officers of GRTC have been authorized to execute and perform this Agreement, the documents and agreements referred to in this Agreement, and take all actions necessary to effectuate this Agreement on behalf of GRTC. 17.2 City's Representation and Warranties. 26 The City represents and warrants, as of the Effective Date and as of the Closing, with respect to GRTC Relocation Parcels, that: 17.2.1 Title. The City has legal, binding agreements to acquire the GRTC Relocation Parcels and, as of the GRTC Relocation Parcels Closing will be the legal and beneficial fee simple titleholder of GRTC Relocation Parcels and has good, marketable title to GRTC Relocation Parcels, free and clear of all liens, encumbrances, claims, covenants, conditions, restrictions, easements, rights of way, options, judgments, or other matters, created by the City, subject to the GRTC Permitted Encumbrances. The City will convey title to the GRTC Relocation Parcels to GRTC by the GRTC Relocation Parcels Deed. 17.2.2 Condemnation. The City has no knowledge of any pending or threatened proceedings for condemnation or the exercise of the right of eminent domain as to any part of GRTC Relocation Parcels or the limiting or denying of any right of access thereto. 17.2.3 Special Taxes. The GRTC Relocation Parcels are subject to the Downtown Service District special assessment as set forth in Sections 32- 102 through 32- 102.4, Code of City of Roanoke (1979), as amended. The City has no knowledge of, nor has it received any notice of, any other special taxes or assessments relating to the GRTC Relocation Parcels or any part thereof. 17.2.4 Hazardous Materials. The City makes no warranties, covenants, or representations of any type regarding hazardous materials of any type. 17.2.5 Access. Ingress to and egress from the GRTC Relocation Parcels is available and provided through Salem Avenue, S.W., and Norfolk Avenue, S.W., public streets. 17.2.6 No Conflicts. The City's execution and performance of this Agreement does not: (i) breach any other agreement to which the City is a party; or (ii) violate any law, judgment, or order to which the City is subject. 17.2.7 No Notice of Violations. The City has received no notice of any violation of zoning requirements or other ordinances, rules or regulations with respect to GRTC Relocation Parcels. 17.2.8 No Litigation. There is no litigation, claim, or arbitration, pending or, to the knowledge of the City, threatened, with regard to GRTC Relocation Parcels. ARTICLE XVIII 27 DEFAULT IN CLOSING OBLIGATIONS 18.1 City Default. In the event that the Closing does not occur solely by reason of default by the City, and GRTC has fully performed its obligations and is prepared to consummate the Closing, GRTC shall have all of its remedies at law or in equity, including the remedy of specific performance. GRTC may also terminate this Agreement and neither Party shall have any further rights or obligations hereunder. 18.2 GRTC Default. In the event that the Closing does not occur solely by reason of default by GRTC, and the City has fully performed its obligations and is prepared to consummate the Closing, the City shall have all of its remedies at law or in equity, including the remedy of specific performance. The City may also terminate this Agreement, in which event neither Party shall have any further rights or obligations hereunder. ARTICLE XIX LIMITATIONS ON ASSIGNMENTS Each Party agrees not to assign or transfer any part of the Party's rights or obligations under this Agreement without the prior written consent of the other Party, which consent shall not be unreasonably withheld, and any such assignment shall not relieve the assigning Party from any of its obligations under this Agreement. ARTICLE XX NOTICES All notices hereunder must be in writing and shall be deemed validly given, by personal service, if sent by certified mail, return receipt requested, or by a nationally recognized overnight courier, addressed as follows (or any other address the party to be notified may have designated to the sender by like notice): If to City: City of Roanoke, ATTN: City Manager 364 Noel C. Taylor Municipal Building 215 Church Avenue, S.W. Roanoke, Virginia 24011 Fax No. 540- 853 -1138 With a Copy to: City of Roanoke Department of Economic Development ATTN: Economic Development Director 117 Church Avenue, S.W. 28 Roanoke, Virginia 24011 Fax No. 540- 853 -1213 If to GRTC: Kevin L. Price, General Manager Greater Roanoke Transit Company 1108 Campbell Avenue, S.E. Roanoke, VA 24013 Fax No. 540- 982 -2703 With a Copy to: Attn: Vice President of Operations, GRTC 364 Noel C. Taylor Municipal Building 215 Church Avenue, SW Roanoke, VA 24011 Fax No. (540) 853 -1138 Notice shall be deemed delivered on the date of personal service, five days after deposit in the United States mail, or the day after delivery to a nationally recognized overnight courier. ARTICLE XXI APPROVAL BY CITY COUNCIL This Agreement is subject to approval by the City Council of the City of Roanoke after public hearing. GRTC shall be responsible for all advertising costs and other expenses incurred by the City and paid to third party vendors in connection with public hearings. ARTICLE XXII GENERAL PROVISIONS 22.1 Time. Time is of the essence in the performance of the Parties' respective obligations in this Agreement. 22.2 Successors and Assigns. This Agreement shall inure to the benefit of, and be binding on, the Parties hereto and their respective successors and permitted assigns. 22.3 Counterpart Copies. This Agreement may be executed in one or more counterparts, and all such counterparts so executed shall constitute one Agreement binding on all of the Parties hereto, notwithstanding that all of the Parties are not signatories to the same counterpart. 22.4 Construction, The Parties acknowledge that each Party and its counsel have reviewed and revised this Agreement and that the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement or any amendments or exhibits hereto. 29 22.5 Severability. If a provision of this Agreement is determined to be unenforceable in any respect, the enforceability of the provision in any other respect and of the remaining provisions of this Agreement shall not be impaired. 22.6 Cooperation. Each Party agrees to cooperate with the other in a reasonable manner to carry out the intent and purpose of this Agreement. 22.7 Authority To Sign. The persons who have executed this Agreement on behalf of the Parties represent and warrant they are duly authorized to execute this Agreement on behalf of their respective entity. 22.8 Non - waiver. Each Party agrees that any Party's waiver or failure to enforce or require performance of any term or condition of this Agreement or any Party's waiver of any particular breach of this Agreement by any other Party extends to that instance only. Such waiver or failure is not and shall not be a waiver of any of the terms or conditions of this Agreement or a waiver of any other breaches of the Agreement by any Party and does not bar the non - defaulting Party from requiring the defaulting Party to comply with all the terms and conditions of this Agreement and does not bar the non - defaulting Party from asserting any and all rights and /or remedies it has or might have against the defaulting Party under this Agreement or by law. 22.9 Faith Based Organizations Pursuant to Virginia Code Section 2.2.-4343.1, be advised that the City and GRTC do not discriminate against faith based organizations. ARTICLE XXIII NONDISCRIMINATION 23.1 GRTC will not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment, except where there is a bona fide occupational qualification reasonably necessary to normal operation of GRTC. GRTC agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. 23.2 GRTC in all solicitations or advertisements for employees placed by or on behalf of GRTC will state that GRTC is an equal opportunity employer. 23.3 Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting the requirements of this Section. ARTICLE XXIV COMPLIANCE WITH LAWS, REGULATIONS, AND IMMIGRATION GRTC agrees to comply with all Applicable Law, including all licensing requirements. GRTC further agrees that GRTC does not, and shall not, during the performance of this Agreement, 30 knowingly employ an unauthorized alien as defined in the federal Immigration Reform and Control Act of 1986. ARTICLE XXV COMPLIANCE WITH STATE LAW; FOREIGN AND DOMESTIC BUSINESSES AUTHORIZED TO TRANSACT BUSINESS IN THE COMMONWEALTH OF VIRGINIA GRTC shall comply with the provisions of Virginia Code Section 2.2- 4311.2, as amended, which provides that a contractor organized as a stock or nonstock corporation, limited liability company, business trust, or limited partnership or registered as a registered limited liability partnership shall be authorized to transact business in the Commonwealth of Virginia as a domestic or foreign business entity if so required by Title 13.1 or Title 50 or as otherwise required by law. GRTC agrees not to allow its existence to lapse or its certificate of authority or registration to transact business in the Commonwealth of Virginia, if so required under Title 13.1 or Title 50, to be revoked or cancelled at any time before Closing, and to promptly cure any such lapse, revocation or cancellation following notice from the City. It shall be a condition of the City's closing obligations under Articles X and XI above that GRTC not be in breach of this Article XXV. ARTICLE XXVI APPROPRIATION OF FUNDS All obligations or funding to be undertaken by the City in connection with this Agreement are subject to the availability of funds and the appropriation of such funds by City Council as may be necessary for such obligations or funding. The City Manager shall include funding for the City's obligations under this Agreement in appropriation for the project contemplated herein for the relocation of the central bus transit operations of GRTC. If any such funding is not approved, withdrawn, or otherwise not made available for this Agreement, with the result that City is unable to perform its obligations under this Agreement, City shall provide GRTC with written notice of such unavailability of funding. ARTICLE XXVII FORCE MAJEURE None of the Parties shall be in default or otherwise liable for any delay in or failure of its performance under this Agreement if such delay or failure arises by any reason beyond its reasonable control, including any act of God, any acts of common enemy, the elements, earthquakes, floods, fires, epidemics, riots, strikes, failures or delay in transportation or communication, shortages of material, approval delays or any act or failure to act by the other 31 party or such other party's employees, agents or contractors; provided, however, that GRTC's lack of funds shall not be deemed to be a reason beyond GRTC's reasonable control. The Parties shall promptly inform and consult with each other as to any of the above causes which in their judgment may or could be the cause of a delay in the performance of this Agreement. For purposes of this Agreement, any one (1) delay caused by any such occurrence shall not be deemed to last longer than six (6) months and the Party claiming delay caused by any and all such occurrences shall give the other Party written notice of the same within 30 Days after the date such claiming party learns of such occurrence. Notwithstanding anything else set forth above, after a total of twelve (12) months of delays of any type have been claimed by a Party as being subject to force majeure, no further delays or claims of any type shall be claimed by such Party as being subject to force majeure and /or being an excusable delay. ARTICLE XXVIII ENTIRE AGREEMENT This Agreement, including, without limitation, its exhibits and other attachments, contains the entire understanding of the Parties regarding its subject matter and supersedes all prior and contemporaneous negotiations and agreements, whether written or oral, between the Parties with respect to its subject matter. Without limitation, and for avoidance of any doubt, the preceding sentence shall not operate to invalidate or supersede any separate agreements between the Parties regarding the Incentives. No amendment to this Agreement shall be valid unless made in writing and signed by the Parties. ARTICLE XXIX FORUM SELECTION AND CHOICE OF LAW By virtue of entering into this Agreement, the Parties agree and submit themselves to a court of competent jurisdiction, which shall be the Circuit Court or General District Court for City of Roanoke, Virginia, and further agree that this Agreement is controlled by the laws of the Commonwealth of Virginia, with the exception of Virginia's conflict of law provisions which shall not apply, and that all claims, disputes and other matters shall be decided only by such court according to the laws of the Commonwealth of Virginia as aforesaid. Each Party further waives and agrees not to assert in any such action, suit or proceeding, that the Party is not personally subject to the jurisdiction of such courts, that the action, suit or proceeding, is brought in an inconvenient forum or that the venue of the action, suit or proceeding, is improper. 32 IN WITNESS WHEREOF, the Parties have executed this Agreement by their authorized representatives as of the date of this Agreement. WITNESS: Print name and title COMMONWEALTH OF VIRGINIA CITY OF ROANOKE CITY OF ROANOKE, VIRGINIA Robert S. Cowell, Jr. City Manager The foregoing Agreement was acknowledged before me this day of September, 2019, by Robert S. Cowell, Jr., the duly authorized City Manager of the City of Roanoke, Virginia, Virginia municipal corporation, on behalf of the City of Roanoke, Virginia. My Commission expires: Notary Public SEAL 33 Approved as to form: Assistant City Attorney Authorized by Ordinance No. WITNESS: Print name and title WITNESS: Print name and title STATE OF CITY /COUNTY of Approved as to execution: Assistant City Attorney GREATER ROANOKE TRANSIT COMPANY En William D. Bestpitch, President Kevin Price, General Manager The foregoing Agreement was acknowledged before me this day of September, 2019, by William D. Bestpitch, the duly authorized President of Greater Roanoke Transit Company, a Virginia corporation, on behalf of Greater Roanoke Transit Company. My Commission expires: Notary Public STATE OF CITY /COUNTY of SEAL The foregoing Agreement was acknowledged before me this day of September, 2019, by Kevin Price, the duly authorized General Manager of Greater Roanoke Transit Company, a Virginia corporation, on behalf of Greater Roanoke Transit Company. My Commission expires: 34 Approved as to form: GRTC Counsel Notary Public Approved as to execution: GRTC Counsel SEAL 35 EXHIBIT A Description of Campbell Court Those parcels of real property, together with improvements thereon, situated at 29 Campbell Avenue SW and 30 Salem Avenue SW, Roanoke, VA 24011, and bearing Official Tax Parcel Nos. 1011105, 1011106, 1011107, 1011108, 1011109, 1011110, 1011116, 1011117, 1011118, 1011119, 1011120, 1011122, and 1011129, containing, in the aggregate, approximately 1.0674 acres. 36 EXHIBIT B GRTC Relocation Parcels Owners and GRTC Relocation Parcels GRTC Relocation Parcels Owners GRTC Relocation Parcels Brandon, Woody and Booker LLC Two (2) certain parcels of real property, together with improvements thereon, situated at 0 Salem Avenue, S.W. and 325 Salem Avenue, S. W., Roanoke, Virginia, and bearing Official Tax Map Nos. 1010113 and 1010115, respectively, more particularly described as Two (2) parcels of real property, together with improvements thereon, described as follows: (i) a parcel of real property, together with improvements thereon, containing approximately 13,258 sq. feet of land, more or less, situated at 0 Salem Avenue, S.W., Roanoke Virginia, and bearing Official Tax Map No. 1010113; and (ii) a parcel of real property, together with improvements thereon, containing approximately 23,307 sq. feet of land, more or less, situated at 325 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map No. 1010115. The Brandon Company, Incorporated A certain parcel of real property, together with improvements thereon, situated at 0 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map No. 1010121, and more particularly described as a parcel of real property, together with improvements thereon, containing approximately 16,074 sq. feet of land, more or less. The Brandon Company, Incorporated A certain parcel of real property, together with improvements thereon, situated at 0 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map No. 1010122, a parcel of real property, together with improvements thereon, containing approximately 20,275 sq. feet of land, more or less. 37 EXHIBIT C Description of Future Rail Station Parcels Two (2) parcels of real property, together with improvement thereon, owned by T -W Properties, a Virginia partnership, situated at (i) 1 Jefferson Street, S.W. Roanoke Virginia, bearing Official Tax Map No. 1010507, and containing 0.1670 acres, more or less, and (ii) 7 Jefferson Street, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010508, containing 0.1158 acres, more or less. 38 EXHIBIT D Leases at Campbell Court Tenant Location Term 727 Mart, Inc. 2,200 square feet located on Expires February 28, 2019 (3 Optional one year the ground floor at 31 -B renewals: 3/1/2019 to 02/29/2020, 3/1/2020 to Campbell Avenue S.W. 02/29/2021, 3/1/2021 to 02/28/2022) Greyhound 3,000 square feet located on Expires June 30, 2019 (1 additional one year Lines, Inc. the ground floor at 26 Salem renewal July 1, 2019 -June 30, 2020) Avenue S.W. Pyxis, Inc. 787 square feet located on Expires June 30, 2019 (1 additional one year the third floor at 31 -J renewal July 1, 2019 -June 30, 2020) Campbell Avenue S.W. Agreements for monthly parking permits, which are terminable. 39 BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING THE EXECUTION, DELIVERY AND PERFORMANCE, BY THE GREATER ROANOKE TRANSIT COMPANY (GRTC) OF A FIRST REINSTATED AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY OF ROANOKE, VIRGINIA (CITY) AND GRTC UNDER WHICH AGREEMENT GRTC WILL SELL AND TRANSFER CERTAIN REAL PROPERTY TO THE CITY AND ACQUIRE CERTAIN REAL PROPERTY FROM THE CITY; AUTHORIZING THE PRESIDENT AND GENERAL MANAGER OF GRTC TO EXECUTE THE FIRST REINSTATED AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY AND GRTC; AUTHORIZING THE PRESIDENT AND /OR GENERAL MANAGER TO EXECUTE SUCH FURTHER DOCUMENTS AND TAKE SUCH FURTHER ACTIONS AS MAY BE NECESSARY TO ACCOMPLISH THE SALE OF REAL PROPERTY AND THE ACQUISITION OF REAL PROPERTY; AND RECOMMENDING TO THE CITY, AS THE GRTC STOCKHOLDER, THE APPROVAL OF THE DISPOSITION OF REAL PROPERTY OF GRTC IN ACCORDANCE WITH APPLICABLE LAW. WHEREAS, the GRTC General Manager has advised the Board of GRTC's desire to construct a new transportation center with the City of Roanoke, Virginia; WHEREAS, the City has negotiated an agreement under which the City will acquire four parcels of real property to relocate the GRTC central transit transfer facility from Campbell Court (collectively, the "GRTC Relocation Parcels ") described as (i) 0 Salem Avenue, S.W., Roanoke, known as Official Tax Map No. 1010113, and 325 Salem Avenue, S.W., Roanoke, Virginia, known as Official Tax Map No. 1010115, owned by Brandon, Woody and Booker LLC; and (ii) 0 Salem Avenue, S.W., Roanoke, known as Official Tax Map No. 1010121, and 0 Salem Avenue, S.W., Roanoke, Virginia, known as Official Tax Map No. 1010122, owned by The Brandon Company, Incorporated, for the sum of $2,185,000 (the "GRTC Relocation Parcels Agreement ") and City Council adopted Ordinance No. 41345- 010719, on January 7, 2019, to authorize the City to execute, deliver, and perform the GRTC Relocation Parcels Agreement; WHEREAS, GRTC staff and City staff entered into an Agreement for the Exchange of Real Estate between the City and GRTC (the "Original Agreement ") dated January 23, 2019, that provides, subsequent to the acquisition of the GRTC Relocation Parcels by the City under the 1 R -GRTC authorize First Reinstated Agreement between City and GRTC - Campbell Court (9.16.19) GRTC Relocation Parcels Agreement, for the transfer of the GRTC Relocation Parcels from the City to GRTC in exchange for the transfer of Campbell Court, consisting of 13 parcels within the City, together with improvements thereon, situated at 29 Campbell Avenue, S.W., Roanoke, Virginia and 30 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map Nos. 1011105, 1011106, 1011107, 1011108, 1011109, 1011110, 1011116, 1011117 1011118, 1011119, 1011120, 1011122, and 1011129 (collectively, "Campbell Court"), from GRTC to the City; WHEREAS, the Original Agreement inadvertently expired by August 30, 2019, before the City and GRTC could complete their negotiations under the Original Agreement or extend the term of the Original Agreement. Notwithstanding the expiration of the Original Agreement, the City and GRTC have continued to perform their obligations under the terms of the Original Agreement as if it were in full force and effect. The City and GRTC propose to enter into the First Reinstated Agreement for the Exchange of Real Estate ( "Reinstated Agreement ") under which the City, after it acquires the GRTC Relocation Parcels from Brandon, Woody and Booker, LLC and The Brandon Company, Incorporated, under the GRTC Relocation Parcels Agreement, subject to the terms and conditions of the Reinstated Agreement, would transfer the GRTC Relocation Parcels to GRTC in exchange for the transfer of Campbell Court by GRTC to the City, subject to the terms and conditions of the Reinstated Agreement. The proposed Reinstated Agreement establishes new dates for completion of due diligence and satisfaction of other contingencies. The other terms and conditions contained in the Original Agreement are reinstated in the Reinstated Agreement; WHEREAS, pursuant to applicable laws of the Commonwealth of Virginia, the disposition of Campbell Court by GRTC pursuant to the Reinstated Agreement, must be approved by the GRTC Stockholder; and 2 R -GRTC authorize First Reinstated Agreement between City and GRTC - Campbell Court (9.16.19) WHEREAS, GRTC staff recommends that (i) the Board approve the Reinstated Agreement; and (ii) the Board recommend to the GRTC Stockholder that the GRTC Stockholder approve the disposition of Campbell Court pursuant to the terms of the Reinstated Agreement, so that GRTC will be able to construct a new transportation center within the City and allow GRTC to dispose of Campbell Court for uses other than bus transportation services, all as further set forth in the General Manager's Report dated September 16, 2019, to this Board. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: 1. The Board finds and determines that the Reinstated Agreement is in the best interests of GRTC and its stockholder in providing GRTC with a new transportation center and allowing GRTC to dispose of Campbell Court for uses other than bus transportation services and the Board approves the execution, delivery, and performance, by GRTC, of the Reinstated Agreement. 2. The Board authorizes the President and the General Manager to execute the proposed Reinstated Agreement, which proposed agreement includes the transfer of Campbell Court from GRTC to the City. Such Reinstated Agreement shall be approved as to form by GRTC's General Counsel. 3. Further, the Board authorizes the President and the General Manager to execute such further documents, including a Special Warranty Deed of Conveyance from GRTC transferring Campbell Court to the City in accordance with the terms of the Reinstated Agreement, and take such further actions as may be necessary to implement, administer, and enforce the Reinstated Agreement, and complete the sale and transfer of Campbell Court to the City. 4. Further, the Board authorizes the President and the General Manager to execute such further documents, including the acceptance of a Special Warranty Deed of Conveyance 3 R -GRTC authorize First Reinstated Agreement between City and GRTC - Campbell Court (9.16.19) from the City for the sale and transfer of the GRTC Relocation Parcels to GRTC in accordance with the terms of the Reinstated Agreement and take such further actions as may be necessary to implement, administer, and enforce the Reinstated Agreement, and complete the acquisition of the GRTC Relocation Parcels by GRTC. 5. Further, the Board recommends to the GRTC Stockholder that the GRTC Stockholder approve, ratify, and authorize the disposition of Campbell Court as set forth in the Reinstated Agreement, the acquisition of the GRTC Relocation Parcels as set forth in the Reinstated Agreement, and approve GRTC entering into the proposed Reinstated Agreement for the sale of Campbell Court to the City and the acquisition of the GRTC Relocation Parcels by GRTC and to take all steps necessary to effectuate the transactions contemplated in the Reinstated Agreement, including, without limitation, the sale and exchange of Campbell Court to the City by Special Warranty Deed and the acquisition of the GRTC Relocation Parcels by GRTC pursuant to a Special Warranty Deed from the City. Date: ��► �� ATTEST: 4pphatnie M. Moon no Secretary 4 R -GRTC authorize First Reinstated Agreement between City and GRTC - Campbell Court (9.16.19) Z. Q. s-- Va��ey 1� M� Greater Roanoke Transit Company Board of Directors Meeting September 16, 2019 The Honorable William D. Bestpitch, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: Closed Meeting Report This is to request a Closed Meeting to discuss the appointment of members to the Transit Passenger Advisory Committee, pursuant to Section 2.2- 3711(A)(1), Code of Virginia (1950), as amended. Respectf ly ub ed, Kevin . rice, General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS NOVEMBER 18, 2019 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order — Director Payne was absent. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, September 16, 2019. Without objection, Minutes were dispensed with and approved. 3. Reports of Officers: a. General Manager: 1. Management Update: • Planning and Special Projects • Melrose- Orange Target Area (MOTA) Art Bus Shelter Project • Transit Passenger Advisory Committee (TPAC) Update • Financial Management Oversight Review — Federal Transit Administration • Minor Route Modifications — Phase I Update • Stakeholder Meeting — Transit Transfer Center Project • GRTC Year to Date Ridership Update Without objection, Management Update was received and filed. 2. Authorization to purchase two medium duty body on chassis buses. Adopted Resolution. (6 -0) 3. Fiscal Year 2019 External Audit. Remarks received and filed. 4. Next Meeting: Tuesday, January 21, 2020, in the EOC Conference Room at 1:00 p.m., in the EOC Conference Room. 5. Adjourned at 1:30 p.m. K: \GRTC - Valley Metro \GRTC - Action Agenda \November 18, 2019 Action Agenda.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS November 13, 2019 William D. Bestpitch, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bestpitch and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, November 18, 2019, 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, h� • 0�,1 h� •,. Stephanie M. Moon Reynolds Secretary PC: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro KAGRTC.19 \September \September 16, 2019 Meeting Notice.doc iWOMENM Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update November 18, 2019 Planning and Special Projects Melrose - Orange Target Area (MOTH) Art Bus Shelter Proiect Valley Metro will be partnering with the Melrose- Orange Target Area (MOTH) project in providing neighborhood specific artistic transit bus shelters. Valley Metro will be providing up to four transit bus shelters as part of the MOTA project. Locations for the artistic bus shelters have been tentatively chosen, but are still being evaluated and subject to change. Transit Passenger Advisory Committee (TPAC) Update The TPAC is scheduled to kick off its first meeting on November 211t, 2019 at the Campbell Court Transfer Center. The meeting is scheduled to begin at 6:30pm. The TPAC is still seeking members to represent the City of Salem and the Town of Vinton. Financial Management Oversight Review — Federal Transit Administration The Federal Transit Administration (FTA) has initiated a Financial Management Oversight (FMO) consulting engagement to review selected areas related to the technical and financial capacity of the Greater Roanoke Transit Company. The FMO will commence on December 2, 2019 and last until December 13th, 2019. Minor Route Modifications — Phase 1 Update The Phase I Minor Route Modifications were placed into revenue service on October 10, 2019. The route modifications provided transit passengers with a more reliable, on -time transit service with access to new locations such as the Roanoke /Blacksburg Airport, Virginia Career Works, Target, and the Carilion Clinic's Institute for Orthopedics and Neurosciences (Franklin Road). Stakeholder Meeting - Transit Transfer Center Proiect - On October 30th, Valley Metro and City staff met with the Salem Avenue Neighborhood Business Association stakeholders to discuss the Transit Center project. The meeting was held at the West Station Theater Room. The Association provided a list of questions. With the exception of questions related specifically to what may be in the application to the Board of Zoning Appeals for a special exception, staff responded to all questions. A transit center (bus station) is allowed within the zoning district where the Brandon Lots are located by special exception. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GRTC YTD Ridership Below is the GRTC Ridership YTD as of September 2019 Valley Metro Fixed Route Ridership Report Smart Way Ridership Chart 1 ao,ow 5,0()0 160,000 4,500 4,000 140,00 3,500 120,000 3,000 1w,o00 ■ FY 20 2,500 80,000 ■ FY 19 2,000 60 U00 1,500 40,000 1,000 20.000 500 0 0 lul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun lul Aug Sept Oct Nov Dec Jan Feb Mar Apr May iun S.T.A.R Ridership Chart Star Line Trolley Ridership Chart 8,000 8,000 7,000 7,000 6 6,000 ,000 5, 5,000 4,00C) ■ FY 20 4,000 ■ FY 19 3,000 3,000 2.000 2,000 1,000 1,OOD 0 u Jul Aug Sept Oct Nov Dec San Feb Mar Apr May Sun Jul Aug Sept Oct Nov Dec lan Feb Mar Apr May Jun ■ FY 20 ■ FY 19 ■ FY 20 ■ FY 19 Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Smart Way Express r-w.Q 2SW 2000 1500 ■ FY 20 ■ Fr 19 1000 soo ' I 0 Ail Aug Sept Oct Nov Dec Jan Feb Mar Apr May fun Respectfully SgNibitted, L. Price al Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Greater Roanoke Transit Company Board of Directors Meeting Action Item November 18, 2019 The Honorable William D. Bestpitch, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Bestpitch and Members of the Board: Subject: Authorization to Purchase Two (2) Expansion Medium Duty Body on Chassis buses for the Smart Way Commuter & Express service. Background The Greater Roanoke Transit Company (GRTC) is currently under a leasing agreement for two (2) Expansion Medium Duty Body on Chassis buses for the Smart Way Commuter & Express service. As a result of a successful Smart Scale application for Smart Way expansion vehicles, GRTC is in a position to purchase the current lease vehicles for an estimated $327,000. No local matching funds required. Recommendation GRTC Board of Directors authorize the purchase of two (2) Expansion Medium Duty Body on Chassis buses for the Smart Way Commuter & Express service in accordance with Sections 2a and 2e of GRTC November 15, 2010 Board Resolution and FTA /Virginia Public Procurement Act requirements; that either GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations or General Manager (or designee) or any combination of two of the four aforemention -A individuals be authorized to execute a purchase contract for said buses. bmitted, 1�_ BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING GREATER ROANOKE TRANSIT COMPANY'S PRESIDENT, VICE- PRESIDENT OF OPERATIONS, ASSISTANT VICE - PRESIDENT OF OPERATIONS, OR GENERAL MANAGER OR ANY COMBINATION OF TWO OF THE FOUR AFOREMENTIONED INDIVIDUALS TO EXECUTE A PURCHASE CONTRACT, IN A FORM APPROVED BY GENERAL COUNSEL, NEEDED TO PURCHASE TWO (2) MEDIUM DUTY BODY ON CHASSIS BUSES FOR THE SMART WAY COMMUTER AND EXPRESS SERVICE, IN ACCORDANCE WITH SECTIONS 2A AND 2E OF GRTC NOVEMBER 15, 2010 BOARD RESOLUTION AND FTANIRGINIA PUBLIC PROCUREMENT ACT REGULATIONS; AND AUTHORIZING THE VICE PRESIDENT OF OPERATIONS AND GENERAL MANAGER TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTHER DOCUMENTS, AS MAY BE NECESSARY TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH CONTRACT. WHEREAS, Greater Roanoke Transit Company (GRTC) is currently under a leasing agreement for two Expansion Medium Duty Body on Chassis buses for the Smart Way Commuter & Express service. As a result of a successful Smart Scale application for Smart Way expansion vehicles, GRTC is in a position to purchase the current lease vehicles for an estimated $327,000. No local matching funds are required. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1 GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations, or General Manager or any combination of two of the four aforementioned individuals are each authorized, for and on behalf of GRTC to take such actions to purchase two Expansion Medium Duty Body on Chassis buses for the Smart Way Commuter & Express Service, referred to in the General Manager's report dated November 18, 2019, to this Board. GRTC has the necessary funds in the amount of $327,000 to procure the buses. No local matching funds are required. 1 2. The Vice President of Operations and General Manager are further authorized to take such further actions and execute such further documents, as may be necessary to implement, administer, and enforce such purchase contract, with any such documents to be in a form approved by general counsel. Dat�mL �t ?.d I ATTEST: t Frey ds, Tetary 2 O NEDWARDS v t'J ttira'�1 (rpia }rs ��. � nN7rt�rp rl : REQUIRED COMMUNICATION WITH THOSE CHARGED WITH GOVERNANCE Board of Directors Greater Roanoke Transit Company Roanoke, Virginia We have audited the financial statements of the Greater Roanoke Transit Company, hereafter referred to as the "Company ", for the year ended June 30, 2019. Professional standards require that we provide you with information about our responsibilities under generally accepted auditing standards, Government Auditing Standards, and the Uniform Guidance, as well as certain information related to the planned scope and timing of our audit. We have communicated such information in our presentation to you on July 15, 2019. Professional standards also require that we communicate to you the following information related to our audit. Significant Audit FindinLm Qualitative Aspects of Accounting Practices Management is responsible for the selection and use of appropriate accounting policies. The significant accounting policies used by the "Company" are described in Note 1 to the financial statements. No new accounting policies were adopted and the application of existing policies was not changed during 2019. We noted no transactions entered into by the "Company" during the year for which there is a lack of authoritative guidance or consensus. All significant transactions have been recognized in the financial statements in the proper period. Accounting estimates are an integral part of the financial statements prepared by management and are based on management's knowledge and experience about past and current events and assumptions about future events. Certain accounting estimates are particularly sensitive because of their significance to the financial statements and because of the possibility that future events affecting them may differ significantly from those expected. The most sensitive estimate affecting the Company's financial statements was: The useful lives of capital assets is based on management's knowledge and judgment, which is based on history. We evaluated the key factors and assumptions used to develop these estimates in determining that they are reasonable in relation to the financial statements taken as a whole. The financial statement disclosures are neutral, consistent, and clear. Difficulties Encountered in Performing the Audit We encountered no significant difficulties in dealing with management in performing and completing our audit. Your Success is Our Focus 319 McClanahan Street, S.W. • Roanoke, Virginia 24014 -7705 • 540- 345 -0936 • Fax: 540- 342 -6181 • www.BEcpas.com Sienificant Audit Matters (Continued) Corrected and Uncorrected Misstatements Professional standards require us to accumulate all known and likely misstatements identified during the audit, other than those that are clearly trivial, and communicate them to the appropriate level of management. Management has corrected all such misstatements. There were no corrected adjustments as a result of audit procedures. Management has determined that the effects of the following unrecorded misstatements are immaterial, both individually and in the aggregate, to the financial statements taken as a whole. a) Bus pass sales are recorded as revenue upon sale of the pass which, in many cases, is before the service is provided by the Company. As a result an estimated $15,000 of pass sales should be recorded as unearned with an offsetting $20,000 increase to beginning net position for the same matter in prior years. b) An understatement of current year depreciation on newly placed in service buses of approximately $15,000 as a result of a clerical error in the calculation of the partial year of depreciation. c) An overstatement of unearned revenue and an understatement of beginning net position of approximately $177,000 for capital related revenues that were earned in previous years. This revenue will be recognized in fiscal year 2020. Disagreements with Management For purposes of this letter, a disagreement with management is a financial accounting, reporting, or auditing matter, whether or not resolved to our satisfaction, that could be significant to the financial statements or the auditor's report. We are pleased to report that no such disagreements arose during the course of our audit. Management Representations We have requested certain representations from management that are included in the management representation letter dated November 15, 2019, a copy of which is attached. Management Consultations with Other Independent Accountants In some cases, management may decide to consult with other accountants about auditing and accounting matters, similar to obtaining a "second opinion" on certain situations. If a consultation involves application of an accounting principle to the Company's financial statements or a determination of the type of auditor's opinion that may be expressed on those statements, our professional standards require the consulting accountant to check with us to determine that the consultant has all the relevant facts. To our knowledge, there were no such consultations with other accountants. Other Audit Findings or Issues We generally discuss a variety of matters, including the application of accounting principles and auditing standards, with management each year prior to retention 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. We will also communicate with management in a management letter. Other Matters We applied certain limited procedures to Management's Discussion & Analysis, which is required supplementary information (RSI) that supplements the basic financial statements. Our procedures consisted of inquiries of management regarding the methods of preparing the information and comparing the information for consistency with management's responses to our inquiries, the basic financial statements, and other knowledge we obtained during our audit of the basic financial statements. We did not audit the RSI and do not express an opinion or provide any assurance on the RSI. Other Matters (Continued) We were engaged to report on the Schedule of Expenditure of Federal Awards, which accompanies the financial statements but is not RSI. With respect to this supplementary information, we made certain inquiries of management and evaluated the form, content, and methods of preparing the information to determine that the information complies with accounting principles generally accepted in the United States of America, the method of preparing it has not changed from the prior period, and the information is appropriate and complete in relation to our audit of the financial statements. We compared and reconciled the supplementary information to the underlying accounting records used to prepare the financial statements or to the financial statements themselves. Cybersecurity Risk Management In today's environment of increasingly frequent cyber- attacks, ensuring the adequacy of cybersecurity is a critical aspect of board oversight. In addition to significant business disruption, substantial response cost, negative publicity, and reputational harm, cybersecurity breaches can result in litigation, and leaders may face potential liability if they failed to implement adequate steps to protect the organization. Evidence suggests there may be a gap between the magnitude of exposure presented by cyber -risks and steps many corporate boards have taken to address these risks. Organizational leaders should be asking themselves what they can, and should, be doing to effectively oversee cyber -risk management. This information is intended solely for the information and use of the Board of Directors and management of the Company and is not intended to be, and should not be, used by anyone other than these specified parties. r � CERTIFIED PUBLIC ACCOUNTANTS Roanoke, Virginia November 15, 2019 Aao� MM� November 15, 2019 Brown Edwards & Company L.L.P. Certified Public Accountants 319 McClanahan Street S.W. Roanoke, VA 24014 This representation letter is provided in connection with your audit of the financial statements of Greater Roanoke Transit Company, Inc. (the "Company "), a component unit of the City of Roanoke, Virginia, which comprise the respective financial position as of June 30, 2019, and the respective changes in financial position and cash flows for the year then ended, and the related notes to the financial statements, for the• purpose of expressing an opinion as to whether the financial statements are presented fairly, in all material respects, in accordance with accounting principles generally accepted in the United States of America (U.S. GAAP). 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 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. An omission or misstatement that is monetarily small in amount could be considered material as a result of qualitative factors. We confirm, to the best of our knowledge and belief, as of November 15, 2019, the following representations made to you during your audit. Financial Statements 1) We have fulfilled our responsibilities, asset out in the terms of the audit engagement letter dated May 15, 2019, including our responsibility for the preparation and fair presentation of the financial statements in accordance with U.S. GAAP and for preparation of the required supplementary information in accordance with the applicable criteria. 2) The financial statements referred to above are fairly presented in conformity with U.S. GAAP and include all properly classified funds and other financial information of the Primary Government and all component units required by U.S. GAAP to be included in the financial reporting entity. 3) We acknowledge our responsibility for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. 4) We acknowledge our responsibility for the design, implementation, and maintenance of internal control to prevent and detect fraud. 5) Significant assumptions we used in making accounting estimates, including those measured at fair value, are reasonable. 6) Related party relationships and transactions, including revenues, expenses, loans, transfers, leasing arrangements, and guarantees, and amounts receivable from or payable to related parties have been appropriately accounted for and disclosed in accordance with U.S. GAAP. Greater Roanoke Transit Company 7) Adjustments or disclosures have been made for all events, including instances of noncompliance, subsequent to the date of the financial statements that would require adjustment to or disclosure in the financial statements or in the schedule of findings and questioned costs. 8) The effects of the following uncorrected misstatements is immaterial to the financial statements as a whole. a) Bus pass sales are recorded as revenue upon sale of the pass which, in many cases, is before the service is provided by the Company. As a result an estimated $18,000 of pass sales should be recorded as unearned with an offsetting $20,000 increase to beginning net position for the same matter in prior years. b) An understatement of current year depreciation on newly placed in service buses of approximately $15,000 as a result of a clerical error in the calculation of the partial year of depreciation. c) An overstatement of unearned revenue and an understatement of beginning net position of approximately $177,000 for capital related revenues that were earned in previous years. This revenue will be recognized in FY 2020. 9) The effects of all known actual or possible litigation, claims, and assessments have been accounted for and disclosed in accordance with U.S. GAAP. 10) Guarantees, whether written or oral, under which the Company is contingently liable, have been properly recorded or disclosed in accordance with U.S. GAAP. 11) We provide representation that inventory on hand at June 30, 2019 has been evaluated for obsolescence and all obsolete inventory has been removed from records for the fiscal year end. Information Provided 12) We have provided you with: a) Access to all information, of which we are aware, that is relevant to the preparation and fair presentation of the financial statements, such as records, documentation, and other matters and all audit or relevant monitoring reports, if any, received from funding sources. b) Additional information that you have requested from us for the purpose of the audit. c) Unrestricted access to persons within the Company from whom you determined it necessary to obtain audit evidence. d) Minutes of the meetings of Company or summaries of actions of recent meetings for which minutes have not yet been prepared. 13) All material transactions have been recorded in the accounting records and are reflected in the financial statements and the schedule of expenditures of federal rewards. 14) We have disclosed to you the results of our assessment of the risk that the financial statements may be materially misstated as a result of fraud. 15) Except as made known to you, we have no knowledge of any fraud or suspected fraud that affects the Company and involves: a) Management, b) Employees who have significant roles in internal control, or c) Others where the fraud could have a material effect on the financial statements. 16) Except as made known to you, we have no knowledge of any allegations of fraud or suspected fraud affecting the Company's financial statements communicated by employees, former employees, analysts, regulators, or others. 17) Except as made known to you, we have no knowledge of instances of noncompliance or suspected noncompliance with provisions of laws, regulations, contracts, or grant agreements, or abuse, whose effects should be considered when preparing financial statements. 18) We have disclosed to you all known actual or possible litigation, claims, and assessments whose effects should be considered when preparing the financial statements. 19) We have disclosed to you the identity of the Company's related parties and all the related party relationships and transactions of which we are aware. 20) The Company has satisfactory title to all owned assets, and there are no liens or encumbrances on such assets nor has any asset been pledged as collateral. Government- specific 21) There have been no communications from regulatory agencies concerning noncompliance with, or deficiencies in, financial reporting practices. 22) We have taken timely and appropriate steps to remedy fraud, noncompliance with provisions of laws, regulations, contracts, and grant agreements, or abuse that we found this year or were discovered by the Federal Transit Authority. 23) We have a process to track the status of audit findings and recommendations. 24) We have identified to you any previous audits, attestation engagements, and other studies related to the audit objectives and whether related recommendations have been implemented. 25) We have provided our views on reported findings, conclusions, and recommendations, as well as our planned corrective actions, for the report. 26) The Company has no plans or intentions that may materially affect the carrying value or classification of assets, liabilities, or equity. 27) We are responsible for compliance with the laws, regulations, and provisions of contracts and grant agreements applicable to us, and legal and contractual provisions for reporting specific activities in separate funds. 28) We have identified and disclosed to you all instances that have occurred or are likely to have occurred, of fraud and noncompliance with provisions of laws and regulations that we believe have a material effect on the financial statements or other financial data significant to the audit objectives, and any other instances that warrant the attention of those charged with governance. 29) We have identified and disclosed to you all instances, which have occurred or are likely to have occurred, of noncompliance with provisions of contracts and grant agreements that we believe have a material effect on the determination of financial statement amounts or other financial data significant to the audit objectives. 30) We have identified and disclosed to you all instances that have occurred or are likely to have occurred, of abuse that could be quantitatively or qualitatively material to the financial statements or other financial data significant to the audit objectives. 31) There are no violations or possible violations of budget ordinances, laws and regulations (including those pertaining to adopting, approving, and amending budgets), provisions of contracts and grant agreements, tax or debt limits, and any related debt covenants whose effects should be considered for disclosure in the financial statements, or as a basis for recording a loss contingency, or for reporting on noncompliance. 32) The Company has satisfactory title to all owned assets, and there are no liens or encumbrances on such assets nor has any asset been pledged as collateral. 33) The Company has complied with all aspects of contractual agreements that would have a material effect on the financial statements in the event of noncompliance. 34) Components of net position (net investment in capital assets; restricted; and unrestricted) are properly classified and, if applicable, approved. 35) Provisions for uncollectible receivables have been properly identified and recorded. 36) Expenses have been appropriately classified in or allocated to functions and programs in the statement of activities, and allocations have been made on a reasonable basis. 37) Revenues are appropriately classified in the statement of activities within program revenues, general revenues, contributions to term or permanent endowments, or contributions to permanent fund principal. 38) Special and extraordinary items are appropriately classified and reported, if applicable. 39) Deposits and investment securities and derivative instruments are properly classified as to risk and are properly disclosed. 40) Capital assets, including infrastructure and intangible assets, are properly capitalized, reported, and, if applicable, depreciated. 41) We have not completed the process of evaluating the impact that will result from adopting new Governmental Accounting Standards Board (GASB) Statements that are not yet effective, as discussed in the notes to financial statements. The entity is therefore unable to disclose the impact that adopting these Statements will have on its financial position and the results of its operations when the Statements are adopted. 42) We have appropriately disclosed the Company's policy regarding whether to first apply restricted or unrestricted resources when an expense is incurred for purposes for which both restricted and unrestricted net position is available and have determined that net position is properly recognized under the policy. 43) We acknowledge our responsibility for the required supplementary information (RSI). The RSI is measured and presented within prescribed guidelines and the methods of measurement and presentation have not changed from those used in the prior period. We have disclosed to you any significant assumptions and interpretations underlying the measurement and presentation of the RSI. 44) With respect to the supplementary information on which an in- relation -to opinion is issued. a) We acknowledge our responsibility for presenting the supplementary information in accordance with accounting principles generally accepted in the United States of America, and we believe the supplementary information, including its form and content, is fairly presented in accordance with accounting principles generally accepted in the United States of America. The methods of measurement and presentation of the supplementary information have not changed from those used in the prior period, and we have disclosed to you any significant assumptions or interpretations underlying the measurement and presentation of the supplementary information. b) If the supplementary information is not presented with the audited financial statements, we will make the audited financial statements readily available to the intended users of the supplementary information no later than the date we issue the supplementary information and the auditor's report thereon. 45) With respect to federal award programs: a) We are responsible for understanding and complying with and have complied with, the requirements of Title 2 U.S. Code of Federal Regulations (CFR) Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance), including requirements relating to preparation of the schedule of expenditures of federal awards. b) We acknowledge our responsibility for presenting the schedule of expenditures of federal awards (SEFA) and related notes in accordance with the requirements of the Uniform Guidance, and we believe the SEFA, including its form and content, is fairly presented in accordance with the Uniform Guidance. The methods of measurement or presentation of the SEFA have not changed from those used in the prior period and we have disclosed to you any significant assumptions and interpretations underlying the measurement or presentation of the SEFA. c) If the SEFA is not presented with the audited financial statements, we will make the audited financial statements readily available to the intended users of the SEFA no later than the date we issue the SEFA and the auditor's report thereon. d) We have identified and disclosed to you all of our government programs and related activities subject to the Uniform Guidance compliance audit, and have included in the SEFA, expenditures made during the audit period for all awards provided by federal agencies in the form of federal awards, federal cost - reimbursement contracts, loans, loan guarantees, property (including donated surplus property), cooperative agreements, interest subsidies, insurance, food commodities, direct appropriations, and other direct assistance. e) We are responsible for understanding and complying with, and have complied with, the requirements of federal statutes, regulations, and the terms and conditions of federal awards related to each of our federal programs and have identified and disclosed to you the requirements of federal statutes, regulations, and the terms and conditions of federal awards that are considered to have a direct and material effect on each major program. f) We are responsible for establishing and maintaining, and have established and maintained, effective internal control over compliance for federal programs that provides reasonable assurance that we are managing our federal awards in compliance with federal statutes, regulations, and the terms and conditions of federal awards that could have a material effect on our federal programs. We believe the internal control system is adequate and is functioning as intended. g) We have made available to you all federal awards (including amendments, if any) and any other correspondence with federal agencies or pass - through entities relevant to federal programs and related activities. h) We have received no requests from a federal agency to audit one or more specific programs as a major program. i) We have complied with the direct and material compliance requirements (except for noncompliance disclosed to you), including when applicable, those set forth in the OMB Compliance Supplement, relating to federal awards and have identified and confirm that there were no amounts questioned and no known noncompliance with the direct and material compliance requirements of federal awards. j) We have disclosed any communications from federal awarding agencies and pass - through entities concerning possible noncompliance with the direct and material compliance requirements, including communications received from the end of the period covered by the compliance audit to the date of the auditor's report. k) We have disclosed to you the findings received and related corrective actions taken for previous audits, attestation engagements, and internal or external monitoring that directly relate to the objectives of the compliance audit, including findings received and corrective actions taken from the end of the period covered by the compliance audit to the date of the auditor's report. 1) Amounts claimed or used for matching were determined in accordance with relevant guidelines in OMB's Uniform Guidance (2 CFR part 200, subpart E) and OMB Circular A -87, Cost Principles for State, Local, and Indian Tribal Governments, if applicable. m) We have disclosed to you our interpretation of compliance requirements that may have varying interpretations. n) We have made available to you all documentation related to compliance with the direct and material compliance requirements, including information related to federal program financial reports and claims for advances and reimbursements. o) We have disclosed to you the nature of any subsequent events that provide additional evidence about conditions that existed at the end of the reporting period affecting noncompliance during the reporting period. p) Other than those reported in the compliance reports, there are no such known instances of noncompliance with direct and material compliance requirements that occurred subsequent to the period covered by the auditor's report. q) No changes have been made in internal control over compliance or other factors that might significantly affect internal control, including any corrective action we have taken regarding significant deficiencies or material weaknesses in internal control over compliance, subsequent to the period covered by the auditor's report. r) Federal program financial reports and claims for advances and reimbursements are supported by the books and records from which the financial statements have been prepared. s) The copies of federal program financial reports provided you are true copies of the reports submitted, or electronically transmitted, to the respective federal agency or pass- through entity, as applicable. t) We have charged costs to federal awards in accordance with applicable cost principles. u) We are responsible for and have accurately prepared the summary schedule of prior audit findings to include all findings required to be included by the Uniform Guidance and we have provided you with all information on the status of the follow -up on prior audit findings by federal awarding agencies and pass - through entities, including all management decisions. v) We are responsible for and have ensured the reporting package does not contain protected personally identifiable information. w) We are responsible for and have accurately prepared the auditee section of the Data Collection Form as required by the Uniform Guidance. x) We are responsible for taking corrective action on each audit finding of the compliance audit and have developed a corrective action plan that meets the requirements of the Uniform Guidance. y) We have disclosed to you all contracts or other agreements with service organizations, and we have disclosed to you all communications from the service organizations relating to noncompliance at the service organizations, if applicable. 46) We reaffirm representations made for the audit of the Company for the year -ended June 30, 2018, in a management representation etter signed November 30, 2018 and provided to our previous auditors that has been made available to vod Signature: 4 ' _ Title: Kevin "e' eral Manager Signature: Title: Stepha ie Giles, Director of Finance GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) FINANCIAL REPORT June 30, 2019 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Table of Contents Financial Section Independent Auditor's Report Required Supplementary Information: Management's Discussion and Analysis (unaudited) Basic Financial Statements: Statements of Net Position Statements of Revenues, Expenses, and Changes in Net Position Statements of Cash Flows Notes to Basic Financial Statements Compliance Section Schedule of Expenditures of Federal Awards Notes to Schedule of Expenditures of Federal Awards Independent Auditor's 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 Independent Auditor's Report on Compliance for Each Major Program and on Internal Control over Compliance Required by the Uniform Guidance Summary of Compliance Matters Schedule of Findings and Questioned Costs Page(s) 1 -3 4 -10 11 12 13 14 -22 23 24 25-26 27-28 29 30 -33 m 1114AMEDWARDS INDEPENDENT AUDITOR'S REPORT Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Report on the Financial Statements We have audited the accompanying basic financial statements and the related notes to the financial statements, as listed in the table of contents, of the Greater Roanoke Transit Company (the "Company "), a component unit of the City of Roanoke, Virginia, as of and for the year ended June 30, 2019. Management's Responsibility for the Financial Statements Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles generally accepted in the United States of America; this includes the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error. Auditor's Responsibility Our responsibility is to express an opinion on these financial statements based on our audit. We conducted low 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. Those standards require that we plan and perform the audits to .. obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity's preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we express no such opinion. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for �** our audit opinion. Your Success is Our Focus 319 McClanahan Street, S.W. • Roanoke, Virginia 24014 -7705 • 540- 345 -0936 • Fax: 540- 342 -6181 • www.BEcpas.com m Report on the Financial Statements (Continued) Opinion In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of the Company as of June 30, 2019, and the changes in financial position and cash flows thereof for the year then ended in accordance with accounting principles generally accepted in the United States of America. Prior Period Financial Statements The financial statements of the Company as of June 30, 2018 were audited by other auditors whose report dated November 30, 2018 expressed an unmodified opinion on those statements. Other Matters Required Supplementary Information Accounting principles generally accepted in the United States of America require Management's Discussion and Analysis be presented to supplement the basic financial statements. Such information, although not a part of the basic financial statements, is required by the Governmental Accounting Standards Board, who considers it to be an essential part of financial reporting for placing the basic 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 basic financial statements, and other knowledge we obtained during our audit of the basic 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. Other Information Our audit was conducted for the purpose of forming an opinion on the financial statements that collectively comprise the Company's basic financial statements. The schedule of expenditures of federal awards is presented for purposes of additional analysis as required by Title 2 U.S. Code of Federal Regulations (CFR) Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance), and is also not a required part of the basic financial statements. The schedule of expenditures of federal awards is the responsibility of management and was derived from and relates directly to the underlying accounting and other records used to prepare the basic financial statements. Such information has been subjected to the auditing procedures applied in the audit of the basic financial statements and certain additional procedures, including comparing and reconciling such information directly to the underlying accounting and other records used to prepare the basic financial statements or to the basic financial statements themselves, and other additional procedures in accordance with auditing standards generally accepted in the United States of America. In our opinion, the schedule of expenditures of federal awards is fairly stated in all material respects in relation to the basic financial statements as a whole. 2 5 Other Reporting Required by Government Auditing Standards In accordance with Government Auditing Standards, we have also issued our report dated November 15, 2019 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 solely 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 internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Company's internal control over financial reporting and compliance. CERTIFIED PUBLIC ACCOUNTANTS Roanoke, Virginia November 15, 2019 3 0 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis Years Ended June 30, 2019 and 2018 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, 2019 and 2018. 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 in accordance with accounting principles generally accepted in the United States of America ( "GAAP "). This is the same basis of accounting employed by most private- sector enterprises. Our financial statements include the following components: • Statements of Net Position, which presents information on the assets and liabilities of the Company, with the resulting difference between the two reported as net position. Over time, increases or decreases in net position 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 Position, which reports revenues and expenses, classified as operating and nonoperating, and capital contributions for the period. The resulting change in net position for the period is combined with the beginning of the year total net position balance in order to reconcile to the end of the year total net position on the Statements of Net Position. • 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 Position. • Notes to the Basic 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, 2019 and 2018. Financial Highlights The following major financial highlights are of note for the Years Ended June 30, 2019 and 2018: Fiscal Year 2019 • Assets exceeded liabilities by $14,339,435 (net position) as of June 30, 2019. $453,401 of net position is considered unrestricted and available to meet ongoing and future obligations of the Company, including its share of capital projects. • Net position increased $2,838,611 for the year ended June 30, 2019. The unrestricted portion of net position decreased $445,462 and the investment in capital assets portion of net position increased $3,284,073 compared to the balance as of June 30, 2018. 4 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis Years Ended June 30, 2019 and 2018 • Operating revenues decreased $47,759 compared to the previous year, due primarily to a decrease in ridership. • Operating expenses increased $859,039 primarily due to the Smart Way Express service expansion and increases in labor & benefits, contract services, and purchased transportation expenses. • Total net nonoperating revenues increased $721,500 compared to the previous year due primarily to an increase in noncapital state assistance for the Smart Way Express service. • Capital contributions increased $2,497,654 compared to the previous year due to increased federal and state contributions for capital asset purchases in fiscal year 2019. Fiscal Year 2018 • Assets exceeded liabilities by $11,500,824 (net position) as of June 30, 2018. $898,863 of net position is considered unrestricted and available to meet ongoing and future obligations of the Company, including its share of capital projects. • Net position increased $526,256 for the year ended June 30, 2018. The unrestricted portion of net position decreased $128,640 and the investment in capital assets portion of net position increased $654,896 compared to the balance as of June 30, 2017. • Operating revenues decreased $20,251 compared to the previous year, due primarily to a decrease in the Smart Way Connector passenger fares and a decrease in ridership. • Operating expenses increased $535,864 primarily due to increases in labor & benefits, contract services, and purchased transportation expenses. • Total net nonoperating revenues decreased $142,467 compared to the previous year due primarily to a w decrease in noncapital state assistance. �""` • Capital contributions increased $1,304,184 compared to the previous year due to increased federal and state contributions for capital asset purchases in fiscal year 2018. Additional detail on the above items, along with other information, is discussed in the following sections. r. Im 0 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis Years Ended June 30, 2019 and 2018 VW Net Position A summary of the major components of net position as of June 30, 2019, 2018, and 2017, is as follows: Summary of Net Position Fiscal Year Fiscal Year 2019 2018 increase increase 2019 2018 _ 2017 (decrease) (decrease) Current assets 4,561,311 2,391,680 2,250,139 2,169,631 141,541 Capital assets, net 13,886,034 10,601,961 9,947,065 3,284,073 654,896 Total assets 18,447,345 1 12,197,204 5,453,704 796,477— Current liabilities 4,107,910 -1,49,8 7171 1,2 2,636 2,615,093 270,181 Investment in capital assets 13,886,034 10,601,961 9,947,065- 3,284,073 654,896 Unrestricted 453,401 898,863 1,027,503 (445,462) (128,640) Total Net position $ 14,339,435 $ 11,500,824 $ 10,974,568 $ 2,838,611 $ 526,256 Fiscal Year 2019 Total net position of $14,339,435 increased $2,838,611, or 24.7 %, for the year ended June 30, 2019. The increase in net position is primarily due to an increase in capital assets, net, which increased $3,284,073 or 31 %. This increase was offset by a decrease in the unrestricted portion of net position that decreased $445,462 or 49.6 %. The decrease in the unrestricted portion is primarily due to an increase in the Company funding the portion of capital net acquisitions not provided by federal and state capital grants. Current assets increased $2,169,631 primarily due to increases in the amount due from the Federal Transit Administration and the Commonwealth of Virginia for $2,377,895 and $241,964, respectively. This increase was partially offset by a decrease in cash and cash equivalents of $798,757. «» Current liabilities increased $2,615,093, or 175.2 %, compared to the balance as of June 30, 2018. The increase is primarily due to increases in trade accounts payable and other liabilities of $2,090,089 and $469,915, respectively. w It is important to note that the Company has maintained financial operations without issuance of any long -term debt during fiscal year 2019. Fiscal Year 2018 Total net position of $11,500,824 increased $526,256, or 4.8 %, for the year ended June 30, 2018. The increase in ' net position is primarily due to an increase in capital assets, net, which increased $654,896 or 6.6 %. This decrease was offset by a decrease in the unrestricted portion of net position that decreased $128,640 or 12.5 %. The decrease in the unrestricted portion is primarily due to an increase in the Company funding the portion of capital net acquisitions not provided by federal and state capital grants. Current assets increased $141,541 primarily due to increases in the amount due from the Federal Transit Administration and the Commonwealth of Virginia for $375,859 and $75,676, respectively. This increase was partially offset by a decrease in cash and cash equivalents of $303,218. Current liabilities increased $270,181, or 22.1°/x, compared to the balance as of June 30, 2017. The increase is primarily due to increases in trade accounts payable and other liabilities of $179,803 and $72,077, respectively. It GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis Years Ended June 30, 2019 and 2018 7 EM is important to note that the Company has maintained financial operations without issuance of any long -term debt during fiscal year 2018. Changes in Net Position Condensed financial information from the Statements of Revenues, Expenses, and Changes in Net Position for the years ended June 30, 2019, 2018, and 2017, is provided below, followed by additional breakdown and analysis of the changes in the various categories: Condensed Statements of Changes in Net Position Fiscal Year Fiscal Year 2019 2018 2019 2018 2017 change change Total operating revenues 1,860,686 1,908,445 1,928,696- 7,7 (20,251) Total operating expenses (12,167,911) (11,308,872) (10,773,008) (859,039) (535,864) T ot al net nonop erat ing revenues 8,371,950 7,650,451 7,792,918 721,499 (142,467) Capital contributions 4,773,886 2,276,232 972,048 2,497,654 1,304,184 Changes in net position 2,838,611 526,256 79, ) 2,312,357- 605,602 Ending net position $ 14,339,435 $ 11,500,824 $ 10,974,568 $ 2,838,611 $ 526,256 Additional discussion on each component of the Statement of Revenues, Expenses, and Changes in Net Position is provided in the following paragraphs: Revenues Fiscal year Fiscal year 2019 2018 increase increase 2019 2018 2017 (decrease) (decrease) Operating revenues: Passenger fares $ 1,595,535 $ 1,607,997 $ 1,602,126 $ (12,462) $ 5,871 M* Smart Way fares 168,729 179,677 175,803 (10,948) 3,874 Smart Way Express 1,769 - - 1,769 Smart Way Connector fares - 19,608 62,796 (19,608) (43,188) S.T.A.R. fares 91,077 96,476 82,905 (5,399) 13,571 Other primary fares 3,576 4,687 5,066 (1,111) (379) Total operating revenues 1,860,686 1,908,445 1,928,696 (47,759) (20,251) Nonop crating revenues: Noncapital grants 8,122,505 7,378,891 7,482,401 743,614 (103,510) Advertising 132,944 136,579 109,273 (3,635) 27,306 Rental income 65,610 64,045 66,473 1,565 (2,428) Parking income 42,070 63,291 78,353 (21,221) (15,062) Interest income 1,449 1,164 1,210 285 (46) Gain on disposal of capital assets, net - - 6,996 - (6,996) Miscellaneous 7,372 6,481 48,212 891 (41,731) Total net nonoperating revenues 8,371,950 7,650,451 7,792,918 721,499 (142,467) Capital contributions 4,773,886 2,276,232 972,048 2,497,654 1,304,184 Total revenues $ 15,006,522 $ 11,835,128 $ 10,693,662 $ 3,171,394 $ 1,141,466 7 EM UL 0 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis Years Ended June 30, 2019 and 2018 Fiscal Year 2019 Total operating revenues decreased $47,759 or 2.5 %. Passenger fares decreased $12,462, or less than 1 %, compared to the previous period primarily due to decreases in 31 Day and 7 Day pass sales of $38,264 and $21,766, respectively. The decrease was offset by increases in boarding fares and daily pass sales of $21,483 and $26,085, respectively. Passenger ridership decreased to 1,891,552 from 1,936,247 in the prior year for all standard fixed routes. The Company operates a commuter service, The Smart Way, between Roanoke and Blacksburg. The Smart Way service operating revenue decreased $10,948, or 6.1 %, for the year ended June 30, 2019, compared to the previous year. Ridership on The Smart Way service decreased to 43,092 in fiscal year 2019 from 46,781 in fiscal year 2018. The Company started operating an expansion service named The Smart Way Express on July 9, 2018. The service travels between Roanoke's Carilion Medical College and Blacksburg with limited stops. The Smart Way Express ** operating revenue in FY 19 was $1,769. Ridership in FY 19 was 15,907. The Company previously operated a second commuter service, The Smart Way Connector traveled to Lynchburg's multi -modal station, which includes the AmTrak passenger station. This service was discontinued on October 30, 2017. Smart Way Connector service revenues decreased to $ -0- in fiscal year 2019 from $19,608 in fiscal year 2018. Ridership on The Smart Way Connector service decreased to -0- in fiscal year 2019 from 5,958 in fiscal year 2018. The Company occasionally provides charter service for organizations or individuals that are unable to obtain this service from other service providers. Other primary fares for these services decreased to $$3,576 in fiscal year 2019 from $4,687 in fiscal year 2018. The Company's total passenger rides for fiscal year 2019, including all fixed and Smart Way routes, were 1,895,355. Total net nonoperating revenues increased $721,500, or 9.4 %, compared to the previous year primarily due to increases in noncapital grant funding of $436,664. The increases in funding were primarily due to the expansion service for the Smart Way Express. The Federal Transportation Administration and the Commonwealth of Virginia funding increased $255,353 and $181,311, respectively. The Virginia Tech funding increased $173,971 compared to FY 18. Capital contributions fluctuate based on the capital asset needs of the Company. Accordingly, capital contributions increased $2,497,654, or 109.7 %, compared to the previous year, due to the Company's increase in capital purchases in fiscal year 2019 compared to fiscal year 2018. Capital assets purchased in fiscal year 2019 included ten 35" replacement buses, and a GPS /AVL system. Accordingly, capital contributions increased for the year ended June 30, 2019, over the year ended June 30, 2018, as a result of an increase in capital asset purchases. Fiscal Year 2018 Total operating revenues decreased $20,251 or 1 %. Passenger fares increased $5,871, or .4 %, compared to the previous period primarily due to an increase in boarding fares and daily pass sales of $29,796 and $6,721, '" respectively. The decrease was offset by decreases in 31 Day and 7 Day pass sales of $13,993 and $16,653, respectively. Passenger ridership decreased to 1,936,247 from 2,068,429 in the prior year for all standard fixed routes. The Company increased fares for the standard fixed routes effective January 1, 2018. GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis Years Ended June 30, 2019 and 2018 *0 The Company operates a commuter service, The Smart Way, between Roanoke and Blacksburg. The Smart Way service operating revenue increased $3,874, or 2.2 %, for the year ended June 30, 2018, compared to the previous year. Ridership on The Smart Way service increased to 46,781 in fiscal year 2018 from 46,221 in fiscal year 2017. The Company operates a second commuter service, The Smart Way Connector traveled to Lynchburg's multi -modal station, which includes the AmTrak passenger station. This service was discontinued on October 30, 2017. Smart Way Connector service revenues decreased to $19,608 in fiscal year 2018 from $62,796 in fiscal year 2017. Ridership on The Smart Way Connector service decreased to 5,958 in fiscal year 2018 from 19,440 in fiscal year 2017. The Company occasionally provides charter service for organizations or individuals that are unable to obtain this service from other service providers. Other primary fares for these services decreased to $4,687 in fiscal year 2018 from $5,066 in fiscal year 2017. The Company's total passenger rides for fiscal year 2018, including all fixed and Smart Way routes, were 2,091,007. Total net nonoperating revenues decreased $142,467, or 1.8 %, compared to the previous year primarily due to decreases in noncapital grant funding of $103,510. The Commonwealth of Virginia funding decreased $237,544 «. primarily due to a decrease in the states allocation of it funds. This decrease was partially offset by increases to Federal Transit Administration and New River Valley funding for $82,682 and $41,566, respectively. Capital contributions fluctuate based on the capital asset needs of the Company. Accordingly, capital contributions increased $1,304,184, or 134.2 %, compared to the previous year, due to the Company's increase in capital purchases in fiscal year 2018 compared to fiscal year 2017. Capital assets purchased in fiscal year 2018 included two 35" and two 40" replacement buses, and replacement of eight (8) bus lifts. Accordingly, capital contributions increased for the year ended June 30, 2018, over the year ended June 30, 2017, as a result of an increase in capital asset purchases. Fiscal Year 2019 Total operating expenses, totaling $12,167,911, increased $859,039 compared to fiscal year 2018. Depreciation expense increased $8,170 compared to June 30, 2018. 0 Expenses Fiscal year Fiscal year 2019 2018 OR increase increase 2019 2018 2017 (decrease) (decrease) Op crating exp ens es: Transportation $ 5,543,546 $ 4,775,400 $ 4,687,526 $ 768,146 $ 87,874 Vehicle maintenance 1,067,466 1,087,068 1,159,144 (19,602) (72,076) ter. Nonvehicle maintenance 301,879 301,820 291,795 59 10,025 Administration 3,537,023 3,434,757 2,957,572 102,266 477,185 Depreciation 1,717,997 1,709,827 1,676,971 8,170 32,856 Total operating expenses $ 12,167,911 $ 11,308,872 $ 10,773,008 $ 859,039 $ 535,864 Fiscal Year 2019 Total operating expenses, totaling $12,167,911, increased $859,039 compared to fiscal year 2018. Depreciation expense increased $8,170 compared to June 30, 2018. 0 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis Years Ended June 30, 2019 and 2018 Transportation increased $768,146 primarily due to an increase in Labor and Materials and Supplies for $405,382 and $333,360, respectively. Labor increased primarily due to The Smart Way Express service labor of $122,182. The Materials and Supplies increased primarily due to an increase in fuel expense for $302,684. Vehicle maintenance decreased $19,602 primarily due to decreased labor and benefits expenses of $11,755 and 33,851, respectively. These decreases were partially offset by an increase in materials and supplies for $26,168. Administration expenses increased $102,266 primarily due to increased expenses for contract services and purchased transportation expenses for $30,985 and $194,717, respectively. Purchased transportation costs increased primarily due to the service provider's loss of New Freedom funding. Fiscal Year 2018 Total operating expenses, totaling $11,308,872, increased $535,864 compared to fiscal year 2017. Depreciation expense increased $32,856 compared to June 30, 2017. Transportation increased $87,874 primarily due to an increase in fringe benefits for $148,336. Fringe benefits increased primarily due to an internal change in recording holiday and vacation benefits for administrative personnel. These expenses were partially offset by a decrease in material and supplies expense for $79,702. Vehicle maintenance decreased $72,076 primarily due to decreased materials and supplies expense of $63,005. Materials and supplies decreased primarily due to a decrease in revenue vehicle parts expense for $65,712. Administration expenses increased $477,185 primarily due to increased expenses for contract services and purchased transportation expenses for $54,313 and $424,905, respectively. Purchased transportation costs increased primarily due to the service provider's loss of JARC funding and increased ridership on the STAR �. service. Looking Ahead to Fiscal Year 2020 The Company's Board of Directors has adopted the Company's budget for fiscal year 2020. The Company anticipates replacing eight (8) Gillig buses, four (4) Trolley buses, and six (6) para- transit vehicles. The Company anticipates beginning the design and engineering phase of the new Transfer Center in January. Request for Information This financial report is designed to provide interested parties with a general overview of the Company's finances. lo- Should you have any questions about this report or need additional information, please contact the Director of Finance, 1108 Campbell Avenue SE, P. O. Box 13247, Roanoke, VA 24032. 10 y GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Statements of Net Position June 30, 2019 and 2018 Assets Current assets: Cash and cash equivalents 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 Liabilities Current liabilities: Trade accounts payable Accrued salaries and benefits Other liabilities (notes 7 and 8) Total current liabilities Net Position Investment in capital assets Unrestricted Total net position See accompanying notes to the basic financial statements. 11 2019 2018 $ 126,485 $ 925,242 2,979,555 601,660 429,764 187,800 196,256 54,884 306,071 109,835 499,668 464,439 23,512 47,820 4,561,311 2,391,680 720,724 720,724 11,795,786 11,682,642 18,835,707 18,614,375 3,087,517 2,876,931 991,242 983,131 (21,544,942) (24,275,842) 13, 886,034 10,601,961 18,447,345 12,993,641 2,644,669 554,580 424,462 369,373 1,038,779 568,864 4,107,910 1,492,817 13,886,034 10,601,961 453,401 898,863 $ 14,339,435 $ 11,500,824 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Statements of Revenues, Expenses, and Changes in Net Position Years Ended June 30, 2019 and 2018 Operating revenues: Charges for passenger fares Operating expenses: Salaries and wages Fringe benefits (note 6) Services Utilities Insurance Purchased services and other expenses 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, Virginia City of Salem, Virginia Town of Vinton, Virginia New River Valley Metropolitan Planning Organization Virginia Tech University Carillon Foundation Downtown Roanoke, Inc. Total noncapital revenues, net Local share and other revenues: Advertising Rental income (note 8) Parking income Interest income Other Total local share and other revenues Total net nonoperating revenues, net Loss before capital contributions Capital contributions Change in net position Total net position at beginning of year Total net position at end of the year See accompanying notes to the basic financial statements. 12 2019 2018 $ 1,860,686 $ 1,908,445 4,029,051 1,892,893 680,573 224,589 242,719 1,943,544 1,436,545 1,717,997 12,167,911 (10,307,225) 3,301,998 2,128,404 1,991,158 202,579 118,026 103,964 186,923 59,551 29,902 8,122,505 3,702,581 1,971,278 639,762 224,575 242,521 1,751,244 1,067,084 1,709,827 11,308,872 (9,400,427) 3,046,645 1,947,093 1,900,349 179,252 115,004 86,329 12,952 60,758 30,508 7,378,890 132,944 136,579 65,610 64,045 42,070 63,291 1,449 1,164 7,372 6,482 249,445 271,561 8,371,950 7,650,451 (1,935,275) (1,749,976) 4,773,886 2,276,232 2,838,611 526,256 11,500,824 10,974,568 $ 14,339,435 $ 11,500,824 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Statements of Cash Flows Years Ended June 30, 2019 and 2018 m- 2019 2018 Cash flows from operating activities and local share and other revenues (excluding interest): Cash received from customers $ 1,664,450 $ 1,894,994 Cash payments to suppliers for goods and services (3,777,359) (3,649,515) Cash payments to employees for services (5,866,855) (5,655,559) Local share and other revenue received 247,996 256,947 Net cash used in operating activities (7,731,768) (7,153,133) Cash flows from noncapital financing activity: Noncapital grants received 5,669,082 6,937,242 Cash flows from capital and related financing activities: Acquisition of capital assets (3,203,598) (2,364,723) Capital contributions 4,466,078 2,276,231 Net cash used in capital and related financing activities 1,262,480 (88,492) Cash flows from investing activity: Interest income received 1,449 1,165 Net changes in cash and cash equivalents (798,757) (303,218) Cash and cash equivalents at beginning of year 925,242 1,228,460 Cash and cash equivalents at end of year $ 126,485 $ 925,242 Reconciliation of operating loss to net cash used in operating activities: Operating loss $ (10,307,225) $ (9,400,427) Adjustments to reconcile operating loss to net cash used in operating activities: Local share and other net revenue (excluding interest) 247,996 270,397 Depreciation 1,717,997 1,709,827 Changes in assets and liabilities: Decrease (increase) in accounts receivable (196,236) (13,451) Decrease (Increase) in supplies and materials (35,229) 6,747 Decrease (increase) in other assets 24,308 3,593 Increase (decrease) in trade accounts payable 291,617 179,803 Increase in accrued salaries and benefits 55,089 18,301 Increase in other liabilities 469,915 72,077 Net cash used in operating activities $ (7,731,768) $ (7,153,133) Supplemental cash flow data Noncash capital and financial activities Capital asset purchases financed with accounts payable $ 1,798,472 $ See accompanying notes to the basic financial statements. 13 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Notes to Basic Financial Statements June 30, 2019 and 2018 (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 (the "DRPT "), 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 ratified by the Amalgamated Transit Union, A.F.L.- C.I.O.- C.L.C., Local Union 1493 ( "Union ") in September 2017 and expiring on June 30, 2020. As of and for the years ended June 30, 2019 and 2018, the Company is reported as a discretely presented component unit with the City's reporting entity. (h) 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 accounting principles generally accepted in the United States of America ( "GAAP "), as promulgated by the Governmental Accounting Standards Board, and conform with the requirements of the FTA's National Transit Database, as amended. Accordingly, revenues are recorded when earned and expenses are recorded at the time liabilities are incurred, regardless of when the related cash flows take place. Nonexchange transactions, in which the Company receives value without directly giving equal value in exchange, include appropriations from the City, grants, and donations. Revenues from grants and contributions are recognized in the fiscal year in which all eligibility requirements, including time requirements, if any are met. (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 fair 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. 14 (Continued) GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Notes to Basic Financial Statements June 30, 2019 and 2018 (d) Supplies and Materials Supplies and materials consist of various consumable items which are maintained on a perpetual basis with periodic verification based on physical count. Supplies and materials are valued using a weighted average cost approach. (e) 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 to 12 years Shop and garage equipment 2 to 10 years Office equipment and furnishings 2 to 10 years Contributed and donated capital assets are recorded at acquisition value at the date of receipt. The costs of normal maintenance and repairs that do not add to the value of the asset or materially extend assets' lives are not capitalized. (fl 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 of accounting based upon the date in which services are provided to customers. (g) 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. m (h) Compensated Absences Company employees are granted vacation leave in varying amounts. In the event of termination, an employee is paid 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 it. In accordance with GAAP, the liability calculations include an accrual at the current rate of pay and ancillary salary- related payments associated with its ultimate liquidation. Compensated absence liabilities are reported as a component of accrued salaries and benefits. 15 (Continued) GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Notes to Basic Financial Statements June 30, 2019 and 2018 (i) 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) Unearned Revenues Unearned revenues represent amounts for which asset recognition criteria have been met, but for which revenue recognition criteria have not been met. Grants and contributions received before the eligibility requirements are met have been recorded as unearned revenues. (k) 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, which 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 Internal Revenue Service ( "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 the Employee Retirement Income Security Act and the Department of Labor regulations. Charges to operations under the Plan are based on 3% of union and salary participants' eligible payroll. (l) Net Position Net position represents the difference between assets and liabilities. Net position may be comprised of three components: Net Investment in Capital Assets — Consists of the historical cost of capital assets net of any accumulated depreciation and outstanding debt used to finance those assets. Restricted — Consists of assets where limitations are imposed through external restrictions imposed by creditors, grantors, or the laws and regulations of other governments. Unrestricted — All other net position is reported as net invested in this category. (m) 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, liabilities, and net position at the date of the financial statements and the reported amounts of revenues, expenses, and changes in net position during the reporting period. Actual results could differ from these estimates. 16 (Continued) GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Notes to Basic Financial Statements June 30, 2019 and 2018 (n) Subsequent Events The Company has evaluated subsequent events through November 15, 2019 in connection with the preparation of these financial statements, which is the date the financial statements were available to be issued. (2) Cash and Cash Equivalents All cash and cash equivalents are held by financial institutions in the name of the Company. At June 30, 2019 and 2018, 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 Purchases Capital asset purchases have been funded primarily under FTA capital grants to the Company. Additional matching requirements were met by the Commonwealth of Virginia, the City, 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, 2019 and 2018, are as follows: 17 (Continued) Capital Cumulative Outstanding grant funds capital capital received grant funds grant 2019 received amount FTA $ 2,784,890 $ 27,539,885 $ 1,391,201 Commonwealth of Virginia 2,642,762 8,395,124 870,337 City of Roanoke - 166,985 - New River Valley MPO - 76,750 - $ 5,427,652 $ 36,178,744 $ 2,261,538 Capital Cumulative Outstanding grant funds capital capital received grant funds grant 2018 received amount FTA $ 1,041,122 $ 24,755,025 $ 4,176,061 Commonwealth of Virginia 1,094,250 5,752,362 3,560,943 City of Roanoke - 166,985 - New River Valley MPO - 76,750 - $ 2,135,372 $ 30,751,122 $ 7,737,004 17 (Continued) 5 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Notes to Basic Financial Statements June 30, 2019 and 2018 (b) Operations The Company receives operating assistance from the FTA, Commonwealth of Virginia, the City, City of Salem, Virginia, Town of Vinton, Virginia, and New River Valley Metropolitan Planning Organization. During fiscal years 2019 and 2018, the Company also received operating assistance from the Carilion Foundation and Downtown Roanoke, Inc. for its Star Line trolley bus service. The Company also received assistance from Virginia Tech University for an expansion of service on The Smart Way Service beginning February 2015. (4) Supplies and Materials As of June 30, 2019 and 2018, supplies and materials consisted of the following: 2019 2018 Parts $ 462,918 $ 434,411 Diesel fuel 31,644 22,296 Lubricating oil 5,106 7,732 $ 499,668 $ 464,439 (5) Capital Assets The following is a summary of the changes in capital assets, net for the fiscal Years Ended June 30, 2019 and 2018: Capital assets not being depreciated: Land Other capital assets being depreciated: Building structures and improvements Buses Shop and garage equipment Office equipment and furnishings Accumulated depreciation k Net capital assets being depreciated Capital assets, net Balances Balances June 30, June 30, 2018 Increases Decreases 2019 $ 720,724 $ - $ - $ 720,724 11,682,642 116,114 (2,970) 11,795,786 18,614,375 4,499,180 (4,277,848) 18,835,707 2,876,931 378,665 (168,079) 3,087,517 983,131 8,111 - 991,242 (24,275,842) (1,717,997) 4,448,897 (21,544,942) 9,881,237 3,284,073 - 13,165,310 $ 10,601,961 $ 3,284,073 $ - $ 13,886,034 18 (Continued) GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Notes to Basic Financial Statements June 30, 2019 and 2018 (6) Deferred Compensation Plan The Company has a deferred compensation plan (see note 1(k)) covering all hourly and salaried employees. The Company contributions to the deferred compensation plan were $139,106 in fiscal year 2019 and $123,653 in fiscal year 2018. (7) Other Liabilities Included in other liabilities at June 30, 2019 and 2018, is unearned revenues of $801,967 and $332,162, respectively. (8) Commitments and Contingent Liabilities Contractual Commitments Under the provisions of a management contract with First Group America Company (dba First Transit, Inc.), which originally became effective on March 1, 2010 and was renewed July 1, 2015 expiring June 30, 2020. The Company pays a monthly fee of $26,100 for management services. Total fees paid for the years ended June 30, 2019 and 2018, were $322,603 and $313,207, respectively. 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. Capital assets, net, approximating $13.9 million at June 30, 2019, are subject to these grant requirements. 19 (Continued) Balances Balances June 30, June 30, 2017 Increases Decreases 2018 Capital assets not being depreciated: Land $ 720,724 $ - $ - $ 720,724 Other capital assets being depreciated: Building structures and improvements 11,594,319 88,323 11,682,642 Buses 16,511,774 2,102,601 - 18,614,375 Shop and garage equipment 2,708,829 168,102 - 2,876,931 Office equipment - and furnishings 977,434 5,697 - 983,131 Accumulated depreciation (22,566,015) (1,709,827) - (24,275,842) Net capital assets being depreciated 9,226,341 654,896 - 9,881,237 Capital assets, net $ 9,947,065 $ 654,896 $ - $ 10,601,961 (6) Deferred Compensation Plan The Company has a deferred compensation plan (see note 1(k)) covering all hourly and salaried employees. The Company contributions to the deferred compensation plan were $139,106 in fiscal year 2019 and $123,653 in fiscal year 2018. (7) Other Liabilities Included in other liabilities at June 30, 2019 and 2018, is unearned revenues of $801,967 and $332,162, respectively. (8) Commitments and Contingent Liabilities Contractual Commitments Under the provisions of a management contract with First Group America Company (dba First Transit, Inc.), which originally became effective on March 1, 2010 and was renewed July 1, 2015 expiring June 30, 2020. The Company pays a monthly fee of $26,100 for management services. Total fees paid for the years ended June 30, 2019 and 2018, were $322,603 and $313,207, respectively. 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. Capital assets, net, approximating $13.9 million at June 30, 2019, are subject to these grant requirements. 19 (Continued) Im GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Notes to Basic Financial Statements June 30, 2019 and 2018 The Company has agreements with the City of Salem, Virginia and Town of Vinton, Virginia to provide bus service to each locality, which may be terminated by either party upon written notice of twelve months and six months, respectively. The localities reimburse the Company for 51% 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, 2019 and 2018, totaled $65,610 and $64,045, respectively. Future minimum rental receipts under leases with original terms in excess of one year are as follows: Years ending June 30: 2020 $ 64,975 The Company is the lessee in an agreement with a tire manufacturer for the rental of bus tires. The agreement became effective beginning December 1, 2016 and ends November 30, 2021. It specifies a base rate per tire mile, which adjusts each year. For the years ended June 30, 2019 and 2018, rental expense for tires approximated $74,401 and $65,400, respectively. The Company is party to various supply contracts with vendors for Ultra -Low Sulfur Diesel fuel that require the purchase of certain minimum volumes per year and set a total number of gallons to be purchased during the terms of the contract. These contracts enable the Company to purchase fuel at a fixed -rate price to be used in buses that serve our operating area. The Company's agreements, along with the contract total of gallons to be purchased during the year, are as follows: Failure of the Company to meet such annual minimum purchase agreements allows the Company's vendors the option of terminating or not renewing the contracts. Management intends to fully utilize these contracts to ensure fuel for operations is obtained at an efficient market price. The Company has an agreement with Rohrer Enterprises, Inc. to lease two Touring Coach revenue service vehicles. The agreement became effective April 30, 2018 and ends March 31, 2021. Due to a delay in delivering the vehicles, the lease began in February 2019. The company has acquired grant funding to purchase the two vehicles in FY 20. For the years ended June 30, 2019 and 2018, lease expense for the buses approximated, $49,912 and $0, respectively. Litization 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. e 20 (Continued) Minimum Purchases September 1, 2015 through August 31, 2016 $ 843,820 September 1, 2016 through June 30, 2017 466,939 July 1, 2017 through June 30, 2018 615,780 July 1, 2018 through June 30, 2019 896,550 Failure of the Company to meet such annual minimum purchase agreements allows the Company's vendors the option of terminating or not renewing the contracts. Management intends to fully utilize these contracts to ensure fuel for operations is obtained at an efficient market price. The Company has an agreement with Rohrer Enterprises, Inc. to lease two Touring Coach revenue service vehicles. The agreement became effective April 30, 2018 and ends March 31, 2021. Due to a delay in delivering the vehicles, the lease began in February 2019. The company has acquired grant funding to purchase the two vehicles in FY 20. For the years ended June 30, 2019 and 2018, lease expense for the buses approximated, $49,912 and $0, respectively. Litization 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. e 20 (Continued) GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Notes to Basic Financial Statements June 30, 2019 and 2018 (9) Risk Management 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. The only outstanding material claim that is probable of an unfavorable outcome is a result of an incident that occurred on a bus in June 2012. The Company's insurance coverage is sufficient to cover this claim. (10) New Accounting Pronouncements The Governmental Accounting Standards Board (GASB) has issued the following Statements which are not yet effective. The GASB issued Statement No. 84, Fiduciary Activities in January 2017. This Statement establishes standards of accounting and financial reporting for fiduciary activities. The requirements of this Statement are effective for periods beginning after December 15, 2018. The GASB issued Statement No. 87, Leases in June 2017. This Statement establishes standards of accounting and financial reporting for leases by lessees and lessors. The requirements of this Statement are effective for periods beginning after December 15, 2019. The GASB issued Statement No. 89, Accounting for Interest Cost Incurred before the End of a Construction Period in June 2018. This Statement enhances the relevance and comparability of information about capital assets and the cost of borrowing for a period and simplifies accounting for interest cost incurred before the end of a construction period. The requirements of this Statement are effective for periods beginning after December 15, 2019. The requirements of this Statement should be applied prospectively. The GASB issued Statement No. 90, Majority Equity Interests, an amendment of GASB Statements No. 14 and No. 61 in August 2018. This Statement improves the consistency and comparability of reporting a government's majority equity interest in a legally separate organization and improves the relevance of financial statement information for certain component units. It defines a majority equity interest and specifies that a majority equity interest in a legally separate organization should be reported as an investment if a government's holding of the equity interest meets the definition of an investment. A majority equity interest that meets the definition of an investment should be measured using the equity method, unless it is held by a special - purpose government engaged only in fiduciary activities, a fiduciary fund, or an endowment (including permanent and term endowments) or permanent fund. Those governments and funds should measure the majority equity interest at fair value. For all other holdings of a majority equity interest in a legally separate organization, a government should report the legally separate organization as a component unit, and the government or fund that holds the equity interest should report an asset related to the majority equity interest using the equity method. This Statement establishes that ownership of a majority equity interest in a legally separate organization results in the government being financially accountable for the legally separate organization and, therefore, the government should report that organization as a component unit. 21 (Continued) GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Notes to Basic Financial Statements June 30, 2019 and 2018 This Statement also requires that a component unit in which a government has a 100 percent equity interest account for its assets, deferred outflows of resources, liabilities, and deferred inflows of resources at acquisition value at the date the government acquired a 100 percent equity interest in the component unit. Transactions presented in flows statements of the component unit in that circumstance should include only transactions that occurred subsequent to the acquisition. The requirements of this Statement are effective for periods beginning after December 15, 2018.The requirements should be applied retroactively, except for the provisions related to (1) reporting a majority equity interest in a component unit and (2) reporting a component unit if the government acquires a 100 percent equity interest. Those provisions should be applied on a prospective basis. The GASB issued Statement No. 91, Conduit Debt Obligations in May 2019. This Statement provides a single method of reporting conduit debt obligations by issuers and eliminates diversity in practice associated with (1) commitments extended by issuers, (2) arrangements associated with conduit debt obligations, and J (3) related note disclosures. The requirements of this Statement are effective for reporting periods beginning after December 15, 2020. Management has not determined the effects these new GASB Statements may have on prospective financial statements. 22 r COMPLIANCE SECTION e n GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Schedule of Expenditures of Federal Awards For the Year Ended June 30, 2019 Federal Grantor/Pass- Through Grantor/ Program Title or Cluster Title Department of Transportation Federal Transit Cluster FY13 FTA Capital Assistance FY 15 FTA Capital Assistance FY17 Capital Assistance FYI Operating and Capital Assistance FY19 Operating and Capital Assistance Subtotal FY14 FTA Capital Assistance FY15 FTA Capital Assistance FYI FTA Capital Assistance Subtotal Total Federal Transit Cluster Fe de ral CFDA Number Identifying Passed Through to Subrecipients Expenditures 20.507 VA -95- X123 -00 $ - $ 9,633 20.507 VA- 90- X019 -00 - 111,826 20.507 VA- 2018 - 009 -00 - 2,136 20.507 VA- 2018 - 009 -00 - 1,772,677 20.507 VA- 2018 - 018 -00 - 2,789,143 20.526 VA -34- 0006 -00 20.526 VA- 2016 - 009 -00 20.526 VA- 2018 - 011 -00 Formula Grants for Rural Areas Virginia Department of Rail and Public Transportation FYI FTA Operating Assistance 20.509 VA- 2017 - 026 -00 FY19 FTA Capital Assistance 20.509 VA- 2018- 034 -00 Total Formula Grants for Rural Areas Total Department of Transportation Grand Total Federal Financial Assistance See accompanying notes to schedule of expenditures of federal awards. 23 4,685,415 79,786 189,514 6,489 275,789 4,961,204 85,958 426,897 512,855 5,474,059 $ - $ 5,474,059 GREATER ROANOKE TRANSIT COMPANY (A Component Unit of the City of Roanoke, Virginia) Notes to Schedule of Expenditures of Federal Awards For the Year Ended June 30, 2019 NOTE A —BASIS OF PRESENTATION The accompanying Schedule of Expenditures of Federal Awards (the "Schedule ") includes the federal award activity of the Greater Roanoke Transit Company (the "Company ") under programs of the federal government for the year ended June 30, 2019. The information in the Schedule is presented in accordance with the requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (the "Uniform Guidance "). Because the Schedule presents only a selected portion of the operations of the Company, it is not intended to and does not present the financial position, changes in net assets, or cash flows of the Company. NOTE B— SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Expenditures reported on the Schedule are reported on the accrual basis of accounting. Such expenditures are recognized following the cost principles contained in Subpart E of the Uniform Guidance, wherein certain types of expenditures are not allowable or are limited as to reimbursement. NOTE C— INDIRECT COST RATE The Company has not elected to use the 10% de minimis indirect cost rate allowed under the Uniform Guidance. 24 ' 9 , a�rrih +'�(e�rriiJts �a� r ��1�aot +erMf< INDEPENDENT AUDITOR'S 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 A UDITING STANDARDS w Board of Directors Greater Roanoke Transit Company Roanoke, Virginia We have audited, 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, the financial statements of the Greater Roanoke Transit Company (the "Company ") as of and for the year ended June 30, 2019, and the related notes to the financial statements, which collectively comprise the Company's basic financial statements, and have issued our report thereon dated November 15, 2019. Internal Control over Financial Reporting In planning and performing our audit of the financial statements, we considered the Company's internal control over financial reporting (internal control) to determine the audit procedures that are appropriate *" in the circumstances 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. A deficiency in internal control 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 a combination of deficiencies, in internal control 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. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Our consideration of internal control was for the limited purpose described in the first paragraph of this section and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies and therefore, material weaknesses or significant deficiencies may exist that have not been identified. We did identify a deficiency in internal control, as described in the accompanying schedule of findings and questioned costs as item 2019 -001 that we consider to be a material weakness. 25 Your Success is Our Focus 319 McClanahan Street, S.W. • Roanoke, Virginia 24014 -7705 • 540- 345 -0936 • Fax: 540- 342 -6181 • www.BEcpas.com Compliance and Other Matters As part of obtaining reasonable assurance about whether the Company's financial statements are free of . r 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 an instance of noncompliance that is required to be reported under Government Auditing Standards and which is described in the accompanying schedule of findings and questioned costs as item 2019 -002. _.. Greater Roanoke Transit Company's Response to Findings w The Company's responses to the findings identified in our audit are described in the accompanying schedule of findings and questioned costs. The Company's responses were not subjected to the auditing procedures applied in the audit of the financial statements and, accordingly, we express no opinion on them. Purpose of this Report The purpose of this report is solely to describe the scope of our testing of internal control and compliance and the results of that testing, and not to provide an opinion on the effectiveness of the Company's internal control or on compliance. This report is an integral part of an audit performed in accordance with Government Auditing Standards in considering the Company's internal control and compliance. Accordingly, this communication is not suitable for any other purpose. to CERTIFIED PUBLIC ACCOUNTANTS Roanoke, Virginia November 15, 2019 26 RO W NEDWARDS r`r /t�•rfn �f,l�� ,r,� r a ,r.:9r INDEPENDENT AUDITOR'S REPORT ON COMPLIANCE FOR EACH MAJOR PROGRAM AND ON INTERNAL CONTROL OVER COMPLIANCE REQUIRED BY THE UNIFORM GUIDANCE Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Report on Compliance for Each Major Federal Program We have audited the Greater Roanoke Transit Company's (the "Company ") compliance with the types of compliance requirements described in the OMB Compliance Supplement that could have a direct and M material effect on each of the Company's major federal programs for the year ended June 30, 2019. The Company's major federal programs are identified in the summary of auditor's results section of the accompanying schedule of findings and questioned costs. Management's Responsibility Management is responsible for compliance with federal statutes, regulations, and the terms and conditions of its federal awards applicable to its federal programs. Auditor's Responsibility Our responsibility is to express an opinion on compliance for each of the Company's major federal programs based on our audit of the types of compliance requirements referred to above. We conducted our audit of compliance in accordance with auditing standards generally accepted in the United States of America; the standards applicable to financial audits contained in GovernmentAuditing Standards, issued by the Comptroller General of the United States; and the audit requirements of Title 2 U.S. Code of Federal Regulations Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance). Those standards and the Uniform Guidance require that we plan and perform the audit to obtain reasonable assurance about whether noncompliance with the types of compliance requirements referred to above that could have a direct and material effect on a major federal program occurred. An audit includes examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our qualified opinion on compliance for the major federal program. However, our audit does not provide a legal determination of the Company's compliance. Basis for Qualified Opinion on Federal Transit Cluster As described in the accompanying schedule of findings and questioned costs, the Company did not comply with the requirements regarding the Federal Transit Cluster as described in item 2019 -003 for cash management. Compliance with such requirements is necessary, in our opinion, for the Company to comply with the requirements applicable to the Federal Transit Custer. 27 Your Success is Our Focus 319 McClanahan Street, S.W. • Roanoke, Virginia 24014 -7705 • 540- 345 -0936 • Fax: 540- 342 -6181 • www.BEcpas.com Report on Internal Control over Compliance Management of the Company is responsible for establishing and maintaining effective internal control over compliance with the types of compliance requirements referred to above. In planning and performing our audit of compliance, we considered the Company's internal control over compliance with the types of requirements that could have a direct and material effect on each major federal program to determine the auditing procedures that are appropriate in the circumstances for the purpose of expressing an opinion on compliance for each major federal program and to test and report on internal control over compliance in accordance with the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of internal control over compliance. Accordingly, we do not express an opinion on the effectiveness of the Company's internal control over compliance. Our consideration of internal control over compliance was for the limited purpose described in the preceding paragraph of this section and was not designed to identify all deficiencies in internal control over compliance that might be material weaknesses or significant deficiencies and therefore, material weaknesses or significant deficiencies may exist that have not been identified. However, as discussed below, we identified a deficiency in internal control over compliance that we consider to be a material weakness. A deficiency in internal control over compliance exists when the design or operation of a control over compliance does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct, noncompliance with a type of compliance requirement of a federal program on a timely basis. A material weakness in internal control over compliance is a deficiency, or combination of deficiencies, in internal control over compliance, such that there is a reasonable possibility that material noncompliance with a type of compliance requirement of a federal program will not be prevented, or detected and corrected, on a timely basis. A significant deficiency in internal control over compliance is a deficiency, or a combination of deficiencies, in internal control over compliance with a type of compliance requirement of a federal program that is less severe than a material weakness in internal control over compliance, yet important enough to merit attention by those charged with governance. We consider the deficiency in internal control over compliance, as described in the accompanying schedule of findings and questioned costs as item 2019 -004, to be a material weakness. The Company's responses to the findings identified in our audit are described in the accompanying schedule of findings and questioned costs. The Company's responses were not subjected to the auditing procedures applied in the audit of the financial statements and, accordingly, we express no opinion on the responses. The purpose of this report on internal control over compliance is solely to describe the scope of our testing of internal control over compliance and the results of that testing based on the requirements of the Uniform 8 Guidance. Accordingly, this report is not suitable for any other purpose. CERTIFIED PUBLIC ACCOUNTANTS Roanoke, Virginia November 15, 2019 28 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF COMPLIANCE MATTERS June 30, 2019 As more fully described in the Independent Auditor's 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, we performed tests of the Company's compliance with certain provisions of the laws, regulations, contracts, and grants shown below. Company By -Laws LOCAL COMPLIANCE MATTERS COMMONWEALTH OF VIRGINIA COMPLIANCE MATTERS Virginia Public Procurement Act — Prompt Payment Requirement FEDERAL COMPLIANCE MATTERS Compliance Supplement for Single Audits of State and Local Governments Provisions and conditions of agreements related to federal programs selected for testing. Q GREATER ROANOKE TRANSIT COMPANY SCHEDULE OF FINDINGS AND QUESTIONED COSTS June 30, 2019 A. SUMMARY OF AUDITOR'S RESULTS 1. The auditor's report expresses an unmodified opinion on the financial statements. 2. One material weakness relating to the audit of the financial statements was reported in the Independent Auditor's 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. 3. One instance of noncompliance material to the financial statements was disclosed. 4. One material weakness relating to the audit of the major federal award program was reported in the Independent Auditor's Report on Compliance for Each Major Program and on Internal Control Over Compliance Required by the Uniform Guidance. 5. The auditor's report on compliance for the major federal award program expresses a qualified opinion. 6. The audit disclosed one audit finding relating to the major program. 7. The programs tested as a major program were: Federal Transit Administration Grant Cluster: Federal Transit Operating and Capital Assistance 20.507 Federal Transit Capital Assistance 20.526 8. The threshold for distinguishing Type A and B programs was $750,000. 9. The Company was determined to be a low -risk auditee. B. FINDINGS — FINANCIAL STATEMENT AUDIT 2019 -001: Segregation of Duties and Management Oversight (Material Weakness) Condition: Due to turnover in the Accounting Supervisor position during the year, duties handled by the Director of Finance included incompatible duties such as: • Preparation of journal entries • Preparation of bank reconciliations • The ability to initiate ACH payments. In addition, during the year there was lack of performance of various oversight functions by management including reviews of bank reconciliations and journal entries, as well as lack of oversight related to bus pass records. Criteria: A fundamental concept of internal controls is the separation of duties. No one employee should have access to both physical assets and the related accounting records, or to all phases of a transaction. In addition, all significant transactions and controls should involve reconciliations and supervisory, or management level, reviews of those processes. An effective and timely review process is intended to prevent and detect both fraud and errors. 30 (Continued) GREATER ROANOKE TRANSIT COMPANY SCHEDULE OF FINDINGS AND QUESTIONED COSTS June 30, 2019 B. FINDINGS — FINANCIAL STATEMENT AUDIT (Continued) 2019 -001: Segregation of Duties/Management Oversight (Material Weakness) (Continued) Cause: Turnover in key positions can result in individuals performing duties that are not appropriately segregated. In addition, turnover can also create challenges in the oversight or review function. ' Effect: As noted in later findings, noncompliance occurred in relation to federal compliance due to lack of oversight in the grant functions. In addition, approximately $23,000 of unreconciled variances between pass sales and proceeds collected were identified. Recommendation: Steps should be taken to eliminate conflicting duties and implement compensating controls, where possible. Views of Responsible Officials and Planned Corrective Actions: The Director handled the duties of preparing journal entries in the absence of the Accounting Supervisor. The normal control is that the Director review and sign the journal entries. The control has been established that if the Director prepares the journal entries, the General Manager (GM) or Assistant General Manager (AGM) will sign -off on the journal entry form. The GM or AGM will sign -off on all ACH payments initiated by the Director. In addition, the Finance Department intends to perform quarterly audits on pass sales to help prevent fraud in the future. 2019 -002: Virginia Public Procurement Act Prompt Payment Requirement Condition: As discussed in later findings, due to misapplication of grant funds, the Company did not pay a certain vendor for purchases of capital assets on a timely basis. Criteria: Section 2.2 -4352 of the Code of Virginia requires that every agency of local government that acquires goods or services shall promptly pay for the completed delivered goods or services by the required payment date. The required payment date shall be either (i) the date on which payment is due under the terms of the contract for the provision of the goods or services or (ii) if a date is not established by contract, not more than forty-five days after goods or services are received or the invoice is rendered. Cause: Due to the misapplication of grants intended to fund capital purchases, insufficient funds were available to pay a certain vendor timely. 31 (Continued) GREATER ROANOKE TRANSIT COMPANY SCHEDULE OF FINDINGS AND QUESTIONED COSTS June 30, 2019 B. FINDINGS — FINANCIAL STATEMENT AUDIT (Continued) 2019 -002: Virginia Public Procurement Act Prompt Payment Requirement (Continued) Effect: The vendor was aware that the delivered products were acquired with federal grant funds and upon delay of receipt of payment within a reasonable timeframe, the vendor contacted granting agencies. Recommendation: All vendors are to be paid in a timely manner as defined by the Code of Virginia. Views of Responsible Officials and Planned Corrective Actions: See response to finding 2019 -003. C. FINDINGS AND QUESTIONED COSTS — MAJOR FEDERAL AWARD PROGRAM AUDIT 2019 -003: Federal Transit Cluster — CFDA 20.507 and 20.526, Cash Management — Material Noncompliance Condition: Management made erroneous drawdowns of capital grant funding and was untimely in use of funds for their required purpose. In addition, capital funding drawdowns were used for operating expenses. Criteria: All drawdowns of federal grant funds are to be based on actual grant funded expenditure needs. In addition, while the Federal Transit Administration allows capital funds to be drawn down before the disbursement to assist with the payment of eligible expenditures, those drawdowns are to be disbursed for their intended purposes no later than three days after receipt. Cause: Management did not submit their annual grant application for Federal Transit operating grant funds and, as a result, were lacking the funds necessary to support operating expenses. Effect: Vendors were unpaid for a significant amount of time. Ultimately, the operating grants were retroactively approved. However, a significant refund payable to the Federal Transit Administration was also recorded. Recommendation: All drawdowns should be based on actual expenditure needs. 32 (Continued) GREATER ROANOKE TRANSIT COMPANY SCHEDULE OF FINDINGS AND QUESTIONED COSTS June 30, 2019 C. FINDINGS AND QUESTIONED COSTS — MAJOR FEDERAL AWARD PROGRAM AUDIT (CONTINUED) 2019 -003: Federal Transit Cluster — CFDA 20.507 and 20.526, Cash Management — Material Noncompliance (Continued) Views of Responsible Officials and Planned Corrective Actions: Greater Roanoke Transit Company did use capital funds for operating purposes due to its operating application not being submitted in a timely manner. It intends to submit its operating grant in a timely manner, not later than June 30th of each year, in the future to ensure that it remains in compliance. To ensure the grant has been filed, the General Manager will track the progress of the grant filing once the Certifications and Assurances have been signed in March of each year. 2019 -004: Federal Transit Cluster — CFDA 20.507 and 20.526, Cash Management — Material Weakness Condition: As noted in finding 2019 -003, a lack of oversight in the annual grant application process, as well as a lack of oversight in the drawdown and use of funding processes, resulted in vendors remaining unpaid as well as allowed the misapplication of Federal funds for their intended purpose. Criteria: All grant activities should include management level oversight to ensure timeliness, accuracy, and compliance with specified grant requirements. Cause: Due to an oversight, the annual operating funds grant application was not filed. This resulted in a lack of approved operating funding for the Company. As a result, management drew down capital funding to support operating costs. Effect.• Retroactive approvals were obtained by the granting agency and a significant amount of additional funding that was erroneously drawn down is due back to the granting agency. Recommendation: A designated management level individual should have oversight to require timely and accurate grant applications are filed and that drawdowns are accurate. Views of Responsible Officials and Planned Corrective Actions: Greater Roanoke Transit Company did use capital funds for operating purposes due to its operating application not being submitted in a timely manner. It intends to submit its operating grant in a timely manner, not later than June 301 of each year, in the future to ensure that it remains in compliance. 33 GREATER ROANOKE TRANSIT COMPANY COMMENTS ON INTERNAL CONTROL AND OTHER SUGGESTIONS FOR YOUR CONSIDERATION June 30, 2019 CONTENTS Page INDEPENDENT AUDITOR'S REPORT ON COMMENTS AND SUGGESTIONS ................................................ ............................... 1 COMMENTS AND SUGGESTIONS RESULTING FROM THE CURRENT YEAR AUDIT ........................... ............................... 3 INFORMATION TECHNOLOGY COMMENTS ....................................... ............................... 4 INDEPENDENT AUDITOR'S REPORT ON COMMENTS AND SUGGESTIONS Board of Directors Greater Roanoke Transit Company Roanoke, Virginia In planning and performing our audit of the financial statements of the Greater Roanoke Transit Company (the "Company ") as of and for the year ended June 30, 2019, in accordance with auditing standards generally accepted in the United States of America, we considered its internal control over financial reporting (internal control) as a basis for designing audit procedures that are appropriate in circumstances for the purpose of expressing our opinion on the financial statements and to comply with any other applicable standards, such as Government Auditing Standards and the regulations set forth in the Uniform Guidance, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. Accordingly, we do not express an opinion on the effectiveness of the entity's internal control. Our consideration of internal control was for the limited purpose described in the first paragraph and was not designed to identify all deficiencies in internal control that might be material weaknesses or significant deficiencies and, therefore, material weaknesses or significant deficiencies may exist that were not identified. In addition, because of inherent limitations in internal control, including the possibility of management override of controls, misstatements due to error or fraud may occur and not be detected by such controls. A deficiency in internal control 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 a combination of deficiencies, in internal control 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. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough to merit attention by those charged with governance. Certain material weaknesses were identified during our procedures that are included in the Independent Auditor's 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 and the Independent Auditor's Report on Compliance for Each Major Program and on Internal Control over Compliance Required by the Uniform Guidance which should be read in conjunction with this report. Additionally, during our audit, we have become aware of certain other matters that provide opportunities for improving your financial reporting system and/or operating efficiency. Such comments and suggestions regarding these matters, if any, are also included in the attached report, but are not designated as a material weakness or significant deficiency. Since our audit is not designed to include a detail review of all systems and procedures, these comments should not be considered as being all- inclusive of areas where improvements might be achieved. We also have included information on accounting and other matters that we believe is important enough to merit consideration by management and those charged with governance. It is our hope that our suggestions will be taken in the constructive light in which they are offered. Your Success is Our Focus 319 McClanahan Street, S.W. • Roanoke, Virginia 24014 - 7705.540- 345 -0936 • Fax: 540- 342 -6181 • www.BEcpas.com We have already discussed these comments and suggestions with management, and we will be pleased to discuss them in further detail at your convenience, to perform any additional study of these matters, or to assist you in implementing the recommendations. The entity's responses to our recommendations are included in this report. The responses were not subjected to the auditing procedures applied in the audit of the financial statements and, accordingly, we express no opinion on them. This communication is intended solely for the information and use of the Greater Roanoke Transit Company, management, and the appropriate state and federal regulatory agencies and is not intended to be, and should not be, used by anyone other than these specified parties. +"1 `Y4* � , 0( ,o CERTIFIED PUBLIC ACCOUNTANTS Roanoke, Virginia November 15, 2019 PA COMMENTS AND SUGGESTIONS RESULTING FROM THE CURRENT YEAR AUDIT Segregation of Duties and Management Oversight (Material Weakness) One of the more important aspects of any internal control structure is the segregation of duties. In an ideal system of internal controls, no individual would perform more than one duty in connection with any transaction or series of transactions. In particular, no one individual should have access to both physical assets and the related accounting records. Such access may allow errors or irregularities to occur and either not be detected or concealed. Due to turnover in the Accounting Supervisor position during the year, duties handled by the Director of Finance included incompatible duties such as: 1. Preparation of journal entries. 2. Preparation of bank reconciliations. 3. The ability to initiate ACH (electronic) payments. When walking through relevant controls over these functions, we also noted the following matters: 1. We noted instances where there was no evidence of formal review of journal entries prepared. We recommend that management consider processes that would ensure that all entries be presented for review and such review documented. Approval should be documented through a signature and date on the specific journal entry. 2. During our review of bank reconciliations, we noted that there is no formal documented review of bank reconciliations. As it currently stands, once the bank reconciliation is prepared by the Director of Finance, it is provided to the General Manager. While this may have happened there was no documentation of review of the bank reconciliation. We recommend that the preparer and reviewer initial and date the reconciliation. 3. During our review of wire transfers, we noted a lack of formal documentation of who initiated and who approved ACH (electronic) payments and, thus, no evidence of two- person authorization for each transfer. We recommend that the Director of Finance acquire and maintain documentation that shows that two - person authorization was done and by whom for each transfer. We are aware that the Company's current banking access does not allow access to historical documentation of these transactions. The should consider printing out and maintaining such documentation at the time of app Company roval or discuss modifications to reporting available with the Company's financial institution. In addition, during the year, with the breakdown of segregation of duties and reduction in oversight approximately $23,000 of unreconciled variances between pass sales and proceeds collected went undetected for a significant period of time. Management's response: The Director handled the duties of preparing journal entries in the absence of the Accounting Supervisor. The normal control is that the Director review and sign the journal entries. The control has been established that if the Director prepares the journal entries, the General Manager (GAI) or Assistant General Manager (AG4 will sign -off on the journal entry form. The GM or AGM will sign -off on all ACH payments initiated by the Director of Finance. The GM and AGM are the only individuals with the authority to sign checks. In addition, the Finance Department intends to perform quarterly audits on pass sales to help prevent fraud in the future. Delayed Funding of Employee's Retirement Accounts During our liability testing, we noted that contributions to employees' retirement accounts were behind. Late deposits to those accounts could result in lost earnings to employees. We suggest that management ensure all withholdings made from employee payrolls be remitted to the appropriate retirement accounts on a timely basis. Management's response: The contributions will be uploaded within 7 business days of the Bi- weekly payroll. INFORMATION TECHNOLOGY COMMENTS As part of our engagement, we involve an information technology ( "IT ") auditor in an initial review of the Company's information technology controls. During our IT review, our IT auditor identified the following IT suggestions: 1. The Company does not perform formal periodic IT risk assessments. We recommend the Company perform a regular IT risk assessment to identify the organization's most critical IT risks. 2. The Company does not perform formal vendor risk assessments. We recommend the Company perform a regular vendor risk assessment to ensure vendors do not introduce critical information security risks to the Company. 3. The Disaster Recovery Plan has not been updated since 2014. As IT risks are constantly changing, we recommend the Disaster Recovery Plan be updated to include current and accurate information. 4. No formal Incident Response Plan exists. Further, the organization does not use the existing help desk system to document system incidents and remediation activities. We recommend a formal Incident Response Plan be created and that the Company begin to use the help desk to track IT activities related to system incidents and problems. 5. No formal Information Security Policy exists. We recommend the Company create a formal Information Security Policy that and new employees provide a signed acknowledgement that they have read and understand the policy. 6. The organization does not formally document access requests. We recommend the Company implement a requirement to document logical and physical access requests and approvals in the helpdesk system. 7. Accounting personnel have physical access to the server room which violates segregation of duties principles. We recommend that no accounting employees have access to the application server. S. The Director of Finance has domain admin access which violates segregation of duties principles. We recommend that only IT staff have domain admin access. 9. The organization does not perform annual security awareness training. We recommend employees receive formal security awareness training on at least an annual basis. 10. The organization does not have formal change management policies. Even though the Company uses packaged software, we still recommend a formal Change Management Policy be created to define th operating systems. e process for implementing vendor changes to production as well as how patches are to be applied to Best Practices: 1. The organization does not obtain vendor service organization control ( "SOC ") reports and review them for any IT issues or findings. We recommend the Company obtain critical vendor SOC reports and review them to gain an understanding of any IT issues that exist in the vendor environment. In addition, the Company should take note of any complementary user entity controls ( "CUECs ") that are listed within the reports and document how the Company is meeting those CUECs. 2. The AD password is set at a 7 character minimum and 10 login attempts are allowed before the account is locked. We recommend that passwords be at least 8 characters in length and that account lockout happens at 5 attempts or less. 3. The organization does not have vulnerability assessments performed. We recommend on a periodic basis the Company conduct a vulnerability assessment to identify critical and high vulnerabilities that require remediation. 4 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 14, 2020 Anita J. Price, Vice - President, and Members of the Greater Roanoke Transit Company Board of Directors Dear Vice - President Price and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Tuesday, January 21, 2020, 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, Cecelia F. McCoy Assistant Secretary PC: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 21, 2020 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, November 18, 2019. Without objection, Minutes were dispensed with approved. 3. Reports of Officers: a. Secretary: 1. A communication advising of the resignation of William D. Bestpitch as President of the Greater Roanoke Transit Company, Board of Directors, effective November 26, 2019. Resignation was accepted and communication was received and filed. 2. Election of vacancy on Board of Directors. Michelle L. Davis was appointed as a member of Greater Roanoke Transit Company Board of Directors to fill the unexpired term of William D. Bestpitch ending June 30, 2020. (6 -0) 3. Election of Officers. Anita J. Price was appointed as President ending June 30, 2020. (6 -0) Michelle L. Davis was appointed as Vice - President ending June 30, 2020. (6 -0) b. General Manager: 1. Management Update a. Planning and Special Projects • Transit Passenger Advisory Committee (TPAC) Update • Transit Development Update — Phase II • New Star Line Trolleys • GRTC Ridership Update Without objection, Management Update was received and filed. 2. Greater Roanoke Transit Company First Quarter Financial Report. Received and Filed. 3. Authorization to File for Federal Transit Administration Operating and Capital Financial Assistance, and Commonwealth of Virginia Operating and Capital Financial Assistance for Fiscal Year (FY) 2020 -2021. Adopted Resolution. (6 -0) 4. Authorization to Donate Transit Bus — Commonwealth Coach and Trolley Museum. Adopted Resolution. (6 -0) 4. Other Business: Sherman Stovall, Assistant Vice - President of Operations, advised that prior to the next Board meeting on March 16, 2020, GRTC will move forward to award a contract for design and engineering services for the new transit facility; and noted that the General Counsel would follow up to acquire the approval of the Board with a called Consent Meeting to approve the contract. 5. Next Meeting: March 16, 2020, at 1:00 p.m., in EOC Conference Room. 6. Adjourned at 1:22 p.m. 3.a.1 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 21, 2020 Vice - President Anita J. Price and Members of the Greater Roanoke Transit Company Board of Directors Dear Vice - President Price and Members of the Board: This is to advise that William D. Bestpitch has tendered his resignation as President of the Greater Roanoke Transit Company, Board of Directors, effective November 26, 2019. Sincerely, Cecelia F. McCoy Assistant Secretary Enclosure PC: Robert S. Cowell, Jr., Vice President of Operations Sherman M. Stovall, Assistant Vice President of Operations Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer Drew Harmon, Municipal Auditor Laura M. Carini, Assistant General Counsel Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro CITY OF ROANOKE CITY COUNCIL 215 Church Avenue, S.W. Noel C. Taylor Municipal Building, Suite 456 Roanoke, Virginia 24011 -1536 Telephone: (540) 853 2541 Fax: (540) 853 -1145 SHERMAN P. LEA, SR. Email clerkLroanokeva.gov Mayor November 26, 2019 The Honorable Sherman P. Lea, Sr. Mayor Roanoke, Virginia Dear Mayor Lea: I am resigning from the following positions effective immediately: Council Members William D. Bestpitch Joseph L. Cobb Michelle L. Davis Djuna L. Osborne Anita J. Price Patricia White -Boyd • President and Director, Greater Roanoke Transit Company Board of Directors • Vice -Chair and Member, Audit Committee • Elected Official Representative, Virginia's First Regional Industrial Facilities Authority • Elected Official Representative, Virginia Municipal League, General Laws Committee I wish you and other Members of Roanoke City Council much success in fulfilling the duties and responsibilities of these positions. Sincerely, i �J 4, - - z ZTe4 Y4 4/., William D. Bestpitch Council Member c: The Honorable Vice -Mayor Joseph L. Cobb and Members of Roanoke City Council Robert S. Cowell, City Manager Daniel J. Callaghan, City Attorney Troy A. Harmon, Municipal Auditor Stephanie M. Moon Reynolds, City Clerk CECELIA F. MCCOY, CMC Acting City Clerk CITY OF ROANOKE OFFICE OF THE CITY CLERK 215 Church Avenue, S. W., Room 456 Roanoke, Virginia 24011 -1536 Telephone: (540) 853 -2541 Fax: (540) 853 -1145 E -mail: clerk @roanokeva.gov January 10, 2020 Vice - President Anita J. Price and Members of the Greater Roanoke Transit Company Board of Directors Dear Vice - President Price and Members of the Board of Directors: CECELIA T. WEBB, CMC Assistant Deputy City Clerk Please be advised that Roanoke City Council recommends Council Member Michelle L. Davis be appointed to replace Council Member William D. Bestpitch as a Director on the Greater Roanoke Transit Company (GRTC), Board of Directors ending June 30, 2020. Roanoke City Council understands that the GRTC Board of Directors will consider the appointment to fill the vacancy occurring as a result of Mr. Bestpitch's resignation at its January 21, 2020 meeting, in accordance with Article III, Section 2 of the GRTC By- laws. Sincerely, Cecelia F. McCoy Acting City Clerk c: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice - President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 21, 2020 Michelle L. Davis Vice - President Roanoke, Virginia Dear Ms. Davis: At a regular meeting of Greater Roanoke Transit Company Board of Directors held on Tuesday, January 21, 2020, you were appointed as a member of the Greater Roanoke Transit Company Board of Directors to fill the unexpired term of office of William D. Bestpitch ending June 30, 2020. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. 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, *6 Cecelia F. McCoy Assistant Secretary Enclosures Michelle L. Davis January 21, 2020 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Cecelia F. McCoy, 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, which was held on the twenty -first day of January 2020, MICHELLE L. DAVIS was appointed as a member of the Greater Roanoke Transit Company Board of Directors to fill the unexpired term of office of William D. Bestpitch ending June 30, 2020. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -first day of January 2020. Assistant Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Michelle L. Davis, 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 to fill the unexpired term of office of William D. Bestpitch ending June 30, 2020, according to the best of my ability. (So help me God) MICHELLE L. DAVIS The foregoing oath of office was taken, sworn to, and subscribed before me by Michelle L. Davis this,2�`�day 2020. Brenda S. Hamilton, Clerk of the Circuit Court B� ,'L c -- , Clerk Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update January 21, 2020 Planning and Special Projects Transit Passenger Advisory Committee (TPAC) Update The TPAC held its first meeting on November 21St, 2019 at the Campbell Court Transfer Center. During the meeting, TPAC members were presented with a brief review of GRTC's basic organizational structure, the role of transit in the community, GRTC's current plans for transit service modifications, and what role the TPAC will play in the success of GRTC as the public transportation provider in the Roanoke Valley. The next TPAC meeting is scheduled for February 13, 2020 at the Campbell Court Transfer Center. Transit Development Plan — Phase 11 In FY 2021, GRTC management and staff plan to move forward with the next phase of the Transit Development Plan. Phase II includes discontinuing peak service on routes that have low ridership during peak hours, modifying the existing Route 91/92 (Salem), creating a new Route 93 (Salem) to extend service in Salem, and creating the Brandon Road Connector. New Star Line Trolleys On December 16, 2019, GRTC placed into service four new low -floor clean diesel trolleys (two green /two red) on the Star Line Trolley. The four new trolleys come equipped with the low -floor bus concept, making them more accessible and easier to use. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GRTC YTD Ridership Below is the GRTC Ridership YTD as of November 2019 Valley Metro Fixed Route Ridership Report 180,000 160,000 140,000 120,000 1W,000 80,000 60,000 40.000 20,000 0 Jul Aug Sept Oct Nov Oec W Feb Mar Apr May lun S.T.A.R Ridership Chart 8,aw TOW 6,000 5.001 4,000 3,000 2,000 1.000 0 jut Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun Smart Way Express 3000 2500 2000 1500 1000 sal ' 0 Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Tun III FY 20 ■FY 19 • FY 20 ■rY 19 ■fY20 ■ FY 19 Smart Way Ridership Chart 5.om 4,500 4,000 3,500 3,000 2,500 2,0(X) 1,500 1,000 SW 0 Jul Aug Sept Oct Nov Dec Jan Feb May Apr May fun Star Line Trolley Ridership Chart 8,000 2,000 6,000 5,000 4,000 3,000 2,000 1,000 0 Jul Aug Sept Oct Nov Dec Jan Feb Mar Apr May Jun • FY 20 ■FY 19 ■ FY 20 ■ FY 19 Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Respectfully Sgbmitted, 4al. Price Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com va11ey Ja� Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia January 21, 2020 Anita Price, Vice President, and Members of the Board of Directors Dear Vice President Price 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) 2020. For the first quarter of FY 2020, Greater Roanoke Transit Company (GRTC) experienced net income of $235,850 a decrease of $50,011 compared to the same period in FY 2019. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 2.1% over the same period last year and is 2.8% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 2.6% compared to FY 2019 and are 3% below the established budget. • Other Revenues (advertising, building rental, parking, miscellaneous) decreased 24.4% compared to FY 2019 and are 5.9% below the established budget. • State and Federal operating assistance increased 3.5% and are performing above budget expectations. Expenses Total expenses increased 4.3% compared to FY 2019 but are within 1% of the established budget. Significant factors impacting expenses include: Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com • Labor and Fringe Benefits increased approximately 4 %, and are 1.3% above the established budget. • Materials and Supplies decreased 4.6% and are 3% below the established budget. • Utilities decreased 13.7% and are 1.7% below the established budget. • Miscellaneous Expense, which includes paratransit service, increased 7.7% and exceeds budget approximately 2.6 %. Respectfully Somitted, Ykvin L. Price General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Three Months Ending September 30, 2019 OPERATING INCOME Operating Revenue Non - Transportation Revenues Total Income OPERATING EXPENSES Labor - Hourly & Salary Fringe Benefits Services Materials & Supplies Utilities Insurance Costs Miscellaneous Expenses Total Expenses Net Loss Local Grants State Grants Federal Grants Total Subsidies FY FY FY 19 2020 2019 BUDGET September September TOTAL $455,385.46 48,552.98 $503,938.44 $1,131,288.21 486,050.29 191,007.94 340,847.10 59,400.43 61,093.38 519.175.01 $2,788,862.36 ($2,284,923.92) $705,380.26 637,973.07 1,177,421.00 $2,520,774.33 $467,715.88 64,182.54 $531,898.42 $1,101,377.11 454,349.47 148,916.96 357, 385.56 68,861.16 61,038.81 482.171.56 $2,674,100.63 $2,065,037.00 254,538.00 $2,319,575.00 $4,027,266.00 2,134,520.00 774,144.00 1,548,871.00 255,259.00 267,783.00 1.881.082.00 $10,888,925.00 ($2,142,202.21) ($8,569,350.00) $673,405.47 528,200.00 1,226,458.00 $2,428,063.47 Net Income (loss) $235,850.41 $285,861.26 $2,769,764.00 2,423,011.00 3,376,575.00 $8,569,350.00 % OF FY 20 BUDGET 22.05% 19.07% 21.73% 28.09% 22.77% 24.67% 22.01% 23.27% 22.81% 27.60% 25.61% 26.66% 25.47% 26.33% 34.87% 29.42% GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 9/30/2019 9/30/2018 Year -to -Date Year -to -Date % of Change ASSETS $ 1,275,858.35 $ 1,016,539.72 26% CASH ACCOUNTS RECEIVABLE $ 3,993,302.22 $ 1,723,781.22 132% INVENTORY $ 486,884.93 $ 479,936.56 1% FIXED ASSETS $ 35,482,240.58 $ 34,913,880.47 2% FIXED ASSETS ACCUMULATED DEPRECIATION $ (21,944,345.06) $ (24,658,510.16) -11% NET FIXED ASSETS $ 13,537,895.52 $ 10,255,370.31 32% PREPAYMENTS $ 118,521.88 $ 103,134.03 15% TOTAL ASSETS $ 19,412,462.90 $ 13,578,761.84 43% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 2,750,195.64 $ 661,385.16 316% PAYROLL LIABILITIES $ 508,257.07 $ 451,376.41 13% OTHER LIABILITIES $ 1,933,996.26 $ 1,033,911.19 87% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,405,258.60 $ 3,621,913.10 -6% DEPRECIATION EXPENSE $ (399,403.39) $ (382,668.57) 4% RETAINED EARNINGS $ 10,934,172.31 $ 7,878,905.29 39% CAPITAL CONTRIBUTIONS $ 44,131.00 $ 28,073.00 57% NET INCOME (LOSS) $ 235,850.41 $ 285,861.26 -17% TOTAL CAPITAL $ 14,220,013.93 $ 11,432,089.08 24% TOTAL LIABILITIES & CAPITAL $ 19,412,462.90 $ 13,578,761.84 43% Greater Roanoke Transit Company Board of Directors Meeting Action Item January 21, 2020 The Honorable Anita J. Price, Vice - President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear Vice President Price 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 (FY) 2020 - 2021. Background 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 FY 2020 - 2021 GRTC will apply for the maximum amount allowed in federal operating and capital financial assistance. During the current fiscal year, the total amount of assistance GRTC will receive from FTA is approximately $3,376,575 and the total amount of assistance GRTC will receive from VDRPT is approximately $2,423,011. The deadline for filing the applications for the above referenced assistance for FY 2020 - 2021 is February 1, 2020. Recommendation Authorize the General Manager or Assistant General Manager to file applications requesting the maximum operating and capital financial assistance from FTA and VDRPT for FY 2020 - 2021 and to accept and execute the necessary grant agreements in a form approved by General Counsel. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Submitted, n L. Price eral Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 24, 2020 Kevin Price, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Price, I am enclosing 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 2020 — 2021 with the Federal Transit Administration and the Commonwealth of Virginia Department of Rail and Public Transportation upon certain terms and conditions. The abovementioned resolution was adopted by the Board of Directors at its regular meeting held on Tuesday, January 21, 2020. Sincerely, l_ 4'e'a� wte_ Cecelia F. McCoy Assistant Secretary Enclosure PC: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice - President of Operations, GRTC Amelia C. Merchant, Treasurer, GRTC Daniel L. Callaghan, General Counsel, GRTC Laura Carini, Assistant General Counsel, GRTC Troy A. Harmon, Municipal Auditor Ronnie Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro 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 2020- 2021 WITH THE FEDERAL TRANSIT ADMINISTRATION AND THE COMMONWEALTH OF VIRGINIA DEPARTMENT OF RAIL AND PUBLIC TRANSPORTATION 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 Assistant General Manager 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 2020 -2021 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 21, 2020. The Company's Secretary is also authorized to attest any such documents. Date Adopted: Z/ au.ZQ ATTEST: � . J-- Cecelia F. McCoy, Assistant Se tart' W= 1 14ov. 'Aw� iWam""'Emm Greater Roanoke Transit Company Board of Directors Meeting Action Item January 21, 2020 The Honorable Anita J. Price, Vice - President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: Authorization to Donate Transit Bus — Commonwealth Coach & Trolley Museum Background In accordance with Chapter IV, Project Management, Section 3f, Useful Life of Project Property, (1) (a) -(h) and (2)(a)11 of Federal Transit Administration (FTA) Circular 5010.1E, GRTC has retired fifteen (15) heavy duty transit buses in its fixed route service fleet. Each vehicle, model years 2004 and 2006, has met FTA's useful life criterion, having either operated in revenue service for more than 500,000 miles or twelve (12) years. Using industry standard vehicle comparables, each of the fifteen (15) vehicles has an assessed current market value of $4,183 or less. In accordance with FTA Circular 5010.1E governing the disposition of vehicles with a current market value less than $5,000, the grantee may dispose of vehicles in a manner consistent with its local policy. Because there is no Federal interest in any unit of grant assisted property with a Fair Market Value (FMV) of $5,000 or less, the grantee may do what it wishes with that property, including removing parts as it sees fit (Circular 5010.1E, Chapter IV, Project Management, Section 3 Revised: July 2018). In 2017, the Commonwealth Coach & Trolley Museum experienced a devastating structural fire at its vehicle storage facility resulting in the total loss of 12 historically significant transit buses. Of the 12 buses lost, two were past Valley Metro service vehicles, a 1976 Valley Metro Flxible and a 1979 Valley Metro Gruman. GRTC wishes to donate one of the fifteen (15) aforementioned heavy duty transit buses. GRTC received concurrence from the FTA on the disposition of the aforementioned fifteen (15) heavy duty transit buses, inclusive of the proposed donation of one bus to the Commonwealth Coach & Trolley Museum, on August 1, 2019 Recommendation Recommend that GRTC donate one heavy duty transit bus slated for retirement that in accordance with Federal Transit Administration regulation, has reached the end of its useful life, to the Commonwealth Coach & Trolley Museum. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Respectfu)$ Submitted, L. Price, General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 24, 2020 Kevin Price, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Price, I am enclosing copy of a Resolution authorizing Greater Roanoke Transit Company's General Manager to donate a heavy duty transit bus, in compliance with Federal Transit Administration circular 5010.1 E; and authorizing the Vice - President of Operations and General Manager to take such further actions and execute such further documents, as may be necessary to implement, administer, and enforce such donations. The abovementioned resolution was adopted by the Board of Directors at its regular meeting held on Tuesday, January 21, 2020. Sincerely, C� Cecelia F. McCoy �I Assistant Secretary Enclosure PC: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice - President of Operations, GRTC Amelia C. Merchant, Treasurer, GRTC Daniel L. Callaghan, General Counsel, GRTC Laura Carini, Assistant General Counsel, GRTC Troy A. Harmon, Municipal Auditor Ronnie Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING GREATER ROANOKE TRANSIT COMPANY'S GENERAL MANAGER TO DONATE A HEAVY DUTY TRANSIT BUS, IN COMPLIANCE WITH FEDERAL TRANSIT ADMINISTRATION (FTA) CIRCULAR 5010.1E; AND AUTHORIZING THE VICE PRESIDENT OF OPERATIONS AND GENERAL MANAGER TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTHER DOCUMENTS, AS MAY BE NECESSARY TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH DONATION. WHEREAS, Greater Roanoke Transit Company (GRTC) has retired 15 heavy duty transit buses that have reached the end of their useful life, as defined in Federal Transit Administration (FTA) Circular 5010.1E, by exceeding 12 years or more than 500,000 miles of revenue service; WHEREAS, using industry standard vehicle comparables, the vehicle has an assessed current market value of $4,183.00; WHEREAS, in accordance with FTA Circular 5010.1E governing the disposition of vehicles with a current market value less than $5,000, GRTC may dispose of vehicles in a manner consistent with its local policy; and WHEREAS, Commonwealth Coach & Trolley Museum experienced a devastating structural fire at its vehicle storage facility resulting in the total loss of 12 historically significant transit buses, and GRTC wishes to donate to one of the heavy duty transit buses to the Museum. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. GRTC's General Manager is authorized, for and on behalf of GRTC to take such actions to donate a heavy duty transit bus to Commonwealth Coach & Trolley Museum, referred to in the General Manager's report dated January 21, 2020, to this Board. 1 2. The Vice President of Operations and General Manager are further authorized to take such further actions and execute such further documents, as may be necessary to implement, administer, and enforce such donation, with any such documents to be in a form approved by general counsel. Date: APAO.AILAI a11 ATTEST: �Cecelia F. M cCo y, Assistant ar y 0 Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia February 24, 2020 Anita Price, President, and Members of the Board of Directors Dear President Price and Members of the Board: Subject: Greater Roanoke Transit Company October 2019 Financial Report The attached report provides financial performance information for the month of October 2019 of Fiscal Year (FY) 2020. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $351,676 an increase of $35,805 compared to the same period in FY 2019. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 3.4% over the same period last year and is 2.9% above the established budget. Significant factors impacting revenue include: Fare Revenues decreased 3.5% compared to FY 2019 and are 2.9% below the established budget. Other Revenues (advertising, building rental, parking, miscellaneous) increased 24.2% compared to FY 2019 and are 11.4% above the established budget. Revenue performance in this category reflects the recent sale of surplus property. State and Federal operating assistance increased 4.6% and is performing above budget expectations. Expenses Total expenses increased 2.7% compared to FY 2019 but are within 1% of the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased approximately 1.6 %, and are within 1% of the established budget. • Services increased 30.2% but are within 1% of the established budget. • Materials and Supplies decreased 8.5% and are 4.9% below the established budget. • Utilities decreased 4.9% and are 4% below the established budget. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com • Miscellaneous Expense, which includes paratransit service, increased 7.1% and exceeds budget by approximately 3.2 %. RespectfujWSubmitted, h L. Price eral Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Four Months Ending October 31, 2019 OPERATING INCOME Operating Revenue Non - Transportation Revenues Total Income OPERATING EXPENSES Labor - Hourly & Salary Fringe Benefits Services Materials & Supplies Utilities Insurance Costs Miscellaneous Expenses Total Expenses Net Loss Local Grants State Grants Federal Grants Total Subsidies FY 2020 October FY FY 19 2019 BUDGET % OF FY 20 October TOTAL BUDGET $629,322.62 $652,047.35 $2,065,037.00 30.48% 113,832.21 91,685.91 254,538.00 44.72% $743,154.83 $743,733.26 $2,319,575.00 32.04% $1,447,808.08 $1,427,405.20 $4,027,266.00 35.95% 602,680.50 591,414.02 2,134,520.00 28.23% 262,107.08 201,251.82 774,144.00 33.86% 441,042.52 482,059.24 1,548,871.00 28.48% 74,842.76 78,664.14 255,259.00 29.32% 81,457.84 81,385.08 267,783.00 30.42% 687,306.40 641,490.16 1,881,082.00 36.54% $3,597,245.18 $3,503,669.66 $10,888,925.00 33.04% ($2,854,090.35) ($2,759,936.40) $924,052.76 $895,366.59 797,886.07 704,267.00 1,483,828.00 1,476,174.00 $3,205,766.83 $3,075,807.59 Net Income (loss) $351,676.48 $315,871.19 ($8,569,350.00) 33.31% $2,769,764.00 33.36% 2,423,011.00 32.93% 3,376,575.00 43.94% $8,569,350.00 37.41% GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 10/31/2019 10/31/2018 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 985,541.77 $ 617,698.36 60% ACCOUNTS RECEIVABLE $ 2,369,620.80 $ 2,212,195.63 7% INVENTORY $ 506,369.24 $ 470,788.36 8% FIXED ASSETS FIXED ASSETS $ 35,482,240.58 $ 34,941,104.63 2% ACCUMULATED DEPRECIATION $ (22,077,479.53) $ (24,786,066.35) -11% NET FIXED ASSETS $ 13,404,761.05 $ 10,155,038.28 32% PREPAYMENTS $ 89,647.18 $ 86,154.41 4% TOTAL ASSETS $ 17,355,940.04 $ 13,541,875.04 28% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 595,203.91 $ 747,654.32 -20% PAYROLL LIABILITIES $ 458,370.24 $ 407,796.40 12% OTHER LIABILITIES $ 2,099,660.36 $ 1,032,333.50 103% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,405,258.60 $ 3,621,913.10 -6% DEPRECIATION EXPENSE $ (532,537.86) $ (510,224.76) 4% RETAINED EARNINGS $ 10,934,172.31 $ 7,878,905.29 39% CAPITAL CONTRIBUTIONS $ 44,131.00 $ 47,621.00 -7/0 NET INCOME (LOSS) $ 351,676.48 $ 315,871.19 11% TOTAL CAPITAL $ 14,202,705.53 $ 11,354,090.82 25% TOTAL LIABILITIES & CAPITAL $ 17,355,940.04 $ 13,541,875.04 28/0 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 10, 2020 Anita J. Price, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear Vice - President Price and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, March 16, 2020, 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, Cecelia F. McCoy Assistant Secretary PC: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Stephanie Giles, Director of Finance, Valley Metro GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 16, 2020 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order -- Roll Call. President Anita J. Price and Vice - President Michelle L. Davis were absent. Director Melinda J. Payne served as the Presiding Officer. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, January 21, 2020. Without objection, the reading of the Minutes were dispensed with approved. 3. President: a. Concurrence to establish the Annual Meeting of the GRTC Stockholders for Monday, June 15, 2020, at 1:30 p.m., in the City Council Chamber. Without objection, the Board concurred in the recommendation as abovementioned. 4. Reports of Officers: a. General Manager: 1. Management Update a. Transit Passenger Advisory Committee (TPAC) Update b. Valley Metro Public Transportation Agency Safety Plan c. Valley Metro Bus Shelter Program — Update d. Transit Bus Wash System Replacement e. Valley Metro Ridership Update Without objection, Management Update was received and filed. 2. Greater Roanoke Transit Company November 2019 Financial Report. Received and filed. 3. Appointment of two members of the Board and two officers of the Company to serve as the Fiscal Year 2020 - 2021 Budget Review Committee to review the proposed budget. Appointed Amelia C. Merchant, Treasurer; and Sherman M. Stovall, Assistant Vice - President of Operations, as the two officers; and Reeves "R.B." Lawhorn and President Anita J. Price, as the two Board Members. 4. Authorization to Donate Transit Buses — Commonwealth Coach and Trolley Museum. Adopted Resolution. (4 -0) 5. Minutes of Transit Passenger Advisory Committee (TPAC) held on Thursday, February 13, 2020. Received and filed. 4. Other Business: Resolution establishing a written policy for participation in Board of Directors of the Greater Roanoke Transit Company meetings through electronic communication. Adopted Resolution. (4 -0) 5. Next Meeting: May 18, 2020, at 1:00 p.m., in EOC Conference Room. 6. Adjourn: 1:28 p.m. 3. GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 16, 2020 Vice - President Michelle L. Davis and Members of the Greater Roanoke Transit Company Board of Directors Roanoke, Virginia Dear Vice - President Davis 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. With your concurrence, I respectfully recommend that the Annual Stockholder Meeting be held on Monday, June 15, 2020, at 1:30 p.m., in the City Council Chamber. Sincerely, Anita J rice President PC: Robert S. Cowell, Jr., Vice President of Operations Sherman M. Stovall, Assistant Vice President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer Cecelia F. McCoy, Assistant Secretary Drew Harmon, Municipal Auditor, City of Roanoke Kevin Price, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Ronnie Parker, Assistant Kevin Price, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Stephanie Giles, Director of Finance, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update March 16, 2020 Planning and Special Projects Transit Passenger Advisory Committee (TPAC) Update The February meeting of the Transit Passenger Advisory Committee was held on Thursday, February 13th, at 6:30 PM at the Campbell Court Transfer Center, 2nd Floor, 17 Campbell Ave. SW. Discussions were held regarding the role of the TPAC committee, which included a reminder of the function of the Transit Development Plan (TDP) and the Comprehensive Operational Analysis (COA) as the foremost guiding documents for the vision of Valley Metro over the next 8 to 10 years. In addition, ancillary documents of importance, including the Bus Stop Accessibility Study, completed in 2013, as well as the Roanoke Valley Transit Vision Plan, which provides a 25- year horizon of transit improvements were introduced. As part of the foundation set by these guiding documents, the TPAC will function in an advisory role to the Greater Roanoke Transit Company (GRTC) Board of Directors that will represent the issues and concerns of transit passengers throughout Valley Metro service area. As a precaution, it was discussed that any initiative or new programs discussed during TPAC meetings will need to get direction or approval from the Board. Once the Board is briefed on any discussions held at the TPAC level, their feedback will then be discussed at the Advisory level, creating a circular pattern of communication. During this same discussion the TPAC was updated on the latest developments regarding Campbell Court and the pending transfer center, Phase II of the Route Modifications, and the new Starline Trolley vehicles. A copy of the minutes from the February 13th, 2020 TPAC meeting are attached. Valley Metro Public Transportation Agency Safety Plan On July 19, 2018, FTA published the Public Transportation Agency Safety Plan (PTASP) Final Rule, which requires certain operators of public transportation systems that receive federal funds under FTA's Urbanized Area Formula Grants to develop safety plans that include the processes and procedures to implement Safety Management Systems (SMS). The plan must include safety performance targets. Transit operators also must certify they have a safety plan in place meeting the requirements of the rule by July 20, 2020. The plan must be updated and certified by the transit agency annually. In order to meet the requirements set by the FTA, Valley Metro will be participating in the Virginia Statewide Public Transportation Agency Plan (PTASP) for Small Public Transportation Providers along with 14 other small transit agencies in the Commonwealth. The GRTC Board of Directors have received a copy of the draft Virginia Greater Roanoke Transit Company Statewide PTASP and Appendix K — Greater Roanoke Transit Company (Valley Metro) for review and comment. GRTC staff plan to seek final Board approval of the PTASP at the May 2020 GRTC Board of Directors meeting. Valley Metro Bus Shelter Program — UPDATE Valley Metro, in partnership with the City of Salem, is installing two new transit bus stop shelters on Roanoke Boulevard in Salem. Valley Metro is also finalizing plans to install bus shelters in the Town of Vinton (partnership with the Lions Club and Kroger Mid - Atlantic) and in the City of Roanoke (Food Lion on Shenandoah and Kroger on Towne Square). Transit Bus Wash System Replacement Valley Metro will be replacing its existing transit bus wash system. The replacement Transit Bus Wash System will replace the existing pneumatic bus wash system with a bus wash system operated exclusively by electricity. The estimated cost for the replacement bus wash system is $242,280. This project will be funded with an existing capital grant from the Virginia Department of Rail and Public Transportation, Federal Transit Administration, and local matching funds ($9,692). A purchase contract for the replacement transit bus wash system is scheduled to be executed in late March 2020, no earlier than March 23, 2020. Greater Roanoke Transit Company GRTC YTD Ridership Below is the GRTC Ridership YTD as of December 2019 Valley Metro Fixed Route Ridership Report S.T.A.R Ridership Chart >m A,;g ',ept U,t Nk, D,1- m m Mlx Ap, Smart Way Express "F'OD I � | | a a Smart Way Ridership Chart roar ea Ridership Chart 1pcx) 10001 S,01-K) 4 00, " 000 m o e ft, MF Ap, MiI, urt Greater Roanoke Transit Company 30�) I m Nov D1, I F%ldt A! N1 I roar ea Ridership Chart 1pcx) 10001 S,01-K) 4 00, " 000 m o e ft, MF Ap, MiI, urt Greater Roanoke Transit Company Resoectfu|lyJVubrn itted, hLPrice era|Manager Copy: Vice President ofOperations Assistant Vice President ofOperations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company Po eox mz�r nra.`o�e'vv�in|a ]unJJ Phoxe (Sw3)g82D�o� pax� (5�O>8R�-l/O3 wwwvau�vmet,ncom I Y E/ ■ Statewide Public Transportation Agency Safety Plan Virginia Department and Public i ratisportation [DRAFT November 2019] Prepared by: COM 4840 Cox Road, Glen Allen, VA23060 In partnership with: Transportation Resource Associates, Inc., 1608 Walnut Street, Suite 1602, Philadelphia, PA 19103 Statewide Public Safety Plan Prepared by: AECOM 4840 Cox Road Glen Allen, VA 23060 in partnership with 04d, Transportation Resource Associates, Inc. 1608 Walnut Street, Suite 1602 Philadelphia, PA 19103 Transportation Agency Acronymsand Abbreviations ................................................................... ............................... ii PTASPSchedule ......................................................................................... ..............................1 1. About CAT .......................... ............................... .........................Error! Bookmark not defined. 2. Revision History — CAT .............................. ............................... Error! Bookmark not defined. 3. Safety Management Policy ............................... .........................Error! Bookmark not defined. 3.1 Safety Policy Statement ................ ............................... Error! Bookmark not defined. 3.2 Safety Goals, Objectives, and Targets ......................... Error! Bookmark not defined. 3.3 Employee Safety Reporting .......... ............................... Error! Bookmark not defined. 3.4 Safety Policy Communication ....... ............................... Error! Bookmark not defined. 3.5 Safety Accountabilities and Responsibilities ................ Error! Bookmark not defined. 3.6 Safety Meetings ............................ ............................... Error! 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Bookmark not defined. 5.1.2 Maintenance ..................... ............................... Error! Bookmark not defined. 5.2 Other Safety Performance Monitoring Activities and Data Collection Error! Bookmark not defined. 5.3 Process Evaluation ....................... ............................... Error! Bookmark not defined. 5.4 Event Investigations ...................... ............................... Error! Bookmark not defined. 6. Safety Promotion ............... ............................... .........................Error! Bookmark not defined. 6.1 Safety Communication .................. ............................... Error! Bookmark not defined. 6.1.1 Competencies and Training .............................. Error! Bookmark not defined. 6.1.2 Training Program Evaluation ............................ Error! Bookmark not defined. Figure 1 -1: Insert figure title .......................... ............................... Error! Bookmark not defined. Table 1 -1: Insert table title ............................ ............................... Error! Bookmark not defined. Appendices Appendix A: Insert appendix title Appendix B: Insert appendix title i Acronyms and Abbreviatio AIP Accident Investigation Procedure BRITE Blue Ridge Intercity Transit Express CAT Charlottesville Area Transit CFR Code of Federal Regulations DRPT Department of Rail and Public Transportation FTA Federal Transit Administration GLTC Greater Lynchburg Transit Company HDPT Harrisonburg Department of Public Transportation ICS Incident Command System MPO Metropolitan Planning Organization NEO New Employee Orientation NIMS National Incident Management System NTD National Transit Database OJT On- the -job Training PAT Petersburg Area Transit PIO Public Information Officer PTASP Public Transportation Agency Safety Plan SMS Safety Management System WATA Williamsburg Area Transit Authority WinTran Winchester Transit 1. VIRGINIA STATEWIDE PUBLIC TRANSIT AGENCY SAFETY PLAN (PTASP) FOR SMALL PUBLIC TRANSPORTATION PROVIDERS The Virginia Statewide Public Transportation Agency Plan (PTASP) for Small Public Transportation Providers is a comprehensive plan outlining the Safety Management Systems (SMS) programs at 15 small transit agencies in the Commonwealth. A small transit agency is defined as a non -rail fixed guideway agency that receives federal financial assistance under 49 U.S.C. 5307 and run 100 or fewer vehicles in total during peak revenue service. This comprehensive plan is required by 49 United States Code 5329 and 49 Code of Federal Regulations (CFR) Part 673. On July 19, 2018, the Federal Transit Administration (FTA) published 49 CFR Part 673, which requires agencies receiving federal assistance under 49 U.S.C. 5307 funding to develop a PTASP. Per 49 CFR Part 673.11(d), States must develop a PTASP for small transit agencies. In Virginia, the Virginia Department of Rail and Public Transportation (DRPT) is the state agency responsible for developing the state - sponsored PTASP for small transit agencies. DRPT is primarily responsible for gathering input from each participating small transit agencies during the development, review, and update of the PTASP. Moving forward, each agency will be responsible for continuing the implementation of its SMS program and other activities described within its respective PTASP sections. The PTASP is laid out to provide general information on each agency, including its overall structure and services; the agency Safety Management Policy; Safety Risk Management program; Safety Assurance program; and Safety Promotion program. Each section of the plan accurately portrays the current services and programs in place at each agency. The following transit agencies are covered by the Statewide PTASP: • Blacksburg Transit • Blue Ridge Intercity Transit Express (BRITE) • City of Bristol Virginia Transit (Bristol Transit) • Charlottesville Area Transit (CAT) • District Three /Mountain Lynx Transit • Fredericksburg Regional Transit (FRED Transit) • City of Harrisonburg Department of Public Transportation (HDPT) • Greater Lynchburg Transit Company (GLTC) • Petersburg Area Transit (PAT) • Radford Transit • Greater Roanoke Transit Company (Valley Metro) • Suffolk Transit • Williamsburg Area Transit Authority (WATA) • Winchester Transit (WinTran) Each agency PTASP is located in a separate appendix of this document. 2. VIRGINIA DEPARTMENT OF RAIL AND PUBLIC TRANSPORTATION (DRPT) The mission of DRPT is to facilitate and improve the mobility of the citizens of Virginia and to promote the efficient transport of goods and people in a safe, reliable, and cost - effective manner. To fulfill its mission, DRPT works with various stakeholders including federal, state, regional, and local governments, and private entities. DRPT supports public transportation in the Commonwealth, including the small transit agencies described within this Plan. tl;�21 9 " BACKGROUND OF SAFETY l IAIIIfAGFIIV FNT SYSTEMS fSM Each agency's appendix is organized according to SMS principles in accordance with the requirements of Part 673. SMS is a formal, top -down, organization -wide approach to managing safety risk and assuring the effectiveness of a transit agency's safety risk mitigation. SMS includes systematic procedures, practices, and policies for managing risks and hazards, and consists of four primary elements: • Safety Management Policy: A transit agency's documented commitment to safety, which defines the transit agency's safety objectives and the accountabilities and responsibilities of its employees in regard to safety. The policy must be communicated throughout the organization and endorsed by the agency's Accountable Executive. • Safety Risk Management: A process within a transit agency's PTASP for identifying hazards and analyzing, assessing, and mitigating safety risk. • Safety Assurance: A process within a transit agency's Safety Management System that functions to ensure the implementation and effectiveness of safety risk mitigation, and to ensure that the transit agency meets or exceeds its safety objectives through the collection, analysis, and assessment of information. Safety assurance may involve internal auditing; quality assurance; data collection and analysis and accident reviews. • Safety Promotion: A combination of training and communication of safety information to support SMS as applied to the transit agency's public transportation system. An agency's safety promotion program could involve outreach such as safety training /educations; risk communication and awareness; and employee reporting and feedback. The four components of SMS work together in a unified, agency -wide system for management and control of safety hazards. Safety Promotion fety Managem `' (Communication) -� Figure Error! No text of specified style in document. -1: Safety Management Systems Diagram Each small transit agencies will implement a safety risk management program that utilizes a hazard analysis and evaluation methodology. Based on FTA recommendations for small transit provider, agencies will use the below hazard evaluation methodology in order to rate the severity and likelihood of identified hazards. As shown in Table 1 below, overall safety risk is a composite of the severity and likelihood of a given safety hazard. Severity means the anticipated effects of the consequence of a hazard (table 2), should it materialize, considering the worst credible condition. Probability means the likelihood that hazard consequences might occur, considering the worst foreseeable condition (table 3). Risk Assessment Matrix Likelihood /Severity Catastrophic (1) Serious (2) Marginal (3) Frequent (A) HIGH (1 A) HIGH (2A) MEDIUM (3A) Occasional (B) HIGH (1 B) MEDIUM (2113) LOW (313) Remote (C) MEDIUM (2C) LOW (3C) Table 1 Risk Assessment Matrix for small transit providers iarl sI�- 3 Categories Severity Description Severity Criteria Category Could result in death, permanent total disability, loss Catastrophic 1 exceeding $250,000, system shutdown lasting 4 or more hours, or irreversible severe environmental damage that violates law or regulation. Could result in permanent partial disability, injury or occupational illness that may result in hospitalization of Serious 2 at least one person, property damage exceeding $25K but less than $250,000, system shutdown lasting between 10 minutes and 4 hours, or reversible environmental damage causing a violation of law or re ulation. Could result in injury or occupational illness resulting in Marginal 3 one or more lost workday(s), property damage up to $25,000, system shutdown of less than 10 minutes, or mitigatable environmental damage without violation of law or regulation. iarl sI�- 3 Table 2 Severity Categories for hazard assessment Likelihood Description Level Individual item Likely to occur often in Frequent A the life of an item. Will occur several Occasional B times in the life of an item. System or Vehicle Fleet Continuously experienced. Potential consequence may occur more than once in 500 operating hours. _ Will occur several times. Potential consequence may be experienced once in 500 to 60,000 operating hours. Unlikely but possible. Potential Remote C Unlikely to occur in consequence may be experienced once in the life of an item. 1 60,000 to 1,800,000 operating hours. Table 3 Likelihood Levels for hazard assessment Based on the combined assessment of severity and likelihood, the resulting hazard rating indicated the overall safety risk: High (Unacceptable - Action Required); Medium (Undesirable - Management Decisions); and Low (Acceptable with Review). See table 4 for the breakdown of safety risks. Table 4 Safety Risk criteria 0e 4 Additionally, the small transit agencies will use a risk register similar to the one below. This risk register may evolve overtime to meet each agencies' needs. Each of the agencies uses its own Safety Risk Management process, including Hazard Identification, Analysis, and Mitigation. Each agency's process is described in more detail their respective appendices. 4. SAFETY PERFORMANCE TARGETS Each individual small transit agency is responsible for working with its local Metropolitan Planning Organizations (MPO) to ensure performance targets are provided to them to aid in the MPO planning process. DRPT and the small transit agencies will also work with the MPOs in identifying the relevant safety performance targets. Per the National Safety Plan and 49 CFR Part 673.11(a)(3), the safety performance targets include: fatalities, injuries, safety events, and system reliability. See specific targets, by agency under Safety Goals, Objectives, and Targets within each agency's section. DRPT will work with each agency and their MPO as needed to facilitate this process. CONTROL AND UPDATE PROCEDU9'' Per 49 CFR Part 673, PTASPs must be updated annually to address any changes in the agency and respective programs. If necessary, the PTASP may also be updated before the annual update. DRPT will coordinate with each agency annually after the initial publication date to gather any changes and updates and compile signatures from each agency's Accountable Executive and the Board, or similar entity, to help facilitate the review and update process. APENDIX K: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) The Greater Roanoke Transit Company (GRTC), hereafter referred to as "Valley Metro." Valley Metro is a private, nonprofit public transportation agency wholly owned by the City of Roanoke. Valley Metro, provides a comprehensive range of transportation services to the residents of the Greater Roanoke Valley Area and outlying areas. Valley Metro provides fixed -route service to the City of Roanoke, the City of Salem, and the Town of Vinton. The current operating times for Valley Metro are six days per week (Monday through Saturday), from approximately 5:45 a.m. until 8:45 p.m. Other services provided by Valley Metro include; The Star Line Trolley, a trolley network that connects downtown Roanoke's historic Market with the Carilion Roanoke Memorial Hospital; The Smart Way commuter service, a commuter bus service that links the Roanoke Valley to the New River Valley; the STAR complimentary paratransit service, a specialized transportation service provided to passengers unable to use the fixed route service as mandated by the Americans with Disabilities Act. Valley Metro is managed by a General Manager and an Assistant General Manager that are First Transit employees. First Transit, in turn, works with a subcontractor, the Southwestern Virginia Transit Management Company ( SVTMC), to provide management services. The General Manager and Assistant General Manager are employees of First Transit. SVTMC employs all the individuals that operate the bus system on a day to day basis. Valley Metro contracts its STAR paratransit service with Unified Human Services, Inc. GRTC is governed by a Board of Directors, consisting of seven members. Valley Metro headquarters are located at the Roy Z. Meador Operations, Maintenance, and Administrative Facility, 1108 Campbell Avenue, S.E. in Roanoke. Valley Metro also owns and operates the Campbell Court Transit Center in downtown Roanoke. Valley Metro operates a variety of transit vehicles, including transit buses, cutaways, trolley coaches, and over - the -road coaches. Valley Metro operates approximately 38 vehicles in peak revenue service. The General Manager of Valley Metro is the Accountable Executive, and has the ultimate authority to allocate human and financial resources to address safety issues. The General Manager reports to the GRTC Board of Directors. Each year, Valley Metro will be required to work with DRPT to review and revise its portion of the Statewide PTASP. DRPT will work with each agency to initiate this process prior to release of a new revision of the Plan. The following table shows the history of revisions solely for Valley Metro's PTASP sections. Table 0 -1: Revision Table Version Notes Rev. 0 Initial PTASP developed for all required bus agencies 3. SAFETY MANAGEMENT POLICY 3.1 Safety Policy Statement Safety is a core value of Valley Metro. Valley Metro is committed to providing safe, reliable transit service to the Roanoke Valley and surrounding areas. Valley Metro is also committed to developing and implementing the structures, roles and responsibilities, and providing the resources needed to effectively manage safety risk using the principles of Safety Management Systems (SMS). This Public Transportation Agency Safety Plan (PTASP) is written in accordance with the requirements set forth by 49 CFR Part 673, the National Public Transportation Safety Plan, and the Commonwealth of Virginia. This PTASP defines the authorities and accountabilities and responsibilities, as well as the safety management roles and responsibilities for key Valley Metro staff. All Valley Metro employees are held accountable for the overall safety performance of Valley Metro, and for carrying out their individual safety roles and responsibilities. With the execution of this PTASP, Valley Metro managers and employees are accountable for the delivery of the highest achievable levels of safety performance. Valley Metro will establish a culture of safety among its managers and employees, such that safety is at the core of all operational and administrative decisions and actions. Valley Metro passengers can count on our organization to provide safe and reliable service. Managers and executives must meet or exceed the minimum thresholds and requirements set forth in all Valley Metro plans, policies, and procedures. Valley Metro will also meet or exceed all local, state, and federal regulations and requirements related to the safety of the transit system. To achieve these safety goals, Valley Metro has established measurable safety performance targets, outlined in this PTASP, in accordance with the National Public Transportation Safety Plan. Using the SMS processes described in this PTASP, Valley Metro will continually measure and assess the achievement of its safety performance targets through its Safety Management Policies, Safety Risk Management processes, Safety Assurance activities, and Safety Promotion, including, but not limited to: • Ensuring constant communication and awareness of Valley Metro's safety policies throughout the organization • Clearly defining the safety roles, responsibilities, and accountabilities of Valley Metro personnel • Communicating safety policies and safety information throughout the organization • Identifying, analyzing, and mitigating safety risks • Measuring and monitoring safety performance • Providing employees with key safety competencies and training • Providing all employees with the ability to identify and report safety concerns As the General Manager, I am the Accountable Executive and have ultimate authority and responsibility for the safety of Valley Metro. With this plan, all Valley Metro staff are hereby accountable and responsible for the implementation of the all of the SMS activities described herein. General Manager /Accountable Executive GRTC Board of Directors - President Date Date 2 Safa, ,s Goals, Obj Targets Valley Metro has established the following measurable Safety Performance Targets as a benchmark for the overall safety performance of the agency. The activities used to measure the achievement of these targets generally include information collected and provided to the National Transit Database (NTD). Safety Performance Measure Annual Target Fatalities (total number of reportable fatalities per 0 year) Fatalities (rate per total vehicle revenue miles by 0 per 100,000 vehicle revenue miles mode) Injuries (total number of reportable injuries per 12 year) Injuries (rate per total vehicle revenue miles by Less than .5 injuries per 100,000 vehicle mode) revenue miles Safety events (total number of safety events per 25 year) Safety events (rate per total vehicle revenue miles Less than 1 reportable events per by mode) 100,000 vehicle revenue miles System reliability (measured as revenue miles Distance between Major Failures: operated divided by the number of major Greater than 80,000 miles mechanical failures) Distance between Minor Failures: Greater than 3,200 miles NTD defines the above categories as follows: Reportable Event (Major) A safety or security event occurring on a transit right -of -way or infrastructure, at a transit revenue facility, or at a transit maintenance facility during a transit - related maintenance activity or involving a transit revenue vehicle that results in one of more of the following conditions: • A fatality confirmed within 30 days of the event • An injury requiring immediate medical attention away from the scene for one or more person • Property damage equal to or exceeding $25,000 • Collisions involving transit revenue vehicles that require towing away from the scene for a transit roadway vehicle or other non - transit roadway vehicle • An evacuation for life safety reasons Non -Major Summary Incident/Event (Minor) Less severe incidents or events that do not meet the requirements of Reportable Events listed above, such as: Other injuries or safety occurrences not otherwise classified Fires Major Mechanical System Failures NTD defines these as failures that limit actual vehicle movement or create safety issues, including but not limited to: • Brakes • Doors • Engine cooling systems • Steering, axles, and suspension Minor Mechanical System Failures Minor failures could include some other mechanical element of a revenue vehicle not caused by a collision, natural disaster, or vandalism, but, because of Valley Metro policy, prevents the revenue vehicle from completing a scheduled revenue trip or from starting the next scheduled revenue trip even though the vehicle is physically able to continue in revenue service, such as, but not limited to: • Fareboxes • Wheelchair lifts • Heating, ventilation, and air conditioning (HVAC) systems Valley Metro may elect to add additional measurable safety performance targets in the future, depending on data trends collected through its Safety Assurance and Safety Risk Management activities. The General Manager is responsible for ensuring that Valley Metro Directors are performing the SMS activities needed to collect and analyze the safety data needed to measure safety performance, and for periodically reporting on the agency's safety performance to the City of Roanoke and to the Valley Metro Board of Directors. The General Manager and key Valley Metro executives and managers are responsible for periodically evaluating the safety performance targets and determining whether they require revision, alongside all of the other SMS processes as part of the annual PTASP review and revision process, alongside DRPT. Working with DRPT, Valley Metro shall annually provide its Safety Performance Targets to the Roanoke Valley- Allegheny Regional Commission ( RVARC) to help aid in the transportation planning process. DRPT will coordinate with RVARC and Valley Metro in the selection of Valley Metro's safety performance targets. 3.3 Employee Safety Reporting Valley Metro employees have the ability to report safety issues using the Near Miss Report form. Per Valley Metro policy, a near miss is an unplanned event that did not result in an accident or injury, but had the potential to do so. The Valley Metro Near Miss /Hazard Reporting Program stipulates that, while it does not replace or supersede existing Valley Metro plans, policies and procedures or collective bargaining agreements, Valley Metro will take no disciplinary action against employees involved in or reporting a near miss event. Valley Metro's Collective Bargaining Agreement with Amalgamated Transit Union (ATU) Local 1493 includes a Code of Discipline that outlines those employee behaviors that may result in disciplinary action. Further, the GRTC Bus Operator Training Manual lists violations and types of incidents that would be subject to disciplinary action, up to and including discharge. 3.4 Safm ° ,1 Polio era � a rst It is the policy of Valley Metro to communicate the safety policies in this PTASP with all affected employees throughout the organization. The Assistant General Manager or their designee is responsible for ensuring that Valley Metro safety policies are disseminated through training, formal and informal meetings, and verbal and written communication with employees. Valley Metro's Safety Policy will be provided to every new employee alongside printed training materials. Valley Metro managers and executive staff will have access to the complete Valley Metro PTASP in both hard copy and electronically. Valley Metro safety meetings and leadership team meetings include discussion of safety performance objectives, targets, and indicators. The Training and Safety Coordinator, working with the Directors of Transportation and Maintenance, along with the Safety Compliance Officer, is responsible for compiling data on safety performance. Human Resources is responsible for publishing quarterly newsletters with safety performance reports, and for posting these newsletters in the employee break room. Human Resources, working with Transportation and the Safety Compliance Officer, is responsible for posting additional safety information and initiatives in the break room. General Manager (GM). The GM of Valley Metro is the agency's Accountable Executive. The GM is responsible for overseeing the safety program and for maintaining safe working conditions and practices for all Valley Metro personnel. The GM is responsible for ensuring that the SMS is effectively implemented throughout Valley Metro as an organization, and for holding managers and employees accountable for fulfilling their respective safety roles and responsibilities. In accordance with 49 CFR Part 673.23(d), the GM has the authority and responsibility to allocate human and capital resources to address safety risks. Overall, the GM is responsible for the following specific activities: • Ensuring Valley Metro meets the requirements set forth by the City of Roanoke • Ensuring the development of plans, policies, and procedures throughout the organization that clearly define management and employee safety roles and responsibilities • Ensuring Valley Metro meets or exceeds minimum local, state, and federal regulatory requirements • Holding managers and employees accountable for safety performance • Ensuring compliance with the safety activities described in this PTASP • Instilling a culture of safety throughout the organization • Finance • Procurement and Solicitations • Human Resources Assistant General Manager (AGM). The AGM reports directly to the GM, and serves as Valley Metro's Chief Safety Officer (CSO). The GM has formally designated the AGM as the CSO. As a transit executive with extensive knowledge of transit operations and maintenance, the CSO has the authority and responsibility for the day -to -day implementation of Valley Metro's SMS. The AGM is responsible for overseeing the following functions, including: • Safety and compliance • Transportation • Maintenance • Facilities • Information Technology (Network) • Equal Employment Opportunity (EEO), Title VI, and DBE Compliance The AGM serves as Valley Metro's Chief Safety Officer (CSO), and has delegated safety and training functions to the Safety Compliance Officer, as well as to the Training and Safety Coordinator, part of the Transportation department. Both of these individuals have received adequate and appropriate training to perform their safety functions, and have both completed the Transit Safety and Security Program (TSSP) Certificate, provided by the Transportation Safety Institute. The Safety Compliance Officer is responsible for coordinating the implementation, review, and update of Valley Metro's PTASP, and for conducting regular documented safety inspections of Valley Metro facilities and equipment. The Safety Compliance Officer is responsible for overseeing the review and revision of Valley Metro's standard and emergency operating procedures related to safety - critical duties of frontline employees; and enforcing safety requirements. The Director of Transportation oversees the Transportation Division, which includes all bus operations, dispatch, and supervision functions, as well as an Assistant Director of Transportation, who helps manage day -to -day bus operations. All Transportation employees are responsible for understanding their SMS responsibilities, including Safety Risk Management and Safety Assurance activities. The Director of Transportation is responsible for serving as a liaison with external first responder agencies from the City of Roanoke as well as other jurisdictions in the Valley Metro service area, and for communication with the city's Emergency Operations Center (EOC). This includes coordinating Valley Metro participation in any emergency drills or exercises. The Director of Transportation also administers the Drug and Alcohol Program. The Training and Safety Coordinator is a Supervisor -level employee and is responsible for ensuring the provision of all required training, including safety - related training, to Valley Metro frontline employees. Supervisors are cross - trained to perform both dispatch and street supervision of bus operators. Supervisors are responsible for leading on -scene accident investigation activities and for completing associated investigation reports. Supervisors manage the safety - critical operations at Campbell Court approximately every hour, and routinely observe Operators to manage and enforce operating rule compliance. In their dispatch role, Supervisors are in direct contact with local police, fire, and emergency medical services (EMS), and are responsible for clear and compliant radio communications. Supervisors are trained in "reasonable suspicion" in accordance with 49 CFR Part 655, and are responsible for assessing the fitness - for -duty of Operators as they report for their shifts. Information Officers are stationed at Campbell Court and provide customer service and support to transit patrons. They are responsible for contacting dispatch to report and safety - related issues. Operators are responsible for exercising maximum care and good judgment at all times while driving Valley Metro vehicles, and for following all Valley Metro rules and procedures in the execution of their duties. Operators must maintain and have in their possession a valid Virginia operator's license or Commercial Driver's License (CDL) as required by law at all times while operating Valley Metro vehicles. Operators must also maintain and have in their possession a valid Department of Transportation medical examiners certificate, as required by law or regulation, at all times while operating a Valley Metro vehicle. Other duties include, but are not limited to, reporting safety hazards and accidents to dispatch, completing near -miss reports, completing pre - trip inspections, and attending safety meetings. The Director of Maintenance is responsible for the maintenance and reliability of Valley Metro's fleet, including overseeing bus mechanics, cleaners, and inventory control staff. Maintenance personnel are responsible for completing required safety training and for fulfilling their delegated safety and SMS responsibilities. Mechanics are responsible for adhering to all maintenance plans and procedures, and for completing inspections and repairs in accordance with established maintenance intervals. The Director of Human Resources is responsible for maintaining employee personnel files, including any records of disciplinary action in accordance with the current Collective Bargaining Agreement. Human Resources also publishes the quarterly newsletter, which includes safety performance data. All Valley Metro personnel are responsible for performing key SMS activities, including, but not limited to, immediately reporting safety hazards to the Safety Compliance Officer or to their immediate supervisor, completing all training required for the safe performance of their duties, attending safety meetings as required, and for performing their duties in a safe manner. 3,6 Ffety Meetings Valley Metro holds a bi- monthly safety meeting involving bus operators, supervisors, mechanics, and management. The safety meetings are an opportunity for Valley Metro employees to identify and discuss safety concerns with management, and for management to convey information regarding safety performance to employees. The Training and Safety Coordinator is responsible for facilitating these meetings, and for compiling and disseminating data on safety performance. The Training and Safety Coordinator is also responsible for documenting these meetings with agendas and attendance sign -in sheets. Additionally, the Valley Metro leadership team, including the GM, AGM, and Directors, hold regular informal meetings where safety is a regular topic of discussion. 3,7 Documentation , , °' "r� ° ordke ..., _, Valley Metro safety is governed by this PTASP as well as several referenced standalone documents. This includes the Bus Operator Training Manual, which in turn includes a series of policies, procedures requirements regarding the safety of Valley Metro. Some of these policies, procedures and requirements are referenced in this PTASP while others are repeated in this document. The Training and Safety Coordinator is responsible for ensuring the maintenance, review, and update of the Bus Operator Training Manual. • Management Commitment to Safety • Safety Program Responsibilities o Compliance Responsibilities o Safety Incentive Program • Operators — Initial Hire • Minimum Qualifications and Procedures • Initial Training • Operators - Ongoing Supervision and Training • Training — Refresher /Retraining • Evaluation and Supervision • Motor Vehicle Record Checks • Annual Physical Examination • Safety Meetings • Seat -Belt Usage • Discipline /Recognition • Preventable Accidents /Injuries Vehicles and Equipment • Preventive Maintenance • Pre- and Post -Trip Inspections Accident Management Day to Day Operations — Monitoring for Safety Valley Metro records developed and maintained by the agency to document the SMS and to measure its effectiveness are described in the Safety Risk Management and Safety Assurance sections below, and generally include operations rule compliance checks, accident reports, training records, maintenance records and work orders, and drug and alcohol program testing records. Individual departments are generally responsible for the maintenance of their respective records in accordance with applicable requirements. At a minimum, Valley Metro retains all records related to the implementation of SMS for a minimum of three years. All such documentation will be made available upon request to the FTA, DRPT, or any other entities having jurisdiction. 4. SAFFTY RISK MANAGEMENT This section of the PTASP establishes formal processes for the identification, analysis, and mitigation of safety hazards. Safety hazards are any real or potential condition that can cause injury, illness, or death; damage to or loss of the facilities, equipment, vehicles, or infrastructure of a public transportation system; or damage to the environment. 4.1 Hazard Id° itificat o Valley Metro managers and front -line employees identify safety hazards using a variety of methods, including but not necessarily limited to: • Operator reports to dispatchers • Near miss reporting by operators • Safety meetings • Operator pre -trip inspections • Mechanic reports to the Director of Maintenance • Facility and equipment inspections performed by the Safety Compliance Officer • Supervisors' daily logs • Customer service complaints to Dispatch • Quarterly reports from the RADAR paratransit subcontractor to the Director of Maintenance Individual department managers are responsible for regularly monitoring these sources of hazard data to determine whether safety hazards require further action or analysis. The Safety Compliance Officer is responsible for working with the department managers and regularly monitoring each of the above sources of safety data and for systematically tracking them in a database. This individual is also responsible for direct observation and identification of safety hazards via the facility and equipment inspections process. As appropriate, Valley Metro will incorporate any relevant safety data provided by local, state, and federal oversight and regulatory bodies into the safety risk management process. Valley Metro analyzes and evaluates potential safety hazards identified through the above - listed information sources using a variety of methods: • During safety and staff meetings, Managers Directors, Supervisors, and employees have the opportunity to discuss and review safety hazards. • Individual department managers are responsible for continually monitoring the sources of safety data under their respective authority and responsibility, and for using the principles of Safety Risk Management to help evaluate and prioritize the mitigation of those safety hazards. • The Training and Safety Coordinator is responsible for compiling reports on safety performance, including accidents and incidents, and for disseminating information on safety hazards to Valley Metro management. • The Safety Compliance Officer is responsible for working closely with all department Directors to review and evaluate potential safety hazards in accordance with Safety Risk Management principles. Valley Metro is committed to the analysis and evaluation of hazards for the purpose of prioritizing the management and mitigation of safety risk. Valley Metro management is responsible for receiving and evaluating hazards based on severity and probability through a formal hazard analysis process. Valley Metro will use a hazard assessment process based off of Military Standard 882E to evaluate identified hazards as described in the DRPT PTASP section 3.1: Safety Risk Management Processes. See more detail on the process for rating hazards for all small transit providers covered by the DRPT PTASP in section 3.1 of the Statewide PTASP introduction. Valley Metro's GM, AGM, and Safety Compliance Officer are responsible for the review of all unacceptable hazards. Through both the safety meetings and informal leadership meetings, senior management, including affected department directors, is responsible for overseeing the development and implementation of mitigations for such unacceptable hazards. Valley Metro management has the discretion to prioritize hazards of a lower risk level and determine whether mitigation is needed. All such decisions are documented in meeting minutes, tracking logs, or other means deemed appropriate by Valley Metro managers for posterity. All such documentation must be preserved for posterity in accordance with Valley Metro's documentation and recordkeeping requirements for SMS- related documentation. 4.3 Safety Risk Mitigations Valley Metro's safety risk mitigation strategies include the development of corrective or preventive actions to help reduce the likelihood that safety hazards will reappear in the future. As noted earlier, Valley Metro's GM, AGM, Safety Compliance Officer, and department Directors are responsible for working together to develop and implement such mitigations. Valley Metro management is responsible for obtaining relevant input and feedback from the Training and Safety Coordinator, Supervisors, and frontline employees and outside experts as necessary in the creation of mitigations. The primary forum for the formal discussion and documentation of such mitigations will be the staff meetings. 4.4 Hazard Tracking and Recordkeening Valley Metro's Safety Compliance Officer is responsible for the documentation, tracking, and monitoring of safety hazards and any associated mitigations or corrective actions. The primary tracking mechanism for hazards and their associated mitigations is a spreadsheet that serves as a central repository of information that captures, at a minimum, the following information: • Date of identification or discovery of the safety hazard • Source of the information • Brief description of the hazard • Potential Consequence • Description of any associated mitigations or corrective actions to address the hazard • Person(s) responsible for implementation of the mitigation • Current status This spreadsheet also captures information related to mitigations developed to address the results of event investigations, inspections, and audits. The Safety Compliance Officer is responsible for the regular, ongoing maintenance and update of this spreadsheet. A sample Risk Register for tracking hazards has been included in the DRPT PTASP section 3.2: Safety Risk Register. Valley Metro management is responsible for regularly reviewing and evaluating the safety mitigations to determine their effectiveness, and to consider alternative approaches as needed. 5. SAFETY ASSURANCE 5.1 Safety Performance Monitoring Valley Metro uses a variety of formal and informal processes to monitor and measure safety performance, both proactively and reactively. Management regularly monitors safety performance through leadership team meetings, safety meetings, investigations, and frequent, ongoing conversations with supervisory and front -line employees. Individual department Directors are responsible for regularly reviewing and monitoring safety - related information that is produced by their respective departments and employees. As described in the Safety Risk Management section above, department managers are responsible for reviewing safety - related data for potential safety hazards, and for evaluating those hazards to determine whether mitigation is needed. Directors are also responsible for communicating information regarding safety performance with the GM and AGM, and with other affected departments through meetings and reports. 5.1.1 Operations Supervisors are responsible for continually evaluating the safety performance of Valley Metro's operators. In accordance with the Valley Metro Bus Operator Training Manual, Valley Metro Supervisors, or safety staff are responsible for completing Ride Checks and Road Observations. Any rule violations must be documented using the Employee Performance Memo (EPM). The Director and Assistant Director of Transportation review all EPMs and determine what follow up is needed with individual employees, such as Valley Metro's Safety Retraining process, or whether there are patterns or trends suggesting more systemic safety issues. In such cases, the Director of Transportation or their designee is responsible for evaluating potential alternative mitigations, such as training or re- training, review or update of policies, procedures, or training programs, or addressing physical or operational issues that may be the responsibility of entities outside of Valley Metro, such as City of Roanoke's Department of Public Works (for example, street markings or stripes, or traffic signal timing or visibility). During dispatch shifts, Supervisors are also responsible for completing daily logs, which are spreadsheets containing information about unusual occurrences during operations, such as delays or safety events. The Director of Transportation or their designee is responsible for the regular review of all daily logs for the purpose of identifying safety hazards and monitoring safety performance. Operators are responsible for completing pre -trip inspection forms before beginning their routes, and for providing the completed forms to the Director of Maintenance. 5.1.2 Maintenance The Director of Maintenance is responsible for the overall maintenance of Valley Metro facilities, equipment, and vehicles. Vehicle Maintenance is governed by the Vehicle Safety Program, which includes detailed requirements for preventive maintenance, pre- and post -trip inspections, emergency equipment, and vehicle safety and security. The Director of Maintenance, or their designee, is also responsible for regularly reviewing and monitoring Valley Metro maintenance and inspection activities for the purpose of monitoring safety performance and evaluating potential safety hazards. The Director of Maintenance reviews all completed pre -trip inspection forms, inspection checklists completed by the mechanics, and maintenance work orders. The Director of Maintenance or their designee is responsible for communicating any safety hazards identified through the maintenance process to front -line maintenance employees during daily informal "toolbox" discussions, and during regularly - scheduled safety meetings involving other departments. The Director of Maintenance also is responsible for reviewing overall safety performance of the subcontracted STAR paratransit service through the review of quarterly reports provided by the vendor. The Director of Maintenance or their designee is responsible for performing periodic inspections of the paratransit fleet. The Facilities Supervisor is responsible for the overall maintenance of Valley Metro facilities, and equipment. Facilities maintenance is governed by the Facility Maintenance Plan, which includes detailed safety requirements related to chemical hazards, electrical hazards, fire hazards, fire extinguishers, physical hazards, hand and power tool safety, heat stress, as well as required personal protective equipment. Valley Metro administers a United States Department of Transportation (USDOT) compliant drug and alcohol testing program. The Director of Transportation is responsible for the administration of the program, including working with Valley Metro's collection vendor to facilitate all types of testing, including pre - employment, random, post- accident, return -to -duty, and follow -up testing. The Director of Transportation is also responsible for the administration of required drug and alcohol awareness training to covered employees, as well as training in reasonable suspicion to supervisors and affected managers. Valley Metro's drug and alcohol testing program is described in detail in the Southwest Virginia Transit Management Company, Inc. Substance Abuse Policy. The Director of Transportation or their designee is responsible for reporting safety events, as required, to the National Transit Database, in consultation with Valley Metro managers. j.3Pro �- r -­nj 1atio, The Safety Compliance Officer is responsible for working with Individual department directors or their designees to ensure that they are regularly evaluating safety performance and the effectiveness of the safety mitigations described above in the Safety Risk Management section. The managers are responsible for evaluating alternative mitigations or approaches in the event that they determine a given mitigation to be ineffective. The Safety Compliance Officer is also responsible for regularly monitoring the effectiveness of Valley Metro's employee safety reporting program. This includes, but is not necessarily limited to, the effective usage of the Near Miss Reporting form, and the level of information provided by employees during safety meetings. The Safety Compliance officer will, as needed, work with management to evaluate any needed changes to the employee safety reporting program. 5.4 Event lnvestigation Valley Metro has a formal process for the investigation into safety events, including accidents, incidents, and occurrences. The investigation process is detailed in the GRTC Vehicle Safety Program, and result in a variety of report documentation. All preventable accidents result in the formation of an Accident Review Committee (ARC). The ARC will be made up of equal numbers of bargaining unit members and non - bargaining unit members, and one neutral party. The ARC will consist of not more than five, but not less than three persons. The committee uses the National Safety Council Guide to Determine Accident Preventability to complete the ARC report. The ARC is responsible for identifying, analyzing, and reporting the causal factors leading to each event. Other documents resulting from investigations may include, but are not necessarily limited to: • Bloodborne Pathogen Exposure Incident Report • Incident Report • Motor Vehicle Crash Report • Injury Report • Crash Report Checklist • Post - Accident Individual Test Summary • Supervisor's Crash Report Supervisors are primarily responsible for the investigation of safety events, and for performing all of the activities listed in the Crash Report Checklist, both at the scene of the event and post- crash. Supervisors must all complete relevant accident investigation training in order to be qualified to conduct investigations. Other Valley Metro Supervisors are responsible for participation in the investigation process, as needed and as determined by the Director of Transportation. The Director of Maintenance or their designee is responsible for evaluating the condition of vehicle maintenance and damage during investigations. The Training and Safety Coordinator is responsible for logging all safety events into a spreadsheet that includes, but not limited to, the following information: • Data of event • Vehicle number • Location • Description /damage • Whether EMS was needed The Director of Transportation or their designee is responsible for working with Valley Metro's insurance and risk management to ensure the provision of relevant investigation information. Every quarter, the Training and Safety Coordinator is responsible for producing reports on safety performance, including information regarding the following categories of safety events: • Right and left -side clearance • Rear -end • Backing • Head -on or T -bone • Bay Door The reports are disseminated through the safety meetings, as well as through the newsletters published by Human Resources. 6. SAFETY PROMOTION 6.1 Safety Commiuv- As discussed earlier in Section 3.4, Valley Metro uses a variety of methods to communicate safety information to ensure that all employees are aware of the Safety Management Policy, as well as the processes, activities, and tools that are relevant to their responsibilities. The agency's safety policies and other information related to employee safety and SMS responsibilities are provided to each Valley Metro employee. This PTASP and referenced plans, policies, and procedures are available to all affected employees digitally or in hard copy. Individual department directors, or their designees, are responsible for posting safety - related bulletins and other messages in areas visible to frontline operations and maintenance employees, such as the employee break room. If necessary, management will ensure that safety - related materials are directly distributed to individual employees. Management may require employees to acknowledge, in writing, their receipt and understanding of safety - related information. HR writes and distributes a quarterly newsletter to all employees. The Training and Safety Coordinator is responsible for providing accident data to HR for inclusion in the newsletter. Valley Metro front -line employees, supervisors, Directors and managers use the safety meetings and staff meeting to discuss hazards and safety performance information. Management uses the safety meetings to discuss hazard and safety risk information relevant to employees' responsibilities, and to explain why safety actions have been taken, or why safety procedures may have been introduced or changed, in response to reports received through the employee safety reporting program. As described in the GRTC Vehicle Safety Program, Valley Metro uses a Safety Incentive Program to reward safe driving. Valley Metro has a formal process in place to ensure that employees receive the appropriate competencies and training to safely perform their duties. As described in the GRTC Vehicle Safety Program, Valley Metro has minimum requirements related to: The initial hiring of bus operators, including, but not limited to, physical requirements, criminal background checks, and licensing. Initial training requirements, such as: o Valley Metro Policies and Procedures o Federal and State Guidelines and Regulations o Pre- and Post -Trip Inspections o Vehicle Familiarization • Bus Operations and Maneuvering • Special Driving Conditions • Backing o Bad Weather o Boarding and Alighting Passengers o Transportation Safety Institute Certification o Passenger Assistance Training o On -Road Training All of the above topics are covered as part of the Operator training program. The training typically lasts between eight and eleven weeks, depending upon the proficiency of the student. All Operators receive both classroom and road training, all of which is the responsibility of the Training and Safety Coordinator along with selected Operators, known as Behind the Wheel (BTW) Driver Trainers, who help train and evaluate new students. Valley Metro also has regular ongoing observation of its operators through regular observations, ride checks, and refresher training, provided as needed by the BTWs, Supervisors, the Training and Safety Coordinator, and Directors. All student Operators are provided training materials developed by the Transportation Safety Institute, along with other relevant Valley Metro - specific policies and procedures. At the end of the training process, all new Operators must successfully pass a written exam with a minimum passing score of 80 %. The Training and Safety Coordinator is responsible for ensuring the completion of all Operator training in a timely manner, and for maintaining Transportation employee training records. Each training record includes a checklist of all training requirements and whether they have been successfully completed. The Director of Maintenance is responsible for ensuring that maintenance employees are sufficiently trained and competent to perform their job duties in a safe manner. Mechanics are required to complete vehicle operator orientation training, in preparation for obtaining a CDL. Mechanics are qualified to operate Valley Metro revenue and Non - revenue vehicles. Mechanics receive informal, on- the -job training from the Director of Maintenance or their designee. If needed, Valley Metro may bring in vendors or original equipment manufacturers to provide specific training. Some training on new policies and procedures may delivered verbally by the Director of Maintenance, the Safety Compliance Officer, or other Valley Metro personnel as needed. The Director of Maintenance is responsible for documenting the completion of any formal or on -the- job training through a combination of spreadsheets and sign -off sheets. All front -line maintenance personnel have training records included in their personnel files, maintained by HR. Valley Metro Supervisors currently all come from the ranks of existing Valley Metro front -line employees; however, there is no prohibition on hiring Supervisors or Managers with the necessary training and competencies from outside of the organization. As needed and relevant to their job responsibilities, Supervisors and Managers receive training in accident investigation, reasonable suspicion, and other topics. The Directors of Transportation, Maintenance, and the Training and Safety Coordinator, or their designees, are responsible for regularly reviewing employee training records to ensure training has been completed as required, and completed on time, and for regularly reporting on training program compliance to the AGM and GM. 6.1.2 Training Program Evaluation The Training and Safety Coordinator, in coordination with the Directors of Transportation and maintenance, is responsible for periodically analyzing all employee training programs to determine whether changes or updates are necessary. The Training and Safety Coordinator is responsible for documenting these reviews and reporting to management, at least annually, on any proposed changes or updates. These analyses are intended to ensure that the agency has identified and provided all necessary skills and competencies related to the safe performance of Valley Metro job functions. Changes or updates could include, but are not limited to: • New training techniques or technology • Changes based on the results of accident investigations • Changes based on identified safety hazards or deficiencies • Changes based on local, state, or federal regulations or guidance KEVIN PRICE INFORMATION 0FFfCERS SUS OPEI2A'I'ORS MECHANICS BUS CLEANERS SONYA WILSON General Safety Manager Compliance Officer I2ONNlE: PA}tK1:R TIAI RAM, :^ Asst. General dvertising Sal Manager Reprerwntntive, EEO & Title VI Officer BOB JOHN GAlil JA�NMES WOOD STEPHANIE LINKENHOKEh TAMMY M?OUGHMA\ THOMPSON BANNISTER Network GII.E.S Director of C..Al�IP$ELL CAMPBELL Director of Director of Facilities Administrator Director of Procurement) DBE irector of Httluat 'transportation Malntenanm fiupen +isor Finance Liaison Officer Resources .heIlClt$t101tR BRANDON IMONll ; A }'c►t'Nt 'tHOMI :SON topen t«>sitioni Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia March 16, 2020 Anita Price, President, and Members of the Board of Directors Dear President Price and Members of the Board: Subject: Greater Roanoke Transit Company November 2019 Financial Report The attached report provides financial performance information for the month of November 2019 of Fiscal Year (FY) 2020. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $486,679 an increase of $64,001 compared to the same period in FY 2019. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 3.4% over the same period last year and is 3.2% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 1.4% compared to FY 2019 and are 3.4% below the established budget. • Other Revenues (advertising, building rental, parking, miscellaneous) increased 15.2% compared to FY 2019 and are 11.6% above the established budget. Revenue performance in this category reflects the recent sale of surplus property. • State and Federal operating assistance increased 4.3% and is performing above budget expectations. Expenses Total expenses increased 2.3% compared to FY 2019 and are 1.2% below the established budget. Significant factors impacting expenses include: Greater Roanoke Transit Company �..z • Labor and Fringe Benefits increased approximately 1 %, and are 1.2% below the established budget. • Services increased 29.1% but are 1.9% below the established budget. • Materials and Supplies decreased 4.4% and are 4.8% below the established budget. • Utilities decreased 1.7% and are 4.9% below the established budget. • Miscellaneous Expense, which includes paratransit service, increased 4% and exceeds budget by approximately 2.6 %. Respectfully SVbmitted, vin L. Price General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company ,s GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Five Months Ending November 30, 2019 FY FY 2020 2019 November November OPERATING INCOME FY 19 BUDGET TOTAL % OF FY 20 BUDGET Operating Revenue $790,681.22 $801,754.88 $2,065,037.00 38.29% 53.24% Non - Transportation Revenues 135,526.28 117,672.99 254,538.00 Total Income $926,207.50 $919,427.87 $2,319,575.00 39.93% OPERATING EXPENSES Labor - Hourly & Salary $1,766,562.69 $1,743,316.38 $4,027,266.00 43.87% Fringe Benefits 726,775.23 726,359.56 2,134,520.00 34.05% Services 308,204.21 238,729.92 774,144.00 39.81% Materials & Supplies 571,673.69 597,791.54 1,548,871.00 36.91% Utilities 93,798.44 95,451.16 255,259.00 36.75% Insurance Costs 101,822.30 101,731.35 267,783.00 38.02% Miscellaneous Expenses 833,243.93 801,155.22 1,881,082.00 44.30% Total Expenses $4,402,080.49 $4,304,535.13 $10,888,925.00 40.43% Net Loss ($3,475,872.99) ($3,385,107.26) ($8,569,350.00) 40.56% Local Grants $1,151,069.34 $1,111,813.40 $2,769,764.00 41.56% State Grants 993,454.07 880,948.00 2,423,011.00 41.00% Federal Grants 1,818,029.00 1,815,024.00 3,376,575.00 53.84% Total Subsidies $3,962,552.41 $3,807,785.40 $8,569,350.00 46.24% Net Income (loss) $486,679.42 $422,678.14 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 11/30/2019 11/30/2018 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 999,393.40 $ 550,559.14 82% ACCOUNTS RECEIVABLE $ 2,592,627.36 $ 2,508,437.90 3% INVENTORY $ 513,437.73 $ 491,923.54 4% FIXED ASSETS FIXED ASSETS $ 35,521,902.85 $ 35,023,776.31 1% ACCUMULATED DEPRECIATION $ (22,212,250.36) $ (24,913,622.54) -11% NET FIXED ASSETS $ 13,309,652.49 $ 10,110,153.77 32% PREPAYMENTS $ 82,080.21 $ 56,345.03 46% TOTAL ASSETS $ 17,497,191.19 $ 13,717,419.38 28% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 730,896.38 $ 907,312.37 -19% PAYROLL LIABILITIES $ 452,353.69 $ 394,830.65 15% OTHER LIABILITIES $ 2,082,865.48 $ 1,015,796.78 105% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,405,258.60 $ 3,621,913.10 -6% DEPRECIATION EXPENSE $ (667,308.69) $ (637,780.95) 5% RETAINED EARNINGS $ 10,934,172.31 $ 7,878,905.29 39% CAPITAL CONTRIBUTIONS $ 72,269.00 $ 113,759.00 -36% NET INCOME (LOSS) $ 486,679.42 $ 422,678.14 15% TOTAL CAPITAL $ 14,231,075.64 $ 11,399,479.58 25% TOTAL LIABILITIES & CAPITAL $ 17,497,191.19 $ 13,717,419.38 28% Greater Roanoke Transit Company Board of Directors Meeting Action Item March 16, 2020 The Honorable Anita J. Price, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: Authorization to Donate Transit Buses — Commonwealth Coach & Trolley Museum Background In accordance with Chapter IV, Project Management, Section 3f, Useful Life of Project Property, (1) (a) -(h) and (2)(a)11 of Federal Transit Administration (FTA) Circular 5010.1E, GRTC has retired fifteen (15) heavy duty transit buses in its fixed route service fleet. Each vehicle, model years 2004 and 2006, has met FTA's useful life criterion, having either operated in revenue service for more than 500,000 miles or twelve (12) years. Using industry standard vehicle comparables, each of the fifteen (15) vehicles has an assessed current market value of $4,183 or less. In accordance with FTA Circular 5010.1E governing the disposition of vehicles with a current market value less than $5,000, the grantee may dispose of vehicles in a manner consistent with its local policy. Because there is no Federal interest in any unit of grant assisted property with a Fair Market Value (FMV) of $5,000 or less, the grantee may do what it wishes with that property, including removing parts as it sees fit (Circular 5010.1E, Chapter IV, Project Management, Section 3 Revised: July 2018). In 2017, the Commonwealth Coach & Trolley Museum experienced a devastating structural fire at its vehicle storage facility resulting in the total loss of 12 historically significant transit buses. Of the 12 buses lost, two were past Valley Metro service vehicles, a 1976 Valley Metro Flxible and a 1979 Valley Metro Gruman. GRTC wishes to donate two of the fifteen (15) aforementioned heavy duty transit buses. Recommendation Recommend that GRTC donate two heavy duty transit buses slated for retirement that in accordance with Federal Transit Administration regulation, has reached the end of its useful life, to the Commonwealth Coach & Trolley Museum. General Manager )resident of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company _ - t ax _ BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING GREATER ROANOKE TRANSIT COMPANY'S GENERAL MANAGER TO DONATE TWO HEAVY DUTY TRANSIT BUSES, IN COMPLIANCE WITH FEDERAL TRANSIT ADMINISTRATION (FTA) CIRCULAR 5010.1E; AND AUTHORIZING THE VICE PRESIDENT OF OPERATIONS AND GENERAL MANAGER TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTHER DOCUMENTS, AS MAY BE NECESSARY TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH DONATION. WHEREAS, Greater Roanoke Transit Company (GRTC) has retired 15 heavy duty transit buses that have reached the end of their useful life, as defined in Federal Transit Administration (FTA) Circular 5010.1E, by exceeding 12 years or more than 500,000 miles of revenue service; WHEREAS, using industry standard vehicle comparables, each vehicle has an assessed current market value of $4,183.00; WHEREAS, in accordance with FTA Circular 5010.1E governing the disposition of vehicles with a current market value less than $5,000, GRTC may dispose of vehicles in a manner consistent with its local policy; and WHEREAS, Commonwealth Coach & Trolley Museum experienced a devastating structural fire at its vehicle storage facility resulting in the total loss of 12 historically significant transit buses, and GRTC wishes to donate to two of the heavy duty transit buses to the Museum. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. GRTC's General Manager is authorized, for and on behalf of GRTC to take such actions to donate two heavy duty transit buses to Commonwealth Coach & Trolley Museum, referred to in the General Manager's report dated March 16, 2020, to this Board. 1 2. The Vice President of Operations and General Manager are further authorized to take such further actions and execute such further documents, as may be necessary to implement, administer, and enforce such donation, with any such documents to be in a form approved by general counsel. Date: Nl 12OAb ATTEST: 0 �, y4)qd Cecelia F. McCoy, Se(:retary N 1108 Campbell Ave SE Roanoke, VA 24013 P : 540 - 982 -0305 valleymetro.com MINUTES The February meeting of the Transit Passenger Advisory Committee has held on Thursday, February 13th at 6:30 PM at the Campbell Court Transfer Center, 2nd Floor, 17 Campbell Ave. SW. Members Present Rachel Ruhlen Roanoke Valley — Alleghany Regional Commission Laura Hartman Roanoke City Ron Parker Valley Metro Dorian Allen Valley Metro Hope Trachtenberg -Fifer Roanoke City Sean McGinnis Roanoke City Stephen Grammer Advocate for People with Disabilities Kevin Price Valley Metro 1. Call to Order and Introductions Kevin Price called the meeting to order at 6:30 PM and asked for introductions from the group. 2. Role of the Transit Passenger Advisory Committee Kevin Price led discussions regarding the role of the TPAC committee, which included a reminder of the function of the Transit Development Plan (TDP) and the Comprehensive Operational Analysis (COA) as the foremost guiding documents for the vision of Valley Metro over the next 8 to 10 years. Mr. Price proceeded to mention ancillary documents of importance, including the Bus Stop Accessibility Study, completed in 2013, as well as the Roanoke Valley Transit Vision Plan, which provides a 25 -year horizon of transit improvements. As part of the foundation set by these guiding documents becomes a public body that will function in an advisory role to the Greater Roanoke Transit Company (GRTC) Board of Directors, that will represent the issues and concerns of transit passengers throughout Valley Metro service area. As a precaution, Mr. Price made note that any initiative or new programs discussed during TPAC meetings will need to get direction or approval from the Board. Once the Board is briefed on any discussions had at the TPAC level, their feedback will then be discussed at the Advisory level, creating a circular pattern of communication. During this same discussion Mr. Price updated the advisory committee on the latest developments regarding Campbell Court and the pending transfer center. Mr. Price shared that Valley Metro has entered into a contract for architecture and engineering services with Spectrum Design and Michael Baker International for the construction of the new Downtown transfer facility on February 11, 2020. Va11ey OWN 3. Transit Development Plan — Phase II 1108 Campbell Ave SE Roanoke, VA 24013 P : 540 - 982 -0305 valleymetro.com Mr. Price briefly discussed the first round of route modifications which involved routes that were planned throughout the TDP and COA, explaining that these changes went into effect in October of 2019. As such, Valley Metro is currently in the process of implementing its second phase of route modifications. These changes are contingent on further conversations with these jurisdictions, therefore affecting the decisions and timing of the second phase. Immediately, the second phase will include peak service modifications, rerouting the 91/92 route to Salem, the creation of the Route 93, and the creation of the Brandon Avenue Connector. Peak Service Modification a. Eliminate AM Peak (COA Pages 4 -1 to 4 -3) b. Peak Service will begin at 11:45 AM and end at 6:45 PM c. 30- minute service on particular routes during this time period versus the previous 2 3 -hour blocks II. Brandon Avenue Connector a. Eliminate peak service from underperforming routes. Resources from these peak services will be reallocated to the Brandon Road Connector b. Includes a new route that connects Carilion Roanoke Memorial Hospital, the Virginia Tech Carillion Research Institute, and the Lewis Gale Medical Center along the Brandon Avenue Corridor. c. Will provide additional connections to Routes 51/52, 55/56, 61/62, 65/66, 71/72, and the future Route 93 d. Connections will allow bus to stay on Brandon Avenue route; bus will not enter travel to the transfer center. (TDP — 4 -36 to 4 -39; COA Pages 3 -57 to 3- 59) III. Route 91/92 a. Route will be streamlined along the Melrose Ave /Main St. to include service to Richfield Living (COA Pages 3 -52 to 3 -54; TDP Page 4 -32 to 4 -34) IV. New Route 93 a. This new route will connect Lewis Gale Medical Center and Veteran's Affairs Hospital with Downtown Salem b. This will be a circulator right, much like the Brandon Avenue Connector, in that it will not access the transfer center. Instead it will connect to the new 91/92 (TDP pages 4 -32 to 4 -36; 4 -44; COA pages 3 -52 to 3 -55; 3 -57) Public input regarding the second phase of route modifications will begin in September of 2020. Specific date and location are to be decided. Changes will be implemented around July of 2021 4. New Starline Trolleys New low- floor, handicap accessible trolleys have been introduced and are currently running the Starline Trolley routes. 1108 Campbell Ave SE V411ey Roanoke, VA 24013 P : 540 - 982 -0305 valleymetro.com 5. Questions /Comments from TPAC Members Mr. Price encourages all members to download the VMGO Real -time Transit Passenger Information (RTPI) service app. Mr. Price also encouraged members to send questions or comments via email to pertinent Valley Metro staff to help shape the agenda for the next meeting. An article regarding Kansas City, Kansas transit operations was distributed to the group at the request of Ms. Trachtenberg- Fifer. 6. Next Meeting Second Thursday in April 7. Meeting Adjourned Meeting was adjourned at 8:02 PM BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION establishing a written policy for participation in Board of Directors of the Greater Roanoke Transit Company meetings through electronic communication. WHEREAS, Virginia Code § 2.2- 3708.2 allows members of local governing bodies to participate in a meeting through electronic communication means from a remote location in certain situations; and WHEREAS, a written policy must be established for such participation. NOW, THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the following policy is established for Board of Directors' remote electronic participation in Board of Directors meetings: On or before the day of a meeting, the member shall notify the President that the member is unable to attend the meeting due to an emergency or a personal matter. The member must identify with specificity the nature of the emergency or personal matter. A member may also notify the President that the member is unable to attend a meeting due to a temporary or permanent disability or other medical condition that prevents the member's physical attendance. 2. Except as provided in Section2.2- 3708.2(A)(3), a quorum of the Board must be physically assembled at the primary or central meeting location. The Board members present must approve the participation; however, the decision shall be based solely on the criteria in this resolution, without regard to the identity of the member or matters that will be considered or voted on during the meeting. The 3 0 5. Secretary or Deputy Secretary shall record in the Board's minutes the specific nature of the emergency, personal matter or disability and the remote location from which the absent member participated. If the absent member's remote participation is disapproved because such participation would violate this policy, such disapproval shall be recorded in the Board's minutes. Participation by the absent member shall be limited in each calendar year to two (2) meetings or twenty -five percent (25 %) of the meetings of the Board, whichever is fewer. The Board shall make arrangements for the voice of the absent member to be heard by all persons in attendance at the meeting location. With respect to meetings by electronic communications without a quorum of the Board present when the Governor has declared a state of emergency, the Board shall comply with the provisions of Section 2.2- 3708.2(A)(3). ATTEST: Catze*✓ ,o� Date: • - - - -- Cecelia F. McCoy. Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS May 12, 2020 Members of the Greater Roanoke Transit Company Board of Directors Dear Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors scheduled for Monday, May 18, 2020, at 1:00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, S. W., has been CANCELLED due to the lack of action items and the COVID -19 pandemic disaster. Pursuant to Section 4, Article III, By -Laws of Greater Roanoke Transit Company, this is to advise you that I am calling a Regular Meeting of the Board of Directors of the Greater Roanoke Transit Company to be held on Monday, June 15, 2020, at 11:30 a.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, S. W., Roanoke, Virginia. Sincerely, Anita Ja es Price President c: Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Cecelia F. McCoy, Secretary Daniel J. Callaghan, General Counsel Amelia C. Merchant, Treasurer Drew Harmon, Municipal Auditor Laura Carini, Assistant General Counsel Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia May 18, 2020 Anita Price, President, and Members of the Board of Directors Dear President Price and Members of the Board: Subject: Greater Roanoke Transit Company January 2020 Financial Report The attached report provides financial performance information for the month of January 2020 of Fiscal Year (FY) 2020. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $570,016 a decrease of $102,804 compared to the same period in FY 2019. The significant factors affecting financial performance are outlined below. Revenue Total revenue decreased less than 1% over the same period last year and is 4.2% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 3.8% compared to FY 2019 and are 7% below the established budget. • Other Revenues (advertising, building rental, parking, miscellaneous) decreased less than 1% compared to FY 2019 but are 7% above the established budget. Revenue performance in this category reflects the sale of surplus property. • State and Federal operating assistance decreased less than 1 %, but is performing above budget expectations. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (5401982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Expenses Total expenses increased less than 1% compared to FY 2019 and is 1% below the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased less than 1 %, and are within 1% of the established budget. • Services increased 20.7% but are 4.4% below the established budget. • Materials and Supplies decreased 9.7% and are 8.5% below the established budget. • Utilities increased 2.8% but are 5.5% below the established budget. • Miscellaneous Expense, which includes paratransit service, increased 3% and exceeds budget by approximately 3.1 %. RespectfullyySubmitted, L. Price al Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valieymetro.com GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Seven Months Ending January 31, 2020 FY FY FY 19 2020 2019 BUDGET % OF FY 20 January January TOTAL BUDGET OPERATING INCOME Operating Revenue $1,060,202.25 $1,102,421.82 $2,065,037.00 51.34% Non - Transportation Revenues 166,175.64 167,751.66 254,538.00 65.29% Total Income $1,226,377.89 $1,270,173.48 $2,319,575.00 52.87% OPERATING EXPENSES Labor - Hourly & Salary $2,488,477.52 $2,515,879.66 $4,027,266.00 61.79% Fringe Benefits 1,132,150.95 1,087,172.08 2,134,520.00 53.04% Services 417,165.57 345,533.33 774,144.00 53.89% Materials & Supplies 771,454.59 854,185.69 1,548,871.00 49.81% Utilities 134,928.05 131,286.81 255,259.00 52.86% Insurance Costs 142,551.22 142,423.89 267,783.00 53.23% Miscellaneous Expenses 1,156,206.36 1,122,844.88 1,881,082.00 61.46% Total Expenses $6,242,934.26 $6,199,326.34 $10,888,925.00 57.33% Net Loss ($5,016,556.37) ($4,929,152.86) ($8,569,350.00) 58.54% Local Grants $1,591,799.54 $1,583,217.29 $2,769,764.00 57.471/6 State Grants 1,384,590.07 1,241,282.00 2,423,011.00 57.14% Federal Grants 2,610183.00 2,777,474.00 3,376,575.00 77.30% Total Subsidies $5,586,572.61 $5,601,973.29 $8,569,350.00 65.19% Net Income (loss) $570,016,24 $672,820.43 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 1/31/2020 1/31/2019 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 392,189.63 $ 848,495.00 -54% ACCOUNTS RECEIVABLE $ 5,254,687.14 $ 7,601,397.83 -31% INVENTORY $ 541,507.17 $ 506,313.87 7% FIXED ASSETS FIXED ASSETS $ 37,622,214.57 $ 39,688,958.04 -5% ACCUMULATED DEPRECIATION $ (22,564,228.34) $ (25,168,734.92) -10% NET FIXED ASSETS $ 15,057,986.23 $ 14,520,223.12 4% PREPAYMENTS $ 102,395.07 $ 94,392.00 8% TOTAL ASSETS $ 21,348,765.24 $ 23,570,821.82 -9% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 2,834,463.82 $ 5,394,226.71 -47% PAYROLL LIABILITIES $ 459,626.60 $ 477,811.95 -4% OTHER LIABILITIES $ 2,045,219.34 $ 1,799,154.67 14% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,405,258.60 $ 3,621,913.10 -6% DEPRECIATION EXPENSE $ (1,019,286.67) $ (892,893.33) 14% RETAINED EARNINGS $ 10,934,172.31 $ 7,878,905.29 39% CAPITAL CONTRIBUTIONS $ 2,119,290.00 $ 4,618,878.00 -54% NET INCOME (LOSS) $ 570,016.24 $ 672,820.43 -15% TOTAL CAPITAL $ 16,009,455.48 $ 15,899,628.49 1% TOTAL LIABILITIES & CAPITAL $ 21,348,765.24 $ 23,570,821.82 -9% Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia May 28, 2020 Anita Price, President, and Members of the Board of Directors Dear President Price and Members of the Board: Subject: Greater Roanoke Transit Company February 2020 Financial Report The attached report provides financial performance information for the month of February 2020 of Fiscal Year (FY) 2020. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $537,631 an increase of $88,670 compared to the same period in FY 2019. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 1.6% over the same period last year and is 3.5% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 3.3% compared to FY 2019 and are 8.6% below the established budget. • Other Revenues (advertising, building rental, parking, miscellaneous) increased 6.7% compared to FY 2019 and are 11% above the established budget. Revenue performance in this category reflects the sale of surplus property. • State and Federal operating assistance increased 3.3 %, and is performing above budget expectations. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.vaIleymetro.com Expenses Total expenses increased less than 1% compared to FY 2019 and is 1.4% below the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased less than 1 %, and are within 1% of the established budget. • Services increased 16.6% but are 4.9% below the established budget. • Materials and Supplies decreased 9.7% and are 10.1% below the established budget. • Utilities decreased less than 1% and are 5.8% below the established budget. • Miscellaneous Expense, which includes paratransit service, increased 2.8% and exceeds budget by approximately 2.5 %. General Manager itted, Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Eight Months Ending February 29, 2020 OPERATING INCOME Operating Revenue Non - Transportation Revenues Total Income OPERATING EXPENSES Labor - Hourly & Salary Fringe Benefits Services Materials & Supplies Utilities Insurance Costs Miscellaneous Expenses Total Expenses Net Loss Local Grants State Grants Federal Grants Total Subsidies FY FY FY 19 2020 2019 BUDGET % OF FY 20 February February TOTAL BUDGET $1,199,550.31 $1,240,645.79 $2,065,037.00 58.09% 197,694.27 185,253.88 254,538.00 77.67% $1,397,244.58 $1,425,899.67 $2,319,575.00 60.24% $2,805,952.35 $2,827,990.10 $4,027,266,00 69.67% 1,320,846.78 1,277,746.29 2,134,520.00 61.88% 478,605.19 410,372.98 774,144.00 61.82% 876,877.69 971,443.59 1,548,871.00 56.61% 156,405.69 159,268.97 255,259.00 62.060/6 162,915.68 162,770.16 267,783.00 60.84% 1,301,250.39 1,265,483.03 1,881,082.00 69.18% $7,104,853.77 $7,075,075.12 $10,888,925.00 65.25% ($5,707,609.19) ($5,649,175.45) ($8,569,350.00) 66.60% $1,815,621.83 $1,811,791.06 $2,769,764.00 65.55 %a 1,576,007.07 1,417,874.00 2,423,011.00 65.04% 2,853,611.00 2,868,471.00 3,376,575.00 84.51% $6,245,239.90 $6,098,136.06 $8,569,350.00 72.88% Net Income (loss) $537,630.71 $448,960.61 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 2/29/2020 2/28/2019 Year- to-Date Year -to -Date % of Change ASSETS CASH $ 1,103,397.75 $ 220,835.94 400% ACCOUNTS RECEIVABLE $ 4,325,952.38 $ 7,827,541.92 •45% INVENTORY $ 522,544.08 $ 511,769.46 2% FIXED ASSETS FIXED ASSETS $ 37,648,266.57 $ 39,792,790.02 -5% ACCUMULATED DEPRECIATION $ (22,711,643.97) $ (25,296,291.11) -10% NET FIXED ASSETS $ 14,936,622.60 $ 14,496,498.91 3% PREPAYMENTS $ 65,125.34 $ 64,632.66 1% TOTAL ASSETS $ 20,953,642.15 $ 23,121,278.89 -9% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 2,540,713.24 $ 5,540,118.53 -54% PAYROLL LIABILITIES $ 525,530.46 $ 493,565.53 6% OTHER LIABILITIES $ 2,036,902.13 $ 1,455,800.35 40% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,405,258.60 $ 3,621,913.10 -6% DEPRECIATION EXPENSE $ (1,166,702.30) $ (1,020,449.52) 14% RETAINED EARNINGS $ 10,934,172.31 $ 7,878,905.29 39% CAPITAL CONTRIBUTIONS $ 2,140,132.00 $ 4,702,460.00 -54% NET INCOME (LOSS) $ 537,630.71 $ 448,960.61 20% TOTAL CAPITAL $ 15,850,496.32 $ 15,631,794.48 1% TOTAL LIABILITIES & CAPITAL $ 20,953,642.15 $ 23,121,278.89 -9% Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia June 22, 2020 Anita Price, President, and Members of the Board of Directors Dear President Price and Members of the Board: Subject: Greater Roanoke Transit Company March 2020 Financial Report The attached report provides financial performance information for the month of March 2020 of Fiscal Year (FY) 2020. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $557,633 an increase of $264,549 compared to the same period in FY 2019. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 3.5% over the same period last year and is 2.9% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 6.9% compared to FY 2019 and are 11.5% below the established budget. The suspension of fare collection was implemented on March 27th and had an impact on fare revenue. • Other Revenues (advertising, building rental, parking, miscellaneous) increased 8.3% compared to FY 2019 and are 10.6% above the established budget. Revenue performance in this category reflects the sale of surplus property. State and Federal operating assistance increased 12.3 %, and is performing above budget expectations. This is the first month GRTC utilized CARES Act Federal Emergency Relief Funding. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 wwwNalleymetro.com Expenses Total expenses increased less than 1% compared to FY 2019 and is 2.3% below the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased less than 1 %, and are within 1% of the established budget. • Services increased 8.5 %, but are 8.9% below the established budget. • Materials and Supplies decreased 8.6% and are 11.5 below the established budget. • Utilities decreased less than 1% and are 7.2% below the established budget. • Miscellaneous Expense, which includes paratransit service, increased 2.9% and exceeds budget by approximately 3.1 %. Respectful lyAbm itted, iai L. Price neral Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: {540) 982 -0305 Fax: (540) 982 -2703 www.valieymetro.com GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Nine Months Ending March 31, 2020 FY FY FY 19 2020 2019 BUDGET % OF FY 20 March March TOTAL BUDGET OPERATING INCOME Operating Revenue $1,310,681.77 $1,407,328.48 201,143.73 $2,065,037.00 254,538.00 63.47% 85.61% Non - Transportation Revenues 217,910.01_ $1,528,591.78 $1,608,472.21 $2,319,575.00 65.90% Total Income OPERATING EXPENSES Labor- Hourly & Salary $3,127,650.67 $3,142,785.48 1,423,596.66 $4,027,266.00 2,134,520.00 77.66% 68.93% Fringe Benefits 1,471,411.37 512,063.50 471,720.74 774,144.00 66.15% Services Materials & Supplies 983,280.99 1,075,884.98 1,548,871.00 255,259.00 63.48% 67.77% Utilities 172,985.55 183,280.14 174,458.16 183,116.43 267,783.00 68.44% Insurance Costs Miscellaneous Expenses 1,469,128.27 1,427,490.94 1,881,082.00 78.100/a Total Expenses $7,919,800.49 $7,899,053.39 $10,888,925.00 72.73% ($6,391,208.71) ($6,290,581.18) ($8,569,350.00) 74.58% Net Loss Local Grants $1,815,621.83 $2,011,628.20 1,593,933.00 $2,769,764.00 2,423,011.00 65.55% 65.04% State Grants 1,576,007.07 3,557,213.01 2,978,104.00 3,376,575.00 105.35% Federal Grants Total Subsidies $6,948,841.91 $6,583,665.20 $8,569,350.00 81.09% Net Income (loss) $557,633.20 $293,084.02 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 3/31/2020 3/31/2019 Year -to -Date Year -to -Date % of Change ASSETS $ 365,838.19 $ 1,018,833.31 -64% CASH ACCOUNTS RECEIVABLE $ 5,004,128.42 $ 6,187,892.87 -19% INVENTORY $ 527,279.30 $ 512,110.91 3% FIXED ASSETS FIXED ASSETS $ 37,724,314.72 $ 39,822,653.97 -5% ACCUMULATED DEPRECIATION $ (22,854,049.00) $ (25,423,847.30) -10% NET FIXED ASSETS $ 14,870,265.72 $ 14,398,$06.67 3 9'0 PREPAYMENTS $ 112,189.41 $ 48,727.97 130% TOTAL ASSETS $ 20,879,701.04 $ 22,166,371.73 -6% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 2,575,793.32 $ 5,223,600.88 -51% PAYROLL LIABILITIES $ 511,312.81 $ 453,548.73 13% OTHER LIABILITIES $ 2,036,902.13 $ 1,116,969.42 82% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,405,258.60 $ 3,621,913.10 -6% DEPRECIATION EXPENSE $ (1,309,107.33) $ (1,148,005.71) 14% RETAINED EARNINGS $ 10,934,172.31 $ 7,878,905.29 39% CAPITAL CONTRIBUTIONS $ 2,167,731.00 $ 4,726,351.00 -54% NET INCOME (LOSS) $ 557,633.20 $ 293,084.02 90% TOTAL CAPITAL $ 15,755,692.78 $ 15,372,252.70 2% TOTAL LIABILITIES & CAPITAL $ 20,879,701.04 $ 22,166,371.73 -6% Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia June 22, 2020 Anita Price, President, and Members of the Board of Directors Dear President Price and Members of the Board: Subject: Greater Roanoke Transit Company April 2020 Financial Report The attached report provides financial performance information for the month of April 2020 of Fiscal Year (FY) 2020. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $573,663 an increase of $105,190 compared to the same period in FY 2019. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 4.8% over the same period last year and is 1.9% above the established budget. Significant factors impacting revenue include: • Fare Revenues decreased 16% compared to FY 2019 and are 19.9% below the established budget. The suspension of fare collection was implemented on March 27th and had an impact on fare revenue. • Other Revenues (advertising, building rental, parking, miscellaneous) increased 15.8% compared to FY 2019 and are 14% above the established budget. Revenue performance in this category advertising revenues increase. • State and Federal operating assistance increased 22.3 %, and is performing above budget expectations. This is the second month GRTC utilized CARES Act Federal Emergency Relief Funding. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982.2703 www.valleymetro.corn Expenses Total expenses increased less than 1% compared to FY 2019 and is 3.4% below the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased less than 1 %, and are within 1.3% of the established budget. • Services increased 6.2 %, but are 11.1% below the established budget. • Materials and Supplies decreased 10% and are 13.3 below the established budget. • Utilities decreased 2.7% and are 9.9% below the established budget. • Miscellaneous Expense, which includes paratransit service, increased less than 1 %, and exceeds budget by approximately 2.7 %. itted, rPrice I Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetrrO.cam GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Ten Months Ending April 30, 2020 FY FY FY 19 2020 2019 BUDGET % OF FY 20 April April TOTAL BUDGET OPERATING INCOME Operating Revenue $1,310,649.05 $1,559,879.76 $2,065,037.00 254,538.00 63.47% 97.36% Non - Transportation Revenues 247,822.71 214,091.95 Total Income $1,558,471.76 $1,773,971.71 $2,319,575.00 67.19% OPERATING EXPENSES Labor - Hourly & Salary $3,439,270.02 $3,455,941.07 $4,027,266.00 2,134,520.00 85.40% 75.59% Fringe Benefits 1,613,572.31 559,504.19 1,560,534.47 526,685.47 774,144.00 72.27% Services Materials & Supplies 1,084,935.13 1,204,960.73 1,548,871.00 70.05% 73.46% Utilities 187,522.49 203,644.60 192,691.55 203,462.70 255,259.00 267,783.00 76.05% Insurance Costs Miscellaneous Expenses 1,618,651.83 1,604,057.23 1,881,082.00 86.05% Total Expenses $8,707,100.57 $8,748,333.22 $10,888,925.00 79.96% Net Loss ($7,148,628.81) ($6,974,361.51) ($8,569,350.00) 83.42% Local Grants $1,815,621.83 $2,238,965.00 52,769,764.00 65.55% 65.04% State Grants 1,576,007.07 4,330,662.83 1,767,856.00 3,072,731.00 2,423,011.00 3,376,575.00 128.2611/6 Federal Grants Total Subsidies $7,722,291.73 $7,079,552.00 $8,569,350.00 90.12% Net Income (loss) $573,662.92 $105,190.49 GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 4/30/2020 4/30/2019 Year -to -Date Year -to -Date % of Change ASSETS $ 1,099,283.50 $ 281,884.24 290% CASH ACCOUNTS RECEIVABLE $ 5,103,119.73 $ 3,886,666.30 31% INVENTORY $ 535,442.31 $ 519,182.60 3% FIXED ASSETS $ 37,821,673.10 $ 39,834,012.87 -5% FIXED ASSETS ACCUMULATED DEPRECIATION $ (23,000,024.89) $ (25,551,403.49) -10% NET FIXED ASSETS $ 14,821,648.21 $ 14,282,609.38 4`% o PREPAYMENTS $ 51,195.00 $ 67,814.55 -25% TOTAL ASSETS $ 21,610,688.75 $ 19,038,157.07 14% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 2,527,541.07 $ 2,575,781.58 -2% PAYROLL LIABILITIES $ 472,642.94 $ 455,996.14 4% OTHER LIABILITIES $ 2,821,840.13 $ 939,191.37 200% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,405,258.60 $ 3,621,913.10 -6% DEPRECIATION EXPENSE $ (1,455,083.22) $ (1,275,561.90) 14% RETAINED EARNINGS $ 10,934,172.31 $ 7,878,905.29 39% CAPITAL CONTRIBUTIONS $ 2,330,649.00 $ 4,736,736.00 -51% NET INCOME (LOSS) $ 573,662.92 $ 105,190.49 445% TOTAL CAPITAL $ 15,788,664.61 $ 15,067,187.98 5% TOTAL LIABILITIES & CAPITAL $ 21,610,688.75 $ 19,038,157.07 14% GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 9, 2020 Anita J. Price, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Price and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, June 15, 2020, at 11:30 a.m in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia and by electronic communication as permitted and authorized by Virginia Code Section 2.2- 3708.0(A)(3), as amended, Ordinance No. 41703 - 032720; and Resolution No. 41704 - 032720. Sincerely, C.eu&�.. V4 Cecelia F. McCoy Secretary PC: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Wendy Jones, Director of Finance, Valley Metro GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS JUNE 15, 2020 11:30 A.M. EOC CONFERENCE ROOM ROOM 159 ACTION AGENDA (Meeting began at 12:10 p.m. due to technical difficulties through electronic Zoom communication.) 1. Call to Order -- Roll Call. Director Melinda J. Payne was arrived late (12:35 P.M.). 2. Approval of Minutes: Regular meeting of GRTC held on Monday, March 16, 2020. Without objection, the reading of the Minutes were dispensed with approved. 3. Reports of Officers: a. General Manager: 1. Management Update: a. COVID -19 Update b. CARES Act Funding c. Transit Transfer Center Public Meeting d. GRTC Ridership Update Without objection, Management Update was received and filed. 2. Transit Management Contract Award. Adopted Resolution. (6 -0) 3. Adopt GRTC Board of Directors meeting schedule for FY' 21. Adopted Resolution. (6 -0) 4. Adopt FY'21 GRTC Operating Budget. Adopted Resolution. (6 -0) 5. Authorize Amendment No. 1 to First Reinstated Agreement for the Exchange of Real Estate between the City of Roanoke, Virginia and Greater Roanoke Transit Company dated September 17, 2019. Adopted Resolution. (7 -0) 6. External Audit Introduction — Brown & Edwards. Received and filed. 4. Other Business: President Price thanked Board Members Bob Bengtson and Pete Peters for their service to the Board as both resigned as of June 30, 2020. President Price asked the General Manager, Kevin Price, to prepare an overview of the history of the Walmart Bus Shelter for assessment by the Board of Directors. 5. Next Meeting: Monday, July 20, 2020, in the EOC Conference Room. 6. Adjourn. 12:50 p.m. Va��ey Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update June 15, 2020 COVID-19 Response Update The safety of our passengers and staff members has been our top priority during the COVID -19 Pandemic. Valley Metro has implemented practices to protect our passengers and transit operators, while continuing to provide services. The practices implemented include: • Front seats on all buses are closed to provide for social distancing between passengers and bus operators. • On March 27th, the collection of fares was suspended to eliminate passengers stopping at the fare box which is adjacent to the bus operator. The suspension of fare collection will expire on June 30tH • On April 9th, limited the number of passengers to 9 passengers. Increased the limit to 15 passengers on June 10t''. • Transit passengers are required to exit the bus from the rear doors. • Signage placed on all buses encouraging behaviors as prescribed by the CDC. • Providing the necessary PPE to staff. • Enhanced cleaning of buses at night and during operating hours (when possible). CARES Act Fundino Valley Metro has been allocated $8.1 million in CARES Act funding for fixed route service and $1.1 million for commuter service (Smart Way). This funding can be used for planning, operating, and capital expenses. It will be programmed during FY 2020 and FY 2021. Transit Transfer Center Public Meeting A public meeting to review information on the Transit Transfer Center is scheduled for Thursday, June 18, 4:30 p.m. to 7:00 p.m., at Campbell Court (2 "d Floor). The meeting will be an "Open House" format where stakeholders can review and comment on the location of the buildings on the property, conceptual renderings of the buildings, information on building appearance and materials, and information on temporary facilities. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GRTC Ridership (By Month Compared to the Prior Year) • December — +2.7% • January — (14.1 %) • February — (9.5 %) • March — (23.1%) • April — (45.3%) • May — (51.4%) Ridership information above excludes Starline Trolley Respectfully C. Price ral Manager itted, Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982.2703 www,valleymetro.com v"11ey 1� r#1W*r%:0 June 15, 2020 To: The Honorable Anita J. Price, President, and Members of the Board of Directors of Greater Roanoke Transit Company Subject: Award of Contract for Transit Management and Operation Services Background The current Greater Roanoke Transit Company (GRTC) transit management contract with First Transit, Inc. expires on June 30, 2020. A Request for Proposals (RFP) was issued for transit management and operation services. First Transit, Inc. is the only proposer who responded to the solicitation. City staff (Pam Simpkins, Purchasing Manager, Laura Carini, Assistant City Attorney and GRTC Assistant General Counsel, and Sherman Stovall, Assistant City Manager - Operations and GRTC Assistant Vice President of Operations) met (virtual meeting) with representatives from First Transit, Inc. to discuss the proposal submitted. The Contract for Transit Management and Operation Services provides for the day -to- day operation of the transit system via the subsidiary corporation, Southwestern Virginia Transit Management Company, Inc., and specifies the scope of services, including the specific transit management services to be provided, and other general obligations of First Transit, Inc. The contract is for an initial term of five (5) years, with an option to renew for an additional five (5) year term. The management fee is as outlined below. • Current Annual Management Fee - $332,282 • Proposed Fee FY 2021 - $342,252 • Proposed Fee FY 2022 - $349,140 • Proposed Fee FY 2023 - $357,792 • Proposed Fee FY 2024 - $366,708 • Proposed Fee FY 2025 - $375,888 The General Manager and Assistant General Manager are employees of First Transit, Inc. and are compensated directly by First Transit. All other staff are employees of Southwestern Virginia Transit Management Company, Inc. Greater Roanoke Transit Company PO Box 13247 ■ Roanoke, Virginia 24032 ■ Phone: 540.982.0305 ■ Fax:540.982.2703 ■ www.valleymetro.com Recommendation Authorize the award of a contract for transit management and operation services to First Transit, Inc. Authorize the Vice President of Operations or Assistant Vice President of Operations to execute a contract with First Transit, Inc., subject to approval to form by the General Counsel. Authorize the Vice President of Operations or Assistant Vice President of Operations to execute such further documents as may be necessary to implement, administer, and enforce such contract, including the renewing of the contract for the option periods mentioned above. Respectfully Submitted, &JY2kJ N. �� Sherman M. Stovall, Assistant Vice President of Operations c: Vice President of Operations Secretary Treasurer General Counsel Assistant General Counsel Municipal Auditor BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ACCEPTING THE PROPOSAL OF FIRST TRANSIT, INC., FOR PROVIDING TRANSIT MANAGEMENT AND OPERATION SERVICES FOR THE GREATER ROANOKE TRANSIT COMPANY D /B /A VALLEY METRO; AWARDING A CONTRACT FOR SUCH SERVICES; AUTHORIZING THE VICE PRESIDENT OF OPERATIONS OR ASSISTANT VICE PRESIDENT OF OPERATIONS OF GRTC TO EXECUTE SUCH CONTRACT; AND AUTHORIZING THE VICE PRESIDENT OF OPERATIONS OR ASSISTANT VICE PRESIDENT OF OPERATIONS TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTHER DOCUMENTS, INCLUDING ANY RENEWALS AUTHORIZED BY THE CONTRACT, AS MAY BE NECESSARY TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH CONTRACT. BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: The Board of Directors of the Greater Roanoke Transit Company d /b /a Valley Metro (GRTC) hereby approves the recommendation of the Assistant Vice President of Operations and accepts the proposal of First Transit, Inc., to provide Transit Management and Operation Services for GRTC and hereby makes an award of a Contract to First Transit, Inc., for providing such services. 2. The Vice President of Operations and Assistant Vice President of Operations are each hereby authorized on behalf of GRTC to execute a Contract between GRTC and First Transit, Inc., together with any assignment of such Contract to Southwestern Virginia Transit Management Company, Inc. (SVTMC) as provided for in such Contract, for the provision of Transit Management and Operation Services for GRTC, upon certain terms and conditions as set forth in the Assistant Vice President of Operations' letter to this Board dated June 15, 2020. Such Contract shall be in a form approved by General Counsel. Such Contract will be for an initial term of five years, starting on July 1, 2020, and continuing through June 30, 2025, with an 1 option to renew the Contract for an additional five year period and for the management fees and other charges as set forth in the above mentioned letter. 3. The Vice President of Operations and Assistant Vice President of Operations are each further authorized to take such further actions and to execute such further documents as may be necessary to implement, administer, and enforce such Contract (and the above mentioned Assignment), including renewing the Contract for the option period mentioned in such Contract. Date: 15 O ATTEST: c. J. Cecelia F. McCoy, Secrete 2 Va��ey M Greater Roanoke Transit Company Board of Directors Meeting June 15, 2020 The Honorable Anita J. Price, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: Board of Directors Meeting Schedule for Fiscal 2021 Background At its June 17, 2019 meeting, the GRTC Board of Directors approved by resolution its meeting schedule for the 2020 fiscal year. The Board needs to adopt a meeting schedule for the 2021 fiscal year. Recommendation The following GRTC Board of Directors meeting schedule is recommended for the 2021 fiscal year: 2020 2021 July 20th January 19th (Monday January 18th MLK Day) September 21st March 15th November 16th May 17th June 21st The June 21, 2021 meeting will be at 1:45 P.M. in the City Council's Conference Room on the fourth floor of the Noel C. Taylor Municipal Building, 215 Church Ave., SW, Roanoke, Virginia 24011. All other meetings will be at 1:00 P.M. in the Emergency Operations Center (EOC) conference room on the first floor of the Noel C. Taylor Municipal Building. bmitted, Price ` Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company P.Q. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro,com wilv-11, 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 15, 2020, meeting, the GRTC General Manager recommended that the Board adopt a specific meeting schedule for the 2021 Fiscal Year, which ends on June 30, 2021, as more fully set forth in the General Manager's report dated June 15, 2020, 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 21, 2021, 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 21, 2021, will be held at 1:45 p.m. in the City Council Conference Room, Room 451, on the fourth floor of the Noel C. Taylor Municipal Building, 215 Church Avenue, SW, Roanoke, Virginia 24011. In accordance with Article III, Section 4 of the GRTC By -Laws, the following meeting dates for the GRTC Board are approved for the 2021 Fiscal Year: July 20, 2020 September 21, 2020 November 16, 2020 January 19, 2021 March 15, 2021 May 17, 2021 June 21, 2021 (Monday, 1:00 p.m. — EOC) (Monday, 1:00 p.m. — EOC) (Monday, 1:00 p.m. — EOC) (Tuesday, 1:00 p.m. — EOC) (Monday, 1:00 p.m. — EOC) (Monday, 1:00 p.m. — EOC) (Monday, 1:45 p.m. — City Council Conference Room, Room 451). 1 2. The GRTC Board can hold additional meetings on an as- needed basis in accordance with the GRTC By -Laws. 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. , JL. =to ATTEST: czu"SA y4&ty- Cecelia F. McCoy, Secretary R -GRTC establishing meeting schedule FY2021 (6- 15 -20) 2 Va♦��y Greater Roanoke Transit Company Board of Directors Meeting Action Item June 15, 2020 The Honorable Anita J. Price, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: GRTC Fiscal Year 2020 — 2021 Operating Budget Background The Board of Directors annually appoints a Budget Committee to review the proposed operating budget for the Greater Roanoke Transit Company (GRTC) and provide a recommendation to the full Board of Directors. Fiscal Year 2021 Budget Committee GRTC Board President, Anita J. Price GRTC Board Member, Reeves "R.B." Lawhorn GRTC Treasurer, Amelia Merchant GRTC Assistant Vice - President of Operations, Sherman Stovall The Budget Committee received an electronic copy of the proposed Fiscal Year 2021 operating budget on June 4, 2020 for review and comment. The Budget Committee endorsed the proposed budget in its current form and agreed to recommend it to the full Board of Directors. The recommended budget is attached and totals $11,001,634 an increase of 1.02% as compared to Fiscal Year 2020(budget to budget). Recommendation The Budget Committee recommends that the Board of Directors approve GRTC's Fiscal Year 2020 — 2021 operating budget. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.corn T ly Submitted, rice eral Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Legal Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Sax 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET (Vatley Metm, Smartway, Trolley, Smartway Express) FY 21 REVENUES FY 19 ACTUAL FY 20 BUDGET FY 21 BUDGET % INCR /DECR PASSENGER REVENUES 5 1,860,686 S 2,065,037 $ 1.616,822 -22% ADVERTISING $ 132,944 $ 136,579 S 133,000 -3% INTEREST $ 1,449 $ 1,507 $ 1,507 0% OTHER REVENUES S 115,053 5 116,452 $ 57,049 -51% TOTALREVENUES S 21110,132 S 21319,575 $ 1,808,378 -22X EXPENSES LABOR S 4,029,049 5 4,027.266 S 4,068,249 1% FRINGE BENEFITS $ 1,892,895 S 2,134,520 S 2,268,102 6% SERVICES 5 680,572 S 774,144 5 701,890 -9% MATERIALS & SUPPLIES S 1,436,545 5 1,548,871 $ 1,505,293 -3% UTILITIES 5 224,589 $ 255.259 $ 231,070 -9% INSURANCE $ 242,719 S 267,783 5 260,063 -3% MISCELLANEOUS $ 1,943,545 5 1,881,082 S 1,966,967 5% TOTAL EXPENSES $ 10449,914 $ 10,8881925 $ 11,001,634 1% DEFICIT $ 8,339,782 $ 8,569,350 S 9,193,256 7% SUBSIDIES FEDERAL $ 3,301,998 S 3,376,575 5 572,294 -83% FEDERAL COVID 5307 S S 5 6,500,000 0% FEDERAL COVID 5311-SMARTWAY S - S S 900,000 0% STATE 5 2,125,700 $ 2,423,011 S 571,712 -76% OTHER LOCAL S 410,059 S 410,643 $ 97,645 -76% NEW RIVER VALLEY 5 103,964 5 94,705 S 20,270 -79% VA TECH $ 186,923 5 233,255 $ 49,559 -79% CITY OFROANOKE $ 1,993,862 S 2,031,161 S 481,776 -76% TOTAL SUBSIDIES $ 8,122,506 $ 8,569,350 $ 9.193,256 7X NET INCOME LOSS 5 1217,276)15 5 (0) E C -1b..d B. dpt SQ 7rZ= [�t� BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING A FISCAL YEAR 2021 BUDGET FOR GREATER ROANOKE TRANSIT COMPANY. WHEREAS, the Greater Roanoke Transit Company (GRTC) Budget Review Committee has reviewed the General Manager's proposed operating budget for GRTC for fiscal year 2021 (July 1, 2020 to June 30, 2021); and WHEREAS, the Budget Review Committee has endorsed the recommended budget of $11,001,634. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the Board of Directors hereby adopts the fiscal year 2021 Budget in the aggregate amount of $11,001,634, all as set forth in an attachment to the Board Report dated June 15, 2020, from the GRTC General Manager. Date Adopted: /5 a046 ATTEST: Ozalt;Ll ,A. vn Cecelia F. McCoy, Secretary Greater Roanoke Transit Company Board of Directors Meeting Action Item June 15, 2020 The Honorable Anita James Price, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Price and Members of the Board: Subject: Authorize Amendment No. 1 to First Reinstated Agreement for the Exchange of Real Estate between the City of Roanoke, Virginia and Greater Roanoke Transit Company dated September 17, 2019 Background The City and Greater Roanoke Transit Company (GRTC) entered into a First Reinstated Agreement for the Exchange of Real Estate dated September 17, 2019, ( Agreement) following authorization by City Council through the adoption of Ordinance No. 41565- 091619. The Agreement authorized the sale and conveyance of four parcels of real property, collectively referred to as the GRTC Relocation Parcels, and described as (i) 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010113; and 325 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010115; and (ii) 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010121; and 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010122; from the City to GRTC, in accordance with the Agreement, in exchange for the transfer of certain real property located in the City of Roanoke, Virginia, at 29 Campbell Avenue S.W., and 30 Salem Avenue S.W., commonly known as Campbell Court and owned by GRTC, from GRTC to the City. Under the terms of the Agreement, the Approval Periods expire on June 30, 2020. All Parties have requested an extension of the Approval Periods, as defined in the Agreement, to December 31, 2020, to complete their respective Approvals in form and substance acceptable to the City and GRTC. Recommendation Authorize the President and General Manager to execute the proposed Amendment No. 1 to the Agreement with the City, substantially similar in form to the proposed Amendment No. 1 attached to this report, which proposed Amendment amends certain terms of the Agreement to extend the Approval Periods to December 31, 2020, to allow for additional time for the Parties to obtain their respective Approvals. Such Amendment No. 1 shall be in a form approved by the GRTC General Counsel. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982.2703 www.valteyrnetro.com /L. ubmitted, ger Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com AMENDMENT NO. 1 TO FIRST REINSTATED AGREEMENT FOR THE EXCHANGE OF REAL ESTATE DATED SEPTEMBER 17, 2019 BETWEEN THE CITY OF ROANOKE, VIRGINIA AND GREATER ROANOKE TRANSIT COMPANY This Amendment No. 1 to the First Reinstated Agreement For The Exchange Of Real Estate dated September 17, 2019, between the City of Roanoke Virginia, a Virginia municipal corporation (the "City "), and Greater Roanoke Transit Company, a Virginia corporation ( "GRTC ") ( "Amendment No. I") is dated June , 2020. RECITALS A. The City and GRTC entered into the First Reinstated Agreement For The Exchange Of Real Estate dated September 17, 2019 (the "Agreement ") under which Agreement, (i) GRTC agrees to sell, and the City agrees to purchase Campbell Court, all as in accordance with the terms and conditions of the Agreement; and (ii) the City agrees to sell, and GRTC agrees to purchase the GRTC Relocation Parcels, all as in accordance with the terms and conditions of the Agreement. B. Due to additional time to obtain all Approvals as required by both Parties, the Parties desire to extend the City Approval Period and the GRTC Approval Period. C. The Parties desire to amend the Agreement to provide for the extension of the Approval Periods. Based on the foregoing, for good and valuable consideration and the representations set forth in the Recitals which are a material part of this Amendment No. 1 and are incorporated herein, the Parties agree as follows: 1. Section 1.11 of the Agreement is amended by deleting it in its entirety and inserting the following in its place: City's Approval Period shall mean the period beginning after the expiration of the City's Inspection Period and until September 30, 2020. 2. Section 1.29 of the Agreement is amended by deleting it in its entirety and inserting the following in its place: GRTC's Approval Period shall mean the period beginning after the expiration of GRTC's Inspection Period and until September 30, 2020. 3. Except as amended herein, the Agreement remains in full force and effect in accordance with its terms. The Parties acknowledge and agree that the Agreement, as amended {2464090 -1, 110046 - 00000 -011 by this Amendment No. 1, constitutes the entire agreement between the Parties with respect to the purchase and sale of Campbell Court and the GRTC Relocation Parcels. 4. Capitalized terms not defined in this Amendment No. 1 shall have the meaning ascribed to such terms as set forth in the Agreement. Dated as of the day and date first above written. SIGNATURES APPEAR ON FOLLOWING PAGES {2464090 -1, 110046 - 00000 -011 IN WITNESS WHEREOF, the Parties have executed this Agreement by their authorized representatives as of the date of this Agreement. WITNESS: Print name and title COMMONWEALTH OF VIRGINIA CITY OF ROANOKE CITY OF ROANOKE, VIRGINIA By: Robert S. Cowell, Jr. City Manager The foregoing Amendment No. 1 was acknowledged before me this day of , 2020, by Robert S. Cowell, Jr., the duly authorized City Manager of the City of Roanoke, Virginia, a Virginia Municipal Corporation, on behalf of the City of Roanoke, Virginia. My Commission expires: Notary Public Approved as to form: {2464090 -1, 110046 - 00000 -01} 3 Approved as to execution: SEAL WITNESS: Print name and title WITNESS: Print name and title STATE OF CITY /COUNTY of GREATER ROANOKE TRANSIT COMPANY Anita James Price, President Kevin Price, General Manager The foregoing Amendment No. 1 was acknowledged before me this day of , 2020, by Anita James Price, the duly authorized President of Greater Roanoke Transit Company, a Virginia corporation, on behalf of Greater Roanoke Transit Company. My Commission expires: Notary Public STATE OF CITY /COUNTY of SEAL The foregoing Amendment No. 1 was acknowledged before me this day of 2020, by Kevin Price, the duly authorized General Manager of Greater Roanoke Transit Company, a Virginia corporation, on behalf of Greater Roanoke Transit Company. My Commission expires: Notary Public Approved as to form: {2464090 -1, 110046 - 00000 -01} 4 Approved as to execution: SEAL BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING THE EXECUTION, DELIVERY AND PERFORMANCE, BY THE GREATER ROANOKE TRANSIT COMPANY (GRTC) OF AN AMENDMENT NO. 1 TO THE FIRST REINSTATED AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY OF ROANOKE, VIRGINIA AND GRTC DATED SEPTEMBER 17, 2019 ( "AGREEMENT ") TO PROVIDE FOR (i) THE SALE AND TRANSFER OF THE GRTC RELOCATION PARCELS, AS DESCRIBED BELOW, TO GREATER ROANOKE TRANSIT COMPANY ( "GRTC ") FROM THE CITY OF ROANOKE, VIRGINIA ( "CITY "), AND (ii) THE ACQUISITION OF CAMPBELL COURT, AS DESCRIBED BELOW, BY THE CITY FROM GRTC; AUTHORIZING THE PRESIDENT AND GENERAL MANAGER OF GRTC TO EXECUTE THE AMENDMENT NO. 1 TO THE FIRST REINSTATED AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY AND GRTC; AND AUTHORIZING THE PRESIDENT AND /OR GENERAL MANAGER TO EXECUTE SUCH FURTHER DOCUMENTS AND TAKE SUCH FURTHER ACTIONS AS MAY BE NECESSARY TO ACCOMPLISH THE SALE OF REAL PROPERTY AND THE ACQUISITION OF REAL PROPERTY. WHEREAS, the Council of the City of Roanoke adopted Ordinance No. 41565- 091619, adopted on September 16, 2019, in which Council approved the terms of the Agreement with the City and GRTC; WHEREAS, the City and GRTC executed the Agreement, which was dated September 17,2019; WHEREAS, the Agreement provides for the transfer of the GRTC Relocation Parcels from the City to GRTC in exchange for the transfer of Campbell Court, consisting of 13 parcels within the City, together with improvements thereon, situated at 29 Campbell Avenue, S.W., Roanoke, Virginia and 30 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map Nos. 1011105, 1011106, 1011107, 1011108, 1011109, 1011110, 1011116, 1011117 1011118, 1011119, 1011120, 1011122, and 1011129 (collectively, "Campbell Court"), from GRTC to the City; WHEREAS, under the terms of the Agreement, the Approval Period expires on June 30, 2020; R -GRTC authorize Amendment No. 1- First Reinstated Agreement between City and GRTC - Campbell Court (5.18.20) 1 WHEREAS, all Parties have requested an extension of the Approval Period, as defined in the Agreement, to complete their respective Approvals in form and substance acceptable to the City and GRTC; WHEREAS, the City and GRTC desire to amend the Agreement to address these matters in accordance with the terms of this Amendment No. 1; and WHEREAS, GRTC staff recommends that the Board approve Amendment No. 1 to the Agreement, all as further set forth in the General Manager's Report dated June 15, 2020, to this • =4 I THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: 1. The Board finds and determines that Amendment No. 1 to the Agreement is in the best interests of GRTC and its stockholder, as set forth in the General Manager's Report dated June 15, 2020, which Amendment No. 1 amends the Agreement approved by City Council by Ordinance No. 41565- 091619, adopted on September 16, 2019, and provides for certain undertakings and obligations by the City and GRTC. 2. The Board authorizes the President and /or the General Manager to execute the Amendment No. 1 to the Agreement, to amend certain terms of the Agreement to extend the Approval Period to December 31, 2020, to allow for additional time for the Parties to obtain their respective Approvals, as set forth in the aforementioned General Manager's Report. Amendment No. 1 to the Agreement is to be substantially similar to the Amendment No. 1 attached to the General Manager's Report. 3. Further, the Board authorizes the President and /or the General Manager to negotiate and execute such further documents and take such further actions related to this matter and as may be necessary to implement, administer, and enforce the conditions and obligations that must be met by the City and GRTC pursuant to the Agreement and Amendment No. 1. 2 R -GRTC authorize Amendment No. 1- First Reinstated Agreement between City and GRTC - Campbell Court (5.18.20) 4. The form of the documents referred to above and in the General Manager's Report are to be approved by GRTC's General Counsel. Date: A0o20 ATTEST: Cecelia F. McCoy, Secretary R -GRTC authorize Amendment No. I- First Reinstated Agreement between City and GRTC - Campbell Court (5.18.20) NV7N, DWARDS o'l blL Your Success is Our Focus. Vv1140 . Roanoke, Virginia General Audit Plan IFY 2020 ■ EDWARDS 2 Audit Plan Services to be performed by Brown, Edwards: o We will perform a full scope audit of Greater Roanoke Transit Corporation ( "GRTC ") in accordance with: • Auditing standards generally accepted in the United States of America • Governmental Auditing Standards issued by the Comptroller General of the United States and • The Uniform Guidance (the Single Audit Act) issued by the United States Office of Management and Budget. • EDWARDS 3 TRANSIT EXPERIENCE Transit agency clients: ii Greater Lynchburg Transit > 14 years o Greater Richmond Transit — Served by our Newport News office for last few years. Concurring reviewer in Roanoke. • Blacksburg Transit > 16 years • Harrisonburg Public Transportation > 16 years Multiple clients with NTD reporting and experience with auditor certifications. a EDWARDS 4 Audit Objective The objective of our audit will be the expression of an opinion on the fairness with which the financial statements present the financial position and results of operations in conformity with: o Accounting principles generally accepted in the United States of America a EMNARDS 5 Audit Approach Three phases: o Planning o Interim Field Work ii Final Field Work • EDWARDS 6 Audit Approach - Continued Planning Will be performed at the commencement of the engagement and involves accumulation and evaluation of data relative to the economy and industry of the client. o We will meet with management to discuss the audit, unusual accounting problems, audit efficiency suggestions, and any new audit considerations or required disclosures. a EDWARDS 7 Audit Approach - Continued Planning - Continued During planning we will specifically: • Provide management with information requests • Meet with management to address unusual or new accounting/ auditing issues up front. • Identify significant audit areas. • Make a preliminary evaluation of internal controls, a preliminary assessment of risk, identify key audit areas, and determine levels of materiality. • Timing: May — June. a EDWARDS 8 Audit Approach - Continued Interim Field Work o Will be performed on various dates previously coordinated with management. Will include: • Single audit compliance testing of major programs • Updating internal control documentation and appropriate testing of those controls. • Fraud inquiries. • Testing of journal entries and other walkthroughs. • Reading minutes. • Mix of onsite and remote testing. (Depending on COVID -19 impact) • Timing —July. • EDWARDS 9 Audit Approach - Continued Final Field Work • The final phase of the audit is performed after the fiscal year has ended. • Estimated timing —Mid August - September. a EDWARDs 10 Audit Approach - Continued Final Field Work - Continued ci During final field work we will: • Review and finalize financial statements and disclosures. • Analyze and audit significant year -end accounts • Update interim analytical review • Prepare final management letter accounts • Issue independent auditor's reports. a EDWARDS 11 Significant Audit Areas This year we anticipate the significant audit areas to be as follows: o Capital assets • Grant revenues and receivables • Federal compliance • Commitments and contingencies • Follow up on findings from prior year 0 EDWARDS 12 Significant Audit Areas - Continued New GAS B s — GASB 84 — Fiduciary Activities was originally to be effective this year. However, due to the impacts of COVID-19, the GASB has delayed implementation for one year. However, did not expect any significant impact to GRTC. COVID -19 Evaluate the impacts on GRTC's financial results due to reduced ridership, reduced routes, and reduced or free fares during final quarter of fiscal year and subsequent to year end. Test any new Federal Grants related to Federal and State Coronavirus stimulus or relief based on OMB guidance. Consider disclosures that may need to be added to financial report. a EDWARDS 13 Single Audit Testing Due to the internal control weaknesses and significant findings in 2019, GRTC no longer qualifies as "low risk" auditee. We now plan to test 40% of your total federal awards for the next two years. Impact of this increase minimized due to size of Transit Cluster and low volume of other grants. Based on prior year expenditure trends, we have performed a preliminary major program determination. EDWARDS 14 Single Audit Testing - Continued Major programs selected for testing: • Assuming relatively stable amounts of expenditures ($4 - 5 million in total). • Will test: • Federal Transit Cluster • Includes both operating and capital assistance • Assume coronavirus funding will be included as well (if any) • Will be well over 8o% of total expenditures. Our risk assessment will be elevated due to findings in prior year which may result in larger samples, however, the final impact of this is still to be determined. EDWARDS 15 Tentative Schedule Timing Phase of Engagement Location May - June Risk Assessment, Planning Offsite Onsite July Interim Testing - Single Audit Onsite Compliance, Internal Control Evaluation. Onsite August- Final Field Work - September Substantiation of Balances Mix of onsite and offsite Review of draft financial September - statements and communication October of draft governance communications. Offsite Issuance of opinion on financial statements and final communications with By October 31 governance. Formal presentation of audit results with Audit Committee and Board. Onsite EDWARDS 16 Questioins? We are looking forward to the opportunity to continue to serve the GRTC. If you have any questions about our approach, our large governmental practice, or would like to contact your engagement partners at any time, we encourage two way communication. Contact information: • Chris Banta, CPA, CFE — cbantaRbecpas.com; • Ann Genova, CPA — agenovaRbecpas.com ° 540-345 -0936 EDWARD$ 17 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 9, 2020 Anita J. Price, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Price and Members of the Board: The Annual Meeting of the Stockholder of the Greater Roanoke Transit Company will be held on Monday, June 15, 2020, at 1:30 p.m., in the City Council Chamber, Room 450, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia and by electronic communication as permitted and authorized by Virginia Code Section 2.2- 3708.0(A)(3), as amended, Ordinance No. 41703 - 032720; and Resolution No. 41704- 032720. Sincerely, ottdj . J., C-a Cecelia F. McCoy Secretary PC: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Wendy Jones, Director of Finance, Valley Metro STOCKHOLDER'S ANNUAL MEETING GREATER ROANOKE TRANSIT COMPANY MONDAY, JUNE 159 2020 1:30 P.M. CITY COUNCIL CHAMBER ROOM 450 215 CHURCH AVENUE, S. W. ROANOKE, VIRGINIA BY ELECTRONIC COMMUNICATIONS PURSUANT TO AMENDMENT 28 TO HB29, SECTION 2.2- 3708.2, CODE OF VIRGINIA (1950), AS AMENDED, ORDINANCE NO. 41703 - 032720, AND RESOLUTION NO. 41704 - 032720. ACTION AGENDA Based upon Executive Order Number Fifty -One, issued by Governor Northam on March 12, 2020, Amended Executive Order Number Fifty -Three on April 15, 2020, Amendment 28 to HB29 (adopted April 22, 2020) (Section 4 -0.01 (g) of Chapter 1283, Virginia Acts of Assembly, 2020 Session), Virginia Code Section 2.2- 3708.2 (A), Ordinance No. 41703 - 032720, and Resolution 41704 - 032720 with respect to meetings via electronic communication means, City Council, acting as the Greater Roanoke Transit Company Stockholder will be conducting this annual meeting of Stockholder by electronic communication means without a quorum of City Council, physically present in the Council Chamber, and without the physical presence of members of the public. The location has been moved based upon the closure of the Municipal Building by the City. In order to afford citizens an opportunity to observe this annual meeting of Stockholder during the COVID -19 pandemic disaster, citizens may watch this meeting conducted by electronic communication means at FaceBook Live at facebook.com / /Roanokeva. Interested persons may also contact the Secretary of Greater Roanoke Transit Company emailing at clerk(a)roanokeva.gov and or calling (540) 853 -2541, by 10:30 a.m., on June 15, 2020. The Secretary will provide interested persons with the telephone number to join the Zoom meeting as an observer. 1. Call to Order - Roll Call. Council Member Djuna Osborne was absent. 2. Approval of Minutes: Annual Stockholder's meeting held on Monday, June 17, 2019; and Special Meetings of Stockholder held on Monday, September 16, 2019. Without objection, Minutes were dispensed with and approved. 3. Statement of Purpose. Mayor Sherman P. Lea, Sr. The purpose of the meeting is to entertain nominations for the election of Directors of the Greater Roanoke Transit Company for one -year terms of office, each, commencing July 1, 2020. 4. Election of Seven Directors. The following individuals elected as members of the GRTC Board of Directors for terms of one -year, each, commencing July 1, 2020 and ending June 30, 2021: • Two Members of City Council Anita J. Price, President Michelle L. Davis, Vice - President • Two Members of City Staff R. B. Lawhorn D'Wayne D'Ardenne • Two representatives from regional users of GRTC (Town of Vinton and City of Salem) Anne Cantrell, Town of Vinton Melinda Payne, City of Salem • One representative from the Physically Challenged Community Karen Michalski - Karney 5 Adjournment. 1:41 p.m. GREATER ROANOKE TRANSIT COMPANY June 24, 2020 The Honorable Anita James Price Council Member Roanoke, Virginia Dear Council Member Price: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 15, 2020, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I 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, t��elt- 7 L C Cecelia F. McCoy Secretary Enclosure PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Cecelia F. McCoy, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the fifteenth day of June 2020, ANITA JAMES PRICE (City Council representative) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this eighteenth day of June 2020. E A' - j : 7 , `1 Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Anita James Price, 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, commencing July 1, 2020 and ending June 30, 2021, according to the best of my ability. (So help me God) The foregoing oath of ffice was taken, sworn to, and subscribed before me by Anita Jame � � s Price this day of J �L 2020. v Brenda S. Hamilton, Clerk of the Circuit Court Clerk GREATER ROANOKE TRANSIT COMPANY June 24, 2020 The Honorable Michelle L. Davis Council Member Roanoke, Virginia Dear Council Member Davis: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 15, 2020, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I 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, Cecelia F. McCoy Secretary Enclosure PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the fifteenth day of June 2020, MICHELLE L. DAVIS (City Council representative) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this eighteenth day of June 2020. C Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, MICHELLE L. DAVIS, 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, commencing July 1, 2020 and ending June 30, 2021, according to the best of my ability. (So help me God) MICHELLE L:_bAVI9___j The foregoing oath of office was taken, sworn to, and subscribed before me by Michelle L. Davis this (0 day of _Tu IsA_ 2020. Brenda S. Hamilton, Clerk of the Circuit Court Clerk' June 17, 2020 Ms. Susie McCoy, Clerk City of Roanoke 215 Church Avenue, SW Noel C. Taylor Municipal Building Suite 456 Roanoke, VA 24011 -1536 RE: Greater Roanoke Transit Company Board Appointment Dear Ms. McCoy: Susan N. Johnson Executive Assistant/Town Clerk This letter is written to confirm that Anne W. Cantrell, Finance Director /Treasurer, was appointed by Town Council at their June 16, 2020 meeting as our GRTC Board Member for a one -year term beginning July 1, 2020 and ending June 30, 2021. If you have any questions, please contact me. Very truly yours, n /) J, 6 M Susan N. Johns /snj ec: Anne W. Cantrell Town of Vinton 311 S. Pollard Street Vinton, VA 24179 Phone (540) 983-0607 Fax (540) 983-0626 VINTON June 17, 2020 Ms. Susie McCoy, Clerk City of Roanoke 215 Church Avenue, SW Noel C. Taylor Municipal Building Suite 456 Roanoke, VA 24011 -1536 RE: Greater Roanoke Transit Company Board Appointment Dear Ms. McCoy: Susan N. Johnson Executive Assistant/Town Clerk This letter is written to confirm that Anne W. Cantrell, Finance Director /Treasurer, was appointed by Town Council at their June 16, 2020 meeting as our GRTC Board Member for a one -year term beginning July 1, 2020 and ending June 30, 2021. If you have any questions, please contact me. Very truly yours, n /) J, 6 M Susan N. Johns /snj ec: Anne W. Cantrell GREATER ROANOKE TRANSIT COMPANY June 18, 2020 Anne W. Cantrell Finance Director /Treasurer Town of Vinton 311 S. Pollard Street Vinton, Virginia 24179 Dear Ms. Cantrell: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 15, 2020, you were appointed to replace Richard "Pete" Peters as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Enclosed you will find a Certificate of Your appointment and two copies of an Oath or Affirmation of Office, which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I 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, Cecelia F. McCoy Secretary Enclosure Anne W. Cantrell June 18, 2020 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, Secretary and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the fifteenth day of June 2020, ANNE W. CANTRELL (Regional User representative — Town of Vinton) was appointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this eighteenth day of June 2020. Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Anne W. Cantrell, 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, commencing July 1, 2020 and ending June 30, 2021, 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 Anne W. Cantrell on this � day ofse'kfy�'V/29020. Brenda S. Hamilton, Clerk of the Circuit Court Y*11_ul� F GREATER ROANOKE TRANSIT COMPANY June 18, 2020 Melinda J. Payne, Director Economic Development City of Salem 114 N. Broad Street Salem, Virginia 24153 Dear Ms. Payne: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 15, 2020, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I 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"j, j VNI NY- Cecelia F. McCoy Secretary Enclosure Melinda J. Payne June 18, 2020 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA To -wit: CITY OF ROANOKE I, Cecelia F. McCoy, Secretary and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the fifteenth day of June 2020, MELINDA J. PAYNE (Regional User representative — City of Salem) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this eighteenth day of June 2020. Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Melinda J. Payne, 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, commencing July 1, 2020 and ending June 30, 2021, according to the best of my ability. (So help me God) ^ I w//�WW-m=[I!i The foregoing oath of office was taken, sworn to, and subscribed before me by Melinda J. Payne this of 20. nda S. Hamilton, Clerk of t e Circuit Court t BL k GREATER ROANOKE TRANSIT COMPANY June 18, 2020 Reeves "RB" Lawhorn, Manager Management and Budget Roanoke, Virginia Dear Mr. Lawhorn: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 15, 2020, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term, commencing July 1, 2020 and ending June 30, 2021. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. 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, �« J_ cme &12y- Cecelia F. McCoy Secretary Enclosures Reeves "RB" Lawhorn June 18, 2020 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Cecelia F. McCoy, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the fifteenth day of June 2020, REEVES "RB" LAWHORN (City staff) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this eighteenth day of June 2020. C VW6 Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, REEVES LAWHORN, 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, commencing July 1, 2020 and ending June 30, 2021, according to the best of my ability. (So help me God) REEVES LAWHORN The foregoing oath of office was taken, sworn to, and subscribed before me by Reeves Lawhorn this day of JtA 2020. Brenda S. Hamilton, Clerk of the Circuit Court By C erk ..� N, ROANOKE Cecelia F. McCoy City Clerk Dear Ms. McCoy: Director of Public Works Noel C. Taylor Municipal Building 215 Church Avenue, S.W. Room 354 Roanoke, Virginia 24012 Tel: (540) 853 -2741 Fax: (540) 853 -1270 May 27, 2020 In light of my upcoming retirement from the City of Roanoke, I hereby submit my resignation from the GRTC Board of Directors effective June 30, 2020. It has been a pleasure and an honor to have served in the capacity of a Board Member during the past year. Respectfully, esp / C�+•�.i�� /C Robert K. Bengtson Director of Public Works Rkb/ GREATER ROANOKE TRANSIT COMPANY June 18, 2020 Dwayne D'Ardenne Transportation Division Manager Roanoke, Virginia Dear Mr. D'Ardenne: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 15, 2020, you were appointed to replace Robert K. Bengtson as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Enclosed You will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I 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, C .Qc .T. ` AlZt� Qt Cecelia F. McCoy Secretary Enclosure Dwayne D'Ardenne June 18, 2020 Page 2 Pc: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Cecelia F. McCoy, Secretary and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the fifteenth day of June 2020, DWAYNE D'ARDENNE (City Staff) was appointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this eighteenth day of June 2020. Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Dwayne D'Ardenne, 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, commencing July 1, 2020 and ending June 30, 2021, according to the best of my ability. (So help me God) DWAYI* D'ARDENNE The foregoing oath of office was taken, sworn to, and subscribed before me by Dwayne D'Ardenne this day of 2020. Brenda S. Hamilton, Clerk of the Circuit Court 'COTE BRF,Rti S. HAMILTON, CLERI �;� �i;a�uty Cter ; By��,��- _.., Clerk GREATER ROANOKE TRANSIT COMPANY June 18, 2020 Karen Michalski - Karney, Executive Director Blue Ridge Independent Living Center 1502 Williamson Road, N. E., Suite B Roanoke, Virginia 24012 -5100 Dear Ms. Michalski - Karney: At the Annual Stockholder Meeting of the Greater Roanoke Transit Company held on Monday, June 15, 2020, you were reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one year term, commencing July 1, 2020 and ending June 30, 2021. Enclosed you will find a Certificate of your reappointment and two copies of an Oath or Affirmation of Office, which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.gov. 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, C{ �,, ,, 4 • Ll 1i, -e-& Cecelia F. McCoy Secretary Enclosures Karen Michalski - Karney June 18, 2020 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, Secretary, and as such Secretary of the Greater Roanoke Transit Company and keeper of the records thereof, do hereby certify that at the Annual Stockholder meeting of the Greater Roanoke Transit Company, which was held on the fifteenth day of June 2020, KAREN MICHALSKI- KARNEY (Physically - Challenged representative) was reappointed as a member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, commencing July 1, 2020 and ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this eighteenth day of June 2020. 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, commencing July 1, 2020 and ending June 30, 2021, according to the best of my ability. (So help me God) aren Michalski - Karney The foregoing oath of office was taken, sworn to, and subscribed before me by Karen Michalski - Karney this ZO day of JUl 2020. Brenda S. Hamilton, Clerk of the Circuit Court � /��� s� i W04 Clbrk s Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia July 2, 2020 Anita Price, President, and Members of the Board of Directors Dear President Price and Members of the Board: Subject: Greater Roanoke Transit Company May 2020 Financial Report The attached report provides financial performance information for the month of May 2020 of Fiscal Year (FY) 2020. On a year -to -date basis, Greater Roanoke Transit Company (GRTC) experienced net income of $573,663 an increase of $615,208 compared to the same period in FY 2019. The significant factors affecting financial performance are outlined below. Revenue Total revenue increased 5.6% over the same period last year and is less than 1% above the established budget, primarily due to the receipt of CARES Act funding. Significant factors impacting revenue include: • Fare Revenues decreased 23.7% compared to FY 2019 and are 27.8% below the established budget. The suspension of fare collection has had an impact on fare revenue. • Other Revenues (advertising, building rental, parking, miscellaneous) increased 15.3% compared to FY 2019 and are 13.1% above the established budget. Revenue performance in this category reflects advertising revenues and the disposal of surplus property. • State and Federal operating assistance increased 30.3 %, and is performing above budget expectations. This is the third month GRTC utilized CARES Act Federal Emergency Relief funding. Greater Roanoke Transit Company Expenses Total expenses decreased less than 1°% compared to FY 2019 and is 4.6% below the established budget. Significant factors impacting expenses include: • Labor and Fringe Benefits increased less than 1 %, and are 2.4% below the established budget. • Services increased 4.7 %, but are 14.0% below the established budget. • Materials and Supplies decreased 11.4% and are 16.0% below the established budget. • Utilities decreased 5.4°% and are 14.5% below the established budget. • Miscellaneous Expense, which includes paratransit service, increased less than 1 %, and exceeds budget by approximately 3.6 %. Respectfully Syrbmitted, ii0q- Price neral Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company GREATER ROANOKE TRANSIT COMPANY SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY Operating Revenue and Expense Statement For the Eleven Months Ending May 31, 2020 Net income (loss) 1573,562.92 ($41,544.76) FY FY FY 19 2020 2019 BUDGET % OF FY 20 May May TOTAL BUDGET OPERATING INCOME Operating Revenue $1,318,235.85 $1,726,555.29 $2,065,037.00 63.84% Non - Transportation Revenues 266,679.23 230,826.57 254,538.00 104.77019 Total Income $1,584,915.08 $1,957,381.86 $2,319,575.00 68.33% OPERATING EXPENSES Labor - Hourly & Salary $3,758,390.01 $3,759,563.88 $4,027,266.00 93.32% Fringe Benefits 1,741,613.76 1,700,731.97 2,134,520.00 81.59% Services 601,407.31 574,315.36 774,144.00 77.69% Materials & Supplies 1,172,049.44 1,322,453.74 1,548,871.00 75.67% Utilities 196,887.37 208,024.27 255,259.00 77.13% Insurance Costs 224,009.06 223,808.97 267,783.00 83.65% Miscellaneous Expenses 1,792.743.51 1,777,336.17 1,881,082.00 95.30% Total Expenses $9,487,100.46 $9,566,234.36 $10,888,925.00 87.13% Net Loss ($7,902,185.38) ($7,608,952.50) ($8,569,350.00) 92.21% Local Grants $1,815,621.83 $2,453,711.74 $2,769,764.00 65.55% State Grants 1,979,842.88 1,949,870.00 2,423,011,00 81.71% Federal Grants 4,680,383.59 3,163,726.00 3,376,575.00 138.61% Total Subsidies $8,475,848.30 $7,567,307.74 $8,569,350.00 98.91% Net income (loss) 1573,562.92 ($41,544.76) GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET POSITION 5/31/2020 5/31/2019 Year -to -Date Year -to -Date %of Change ASSETS CASH $ 330,469.63 $ 716,426.70 -54% ACCOUNTS RECEIVABLE $ 5,367,196.61 $ 3,748,728.78 43% INVENTORY $ 529,068.56 $ 523,554.82 1% FIXED ASSETS 1,385,668.32 76% CAPITAL FIXED ASSETS $ 37,829,456.07 $ 39,879,872.82 -5% ACCUMULATED DEPRECIATION $ (23,145,460.14) $ (25,678,959.68) -10% NET FIXED ASSETS $ 14,683,995.93 $ 14,200,913.14 3% PREPAYMENTS $ 14,515.33 $ 31,904.53 -55% TOTAL ASSETS $ 20,925,246.06 $ 19,221,527.97 9% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 2,386,163.04 $ 2,601,753.76 -8% PAYROLL LIABILITIES $ 460,663.86 $ 404,059.35 14% OTHER LIABILITIES $ 2,432,373.80 $ 1,385,668.32 76% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 3,405,258.60 $ 3,621,913.10 -6% DEPRECIATION EXPENSE $ (1,600,518.47) $ (1,403,118.09) 14% RETAINED EARNINGS $ 10,934,172.31 $ 7,878,905.29 39% CAPITAL CONTRIBUTIONS $ 2,333,465.00 $ 4,773,886.00 -51% NET INCOME (LOSS) $ 573,662.92 $ (41,544.76) -1481% TOTAL CAPITAL $ 15,646,045.36 $ 14,830,046.54 6% TOTAL LIABILITIES & CAPITAL $ 20,925,246.06 $ 19,221,527.97 9% 2020 ANNUAL REPORT COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION 1. CORPORATION NAME: GREATER ROANOKE TRANSIT COMPANY DUE DATE: 07/31/20 2. VA REGISTERED AGENT NAME AND OFFICE ADDRESS: ATTY DANIEL JOSEPH CALLAGHAN ROOM 464 NOEL C. TAYLOR MUNICIPAL BUILDING 215 CHURCH AVENUE, S.W. ROANOKE, VA 24011 -0000 3. CITY OR COUNTY OF VA REGISTERED OFFICE: 770 - ROANOKE CITY 4. STATE OR COUNTRY OF INCORPORATION: VA- Virginia SCC ID NO.: 0153745 -5 5. TOTAL NUMBER OF AUTHORIZED SHARES: 5 DO NOT ATTEMPT TO ALTER THE INFORMATION ABOVE. Carefully read the enclosed instructions. Type or print in black only. 6. PRINCIPAL OFFICE ADDRESS: Mark this box if address shown below is correct ADDRESS: 464 MUNICIPAL BLD 215 CHURCH AVE S W CITY/ST/ZIP ROANOKE, VA 24011 -0000 If the block to the left is blank or contains incorrect data please add or correct the address below. ADDRESS: CITY /ST /ZIP 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. 0010949 Mark appropriate box unless area below is blank If the block to the left is blank or contains incorrect data, please mark appropriate ❑ Information is correct ❑ Information is incorrect 10 Delete information box and enter information below ❑ Correction ❑Addition Replacement OFFICER ® DIRECTOR Pg NAME: WILLIAM D. BESTPITCH TITLE: President ADDRESS: 215 CHURCH AVENUE, S.W. CITY /ST /ZIP: ROANOKE, VA 24011 -0000 OFFICER 21 DIRECTOR NAME:Anita J. Price TITLE: President ADDRESS: 215 Church Avenue, S. W. CITY /ST/ZIP: Roanoke, Virginia 24011 -000 I affirm that the information contained in this report is accurate and complete as of the date below. Cece l i c- F M e o t./. S'e,7f:Qr Ju 4 oao SIGNATURE OF DIRECTOR /OF ER PRINTED NAME AND CORPORATE TITLE LISTED IN THIS REPORT 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. 2020 ANNUAL REPORT CONTINUED CORPORATION NAME: DUE DATE: 07/31/20 GREATER ROANOKE TRANSIT COMPANY SCC ID 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. If the block to the left is blank or contains incorrect data, please mark appropriate Mark appropriate box unless area below is blank: ❑ Information is correct ❑ Information is incorrect M Delete information box and enter information below: 0 Correction E] Addition [X Replacement OFFICER W DIRECTOR [ OFFICER ® DIRECTOR [@ NAME: ANITA JAMES PRICE NAME: Michelle L. Davis TITLE: Vice President TITLE: Vice President ADDRESS: 215 CHURCH AVENUE, S.W. ADDRESS: 215 Church Avenue, S. W. CITY /ST /ZIP: ROANOKE,VA24011 -0000 CITY /ST/ZIP: Roanoke, Virginia 24011 -00 I If =blockto is blank or contains inco rrect data, please mark appropriate btion Mark appropriate box unless area below is blank: Information is correct ❑ Information is incorrect ❑ Delete information below: ❑ Correction E] Addition E] Replacement OFFICER ® DIRECTOR ❑ OFFICER ❑ DIRECTOR ❑ NAME: SHERMAN STOVALL NAME: TITLE: ASST VP OPS TITLE: ADDRESS: 2427 WESTMONT NW ADDRESS: CITY /ST /ZIP: ROANOKE, VA 24012 -0000 CITY /ST/ZIP: Mark appropriate box unless area below is blank IN Information If the block to the left is blank or contains incorrect data, please mark appropriate is correct ❑ Information is incorrect ❑ Delete information box and enter information below ❑ Correction ❑Addition E] Replacement OFFICER ® DIRECTOR ❑ OFFICER ❑ DIRECTOR ❑ NAME: ROBERTS. COWELL, JR. NAME: TITLE: VP OPERATIONS TITLE: ADDRESS: 215 CHURCH AVENUE, S.W. ADDRESS: CITY /ST /ZIP: ROANOKE, VA 24011 -0000 CITY /ST/ZIP: If the is blank or contains incorrect data, Mark appropriate box unless area below is blank. Information is correct ❑ Information is incorrect ❑ Delete information please mark appro nate =entr box ation below: p ❑ Correc tion E] Addition E] Replacement OFFICER ® DIRECTOR ❑ OFFICER ❑ DIRECTOR ❑ NAME: Cecelia F. McCoy NAME: TITLE: Secretary TITLE: ADDRESS: 215 Church Avenue, S. W, ADDRESS: CITY /ST/ZIP: Roanoke, Virginia 24011 CITY /ST/ZIP: 00,0949 aS GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 15, 2020 Anita J. Price, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Price and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, July 20, 2020, 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, Cecelia F. McCoy Secretary PC: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Wendy Jones, Director of Finance, Valley Metro GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 20, 2020 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 ACTION AGENDA 1. Call to Order -- Roll Call. Director Anne Cantrell was absent (R. B. Lawhorn participated via telephone conference). President Price announced she received a request from Director Lawhorn to allow participation in the meeting via telephone in the 1:00 p.m. meeting of the Greater Roanoke Transit Board of Directors. The Directors voted unanimously to allow him to participate in the meeting via telephone. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, June 15, 2020. Without objection, the reading of the Minutes were dispensed with approved. 3. Reports of Officers: a. Secretary: 1. Resignation of R. B. Lawhorn as a member of the Greater Roanoke Transit Company Board. Resignation was accepted and communication was received and filed. 2. Election of Vacancy on Board of Directors to replace R. B. Lawhorn. Kathleen "Katie" Davis was appointed as a member of the Greater Roanoke Transit Company Board of Directors to fill the unexpired term of Reeves "R.B." Lawhorn ending June 30, 2021. 3. Election of Officers. Council Member Anita J. Price as President Council Member Michelle L. Davis as Vice - President Robert S. Cowell, Jr., City Manager as Vice - President of Operations Sherman M. Stovall, Assistant City Manager for Operations as Assistant Vice - President of Operations Cecelia F. McCoy, City Clerk as Secretary Cecelia T. Webb, Deputy City Clerk as Assistant Secretary Amelia Merchant, Director of Finance as Treasurer Daniel J. Callaghan, City Attorney as General Counsel b. General Manager: 1. Management Update: a. Bus Operator Protective Shields b. Transit Bus Shelter Program — Update c. Smartway Express d. VMGO Phase 2 e. GRTC Ridership Update Without objection, Management Update was received and filed. 2. Walmart/Valley View Mall Bus Shelter Presentation Presentation was received and filed. 3. Financial Management Oversight Review — Update Update was received and filed. 4. Resolution approving Valley Metro participation in the Virginia Statewide Public Transportation Agency Safety Plan as required by the Federal Transit Authority. Adopted Resolution. (6 -0) 4. Other Business. None. 5. Next Meeting: Monday, September 21, 2020, in the EOC Conference Room. 6. Adjourned — 1:58 p.m. GREATER ROANOKE TRANSIT COMPANY July 21, 2020 Kathleen Davis Budget and Management Analyst Roanoke, Virginia Dear Ms. Davis: At the regular meeting of the Greater Roanoke Transit Company held on Monday, July 20, 2020, you were appointed as a City Staff representative member of the Greater Roanoke Transit Company Board of Directors to fill the unexpired term of office of Reeves "R. B." Lawhorn, ending June 30, 2021. Enclosed you will find a Certificate of Your appointment and two copies of an Oath or Affirmation of Office which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at www.roanokeva.qov. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I 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, ovlh�, vxle_ Cecelia F. McCoy 17 Secretary Enclosure Kathleen Davis July 21, 2020 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Daniel J. Callaghan, General Counsel Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Cecelia F. McCoy, 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 twentieth day of July 2020, KATHLEEN DAVIS was appointed as a City Staff representative member to fill the unexpired term of office of Reeves "R.B." Lawhorn, ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -first day of July 2020. Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Kathleen Davis, 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 (City Staff representative) member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, ending June 30, 2021, according to the best of my ability. (So help me God.) THLEEN DAVIS The foregoing oath of office was taken, sworn to, and subscribed before me by Kathleen Davis this day of 2020. Brenda S. Hamilton, Clerk of the Circuit Court GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 21, 2020 The Honorable Anita J. Price Council Member Roanoke, Virginia Dear Council Member Price: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 20, 2020, you were reappointed as President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Enclosed is a copy of your Certificate of reappointment. Sincerely, % Cecelia F. McCoy, CMC Secretary Enclosure COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the twentieth day of July 2020, ANITA J. PRICE was reappointed as President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -first day of July 2020. C'4u� u... Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 20, 2020 The Honorable Michelle L. Davis Council Member Roanoke, Virginia Dear Council Member Davis: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 20, 2020, you were reappointed as Vice - President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Enclosed is a copy of your Certificate of reappointment. Sincerely, (zvjt,�-. Mamf Cecelia F. McCoy, CMC Secretary Enclosure COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the twentieth day of July 2020, MICHELLE L. DAVIS was reappointed as Vice - President of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -first day of July 2020. cum. 4. VX661e Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 20, 2020 Robert S. Cowell, Jr. City Manager Roanoke, Virginia Dear Mr. Cowell: At a regular meeting of the Greater Roanoke Transit Company, Board of Directors held on Monday, July 20, 2020, the City Manager was reappointed as Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. 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, oe,u . Cecelia F. McCoy, CMC Secretary Enclosures COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the twentieth day of July 2020, the City Manager (Robert S. Cowell, Jr.) was reappointed as Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -first day of July 2020. Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Robert S. Cowell, Jr., City Manager, 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 Vice - President of Operations of the Greater Roanoke Transit Company for a term of office ending June 30, 2021, according to the best of my ability. So help me God. ROBERTS. COWELL, JR. The foregoing oath of office was taken, sworn to, and subscribed before me by Robert S. Cowell, Jr., this P day of 020. Brenda S. Hamilton, Clerk of the Circuit Court Cie rk GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 20, 2020 Sherman M. Stovall Assistant City Manager for Operations Roanoke, Virginia Dear Mr. Stovall: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 20, 2020, the Assistant City Manager for Operations was reappointed as Assistant Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. 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, C.Ge,I.Q , ,,4. 7 1l c 67- Cecelia F. McCoy, CMC Secretary Enclosures COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Cecelia F. McCoy, Secretary, and as such 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 Director held on the twentieth day of July 2020, the Assistant City Manager for Operations (Sherman M. Stovall) was reappointed as Assistant Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -first day of July 2020. Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Sherman M. Stovall, Assistant City Manager for Operations, 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 Vice - President of Operations of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021, according to the best of my ability. So help me God. SHERMA�NM �SO ALL The foregoing oath of office was taken, sworn to, and subscribed before me by Sherman M. Stovall this U_ _ day of 2020. Brenda S. Hamilton, Clerk of the Circuit Court BY_A)� , Clerk GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 20, 2020 Cecelia F. McCoy City Clerk Roanoke, Virginia Dear Ms. McCoy: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 20, 2020, the City Clerk was appointed as Secretary of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. 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 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." Sin el , Cecelia T. Webb Assistant Secretary Enclosures COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE To -wit: I, Cecelia T. Webb, Assistant Secretary, and as such Assistant Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the twentieth day of July 2020, the City Clerk (Cecelia F. McCoy) was appointed as Secretary of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -first day of July 2020. 6isktantSecretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Cecelia F. McCoy, City Clerk, 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 term of office ending June 30, 2021, according to the best of my ability. So help me God. CECELIA F. MCCOY The foregoing oath of office was taken, sworn to, and subscribed before me by Cecelia F. McCoy this2�� 4y of 2020. Brenda S. Hamilton, Clerk of the Circuit Qqurt l u C erk� GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 20, 2020 Cecelia T. Webb Deputy City Clerk Roanoke, Virginia Dear Ms. Webb: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 20, 2020, the Deputy City Clerk was appointed as Assistant Secretary of the Greater Roanoke Transit Company Board of Directors for a term ending June 30, 2021. 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 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, C444h�l 14411- GmdeeV4� Cecelia F. McCoy, CMC Secretary Enclosures COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, Secretary, and as such the Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the twentieth day of July 2020, the Deputy City Clerk (Cecelia T. Webb) was appointed as Assistant Secretary of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -first day of July 2020. oza& J. / I/C Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Cecelia T. Webb, Deputy City Clerk, 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 term of office ending June 30, 2021, according to the best of my ability. So help me ELIA T. WEBB The foregoing oath of office was taken, sworn to, and subscribed before me by Cecelia T. Webb this �� day of 2020. Brenda S. Hamilton, Clerk of the Circuit Court BY 4110'V , lerk GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 20, 2020 Amelia C. Merchant Director of Finance Roanoke, Virginia Dear Ms. Merchant: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 20, 2020, the Director of Finance was reappointed Greater Roanoke Transit Company Board of Directors for o eay aretem ending June 30, 2021. Enclosed _you will find a Certificate of Your reappoi ntment 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, �aI CG��t, Off• / /�G Cecelia F. McCoy, CMC Secretary Enclosures COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE ) To -wit: I, Cecelia F. McCoy, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company Board of Directors held on the twentieth day of July 2020, the Director of Finance (Amelia C. Merchant) was reappointed as Treasurer of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -first day of July 2020. 4t44�1 _0�t Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Amelia C. Merchant, Director of Finance, 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 term of office ending June 30, 2021, according to the best of my ability. So help me God. AMELIA C. MERCHANT The foregoing oath of office was taken, sworn to, and subscribed before me by Amelia C. Merchant this day of 2020. Brenda S. Hamilton, Clerk of the Circuit Court By. , Clerk GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 20, 2020 Daniel J. Callaghan City Attorney Roanoke, Virginia Dear Mr. Callaghan: At a regular meeting of the Greater Roanoke Transit Company Board of Directors held on Monday, July 20, 2020, the City Attorney was reappointed as General Counsel of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Enclosed You will find a Certificate of y our rea ointment and an Oath or Affirmation of Office which must be administered b 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, Cecelia F. McCoy, CMC Secretary Enclosures COMMONWEALTH OF VIRGINIA ) CITY OF ROANOKE To -wit: I, Cecelia F. McCoy, Secretary, and as such Secretary of the Greater Roanoke Transit Company Board and keeper of the records thereof, do hereby certify that at a regular meeting of the Greater Roanoke Transit Company held on the twentieth day of July 2020, the City Attorney (Daniel J. Callaghan) was reappointed as General Counsel of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this twenty -first day of July 2020. Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Daniel J. Callaghan, City Attorney, 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 the General Counsel of the Greater Roanoke Transit Company Board of Directors for a term of office ending June 30, 2021, according to the best of my ability. So help me God. DANI L /J. CALLA HAN The foregoing oath of office was taken, sworn to, and subscribed before me by Daniel J. Callaghan this' day of % 2020. Brenda S. Hamilton, Clerk of the Circuit Court f 6 (,e- i f CI rk Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update July 20, 2020 Planning and Special Projects Bus Operator Protective Shields GRTC plans to install bus operator protective shields on all standard and low floor transit buses as a part of an on -going strategy to mitigate the chances of exposure to infectious diseases and to provide an additional level of protection from confrontational interactions at the fare box. Before deciding on a final product, GRTC will be installing test shields on one standard floor bus and one low floor bus in order to get feedback from staff. Once the final product has been selected existing buses will be retrofitted with the shields. New buses will have the shields installed at the manufacturing facility during production. Transit Bus Shelter Program — UPDATE GTRC is dedicated to providing safe and accessible passenger amenities, bus stop shelters and benches throughout its service area Currently, the installation of a bus shelter and bench is in progress for the Shenandoah Ave Food Lion near Creekside Shopping Center. Additionally, two bus stop shelters have recently been installed within the City of Salem. These locations include the Adult Care Center across from the Salem VA Hospital, and near Hemlock Rd., on Shenandoah Ave. Valley Metro has received continued support to proceed with installation of shelters and other passenger amenities at two locations within the Town of Vinton. Several meetings, as well as, a bus stop activity study were conducted to facilitate the installation of shelters at the Lake Drive Plaza Shopping Center on Hardy Road and at the bus stop which serves the PFG plant on W. Virginia Avenue. The next step in this process is to memorialize any agreements (easements, cost - sharing, permits) associated with the two projects. Additionally, Valley Metro is continuing discussions with the Kroger Mid - Atlantic Division regarding the installation of pedestrian and passenger amenities, including a shelter, bench, crosswalk, and ADA- compliant paved footpaths, at the Towne Square Kroger bus stop location. Several planned improvements are scheduled along the Melrose Avenue Corridor. This includes the installation of a bus stop shelters at 6 locations, and the possibility of relocating a shelter from the parking lot to sidewalk at the Melrose Goodwill Location (Melrose Ave. & Lafayette Blvd.) Greater Roanoke Transit Company 0, 13 2 4, ,r,: _ _,u rU �k 98 0 .US ax: t540 M �E VMGO — Phase 2 — Update The initial phase of the VMGO - real time passenger information technology project commenced in Fall 2018. In Phase I, GTRC installed Automatic Vehicle Location (AVL) technology on four (4) Star Line Trolley buses and nine (9) Smart Way and Smart Way Express commuter vehicles. Digital LED signs with real time passenger information were installed at high volume bus stops, Carilion Administrative Service Building, Virginia Tech Carilion, Squires Student Center, and Exit 118. VMGO provides real -time bus stop departure times via a smart phone (VMGO app), a personal computer (vmgoapp.com), and by calling a dedicated landline phone number (540) 900 -4430. In Phase 2 of the project, GRTC plans to expand electronic communication services to fixed route buses in the City of Roanoke, Salem and the Town of Vinton. Fixed Route buses will be equipped with AVL technology, and flat screen monitors to provide GRTC service updates and other useful information while onboard the vehicle. Upon completion of Phase 2, customers will be able to use VMGO to access transit arrival times at all stops throughout the entire GRTC service area. Real Time Passenger information has several customer benefits including efficient trip planning, improved safety, and reduced wait time. The target go live date for Phase II is Summer 2021. Phase 2 of the VMGO project is being funded by Smart Scale funds as approved by the Commonwealth Transportation Board (CTB). Due to the COVID -19 pandemic and associated state revenue uncertainty, capital projects supported by state funds on being placed on hold until September 2020. The Virginia Department of Rail and Public Transportation plans to present its recommendations regarding capital projects to the CTB in September 2020. Smartwav Express The Smartway Express will resume service on August 6tn GRTC Ridership Update Month 2019 2020 % Change January 153,228 131,583 14% February 166,736 150,847 9.5% March 156,525 120,273 23% April 160,733 87,972 45% May --[i47,733 163,638 79,592 51 %0 June 99,060 33% Kwersnip data aoove does not include Starline Trolley data s'w+✓'w..'*dsfZM «. Ymt%'me.. x'.45. ,s ✓ a.s &. - ,�..✓v m r�,y. x ,2 miff✓*'+...�{,i sx:�+r F'[ Sf4t 3°9z'. P"C &UkvF : �RJ" Yui e> c, �-. 9RYn/ i�t v, rc i., r v � .,,..., wd, ar, ,.,�.n, J ✓. £�.. si � iu,. Greater Roanoke Transit Company -• V�rglria _— Phone i Respectfully Submitted, General Manager COPY: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company I P, Greater Roanoke Transit Company Board of Directors Meeting July 20, 2020 Honorable Anita J. Price, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: GRTC Board Approval — Valley Metro Public Transportation Agency Safety Plan Background On July 19, 2018, FTA published the Public Transportation Agency Safety Plan (PTASP) Final Rule, which requires certain operators of public transportation systems that receive federal funds under FTA's Urbanized Area Formula Grants to develop safety plans that include the processes and procedures to implement Safety Management Systems (SMS). The plan must include safety performance targets. Transit operators also must certify they have a safety plan in place meeting the requirements of the rule by December 31, 2020. (* NOTE: On April 30, 2020, the FTA issued a Notice of Enforcement Discretion, effectively extending the PTASP compliance deadline from July 20 2020 to December 31, 2020.1 FTA will refrain from taking enforcement against FTA recipients and subrecipients that are unable to certify that they have established a compliant PTASP until January 1, 2021. The plan must be updated and certified by the transit agency annually. In order to meet the requirements set by the FTA, Valley Metro will be participating in the Virginia Statewide Public Transportation Agency Safety Plan (PTASP) for Small Public Transportation Providers along with 14 other small transit agencies in the Commonwealth. The GRTC Board of Directors received a copy of the draft Virginia Statewide PTASP and Appendix G — Greater Roanoke Transit Company (Valley Metro) for review and comment. Recommendation Approve Valley Metro's PTASP plan as part of the Virginia Statewide PTASP — Appendix G. Respectfully Submitted, 7 Kevin L. Price General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company k rgiirll U _�4032 pl3. ��;t uw ; ax' Valley View /Walmart Shelter Project Review Since 2011, Valley Metro staff have been negotiating with Valley View Mall leadership, Sears, Walmart Corporate Real Estate, and local officials in an effort to complete this important project. Listed below is a more recent timeline of activities related to the proposed project. • October 2012 — Conceptual bus stop shelter designed and submitted to partners for review /approval • February 2013 — Walmart agrees to bus stop shelter project "in principal" • November 2013 — Architectural and Engineering (A &E) Request for Proposal issued — Walmart Shelter • October 2014 — Walmart Corporate Real Estate agrees to support bus shelter project • November 2014 — A &E firm for Walmart shelter project is awarded Valley View /Walmart Shelter Project Review Over multiple years(5 +) , in addition to the timeline illustrated earlier, and multiple project designs illustrated in subsequent slides, additional challenges were experienced by the project team as listed below: • Sears corporate real estate disputes Walmart /Valley Metro general access to Ring Road (later resolved by documents provided by the City Attorney's office) • Staff turnover at Walmart corporate real estate office • Project site underground utility relocation issues • Inconsistent communications /responses from affected property owners As a result of the challenges stated above and the desire to continue with bus shelter program in general, Valley Metro decided focus on other bus shelter projects in the service area (as mentioned in the Management Update letter). In a more recent development, Valley Metro has developed an additional bus stop shelter design for consideration (to be presented later in this presentation). Valley Metro has presented the most recent design to Valley View Mall management. An in- person meeting with Valley View Mall management has been scheduled for August 20, 2020 to continue discussions. Design #1 Design #2 - A &E firm's first conceptual design (wholly on Walmart property) — Sears questions Ring Road access, does not concur .� /%%% rp: y Ca^fa 7 �I' �ropc ^ly n shor- is opprozlrnaac — Ob:c.racc `mom Roa ^oza City CIS 'N AL SJR VEY _ L161ITS SHOWN HATCHED _ 1 % w / YALN wn' I uMfUGN CRNIFJf tF{Ni -Ili uC.ALL / / / ADDITIONAL SURVEY EXHIBIT SCALE. 1' - 29 FIGURI Draper Aden Associates ROANOKE VALLEY TRANSIT - WALMART BUS SHELTER 2 104 ?A:6 tl�.NM� =LK CITY dF ROANOKE, VIRGINIA PROJECT: 5141105-01 DATE 12,2112016 Underground Utility Challenges Uncovered (Water line relocation) — Project moved further onto Sears property Design #3 — Proposed project on Walmart property — Walmart does not agree, remains committed to Design #2 !Jew y ,�• � � � ; `�' Elm t . d a • Design #4 — Proposed design in mall overflow lot, on mall and Walmart property. Meeting with mall management on August 20, 2020 to discuss options. Greater Roanoke Transit Company Federal Transit Administration Draft — Financial Oversight Review W=IIqWVM 'am Roanoke, Virginia Background • Issue of irregularities associated with the draw down of allocated funds from the Federal Transit Administration (FTA) • Capital funds drawn down and used to pay operating expenses — Without approval of General Manager or Assistant General Manager • Triggered FTA Financial Management Oversight Review — Review conducted in December 2019 — FTA delayed draft report due to COVID -19 Pandemic — Draft report received on July 2, 2020 • Issue documented in the FY 2018 -2019 External Audit FMO Review Findings • GRTC did not immediately notify FTA of financial and technical capacity impairment, and instead of seeking guidance, used capital funds to pay operating costs — operating grant was not submitted in a timely manner and retroactively approved • Local match funding was not provided at the time of two of the draw downs • Capital draw downs were not expended on capital items within 3 business days FMO Review Findings • One draw down for $469,648 of Federal funds did not have any supporting documents — A payable liability of $469,468 was recorded and returned to the FTA on June 24, 2020 — Draw down request submitted to FTA for $471,744 on July 2, 2020 which included the $469,648 returned — Funding received on July 10, 2020 • Seven drawdowns totaling $2,562,460 were not properly signed or approved • Four draw downs included a total of $24,571 of Federal expenses not associated with an approved Activity Line Item • Inadequate controls over payments to vendors. Vendors were not paid within 30 days for 11 out of 40 invoices tested • Inadequate physical controls over maintenance supplies. Possible Penalties • FTA can require the capital funds be paid back — Retroactive approval of the operating grant may serve as a mitigating factor • Anticipate the requirement to pay interest of $8,657 associated with the federal assistance draw down and not spent within three calendar days Underlying Causes and Remedial Actions • Underlying Causes — Finance Department consists of 3 full -time positions — Position turnover — Remaining staff could not handle workload and did not request assistance • Remedial Actions — Department adjustments made — Part -time position added to staffing compliment — Working on response to FTA findings — Working on enhancing and adhering to internal controls — Initial request made to City Internal Auditing to review policies and practices Greater Roanoke Transit Company Board of Directors Meeting July 20, 2020 Honorable Anita J. Price, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: GRTC Board Approval — Valley Metro Public Transportation Agency Safety Plan Background On July 19, 2018, FTA published the Public Transportation Agency Safety Plan ( PTASP) Final Rule, which requires certain operators of public transportation systems that receive federal funds under FTA's Urbanized Area Formula Grants to develop safety plans that include the processes and procedures to implement Safety Management Systems (SMS). The plan must include safety performance targets. Transit operators also must certify they have a safety plan in place meeting the requirements of the rule by December 31, 2020. f' NOTE: On April 30, 2020, the FTA issued a Notice of Enforcement Discretion, effectively extending the PTASP compliance deadline from July 20, 2020, to December 31, 20201 PTA will refrain from taking enforcement against FTA recipients and subrecipients that are unable to certify that they have established a compliant PTASP until January 1, 2021. The plan must be updated and certified by the transit agency annually. In order to meet the requirements set by the FTA, Valley Metro will be participating in the Virginia Statewide Public Transportation Agency Plan ( PTASP) for Small Public Transportation Providers along with 14 other small transit agencies in the Commonwealth. The GRTC Board of Directors received a copy of the draft Virginia Statewide PTASP and Appendix K — Greater Roanoke Transit Company (Valley Metro) for review and comment. Recommendation Approve Valley Metro's PTASP plan as part of the Virginia Statewide PTASP — Appendix K. Respectfully Submitted, lm `C-e- � Kevin L. Price General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Crcatcr ftc,anoke T•ans:t Ccrr,paar y APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) G1 ABOUT VALLEY METRO The Greater Roanoke Transit Company (GRTC), hereafter referred to as "Valley Metro." Valley Metro is a private, nonprofit, public transportation agency wholly owned by the City of Roanoke. Valley Metro, provides a comprehensive range of transportation services to the residents of the Greater Roanoke Valley Area and outlying areas. Valley Metro provides fixed -route service to the City of Roanoke, the City of Salem, and the Town of Vinton. The current operating times for Valley Metro are six days per week (Monday through Saturday), from approximately 5:45 a.m. until 8:45 p.m. Other services provided by Valley Metro include; The Star Line Trolley, a trolley network that connects downtown Roanoke's historic Market with the Carilion Roanoke Memorial Hospital; The Smart Way commuter service, a commuter bus service that links the Roanoke Valley to the New River Valley; the STAR complimentary paratransit service, a specialized transportation service provided to passengers unable to use the fixed route service as mandated by the Americans with Disabilities Act. Valley Metro is managed by a General Manager and an Assistant General Manager that are First Transit employees. First Transit, in turn, works with a subcontractor, the Southwestern Virginia Transit Management Company ( SVTMC), to provide management services. SVTMC employs all the individuals that operate the bus system on a day to day basis. Valley Metro contracts its STAR paratransit service with Unified Human Services, Inc. GRTC is governed by a Board of Directors, consisting of seven members. Valley Metro headquarters are located at the Roy Z. Administrative Facility, 1108 Campbell Avenue, S.E. in Roanoke. Valley Metro also owns and operates the Campbell Court Transit Center in downtown Roanoke. Valley Metro operates a variety of transit vehicles, including transit buses, cutaways, trolley coaches, and over - the -road coaches. Valley Metro operates approximately 38 vehicles in peak revenue service. Meador Operations, Maintenance, and The General Manager of Valley Metro is the Accountable Executive, and has the ultimate authority to allocate human and financial resources to address safety issues. The General Manager reports to the GRTC Board of Directors. G2 REVISION HISTORY — VALLEY METRO Each year, Valley Metro will be required to work with DRPT to review and revise its portion of the Statewide PTASP. DRPT will work with each agency to initiate this process prior to release of a new revision of the Plan. The following table shows the history of revisions solely for Valley Metro's PTASP sections. Table G -1: Revision .` abke Rev. 0 1 Initial PTASP developed for all required bus agencies -MDLffR.°T- Appendix G 1 1 APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) G3 SAFETY MANAGEMENT POLICY G3.1 SAFETY POLICY STATEMENT Safety is a core value of Greater Roanoke Transit Company, or Valley Metro. Valley Metro is committed to providing safe, reliable transit service to the Roanoke Valley and surrounding areas. Valley Metro is also committed to developing and implementing the structures, roles and responsibilities, and providing the resources needed to effectively manage safety risk using the principles of Safety Management Systems (SMS). This Public Transportation Agency Safety Plan (PTASP) is written in accordance with the requirements set forth by 49 CFR Part 673, the National Public Transportation Safety Plan, and the Commonwealth of Virginia. This PTASP defines the authorities and accountabilities and responsibilities, as well as the safety management roles and responsibilities for key Valley Metro staff. All Valley Metro employees are held accountable for the overall safety performance of Valley Metro, and for carrying out their individual safety roles and responsibilities. With the execution of this PTASP, Valley Metro managers and employees are accountable for the delivery of the highest achievable levels of safety performance. Valley Metro will establish a culture of safety among its managers and employees, such that safety is at the core of all operational and administrative decisions and actions. Valley Metro passengers can count on our organization to provide safe and reliable service. Managers and executives must meet or exceed the minimum thresholds and requirements set forth in all Valley Metro plans, policies, and procedures. Valley Metro will also meet or exceed all local, state, and federal regulations and requirements related to the safety of the transit system. To achieve these safety goals, Valley Metro has established measurable safety performance targets, outlined in this PTASP, in accordance with the National Public Transportation Safety Plan. Using the SMS processes described in this PTASP, Valley Metro will continually measure and assess the achievement of its safety performance targets through its Safety Management Policies, Safety Risk Management processes, Safety Assurance activities, and Safety Promotion, including, but not limited to: • Ensuring constant communication and awareness of Valley Metro's safety policies throughout the organization • Clearly defining the safety roles, responsibilities, and accountabilities of Valley Metro personnel • Communicating safety policies and safety information throughout the organization • Identifying, analyzing, and mitigating safety risks • Measuring and monitoring safety performance • Providing employees with key safety competencies and training • Providing all employees with the ability to identify and report safety concerns As the General Manager, I am the Accountable Executiv e responsibility for the safety of Valley Metro. With this plan accountable and responsible for the implementation of the herein. General Manager /Accountable Executive GRTC Board of Directors - President • 1 Roff -* and have ultimate authority and all Valley Metro staff are hereby all of the SMS activities described Date Date Appendix G 1 2 G3.2 SAFETY GOALS, OBJECTIVES, AND TARGETS Valley Metro has established the following measurable Safety Performance Targets as a benchmark for the overall safety performance of the agency. The activities used to measure the achievement of these targets generally include information collected and provided to the National Transit Database (NTD). Table G -2: GLTC Saftety Performance Targets Fixed Less than .5 Less than 1 injuries per 17 reportable event 10,000 3,200 Route 0 0 9 100,000 vehicle per 100,000 vehicle miles miles revenue miles revenue miles Paratransit/ Less than .5 Less than 1 injuries per reportable event 8 10,000 3,200 Demand 0 0 3 100,000 vehicle per 100,000 vehicle miles miles Response revenue miles revenue miles NTD defines the above categories as follows: Reportable Event (Major) A safety or security event occurring on a transit right -of -way or infrastructure, at a transit revenue facility, or at a transit maintenance facility during a transit - related maintenance activity or involving a transit revenue vehicle that results in one of more of the following conditions: • A fatality confirmed within 30 days of the event • An injury requiring immediate medical attention away from the scene for one or more person • Property damage equal to or exceeding $25,000 • Collisions involving transit revenue vehicles that require towing away from the scene for a transit roadway vehicle or other non - transit roadway vehicle • An evacuation for life safety reasons • FI T• Appendix G 3 Non -Major Summary Incident /Event (Minor) Less severe incidents or events that do not meet the requirements of Reportable Events listed above, such as: • Other injuries or safety occurrences not otherwise classified • Fires Major Mechanical System Failures NTD defines these as failures that limit actual vehicle movement or create safety issues, including but not limited to: • Brakes • Doors • Engine cooling systems • Steering, axles, and suspension Minor Mechanical System Failures Minor failures could include some other mechanical element of a revenue vehicle not caused by a collision, natural disaster, or vandalism, but, because of Valley Metro policy, prevents the revenue vehicle from completing a scheduled revenue trip or from starting the next scheduled revenue trip even though the vehicle is physically able to continue in revenue service, such as, but not limited to: • Fareboxes • Wheelchair lifts • Heating, ventilation, and air conditioning (HVAC) systems Valley Metro may elect to add additional measurable safety performance targets in the future, depending on data trends collected through its Safety Assurance and Safety Risk Management activities. The General Manager is responsible for ensuring that Valley Metro Directors are performing the SMS activities needed to collect and analyze the safety data needed to measure safety performance, and for periodically reporting on the agency's safety performance to the City of Roanoke and to the Valley Metro Board of Directors. The General Manager and Directors are responsible for periodically evaluating the safety performance targets and determining whether they require revision, alongside all of the other SMS processes as part of the annual PTASP review and revision process, alongside DRPT. Working with DRPT, Valley Metro shall annually provide its Safety Performance Targets to the Roanoke Valley- Allegheny Regional Commission ( RVARC) to help aid in the transportation planning process. DRPT will coordinate with RVARC and Valley Metro in the selection of Valley Metro's safety performance targets. G3.3 EMPLOYEE SAFETY REPORTING Valley Metro employees have the ability to report safety issues using the Near Miss Report form. Per Valley Metro policy, a near miss is an unplanned event that did not result in an accident or injury, but had the potential to do so. The Valley Metro Near Miss /Hazard Reporting Program stipulates that, while it does not replace or supersede existing Valley Metro plans, policies and procedures or collective bargaining agreements, Valley Metro will take no disciplinary action against employees involved in or reporting a near miss event. . ORST• Appendix G APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) Valley Metro's Collective Bargaining Agreement with Amalgamated Transit Union (ATU) Local 1493 includes a Code of Discipline that outlines those employee behaviors that may result in disciplinary action. Further, the GRTC Bus Operator Training Manual lists violations and types of incidents that would be subject to disciplinary action, up to and including discharge. G3.4 SAFETY POLICY COMMUNICATION It is the policy of Valley Metro to communicate the safety policies in this PTASP with all affected employees throughout the organization. The Assistant General Manager or their designee is responsible for ensuring that Valley Metro safety policies are disseminated through training, formal and informal meetings, and verbal and written communication with employees. Valley Metro's Safety Policy will be provided to every new employee alongside printed training materials. Valley Metro managers and executive staff will have access to the complete Valley Metro PTASP in both hard copy and electronically. Valley Metro safety meetings and leadership team meetings include discussion of safety performance objectives, targets, and indicators. The Training and Safety Coordinator, working with the Directors of Transportation and Maintenance, along with the Safety Compliance Officer, is responsible for compiling data on safety performance. Human Resources is responsible for publishing quarterly newsletters with safety performance reports, and for posting these newsletters in the employee break room. Human Resources, working with Transportation and the Safety Compliance Officer, is responsible for posting additional safety information and initiatives in the break room. G3.5 SAFETY ACCOUNTABILITIES AND RESPONSIBILITIES General Manager (GM). The GM of Valley Metro is the agency's Accountable Executive. The GM is responsible for overseeing the safety program and for maintaining safe working conditions and practices for all Valley Metro personnel. The GM is responsible for ensuring that the SMS is effectively implemented throughout Valley Metro as an organization, and for holding managers and employees accountable for fulfilling their respective safety roles and responsibilities. In accordance with 49 CFR Part 673.23(d), the GM has the authority and responsibility to allocate human and capital resources to address safety risks. Overall, the GM is responsible for the following specific activities: • Ensuring Valley Metro meets the requirements set forth by the City of Roanoke • Ensuring the development of plans, policies, and procedures throughout the organization that clearly define management and employee safety roles and responsibilities • Ensuring Valley Metro meets or exceeds minimum local, state, and federal regulatory requirements • Holding managers and employees accountable for safety performance • Ensuring compliance with the safety activities described in this PTASP • Instilling a culture of safety throughout the organization • Finance • Procurement and Solicitations • Human Resources Assistant General Manager (AGM). The AGM reports directly to the GM, and serves as Valley Metro's Chief Safety Officer (CSO). The GM has formally designated the AGM as the CSO. As a transit executive with extensive knowledge of transit operations and maintenance, the CSO has • ffR"T• Appendix G APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) the authority and responsibility for the day -to -day implementation of Valley Metro's SMS. The AGM is responsible for overseeing the following functions, including: • Safety and compliance • Transportation • Maintenance • Facilities • Information Technology (Network) • Equal Employment Opportunity (EEO), Title VI, and DBE Compliance The AGM serves as Valley Metro's Chief Safety Officer (CSO), and has delegated safety and training functions to the Safety Compliance Officer, as well as to the Training and Safety Coordinator, part of the Transportation department. Both of these individuals have received adequate and appropriate training to perform their safety functions, and have both completed the Transit Safety and Security Program (TSSP) Certificate, provided by the Transportation Safety Institute. The Safety Compliance Officer is responsible for coordinating the implementation, review, and update of Valley Metro's PTASP, and for conducting regular documented safety inspections of Valley Metro facilities and equipment. The Safety Compliance Officer is responsible for overseeing the review and revision of Valley Metro's standard and emergency operating procedures related to safety - critical duties of frontline employees; and enforcing safety requirements. The Director of Transportation oversees the Transportation Division, which includes all bus operations, dispatch, and supervision functions, as well as an Assistant Director of Transportation, who helps manage day -to -day bus operations. All Transportation employees are responsible for understanding their SMS responsibilities, including Safety Risk Management and Safety Assurance activities. The Director of Transportation is responsible for serving as a liaison with external first responder agencies from the City of Roanoke as well as other jurisdictions in the Valley Metro service area, and for communication with the city's Emergency Operations Center (EOC). This includes coordinating Valley Metro participation in any emergency drills or exercises. The Director of Transportation also administers the Drug and Alcohol Program. The Training and Safety Coordinator is a Supervisor -level employee and is responsible for ensuring the provision of all required training, including safety - related training, to Valley Metro frontline employees. Supervisors are cross - trained to perform both dispatch and street supervision of bus operators. Supervisors are responsible for leading on -scene accident investigation activities and for completing associated investigation reports. Supervisors manage the safety - critical operations at Campbell Court approximately every hour, and routinely observe Operators to manage and enforce operating rule compliance. In their dispatch role, Supervisors are in direct contact with local police, fire, and emergency medical services (EMS), and are responsible for clear and compliant radio communications. Supervisors are trained in "reasonable suspicion" in accordance with 49 CFR Part 655, and are responsible for assessing the fitness - for -duty of Operators as they report for their shifts. Information Officers are stationed at Campbell Court and provide customer service and support to transit patrons. They are responsible for contacting dispatch to report and safety - related issues. Operators are responsible for exercising maximum care and good judgment at all times while driving Valley Metro vehicles, and for following all Valley Metro rules and procedures in the execution of their duties. Operators must maintain and have in their possession a valid Virginia .DI Appendix G APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) operator's license or Commercial Driver's License (CDL) as required by law at all times while operating Valley Metro vehicles. Operators must also maintain and have in their possession a valid Department of Transportation medical examiners certificate, as required by law or regulation, at all times while operating a Valley Metro vehicle. Other duties include, but are not limited to, reporting safety hazards and accidents to dispatch, completing near -miss reports, completing pre - trip inspections, and attending safety meetings. The Director of Maintenance is responsible for the maintenance and reliability of Valley Metro's fleet, including overseeing bus mechanics, cleaners, and inventory control staff. Maintenance personnel are responsible for completing required safety training and for fulfilling their delegated safety and SMS responsibilities. Mechanics are responsible for adhering to all maintenance plans and procedures, and for completing inspections and repairs in accordance with established maintenance intervals. The Director of Human Resources is responsible for maintaining employee personnel files, including any records of disciplinary action in accordance with the current Collective Bargaining Agreement. Human Resources also publishes the quarterly newsletter, which includes safety performance data. All Valley Metro personnel are responsible for performing key SMS activities, including, but not limited to, immediately reporting safety hazards to the Safety Compliance Officer or to their immediate supervisor, completing all training required for the safe performance of their duties, attending safety meetings as required, and for performing their duties in a safe manner. G3.6 SAFETY MEETINGS Valley Metro holds a bi- monthly safety meeting involving bus operators, supervisors, mechanics, and management. The safety meetings are an opportunity for Valley Metro employees to identify and discuss safety concerns with management, and for management to convey information regarding safety performance to employees. The Training and Safety Coordinator is responsible for facilitating these meetings, and for compiling and disseminating data on safety performance. The Training and Safety Coordinator is also responsible for documenting these meetings with agendas and attendance sign -in sheets. Additionally, the Valley Metro leadership team, including the GM, AGM, and Directors, hold regular informal meetings where safety is a regular topic of discussion. G3.7 DOCUMENTATION AND RECORDKEEPING Valley Metro safety is governed by this PTASP as well as several referenced standalone documents. This includes the Bus Operator Training Manual, which in turn includes a series of policies, procedures requirements regarding the safety of Valley Metro. Some of these policies, procedures and requirements are referenced in this PTASP while others are repeated in this document. The Training and Safety Coordinator is responsible for ensuring the maintenance, review, and update of the Bus Operator Training Manual. Management Commitment to Safety Safety Program Responsibilities o Compliance Responsibilities o Safety Incentive Program Operators — Initial Hire • Minimum Qualifications and Procedures • Initial Training �RM3rW. Appendix G 7 APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) • Operators - Ongoing Supervision and Training • Training — Refresher /Retraining • Evaluation and Supervision o Motor Vehicle Record Checks • Annual Physical Examination • Safety Meetings • Seat -Belt Usage • Discipline /Recognition • Preventable Accidents /Injuries • Vehicles and Equipment o Preventive Maintenance o Pre- and Post -Trip Inspections • Accident Management • Day to Day Operations — Monitoring for Safety Valley Metro records developed and maintained by the agency to document the SMS and to measure its effectiveness are described in the Safety Risk Management and Safety Assurance sections below, and generally include operations rule compliance checks, accident reports, training records, maintenance records and work orders, and drug and alcohol program testing records. Individual departments are generally responsible for the maintenance of their respective records in accordance with applicable requirements. At a minimum, Valley Metro retains all records related to the implementation of SMS for a minimum of three years. All such documentation will be made available upon request to the FTA, DRPT, or any other entities having jurisdiction. 64 SAFETY RISK MANAGEMENT This section of the PTASP establishes formal processes for the identification, analysis, and mitigation of safety hazards. Safety hazards are any real or potential condition that can cause injury, illness, or death; damage to or loss of the facilities, equipment, vehicles, or infrastructure of a public transportation system; or damage to the environment. G4.1 HAZARD IDENTIFICATION Valley Metro managers and front -line employees identify safety hazards using a variety of methods, including but not necessarily limited to: • Operator reports to dispatchers • Near miss reporting by operators • Safety meetings • Operator pre -trip inspections • Mechanic reports to the Director of Maintenance • Facility and equipment inspections performed by the Safety Compliance Officer • Supervisors' daily logs • Customer service complaints to Dispatch • Quarterly reports from the RADAR paratransit subcontractor to the Director of Maintenance Individual department Directors are responsible for regularly monitoring these sources of hazard data to determine whether safety hazards require further action or analysis. The Safety WRIFT - Appendix G 1 8 APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) Compliance Officer is responsible for working with the department Directors hers and regularly monitoring each of the above sources of safety data and for systematically tracking them in a database. This individual is also responsible for direct observation and identification of safety hazards via the facility and equipment inspections process. As appropriate, Valley Metro will incorporate any relevant safety data provided by local, state, and federal oversight and regulatory bodies into the safety risk management process. G4.2 HAZARD ANALYSIS AND EVALUATION Valley Metro analyzes and evaluates potential safety hazards identified through the above - listed information sources using a variety of methods: • During safety and staff meetings, Managers, Directors, Supervisors, and employees have the opportunity to discuss and review safety hazards. • Individual department Directors are responsible for continually monitoring the sources of safety data under their respective authority and responsibility, and for using the principles of Safety Risk Management to help evaluate and prioritize the mitigation of those safety hazards. • The Training and Safety Coordinator is responsible for compiling reports on safety performance, including accidents and incidents, and for disseminating information on safety hazards to Valley Metro management. • The Safety Compliance Officer is responsible for working closely with all department Directors to review and evaluate potential safety hazards in accordance with Safety Risk Management principles. Valley Metro is committed to the analysis and evaluation of hazards for the purpose of prioritizing the management and mitigation of safety risk. Valley Metro management is responsible for receiving and evaluating hazards based on severity and probability through a formal hazard analysis process. Valley Metro will use a hazard assessment process based off of Military Standard 882E to evaluate identified hazards as described in the DRPT PTASP section 3.1: Safety Risk Management Processes. See more detail on the process for rating hazards for all small transit providers covered by the DRPT PTASP in section 3.1 of the Statewide PTASP introduction. Valley Metro's GM, AGM, and Safety Compliance Officer are responsible for the review of all unacceptable hazards. Through both the safety meetings and informal leadership meetings, senior management, including affected department directors, is responsible for overseeing the development and implementation of mitigations for such unacceptable hazards. Valley Metro management has the discretion to prioritize hazards of a lower risk level and determine whether mitigation is needed. All such decisions are documented in meeting minutes, tracking logs, or other means deemed appropriate by Valley Metro managers for posterity. All such documentation must be preserved for posterity in accordance with Valley Metro's documentation and recordkeeping requirements for SMS- related documentation. C4.3 SAFETY RISK MITIGATIONS Valley Metro's safety risk mitigation strategies include the development of corrective or preventive actions to help reduce the likelihood that safety hazards will reappear in the future. As noted earlier, Valley Metro's GM, AGM, Safety Compliance Officer, and department Directors are responsible for working together to develop and implement such mitigations. Valley Metro management is responsible for obtaining relevant input and feedback from the Training and -RDWR —I'• Appendix G APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) Safety Coordinator, Supervisors, and frontline employees and outside experts as necessary in the creation of mitigations. The primary forum for the formal discussion and documentation of such mitigations will be the staff meetings. r.A 4 HAZARD TRACKING AND RECORDKEEPING Valley Metro's Safety Compliance Officer is responsible for the documentation, tracking, and monitoring of safety hazards and any associated mitigations or corrective actions. The primary tracking mechanism for hazards and their associated mitigations is a spreadsheet that serves as a central repository of information that captures, at a minimum, the following information: • Date of identification or discovery of the safety hazard • Source of the information • Brief description of the hazard • Potential Consequence • Description of any associated mitigations or corrective actions to address the hazard • Person(s) responsible for implementation of the mitigation • Current status This spreadsheet also captures information related to mitigations developed to address the results of event investigations, inspections, and audits. The Safety Compliance Officer is responsible for the regular, ongoing maintenance and update of this spreadsheet. A sample Risk Register for tracking hazards has been included in the DRPT PTASP section 3.2: Safety Risk Register. Valley Metro management is responsible for regularly reviewing and evaluating the safety mitigations to determine their effectiveness, and to consider alternative approaches as needed. G5 SAFETY ASSURANCE G!; 1 SAFETY PERFORMANCE MONITORING Valley Metro uses a variety of formal and informal processes to monitor and measure safety performance, both proactively and reactively. Management regularly monitors safety performance through leadership team meetings, safety meetings, investigations, and frequent, ongoing conversations with supervisory and front -line employees. Individual department Directors are responsible for regularly reviewing and monitoring safety - related information that is produced by their respective departments and employees. As described in the Safety Risk Management section above, department Directors are responsible for reviewing safety - related data for potential safety hazards, and for evaluating those hazards to determine whether mitigation is needed. Directors are also responsible for communicating information regarding safety performance with the GM and AGM, and with other affected departments through meetings and reports. G5.1.1 OPERATIONS: Supervisors are responsible for continually evaluating the safety performance of Valley Metro's operators. In accordance with the Valley Metro Bus Operator Training Manual, Valley Metro Supervisors, or safety staff are responsible for completing Ride Checks and Road Observations. Any rule violations must be documented using the Employee Performance Memo (EPM). The Director and Assistant Director of Transportation review all EPMs and determine what follow up is needed with individual employees, such as Valley Metro's Safety Retraining process, or whether there are patterns or trends suggesting more systemic safety issues. In such cases, the . ^R.°T. Appendix G 1 10 APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) Director of Transportation or their designee is responsible for evaluating potential alternative mitigations, such as training or re- training, review or update of policies, procedures, or training programs, or addressing physical or operational issues that may be the responsibility of entities outside of Valley Metro, such as City of Roanoke's Department of Public Works (for example, street markings or stripes, or traffic signal timing or visibility). During dispatch shifts, Supervisors are also responsible for completing daily logs, which are spreadsheets containing information about unusual occurrences during operations, such as delays or safety events. The Director of Transportation or their designee is responsible for the regular review of all daily logs for the purpose of identifying safety hazards and monitoring safety performance. Operators are responsible for completing pre -trip inspection forms before beginning their routes, and for providing the completed forms to the Director of Maintenance. G5.1.2 MAINTENANCE The Director of Maintenance is responsible for the overall maintenance of Valley Metro, equipment, and vehicles. Vehicle Maintenance is governed by the Vehicle Safety Program, which includes detailed requirements for preventive maintenance, pre- and post -trip inspections, emergency equipment, and vehicle safety and security. The Director of Maintenance, or their designee, is also responsible for regularly reviewing and monitoring Valley Metro maintenance and inspection activities for the purpose of monitoring safety performance and evaluating potential safety hazards. The Director of Maintenance reviews all completed pre -trip inspection forms, inspection checklists completed by the mechanics, and maintenance work orders. The Director of Maintenance or their designee is responsible for communicating any safety hazards identified through the maintenance process to front -line maintenance employees during daily informal "toolbox" discussions, and during regularly - scheduled safety meetings involving other departments. The Director of Maintenance also is responsible for reviewing overall safety performance of the subcontracted STAR paratransit service through the review of quarterly reports provided by the vendor. The Director of Maintenance or their designee is responsible for performing periodic inspections of the paratransit fleet. G5.1.3 FACILITIES SUPERVISOR The Facilities Supervisor is responsible for the overall maintenance of Valley Metro facilities, and equipment. Facilities maintenance is governed by the Facility Maintenance Plan, which includes detailed safety requirements related to chemical hazards, electrical hazards, fire hazards, fire extinguishers, physical hazards, hand and power tool safety, heat stress, as well as required personal protective equipment. G5.2 OTHER SAFETY PERFORMANCE MONITORING ACTIVITIES AND DATA COLLECTION Valley Metro administers a United States Department of Transportation (USDOT) compliant drug and alcohol testing program. The Director of Transportation is responsible for the administration of the program, including working with Valley Metro's collection vendor to facilitate all types of testing, including pre - employment, random, post- accident, return -to -duty, and follow -up testing. The Director of Transportation is also responsible for the administration of required drug and alcohol awareness training to covered employees, as well as training in reasonable suspicion to _DR�• Appendix G 11 APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) supervisors and affected managers. Valley Metro's drug and alcohol testing program is described in detail in the Southwest Virginia Transit Management Company, Inc. Substance Abuse Policy. The Director of Transportation or their designee is responsible for reporting safety events, as required, to the National Transit Database, in consultation with Valley Metro Managers. G5.3 PROCESS EVALUATION The Safety Compliance Officer is responsible for working with individual department Directors or their designees to ensure that they are regularly evaluating safety performance and the effectiveness of the safety mitigations described above in the Safety Risk Management section. The managers are responsible for evaluating alternative mitigations or approaches in the event that they determine a given mitigation to be ineffective. The Safety Compliance Officer is also responsible for regularly monitoring the effectiveness of Valley Metro's employee safety reporting program. This includes, but is not necessarily limited to, the effective usage of the Near Miss Reporting form, and the level of information provided by employees during safety meetings. The Safety Compliance Officer will, as needed, work with management to evaluate any needed changes to the employee safety reporting program. G5.4 EVENT INVESTIGATIONS Valley Metro has a formal process for the investigation into safety events, including accidents, incidents, and occurrences. The investigation process is detailed in the GRTC Operator Training Manual, and result in a variety of report documentation. All preventable accidents result in the formation of an Accident Review Committee (ARC). The ARC will be made up of equal numbers of bargaining unit members and non - bargaining unit members, and one neutral party. The ARC will consist of not more than five, but not less than three persons. The committee uses the National Safety Council Guide to Determine Accident Preventability to complete the ARC report. The ARC is responsible for identifying, analyzing, and reporting the causal factors leading to each event. Other documents resulting from investigations may include, but are not necessarily limited to • Bloodborne Pathogen Exposure Incident Report • Incident Report • Motor Vehicle Crash Report • Injury Report • Crash Report Checklist • Post - Accident Individual Test Summary • Supervisor's Crash Report Supervisors are primarily responsible for the investigation of safety events, and for performing all of the activities listed in the Crash Report Checklist, both at the scene of the event and post- crash. Supervisors must all complete relevant accident investigation training in order to be qualified to conduct investigations. Other Valley Metro Supervisors are responsible for participation in the investigation process, as needed and as determined by the Director of Transportation. The Director of Maintenance or their designee is responsible for evaluating the condition of vehicle maintenance and damage during investigations. The Training and Safety Coordinator is responsible for logging all safety events into a spreadsheet that includes, but not limited to, the following information: • Data of event . WR V. Appendix G 1 12 APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) • Vehicle number • Location • Description /damage • Whether EMS was needed The Director of Transportation or their designee is responsible for working with Valley Metro's insurance and risk management to ensure the provision of relevant investigation information. Every quarter, the Training and Safety Coordinator is responsible for producing reports on safety performance, including information regarding the following categories of safety events: • Right and left -side clearance • Rear -end • Backing • Head -on or T -bone • Bay Door The reports are disseminated through the safety meetings, as well as through the newsletters published by Human Resources. G6 SAFETY PROMOTION G6.1 SAFETY COMMUNICATION As discussed earlier in Section 3.4, Valley Metro uses a variety of methods to communicate safety information to ensure that all employees are aware of the Safety Management Policy, as well as the processes, activities, and tools that are relevant to their responsibilities. The agency's safety policies and other information related to employee safety and SMS responsibilities are provided to each Valley Metro employee. This PTASP and referenced plans, policies, and procedures are available to all affected employees digitally or in hard copy. Individual department directors, or their designees, are responsible for posting safety - related bulletins and other messages in areas visible to frontline operations and maintenance employees, such as the employee break room. If necessary, management will ensure that safety - related materials are directly distributed to individual employees. Management may require employees to acknowledge, in writing, their receipt and understanding of safety - related information. HR writes and distributes a quarterly newsletter to all employees. The Training and Safety Coordinator is responsible for providing accident data to HR for inclusion in the newsletter. Valley Metro front -line employees, supervisors, Directors and managers use the safety meetings and staff meeting to discuss hazards and safety performance information. Management uses the safety meetings to discuss hazard and safety risk information relevant to employees' responsibilities, and to explain why safety actions have been taken, or why safety procedures may have been introduced or changed, in response to reports received through the employee safety reporting program. As described in the GRTC Operator Training Manual, Valley Metro uses a Safety Incentive Program to reward safe driving. . ffRWJ • Appendix G 1 13 APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) G6.1.1 COMPETENCIES AND TRAINING Valley Metro has a formal process in place to ensure that employees receive the appropriate competencies and training to safely perform their duties. As described in the GRTC Operator Training Manual, Valley Metro has minimum requirements related to: • The initial hiring of bus operators, including, but not limited to, physical requirements, criminal background checks, and licensing. • Initial training requirements, such as: • Valley Metro Policies and Procedures • Federal and State Guidelines and Regulations • Pre- and Post -Trip Inspections o Vehicle Familiarization o Bus Operations and Maneuvering o Special Driving Conditions o Backing o Bad Weather • Boarding and Alighting Passengers • Transportation Safety Institute Certification • Passenger Assistance Training • On -Road Training All of the above topics are covered as part of the Operator training program. The training typically lasts between eight and eleven weeks, depending upon the proficiency of the student. All Operators receive both classroom and road training, all of which is the responsibility of the Training and Safety Coordinator along with selected Operators, known as Behind the Wheel (BTW) Driver Trainers, who help train and evaluate new students. Valley Metro also has regular ongoing observation of its operators through regular observations, ride checks, and refresher training, provided as needed by the BTWs, Supervisors, the Training and Safety Coordinator, and Directors. All student Operators are provided training materials developed by the Transportation Safety Institute, along with other relevant Valley Metro - specific policies and procedures. At the end of the training process, all new Operators must successfully pass a written exam with a minimum passing score of 80 %. The Training and Safety Coordinator is responsible for ensuring the completion of all Operator training in a timely manner, and for maintaining Transportation employee training records. Each training record includes a checklist of all training requirements and whether they have been successfully completed. The Director of Maintenance is responsible for ensuring that maintenance employees are sufficiently trained and competent to perform their job duties in a safe manner. Mechanics are required to complete vehicle operator orientation training, in preparation for obtaining a CDL. Mechanics are qualified to operate Valley Metro revenue and Non - revenue vehicles. Mechanics receive informal, on- the -job training from the Director of Maintenance or their designee. If needed, Valley Metro may bring in vendors or original equipment manufacturers to provide specific training. Some training on new policies and procedures may delivered verbally by the Director of Maintenance, the Safety Compliance Officer, or other Valley Metro personnel as needed. The Director of Maintenance is responsible for documenting the completion of any formal or on -the- job training through a combination of spreadsheets and sign -off sheets. All front -line maintenance personnel have training records included in their personnel files, maintained by HR. Valley Metro Supervisors currently all come from the ranks of existing Valley Metro front -line employees; however, there is no prohibition on hiring Supervisors or Managers with the necessary training and competencies from outside of the organization. As needed and relevant to their job 90R°T. Appendix G 1 14 APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) responsibilities, Supervisors and Managers receive training in accident investigation, reasonable suspicion, and other topics. The Directors of Transportation, Maintenance, and the Training and Safety Coordinator, or their designees, are responsible for regularly reviewing employee training records to ensure training has been completed as required, and completed on time, and for regularly reporting on training program compliance to the AGM and GM. G6.1.2 TRAINING PROGRAM EVALUATION The Training and Safety Coordinator, in coordination with the Directors of Transportation and Maintenance, is responsible for periodically analyzing all employee training programs to determine whether changes or updates are necessary. The Training and Safety Coordinator is responsible for documenting these reviews and reporting to management, at least annually, on any proposed changes or updates. These analyses are intended to ensure that the agency has identified and provided all necessary skills and competencies related to the safe performance of Valley Metro job functions. Changes or updates could include, but are not limited to: • New training techniques or technology • Changes based on the results of accident investigations • Changes based on identified safety hazards or deficiencies • Changes based on local, state, or federal regulations or guidance •MOMPTO Appendix G 1 15 SONYA U IISON Safety Compliance Officer BOB JOHN BROUGHMAN 'rHOMPSON Director of I Director of Transportation Maintenance THOMPSON (open position) Assistant Maintenance Director of Administrator MARGARET TRANSPORTATT DOGAN ON SUPERVISORS Inventory Control Clerk INFORMATION MECHANICS OFFICERS BUS BUS OPERATORS CLEANERS GARY BANNISTER Facilities S11I)P1'1'1sol' FACILITIES CUSTODIANS KEVIN PRICE General Manager RONNIE PARKER TIM BRAZIL. Asst. General dvertising Sales Manager presentative resntakvu EEO &: Title VI Officer J:1.ME5 WOOD TYLER STEPHANIE LINKENHOKER TAMMY CAMPBELL Network GILES Director of Administrator Director of Procurement/ DBE irector of Huma► Finance Liaison Officer Resources Solicitations BRANDON RHONDA YOUN DUNCAN Technical Accounting ALEJANDRO Supervisor SARAH KING Support FERNANDEZ Human Purchasing Resources Agent Assistant TAMMY FISHER Accounting Associate APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) • 9R 7-- Appendix G 1 17 APPENDIX G: GREATER ROANOKE TRANSIT COMPANY (VALLEY METRO) G3 SAFETY MANAGEMENT POLICY G3.1 SAFETY POLICY STATEMENT Safety is a core value of Greater Roanoke Transit Company, or Valley Metro. Valley Metro is committed to providing safe, reliable transit service to the Roanoke Valley and surrounding areas. Valley Metro is also committed to developing and implementing the structures, roles and responsibilities, and providing the resources needed to effectively manage safety risk using the principles of Safety Management Systems (SMS). This Public Transportation Agency Safety Plan (PTASP) is written in accordance with the requirements set forth by 49 CFR Part 673, the National Public Transportation Safety Plan, and the Commonwealth of Virginia. This PTASP defines the authorities and accountabilities and responsibilities, as well as the safety management roles and responsibilities for key Valley Metro staff. All Valley Metro employees are held accountable for the overall safety performance of Valley Metro, and for carrying out their individual safety roles and responsibilities. With the execution of this PTASP, Valley Metro managers and employees are accountable for the delivery of the highest achievable levels of safety performance. Valley Metro will establish a culture of safety among its managers and employees, such that safety is at the core of all operational and administrative decisions and actions. Valley Metro passengers can count on our organization to provide safe and reliable service. Managers and executives must meet or exceed the minimum thresholds and requirements set forth in all Valley Metro plans, policies, and procedures. Valley Metro will also meet or exceed all local, state, and federal regulations and requirements related to the safety of the transit system. To achieve these safety goals, Valley Metro has established measurable safety performance targets, outlined in this PTASP, in accordance with the National Public Transportation Safety Plan. Using the SMS processes described in this PTASP, Valley Metro will continually measure and assess the achievement of its safety performance targets through its Safety Management Policies, Safety Risk Management processes, Safety Assurance activities, and Safety Promotion, including, but not limited to: • Ensuring constant communication and awareness of Valley Metro's safety policies throughout the organization • Clearly defining the safety roles, responsibilities, and accountabilities of Valley Metro personnel • Communicating safety policies and safety information throughout the organization • Identifying, analyzing, and mitigating safety risks • Measuring and monitoring safety performance • Providing employees with key safety competencies and training • Providing all employees with the ability to identify and report safety concerns As the General responsibility for accounta��- nd hereia./ Manager, I am the Accountable Executive and have ultimate authority and the safety of Valley Metro. With this plan, all Valley Metro staff are hereby responsible for the implementation of the all of the SMS activities described anager /Accountable Executive GRTC Board of Directors - President • ^R T-10 "'7 / Date Date Appendix G 1 2 4P BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING GREATER ROANOKE TRANSIT COMPANY, D /B /A VALLEY METRO'S (GRTC), PARTICIPATION IN THE VIRGINIA STATEWIDE PUBLIC TRANSPORTATION AGENCY SAFETY PLAN (PTASP) FOR SMALL PUBLIC TRANSPORTATION PROVIDERS AS REQUIRED BY THE FEDERAL TRANSIT AUTHORITY. BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company (GRTC) that the Board of Directors hereby approves GRTC's participation in the Virginia Statewide Public Transportation Agency Safety Plan (PTASP) for small public transportation providers along with 14 other small transit agencies in the Commonwealth, and approves GRTC's PTASP plan as part of the Virginia Statewide PTASP — Appendix G, all as more particularly set forth in the report of the General Manager to this Board dated July 20, 2020. Date Adopted: — ( U GL d� C? ATTEST: J. (Me- Cecelia F. McCoy, Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 15, 2020 Anita J. Price, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Price and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, September 21, 2020, 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 Cecelia F. McCoy Secretary pc: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Daniel J. Callaghan, General Counsel, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 21, 2020 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 ACTION AGENDA 1. Call to Order -- Roll Call. Director Melinda Payne was absent. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, July 20, 2020. Without objection, the reading of the Minutes were dispensed with and approved. 3. Reports of Officers: a. Secretary: 1. Resignation of Daniel J. Callaghan as an Officer of the Greater Roanoke Transit Company Board. Resignation was accepted and communication was received and filed. b. General Manager: 1. Management Update: a. Planning and Special Projects • Valley View Mall/Walmart Shelter - Update • Salem City Council Presentation • Financial System Upgrade Project • Transit Passenger Advisory Committee (TPAC) Meeting Update — August 2020 b. GRTC Ridership Update Without objection, the Management Update was received and filed. 4. Transit Development Plan — COVID 19 — Update /Presentation. Presentation was received and filed. 5. Authorization of execution of an Amendment No. 2 to the First Reinstated Agreement for the Exchange of Real Estate between City of Roanoke and GRTC dated September 17, 2019. Adopted Resolution. (6 -0) 6. Authorization of Fare Free Election Day Service — November 3, 2020. Adopted Resolution. (6 -0). 7. Other Business. None. 8. Next Meeting: Monday, November 16, 2020, in the EOC Conference Room. 9. Adjourned —1:37 P.M. Daniel J. Callaghan City Attorney CITY OF ROANOKE OFFICE OF THE CITY ATTORNEY 464 MUNICIPAL BUILDING 215 CHURCH AVENUE, SW ROANOKE, VIRGINIA 24011 -1595 TELEPHONE 540- 853 -2431 FAX 540 - 853 -1221 EMAIL: cityatty @roanokeva.gov September 21, 2020 President Anita James Price and Members of the Board of Directors Greater Roanoke Transit Company, d/b /a Valley Metro 1108 Campbell Avenue, S.E. Roanoke, VA 24016 Re: Resignation as General Counsel President Price and Members of the Board of Directors, Timothy R. Spencer David L. Collins Heather P. Ferguson Laura M. Carini Douglas P. Barber, Jr. Assistant City Attorneys I am retiring as Roanoke City Attorney, effective October 1, 2020. My last day of employment is September 30, 2020. Based upon my retirement, I hereby submit my resignation effective October 1, 2020, following my last day of employment. I appreciate this opportunity to serve Greater Roanoke Transit Company as General Counsel. I especially enjoyed working with the consummate professionals at Valley Metro in providing essential public transit services to our community. I wish for you and the entire Valley Metro team continued success in serving our community. S Daniel J. Calfa/Ahan ( J Roanoke Cit Attorney General Counsel, Greater Roanoke Transit Company CC. Robert S Cowell, Jr., Vice President, Operations Sherman M. Stovall, Assistant Vice President, Operations Amelia C. Merchant, Treasurer Cecelia F. Webb, Secretary Troy A. Harmon, Municipal Auditor Kevin L. Price, General Manager, Valley Metro Ronnie Parker, Assistant General Manager, Valley Metro Laura M. Carim, Assistant General Counsel Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update September 21, 2020 Planning and Special Projects Valley View Mall/Walmart Shelter - Update On August 25th, 2020, Valley Metro staff conducted an on -site walkthrough of the Valley View Mall /Walmart property with Valley View Mall General Manager Doug Modny. During the walk, various bus stop location scenarios were identified and discussed with references to bus passenger safety and convenience, property owner risks associated with an on -site bus stop, and the potential for future development at the former Sears parcel (currently up for sale). Mr. Modny suggested that any further discussions on the potential bus stop be tabled until the former Sears parcel has been sold or to revisit the project in approximately six months to review any new developments. Salem City Council Presentation On August 24, 2020, GRTC presented a transit system update to the Salem City Council during the 6:30pm Work Session. The presentation included a review of currents services being offered, financial breakdown referencing revenues & expenditures, future transit service enhancements specific to the City of Salem, and anticipated challenges in the near future. Financial System Upgrade Proiect On July 21, 2020, GRTC issued a Request for Proposal for the procurement of a complete upgrade from GRTC's current financial management system Great Plains 10 to Microsoft Dynamics 365 Business Central. Microsoft Dynamics 365 Business Central (BC) is a cloud -based comprehensive business management solution designed for small to medium -sized businesses that automates and streamlines business processes. BC will assist GRTC in organizing all financial data across purchasing, inventory, bus pass sales, accounting, and customer service. GRTC will also have the capability to chart in real -time financial performance with in -built dashboards. The successful offeror for this project has been selected. Final contract negotiations are currently underway. Complete system upgrade is expected to be completed by the end of the first quarter 2021. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Transit Passenger Advisory Committee (TPAC) — August 2020 Meeting Update On August 13, 2020, TPAC held a virtual meeting via WebEx. Valley Metro's response to the COVID -19 Pandemic and a ridership update were the primary topics discussed. Staff also responded to questions from TPAC members. The minutes from the TPAC virtual meeting are attached to this Management Update. GRTC Ridership Update Month 2019 2020 /a Change January 153,228 131,583 -14% February 1661736 150,847 -9.5% March 156,525 120,273 -23% April 160,733 87,972 45% 151% May 163,638 79,592 June 147,733 99,060 -33% July 153,548 90,458* -41% August 157,538 88,555* -440 Starline Trolley ridership data included in the months of July & August only Respectfully "L. Price ral Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com AUGUST 13TH TPAC MEETING Minutes 1. Welcome • Meeting commenced at 6:34 PM • Welcome from Kevin Price 2. Roll Call • Laura Hartman - Present • Rachel Ruhlen - Present • Hope Trachtenberg -Fifer — Present • Steve Grammer — Present • Sean McGinnis —Not Present • Chris Andrews — Not Present 3. Ridership Update • Kevin provided a brief overview of ridership performance in 2020 beginning in January. The initial emphasis was to compare 2019 vs 2020 ridership to understand how ridership is performing with respect to COVID -19. Kevin noted that notable ridership discrepancies began in March of 2020 following increased conversations and speculation surrounding COVID in February of 2020. ■ March 27 — Fare Free ■ April 9 — 9 passenger limit ■ June 9 —15 passenger limit ■ July — End of Fare Free ■ Currently in Phase 3 • Nationally — Ridership down 70 % -90% in larger cities • Valley Metro began making decisions on how to address COVID-19 around February 2020. Main sources of information included CDC and VDH. o Initial information regarding COVID was very fluid ■ When /where /when to wear masks? ■ What kind of masks to wear? ■ COVID — airborne or not? • Kevin highlighted steps taken to mitigate the effects of COVID-19 throughout Valley Metro facilities and buses, including social distancing, the implementation of mask policies, purchasing of PPE, rigorous cleaning of facilities and buses, proper training of PPE use, etc. • Installation of operator barriers • Bus # 1406 — Test Shield • Questions regarding current operation 4. GRTC COVID 19 INITIATIVES • Much of this topic was covered in Agenda Item 3 • Ron briefly discussed some of the initiatives taken by Valley Metro to ensure safe working environment • Valley Metro has adopted a face mask policy, which requires face mask use within the Valley Metro facilities • Valley Metro is adopting an infectious disease preventive plan - Draft • Employee training on infectious disease prevention S. NEW BUS WASHER • Kevin briefly discusses bus washer • VADRPT — has not updated STIP to include new year capital projects • Valley Metro has a few projects that are not in a position to be released in lieu of COVID related delays • New bus washer was a previous grant • SMARTSCALE — RTP /AVL is slated to be implemented system -wide • Funding source for the next phase of this project has been affected by potential revenue reduction on the state level • We will know in September how we will move forward. • Originally slated to complete in Fall of 2021. Timing has been pushed back four months 6. SMART WAY EXPRESS RESUMES SERVICE ON AUGUST 6TH, 2020 • SW EX was put back on line i. Provide direct connection to VT and VTCRI as classes begin 7. QUESTIONS /COMMENTS FROM TPAC MEMBERS 1. Q: How has Covid -19 affected STAR Service? A: 1 passenger per bus during initial phasing, mask requirements, securing mobility device procedures, fare free, cleaning between passengers 2. Q: What are the next steps for Transit Center? A: BZA Denied VM application for Transfer Center. Valley Metro will continue to explore all options. Stakeholders still see value in new transfer center indicating that TPAC has greater value in planning side; possible emphasis on the importance on a downtown location 3. Q: What is the Status of RADAR operations? A: Radar is back on regular schedule; similar to Valley Metro phasing. 4. Q: What is role of group regarding advocacy? How can this body better advocate for transit in the Roanoke Valley? A: VM can increase communications regarding any public input opportunities; ex. BZA hearings, GRTC Board Meetings 5. Q: How does new station reflect on the location of the Amtrak station? A: Project initially had Amtrak considerations; however, recent developments make that question difficult to answer at the time. Project must still have multimodal aspect and have a consideration for Amtrak passenger travel. Easement /right -of- way /property ownership considerations makes decision making difficult, i.e. Walmart Shelter. Q: How is the air quality on bus /Campbell Court? A: No issues pre -COVID or during COVID. VTTI conducted a study on airflow using Blacksburg Transit and Valley Metro buses — still waiting on feedback. Q: Can TPAC members get a bus pass? A: Valley Metro will look into Basic 15 ride passes for the TPAC committee. Valley Metro will look at SW passes for committee 8. Q: Can TPAC members get mystery rider evaluations for committee member to use to provide feedback as they ride the bus? A: Valley Metro will look into the matter; however, we don't want the operators to feel like they are being watched. Q: Can we get a tour of the Admin facility and see the bus wash? A: Yes, date pending. 10. Q: Is there any way to change up the routes, Hub and spoke, grid system, to a modified system? A: The Brandon Road Connector is an example of a "modified system" type of route that does not serve downtown. 11. Q: How do we fill the remaining seats for Vinton, Salem, passenger at large? A: VM will look at the Charter and consult counsel 12. Q: Can you share information about upcoming VM events /meetings, and opportunities for comment from the Committee? A: Yes, VM will share updates about upcoming events with this group, refer to the VM Website Valley Metro staff presented comments from the TPAC committee to the GRTC Board once in the past. Staff will share comments from this meeting with the board when appropriate. The GRTC Board meeting is open to the public Greater Roanoke Transit Company Planned Adjustments /Improvements Comprehensive Operations Analysis Transit Development Plan Wco I Nev .49 Roanoke, Virginia Overview • Board p reviously adopted Transit Development Plan — Based on Comprehensive Operations Analysis — Improve and strengthen the operational foundation of existing service delivery network Completed Adjustments /Improvements • Modify routes that serve the Town of Vinton — Implemented January 2019 • Minor Route Adjustments (System -Wide) — Implemented October 2019 • Add Transit Service Planner — Included with FY 2019 -2020 budget Planned Adjustments /Improvements • Change Peak Service Pattern — Savings of $560,394 — Planned reallocation of savings to identified route adjustments — Savings claimed to facilitate balancing the FY 2020 -2021 Budget • Split Route 91/92 (Melrose /Salem Corridor— Lewis Gale Hospital, VA Medical Center) and create Route 93 (Salem Circulator) — Cost of $331,972 • Brandon Avenue Connector — Cost of $341,931 • Electric Road Corridor Service — Cost of $352,189 Planned Adjustments /Improvements • Plantation Road /Peters Creek Road /DMV Service — Cost of $352,189 • Extend Service Hours — Cost of $1,042,758 • Sunday Service Hours — Cost of $986,832 Greater Roanoke Transit Company Board of Directors Meeting Action Item September 21, 2020 The Honorable Anita James Price, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Price and Members of the Board: Subject: Authorize Amendment No. 2 to First Reinstated Agreement for the Exchange of Real Estate between the City of Roanoke, Virginia and Greater Roanoke Transit Company dated September 17, 2019 Background The City and Greater Roanoke Transit Company (GRTC) entered into a First Reinstated Agreement for the Exchange of Real Estate dated September 17, 2019, ( Agreement) following authorization by City Council through the adoption of Ordinance No. 41565 - 091619. The Agreement authorized the sale and conveyance of four parcels of real property, collectively referred to as the GRTC Relocation Parcels, and described as (i) 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010113; and 325 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010115; and (ii) 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010121; and 0 Salem Avenue, S.W., Roanoke, Virginia, bearing Official Tax Map No. 1010122; from the City to GRTC, in accordance with the Agreement, in exchange for the transfer of certain real property located in the City of Roanoke, Virginia, at 29 Campbell Avenue S.W., and 30 Salem Avenue S.W., commonly known as Campbell Court and owned by GRTC, from GRTC to the City. Under the terms of the Agreement, the Approval Periods expire on September 30, 2020. All Parties have requested an extension of the Approval Periods, as defined in the Agreement, to March 31, 2021, to complete their respective Approvals in form and substance acceptable to the City and GRTC. Recommendation Authorize the President and General Manager to execute the proposed Amendment No. 2 to the Agreement with the City, substantially similar in form to the proposed Amendment No. 2 attached to this report, which proposed Amendment amends certain terms of the Agreement to extend the Approval Periods to March 31, 2021, to allow for additional time for the Parties to obtain their respective Approvals. Such Amendment No. 2 shall be in a form approved by the GRTC General Counsel. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Respectfully,9Ahmitted, Price I Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 fax: (540) 982 -2703 www.valleymetro.com AMENDMENT NO.2 TO FIRST REINSTATED AGREEMENT FOR THE EXCHANGE OF REAL ESTATE DATED SEPTEMBER 17, 2019 BETWEEN THE CITY OF ROANOKE, VIRGINIA AND GREATER ROANOKE TRANSIT COMPANY This Amendment No. 2 to the First Reinstated Agreement For The Exchange Of Real Estate dated September 17, 2019, between the City of Roanoke Virginia, a Virginia municipal corporation (the "City "), and Greater Roanoke Transit Company, a Virginia corporation ( "GRTC ") ( "Amendment No. 2 ") is dated September _, 2020. RECITALS A. The City and GRTC entered into the First Reinstated Agreement For The Exchange Of Real Estate dated September 17, 2019 (the "Agreement ") under which Agreement, (i) GRTC agrees to sell, and the City agrees to purchase Campbell Court, all as in accordance with the terms and conditions of the Agreement; and (ii) the City agrees to sell, and GRTC agrees to purchase the GRTC Relocation Parcels, all as in accordance with the terms and conditions of the Agreement. B. The Parties amended the Agreement by Amendment No. 1 dated June 16, 2020, to extend the Approval Period to September 30, 2020. C. Due to additional time to obtain all Approvals as required by both Parties, the Parties desire to extend the City Approval Period and the GRTC Approval Period. D. The Parties desire to amend the Agreement to provide for the extension of the Approval Periods. Based on the foregoing, for good and valuable consideration and the representations set forth in the Recitals which are a material part of this Amendment No. 2 and are incorporated herein, the Parties agree as follows: Section 1.11 of the Agreement is amended by deleting it in its entirety and inserting the following in its place: City's Approval Period shall mean the period beginning after the expiration of the City's Inspection Period and until March 31, 2021. 2. Section 1.29 of the Agreement is amended by deleting it in its entirety and inserting the following in its place: GRTC's Approval Period shall mean the period beginning after the expiration of GRTC's Inspection Period and until March 31, 2021. {2464090 -1, 110046- 00000 -011 3. Except as amended herein, the Agreement remains in full force and effect in accordance with its terms. The Parties acknowledge and agree that the Agreement, as amended by this Amendment No. 2, constitutes the entire agreement between the Parties with respect to the purchase and sale of Campbell Court and the GRTC Relocation Parcels. 4. Capitalized terms not defined in this Amendment No. 2 shall have the meaning ascribed to such terms as set forth in the Agreement. Dated as of the day and date first above written. SIGNATURES APPEAR ON FOLLOWING PAGES {2464090 -1, 110046- 00000 -011 IN WITNESS WHEREOF, the Parties have executed this Amendment No. 2 by their authorized representatives as of the date of this Amendment No. 2. WITNESS: Print name and title COMMONWEALTH OF VIRGINIA CITY OF ROANOKE CITY OF ROANOKE, VIRGINIA Rv- I Robert S. Cowell, Jr. City Manager The foregoing Amendment No. 2 was acknowledged before me this day of 2020, by Robert S. Cowell, Jr., the duly authorized City Manager of the City of Roanoke, Virginia, a Virginia Municipal Corporation, on behalf of the City of Roanoke, Virginia. My Commission expires: Approved as to form: Notary Public {2464090 -1, 110046 - 00000 -01} 3 Approved as to execution: SEAL WITNESS: Print name and title WITNESS: Print name and title STATE OF CITY /COUNTY of GREATER ROANOKE TRANSIT COMPANY Anita James Price, President Kevin Price, General Manager The foregoing Amendment No. 2 was acknowledged before me this day of 2020, by Anita James Price, the duly authorized President of Greater Roanoke Transit Company, a Virginia corporation, on behalf of Greater Roanoke Transit Company. My Commission expires: STATE OF CITY /COUNTY of Notary Public SEAL The foregoing Amendment No. 2 was acknowledged before me this day of 2020, by Kevin Price, the duly authorized General Manager of Greater Roanoke Transit Company, a Virginia corporation, on behalf of Greater Roanoke Transit Company. My Commission expires: Approved as to form: Notary Public {2464090 -1, 110046 - 00000 -01} 4 Approved as to execution: SEAL U BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING THE EXECUTION, DELIVERY AND PERFORMANCE, BY THE GREATER ROANOKE TRANSIT COMPANY (GRTC) OF AN AMENDMENT NO. 2 TO THE FIRST REINSTATED AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY OF ROANOKE, VIRGINIA AND GRTC DATED SEPTEMBER 17, 2019 ( "AGREEMENT ") TO PROVIDE FOR (i) THE SALE AND TRANSFER OF THE GRTC RELOCATION PARCELS, AS DESCRIBED BELOW, TO GREATER ROANOKE TRANSIT COMPANY ( "GRTC ") FROM THE CITY OF ROANOKE, VIRGINIA ( "CITY "), AND (ii) THE ACQUISITION OF CAMPBELL COURT, AS DESCRIBED BELOW, BY THE CITY FROM GRTC; AUTHORIZING THE PRESIDENT AND GENERAL MANAGER OF GRTC TO EXECUTE THE AMENDMENT NO. 2 TO THE FIRST REINSTATED AGREEMENT FOR THE EXCHANGE OF REAL ESTATE BETWEEN THE CITY AND GRTC; AND AUTHORIZING THE PRESIDENT AND /OR GENERAL MANAGER TO EXECUTE SUCH FURTHER DOCUMENTS AND TAKE SUCH FURTHER ACTIONS AS MAY BE NECESSARY TO ACCOMPLISH THE SALE OF REAL PROPERTY AND THE ACQUISITION OF REAL PROPERTY. WHEREAS, the Council of the City of Roanoke adopted Ordinance No. 41565- 091619, adopted on September 16, 2019, in which Council approved the terms of the Agreement with the City and GRTC; WHEREAS, the City and GRTC executed the Agreement, which was dated September 17,2019; WHEREAS, the Agreement provides for the transfer of four parcels owned by the City and more particularly described as (1) 0 Salem Avenue, S.W., Roanoke, Virginia, Official Tax Map #1010113; (ii) 325 Salem Avenue, S.W., Roanoke, Virginia, Official Tax Map #1010115; (iii) 0 Salem Avenue, S.W., Roanoke, Virginia, Official Tax Map #1010121; and (iv) 0 Salem Avenue, S.W., Roanoke, Virginia, Official Tax Map #1010122 (collectively, the "GRTC Relocation Parcels ") from the City to GRTC in exchange for the transfer of Campbell Court, consisting of 13 parcels within the City, together with improvements thereon, situated at 29 Campbell Avenue, S.W., Roanoke, Virginia and 30 Salem Avenue, S.W., Roanoke, Virginia, and bearing Official Tax Map Nos. 1011105, 1011106, 1011107, 1011108, 1011109, 1011110, 1 R -GRTC authorize Amendment No. 2- First Reinstated Agreement between City and GRTC - Campbell Court (9.21.20) 1011116, 1011117 1011118, 1011119, 1011120, 1011122, and 1011129 (collectively, "Campbell Court"), from GRTC to the City; WHEREAS, under the terms of the Agreement, the Approval Period expires on September 30, 2020; WHEREAS, all Parties have requested an extension of the Approval Period, as defined in the Agreement, to complete their respective Approvals in form and substance acceptable to the City and GRTC; WHEREAS, the City and GRTC desire to amend the Agreement to address these matters in accordance with the terms of this Amendment No. 2; and WHEREAS, GRTC staff recommends that the Board approve Amendment No. 2 to the Agreement, all as further set forth in the General Manager's Report dated September 21, 2020, to this Board. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: 1. The Board finds and determines that Amendment No. 2 to the Agreement is in the best interests of GRTC and its stockholder, as set forth in the General Manager's Report dated September 21, 2020, which Amendment No. 2 amends the Agreement approved by City Council by Ordinance No. 41565- 091619, adopted on September 16, 2019, and provides for certain undertakings and obligations by the City and GRTC. 2. The Board authorizes the President and /or the General Manager to execute the Amendment No. 2 to the Agreement, to amend certain terms of the Agreement to extend the Approval Period to March 31, 2021, to allow for additional time for the Parties to obtain their respective Approvals, as set forth in the aforementioned General Manager's Report. Amendment No. 2 to the Agreement is to be substantially similar to the Amendment No. 2 attached to the General Manager's Report. 2 R -GRTC authorize Amendment No. 2- First Reinstated Agreement between City and GRTC - Campbell Court (9.21.20) 3. Further, the Board authorizes the President and /or the General Manager to negotiate and execute such further documents and take such further actions related to this matter and as may be necessary to implement, administer, and enforce the conditions and obligations that must be met by the City and GRTC pursuant to the Agreement and Amendment No. 2. 4. The form of the documents referred to above and in the General Manager's Report are to be approved by GRTC's General Counsel. Date: I1 1AI ATTEST: C&4LLI�-I j Cecelia F. McCoy, Secretary 3 R -GRTC authorize Amendment No. 2- First Reinstated Agreement between City and GRTC - Campbell Court (9.21.20) Greater Roanoke Transit Company Board of Directors Meeting September 21, 2020 Honorable Anita J. Price, President, and Members and Officers of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: Authorization — Fare Free Election Day Service — November 3, 2020 Background Election Day 2020 is Tuesday November 3, 2020. This Election Day registered voters will have the opportunity to exercise their right to vote for national and, in some cases, local leadership. The lack of affordable transportation to polling locations is often mentioned as an obstacle in a citizen's quest to exercise their right to vote. The provision of Fare Free Election Day Transit Service will assist in providing an affordable transportation option for those citizens looking to access their local polling location in order to cast their ballot. Recommendation Authorize the provision of Fare Free Election Day Transit Service on Tuesday, November 3, 2020. bmitted, Price Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING AND ADOPTING FARE FREE ELECTION DAY SERVICE FOR TUESDAY, NOVEMBER 3, 2020, FOR THE GREATER ROANOKE TRANSIT COMPANY (GRTC) DBA VALLEY METRO; AND AUTHORIZING THE GENERAL MANAGER OF GRTC TO TAKE APPROPRIATE ACTION TO IMPLEMENT SUCH FARE FREE ELECTION DAY SERVICE FOR TUESDAY, NOVEMBER 3, 2020. WHEREAS, GRTC staff has recommended Fare Free Election Day Service for Tuesday, November 3, 2020, so that registered voters will have the opportunity to exercise their right to vote for the national and local leadership, as further set forth in a report to the GRTC Board dated September 21, 2020. BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. The Board of Directors hereby approves and adopts Fare Free Election Day Service for Tuesday, November 3, 2020. 2. The above passenger Fare Free Election Day Service shall be effective on November 3, 2020, and shall be fare free for those citizens looking to access their local polling location in order to cast their ballot. 3. The General Manager of GRTC is hereby authorized to take appropriate action to implement and administer the Fare Free Election Day Service for Tuesday, November 3, 2020, set forth in paragraph No. 1 above, subject to any needed approval by the Council of the City of Roanoke. Date Adopted: q la 1 oao R -GRTC -fare free election day service -Nov 3, 2020 (9.21.20) I ATTEST: y>& Cecelia F. McCoy, Secretary GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS November 12, 2020 Anita J. Price, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Price and Members of the Board: The regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, November 16, 2020, 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, 04 � --�� Cecelia F. McCoy Secretary pc: Robert S. Cowell, Jr., Vice - President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Laura M. Carini, Assistant General Counsel, GRTC Amelia C. Merchant, Treasurer, GRTC Troy A. Harmon, Municipal Auditor Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS November 16, 2020 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 ACTION AGENDA Call to Order -- Roll Call. Directors Melinda Payne and Karen Michalski - Karney were absent. (Director Anne Cantrell participated via telephone conference). President Price announced she received notification from Director Anne Cantrell that she was unable to attend the board of directors meeting because she is under self - quarantine because of the Covid -19 pandemic disaster and requested approval to allow remote participation by electronic communication means. The Directors voted unanimously to allow her to participate in the meeting via telephone. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, September 21, 2020. Without objection, the reading of the Minutes were dispensed with and approved. 3. Reports of Officers: a. Secretary: Election of Officer — General Counsel and Registered Agent to fill the unexpired term of Daniel J. Callaghan, General Counsel and Registered Agent ending June 30, 2021. Timothy R. Spencer was appointed as an Officer (General Counsel and Registered Agent) of the Greater Roanoke Transit Company to fill the unexpired term of Daniel J. Callaghan ending June 30, 2021. b. General Manager: Management Update a. GRTC FTA Comprehensive (Triennial) Review b. TPAC Meeting Update C. GRTC Ridership Update Without objection, the Management Update was received and filed. 2. Authorization to Purchase one (1) Expansion Medium Duty Body on Chassis bus for the Smart Way commuter and express service. Adopted Resolution. (5 -0) 4. Other Business: President Price announced two new Board members would be appointed to the GRTC Board of Directors at the City Council Organizational Meeting to be held on Monday, January 4, 2021; and the Board of Directors would elect a new President And Vice - President at the Board Meeting on Tuesday, January 19, 2021. 5. Next Meeting: January 19, 2021 at 1:00 p.m., in EOC Conference Room. 6. Adjournment: 1:36 p.m. GREATER ROANOKE TRANSIT COMPANY November 18, 2020 Timothy R. Spencer, City Attorney Roanoke, Virginia Dear Mr. Spencer: At the regular meeting of the Greater Roanoke Transit Company held on Monday, November 16, 2020, you were appointed as an Officer (General Counsel and Registered Agent) of the Greater Roanoke Transit Company Board of Directors to fill the unexpired term of office of Daniel J. Callaghan, ending June 30, 2021. Enclosed you will find a Certificate of your appointment and two copies of an Oath or Affirmation of Office, which must 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. After the Oath has been administered, please return one copy 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. For recordkeeping purposes, complete the online application at vyww.roanokeva.gov. Pursuant to Section 2.2 -3702, Code of Virginia (1950), as amended, I 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, O,�j. Cecelia F. McCoy Secretary Enclosure Timothy R. Spencer November 18, 2020 Page 2 PC: Kevin Price, General Manager, Valley Metro Ron Parker, Assistant General Manager, Valley Metro Robert S. Cowell, Jr., Vice - President of Operations Sherman M. Stovall, Assistant Vice - President of Operations Laura Carini, Assistant General Counsel Amelia C. Merchant, Treasurer COMMONWEALTH OF VIRGINIA ) To -wit: CITY OF ROANOKE ) I, Cecelia F. McCoy, 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 November 2020, TIMOTHY R. SPENCER was appointed as an Officer (General Counsel and Registered Agent) to fill the unexpired term of office of Daniel J. Callaghan, ending June 30, 2021. Given under my hand and the Seal of the Greater Roanoke Transit Company this sixteenth day of November 2020. 0 W6 Secretary Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to -wit: I, Timothy R. 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 a (General Counsel and Registered Agent) member of the Greater Roanoke Transit Company Board of Directors for a one -year term of office, ending June 30, 2021, according to the best of my ability. (So help me God) y1 Q� Y R. SPENCER l' The foregoing oath of office was taken, sworn to, and subscribed before me by I ,, Timothy R. Spencer this0 day of � �MeM b4l�-2020. Bren S. Hamilton, Clerk of the Circuit Court rr brk Clerk Vsa��ey M Greater Roanoke Transit Company (GRTC) Board of Directors Meeting Management Update November 16, 2020 Planning and Special Projects GRTC Comprehensive (Triennial) Review — FTA — UPDATE In April 2020, the Federal Transit Administration delayed all Comprehensive Reviews for transit agencies scheduled for FY 2020 until FY 2021 due to the COVID-19 pandemic. GRTC was notified on October 30, 2020 that the FTA is restarting the review process. The majority of the work that would normally occur in- person will be completed virtually over the coming months, including document reviews and staff interviews. There will be no in- person site visits. Comprehensive Review meetings with the FTA will begin virtually in early 2021. Transit Passenger Advisory Committee (TPAC) — October 2020 Meeting Update On October 8, 2020, TPAC held a virtual meeting via WebEx. Valley Metro's response to the COVID -19 Pandemic, organizational role of TPAC, downtown transit center project, bus shelter program, and a ridership update were the primary topics discussed. Staff also responded to questions from TPAC members. The minutes from the TPAC virtual meeting are attached to this Management Update. GRTC Ridership Update Month 2019 2020 /o Change ( / +) January 153,228 131,583 -14% February 166,736 150,847 -9.5% March 156,525 120,273 23% April 160,733 87,972 -45% May 163,638 79,592 -51% June 147,733 99,060 -33% July 153,548 90,458* -41% August 157,538 88,555* -44% ,..ice �;,� _*, z..:.., sts.. x, se-��r;svx�.xw•e,c...w:xc�;+esr xe�, .,xr. ass�x ..+�,.a„�».wsxs„.;.^•s.:a�s. -:: cxv*usc,. +rasrsrse» � xa+ rn, �* ?�axwK: ea+ s.: nw�aawn :sss- �au:.ctxtt,a�.e.~a�unti. �?u°. -. uc. u% �ca�amuaxww: aazvuw... v.,.,...+vaacea�,�ew;vw;,�.::.. Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Month 2019 2020 % Change( - / +) September 144,453 89,867* -38% October 137,474 99,907* -27% Starline Trolley ridership data included in the months of July, August, September, & October only bmitted, Kev' . Price Ge eral Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com Va11 @y 1108 Campbell Ave SE Roanoke, VA 24013 P : 540 - 982 -2222 / F : 540 982 2703 Valleymetro.com MINUTES Pursuant to the Centers for Disease Control and Prevention (CDC) Social Distancing Guidelines, the October meeting of the GRTC Transit Passenger Advisory Committee was held virtually via GoToMeeting on Thursday, October 8, 2020 at 6:30 P.M. 1. Welcome • Meeting commenced at 6:32 PM • Welcome from Dorian Allen 2. Roll Call • Laura Hartman - Present • Rachel Ruhlen - Present • Hope Trachtenberg -Fifer — Present • Steve Grammer— Present • Sean McGinnis — Present • Chris Andrews — Not Present 3. Review of Role of GRTC Transit Passenger Advisory Committee • Dorian ensued the meeting by recognizing the need to establish a more effective and efficient communication style with the group, which includes. • Updating the group in real time regarding developments in regional transit operations in a timely manner • Providing pertinent information regarding GRTC Board meetings including time location and agenda. • Provide information regarding any other relevant meetings (City of Roanoke BZA, GRTC Open Houses, etc.) • Providing minutes from the previous meeting ahead of next meeting • Preparing a central location for information via the Valley Metro Website • Dorian then segued to the role and capacity of the committee emphasizing a few key points regarding general role of a citizens advisory committee o Advisory - advise the Board of Directors on ways to improve existing Transit Services provided by GRTC o Advocacy —elevating the public voice to provide support for all matters involving transit; giving the public more influence in transit decisions • Question the way policy is administered • Participate in the agenda- setting as they raise significant issues • Are inclusive and engaging • Propose policy solutions Va�tey 1108 Campbell Ave SE Roanoke, VA 24013 P : 540 - 982 -2222 / F : 540 982 2703 Valleymetro.com ■ Open up space for public argumentation • Opportunity in which we can provide the public with more power, more opportunities for input and change policy as it related to transit o Must be an adherence to a chain of command. o We CANNOT get out ahead of the board in terms of actions we decide to take on behalf of the TPAC. ■ Includes meeting with /inviting conversations with elected or public officials on behalf of the Advisory Committee Ron Parker added that the GRTC Board of Directors has been responsive to the input, questions and concerns from the TPAC. He later emphasized that the comments and discussions from the TPAC meeting are included in a report to the GRTC Board. 4. GRTC Updates • Ridership • Rolling monthly tabulation of ridership throughout all routes • Ridership has seen an uptick over the last two months ■ Context, we are up significantly from our lowest recorded monthly ridership in May ■ —79000 riders in may ■ —88000 rides in August ■ —89000 rides in September o Additionally, we've been comparing ridership for this year to the same time last year to see how well we've been keeping pace with ridership given the developments surrounding COVID • Once again we will go back to May for Context • In May we were down over 50% compared to May of 2019 • August that number was down 43% • And in September that number was down to 37% • So far, in the month of October we continue to see 37% difference in last year's ridership during this time a. Frankly the number from last year during this time are skewed; so the real percentage is around 25 -30% • GRTC Transfer Center • City of Roanoke Planning Commission Meeting — November 9th • Salem Ave. location fronting the Transportation Museum is still an option; however, GRTC is currently looking at all options downtown Bus Shelter Program /Bus Stop Improvement o Currently, the installation of a bus shelter and bench is in progress for the Shenandoah Ave Food Lion near Creekside Shopping Center. 1108 Campbell Ave SE Roanoke, VA 24013 P : 540 - 982 -2222 / F : 540 982 2703 Valleymetro.com o Two bus stop shelters have recently been installed within the City of Salem. These locations include the Adult Care Center across from the Salem VA Hospital, and near Hemlock Rd., on Shenandoah Ave. • Valley Metro is proceeding with installation of shelters and other passenger amenities at two locations within the Town of Vinton; the Lake Drive Plaza Shopping Center on Hardy Road and at the bus stop which serves the Precision Fabrics Group (PFG) plant on W. Virginia Avenue. The next step in this process is to memorialize any agreements (easements, cost - sharing, permits) associated with the two projects. • Continuing discussions with the Kroger Mid - Atlantic Division regarding the installation of pedestrian and passenger amenities, including a shelter, bench, crosswalk, and ADA- compliant paved footpaths, at the Towne Square Kroger bus stop location. o Several planned improvements are scheduled along the Melrose Avenue Corridor. This includes the installation of a bus stop shelters at 6 locations, and the possibility of relocating a shelter from the parking lot to sidewalk at the Melrose Goodwill Location (Melrose Ave. & Lafayette Blvd.) • VTTI Air Quality Study o Study was conducted on August 5t", 2020 to test air circulation /quality on Valley Metro Buses o Areas within bus being monitored for testing: • Front roof hatch open /closed • Rear roof hatch open /closed • HVAC on /off • Defrost on /off • Drivers window open /closed • Bus operator Booster fan on /off o Method • Cameras and equipment were used to monitor air flow inside the bus • Equipment used to create fog /mist inside the bus. (-15 seconds) • As the passenger seating area is filled with fog /mist, the Bus then accelerates to 25 as the onboard team monitors airflow. o Preliminary Findings • The combination of operator defrost on high and with the mixing of fresh air was a positive. • Combination of open Rear roof hatch door with the operation of the rear HVAC intake increased fresh air mixing which was a positive. • An open front roof hatch behind operator was a positive. • Bus Operator booster fan operation was a negative. Pulled air from back to the operator cab area. ■ Bus Operator window open was a negative. It tended to pull air from rear to front. Va11ey 1108 Campbell Ave SE Roanoke, VA 24013 P : 540- 982 -2222 / F : 540 982 2703 Valleymetro.com • Other Updates o Ron mentioned that October is "Transit Appreciation Month" hosted by DRPT as an effort for citizens to learn more about transit - related operations Virginia Department of Rail and Public ... Transportation Octciber 5 at 10:25 AM 0 In Virginia, it's Transit Appreciation Month! We're celebrating all things transit this month, including the agencies that keep Virginians moving and the employees and crews who keep us safe. This week, we're sharing stories from local transit agencies and employees dedicated to serving their communities. Learn more at www.transitva.crg o Bus Stop at the Virginia Tech — Carillion Research Institute has been relocated from Riverside 1 to Riverside 2 • Valley Metro has implemented a number of additional safety measures including OSHA training, installing hand sanitizer stations, and providing hand wipes • VM will provide fare -free service on Election Day - November 3rd 5. QUESTIONS /COMMENTS FROM TPAC MEMBERS • Questions • Q: Is Valley Metro looking to fill vacant seats for TPAC? • A: Valley Metro is actively communicating with localities regarding filling their respective vacant seats on the TPAC. • Q: Can TPAC members obtain bus passes? • A: VM is looking to potentially supply a 15 -ride pass. Must contact legal counsel to avoid conflict of interest. • Q: Will TPAC members get a tour of the new bus washer? • A: VM is looking into providing a virtual tour. o Q: Does VM have a general idea of what passengers think of the new downtown transfer center project? W=114& / 1108 Campbell Ave SE Roanoke, VA 24013 P : 540- 982 -2222 / F : 540 982 2703 Valleymetro.com o A: VM passengers have long expressed the need for a new center, citing issues with safety, lighting, air quality, spacing, and lane configurations with the current station at Campbell Court. • Q: How is the agenda set for the GRTC Board meetings? • A: Agenda is set by GRTC and conversations with the City. • Q: Are electric buses on the radar of VM? • A: Yes. VM is looking into electric buses and new emerging technology. • Q: Is there an opportunity for a potential member of the TPAC be a sitting member of the GRTC Board? • A: The committee in and of itself represents the citizens vote and input on the GRTC Board. • Q: Cana GRTC Board meeting member sit in on the TPAC meetings to hear firsthand what is being discussed? • A: VM will make the suggestion for a voting GRTC Board member to attend meetings. • Q: How is VM surveying its citizens and what kind of feedback is being received? • A: VM provides multiple opportunities for public input including: • Development of VM planning documents; i.e. Transit Development Plan and Transit Vision Plan • Open houses regarding VM operational changes • Increased use of Facebook to communicate with customers • Q: Can the installation of a platform occur without the installation of a bus shelter? • A: Yes. • Q: is it possible to make bus amenities a part of the zoning /development requirements? • A: Currently Transit Amenities are not required for the approval of development. 6. NEXT MEETING — November 12th @ 6:30PM 7. Meeting adjourned at 7:58 Greater Roanoke Transit Company Board of Directors Meeting Action Item November 16, 2020 The Honorable Anita James Price, President, and Members of the Board of Directors of Greater Roanoke Transit Company Roanoke, Virginia Dear President Price and Members of the Board: Subject: Authorization to Purchase One (1) Expansion Medium Duty Body on Chassis bus for the Smart Way Commuter & Express service. Background As a result of a successful Smart Scale application for Smart Way expansion vehicles, GRTC is in a position to purchase one medium duty body on chassis vehicle for an estimated $327,000. No local matching funds required. Recommendation GRTC Board of Directors authorize the purchase of one (1) Expansion Medium Duty Body on Chassis bus for the Smart Way Commuter & Express service in accordance with Sections 2a and 2e of GRTC November 15, 2010 Board Resolution and FTA /Virginia Public Procurement Act requirements; that either GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations or General Manager (or designee) or any combination of two of the four aforementioned individuals be authorized to execute a purchase contract for said bus. Y f bmitted, Price Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary GRTC General Counsel Municipal Auditor Greater Roanoke Transit Company P.O. Box 13247 Roanoke, Virginia 24032 Phone: (540) 982 -0305 Fax: (540) 982 -2703 www.valleymetro.com BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING GREATER ROANOKE TRANSIT COMPANY'S PRESIDENT, VICE - PRESIDENT OF OPERATIONS, ASSISTANT VICE - PRESIDENT OF OPERATIONS, OR GENERAL MANAGER OR ANY COMBINATION OF TWO OF THE FOUR AFOREMENTIONED INDIVIDUALS TO EXECUTE A PURCHASE CONTRACT, IN A FORM APPROVED BY GENERAL COUNSEL, NEEDED TO PURCHASE ONE (1) EXPANSION MEDIUM DUTY BODY ON CHASSIS BUS FOR THE SMART WAY COMMUTER & EXPRESS SERVICE, IN ACCORDANCE WITH SECTIONS 2a and 2e OF GRTC NOVEMBER 15, 2010 BOARD RESOLUTION AND FTANIRGINIA PUBLIC PROCUREMENT ACT REGULATIONS; AND AUTHORIZING THE VICE PRESIDENT OF OPERATIONS AND GENERAL MANAGER TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTHER DOCUMENTS, AS MAY BE NECESSARY TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH CONTRACT. WHEREAS, as a result of a successful Smart Scale application for Smart Way expansion vehicles, Greater Roanoke Transit Company (GRTC) is in a position to purchase one (1) medium duty body on chassis vehicle for an estimated $327,000.00. There is no local match required. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: GRTC's President, Vice - President of Operations, Assistant Vice - President of Operations, or General Manager, or any combination of two of the four aforementioned individuals are each authorized, for and on behalf of GRTC to take such actions and execute a purchase contract, in a form approved by general counsel, to purchase one (1) medium duty body on chassis vehicle for the Smart Way Commuter & Express Service, referred to in the General Manager's report dated November 16, 2020, to this Board. GRTC has the necessary funds available in the amount of $327,000.00 to procure the bus, with no local matching funds required. 2. The Vice President of Operations and General Manager are further authorized to take such further actions and execute such further documents, as may be necessary to implement, administer, and enforce such purchase contract, with any such documents to be in a form approved by General Counsel. ATTEST: Date: `,Ofiff&.A,1, AF, 4,6.01D J. T u Cecelia F. McCoy, Secretary