Minutes - Mojave Air and Space Port

MINUTES OF THE REGULAR MEETING OF THE
BOARD OF DIRECTORS OF
MOJAVE AIR AND SPACE PORT
April 1, 2014
The Board of Directors of the Mojave Air and Space Port duly met for a Regular
Meeting at the District Offices in the Administration Building at Mojave Airport,
Mojave, California, at the hour of 2:00 o’clock p.m. on Tuesday, April 1, 2014.
President Rutan called the roll and the following Directors were present:
Balentine, Painter, Peterson and Rutan. Also present were the District’s Chief Executive
Officer, Stuart Witt and District’s Counsel Wayne Lemieux.
President Rutan presented the Agenda and requested to add under Closed Session
item “8.3 Real Property Negotiations Hgr 976.” Motion was made by Director Balentine,
and seconded by Director Painter. Roll Call vote: Ayes: Balentine, Painter, Peterson
and Rutan.
RESOLVED: That the Board find the
need to take action with respect to
“Real Property Negotiations Hgr 976”
has arisen subsequent to the posting of
the agenda and that agenda be approved
with the addition of “Real Property
Negotiations Hgr 976.”
Appointment of New Board Member
President Rutan stated that we had an unexpected resignation of one of our Board
members and the duty of the Board is to appoint an interim Board member who will hold
that position until the next General Election. Three resumes were submitted for this
position as follows: Elliot Seguin, Project Engineer for Scaled Composites, Bill Deaver,
public and government affairs consultant and former editor/publisher of the Mojave
Desert News and David Evans, Certified Public Accountant. Director Painter moved to
nominate Bill Deaver and Director Balentine seconded the nomination. Director Rutan
asked if there were any comments. Director Peterson noted that Board members are
normally appointed to the Board via the open general public so the Board gets what the
public elects to the Board as they should. However there are certain times when someone
resigns from the Board which leaves an opportunity to appoint someone to the Board
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that may fill a need at a specific time to help with certain issues. My viewpoint is while
all three gentlemen are excellent candidates and I encourage them all to run in the general
election in the fall I feel the Board could use the most help in the short term based on our
current financial crisis a person that could offer some assistance from the Board to come
up with process procedures in terms of finance and accounting oversight for both the
CFO and CEO. Director Peterson further noted that he was a little surprised by not
putting forward the person who has the expertise to help us to come out of the financial
crisis that we’re in and he stated he would have voted for David Evans. President Rutan
asked Director Balentine if he had any comments and Director Balentine responded that
he thought Bill Deaver was qualified for the position. President Rutan asked Director
Painter if she had any comments and she replied that Mr. Deaver is well qualified for the
position and the airport already has moved forward to locating a gentleman who is well
qualified to help with any of our financial issues. Director Painter stated I think the
administration has it well at hand and I stand with my motion. President Rutan asked if
there were any more comments and Director Peterson reiterated again that his concern is
not the person who is best suited to fill the seat from a general standpoint but what is
needed in the short term based on our current financial crisis. I’ve seen nothing from the
current administration that shows any change that’s been completed in terms of oversight
process needed and that the staff and Board has done anything to improve in its poor
handling of this whole scenario that’s got us here in the first place. Director Peterson
stated that he was quite disgusted. Roll Call vote: Ayes: Balentine, Deaver, Rutan,
Painter. Nays: Peterson
Election of Officers: Position of Vice President
President Rutan stated that due to the resignation of Director Walker, the position of Vice
President of the Board is currently vacant and opened the meeting for nominations for the
position of Vice President. Director Balentine moved to appoint Director Painter as Vice
President and Director Deaver as Secretary and motion was seconded by Director
Peterson. Roll Call vote: Ayes: Balentine, Deaver, Painter, Peterson, Rutan.
President Rutan congratulated the Directors on their new positions.
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CONSENT AGENDA
President Rutan presented the Consent Agenda. Upon motion by Director
Painter, seconded by Director Balentine and unanimously carried, Consent Agenda was
approved as submitted. Roll Call vote: Ayes: Balentine, Deaver, Painter, Peterson,
Rutan.
5A) Minutes of March 18, 2014
RESOLVED: That the Minutes of
the Regular Meeting of March 18, 2014
be approved as submitted and further
reading thereof be waived.
BUSINESS ITEMS
6A) General Fund Accounts Payable Vouchers
Interim CFO Michael Brouse reported that the past due summary reflected a balance of
$156,599.26. He also requested Board approval for the FAA/AIP Accounts Payable
Vouchers but noted that since funds from FAA have not yet been received the checks will
not be processed until District is in receipt of those funds. Motion was made by Director
Painter and seconded by Director Peterson. Roll Call vote: Ayes: Balentine, Deaver,
Painter, Peterson, Rutan.
RESOLVED: That the Board approve
vouchers for Accounts Payable
General Fund Account in the amount
of $156,599.26 dated March 28, 2014.
6B) FAA/AIP Accounts Payable Vouchers
Director Peterson asked when Funds would be received from the Federal Aviation
Administration to pay accounts payable vouchers in the FAA/AIP account and CFO
replied that he didn’t know at this time. Director Peterson asked why the Board was
being asked to approve payments at this time and CFO responded that Board approval
today would allow for prompt payment of vouchers when funds are received. No action
was taken.
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6C) LAFCO Ballot
CEO reported that District received Ballot for Special District Representative to sit on
LAFCO Board of Commissioners. Three candidates were listed on the ballot as follows:
Don Joe McKernan, Board Member of the Eastern Kern County Resource Conservation
District. Melvin McLaughlin, Board Member of the Kern County Cemetery District No.
1. Ray Thurm, Board Member of the Kern River Valley Cemetery District. CEO stated
that he knew Don Joe McKernan who is also a Board Member on the Indian Wells Valley
Water District and is well versed in public sector board activities and represents the high
desert region very well and has his recommendation. Motion was made by Director
Deaver and seconded by Director Balentine. Roll Call vote: Ayes: Balentine, Deaver,
Rutan, Painter, Peterson.
RESOLVED: That Board cast their
vote for Mr. Don J. McKernan of the
Eastern Kern County Resource
Conservation District to serve as Special
District Commissioner on the Local
Agency Formation Commission.
6D) JetHawks “Aerospace Night” Sponsorship
CEO Witt commented that the JetHawks of Lancaster routinely solicit organizations to
sponsor Aerospace Night from the greater aerospace community in the Antelope Valley.
In the past individual companies have sponsored Aerospace Night and MA&SP has cosponsored the event on two different occasions. He noted that the former CFO inquired
about this but did not have the authority to make a commitment on it and he was not
aware of it. CEO Witt further commented that he felt this was a very worthwhile event
but it would not have his recommendation at this time and it was placed on the agenda for
Board consideration. President Rutan stated that there was a perception that MA&SP
was onboard to sponsor this event and the financial part of this notwithstanding would
still be advantageous to MA&SP to get the publicity out of it and there are a lot of
collateral things that are very beneficial to the airport. (MA&SP would be the title
sponsor for the game played on August 2, 2014; would sponsor the Aerospace
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appreciation Bobblehead with the MA&SP logo and brand the game with its message;
two advertising banners; placement of information booth on concourse level; 30 second
video commercial or Logo placement on video wall; numerous mentions on television,
radio and newspaper ads). He commented that the person who committed the District to
sponsor the event this year did not have the authority but he personally felt that this was
good for the airport. He further noted that his colleague Mr. Mike Melville was selected
to be recognized at the event and “bobbleheads” of his image will be given out to the first
1,000 of JetHawks fans. Mr. Melville has been a long time test pilot and has the
distinction of being the first civilian astronaut and his celebrity status is well worthy of
MA&SP sponsoring him for this event as the bobblehead. President Rutan stated that he
understands the controversy concerning the money for this but would like to make the
motion that we accept this and honor this commitment and that Mike Melville be the
bobblehead and that he would personally fund the $4,000.00 required so that there would
be no financial impact to the District. Director Peterson asked why the Board needed to
take action on this now and President Rutan stated that the deadline is April 15th to allow
time to create the bobbleheads. Director Peterson asked if there were funds available in
the budget for marketing. Interim CFO Michael Brouse stated that he is still reviewing
all District funds going back over two years and while he did not have a definitive answer
at this time he respected Deputy General Manager Drees’ opinion that funds are available
for marketing and advertising. CEO stated that the day-to-day cash balances of the
District have been steady for the last eight weeks in the amount of approximately $2.2M
to $2.3M and he was confident in those figures. Director Peterson asked CFO if he knew
the exact balance of the marketing account and he did not have a definitive answer at this
time since he is still researching all accounts which may take several months to complete.
Motion was made by Director Painter and seconded by Director Deaver. Roll Call vote:
Ayes: Painter, Peterson, Rutan, Deaver. Nays: Balentine.
RESOLVED: That Board approve
JetHawks Sponsorship to include
Luxury Suite and associated benefits
as delineated above for the 2014
season in an amount not to exceed
$4,000.00 and Deputy General Manager
Drees authorized to execute contract
on behalf of the District.
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6E) LAIF Resolution
CEO Witt requested that a change of names was required on the LAIF Resolution of
individuals authorized to invest MA&SP monies in the LAIF Account. The Resolution is
in final form today for affirmation by Board. Director Painter commented that her title
on the Resolution will need to be changed from Secretary to Vice President and Bill
Deaver as Secretary. Motion was made by Director Balentine and seconded by Director
Painter. Roll Call vote: Ayes: Balentine, Painter, Rutan, Deaver. Absentions: Peterson.
RESOLVED: That RESOLUTION NO. 14-04-723
A RESOLUTION OF THE BOARD OF DIRECTORS
OF MOJAVE AIR AND SPACE PORT AUTHORIZING
INVESTMENT OF MOJAVE AIR AND SPACE
PORT MONIES IN LOCAL AGENCY INVESTMENT
FUND in the District’s Resolution File and by this
reference be and the same is incorporated herein
and made a part hereof as though fully set forth
at length, be adopted.
6F) Mission Bank CD Signature Authority
CEO Witt stated that the Mission Bank CD signature authority needs to be updated and
asked the Board to appoint two Directors to have that authority. President Rutan
suggested Directors Painter and Deaver. Motion was made by Director Peterson and
seconded by Director Balentine. Roll Call vote: Ayes: Balentine, Deaver, Painter,
Peterson, Rutan.
RESOLVED: That Board authorize
Director Painter and Director Deaver
as authorized signers on the Mission
CD Account Number 12641.
Reports/Announcements
7B) Board Committees
President Rutan stated that the Board is in the process of forming a permanent finance
committee and asked this item be deferred to a future meeting.
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7C) Board of Directors
Director Deaver commented that it was an honor for him to serve on the Board and he
has been following the airport and community for many years as a journalist. Director
Painter commented that Mr. Deaver would be a great asset to the District with his
knowledge and politics in the area. Mr. Balentine thanked the county for their efforts in
the cleanup of dilapidated homes, fixing the streets, focusing on the town and appreciates
what the county is doing for the town of Mojave. Mr. Deaver noted that the Mojave
Foundation deserves credit as well for their efforts. CEO Witt also recognized
Supervisor Scrivner for making the effort to come down here regarding the issue with the
solar project and its impact on the community and tenants of Mojave. CEO and reported
on his trip to Washington and stated that legislation is progressing at the state and federal
level for the SOARS Act H.R.3038 (Suborbital and Orbital Advancement and Regulatory
Streamlining Act) championed by Congressman McCarthy.
President Rutan submitted his letter of resignation to Vice President Painter which he
read as follows:
Ladies and Gentlemen:
“I present this letter of resignation, which is effective immediately. My decision to resign
is based on a business opportunity that has presented itself that could create a possible
conflict of interest with my holding a sitting position on the Board, therefore I present my
decision to depart today. It has been challenging and rewarding to be part of this team as
we have transitioned from an airport to a Space Port, and it is with heavy heart that I
separate myself from this incredible assemblage of visionaries, fellow flyers and friends.”
President Rutan handed the gavel over to Vice President Painter who resumed the
meeting.
CLOSED SESSION
Board adjourned to Closed Session per Government Code Section 54956.8
to discuss Real Property Negotiations and Government Code Section 54956.9 to discuss
Potential Litigation.
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RESOLVED: That the Board adjourn
to Closed Session.
Vice President Painter reconvened the meeting to open session at 4:15 p.m.
CLOSED SESSION REPORT
In Closed Session the Board discussed Real Property Negotiations (Virgin
Galactic Test Site) and Potential Litigation (Claim by Dean Soest). No action was taken
and no other items were discussed.
ADJOURNMENT
There being no further business to come before the Board, the Chair adjourned the
meeting at 4:40 p.m.
RESOLVED: That the regular meeting
of April 1, 2014 be and the same is
hereby adjourned.
_______________________________
President
ATTEST:
______________________________
Secretary
(SEAL)
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