SANTA FE RAILYARD COMMUNITY CORPORATION

Board of Directors’ Meeting

Tuesday, February 6, 2007 from 5:00 – 7:00 pm

Santa Fe Public Library, 145 Washington Ave, Santa Fe, NM

Attending: Board Members: Steven Robinson (President), Donald Meyer (Vice-President), David Vlaming (Treasurer), Jean Berinati (Secretary), Robert Dunn, Devon Ross, Ellen Bradbury, Stephen Easley, Anthony Hatch, Craig Barnes, Pennington Way, Tony Sawtell (Attorney to the Board).

Also Attending: Public: Michael Blakeslee, Charles Putney. SFRCC: Richard Czoski (Executive Director), Sean Moody (Project Manager), Karen Keeling (Property Manager/Accountant), Scott Harrison (SFRCC Project Management Assistant) and Fitzhugh Cline (Office Manager/Admin Assist).

Call to Order: The meeting was called to order at 5:10 p.m. by President, Steve Robinson. Motion made to approve the Agenda by Donald Meyer, 2nd by Ellen Bradbury. The Agenda was approved unanimously.

Minutes: Motion made by Donald Meyer to approve the January 9, 2007 minutes, 2nd by David Vlaming. The Board minutes of January 9, 2007 were approved unanimously.

Financial Report: David Vlaming reviewed and discussed the December 2006 financial statements. Richard Czoski noted the Operating Audit being performed by Barraclough CPA is almost complete. SFRCC will probably take the Audit to City Council in April 2007. Richard also commented that the City currently owes SFRCC approximately $12,000 which is down significantly from approximately $500,000. He noted SFRCC expenses are moderate now, due to construction delays resulting from unusually severe winter weather.

Motion was made by Donald Meyer to approve the Financial Report, 2nd by Craig Barnes. The Financial Report was approved unanimously.

Executive Director’s Report:

Leasing Report:

·  E-mails – Richard Czoski asked Board Members to review two e-mails he received in January regarding REI – the anchor store to be built in the North Railyard’s Market Station. One was from Carol J. Johnson of Glorieta and the other from Jon Asher, also of Glorieta.

·  ArtYard, LLC – Prior to the meeting, Don Wiviott provided SFRCC with a marketing flyer for the ArtYard, LLC buildings. The commercial units in B-1 are being offered at $29-$35 a square foot. Commercial units in A-1 and A-2 are being offered at $25-$29 per square foot. The residential units are listed from $394,900 – $612,900. There will also be a number of affordable units offered. There was discussion among Board Members regarding these prices. Richard Czoski noted costs have gone up for the live/work buildings due to a two year delay. Steve Robinson said we need to know the number of affordable units. Also, Board Members requested Wiviott reconsider the names he has chosen for his properties. Richard Czoski will convey their comments to Don Wiviott.

·  Railyard Company, LLC (“RYCOLLC”) – RYCOLLC has signed an agreement with REI for lease of space in Market Station.

·  Letter of Intent with Doug McDowell – SFRCC has issued a Letter of Intent to Doug McDowell for a green building supply company for Parcel HH in the Baca Street area.

·  Remaining Parcels – Only three parcels remain, OO (La Puerta Building), MM and PP which are all in the Baca Street area. No parcels in the North Railyard are available.

Major/Minor Projects:

Richard discussed the City’s criteria for classification of Major/Minor Projects. A building of 10,000 square feet or more and on a quarter acre or larger is classified as a Major Project. Major projects generally require a minimum of three months to process and require tenants to pursue Early Neighborhood Notification, send out notices, complete sign postings, etc. and present before the Business Capitol Design Review Committee (BCD-DRC). This creates delays and places financial burdens on small, local businesses and developers. SFRCC prefers the classification be based on square footage and eliminate the quarter acre requirement. The 11 projects pending (3 in the North Railyard and 8 in the Baca Street area) could then be approved administratively by City staff as Minor Projects.

Based on assurances from two Planning and Land Use Directors over 16 months that the criteria would be revised to exclude the quarter acre, Richard Czoski has been advising SFRCC tenants that buildings less than 10,000 square feet would probably not be subject to BCD-DRC process. He noted an “unintended consequence” of the current proposed policy reversal will penalize small, local businesses, requiring them to undergo an additional three months for BCD-DRC approval. He added that two small, local projects are now in limbo: Twisted Cow Compound and Molecule LLC. City Council will make the decision regarding Major/Minor Projects.

Two upcoming City Meetings regarding Railyard business: Public Works on February 12, 2007 and City Council on February 14, 2007. Board Members were asked to talk to their Councilors, write letters and attend these two meetings requesting City Council drop the quarter acre requirement.

Richard Czoski mentioned he gave Mayor Coss, Acting City Manager Jack Hiatt, and the Assistant City Manager Galen Buller a tour of the Railyard on February 2nd.

Plaza and Alameda:

Jenny Parks will be leaving The Trust for Public Land (“TPL”) for six months and Marc Beyeler, a TPL national director from San Francisco, will be filling her position in the interim. Richard Czoski noted that currently TPL does not have the funding to build the Plaza and Alameda.

The working group formed by Mayor Coss’ Resolution 2007-8 to make recommendations to the governing body regarding policies and procedures, management, maintenance and operations, and budget for the Railyard Park, Plaza and Alameda had its first meeting on 1/25/07. Richard Czoski was asked to be the Chair.

Their first task is to obtain approval from City Council regarding Farmer’s Market use of the Plaza and Alameda on market days. This issue will be discussed at the Feb 14, 2007 City Council meeting. Also, Board Members discussed the anti-donation issue relating to Farmers’ Market and the Woodworkers Guild. If the Farmers’ Market is designated a “qualifying entity” under the City economic development ordinance they will be able to receive funding through the City and still own their building. It is presently unclear whether the Woodworkers Guild could be designated a “qualifying entity.”

The Farmers’ Market construction project is now out to bid and the results of the contract award should be known by the end of February. It was noted the Farmers’ Market has encountered a three month delay in starting construction which could cause approximately a $200,000 increase in their costs. Under discussion was whether the City could in some fashion release funds to Farmers’ Market in order for them to begin construction – perhaps the city could convey funds to Farmers’ Market in a quid pro quo manner. Sean Moody noted the delay in Farmers’ Market construction start will allow other construction to get underway, so the overall impact on the North Railyard is not necessarily negative.

TPL and RYCOLLC have engaged in discussion regarding construction coordination of the Plaza and Alameda in the North Railyard.

Street Naming:

Karen Keeling presented the results of the Street Naming Committee which met on January 17, 2007. The names already approved by the Board in 2006: Manhattan Avenue, Market Station, Debbie’s Way and Chili Line Lane. The Street Naming Committee presented Calle Familia and Callejon (alley) as additional street names for the North Railyard. There was discussion about using railroad terms in the Baca Street area to help foster community awareness of the connection between Baca Street and the North Railyard. The Baca Street names presented for discussion and approval: Shoofly Street, Flagman Way and Railfan Road. The proposed new names were approved by the Board.

Water Harvesting:

The Water Harvesting Agreement among SFRCC, the City of Santa Fe and TPL was signed on January 10, 2007. To date, the Railyard Galleries, the Rose Building and SITE Santa Fe have responded they will participate in water harvesting.

Parking Update:

Richard Czoski, William Hon (City Parking Director) and Councilor Calvert have been working together to devise plans for interim parking in the Railyard. The situation is expected to be difficult for the next nine months. The opening of the Underground Parking Garage (“UPS”) may be delayed. SFRCC expects to have approximately 500 above ground spaces complete before the UPS is finished. It was noted that parking continues to be problematic in part due to the displacement of events from the Sweeney Center to El Museo. Steve Robinson asked if remote parking is being considered by the City. Richard Czoski responded that he does not have knowledge of the City’s current plans for remote parking. Additionally, he commented that SFRCC has and continues to do everything it can to provide adequate parking. Ongoing, the City may be required to step in and provide other parking solutions.

Infrastructure:

North Railyard: The Purchase Order which authorizes the $7.6 million NMFA Loan # 2 funds to be issued to SFRCC has been approved by the City. This will provide funding so SFRCC can negotiate and sign a contract with TLC to begin construction of the North Railyard Infrastructure. Sean Moody noted pending successful contract negotiations, we have a March 5, 2007 start date for construction to begin. Additionally, Sean reviewed the updated construction calendar for 2007-2008. Weekly contractor coordination meetings are being held at SFRCC and Sean commented coordination among all parties is going well.

Baca Street Area: Sean Moody noted construction has temporarily stopped due to weather. He also mentioned the road and utility cuts are planned over the next two weeks and will likely be disruptive to traffic in the area.

Underground Parking Garage:

Sean Moody presented a photograph showing the current state of construction in the UPS. Completion is expected in late April or May of 2007 but a certificate of occupancy may not be issued until October 2007. Excavation for the Maya Cinema on Parcel G is expected to begin April 15, 2007.

Calendar:

The next Board Meeting will be held Tuesday, March 6th at the La Farge Branch Library, 1730 Llano Street, from 5:00 – 7:00 pm. Richard Czoski made note of changes in the Board Meeting 2007 Calendar. Although all meetings will be held on Tuesday evenings, some will be on the first Tuesday of the month and others on the second in order to accommodate religious holidays.

New Business:

New Board Member Orientation Meeting will be held Tuesday, February 13, for David Dunmar and Pennington Way.

Richard Czoski is being honored by the Santa Fean Magazine at a special reception on Thursday, February 15.

Public Comments: Michael Blakely and Charles Putney commented they were attending the meeting to become more informed about the Railyard Project.

Motion made by Donald Meyer to move into closed Executive session at 6:30 pm, second by David Vlaming. Motion approved.

Executive Session: The Board of Directors did meet in closed Executive Session, pursuant to exceptions to the Open Meetings Act and nothing was discussed except possible disposition of real property any potential litigation review and personnel matters and no final action was taken during the Executive Session. No minutes were taken.

Motion made by Stephen Easley to return to Regular Session at 7:05 pm, second by David Vlaming. All approved.

Motion was made by Craig Barnes for the following:

1. Authorize execution of the First Amendment to the Lease for RYCOLLC;

2. Authorize execution of Art Yard, LLC leases adding language to the A-1, A-2 and B-1 leases to cover an event of foreclosure;

3. Authorize Richard Czoski to proceed with MIG d/b/a Santa Fe Audio Visual lease signing, and

4. Authorize Richard Czoski to proceed with Adriana Siso of Molecule, LLC lease signing including additional language proposed by SFRCC Attorney, Tony Sawtell - regarding the possibility of removing the modular building at some later time.

Second by David Vlaming. All approved.

There being no further business, motion made to adjourn by David Vlaming, 2nd by Stephen Easley. All approved. The meeting adjourned at 7:08 pm.

Respectfully submitted,

Fitzhugh Cline, SFRCC Office Manager/Admin. Asst.

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