Diamond State Port Corporation

MINUTES OF BOARD MEETING

Public Session

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Friday, March 21, 2014 at 10:00 a.m.

Buena Vista State Conference Center, 661 S. DuPont Highway, New Castle, DE 19720

Chair:Alan B. Levin

Vice Chair:Jeffrey W. Bullock

Members:Michael A. Begatto

Shailen P. Bhatt

Karen C. Bifferato

Douglas B. Catts

Thomas J. Cook

Joseph G. DiPinto

Gerard L. Esposito

Quinton S. Johnson, IV

Michael L. Morton

Lewis D. Schiliro

Fred C. Sears II

Robert L. Venables, Sr.

Peaches M. Whalen

H. Hickman Rowland, Jr., Emeritus

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Present:Alan B. LevinGene Bailey, Executive Director

Jeffrey W. BullockTom Keefer, Deputy Executive Director

Michael A. BegattoParul Shukla, Director, Finance & Administration

Shailen P. BhattFrank Vignuli, Director, Operations

Karen C. BifferatoInigo Thomas, Director, Technology Solutions

Douglas B. CattsDebra Thompson, Executive Assistant

Thomas J. Cook

Joseph G. DiPinto

Gerard L. Esposito

Quinton S. Johnson, IV

Michael L. Morton

Lewis D. Schiliro

Peaches M. Whalen

H. Hickman Rowland, Jr., Emeritus

Also present, were the following members of the public:

ILA Vice President, James Paylor

ILA 1694 President, William Ashe, Jr.

ILA 1694-1President, Julius Cephas, and Vice-President, Paul Cutler

The meeting was called to order at 10:10 a.m. with Alan B. Levin, Chairman of the Board, presiding.

  • The Board Chairman opened the meeting by remarking that the Port of Wilmington had weathered one of the worst winters in its 90 year history. This winter, through 10-11 episodes of snow, the Port of Wilmington had never closed. He wanted to publicly acknowledge the hard work and dedication of the Port’s management team and the ILA.
  • Secretary Bhatt commented that DelDot’sroad salt delivery was 6 days late and that they were very close to running out. He expressed his thanks to the Port’s management team for quickly accommodating the M/V Bridgegate which was carrying 21.8 k MTs of road salt destined for DelDot.
  • The Board Chairman continued by stating that the Dole agreement had been fully executed;and, that the Executive Director would brief the Board on the status of contract negotiations with Chiquita in the Executive Session of the meeting.
  • House Bill #231 seeks to add 6 additional members to the current 15 member DSPC Board of Directors. The Board Chairman testified at the House Administrative Services Committee Hearing in opposition to the passage of this bill. Although well intended, he stated, the anticipated sources of the appointments of the additional members may present conflicts of interest. There is avery unbiased Board currently in place. Representative Johnson is also lobbying against this bill as he believes too many members will hamper the work this Board is doing. The matter has been referred to the Sunset Committee for resolution.
  • The Port of Wilmington Maritime Society held a very successful spring luncheon featuring Senator Chris Coons whom again expressed his unwavering support for the Port of Wilmington. The Board Chairman thanked “Peaches” for her commitment and service to the Port’s Board and her unmatched participation and attendance at Port of Wilmington events.

Motion was made to approve the minutes from the meeting of Friday, January 17, 2014. On a motion duly made and seconded, the minutes from the meeting of Friday, January 17, 2014 were unanimously approved.

Executive Session - For the purpose of discussing matters of a confidential nature, on a motion duly made and seconded, the Board went into Executive Session at 10:15 a.m. On a motion duly made and seconded, the Board returned to Public Session at 11:16 a.m.

Resolution #14-21 – Authorization for Changes to Lease Agreement with Chiquita – The Director of Finance and Administration briefed the Board on a request for authorization to allow the Chairman and the Executive Director to execute lease documents pertaining to terms of a new lease agreement with Chiquita Fresh, N.A. Chiquita is a significant contributor to DSPC’s financial solvency and their lease will expire on July 15, 2014. Negotiations have been ongoing and are expected to conclude with a 5 year lease renewal with two 5-year options to extend. Discussion ensued regarding the parameters of the new contract.

After further discussion by the Board, on a motion duly made and seconded, Resolution #14-21 was unanimously approved.

Resolution #14-22 – Authorization for Application and Execution of TIGER 2013 Agreement–The Director of Finance and Administration briefed the Board on a request for authorization for the Executive Director to execute the necessary agreements and documents with the Maritime Administration of the U.S. Department of Transportation(MARAD) for the receipt and spending of TIGER grant funding in the amount of $10 million. Separate submissions to the Board will be made for the actual project contracts as they arise. This authorization will allow the Executive Director to provide to MARAD additional informationas may be required, including executing appropriate documents,following review by DSPC legal counsel, to secure the grant. After discussion by the Board, on a motion duly made and seconded, Resolution #14-22 was unanimously approved.

Resolution #14-23–Approval of Contribution for Continued Operations of “PORTS”–The Executive Director briefed the Board on the request to contribute $100,000 (1/3 of the estimated total annual Delaware Bay operating expenses) to PORTS.® PORTS® measures and disseminates observations and predictions of water levels, currents, salinity, and meteorological parameters that mariners need to navigate safely. The operation and maintenance contract for the Delaware Bay PORTS® will expire in August 2014 without additional funding. As sensors break or are transmitting bad data, they will not be repaired or replaced. If no funding is acquired by September 1, 2014 the system will be shut down completely and the sensors removed. Philadelphia, South Jersey Port Corporation, and the DSPC have each been requested to contribute 1/3 to maintain this system for another year. Senator Chris Coons is working with others toward getting this system federally funded in the future. After discussion by the Board, on a motion duly made and seconded, Resolution #14-23 was unanimously approved.

Resolution #14-24 – Approval of Cancellation of Contract with Mumford & Miller for Rehabilitation of Wharf Unit 1 – Berth 5- The Executive Director briefed the Board on a request to cancel an existing contract with Mumford and Miller for the rehabilitation work being done on Berth 5. The remaining work under the current contract will be incorporated into the contract for the next phase of the project which includes a change in scope. After discussion by the Board on a motion duly made and seconded, Resolution #14-24 was unanimously approved.

The Board Chairman again expressed his appreciation to the Port management and the ILA for their hard work during the recent snow storms. New Jersey, Philadelphia, and New York ports were closed; however, Wilmington remained open and productivity in Wilmington had not been hampered.

He then called for public comments.

The ILA 1694-1 presidentreferred to his handout entitled, “Request for: Port Idea partnership with Delaware Technical Community College.” He stated that he had met with representatives from Del Tech to assist with developing plans for providing onsite training for ILA 1694-1 members. He further stated that his plan to train and utilize union members vs. outsourcing could potentially save the Port $800k or more annually.

The Board Chairman thanked the union president for his commentsand recommended that the proposed projects be discussed as part of the Collective Bargaining Agreement negotiations that are currently underway.

The Executive Director recommended that the Departmental Reports be accepted as written. He also noted that the next meeting of the DSPC Board of Directors will be held on Friday, May 16th in the Port of Wilmington board room.

The Board Chairman called for new business and/or final comments. Hearing none, and there being no further business, the Chairman thanked everyone for their participation. Ona motion duly made and seconded, the meeting was adjourned at 11:37 a.m.

Respectfully submitted,

Debra Thompson

Debra Thompson

Executive Assistant

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