PRESENT:

JOSEPH SEMIONE, CHAIRMAN
MIKE FITZGERALD, VICE CHAIRMAN
TODD RULISON, TREASURER
JOSEPH GILLIS, SECRETARY
DAVID D’AMORE, MEMBER
SUE COLLINS, MEMBER
GREG TRUCKENMILLER, MEMBER
JAMES MRAZ, EXECUTIVE DIRECTOR
KARA LAIS, FITZGERALD, MORRIS, BAKER, FIRTH PC (ZOOM)
SCOTT HENZE, PLANNING DIRECTOR
GRANT PRESTON, FULTON COUNTY CENTER FOR REGIONAL GROWTH

MOTION        :           Accept as presented.
MADE BY      :           Dave D’Amore
SECONDED  :           Sue Collins
VOTE             :           Unanimous

MOTION        :           Accept as presented.
MADE BY      :           Mike Fitzgerald
SECONDED  :           Joe Semione
VOTE             :           Unanimous

A. Nominating Committee

• No report.

B. Audit Committee:

• Monthly Bank Reconciliation Report:   Mike Fitzgerald

IDA DISCUSSION:  Mike Fitzgerald approved the Monthly Bank Reconciliation Reports.

C. Governance Committee:

• No report.

D. Finance Committee:

•  No report.

1. Fulton County Report:  Jack Wilson
2. FCCRG Report: (See attached.)  Grant Preston

IDA DISCUSSION:    Grant Preston reviewed the CRG’s monthly report that was attached to the Agenda. Joe Semione asked if the CRG was buying all of the Leader Herald buildings?  Grant Preston stated “No, just the main building in downtown Gloversville.”

1. Status Report:

• FCCRG’s Site Committee met on June 23, 2022.

• At June 14, 2022 meeting, IDA Board agreed to extend Option Term in Lease Agreement to December 31, 2022 contingent upon Nexus paying IDA’s legal fee invoice sent to Nexus on March 2, 2022.
• Jim Mraz participated in a Zoom meeting with Nexus on August 30^th.
• During that Zoom meeting, Nexus asked if the Option Term could be extended to June 25, 2023.
• Nexus advised that they are prepared to send a payment in full to cover the IDA’s legal invoice sent to Nexus on March 2, 2022.

IDA DISCUSSION:   Jim Mraz reviewed the information on the Agenda.  He stated that Nexus advised that they are prepared to pay the IDA’s legal fee invoice.  He explained that Nexus is assessing what financial incentives it wishes to take as part its proposed project at Tryon.  Certain incentives are available now in 2022, but the Inflation Reduction Act also includes new incentives that won’t be available until 2023.  Nexus has asked for the Option Term to be extended another six (6) months to give them time to assess which incentives will best suit the Tryon project.  Jim Mraz asked if there were any further questions?  There were none.

IDA ACTION:

MOTION:                   To authorize the Chairman to execute an amendment to the Amended and Restated Solar and Energy Storage Lease Agreement with Nexus Renewables to extend the Option Term through June 25, 2023 contingent upon Nexus paying the IDA’s legal services invoice.

MADE BY:                 Joe Semione
SECONDED:             Mike Fitzgerald
VOTE:                        Unanimous

1. Sale of Vireo Health to Verano Holdings:

• Both companies are seeking shareholder approval of the proposed sale.

2. Status of Construction:

• Construction ongoing.

3. PILOT/Lease:

• Working with Vireo Health to complete the Lease/PILOT Agreements for its 324,000 SF building.

4. Increase in Sales Tax Exemptions:

• At August 9, 2022 meeting, IDA Board approved increasing the total amount of sales tax exemptions Vireo can take contingent upon Vireo signing either a Standard Lease or Agent and Equipment Lease with the IDA.

IDA DISCUSSION:   Jim Mraz reviewed the information on the Agenda.  He stated Kara Lais has been in communications with Vireo’s attorney regarding the execution of the Lease and PILOT Agreements.  Kara Lais stated that she anticipates these documents being completed in October of 2022.

• Construction ongoing.

• Winstanley targeting December 20, 2022 to close on purchasing lands in Tryon Technology Park.

1. Back-up Generator Project:

• EDP has approved Koval’s submittal on generator and automatic transfer switch (ATS).
• ATS scheduled to be delivered in September. Generator in October.

2. Sale of Land to Lott Holdings:

• Completed.

3. 90-Day Notice to New York State:

• Kara Lais sent the 90-day letter to the State dated June 9, 2022.
• 90-day period ends on September 8, 2022.
• If no comments/objections received, IDA can complete transfer to Sewer District.

4. Transfer of Land to Fulton County Sewer District No. 4:

• Waiting for survey of two (2) parcels to be deeded to Fulton County Sewer District No. 4.
• Once survey is complete, deed and other paperwork will be prepared to transfer title of land over to Sewer District No. 4.
• Bill of Sale will also be signed to transfer title of pump station, generator and all sewer infrastructure over to Sewer District No. 4.
• Once these actions are taken, the Sewer District will take over operation and maintenance of Tryon’s sewer system.

IDA DISCUSSION:   Jim Mraz reviewed the information on the Agenda.  He stated the survey of the two (2) parcels was just received.  The two (2) parcels that will be deeded to the Sewer District total approximately 35 acres of land.  He e-mailed the survey to Kara Lais.  Kara Lais will now prepare a deed and other documents required to complete this transaction.

• Funds invested into Treasury Bills on Tuesday, August 16, 2022.
• Funds were invested in 3-month, 6-month, 9-month and 12-month T-Bills.
• Interest rates were:

3-month      :               2.37%    matures:                11/17/22
6-month      :               2.89%    matures:                2/16/23
9-month      :               2.91%    matures:                5/18/23
12-month    :               3.18%    matures:                8/10/23

• The business survey went live on August 17^th.
• The survey will be available until September 14, 2022.
• The Chamber of Commerce will encourage all of its members to complete survey.
• The FCCRG sent an email to all of its members encouraging them to complete survey.
• Information about survey posted to the Board of Supervisors’ Twitter and Facebook pages.
• Press Release issued on August 17^th regarding survey.
• News article appeared in Leader Herald on August 22, 2022.

• IDA Board must adopt a 2023 Budget by November 1, 2022.
• Draft 2023 Budget is attached.
• Key details include:

– Proposed budget totals $203,620 which is a decrease of $2,520 or 1.1% from 2022.
– Proposed Tryon Budget totals $12,300 which is a decrease of $65,700 or 84% from 2022.
– Funds are budgeted to conduct engineering evaluations of two (2) tracts of land to potentially prepare as shovel-ready sites.

See attached.

IDA DISCUSSION:   Jim Mraz reviewed the draft 2023 Budget for both Tryon and the IDA.  He explained that even though the IDA will be selling most of the remaining land at Tryon, there will still be a need for a small Tryon budget.  He stated the primary expense would be for lawn mowing.  He anticipates the same thing happening again in 2023 as will happen in 2022 in that the IDA will hire and pay for the mowing and be reimbursed by Winstanley.

Jim Mraz explained that the proposed 2023 IDA budget includes funds to conduct desktop environmental assessments on two (2) sites that will be considered for development into shovel-ready sites.  The budget also includes funds to conduct more detailed engineering evaluations on those sites, as well as pursuing the acquisition of options.  Joe Semione asked if there was money in the budget to actually purchase the site?  Jim Mraz stated, “No.”  He stated if the IDA got to that point in 2023 where it was prepared to purchase the site, the funds for that would simply come from the IDA’s reserve fund.

Jim Mraz asked if there were any questions regarding the draft budget?  There were none.  He stated he would present the budget again at the Board’s October meeting and ask for it to be adopted at that time.

• The tank with the pumps in it has accumulated sand and silt in bottom from infiltration and inflow.
• It is recommended that this sand and silt be vacuumed out so it does not get into the sewer pumps.
• Quote from Adirondack Septic to vacuum out tank: $1,350

IDA DISCUSSION:   Jim Mraz reviewed the information on the Agenda.  He asked if there were any questions.  He recommended that, if the Board wishes to proceed with this work, that it authorize an expense up to $1,500.

IDA ACTION:

MOTION:                   Authorize Adirondack Septic to vacuum out the tank at the Wastewater Pump Station at a cost not-to-exceed $1,500.

MADE BY:                 Dave D’Amore
SECONDED:             Dr. Greg Truckenmiller
VOTE:                        Unanimous

1. Payment In Lieu of Tax Agreement (PILOT’s):

A. Uniform Tax Exemption Policy (UTEP):

• The IDA’s UTEP authorizes the IDA to offer real estate tax exemptions to eligible projects.
• These real estate tax exemptions are provided through a PILOT.
• The UTEP says the IDA shall make available to eligible projects a model PILOT based on Section 485-b of NYS’s Real Property Tax Law as shown below:

* A PILOT does not apply to the assessment of land.  It only applies to the assessment of improvements on the land.

B. Current IDA Projects with Active PILOT’s:

*Vireo Health will be added to this list if and when they execute a PILOT.  The IDA Board has authorized the Chairman to execute a PILOT with Vireo.

C. Recent IDA Projects that Received PILOT’s*:

• Walmart Food Distribution Center
• Walmart Regional Return Center
• Pioneer Windows
• Euphrates
• Electrometrics

* These companies received a PILOT modeled after Section 485-e of NYS’s Real Property Tax Law as shown below:

* All of these 485-e PILOT’s have expired.
* The IDA Board stopped offering this PILOT years ago and now just offers PILOT’s modeled after 485-b.

D. How Do PILOT’s Work:

1. Process:

• Once a PILOT is executed, Kara Lais sends a copy to all affected local taxing jurisdictions: School District/County/City or Town.
• All local taxing jurisdictions’ assessors establish an assessed valuation for the land and improvements on the property.
• All local taxing jurisdictions generate PILOT invoices and sends them directly to the Company.
• The Company then sends a PILOT payment directly to the taxing jurisdiction.

2. Monitoring:

• At the end of each calendar year, the IDA contacts all local taxing jurisdictions affected by a PILOT and each Company with a PILOT to verify that all required PILOT payments were made that year.

3. Recapturing:

• All PILOT’s contain language regarding recapturing real property tax benefits.
• The IDA’s UTEP identifies reasons why these benefits would be recaptured.
• If an incident occurred that triggered the need to recapture real property tax exemptions, the following schedule in the UTEP would apply:

• To date, the IDA has never had to recapture real property tax exemptions taken by a company.

• Once the sale of lands at Tryon to Winstanley is complete, the IDA will only own 60+/- acres in the Town of Johnstown.
• Approximately 30 of these 60+/- acres is proposed to be leased to Nexus for their solar project.
• Should the IDA continue carrying liability insurance on these remaining 30+/- acres?

IDA DISCUSSION:   Jim Mraz reviewed the information on the Agenda.  It was the consensus of all IDA members present to maintain property liability insurance on this parcel moving forward.

1. Upon a majority vote of its total membership, taken in an open meeting pursuant to a motion identifying the general area or areas of the subject or subjects to be considered, a public body may conduct an executive session for the below enumerated purposes only, provided, however, that no action by formal vote shall be taken to appropriate public moneys:

i. matters which will imperil the public safety if disclosed;
ii. any matter which may disclose the identity of a law enforcement agent or informer;
iii. information relating to current or future investigation or prosecution of a criminal offense which would imperil effective law enforcement if disclosed;
iv. discussions regarding proposed, pending or current litigation;
v. collective negotiations pursuant to article fourteen of the civil service law;
vi. the medical, financial, credit or employment history of a particular person or corporation, or matters leading to the appointment, employment, promotion, demotion, discipline, suspension, dismissal or removal of a particular person or corporation;
vii. the preparation, grading or administration of examinations;
viii. the proposed acquisition, sale or lease of real property or the proposed acquisition of securities, or sale or exchange of securities held by such public body, but only when publicity would substantially affect the value thereof.

MOTION:  To go into Executive Session to discuss the proposed acquisition, sale or lease of real property or the proposed acquisition of securities, or sale or exchange of securities held by such public body, but only when publicity would substantially affect the value thereof.

MADE BY      :           Joe Semione
SECOND        :           Todd Rulison
VOTE             :           Unanimous

TIME              :           4:36 p.m.

MOTION        :           To go out of Executive Session.

MADE BY      :           Joe Gillis
SECOND        :           Todd Rulison
VOTE             :           Unanimous

TIME              :           4:55 p.m.

Tuesday
October 11, 2022
8:00 a.m.

MOTION        :           To close the meeting.

MADE BY      :           Sue Collins
SECONDED  :           Dr. Greg Truckenmiller
VOTE             :           Unanimous

TIME              :           4:55 p.m.