Joint Development Authority of the Athens-Clarke County Unified Government & the City of Winterville

Minutes - REGULAR MEETING JOINT DEVELOPMENT AUTHORITY OF THE UNIFIED GOVERNMENT OF ATHENS-CLARKE COUNTY, GEORGIA AND THE CITY OF WINTERVILLE Wednesday, August 3, 2022 – 5:30 pm Held remotely via WebEx Board Members In Attendance: David Matthews-Morgan Dodd Ferelle Kelly Girtz Erica Cascio Board Members Absent: Ken Parris, Gabriella Sandberg, Stephanie Lynn Counsel & Staff in Attendance: Dan McRae, Seyfarth Shaw Ilka McConnell A. Call to Order (as regular meeting): David Matthews-Morgan, Chair B. Approval of Agenda: 1. Motion: David Matthews-Morgan 2. Second: Dodd Ferrelle 3. Directors unanimously approved the agenda C. Approval of Minutes for 5/4/2022 meeting: 1. Motion: Kelly Girtz 2. Second: Dodd Ferrelle 3. Directors unanimously approved the 5/4/2022 meeting minutes D. Old Business: Update on Food Bank of NE GA Project, Dan McRae Mr. McRae updated the Board on the project. All is moving with good speed, and JDA is fulfilling its role in the project. IGA between ACCGov and JDA has been authorized and signed. MOU between JDA and FoodBank authorized and signed. Purchase & Sales Agreement (PSA) binding date is July 22nd, and has been signed by both parties and has contingency it’s not binding until the JDA Board approves it. Closing must occur within 30 days of the PSA binding date. Lease and acquisition of the site will coincide in time. Dan is currently working on the draft of build-to-suit lease and work letter between the JDA and the FoodBank. JDA Board will need to briefly meet in a special called meeting later this month to approve the PSA prior to closing. Construction contract to be issued in 63270438v.2  November this year. Project closeout to occur December 2023. E. New Business: 1. Discussion & Vote Upon Letter of Engagement for Annual Audit with Rushton, Directors i. Ilka McConnell provided the Board an update that she and JDA Treasurer Stephanie Lynn have met with Sam Latimer from Rushton to discuss this year’s annual audit and timeline plan. Sam Latimer prepared a letter of engagement for the Board to review and vote upon. Estimated cost to conduct the annual audit is roughly $9,000 - $13,000. ii. Discussion/questions from Board: None iii. Motion to approve Letter of Engagement with Rushton for audit: Dodd Ferrelle iv. Second: Erica Cascio v. Directors unanimously approved the Letter of Engagement 2. Discussion, nominations, and vote upon new Board Secretary to replace Tim Pierce-Tomlinson i. Discussion: Board would like to wait until special called meeting later this month so additional Board members will be in attendance F. Staff Report: Ilka McConnell 1. Annual renewal of JDA public officials insurance, with renewal annual premium of $2,672. i. Motion to approve expense: Erica Cascio ii. Second: Kelly Girtz iii. Directors unanimously approved expense to renewal JDA’s public officials insurance coverage 2. McConnell provided update that she heard back from the State of Georgia regarding the ARPA grant request she submitted on behalf of the JDA last October 2021. The grant request was for $1M in grant funds to further seed the Turntable Revolving Loan Fund for small business loans. The request was denied. G. Next Regular Meeting: November 2, 2022 - 5:30pm H. Adjourn 1. Motion to adjourn: Dodd Ferrelle 2. Second: Erica Cascio 3. Directors unanimously approved adjournment 63270438v.2