10/30/2023

Meeting Minutes for:
Strategic Planning Committee Meeting
Yuma International Airport, Conference Room
Monday, October 30, 2023 at 12:10 PM

    Call to Order:
    The Yuma County Airport Authority, Inc. (YCAA) Strategic Planning Committee Meeting of the Board of Directors was called to order at 12:10PM on October 30, 2023, in the Yuma International Airport Conference Room, 2191 E. 32nd Street, Suite 218, Yuma, Arizona 85365. The Presiding officer was Russell Jones, Committee Chairman.

    YCAA STRATEGIC PLANNING COMMITTEE MEMBERS PRESENT WERE:
    Russell Jones, 2nd Vice President and Committee Chairman
    Jenny Torres, Director

    YCAA DIRECTORS ABSENT WERE:
    Dean Hager, 1st Vice President
    Albert Gardner, Director
    Juan Guzman, Director

    ALSO PRESENT WERE:
    Gladys Brown, Airport Director
    Gerald Hinkle, Jr., Chief Financial Officer

    CALL TO THE PUBLIC
    There were no Public Comments.

    REGULR AGENDA
    1) Strategic Planning Committee discussion and possible recommendation related to a potential Intergovernmental Service Agreement (IGSA) with Yuma Proving Ground (YPG) for the purpose of managing construction projects at the installation based on our expertise and management availability.

    Ms. Brown, the Airport Director, explained officials from YPG have approached the YCAA seeking assistance with the rehabilitation of one of their runways to include but not limited to electrical work, facility improvements, grading and paving projects. YPG has provided construction documents including the design and scope of work for the project hoping that the YCAA can utilize its vast experience in managing these types of projects by entering into an Intergovernmental Service Agreement (IGSA) which would place the YCAA in the position of performing the work through sub-contracts in return for a 15% management fee. The proposed language of the IGSA was provided and has undergone legal review.

    The IGSA is an overview of the relationship between the parties and a road map as to how the process will proceed. Ms. Brown emphasized that the IGSA does not actually commit the YCAA to performing any work, but instead, provides a framework. Ms. Brown described “Transaction Orders” or “TO’s” which are similar to a construction contract will be utilized for each individual project. Each proposed TO would be presented to the YCAA Board of Directors for approval, along with the related subcontracts with local contractors. Ms. Brown described language within the proposed IGSA regarding prompt payment and an “off-ramp” which provides the YCAA an opportunity to step away from the agreement in the case of slow payment or payment amount disputes.

    After discussion, the consensus of the Strategic Planning Committee was to recommend that the Board of Directors authorize the Airport Director to enter into the proposed IGSA subject to final approval by staff and legal review at the next monthly meeting of the YCAA.

    2) Strategic Planning Committee discussion and possible recommendation related to a proposed fifty (50) year Contract and License agreement between the United States Department of the Interior, Bureau of Land Management and the Yuma County Airport Authority, Inc. for 640 acres of land located in San Luis, Arizona commonly known as Rolle Airfield Airport.

    Ms. Brown, the Airport Director, was happy to report that the YCAA had finally received proposed language for a Contract and License Agreement between the BOR and the YCAA which would allow the YCAA to operate Rolle Airfield Airport for a term of 50 years. Ms. Brown, described the overall concept of the agreement which has received support from the County of Yuma as well as the City of San Luis. A review of this agreement is underway by legal counsel and BOR seems agreeable to changes necessary to proposed language that appears to limit the YCAA’s ability to sublease airport property.

    If authorization is provided, it is possible that the agreement may be in place by the end of 2023 which would make Rolle Airfield eligible for Arizona Department of Transportation – Aeronautics Division capital improvement and airfield maintenance grants in the future.

    After discussion, the consensus of the Strategic Planning Committee was to recommend that the Board of Directors authorize the proposed fifty (50) year Contract and License agreement between the United States Department of the Interior, Bureau of Land Management and the Yuma County Airport Authority, Inc. for 640 acres of land located in San Luis, Arizona commonly known as Rolle Airfield Airport.

    3) Strategic Planning Committee discussion and possible recommendation regarding updating the Yuma County Airport Authority’s Articles of Incorporation and Bylaws.

    Ms. Brown, the Airport Director, described to the Committee how the expanded operations of the YCAA which includes the transition from managing the Rolle Airfield Airport as the County of Yuma’s “Agent” to a direct Contract and License Agreement with the Bureau of Reclamation as well as the opportunity at the Yuma Proving Ground under an Intergovernmental Service Agreement (IGSA), has made it necessary to review the YCAA’s foundational documents, to ensure they are in order. Ms. Brown described how the Articles of Incorporation, and the Bylaws currently describe the purpose of YCAA’s existence being limited to the operational management of the Yuma International Airport rather than the broader mission today which includes controlling both the Yuma International Airport and the Rolle Airfield Airport (as proposed), financial support of the Somerton Airport and even the most recent interest in managing construction projects at the U.S. Army Yuma Proving Ground (YPG).

    Ms. Brown presented the proposed changes in some detail and informed the Committee that the amended version of both the Articles of Incorporation and Bylaws were recommended for adoption by the Executive Committee at their meeting held on October 24, 2023.

    After discussion, the consensus of the Strategic Planning Committee was to join the Executive Committee in recommending that the Board of Directors authorize the Airport Director to take the steps necessary to revise to the YCAA’s Articles of Incorporation and By-Laws as presented.

    CALL TO THE PUBLIC
    There were no Public Comments.

    ADJOURNMENT
    There being no further business before the Committee the meeting adjourned at 12:55PM.




    // Approved //
    Russell Jones
    2nd Vice President, Yuma County Airport Authority; Strategic Planning Committee Chairman


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