WASHINGTON MATERIALS MANAGEMENT
AND
FINANCING AUTHORITY
Minutes
Regular Meeting of the Board of Directors
August 16, 2007
The Board of Directors (“Board”) of the Washington
Materials Management and Financing Authority (the “Authority”)
held a regular meeting at 10:00 a.m. PDT, Thursday, August 16,
2007, at the offices of Van Ness Feldman in Seattle, Washington.
Directors Present:
Nick Ammann, Apple Computers
Mark Bracking, PC Salvage
Mark Dabek, Re-PC
Kyle Holifield, Wal-Mart
Mary Jacques, Lenovo
Mike Moss, Samsung
Doug Smith, Sony (represented by Justin Gray)
John Swiderski, Deer Park Computer Sales and Service
Mike Watson, Dell Computers
Also Present Were:
Peter Lyon, Dept. of Ecology (Ex Officio)
Jay Shepard, Dept. of Ecology
Shad Pruitt, Office of the State Treasurer (Ex Officio)
Susan St. Germain, Dept. of Community, Trade and Economic
Development (Ex Officio)
Directors Absent:
Brenda Mathison, Best Buy
Tim McGrady, LG Electronics
Counsel Present:
Tyson Kade, Van Ness Feldman
Marlys Palumbo, Van Ness Feldman
Call to Order
John Swiderski, Chairperson, called the meeting to order at 10:03
a.m. A quorum of Directors was present.
Presentation of the Operating Plan Financing Model
Discussion:
Mike Moss presented the Financing Committee’s proposed
financing methodology for the operation of the Authority. In the
first year of the “50-50” finance model, a corporation’s
contribution would be calculated based on 50 percent of the
corporation’s return share (by weight), as assigned by the
Department of Ecology, and 50 percent of the corporation’s
sales in the state (by weight). Over an eight-year period, the 50-50
split would gradually transition to financing the Authority based
entirely on the weight of covered electronic products a
participating corporation sells in Washington.
The Board discussed several issues regarding the implementation
of the proposed financing methodology. First, because the model
does not go into effect until 2009, the Board will have to
develop interim sources of financing to fund operations and repay
the loan issued by the Department of Ecology. Second, market
share data is proprietary, so it will be difficult to isolate the
specific numbers for each corporation. Instead, the model could
utilize a tier schedule to assess payments based on market share
categories. Finally, the Board discussed making the financing
model available for public review and comment at the same time
the draft operating plan is made available.
On a motion duly made (Moss) and seconded (Swiderski), it was:
VOTED to adopt the proposal as the financing model for the
Authority.
The recorded vote was: 6 yeas, 0 nay, and 2 abstentions (Holifield,
Watson). Director Bracking was not present for the vote. The
motion carried.
Minutes from Previous Meeting
Discussion: The Board reviewed the minutes from the regular
meeting on July 19, 2007; and the special meetings on July 25,
and August 7, 2007. The draft minutes from the July 19 meeting
were revised to reflect a verified vote count for each motion and
to include the names of the Directors making and seconding
motions to vote. The draft minutes from the July 25 meeting were
revised to note that Peter Lyon reported on the applicability of
Washington’s procurement rules to the Authority.
On a motion duly made (Swiderski) and seconded (Ammann), it was:
VOTED to adopt the minutes as amended.
The vote was unanimous (8-0), and the motion carried. Director
Bracking was not present for the vote.
Hiring Considerations
At 10:40 a.m., the regular meeting was adjourned to an executive
session, pursuant to RCW 42.30.110, to discuss employment matters
for approximately 40 minutes.
The regular meeting was reconvened in open public session at 11:30
a.m.
Development of Operating Plan
Discussion: The Board discussed the timing of the implementation
of the operating plan, as required by the applicable statute and
regulations. Peter Lyon stated that the Authority must have its
contracts in place with the selected contractors at the time the
standard plan is submitted to the Department of Ecology. While
the Authority is not required to adopt its operating plan until
it implements the applicable programs, the Authority may want to
implement standards for contracting and establish minimum
financial reserve requirements prior to contracting for services
pursuant to the standard plan. The Board discussed the need for
an Operating Plan Committee. The Board postponed further
discussion of the issues related to the operating plan until
after the Operating Plan Committee has an opportunity to meet.
Formation of Operating Plan Committee
Discussion: The Board discussed forming a committee to develop a
draft of the operating plan. Mike Moss, Peter Lyon, Kyle
Holifield, and Nick Ammann agreed to serve on the committee.
On a motion duly made (Swiderski) and seconded (Moss), it was:
VOTED to form a committee to develop the operating plan.
The vote was unanimous (6-0), and the motion carried. Directors
Bracking, Smith, and Watson were not present for the vote.
The Operating Plan Committee will have its first meeting on
August 22, 2007.
Ecology Loan Agreement Requirements - Insurance
Discussion: Marlys Palumbo received a quote from Philadelphia
Insurance for providing the Authority with directors and officers
liability insurance. For coverage with a $1 million limit on
liability, the premium is expected to be about $1,500 to $2,000.
The Board recognized the need for comprehensive general insurance
but, at this time, the Board does not have any property or staff
to warrant such coverage.
Committee to Develop RFP for Contractor – Standard Plan
Discussion: The Board discussed what procedures and guidelines to
follow when initiating the RFP process to develop the standard
plan. Marlys Palumbo mentioned that several individuals with
experience in developing household waste programs have
volunteered their time to assist the Authority.
Recess for Lunch
At 12:25 p.m., the Board recessed for lunch. The meeting was
reconvened at 1:25 p.m. Five Directors were present (Ammann,
Dabek, Jacques, Moss, and Swiderski).
Oregon Program Development
Discussion: The Board briefly discussed the electronic waste
recycling program implemented by the Oregon State Legislature.
Peter Lyon offered to invite Jan Whitworth to attend the next
regular meeting.
Next Regular Meeting
The next regular meeting will be from 9:30 a.m. to 4:30 p.m. PST
on September 20, 2007. The meeting will be hosted by Van Ness
Feldman at 719 Second Avenue, Suite 1150 in Seattle, Washington.
Adjournment
The meeting was adjourned at 1:38 p.m.
Kyle Holifield
Secretary of the Board