COUNCIL PACKET-Revised to Include 02-28-2017 CCW Minutes

REGULAR COUNCIL MEETING AGENDA MARCH 13, 2017 - 7:30 P.M. CITY HALL COUNCIL CHAMBERS 15 LOOCKERMAN PLAZA DOVER, DELAWARE OPEN FORUM - 30 MINUTES PRIOR TO OFFICIAL MEETING (7:00 P.M.) THE “OPEN FORUM” SEGMENT IS PROVIDED TO EXTEND THE OPPORTUNITY TO THE GENERAL PUBLIC TO SHARE THEIR QUESTIONS, THOUGHTS, COMMENTS, CONCERNS, AND COMPLAINTS. DISCUSSION OF ANY ITEM APPEARING ON THE AGENDA AS A PUBLIC HEARING IS PROHIBITED DURING THE OPEN FORUM AS AN OPPORTUNITY WILL BE PROVIDED DURING CONSIDERATION OF THAT ITEM. CITIZEN COMMENTS ARE LIMITED TO THREE (3) MINUTES. COUNCIL IS PROHIBITED FROM TAKING ACTION SINCE THEY ARE NOT IN OFFICIAL SESSION; HOWEVER, THEY MAY SCHEDULE SUCH ITEMS AS REGULAR AGENDA ITEMS AND ACT UPON THEM IN THE FUTURE. INVOCATION BY BISHOP THOMAS L. HOLSEY PLEDGE OF ALLEGIANCE LED BY COUNCILMAN HARE AGENDA ADDITIONS/DELETIONS * CONSENT AGENDA THOSE ITEMS ON THE COUNCIL AGENDA WHICH ARE CONSIDERED ROUTINE AND NON- CONTROVERSIAL SHALL BE MARKED WITH AN ASTERISK (*) AND WILL BE ACTED UPON BY A SINGLE ROLL CALL VOTE OF THE COUNCIL. THERE WILL BE NO SEPARATE DISCUSSION OF THESE ITEMS UNLESS A MEMBER OF COUNCIL SO REQUESTS, IN WHICH EVENT THE MATTER SHALL BE REMOVED FROM THE CONSENT AGENDA AND CONSIDERED A SEPARATE ITEM. * 1. ADOPTION OF MINUTES A. COUNCIL RETREAT OF JANUARY 6, 2017 B. SPECIAL COUNCIL MEETING OF FEBRUARY 27, 2017 C. REGULAR COUNCIL MEETING OF FEBRUARY 27, 2017 * 2. ECONOMIC DEVELOPMENT COMMITTEE REPORT - FEBRUARY 8, 2017 A. ECONOMIC DEVELOPMENT COMMITTEE TRANSITION DISCUSSION (1) REVIEW PURPOSE OF COMMITTEE AND ADOPT A GOAL/VISION (2) IDENTIFY CHALLENGES TO THE GOAL/VISION AND DEVELOP STRATEGIES B. ORGANIZATIONAL ITEMS (1) IDENTIFY MEETING ROLES (2) DISCUSS AND ADOPT GROUND RULES FOR FUTURE MEETINGS

COUNCIL AGENDA - MARCH 13, 2017 PAGE 2 * 3. ECONOMIC DEVELOPMENT COMMITTEE REPORT - MARCH 1, 2017 A. OLD BUSINESS (1) ADOPTION OF MISSION STATEMENT (COMMITTEE DEFERRED THIS ITEM UNTIL THE NEXT MEETING) B. NEW BUSINESS (1) REQUEST FOR INCENTIVES - NAIL SPA BY TR (COMMITTEE RECOMMENDED FORWARDING THIS MATTER TO COUNCIL AND TO PRESENT A PROPOSED AMENDMENT TO THE ORDINANCE TO THE LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE, ALONG WITH A RETROACTIVE DATE AND THE NUMBER OF OTHER PERMITS AND PROPERTIES THE AMENDMENT WOULD APPLY TO, SO THAT THERE WOULD BE A SENSE OF WHAT THE AMENDMENT WOULD DO TO THE REVENUE THAT HAD ALREADY BEEN COLLECTED) (2) PRESENTATION - ICEHOUSE ENTREPRENEUR DEVELOPMENT PROGRAM (CLAYTON HAMMOND) * 4. COUNCIL COMMITTEE OF THE WHOLE REPORT - FEBRUARY 28, 2017 A. SAFETY ADVISORY AND TRANSPORTATION COMMITTEE (1) PRESENTATION BY C. DAVID JAMISON - SPEED CONTROL MEASURES - INDEPENDENCE BOULEVARD B. UTILITY COMMITTEE (1) STREET AND ALLEY SURVEY UPDATE * 5. MONTHLY REPORTS - JANUARY 2017 A. CITY ASSESSOR’S REPORT B. CITY MANAGER’S REPORT C. CITY PLANNER’S REPORT D. CONTROLLER/TREASURER’S BUDGET REPORT E. FIRE CHIEF’S REPORT F. POLICE CHIEF’S REPORT 6. SETTING OF PROPERTY ASSESSMENT APPEALS (STAFF RECOMMENDS MAY 30, 2017 - JUNE 2, 2017 FROM 9:00 A.M. UNTIL 4:00 P.M., JUNE 5, 2017 - JUNE 9, 2017 FROM 9:00 A.M. UNTIL 4:00 P.M. (IF NEEDED), AND ONE EVENING (IF NEEDED). THE HEARING TIMES ARE SUBJECT TO CHANGE.) 7. REVIEW OF REQUESTS FOR INFORMATION - COMMERCIAL REAL ESTATE SERVICES (STAFF RECOMMENDS AUTHORIZING THE CITY MANAGER’S OFFICE TO SELECT CUSHMAN & WAKEFIELD OF DELAWARE AND R & R COMMERCIAL REALTY TO BE PLACED ON AN APPROVED LIST FOR COMMERCIAL REAL ESTATE SERVICES FOR THE CITY OF DOVER) * 8. APPOINTMENT RECOMMENDED BY COUNCIL PRESIDENT SLAVIN - HUMAN RELATIONS COMMISSION - SARA HERBERT - AT-LARGE REPRESENTATIVE (TO FILL THE EXPIRED TERM OF LYNNE SADUSKY) - THREE-YEAR TERM TO EXPIRE FEBRUARY 2020 9. CITY MANAGER’S ANNOUNCEMENTS 10. COUNCIL MEMBERS’ ANNOUNCEMENTS

COUNCIL AGENDA - MARCH 13, 2017 PAGE 3 11. ADJOURNMENT /TM S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\COUNCIL-AGENDAS\2017\03-13-2017 COUNCIL AGENDA.WPD EXECUTIVE SESSION PURSUANT TO: 29 DEL. C. §10004(B)(2) - PRELIMINARY DISCUSSIONS ON SITE ACQUISITIONS FOR ANY PUBLICLY FUNDED CAPITAL IMPROVEMENTS, OR SALES OR LEASES OF REAL PROPERTY; 29 DEL. C. §10004(B)(4) - STRATEGY SESSIONS, INCLUDING THOSE INVOLVING LEGAL ADVICE OR OPINION FROM AN ATTORNEY-AT-LAW, WITH RESPECT TO COLLECTIVE BARGAINING OR PENDING OR POTENTIAL LITIGATION, BUT ONLY WHEN AN OPEN MEETING WOULD HAVE AN ADVERSE EFFECT ON THE BARGAINING OR LITIGATION POSITION OF THE PUBLIC BODY; 29 DEL. C. §10004(B)(6) - DISCUSSION OF THE CONTENT OF DOCUMENTS, EXCLUDED FROM THE DEFINITION OF "PUBLIC RECORD" IN §10002 OF THIS TITLE WHERE SUCH DISCUSSION MAY DISCLOSE THE CONTENTS OF SUCH DOCUMENTS; 29 DEL. C. §10004(B)(9) - PERSONNEL MATTERS IN WHICH THE NAMES, COMPETENCY AND ABILITIES OF INDIVIDUAL EMPLOYEES ARE DISCUSSED, UNLESS THE EMPLOYEE REQUESTS THAT SUCH A MEETING BE OPEN THE AGENDA ITEMS AS LISTED MAY NOT BE CONSIDERED IN SEQUENCE. PURSUANT TO 29 DEL. C. §10004(E)(2), THIS AGENDA IS SUBJECT TO CHANGE TO INCLUDE THE ADDITION OR THE DELETION OF ITEMS, INCLUDING EXECUTIVE SESSIONS, WHICH ARISE AT THE TIME OF THE MEETING.

COUNCIL RETREAT The Council Retreat was held on January 6, 2017 at 9:00 a.m. with Council President Slavin presiding (departed at 1:32 p.m., returned at 1:39 p.m.). Council members present were Mr. Anderson (arrived at 9:07 a.m.), Mr. Sudler, Mr. Neil, Mr. Cole, Mr. Hosfelt, Mr. Hare, and Mr. Hutchison. Mr. Lewis was absent. Council staff members present were Mrs. Mitchell, Mr. Koenig, Mrs. Townshend, Mrs. Bundek, and Mrs. McDowell. Mayor Christiansen was also present (departed at 10:56 a.m. and returned at 2:01 p.m.). Mr. Hutchison moved for approval of the agenda, seconded by Mr. Neil and unanimously carried. INTRODUCTION/WARM-UP Mr. Larry Passwaters, Federal Mediation and Conciliation Services (FMCS), advised members that he met Mr. Cole approximately a month-and-a half ago, and Mr. Cole asked if he would help facilitate the Dover City Council Retreat. Mr. Passwaters explained that, although he is typically involved when facilitating, his current role was to keep attendees on track and to serve as a timekeeper. Mr. Slavin thanked Mr. Passwaters for facilitating the Retreat gratis as part of his professional commitment. He noted that the Retreat’s format would be different from the typical, formal Council Committee of the Whole or Council meeting format. Mr. Slavin stated that Robert’s Rules of Order would still apply; however, there would be immediate allowance for open discussion. He encouraged members to abide by rules of decency even though the setting was more informal. Mr. Slavin stated that the idea was to strip away the day-to-day things that members deal with at their usual meetings and give themselves room to look out at the horizon and down the calendar to see what strategic things they would like to see accomplished in the City, in their own districts, and in other districts. He advised that it was not intended to create any actionable items for Council that day and he did not anticipate taking any motions. Mr. Slavin stated his belief that members could not take action and the meeting would be for idea gathering and distillation. He explained that ideas that are accepted would be run through the normal course of Council’s work and voted upon by Council. Mr. Passwaters informed members that FMCS was established in 1947, two (2) years after World War II. He explained that there were more strikes and lock-outs in this country in the two-year period after World War II than in any five- or 10- ten year period prior or since. Mr. Passwaters indicated that there had been a need for someone to come and mediate these disputes, and FMCS did this for most of their history until 1963, when President Kennedy signed into law the right of federal employees to organize. He stated that FMCS then branched out into doing things with the federal government and the private and public sectors, and their role was to help fix disputes that could not be fixed. Mr. Passwaters advised that theirs was a free service, provided that there is a union and a management group involved, and they receive appropriations from the government. He indicated that he would be glad to come and help with issues in the City that cost a lot of money before they become arbitratable, such as union issues, disputes that cannot be fixed, or grievances. Mr. Passwaters explained that FMCS is neutral and estimated that an agreement is reached 90% of the time when they are involved. He explained that he could help with contract negotiations and

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 2 disputes between management; however, there would be a charge for assisting with issues between the union and its members or management and its members. Mr. Passwaters informed members that the minimum charge is approximately $800 per day and he estimated that the City was getting approximately $880 in free service that day. He noted that he enjoys his job, meeting people like those attending, and helping to fix things. Mr. Passwaters estimated that 80% of federal mediators become arbitrators when they retire, noting that his service is free before his retirement but he would charge for arbitration after he retires. At the request of Mr. Passwaters, those in attendance introduced themselves and stated their role in the City. Mr. Passwaters stated that he has meetings every day, sometimes two (2) or three (3) per day, and had 299 meetings in the last calendar year. He advised that most of them averaged approximately six (6) hours per day, and 80% of them involved collective bargaining, which can be intense. Mr. Passwaters insisted that everyone treat each other with decency and respect, noting that if the Retreat degraded into something that he was not comfortable with, he would respectfully leave. Mr. Passwaters led the group in completing an exercise demonstrating the importance of thinking outside the box and that nothing is impossible without qualifications; however, when qualifications are imposed, some things are not possible. He explained that what individuals perceive to be real is real to them and that one should not challenge anyone’s perceptions or contradict what someone believes to be true. Mr. Passwaters explained that if people meet in the middle at every juncture in an interaction, things get done. He cautioned those present that meeting in the middle is not always exactly 50/50, noting that sometimes one must give 70% or 30%. Mr. Neil stated that he did not view this as an adversarial procedure and that one must look at an issue from their own adversarial position to find common ground. He noted that they all have a stake in representing and taking care of the citizens of the City. Responding, Mr. Passwaters agreed that the process should not be adversarial and it was not his intent to say so, noting that everyone had the interest of the City of Dover at heart. He advised that whenever there is something that must be agreed on, parties can give and take a little, just as in any relationship. He noted that ignoring the other party in a relationship risks the relationship, attendees were in relationships with each other, and ignoring these relationships would be at their peril. OVERVIEW - CITY MANAGER/DEPARTMENTS Mr. Scott Koenig, City Manager, advised members that the City of Dover is a $135M - $140M public corporation with a wide range of challenges and issues, from running multiple utility companies to downtown development, economic development, crime, and other social issues. He indicated that the City had approximately 360 employees at the last budget authorization, and 85% or more were unionized. Mr. Koenig stated that the workforce was covered by four (4) different unions and most of those present were deeply involved in this on a day-to-day basis. Mr. Koenig advised that, as an organization, the City has difficulty moving quickly on issues and there was a need to plan issues out and move in a progressive, coherent, knowledgeable direction strategically and with thought. He explained that it is very difficult for the City to shift direction quickly because of its size, budgets, etc. Mr. Koenig indicated that there had been a lot of discussion

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 3 about finances in years past; however, discussions about some of the larger policy issues that the City was challenged with on a day-by-day basis had fallen by the wayside. He stated that he hoped to get clear feelings or direction on a number of these issues from the Retreat. Mr. Koenig reminded members that things are much better in the City when there is growth than when there is not, and the City’s budget is very much tied to growth, for example, new housing starts, property transfers, and commercial building starts. He pointed out that managing the City’s budget had been much easier over the last two-and-a-half decades when construction was going on in the private and public sectors, rather than when the construction market was contracting. Mr. Koenig stated that a number of things were happening in the City in regard to both the private sector and to transportation that were good indicators from a revenue standpoint that the budget was doing reasonably well. He stated that the City’s capital plan showed that infrastructure planning and redevelopment were big issues; however, additional investment needed to happen, such as in the street program. Mr. Koenig advised that staff was working internally on presentations before Council in the spring regarding what they think needs to be done. Mr. Koenig informed members that staff had been working on the electric utility and the changeover that had happened in the last couple of years in its total management. He estimated that approximately 1/4 to 1/3 of the employees of the electric utility could retire, noting that bringing people in, training them, and getting them up to speed takes time, thought, and planning. Mr. Koenig stated that staff was in the process of revamping the entire electric utility management structure and Mr. Harry Maloney, Electric Director, had been brought in from the outside to provide a snapshot of what the City could become. He stated that electric utility is a challenging area for the City, noting that it is a very dynamic industry with a lot of money involved. Mr. Koenig advised that, in his opinion, the City had been fortunate to own the electric utility because the City has the ability to control affordability from an electric rate standpoint. He stated that the water and sewer utilities were likewise big programs with lots of money involved, and the City had the good fortune to own them because it can control their associated development, funding structures, and rate structures. Mr. Koenig indicated that staff would be trying to modernize those structures over the next couple years with respect to rate design and how the City communicates with its customers. Mr. Koenig stated that street, utility, and building infrastructure is a major issue. He noted the need to make decisions in the long term about what to do with the City’s buildings because the City was falling by the wayside in space, technology advancement inside of the buildings, security, etc. Mr. Koenig explained that there had been challenges related to the State’s budget that would probably come up again. He stated that the City had been fortunate that the State had delivered on a number of things in this regard over the last few years. Mr. Koenig indicated that the Mayor, staff, and members of Council had been working diligently with State agencies, including the Delaware Department of Transportation (DelDOT) and the Department of Natural Resources and Environmental Control (DNREC), to open up avenues in funding, whether through partnering with the State on projects or through State financial contributions. He noted that a lot of these projects require the City to bring money to the table, causing budgeting challenges. Mr. Koenig stated that, over the last couple of years, discomfort had been experienced regarding social issues, and the City had been hearing a lot about housing concerns. He indicated that there

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 4 had been a lot of discussion with respect to the Downtown Development District regarding homelessness and what to do with those types of programs because the City’s budget does not include social services. Mr. Koenig advised that crime is also a major topic, as well as the outgrowths of crime, including drug and drug rehabilitation issues, and a discussion had begun this year regarding feral cats. He explained that people in the community were aware of these issues and the City has to work on acceptable solutions. Mr. Koenig noted that some of these things were not even remotely mentioned in the budget, so there were challenges at a budgetary level about how to address them. Mr. Koenig stated that Dover, in his opinion, is a manageable city with a population in the range of 37,500. He indicated that there is a big influx of State employees during the day and estimated the increased population at approximately 50,000. Mr. Koenig indicated that he thought there was a good opportunity in the next five (5) to 10 years to attract things to the capital city and make it an even better place to live, work, and enjoy. Deputy Police Chief Marvin Mailey stated that the Dover Police Department had challenges with technology, noting that they would start a pilot program for the Body Worn Camera Initiative in January. He noted that they were also doing 60-day pilot programs for TASER and COBAN. Deputy Chief Mailey advised that issues were not with the up front cost but with cloud storage costs in outgoing years, which were not traditionally in the Department’s budget. He indicated that he would work with Mrs. Donna Mitchell, Controller/Treasurer, and Mr. Koenig to negotiate the storage costs because he thought it would be in the best interest of the Police Department and the residents of Dover in regard to transparency and community outreach. Deputy Chief Mailey advised that training is always an issue for the Police Department, which is a fairly young agency with a large number of junior officers who are new to their positions and specialities and require annual training. He noted that a segment of the Department is at retirement age and there would be turnover for the next couple of years. Deputy Chief Mailey stated that the Department had been working with Mr. Koenig on building maintenance, and Mr. Koenig had been very receptive and helpful. Deputy Chief Mailey indicated that these were items that the Department traditionally had not had to negotiate and they were looking at how to resolve these issues. Deputy Chief Mailey explained that the Police Department’s number one job is public safety and making sure that the residents, the businesses, and people of the City of Dover are safe to shop, live, and go to school. He noted that there are always tough choices about where to spend money and whether it is spent correctly. Deputy Chief Mailey stated that they do not live lavishly and spend on the things they need to perform their duties, noting that this had always been a struggle, but they had made it work and would continue to do so. He stated that, although their staff was relatively young, they were very experienced, talented, and smart. Deputy Chief Mailey indicated that they wanted to do great things and he looked forward to what they can do in the outgoing years. In regard to the budget, Deputy Chief Mailey stated that he knew the City was always challenged with reducing and how and where to save money. He indicated that in previous years when he had worked with the budget, there had been a good conversation between the Department and Mrs. Mitchell, and a happy medium had been reached about what could and could not be purchased. Deputy Chief Mailey stated that when there are shortcomings in certain areas, Mrs. Mitchell directs

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 5 them in the right way and they make it work, no matter the situation, because they do not have the option of failure. Mrs. Donna Mitchell stated that the Finance Department has major issues with prioritizing to try to make sure that all departments can finance their many priorities. While she always has a watchful eye on the finances, she explained that she also sees that their due diligence is done to make sure that physical and financial resources are optimized, and this is a major goal. Mrs. Mitchell advised that she was working on a Request for Proposals (RFP) for an Enterprise Resource Planning (ERP) financial system, noting that the City’s current technology was over 20 years old. She explained that staff was looking to replace the current system, which would allow for more user-friendly data for the management team. Mrs. Mitchell explained that another goal is to assist the departments and to get timely financial reports and data to Council so that they can make decisions based on that data. Mr. Kirby Hudson, Assistant City Manager, explained that although he is not a department head, he oversees the Information Technology (IT) Department, Dover Public Library, and the Customer Service Department. He indicated that he spends most of his time with the Customer Service Department, whose major challenge is trying to get customers to pay their bills on time. Mr. Hudson advised that the Department was now ramping up with staff to streamline the process; however, he noted that there would always be issues with the public because they view the Department as a heavy-handed agency. He stated that their job is to collect money, which is not easy. Mr. Hudson indicated that there are consequences for those who do not pay, and the severe consequence is that their electric is cut. He explained that there is a part of the population who can afford to pay but they do not pay the City’s bill before their other bills. Mr. Hudson noted that there are others who may not be able to afford to pay and may have challenges within their homes, such as inefficient heating systems, old equipment, and leaky windows. He advised that the Department had started aligning the City with other agencies that have money and resources to help those individuals. Mr. Hudson indicated that several meetings had recently been held with some of these organizations and they were now trying to incorporate this with customer service so that staff could help identify and assist those people who are experiencing challenges. In regard to the Dover Public Library, Mr. Hudson advised that it was troublesome for the library that a huge population of homeless people found the library a logical place to go because there were not many other places for them. He indicated that staff was finding that these individuals were not being reasonable with what they do at the library or cleaning up behind themselves, and they were causing other people who normally use library services to be afraid to come in, especially young children. Mr. Hudson questioned what should be done with homeless individuals, stating that the City was not set up with social services to be able to take care of these things. He stated that he had personally spoken with more than a dozen homeless individuals, none of whom were from Dover and many who were not from the State of Delaware. Mr. Hudson stated that he was curious why they left somewhere else to come here. Mr. Hare asked why the individuals that Mr. Hudson had talked to had come to Delaware or Dover. Responding, Mr. Hudson advised that there was a perception through the homeless network that Delaware, specifically Dover, was doing more for the homeless than other areas and that was

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 6 attracting people to Dover; however, when they arrive they question where the services are and go back and forth between Dover and Wilmington. Mr. Hudson explained that he had met with people from Wilmington, and Wilmington was further ahead in terms of services than Dover. Mr. Hudson indicated he was unsure where the perception came from that Dover was doing things for the homeless. Mr. Passwaters advised that the library’s issue with homelessness was not unique to Dover, stating that he had dealt with people in Maryland who had this concern. He indicated that it had gotten to the point that time limits were established and if someone in the library is not actually reading or using a computer, etc., they are politely asked to leave and the local police department is engaged to patrol. Mr. Passwaters stated that this is difficult because the homeless are struggling to keep safe, yet a policeman has to come in to tell them they are disrupting service and ask them to leave, although they can come back later. He indicated that the library provides a service for everyone, and one person who is down on their luck cannot be allowed to disrupt the services that other people are trying to enjoy. Mr. Passwaters suggested calling libraries in other states to see what they were doing in this regard. In regard to the IT Department, Mr. Hudson indicated that this department was experiencing growing pains. He explained that some of the old technology was outdated and replacing it would cost money, which was another big challenge. Mrs. Ann Marie Townshend, Director of Planning and Community Development, stated that this Department involves Planning, Inspections, and Parks and Recreation. She stated that the City had been through a number of years where growth and development was down in the City, which affected tax and permit revenue, as well as permit volume, etc. Mrs. Townshend advised that at that point one of the building inspectors was moved into code enforcement because there was not a lot of construction and there were more vacant buildings. She explained that code enforcement pressures had not let up; however, permit volume was picking up. Mrs. Townshend indicated that this had created some challenges in terms of staff’s ability to respond quickly and get inspections scheduled, and they had been doing some sharing between code enforcement and building permits. She stated that the increase in permit volume and permit revenue was good for the City as a whole because it would become tax revenue. Mrs. Townshend indicated that the Planning Department was very heavily involved in Restoring Central Dover and the Downtown Development District, and staff was serving on a number of the Restoring Central Dover work groups. She advised that she works very closely with Habitat for Humanity, the National Council on Agricultural Life and Labor Research (NCALL), and Milford Housing as housing partners, and with people in the private sector to try to get new housing stock and home ownership in the downtown area. Mrs. Townshend stated that they also work closely with the Dover Police Department because there are issues with crime and blight, and there is an across-the-board approach in trying to bring in new housing, address crime issues, and deal with the houses next to the houses that are falling down. She noted that there had been a very active demolition program over the last few years. Mrs. Townshend advised that there was a very active Bicycle and Pedestrian Subcommittee and that DelDOT had fortunately come to the table in this area by providing quite a bit of funding to help

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 7 with planning and constructing bicycle and pedestrian infrastructure. She stated that in the coming year the Department would be working on a number of plans for several City parks. In addition, Mrs. Townshend explained that staff would work on an update to the City’s Comprehensive Plan, which is a huge project. She noted that she would like to see stronger elements in a number of areas of the Comprehensive Plan, particularly in housing and economic development, so that these areas of the Plan could be drawn on in a more meaningful way to bring the City forward. Mrs. Townshend stated that she would be looking for Council’s active involvement in the Comprehensive Plan process. Ms. Patricia Marney, Customer Service Director, advised that she had been newly appointed to her position and there were quite a few challenges as they increase staffing. She indicated that this Department is multi-faceted and serves all citizens through utility and miscellaneous billing, and also works with several City Departments, including Planning and Inspections, the Tax Assessor’s Office, Human Resources, Electric Administration, and Finance. Ms. Marney explained that the Department is not a social service agency; however, staff was trying to find ways to provide compassionate policies. She explained that the Department is facing major challenges regarding how to assist customers with their issues while maintaining the City’s core values, how to bring in revenue, how to help bring customer accounts current and still hear their issues, and where to direct customers outside of the City for assistance. Ms. Margery Cyr, Library Director, stated that the Dover Public Library is in the quality of life business, focuses on life-wide learning so that people can work through old age, and serves all citizens regardless of their stage in life or circumstances. She indicated that the library serves a population that is larger than the City of Dover because it serves as the anchor library for Kent County. Ms. Cyr explained that they provide program support to developmental thinking through access to information, and their goal is that all citizens will have the ability to think and make informed rational decisions throughout the course of their lives. She advised that the library is faced with significant challenges. Ms. Cyr noted that they are blessed with a very new, very modern building equipped with state of the art technology, but it costs money and a skilled workforce to maintain it. She indicated that they were also facing a possible funding crisis with the potential loss of State aid, which funds 100% of the services that the library offers to the public and 100% of the technology offered to the public. Ms. Cyr stated that if State funding is lost the library will be in a very difficult position, noting that this would be approximately $400,000 for the library. She explained that their business is always in the growth stage and the ability to maintain the skills and the skill levels of their staff is absolutely crucial to how they serve. Mr. Passwaters asked for clarification regarding Ms. Cyr’s statement that the State funds 100% of the library’s services to the public. Ms. Cyr explained that funding was close to 100% since the State provides 100% of the money that is spent on audio visual materials that the public is allowed to borrow, approximately 85% of all of the books purchased for the public to borrow, all of the publicity and all of the cost for the programs that are made available to them. Mrs. Kimberly Hawkins stated that she works with every single department in the City and enjoys it every day. She stated that approximately 85% of the workforce is unionized and they are represented by four (4) unions, which presents some challenges. Mrs. Hawkins advised that recruitment and retention are the Department’s top priorities and their most time-consuming tasks.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 8 She noted that 44 new employees were hired and that number will continue going up in the future. Mrs. Hawkins stated that many departments have Capital Improvement Projects (CIPs), she likes to refer to them as Capital Investment Projects, and she considers herself to have one of the City’s major Capital Investment Projects, which is staff. She explained that without a happy workforce, nothing will be accomplished for the citizens and customers that the City serves. Mrs. Hawkins stated that time and time again, HR books state that a passionate employee is a very productive employee, so she likes to keep employees as happy possible, working within the guidelines of budget constraints. She stated that her department does the best that they can. Mr. Harry Maloney stated that over the last 40 years he had seen electricity go from a simple utility, where power is supplied to the customers and it is very easy to charge them, to the present, when every customer can be its own generator and its own energy supplier. He noted the challenges of dealing with complaints in both the generation and in distribution. In addition, he noted that there was turnover in staff and that enough staff was needed to handle the new challenges in the marketplace, serving the wants and needs of customers, and new technology that changes every day. He noted that electronic thermostats could be put in every house and theoretically he could control the loop from one (1) place. Mr. Maloney advised that it is becoming difficult for the City to keep the lights on, not so much from the physical side but from the reliability side of technology. For example, he noted that someone had hacked into a utility and left a virus on the software through an email. He stated that luckily the operation did not suffer; however, people across the whole country were very scared, and everyone stopped to check if it was on their computers. Mr. Maloney explained that the electronic world is great but scary, stating the need for the City to keep somewhat isolated from the rest of the world, which has its challenges. He advised that the utility was in good condition overall and staff was trying to set up an Integrated Resource Plan (IRP) for long-term planning. Mr. Maloney noted that President-Elect Trump was a new factor and it was not known what he would do. He stated that staff was slowing down to see what would happen with his executive order, noting that they did not want to be spinning their wheels if some environmental laws are crashed. Mr. Maloney indicated that the short-term issues were getting personnel up to speed and attending to short-term daily issues. He explained that five (5) years is a short term for the utility, noting that staff tries to look at the 40-year plan regarding where the City is going. When they build a substation, they hope it is built to go for 40 years. Mr. Passwaters commented that people and cost were common factors in the various departments. He indicated that everyone should be taking notes, listening to each other, and thinking about a 40-year plan, as mentioned by Mr. Maloney. Mr. Passwaters stated that those who can infiltrate technology will continue to try, and this would not stop or go away. He noted that security is dealt with every day in the government and they update their passwords every 30 days. COUNCIL VISION -MISSION STATEMENT - “WHERE DO WE WANT TO GO?” Mr. Passwaters asked if City Council had a vision statement. Responding, Mr. Neil suggested a vision statement of where he thought they should be going, which was “To create a safe and diverse environment responsive to the needs of the citizens permitting individual and community growth.”

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 9 Mrs. Townshend advised that the City has a vision statement that is in the budget document. Mr. Passwaters asked what the definition of “vision” was. Responding, Mr. Sudler stated it was the way you see yourself in the future. Mr. Passwaters stated that vision is the ability to see what might happen and to have the ability to think. He indicated that think tanks are popular, especially in Washington, DC, because help is needed for people to get all their thoughts together regarding what something is going to look like 10 years from now, and he hoped this was part of the City’s vision. Mrs. Townshend provided Mr. Passwaters the City’s vision statement, which he read as follows: “The City of Dover is a place where people want to live. Through the team effort of its elected officials, employees, and citizens, Dover is a clean and safe community with a future of balanced growth and opportunity where all citizens are heard, enjoy a high quality of life, and diversity is valued.” Responding to Mr. Passwaters, Mr. Slavin stated that the purpose of the discussion was not necessarily to talk about a new vision statement. He stated that he would like to hear Mr. Neil’s thoughts and that members could amend the vision statement. Mr. Slavin was unsure if this was an activity that could be done in the current setting, but some people might be set aside to do that. Mr. Neil stated that, in essence, his proposal stated the same things that were in the current statement, although the current statement had more in it. He expressed his view that they were looking for safety and at having to pay for it, looking for diversity and wanting to make sure everybody is included, and wanting to make sure that there is individual and community growth. Mr. Neil noted that businesses who come in attract other people to Dover to do business, which enhances the City’s ability to pay for services and keep taxes low. He advised that the points Mr. Maloney had raised regarding what the City would do with the electric utility were very important because the City makes money on electricity. Mr. Neil stated that Mr. Koenig had advised members that from October to May, the City had the lowest rates in the entire State, and this profit could be used to keep taxes down. For clarification, Mr. Koenig advised that the City had the lowest residential rates. Mr. Neil noted that the City has a little more flexibility in keeping businesses due to the electric program put into place, and stated he felt it important to maintain it, even though the City was taking two (2) old units offline. He indicated that there was still a unit online but questioned if the City should reinvest in it. Mr. Neil stated that resolving this would be complicated because of what is happening in the industry, and noted that Mr. Maloney was the City’s expert. He advised that people are using less electricity because of the energy efficient appliances that are coming out and the like. He stated that this was a balancing act; however, it was very important to the City in terms of having money come in to help finance the things that the City wants to do. Mr. Slavin stated that the vision being discussed was a strategic vision. He advised that he becomes very nervous about managing the electric utility, noting that he had watched management of the electric utility become a very complicated industry in the short period of time that he had been

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 10 involved in it. Mr. Slavin indicated that he did not know if nine (9) part-time employees can oversee the type of multi-million dollar industry that is involved in buying futures and future prices. He stated that the City was not in the electric generation business anymore but was in the distribution business, and the City had relied on this utility to offset expenses for general government and the need for real estate taxes to be higher in its underlying economic model. Mr. Slavin stated that this was a great model, noting that the rural electrification program started coming down the Delmarva Peninsula approximately 100 years ago, and whoever made the decision for the City to own its own utility made a good decision then. He indicated that those who were involved with the decision regarding Duke Energy also made a good decision, and a series of good decisions had been made. Mr. Slavin stated that he thought the time for that old model of the City owning its own utility may be coming to a close. He noted that it is good for the City when people turn the lights on; however, the world had changed and consumers do not want lights to be on if they are not needed and do not want to pay an electric bill if they do not have to. Mr. Slavin indicated that last week the revenues of the Town of Frankford dipped significantly because one (1) of the chicken processing factories in their town dug a new well and was no longer going to the municipal utility for water since it was cheaper to do that themselves. He suggested that this is what the utility would look like 10, 20, or 30 years down the road, when competition would not be from multi-million dollar organizations coming in but from individuals who no longer want to use the City’s product. He advised that people want to get the same electric, water, or wastewater services and have it cost them less or no money, and they want to have options. Mr. Slavin advised that the crash that may come is that the City continues to rely on revenue from the electric utility that it may not be able to generate. He stated that past discussions had been about looking for other alternatives to provide electricity to the citizens and suggested looking at this with a more holistic view, not from just a utility standpoint but from the perspectives of economics, tax base, and the ability to deliver other core services that the City must provide. Mr. Slavin indicated that this was part of his recommendation from a personal view. Mr. Neil stated that there was a report in the newspaper regarding a Delaware Electric Co-op average drop of $72 per year and indicated that this becomes a factor in what the City is doing. He stated he thought the City needed to decide where it was going to go and asked if the City could exist as a middle man, buying service from someone else and passing it on with a little surcharge. Mr. Neil stated he thought the City was facing other long-term issues, including a new municipal building or complex which kept being pushed out. He indicated that this could be discussed later. Mr. Slavin stated that decisions did not have to be made the next day or the next week regarding long-time issues; however, they would have to be made sooner rather than later if they were to be wise decisions. He indicated that he would not be hasty and would do his due diligence; however, he cautioned that if a decision on the electric utility is left for 10 years, Council members would be leaving their successors with trouble. Mayor Christiansen echoed Mr. Slavin’s concerns, stating that this had been an ongoing issue since 1983 when he was elected to City Council the first time and it had been known for eons that this funding source may dissipate. Mayor Christiansen advised that the City relies heavily on the electric utility and other enterprise funds that were there to supplement a 55% tax base, noting that this did not even cover the Police Department’s budget. He suggested keying in on Mr. Slavin’s point so that this issue is not dumped into somebody else’s lap down the road.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 11 Mr. Koenig advised that the City has very savvy customers and, in regard to utilities, the City is being challenged with net metering, solar energy, additions to houses, and people who are consciously trying to cut their bills because the regulations are favorable and they believe that those things are in their best interests. He noted that, as the regulations change, customer behavior is changing and the City as an organization is having difficulty changing very quickly. Mr. Koenig indicated that regulations can change quicker than the City can adjust. He advised that the City was seeing a range of behaviors from residential customers, from those who are on fixed incomes and are very savvy with their dollars, to businesses who were using hundreds of thousands of gallons of water years ago but were now recycling. He noted that customers were doing everything they can 24/7, 365 days per year to manage and cut that cost because it is an invariable cost that they can tack onto their process side. Mr. Koenig stated that, on the customer side, people want to know exactly what their bill is and want them electronically. He indicated that they want to be able to log on, fill out permits, and get instant service. Mr. Koenig advised that staff was being challenged by a society that operates 24 hours per day because the City receives emails and requests at 2:00 a.m., 3:00 a.m., or 4:00 a.m., and people call at 8:00 a.m. asking why they do not have an answer to their request. He stated that this is true across the board, noting that the utilities sector is under this type of scrutiny and people also want crime or accident reports and Freedom of Information Act (FOIA) requests fulfilled instantaneously. Mr. Koenig noted that the pressure to move quickly and accurately is mounting. He advised that these things must be added into a workforce and it comes down to people and cost, noting most of these things cannot be put on autopilot because the information coming back out must be checked for quality. Mr. Koenig indicated that this may become an electronic process at some point; however, a person must monitor it to make sure the information is accurate. He stated that staff may do everything right; however, things can happen, for example, electric bills may stick together because the humidity adjustment in the building happened incorrectly on a day when there was a big bill run. Mr. Koenig indicated that a number of customers become frustrated to the point of coming in and unloading on staff. He noted that all of these things are challenging staff and as the City is getting bigger, staff is trying to address more challenges. Mr. Koenig advised that there are significant issues, noting that the City is trying to attract customers and offer economic development incentives; however, often what is expected to happen is not exactly how it comes out. He noted that Calpine had been a very good customer for the City but had not quite reached the level of revenue that was originally anticipated. Mr. Koenig advised that the City was still trying to figure out whether that had been a good investment and if it would pay off in the time frame that was originally expected or if it would be extended. He stated there was a question of what incentives should be offered when trying to attract people to the City of Dover, because it was not wanted for them to just come and set up shop but to stay and contribute. Mr. Koenig explained that there is a margin of faith that businesses who come in will do what they say they will. He noted that businesses he had dealt with act in their own best interest, not his or the City’s best interest, even though that may be how the discussion starts. Mr. Koenig indicated that staff was having to adjust because the City is in the business of trying to attract people to the community, invest in it, and add to its value. He stated that people coming in and adding value helps the City from a revenue and service standpoint; however, the City cannot be taken to the cleaners in that discussion, noting that in someways it is like a card game. Mr. Koenig explained that staff is challenged because the City could spend a lot of money on infrastructure investment to get a

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 12 customer in for a couple years, the City’s rates may then become accustomed to that customer, and the customer may then decide to close a factory for business reasons. He stated that years ago Scott Paper had a paper manufacturing operation, decided to close it, and the City’s water demand decreased by approximate 0.5M gallons per day. Mr. Koenig advised that it takes a lot of houses to make up that many gallons per day of water, comparing this change from a single meter industrial customer to 500 residential meters and customers. He noted that this change would still not be equitable and there would be a lot of work related to the 500 new residential customers. Mr. Koenig advised that these challenges were just part of doing business, and staff must manage and present them to Council and the Mayor and make all these things work. He indicated that the challenges were becoming more interactive, customers were savvy, and major industrial customers wanted the best deal possible. Mr. Koenig stated that it is a challenge for the City to talk to one (1) business without applying the same theory to everybody else and noted the need to weigh the value of what is being offered. Having worked with several city councils in Maryland and Delaware, Mr. Passwaters stated that there was nothing harder for a group of people to do than run a small city in this country because of the challenges being discussed. He advised that challenges such as how to make money or how to rely on something that may not be there in 10 years do not change. Mr. Passwaters advised that he could think of 10 municipalities in Delaware alone whose major source of income was the electric department and this is something that must be fixed, noting that he did not envy the City’s task. He indicated that he would like to know what the City comes up with in order to share the information with others. By unanimous consent, the meeting recessed at 10:15 a.m. and reconvened at 10:31 a.m. DISCUSSION - COUNCIL DISTRICT GOALS - TWO (2) SHORT-TERM/TWO (2) LONG-TERM GOALS - EACH DISTRICT/ COUNCILMAN Council President Slavin noted that there were members of the public present and suggested that they take this opportunity to participate. Mr. Scott Kidner stated that he was attending on behalf of the Central Delaware Chamber of Commerce (CDCC), explaining that the CDCC wanted to ensure that Council considered incorporating and keeping the CDCC in their thoughts as they began a more robust strategic planning process for the City. He noted that the CDCC has many members, with businesses up and down the County, and that there were resources, people, industries, and organizations that could help with planning. Mr. Kidner advised that there had been a fair amount of discussion about the electric utility, and members of the CDCC continued to be very concerned about at least the commercial side of the City’s electric rates. He noted that the CDCC’s members were putting in automatic switches that turn lights on and off as people enter and leave a room. Mr. Kidner stated that from the CDCC’s point of view, they would suggest that it may become time for the City to divest from the utility and get out of that business, perhaps not this year or the next, but within the next five (5) years. He noted that it is incredibly difficult to manage electricity, particularly in the manner in which the world is moving, and the regulatory environment alone requires people on staff who will watch, monitor, and keep an eye on what is going on at the Federal and State levels.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 13 Mr. Kidner offered to provide a list of suggestions from the CDCC to the Council President and City Manager. (City Clerk’s Office Note: Subsequent to the meeting, Mr. Kidner provided a document entitled “Central Delaware Chamber of Commerce - Vision 2020 for Dover - As of: 6 Jan 2017” (Exhibit #1). Mr. Kidner stated that the speed at which the City can issue permits and take care of business people who walk into town and want to do business with the City becomes a competitive advantage. He stated that Middletown had decided they were going to be the place to go if someone wants to expand. Mr. Kidner indicated that Middletown had taken advantage of the New Castle County Unified Development Code (UDC), noting that this document had been very difficult to manage and maneuver through. He explained that New Castle County had just put in three (3) new overlay ordinances, and a number of his clients and the chambers in that area were already advising Mr. Matthew Meyer, the new County Executive, that these three (3) ordinances would slow development further. Mr. Kidner indicated that Mayor Ken Branner in Middletown was glad because everyone would continue to run to Middletown. Mr. Kidner acknowledged that this would bring its own challenges, including traffic congestion. Mr. Kidner advised that, as previously mentioned by Mr. Koenig, the speed at which the City can react is critical. Mr. Kidner indicated that people must be able to walk in, get a permit, and walk out six (6) hours later with what they need. He noted that the ability to navigate the City through one- stop shopping was critical. Mr. Kidner suggested the possible creation of an ombudsman or that perhaps one (1) member of Council could become the individual who is up to speed on how to maneuver through the process of licensing, inspections, and permitting in the City. Mr. Kidner indicated that, from the CDCC’s point of view, the City must identify what the core services of the City are, which would include the ability to conduct, retain, and grow businesses. He indicated that it was the opinion of the CDCC that the City’s core services are business and should be taken care of through economic development, various programs, incentives, and those types of things. Mr. Kidner agreed with Mr. Koenig’s comment that this involved playing with a difficult card deck because the City does not want to give away the store. He stated that if the City created an impression and environment that Dover is the place to be if someone is going to start or grow a business, many of the other issues would start to be alleviated, particularly on the money side. Mr. Kidner noted that, from the CDCC’s point of view, tertiary social issues are too hard to handle, and the City does not have the staff, expertise, or resources to handle them and should tell people this, because if the City siphons resources to handle these issues, it will not be able to take care of the business community, who are the men and women who pay the taxes. Mr. Kidner indicated that the CDCC was very excited, noting that the City had some big decisions coming. He stated that he thought the City was on the bubble of what direction it would go, and this would be solved in the next year and a half to two (2) years, stating that he did not think there was much more time to deal with tertiary social issues, utilities, and those types of things. Mr. Kidner noted that there are a number of small parks around the City, some of which are well maintained and some that are not. He stated that the CDCC had thought of a potential idea of allowing corporate sponsors to dress up and landscape these parks, explaining that the sponsors would put in a small sign stating, for example, “Landscaping sponsored by the Central Delaware Chamber of Commerce.” Mr. Kidner indicated that a link could be included on the City’s website connecting to the sponsor’s website, and this program could provide corporate sponsors for FY 2017 among all the small local parks. He stated that other municipalities do this and, although it would

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 14 not be a money generator, it might take some pressure off Parks and Recreation and some of those who do a great job with the City’s flowers. Mr. Kidner noted that the CDCC had seven (7) or eight (8) other suggestions covering zoning, the Comprehensive Plan, economic development, the ombudsman issue, and strategic planning, reiterating that he would provide them to the City Manager for distribution to members for further consideration. Mr. Passwaters stated that he liked what Mr. Kidner had suggested regarding the parks, noting that this is a free enterprise country and the City is no different, noting that NFL parks are marked with labels such as “Citizens Bank” rather than “Philadelphia Eagles.” He advised that it is okay to receive money for these services and it would not take long to connect a link on the website and be paid for this privilege. Mr. Slavin reminded members that each Council member had been asked to bring two (2) long-term and two (2) short-term goals. Members were provided a document from Mr. Neil which included a proposed mission statement and long- and short-term recommended projects for the City and the Third District (Exhibit #2). Mr. Neil stated that anything that benefits the City would benefit the Third District in the short or long term. Referring to the Long Term Recommended Projects, he noted that a new municipal building was needed to replace City Hall and 5 East Reed Street. Mr. Neil stated that the decision on how to proceed with electricity was not something that he wanted to happen but that the City must make a decision on how to proceed. Regarding Short Term Recommended Projects, Mr. Neil suggested that a scoreboard to allow members of Council to see the status of all projects, empty City-owned buildings, the status of job openings, complaints pending with estimated completion and resolution dates, and the flow of legislation would help every district. He stated that the majority of Council was new and suddenly had problems placed in front of them, such as bamboo and egress to Silver Lake from certain areas. Mr. Neil stated that he thought everyone needed a picture to look at electronically and see what was happening with everything that had come to their attention. He indicated that a scoreboard would help the City Manager and department heads as well, explaining that they would be able to look at that same board and track the progress of what was being done. Mr. Neil stated that another issue was the valuation and sale of empty buildings, noting that the old library had been sitting for a long while, nothing had happened with it, and there was a need to take a look at it. He noted that he had recently agreed to sponsor an ordinance to update the Code in regard to empty buildings. Mr. Neil indicated that it was important to decide if a building could be used by someone else or for some other City purpose, noting that these building are owned by the citizens and it should be decided what to do with them and whether they are surplus. Mr. Neil noted that he had provided a rationale explaining why each item he had mentioned was important to resolve.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 15 Referring to his long-term recommendations specific to the Third District, Mr. Neil indicated that he thought the City could keep Dover Downs solvent by pressuring the State not to take all of the profits. He noted that Dover Downs is in the Third District and is an economic force that gives Dover a national presence that no other facility in this area does, with NASCAR twice per year and the Firefly Music Festival. Mr. Neil indicated that Firefly is not just local but international and is a draw that the City must be able to capitalize on. He stated that he thought it was wrong that the State had simply said that it would take the money of this free enterprise business to use for other purposes. Mr. Neil advised that Dover Downs does things for the community, allowing church and community groups to earn money by parking cars, and giving many dinners and overnight rooms. He stated that what the State had done to Dover Downs was bad and the City had to lend itself to this issue as heavily as possible. Mr. Neil also suggested examining the possibility of an approved road from the Delaware Route 1 Toll Road extending to Persimmon Tree Lane. He advised that Council had agreed to a service road going in behind the shopping centers, noting that DelDOT may have to pay for it. Mr. Neil stated that this road would provide another means for those attending Firefly and NASCAR to escape onto Delaware 1 much faster and would become important in regard to the expansion of services and businesses. Mr. Neil recalled that Mr. John Paradee had made a request to Council regarding this matter and Mr. Neil had voted for it and pushed it. Referring to his short-term recommendations specific to the Third District, Mr. Neil stated that the City had been promising the residents of Wild Meadows and Persimmon Tree Apartments and everyone in that area an emergency egress. He stated that when their escape route to Route 13 is cut off, there must be a way for fire, ambulance, and emergency vehicles to get out of that area. Mr. Neil indicated that this three-mile turnaround becomes a 13-mile turnaround for those who live there when roads to Route 13 are cut off, and there is no escape route in case of emergency or fire. He stated that this had been discussed for the past three (3) to five (5) years since Firefly had come in, and there was now another area where the road had been cut off. Mr. Neil stated that this must move forward. Mr. Neil advised that another short-term recommendation specific to the Third District would be the development of Dover Park, so that the City has a facility up and running for the people there. He noted that Councilman Sudler had also expressed an interest in this. Mr. Neil explained that this park is in the Third District and stated the need to explore this issue and move forward. He reminded members that this was an issue that had been discussed, and he questioned when something was going to be done. Mr. Neil reiterated the need for issues like this to appear on some type of scoreboard to see how far members would go with it, noting that he thought that members owed this to the citizens. Mr. Hare stated that he would like to see a complete review of non-profits to see if they really are non-profits and to perhaps implement some type of a public safety fee. He reminded members that this issue had been mentioned last year but had been sidetracked. Mr. Hare advised that there are a lot of properties in the City that pay absolutely nothing in taxes or for public safety, do not make a donation to the Fire Department, and still receive all the services. He explained that he had discussed this with Mrs. Cheryl Bundek, Tax Assessor, who had been very helpful and given him information, and he thought there was a bit of a jump start on this issue. Mr. Hare indicated that this

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 16 would go along with supporting police and fire personnel, especially the Fire Department and its volunteers. He stated that he did not think the City wanted to reach the point of having a paid fire department. Mr. Hare stated that there was a need to look at the recycling contract, explaining that there were issues and recycling was hit or miss in the Second District. He noted that the recycling collectors may pick up three (3) cans, skip two (2) cans, and pick up three (3) cans. Mr. Hare indicated that it seemed that they had gotten a little better lately, noting that they were nearing the end of their contract. In regard to code enforcement, Mr. Hare expressed his hope that the City was fully manned and indicated that he would like the City to review some of its regulations. He stated his belief that the City’s Code is too easy on repeat offenders. Mr. Hare explained that, in the Second District, there are some residents who receive a summons, correct the problem to avoid a fine, and then do it again. He suggested that perhaps those who repeat an offense after receiving a first notification should be fined. In regard to economic development, Mr. Hare stated that Dover should become open for business and business friendly. He indicated that members of the Economic Development Committee should be appointed and the Committee should be all set up so the City can start forging ahead. Referring to hiring, Mr. Hare indicated that he thought that the City needed to be a little quicker in filling vacant positions. He noted that it seemed like Customer Service Department staff were being hired pretty quickly. Mr. Hare stated that if there was something that could be done to speed up the City’s hiring process, he thought it should be done. Mr. Hare stated that he was unsure what could be done regarding homelessness and jobs. He stated that during an event held last summer, homeless people were referred to a place where there was hiring and declined work at McDonald’s for $10 per hour and food. Mr. Hare stated the need to try to provide help in this direction. Mr. Sudler advised that, as a long-term goal, he would support a mini-mobile police station to help combat the high density of criminal activity in some areas and help ensure public safety in the Fourth District and throughout the City. For his second long-term goal, he stated that he would like to see a homeless resource center that would help eradicate the homeless issue, with them using the library as a day/night care center. Mr. Sudler advised that his first short-term goal would be continue to support improvements to the City's exterior infrastructure, such as paving of roads and repairs to curb appeal in the Fourth District and throughout the City. He indicated that he was aware of two (2) roads in need of attention. Mr. Sudler provided a document entitled “4th District Constituent’s Official Request for City Road to be Paved, October 2016” (Exhibit #3) and asked that the City Clerk’s Office submit it to the City Manager. He explained that the request pertained to Conwell Street and included pictures of the area, as well as a petition signed by residents to have the road paved, and noted that the residents thought that the road had not been paved for over 80 years. Mr. Sudler thanked the City Manager and Code Enforcement staff for the work done in the Lincoln Park area and indicated that he would

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 17 like to have work continue on a few things there. He submitted a document entitled “Official Complaint from James Wilmer, 849 Lincoln St., Dover, DE 19904, 1-6-2017” (Exhibit #4) to Mrs. McDowell for Mrs. Townshend and Mr. Koenig to review. Referring to his second short-term goal, Mr. Sudler informed members that he liked the fact that the City was focusing on non-conforming use. He stated that he hoped that the City would continue to focus on non-conforming use businesses that are a detriment and nuisance to the welfare and safety of the general public, and take a good look at approving or disapproving their licenses. Mr. Sudler indicated that his final short-term goal was additional parking in the downtown area, noting that there had been concerns about lack of parking when people come to the downtown area to shop. In addition, he advised that there was a concern regarding business owners not being made aware of parades. Mr. Sudler explained that sometimes business owners park in front of their businesses and may have been ticketed because they were not aware there was going to be a parade. Mr. Sudler stated that he would like to see a better line of communication between business owners and those who are responsible for letting them know that there will be a parade. In regard to parking downtown, Mr. Anderson stated that he would like to see signage, noting that there is often nearby parking available; however, it is not necessarily easy to see. He stated that he thought it was vital, as a short-term goal, for the City to communicate the parking that already exists. Mr. Anderson indicated that he agreed that more parking was needed; however, he stated that he thought that was a long-term issue and suggested perhaps looking at apps for people to use to find parking downtown. Mr. Anderson advised that he would also like to see one-stop shopping and streamlining in the way people go about opening new businesses. He explained that one-stop shopping should be a long- term objective; however, as a short-term objective, he would like the City to have a resource for people so that they would know everything they need from the beginning and could have their own roadmap. Mr. Anderson explained that the roadmap would tell people how to get a business permit, electricity, etc.; what forms to fill out; and who they need to speak to and their contact information. He indicated that this should be streamlined and simple. Mr. Anderson advised that he had spoken with business people who were told two (2) or three (3) months after the fact that they were in violation of regulations. He noted that one (1) of his fellow National Christian Public Official Caucus members showed him some national model business locations, and the City was already doing 90% of what these places were doing. Mr. Anderson stated that the City was doing a pretty good job; however, it was the 10% that was killing them. He indicated that this had more to do with the regulatory status. Mr. Anderson thanked staff for looking at streamlining Customer Service, stating that he did not understand why he could not just leave a check that would go to the cashier instead of having to go over to the cashier, noting that there were small issues about the way the City does business. He indicated that many people say, “I like so much about Dover, but...”, and he thought that the City needed to take care of the “but” so that people have a reasonable level of predictability, and work toward streamlining business operations to one (1) or two (2) stops.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 18 Mr. Anderson advised that he would like to see a review of the Safe Communities Ordinance to see how it could be made to work better for nuisance homes that are creating crime in some areas. He estimated that certain addresses probably account for 40% of the calls that the City receives. Mr. Anderson indicated that there is not a huge crime problem in Dover, but there are certain residences and businesses that are huge crime issues. He expressed the need to find a way to address nuisance homes and businesses. Mr. Anderson advised that, in the longer term, he would like to see camera monitoring with the Police Department. He stated that there are a lot of cameras and they do some good, but they would do a lot more if they were monitored. Mr. Anderson indicated that he would like to see the technology upgraded so that more records could be kept for review, noting that they would not have to be kept 30 days but should be kept for at least two (2) or three (3) days. He commented that there should be more storage capability, stating that if the City was going to go with cameras, it should make them work. In addition, Mr. Anderson expressed the need to develop a community policing strategy that the City could sustain. He explained that the City had been working with grants; however, with grant funding going away, he stated that the City needed to decide what to sustain and fund and make a real commitment. In regard to the City’s Comprehensive Plan, Mr. Anderson stated that he would like to look at using the elements in the plan, noting that a neighborhood may decide to possibly reclaim some down areas and introduce affordable housing, including the possibility of a tiny home village. He indicated that he thought it essential for the Comprehensive Plan to take into account economic growth as well as safety in the community. Mr. Anderson expressed the need to develop more partnerships with non-profits, such as Goodwill, the MLK Education Center, and others with workforce development. He advised that the solution to a lot of the social problems was in connecting people with existing programs rather than the government coming up with new programs. Mr. Anderson advised that his final recommendation related to Parks and Recreation, and he suggested having restrooms at Silver Lake and Dover Park, like those at Brecknock Park. He stated that the City’s major parks should have restroom facilities. In the longer term, Mr. Anderson stated that he would like to see the fields reviewed so the City can meet its demands for soccer and other areas at Schutte Park. Mr. Slavin read a statement provided by Councilman Lewis into the record, as follows: “Regrettably, I will not be in attendance at this coming Friday's Annual Council Retreat, as you are aware I am employed by the State of Delaware and considered an Essential Employee. Therefore my scheduled duties with the state will prohibit me from attending this retreat. I have listed below some future goals I would like to see accomplished city-wide. Some maybe short others long term. 1. The organization of government. There needs to be more accountability with Administrative Staff. Either put the Mayor in charge as the CEO where all departments report to him and he to the City Council or all departments report to

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 19 the City Council President and he report to the full council. Eliminate the Assistant City Manager Position. 2. Developing a comprehensive/capital plan which would include the concept of a new Municipal Services Building. 3. A Traffic Circulation Plan for Downtown Dover Area and East to West end corridor plan. 4. I would like to see more support given for what Cheryl Bundick our City Tax Assessor is doing in reviewing all of the so-called tax-exempt 501C properties in Dover. Every time you turn around we keep given pieces of the city away. This has to stop. Example: How many of these 501c properties are unlawfully getting a tax exemptions? 5. Establishing a Dog Park for city residence.” Mr. Hosfelt stated, in regard to short-term goals, that he agreed with Mr. Hare about taking a serious look at a public safety or a public service fee for fire and police services in the City. He stated that he was tired of the universities and colleges in Dover that are supposed to be tax exempt and are using the City’s services and not paying for them. Mr. Hosfelt noted that there were other entities; however, he would start with universities and colleges. He advised that the City was at a point now where it would have to start budgeting approximately $180,000 to $200,000 a year to start paying for new fire trucks and must figure out where this would come from. Mr. Hosfelt stated that he agreed with Mr. Sudler and Mr. Anderson regarding Dover Park. He stated his understanding that Mrs. Townshend was working on this issue and advised that he would like to see the City come to a conclusion and move forward. Referring to the issue of homelessness, Mr. Hosfelt stated that he agreed with some of the things that had been said and disagreed with other things. He informed members that he was at a loss regarding this issue, stating that he did not know what the City could do for the homeless. Mr. Hosfelt noted that he had reached out to State legislators and County people to see what services are out there and questioned if there was something that the City was missing and did not know about. He explained that he had tried to establish a meeting in this regard and had yet to be successful, but would like to start over with the new calendar year and become successful in figuring something out. Mr. Hosfelt expressed frustration about seeing the homeless coming in and wanting help and not having any answers. He indicated that he disagreed with Mr. Anderson and did not like the idea of a tiny home village. Mr. Hosfelt stated that there would be a safety issue if the old library was opened up, as well as concerns about how this would be paid for and staffed. Mr. Hosfelt stated that he would like to see the City reinvest in buildings. He noted that this would involve long-range planning; however, he noted that a new City Hall might be 10 or 15 years down the road. Mr. Hosfelt stated that there was a need to come up with money to reinvest. He pointed out problems with the carpeting in the Conference Room, the floor near the rear exit, and the walls, noting that this was City Hall and everyone should be proud of this building. Mr. Hosfelt suggested

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 20 that Public Works staff could build a ramp to make Council Chambers Americans with Disabilities Act (ADA) accessible. He stated the need to reinvest and make these things happen in the short term. Mr. Hosfelt stated that his biggest concern was support for City staff. He indicated that he had heard discussion from staff members who had been around for a while, those who Council counts on to work for them day in and day out, that, “It’s time for me to go; I’ve got to go; I can’t take it anymore.” Mr. Hosfelt advised that the reason for these discussions was because of the pressure that Council was putting on them. Using himself as an example, Mr. Hosfelt stated that he had been unfair to Mr. Sudler and Mr. Hudson during previous discussions regarding increasing City staff in the Customer Service Department. Mr. Hosfelt explained that although he did not agree with the request, he could have approached the matter in a different way. He stated that members are in the age of social media and some like to post on social media what they think should be done, and name people, including City staff, which he stated was unfair and should not be done. Mr. Hosfelt explained that City staff supports members and does anything they are asked to do, and members need to return that support. He noted that members may not always agree with staff; however, there is a chain of command and the department head should not be subverted by going to somebody else. Mr. Hosfelt advised that he was guilty of this since he had built friendships in the City over the years because he used to work for the City. He indicated that it is unfair for members to subvert the department head and then hold them accountable when they do not receive an answer. Mr. Hosfelt indicated that he would like to see a reset in how members interact with and treat City staff, stating that this would be an easy short-term goal and his number one priority. Mr. Hutchison stated that he agreed with Mr. Hosfelt’s comments. He explained that dealing with the homeless was a big issue facing the City; however, he stated that he believed in partnerships and that before the City takes leadership, he thought there was a need to look at what the State and counties offer and see what the alternatives are. Mr. Hutchison stated that the biggest decision Council would have to make, which would have to be made early this year, would be dealing with the City’s electric system and the generation component. He reminded members that the City was currently having a study done which should be completed very soon, and members would have to decide whether to stay in the generation business or get out. Mr. Hutchison advised that Units 1 and 2 would be going offline, and he did not think that there would be another decision that Council would make this year or in the future that would have a greater impact on the future of the City. Mr. Hutchison expressed appreciation for the presence of the CDCC, stating that he had a deep regard for the Chamber, which has 900 members. He noted that he thought that the City had always had a good working relationship with the Chamber and that the City needed to continue that relationship. Mr. Hutchison advised that he would like to see better lines of communications from top to bottom. He noted that he had seen improvements in this over the last couple of months; however, he stated that communication is everything and the City must be in the forefront in this regard. Mr. Hutchison advised that he has a great deal of respect for what the Planning Department does day in and day out; however, he stated that he felt that there must be better methods. He noted that certain permits should be turned around quickly, and the City must have the ability to do this. Mr. Hutchison indicated that there are major projects that should be put on fast tracks because they will have a

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 21 tremendous impact upon the City. He stated that the Planning Department should have the flexibility to look at permits as they come in, not two (2) or three (3) hours later, and identify them as fast track. Mr. Hutchison stated that the City needs to be better at providing customer service to those who pay and support the City. He advised that a great team of people works for the City and he has huge respect for them; however, he felt everyone could be better at what they do by working together. Mr. Hutchison stated that he had been working with the City for over 40 years and had seen a lot of good changes. He advised that the people working for the City are dedicated, committed, and focused and indicated that he thought that members of Council and staff needed to work better together and respect each other. Mr. Hutchison stated that he always gets excited moving into a new year because it is an opportunity to look back and evaluate what was done well in the past year. He indicated that in City government it is hard to look at the long term. Mr. Hutchison advised that the City’s buildings needed to be fixed sooner rather than later. He stated that he was concerned about the lack of security in City buildings and this needed to be identified and fixed now, not six (6) months or a year from now. In regard to the old library, Mr. Hutchison stated that the choices were to sell it, use it, or rent/lease it. He indicated that this was about leadership and this needed to be done soon. Mr. Hutchison stated that he was very excited about where the City is and where it is going, and that it was about working together. Mr. Cole stated that he agreed with Mr. Hosfelt’s comments about communication and hitting the reset button regarding how members deal with staff. He noted that he has to follow the chain of command in his job. Mr. Cole indicated that it would be good for members to show the support they have for staff and the hard work that they put in from the top to the bottom. Mr. Cole indicated that his number one goal was creating a plan of action for the electric utility and a breakdown of the pros and cons. He explained that, having been on the Utility Committee and discussing the electric utility with Mr. Maloney, Mr. Koenig, and Mrs. Mitchell, he had learned that it is a unique, intricate system that will require some tough decisions. Mr. Cole stated that he felt it was a long-term decision that did not have to be made tomorrow, as had been stated by Mr. Slavin, but it had to be dealt with in the near future, and would affect both the short and long terms. Mr. Cole stated that he felt that the City needed a clear and effective economic development strategy and suggested a possible review of incentives or ordinances to prove support to businesses or economic development. In addition, he stated that in his job and in private corporations, technology is key. Mr. Cole explained that he thought the City needed to make a clear review and prioritization of what technology is needed and then the City should go about achieving the necessary technology advances. In addition, he stated that public service fees were also definitely needed. Mr. Cole stated that he had a personal opinion about Dover Park but was open to all kinds of opinions. He stated that he felt a dog park was needed, noting that he had seen many individuals from Dover at the dog park in Middletown. Mr. Cole stated that he did not know how this would work, noting that in Lewes there is a private/public type of arrangement and membership is required

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 22 at that park, although Middletown’s park is open. He expressed appreciation to staff and everyone who had put in the work during this meeting. Mr. Slavin stated that the electric utility was a very serious economic, utility, and tax issue that touches on a lot of things for the City. In addition, he advised that he thought that the second long term item was that the City was at a moment where members may want to look at a version 2.0 of city government. Mr. Slavin explained that he was not proposing a reorganization or re-engineering, which causes wasted time because people retrench and say why that is not a good idea. He indicated that he would like to see the City focus on what the core services of a municipal government are, why they are provided, and what the value is to the taxpayer. Mr. Slavin expressed the need to be able to articulate what services the City does not provide, because it is a municipal government, not a smaller version of state or federal government. He indicated that a municipal government is expected to do things like make sure roads are paved, the lights go on when people want them to, and the snow gets plowed. In regard to his reference to a version 2.0 of city government, Mr. Slavin stated the need to regain a focus on the City’s customers, not on the bureaucracy. He noted that, although he knew he was guilty of it, he saw it as pervasive that the City put bureaucracy, rules, and regulations before the customer. Mr. Slavin stated that he defined a customer as anyone who lives in the City, comes here to work, pray, play, go to the hospital, or go to the doctor. He noted that the community attracts a lot of people who may live outside the City but are customers and use City services and he thought that the City needed to be focused on them. Mr. Slavin stated that there were two (2) short-term goals that were low hanging fruit that he thought could be done. He noted that a very effective editorial appeared in The Wilmington News-Journal approximately two (2) days ago. Mr. Slavin explained that it was written to the new incoming mayor and listed all of the problems that would be inherited including violence, a heroin epidemic, etc., but suggested fixing the small stuff because people lose confidence in their government when they see the small things are not being done. He stated that knowing there are no clear answers to dealing with the challenge of the heroin epidemic should not pollute the way of making sure the street lights are on, the gardens look good and are not full of weeds, and there is a strategy for taking care of the vacant buildings that the City owns. Mr. Slavin advised members that the City needed to fix the small stuff, noting that the City was no longer in the in economic crisis of 10 years ago and this would be the new world order of how to do things. Mr. Slavin stated that a second short-term goal would be a roadmap for someone who wants to open a business in the City with the exact steps needed. He indicated that he repeatedly hears complaints from people who obtained permits and state that they were not told that they needed to get additional things. Mr. Slavin suggested that people be quickly given a roadmap that expresses thanks for coming to Dover to do business and shows them what they will need. He stated that the process should be more like a game of Candyland, with a clear path with steps forward, rather than a game of Chutes and Ladders, with two (2) steps forward and one (1) step back. Mr. Passwaters advised members that lunch would be followed by two (2) hours of open discussion. By unanimous consent, the meeting recessed at 11:28 a.m. and reconvened at 12:30 p.m.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 23 DISCUSSION (REPORT OUT, VISION, GOALS, STRATEGIC PLAN, ETC.) Mr. Slavin noted that members would not be voting on any items during the Retreat but, based on the discussion, they could gain a consensus of how people felt regarding the importance of issues and what should be focused on. He expressed his thought that at the conclusion of the Retreat, based on the minutes and perhaps a summary document that he and Mrs. Traci McDowell, City Clerk, would work on, a follow-up meeting could be held as part of a Council Committee of the Whole meeting to confirm that what was heard during the Retreat was what was in the follow-up document. Mr. Slavin indicated that work would then begin on the items in the follow-up document, which may involve staff action, ordinances, things that need committee approval, and a determination if they are short-term or long-term issues. He indicated that these items would then be assigned to people and get underway. Responding to Mr. Passwaters, Mr. Slavin stated that the Retreat was an actual session of Council; however, because of the way it was advertised, members could not take action. Mr. Neil stated that what he had heard during this meeting fell into several categories. He noted that one (1) concern was having a map or plan for businesses coming in and those being solicited, so they would have an easy road to get where they need to go. Mr. Neil stated a second concern was long- range planning of electricity, which would affect income, profits, and expediting businesses, who would know that they have dependable rates and light. He stated that all of this would hinge on an overview including a global look at a scoreboard of what the City was doing. Mr. Neil advised that the scoreboard would reflect what actually had been done about the problems, whether big or small, the estimated time for fixing them, and when they were fixed. He stated that problems were very acute because, coming in after the 2015 election, many things were undone. Mr. Neil indicated that having a global vision of what is on the plate would provide managers who are responsible on a day- to-day basis, as well as elected officials, with the ability to see where everyone stands on these issues and whether or not they have been completed. Mr. Passwaters explained that interest-based problem solving is a process of talking about these types of things by simply brainstorming, writing things down, and finding out the interests of every party involved, including the public. For example, he asked what the interest would be in changing what is happening at the utility, not what members want, but what the real interest is and what is driving it. Mr. Passwaters advised that out of this, participants would try to discover the options to satisfy those interests and create a solution that satisfies as many of the interests as possible. He noted that not every issue would be solved, but everyone would do their best. He indicated that this would help to cut through the weeds and get to the heart of the matter. Mr. Hare indicated that, looking at this as the members’ goals, vision, and strategic plan, when he had worked for big corporation houses, the president would ask staff what they wanted to achieve and he suggested that City staff should let members know what their goals are and then members can follow up to determine if those goals are being reached. Responding, Mr. Slavin predicted that staff might work on the things that they think are their goals and then come into conflict with Council; therefore, he stated that this discussion was necessary for members to make sure that when staff says what their goals are, they are in alignment with Council’s vision for the City.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 24 Mr. Hare stated that sometimes when staff presents Council with something that makes sense, members drag their feet and do not follow up or make a decision as to whether they want to proceed with it or follow up, for example, in regard to an ordinance for code enforcement. In response to Mr. Hare, Mrs. Townshend asked whether, in regard to code enforcement, an ordinance was needed but rather or an evaluation and tightening of some of the procedures. She stated that she had discussed this with staff, noting that there were cases when she questioned why a fine was not issued to someone who had repeated an offense many times before. Mrs. Townshend advised that she had been trying to work through the procedural channel rather than having something in ordinance. Mr. Hare stated that he was unsure if this related to ordinances or procedures and that this is what staff would know. Responding, Mrs. Townshend stated that she agreed and that she and Mr. Tim Taraila, Code Enforcement Supervisor, needed to discuss this. Mr. Hare suggested changing the ordinance or procedure so that someone who was given two (2) chances would not get a third chance but would be fined. Responding, Mrs. Townshend stated that staff could work on the procedure and bring it forward to the Council Committee of the Whole. Mr. Hare indicated that some of the Code Enforcement staff had stated that they are frustrated that they can only give another warning to those who repeat offenses over and over again and that people have learned to skirt the system. Mr. Cole advised that one of his goals related to developing a clear economic development strategy and using incentives and ordinances to support that. He asked if reviewing ordinances to make sure that they are friendly was too large of a task or if this was something that could be undertaken. Responding, Mrs. Townshend explained that staff had done quite a bit of this, and noted that there were two (2) components to this issue, the ordinance component and the internal processing of paper. She advised that staff had spent a number of years focused on meeting with the business community and revamped major sections of the Zoning Ordinance. Mrs. Townshend stated that a lot of things that used to go to the Planning Commission can now be done administratively. She noted that a lot of the commercial zones were changed to make them more flexible for users; however, more needed to be done. In regard to the internal processing of paper component, Mrs. Townshend advised that the front office should separate the easy things that should have a one (1) to two (2) day turnaround from those that would take more review, and she had discussed this with Mr. Koenig. She stated that staff had been looking at how they process paper through the LEAN process and taking out steps. Mrs. Townshend indicated that a number of things that were formerly reviewed by the Planning Office are now reviewed by the front office. She explained that staff had tried to streamline to some degree; however, she stated that she felt that more needed to be done and discussions could be held but the stakeholders would need to be brought in. Mr. Slavin expressed concern about the granularity issue of the current discussion, stating that there had been talk about big concepts, and the discussion then jumped into ordinances and issues at the counter. He indicated that if the discussion continued in that way, everyone would feel dissatisfied at the end of the day because they did not get anywhere different from where they started out in the morning. Mr. Slavin advised that it is difficult to develop a strategic plan for the City’s organization because staff, not Council members, are full-time employees. He indicated that members could help to create

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 25 the vision, some of the themes in the vision, and suggest some of the activities they would like to start seeing in the vision, and then ask staff to develop goals around the vision and those areas. Mr. Slavin stated that he had heard the theme of the overall fiscal health of the organization in the discussion. He noted that this was not just about saving money, cutting budgets, and doing more with less, but the near-term and long-term fiscal health of the organization. Mr. Slavin advised that Council’s fiduciary responsibility was to leave the City a little better than they found it. Mr. Slavin stated that a second issue was core services and expressed the desire to look through a new lens to define what the City’s core services are and what they are not. He advised that the City had gotten into some rocky places by not being able to articulate what its core services are not. Mr. Slavin stated that he thought that the City just needed a clear way of articulating the areas where the City does not want to go. Mr. Slavin stated that a third issue was customer focus, noting that Mr. Sudler, Mr. Anderson, Mr. Neil and others had expressed this. He indicated that the statement from Council was that they are concerned about the bureaucracy-centric approach of the City’s government and want to turn this around, make it more customer-focused, and develop some goals around this. Mr. Slavin advised that a fourth goal was communication on all frequencies and channels. He indicated that a business road map and letting people know how to navigate were clearly communication issues. Referring to Mr. Neil’s comments regarding a scoreboard, Mr. Slavin stated that this request hints that nine (9) individuals are left to find the same information sometimes nine (9) different ways, or the same way nine (9) times, and burdening the City Clerk's Office or whoever else they are trying to find that information from. He suggested looking at ways to better enable information to be pushed out to Council members on project updates. Mr. Slavin indicated that one (1) of his frustrations is that approximately 85% of the time when he receives a constituent complaint and gets it into the hands of the right person who can solve it, he does not hear what the conclusion was unless he hunts the information down. He advised that this would be an easy problem to fix that would not require creation of a new piece of software, etc., but everyone needs to accept the fact that the City will communicate with its customers and double back to copy somebody on an email so that they know that an issue is closed out. Mr. Slavin advised that the themes that he heard were fiscal health, core services, customer focus, and communication, stating that this was open for debate, and members could add or take away from these. He indicated that if these themes were identified coming out of this discussion, and if some of the other ideas were put underneath these themes, members would have the makings of something and feel like they had some traction. Mr. Passwaters agreed with Mr. Slavin’s comments, stating that communication is basically education and would involve communicating to people what they must do to build a house or start a business. He stated that this was a primary focus and questioned how to streamline the process and make it easy for people to come to Dover and work, live, play, pray, and whatever they want to do. Mr. Passwaters expressed the goals of staying focused, knowing the track, and trying to come up with something at the end of the Retreat.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 26 Mr. Anderson indicated that the City does need to operate and members should not leave out some of the fundamental areas that needed to be addressed, for example, public safety. He mentioned technology issues as well, stating that this would impact communication with the public. Mr. Anderson indicated that the City was not communicating with the public as well as it should in some areas, and the public sometimes does not know how to communicate back to City government. He stated that technology would impact communication, public safety, and other areas of concern. Mr. Anderson suggested that, in discussing upgrading technology at a staff level, there was a need to begin with what members want to accomplish in order to know the type of technology upgrade that is needed so that money is well spent. He stated that strategic planning was needed on how to make technology serve the people and make the City more efficient and competitive. Mr. Passwaters stated that interest-based problem solving, which he had mentioned previously, would solve a lot of these issues. He asked how Council makes decisions as a unit. Responding, Mr. Sudler stated that there is discussion and members vote. Mr. Passwaters asked if a motion is carried when four (4) members vote against it. Responding, Mr. Slavin explained that some motions require a super-majority. Mr. Hare also noted that the Mayor has veto powers. Mr. Passwaters explained that he uses interest-based decision-making in negotiations and encourages it in city council chambers, departments, and police departments all over the State. He advised that if there is an issue that needs to be addressed, they vet the issue through finding out what the interests are, getting all those things whittled down, and everyone then talks about it but does not vote. Mr. Passwaters noted that in a concert, everyone sings in the same key, and the same should be said about City Council. He stated that when members go out in public, everyone should be saying the same thing; there should not be five (5) members saying that they voted for something and the other four (4) saying that they hated it, did not vote for it, and did not like it. Mr. Passwaters explained that with this process, there is not a vote but individuals say that they will support something 100%. He noted that if someone is not in love with a decision, they may say that they were not in love with it but that they got as much as they could for the constituents in their part of the city, and when they leave the room after making this type of decision, they will not pooh-pooh it, shoot it down, or punch holes in it. Mr. Passwaters noted that they may indicate to their constituents that they were part of the nine (9) people who decided for the City that this was the best they could do and that they would support it. He asked members to imagine how wonderful it would be if every city council and every town sang in one (1) key, noting that the beauty of the process was that it eliminates a lot of undermining. Mr. Passwaters encouraged members to sing with one (1) voice when they walk out the door. He reminded everyone that the first thing he had asked at the beginning of the meeting was who had the good of the City of Dover in their hearts, and everyone had raised their hands, and this should be foremost in everyone’s thoughts. Mr. Sudler advised that he would like to see a goal of implementing a database where Council members could go online and review constituent or customer concerns about any department, see the time tracked, a description of the concern, and what department addressed it. He stated that members could then communicate more effectively with the department head in regard to these concerns. Mr. Sudler felt that a database would be a good tool in communicating with departments so that no one would be viewed as interfering with a department head. He indicated that Council members want to convey and care about their constituents’ concerns and may become overactive or

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 27 overstep their boundaries, stating that he had done this himself. Mr. Sudler noted that members were not trying to be rude but wholeheartedly care about these concerns and want to get them addressed. Mr. Passwaters stated that members attain their office by being elected, and this is why members care, want to hear their constituents, and want them to know that they are doing the best they can for them. Responding, Mr. Sudler noted that constituents from other districts may come to him as well. Mr. Passwaters stated that members need to remember that the City is a whole that consists of multiple districts, all of which have a say. Mr. Hosfelt stated that he loved Mr. Neil’s idea about a scoreboard, which Mr. Hosfelt likened to a checklist. He advised that he was used to checklists, stating that a checklist would make it obvious to staff what members expected, voted for, or had approved in the budget. Mr. Hosfelt indicated that staff could then develop that scoreboard, which would show what members had voted on, what had been approved, and what was important to them. He stated that this would allow members to know when benchmarks are reached and how things were going as a group. Mr. Hosfelt advised that he was amazed and very impressed by the fact that everyone was pretty much on the same page with their goals and what they thought was important, noting that they were just trying to get there from a different direction. He stated that four (4) or five (5) members thought Dover Park was an important issue and others had talked about public safety fees and different things. Mr. Neil stated that members do not operate in a vacuum and, because of this, five (5) to four (4) votes would occur. He indicated that staff brings issues to Council using existing laws and, for example, in regard to a building that should be demolished, they show members photographs, evidence from inspections, and all kinds of material. Mr. Neil explained that a constituent may come in stating that they want more time to take care of it, and Council has flexibility in that regard. He stated that the idea is to get rid of dangerous and derelict buildings so the City can move forward, and there will be differences of opinion. Mr. Neil noted that someone may want to be given more time and a chance, and sometimes staff indicates that an owner promised to do something within a specific time period and they did not. He indicated that sometimes there has to be a division of opinion. Mr. Neil stated that members must look at the law, take into consideration the human factor, and make a decision, and noted that he did not like slum lords and people who take money from someone and put them in a building that is unsafe. He indicated that, on behalf of the citizens as a whole, it is up to Council to take the vote in a certain direction. Mr. Passwaters stated that differences in opinion were one (1) of the healthy things about being in a democracy. As a member of the community viewing government from the outside, rather than a member of a city council, he stated that he knew that the people governing his city have healthy discussions and have the same concerns as those expressed by Mr. Slavin. Mr. Passwaters indicated that, looking around the table, it was amazing how much everyone was alike. He noted that he lives in Milford most of the time and would like to know that the members of his council will support each other because this means they are supporting the city where he lives. Mr. Hare stated that when he joined Council in 1991, former Councilman Francis Weyandt advised him that when he was on the Council floor he would not agree with everyone. He indicated that

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 28 Mr. Weyandt would fight like a bulldog for something he wanted; however, if the vote did not go his way, when all was said and done, he would walk out and it was forgotten. Mr. Hare commented that there was no social media back then, and today people will post on social media if they think things should have gone differently. He stated that he felt that members should not do that, explaining that something may not go the way someone had hoped; however, it was voted on and decided. Mr. Hare advised that he was not suggesting that members curl up and die; however, they should indicate their support for what was decided. He stated that this would be good for constituents and staff. Mr. Slavin stated that he agreed, but noted the irony that everyone was being asked to agree regarding differences of opinion. He stated that every vote would not be nine (9) to (0); however, in their heads members would vote nine (9) to (0) to accept it. Mr. Slavin indicated that this was not just about social media but about the way the country now operates in the public sector and what public discourse had become. He stated that this was not endemic to the City of Dover, Kent County, or Delaware but was everywhere. Mr. Slavin advised that people now disagree very publicly and personally, noting that as much as he appreciated what Mr. Hare was saying, he was not sure that this goal could be reached. Responding, Mr. Hare stated that currently if a disagreement exists between two (2) gentleman, they make sure that it is in the paper, people know who agreed on the matter and who voted against it. Mr. Anderson advised that he personally disagreed with the entire philosophy being discussed. He stated that a member may not be able to achieve the number of votes needed, but the people would then just feel that their interests were being disagreed upon. Mr. Anderson indicated that this would not necessarily be the end of an issue, stating that the member may then build a new majority of members, which could be a majority of the same members. He stated the need to make sure that the people and their interests are heard, and this is done by communicating with the public. Mr. Anderson advised that he did not believe that the objective being discussed was worthy, stating that Council has to operate in a different way that says the public matters. He advised that there would be differences of opinion and everyone has a right to feel represented, although this did not mean that members should attack someone. Mr. Anderson noted that the nine (9) members could not make enemies of anyone, because the person they disagree with so strongly on one (1) issue may be the person that they will need to stand beside on another. He expressed the need to separate personalities and people from issues and disagreements by stating what is essential. Mr. Anderson indicated that it was important to the process to have healthy discussions and differences on issues, but there was no need to attack people and destroy reputations. Mr. Cole noted that the goal of the Retreat was to walk away with visions or goals and that members had agreed on several issues and the following topics were identified: Fiscal Health I. Study Electric Future in Dover - 2 Years A. IRP B. Staff, Experts, and Customers C. Rate Modernization (All Utilities)

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 29 II. Maintenance Tax Increases III. Fees IV. Economic Development A. Comprehensive Plan B. Business Retention C. Promotion of the City V. $$ Plan VI. Staffing? Communication I. Transparency II. Pathfinding III. Technology IV. Citizen Survey Core Services I. Citizen Survey II. Customer Focus Ethic III. Parks and Recreation IV. Utilities V. Public Safety VI. Infrastructure VII. Restructure/Streamline Departments Mr. Neil stated that the future of electricity was a long-range issue; however, studying this with staff members, elected members, and outside experts was something that must be done now. He suggested that a recommendation be made to City Council within the next two (2) years regarding the future of operating electricity in the State of Delaware. Mr. Slavin suggested that the future of electric be nested under the heading Fiscal Health of the City, stating that electricity was a big component to fiscal health; however, there may be other things in this broad category.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 30 Mr. Anderson suggested including, in addition to staff and experts, some of the City’s commercial/industrial customers in this discussion. Mr. Cole asked if there would be a better timeline than two (2) years for this issue. Responding, Mr. Maloney indicated that he had previously discussed Integrated Resource Planning (IRP) with Council, noting that this is not an overnight process and staff had started it in late summer or fall. He explained that this would involve obtaining customer input, and staff was gathering information to discuss. Mr. Maloney noted that some of the discussion had been whether the City would be in or out of the electric business or parts of the electric business. He indicated that he was doing an IRP for future growth and generation, and the business decision about whether the City would be in or out of generation or of electricity completely was further along in the process. Mr. Maloney stated that these were big discussions with potential consequences that could be good or bad, some of which could occur immediately once the public discussion starts. He noted that this matter must be fleshed out. Mr. Hutchison stated that in the first three (3) or four (4) months of this year, Council would make a decision on generation. He indicated that a study would come back with a recommendation about Units #1 and #2 going offline. Mr. Hutchison noted that members would make a decision in a short period of time about where the City goes with generation, not two (2) years from now. Responding, Mr. Maloney stated that the IRP related to this, explaining that he had a pretty good process planned about how to fulfill the future energy needs of the utility. He noted that time may be needed to digest what President Donald Trump does, as this would be a big factor. Mr. Anderson stated that the whole regulatory environment was going to change, and Mr. Sudler noted that this would depend on Congress and the Senate. Mr. Maloney stated that he agreed that this issue could not wait two (2) years and there must be a shorter term. Mr. Koenig indicated that another issue that had been mentioned was rate modernization and changing rates based on what is happening in the industry in the electric utility, as well as water and sewer. He advised that electric customers were going solar; however, their demand changes if they turn off their solar or experience bad solar days. In addition, Mr. Koenig indicated that there would be a technology modernization issue with respect to potential automated metering and things like that, in the next one (1) to four (4) years. He stated that the electric utility discussion was complicated and involved questions such as whether the City would be in the generation and distribution business, or just stay in the distribution business. Mr. Koenig advised that anything that would require the City to maintain the electric utility would equate to a rate modernization at some point in the one (1) to four-year range. Mr. Slavin indicated that the reason he suggested placing this item under fiscal health was because the specter of taking $10M from the electric utility to offset the expenses of general government would become less and less viable over the next 10 years. He advised that the City was at risk of not having $10M to take from the electric utility, noting that customers could not just be charged more based on overhead because of bond covenants. Mr. Slavin stated that this would mean a gap in the General Fund that would have to be closed with other revenue sources. In addition, he explained that

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 31 the value of the electric franchise may be close to entering its highest phase right now because it was getting more complicated and expensive to run, while the infrastructure was aging at a loss. Mr. Slavin noted that those were the issues regarding the future of electricity and indicated that he wanted to leave the discussion regarding this topic for now, rather than getting lost in all the details. Mr. Koenig stated that fees versus taxes had been discussed and questioned if Council was willing to entertain small maintenance tax increases for citizens, not on an annual basis but on a more regular basis. He stated that coming in $2M short would amount to an extensive tax increase. Mr. Koenig noted that, in recent years, there had been reluctance to talk about tax or fee increases; however, as the workforce had shrunk, he and members of Council had felt there were problems in service delivery. He stated that adjustments could be made to fix the problems, but people or resources must be in place to fix them, and the City could not keep cutting the budget and still maintain the level of service. Mr. Koenig explained that in some cases the budget had been cut, the service level had fallen, money had been added back, and then there was a need to go back and redevelop staff. In regard to budget development, he asked if there was a tolerance for maintenance tax increases less than a certain amount for which staff could provide substantial arguments. Mr. Koenig indicated that the alternative would be crashing the plane every few years and developing a level of panic that there was not enough money to do operations. He expressed his preference for a maintenance increase and asked what criteria Council would accept from staff, for example, for a request for a penny-and-a-half increase with a statement of where the revenue stream would be targeted. Mr. Passwaters noted that he had heard pathfinding mentioned previously, for example, those who obtain a permit and then may be fined a month later because they did not get some other permit. He questioned who makes decisions on issuing permits. Responding, Mr. Hare stated that it would depend on the type of permit, noting that the Planning and Inspections Department would handle business construction permits; however, a permit regarding parking on a race weekend would be handled by Customer Service. Mr. Anderson stated that permits are not all issued from one (1) area. Mr. Passwaters commented that this approach was piecemeal. He advised that he had run an organization that was billing $4B per year and asked what the City of Dover budget was. Responding, Mr. Koenig stated that the City of Dover budget was approximately $138M. Mr. Passwaters stated that he told those in his organization to make decisions, noting that as long as they were not drilling below the waterline, the boat would not sink. He indicated that it may be something as simple as using this approach when talking about permits and encouraged pushing decisions down to a level that is as low as it can go without drilling below the water line. Mr. Sudler suggested adding transparency as a topic. Mr. Anderson stated that communication would include pathfinding, transparency, etc. Mr. Cole advised that approximately six (6) or seven (7) people had mentioned items under communication, and every department, from the Police Department down, had mentioned technology. He suggested a review of all technology needs and updates and that they be prioritized, stating that this is done in State government. Mr. Passwaters suggested placing technology on its own line and then branching out from there to discuss needs, how to pay for it, and how to make it pay for itself.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 32 Mr. Slavin suggested adding a discussion of core services as another big topic. Mrs. Townshend stated that the core services issue was mentioned several times by Council members. She explained that the issue of homelessness affects quality of life in the City on a number of levels, and it affects the Library, the police, and trying to revitalize downtown; however, it is not one (1) of the City’s core services. Mrs. Townshend indicated that some people expect homelessness to be the City’s job and, although it is not part of the City’s core services, it is creating challenges for the City. Mr. Passwaters observed that the homelessness issue was forcing its way in. Responding, Mrs. Townshend indicated that he was correct; however, she explained that the City simply cannot take it on as a core service. Mr. Passwaters stated that he agreed, noting that social services for those who are troubled and need a home or a place to stay are handled by the State, and the City has to be able to tell them that. Mr. Anderson stated that this was somewhat backwards because things such as homelessness should be local, and federal involvement should be small. Mr. Koenig advised that a uniform policy statement or posture must be developed for referring people elsewhere for assistance. Mr. Passwaters relayed an incident when a county had an issue about what to do with the homeless who showed up at the library. He advised that the library staff was very accommodating, did not want to hurt anybody’s feelings, and wanted people to be safe. Mr. Passwaters explained that the library communicated to the public in the paper that if they had a family member who was homeless to please try to help them, stating that the library would do their best but it was up to the families to do their best, too. Mr. Passwaters stated that it was a nice, well-spoken piece about how to take care of your own. He estimated that 80% of the homeless have people who know that they are there, and someone has to make them accountable too. Mr. Passwaters advised that this public information helped to stem the tide, and it was mentioned that the library was becoming overwhelmed with people who were looking for help. He noted that charity begins at home. Mr. Hudson asked how to address this type of issue when it looks like close to a majority of the population are not even from the State, but have come from other places because they thought or heard that life and their situation would be better here. He noted that he had met people from South Carolina and a woman who had moved from New York to Florida and then to Dover. Mr. Hudson indicated that they were from all over the map and their families probably have no idea where they are. Mr. Koenig advised that the City had paid approximately $15,000 per year to a third party to do a citizen survey. He stated that a group of questions was selected about all types of service delivery, and a company came and took the temperature of the community as to how the City was doing. Mr. Koenig stated that a survey had not been done in a long time and he was sure that everybody had felt it was worthwhile. He indicated that the City does not always hear from a broad group of people and sometimes makes decisions based on input from a relatively small population of those who are squeaky wheels. Mr. Koenig asked if Council was interested in developing a proposal to go back to that citizen survey for the FY 18 budget or if they felt there was enough feedback without using an independent survey.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 33 Mr. Anderson stated that it had been mentioned that the City could find ways to communicate with people and get more input. He noted that a survey would be one (1) way to do so, and there may be other ways. Mr. Anderson advised that it would not just provide input on ideas but feedback on how the City is delivering services, before potential problems become so big that they are in the papers and the City has to deal with them. Mr. Neil reiterated his suggestion of a scoreboard. Mrs. Townshend stated that the citizen survey mentioned by Mr. Koenig was done for an International City/County Management Association (ICMA) affiliate, and one (1) of the good things about it was that it would measure from year to year, so improvements, stagnant areas, and areas of drop-off could be seen. It was her recollection that the survey enabled the City to compare itself to other municipalities of the same size and was effective in reflecting the City in a way that current information does not provide. Mr. Cole and Mr. Anderson expressed support for this idea. Mr. Passwaters noted that the importance of customers had been discussed and suggested that a survey would be a good way to know how the City is doing; however, he cautioned that the City might not like the responses. He indicated that in the business he had mentioned previously they did a routine survey and they also explained what they were providing to their employees, noting that the employees were also customers, in addition to the true customers. Mr. Passwaters stated that they communicated information on where and what the costs were, what was happening, and what they were doing. Mr. Slavin advised that the City stopped doing the survey because complaints were received that it was too expensive. Mr. Koenig stated that Mr. Slavin was correct, noting that it had been indicated that the survey was a waste of $15,000. Mr. Slavin stated that $15,000 was spent to get dispassionate, impartial information and, at the first sign of trouble, it was shut off. Mr. Hare advised that surveys are good; however, he stated that it was incumbent on each Councilperson to know the issues in their district. He indicated that he takes a week or two (2) each year to knock on doors and talk to people. Mr. Hare stated that he has a pretty good idea of the main issues that people in certain neighborhoods are upset about, noting that this is also customer service. He advised that he hears about the Library, people working on cars in their driveway, and people blocking things, etc. In regard to the customer service focus in the City, Mr. Hare asked whether too much was being placed on one (1) person, if one (1) person was trying to cover two (2), explaining that he thought that there were a lot of things that needed to be looked at this way. Mr. Slavin indicated that his suggestion about customer focus was more of an ethic that he would like to see instilled across the government. He stated that some areas are very good at it and some are lagging. Mr. Slavin noted that his wife used to run a business and used to tell him that there were two (2) times when a customer is right, day and night. Mr. Hare advised that when he had a business on the side, he felt that customer service was an attitude, not a department. He stated that he thought the customer was not always right, but they are always the customer. Mr. Slavin noted that the City’s customers cannot choose another provider.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 34 Mr. Passwaters relayed a story about a department store customer who wanted to return a tire because they were not happy with the performance and it did not wear as long as it was supposed to. He stated that the employee explained that they could not do this, and the department head came in and asked the customer the cost of the tire. Mr. Passwaters advised that the customer stated that it cost $125 and asked for the full amount, even though half of the tire’s life had been used, and $125 was refunded. He stated that the beauty of the story was that the business did not even sell tires. Mr. Passwaters stated that rule #1 is that the customer is right, and when the customer is wrong, refer back to rule #1. He advised that the best and most successful organizations in the world adhere to that rule. Mrs. Townshend indicated that she agreed and that staff really works to have a customer focus; however, the challenge is that in some cases the Code is clear. She stated that when the customer states that they should not have to do something, staff cannot simply dismiss the Code. Mrs. Townshend indicated that the City is different in that it is a utility provider and if customers do not pay their bills, the City is a regulator on the building side. Mr. Passwaters agreed that it is different if there is a Code, and things must be weighed. He noted that those who decide to live in the City must adhere to an agreement. Mrs. Townshend stated, for example, that staff hears people say all the time that they do not want to get an architect because architects are too expensive. Mr. Anderson observed that one (1) person cannot be made happy at the expense of 20 others who would be affected; however, he stated that this overall attitude of finding ways to satisfy needs was the correct attitude and the City would do well if it operated in that attitude. He noted that there is usually a way to collaborate and solve a problem. Ms. Marney stated that she performs customer service every day, and although the customer may not always be right, a way can always be found to spin it around. She indicated that staff may not be able to do what the customer asks but can tell them what can be done through policy. Ms. Marney explained that if a customer cannot pay their bill today because they do not get paid until Friday, a compromise can be developed, and they can be told that they must pay their bill down to zero (0) before the next bill comes out. She expressed the need to listen and hear what people are saying and not be so stringent and insist that customers do something. Mr. Passwaters asked if Mrs. Townshend’s comment about the need for an architect related to communication, and if the individual should have been told up front when they got the permit that an architect must be used. Responding, Mrs. Townshend explained that, at that point, the individual would not yet have a permit. Mr. Passwaters suggested advising the customer that the City would love to have them build, but that the requirements were part of doing business in the City, and ending the conversation. Mrs. Townshend advised that code enforcement may cite someone, who may come to them with a hardship, explaining that they were given 30 days to comply but that they will need three (3) months. She advised that if it is not a life safety issue, staff typically extends the deadline. Mrs. Townshend indicated that there will then be another unhappy customer who says that they called in a complaint

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 35 and the City did not do anything about it. She advised that staff tries to work with people, treat them with respect, and listen. Mr. Cole noted that another suggestion was some type of review of the Comprehensive Plan that would allow for strong clear economic development. Mrs. Townshend noted that the Comprehensive Plan was one of the Planning Office’s projects for the year and that an update of the plan is required every 10 years. She stated that the economic development chapter of the plan needed more meat on it, and she had started putting together an outline of it. Mrs. Mitchell noted that during the Economic Development Committee’s first meeting, Mr. Hudson had asked if a mission, strategy, or statement had been developed. She stated that she did not believe that an answer had been given regarding what the strategy and mission are and asked if this was in the current Comprehensive Plan. Responding, Mrs. Townshend stated that the current adopted economic development strategy is in 2008 Comprehensive Plan; however, it was dated and needed more economic analysis. She indicated that a pie in the sky wish list was included that needed to be connected to the market. Mr. Anderson noted that the whole world had been different in 2008. Mr. Passwaters asked if the Comprehensive Plan is reviewed during the ten-year period or if staff waits until the ninth year to begin developing it. Responding, Mrs. Townshend explained that the Planning Office uses the Comprehensive Plan every day and it is a living document. Mr. Anderson commented that the Comprehensive Plan can be modified and updated; however, there must be some predictability and stability to it because when a business is planning how they are going to invest their money, they have to know that everything is not going to suddenly flip on its head in the next year. He noted that things can change every two (2) years with the election. Mr. Anderson advised that the point of the Comprehensive Plan was to be a living document but to also give some certainty. Responding to Mrs. Mitchell’s comment about economic development, Mr. Hudson advised that if everyone in the room was asked for a definition of economic development, there would be different answers. He noted that some people he had talked to think that economic development means workforce development and that the City should be contributing money to help educate and train people for jobs in the future. Mr. Hudson asked members if that was economic development. Responding, Mr. Anderson advised that this was part of economic development. Mrs. Townshend indicated that this was not part of the City’s core services. Mr. Anderson stated that he disagreed with Mrs. Townshend, explaining that part of the City’s core responsibilities was developing public-private partnerships. He noted that if a partnership was developed, Goodwill has a great plan in this regard, and he also suggested the MLK Center at Delaware Technical and Community College and the Dover Public Library. Mr. Anderson stated that there are ways that the City can coordinate this, and he expressed his belief that part of the City’s role was to coordinate and be the hub; however, it was not the City’s job to do everything. He expressed the need to coordinate what is being done and line up a comprehensive strategy, so that businesses have a good workforce, which is one (1) of the things that they look for. Mr. Sudler acknowledged the presence of Mr. Reuben Salters, former City Councilman, Fourth District, and asked for his thoughts about economic development. Mr. Salters advised that economic

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 36 development was a combination of things and an integrated approach was needed. He indicated that it is not just about building buildings and bringing plants in, noting that it is important to talk to people about what good the building will do for the general population and the community beforehand. Mr. Salters stated that economic development should benefit the community positively and the general population needs to know this. He advised, for example, that if Kent General wanted to put another wing on the hospital, this would benefit everyone. Mr. Salters stated that it was about more than just getting a job for someone, questioning what good a job would do if that person takes the money and spends it on drugs. He advised that this matter was complicated, like life. Mr. Salters stated that economic development must be well thought out, anticipated, and the sum of a team effort. He indicated that Dover was a great City, and in communicating with the people about what the City is doing, good results would be seen. Mr. Passwaters asked how long the City had nine (9) councilpersons, and Mrs. McDowell responded that it had been since approximately 1987 or 1989. She stated that the City was incorporated in 1829. Mr. Passwaters expressed his belief that there were not nine (9) councilmen in 1829, and Mr. Anderson advised that there had been eight (8) for a long time. Mr. Passwaters stated that economic development means growth for the City, which stereotypically means growth through annexation, although it does not have to be. He noted that economic development and growth can mean taking an old building and refurbishing it to use it in a different fashion. Mr. Anderson indicated that economic development was about economic prosperity for citizens and businesses. Mr. Salters advised that currently economic development in Dover was giving a tenant or someone who wants to start a business two (2) or three (3) years of rent, which is what it takes to get someone established, and no taxes. He stated that the City does some of this now. Mr. Salters indicated that this would encourage young people who have limited resources and are trying to get started to come to the City. He advised that it would be good if a business takes off and if it does not, someone would have made money on it. Mr. Passwaters advised that this would be considered as a possible solution when discussing the details of economic development. Mr. Cole suggested that parks and recreation would be a core service. He noted that cleaning up the parks had been mentioned, five (5) or six (6) people had mentioned Dover Park, and Mrs. Townshend had mentioned the ball park. Mr. Anderson stated that the soccer fields should not be forgotten, and Mrs. Townshend advised that a plan in this regard should be coming to members in the next couple of months. Mr. Anderson brought up lacrosse as well, and Mrs. Townshend stated that there would be multipurpose fields. Mrs. Townshend stated that public safety would be a core service. Mr. Neil suggested looking at the ambiance that the City provides when considering economic development, such as the phenomenal Library with its many marvelous programs at no cost, as well as the attractions of area parks, such as Schutte Park. He stated that this involves creating an

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 37 environment that is good for families and for people coming in. Mr. Neil stated that area colleges, such as Delaware State University, Wesley College, Wilmington University, and Delaware Technical and Community College, are part of the ambiance and offer expertise for those who want to have businesses in Dover. He indicated that he had served with Kent County Tourism and they had discussed the quaintness of the area, The Green, and all the museums, which creates a marvelous environment to bring people in, not just for the City but also the realtors. Mr. Neil indicated that cohesiveness is needed in terms of economic development, and the City does not need to have services but needs to know where to point people to sample everything that is available in the 250-mile area. He pointed out other attractions, such as Prime Hook, hunting, fishing, and nature that may not be in the City but are close to it. Mr. Neil stated his belief that the City has to capitalize on these things when discussing economic development because they are the reasons why a business or plant would open here, noting that the electric rates were also pretty good. He commented that Dover is a great place to live. Mr. Sudler asked if any of these topics were being discussed by the new Economic Development Committee. Responding, Mr. Koenig advised that the only thing that had been discussed was the overall strategy during the first one (1) or two (2) meetings of the Economic Development Committee. Mr. Hudson commented that part of economic development is branding and advertisement, which makes someone want to come. He indicated that there was no brand right now, stating that many different things could be pointed to that make coming to Dover nice. In response, Mrs. Townshend advised that the City’s branding was “Historically Happening.” Mr. Koenig stated that this was done by the Downtown Dover Partnership, and Mrs. Townshend indicated that it applied to the whole City. Mr. Hudson asked whether the branding was just known about here and how to get people from other places to want to come and check Dover out. In response, Mrs. Townshend indicated that this needed to be used as a promotion. Mr. Neil stated that core services include having a dependable transportation system and good roads, electric, and water, which helps individuals to recognize that their Councilmen care. He noted that this is evident by how constituents react when members receive a direct complaint, and whether other Councilmen are pulled in. Mr. Neil expressed his belief that the City has competent, good, and professional staff. He reiterated the need to make sure that what is started gets done and reaches fruition, and to know that the problems are resolved at a particular time. Mrs. Hawkins stated that often when people talk about economic development they are referring to bringing business to the community, noting that this generates revenue. She advised that if a huge industrial organization is brought to the Garrison Tract, for instance, there will be a need for people in the community to be employed by that organization. Mrs. Hawkins pointed out that a younger generation may be looking for enhanced programing at the Library, better parks, or a dog park. She questioned how to get the appropriate staffing into the community to support the businesses being brought in. Mr. Anderson questioned what the point of economic development was. He stated that one (1) approach would be used if the point was to benefit the people here and to change and bring more prosperity, so that downtown is not in the current condition in 20 years. Mr. Anderson advised that

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 38 if the point was just to have a scorecard to say how much investment was brought in, there would be a different approach. He expressed the need for both approaches. Mr. Sudler questioned how the City could retain businesses. He referred to Mrs. Hawkins’ comments about being able to provide businesses a customer base; however, he also noted the need to get the community to know that the businesses are there and to give new businesses the incentive to hire locals. Mr. Passwaters referred to Mrs. Hawkins’ comments that if a big facility is built, there is a need to make sure there are people who can work there, as well as Mr. Neil’s comments about the benefits of the area, such as Prime Hook National Wildlife Refuge and events at The Green. He referenced the old adage that if one builds a better mousetrap, people will beat a path to the door. Mr. Passwaters advised that if a good business is built, or if big business comes to the City, people will flock to work there, but they will want to be assured that they are in a vibrant city. He suggested massaging the things that make it easy or at least comfortable for a business to come to Dover. Mr. Passwaters stated that the discussion was about promoting the City, through branding and advertising or focusing on “Historically Happening.” He indicated that if this is done, Dover will continue to be a healthy city. Mr. Hare indicated that there were two (2) parts to economic development. He stated that some smaller businesses were opening in Middletown and that Dover could attract them as well. Mr. Hare advised that some of the bigger businesses, like Amazon, do not really care about being accessible to Prime Hook Beach or Rehoboth; however, they want to be somewhere that is accessibility to Routes 1, 95, and 301. He explained that they are not going to build where they do not have a workforce and they will check that out. Mr. Hare stated that small business and big business are two (2) different parts to economic development. He indicated that stores, like Ross, just opened in North Dover, noting that they do a demographic study regarding what they will attract, and they have a customer base and do not need 300 to 400 employees. Mr. Hare stated that these businesses come here because of the central location. He advised that manufacturers are looking at highway accessibility, economics, and things like that. Mr. Passwaters stated that this related to why Walmart built the distribution center where they built it, noting that he had talked to them five (5) years before they broke ground. He explained that Walmart had talked about Sussex and New Castle counties. Mr. Passwaters indicated that they planned to build in Delaware but built in their current location because they did their homework and knew where there was property and a favorable tax incentive. He stated that Walmart knew that Smyrna would have to do some things regarding roads, etc. Mr. Passwaters advised that having a location close to things like Prime Hook happened to be a benefit to the employees who work there. Mrs. Townshend stated that there would be a lot of economic development discussion when working on the economic development strategy for the Comprehensive Plan and noted her expectation that the Economic Development Committee would be the lead group to focus on that. Mrs. Townshend advised that economic development is all of the things that had been discussed, including looking at the market and the infrastructure, how to make it all come together, and what is realistic versus pie in the sky.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 39 In regard to economic development, Mr. Sudler suggested addressing railroad transportation from Wilmington to Dover. He stated his belief that there had been some talks about this between the City and NCALL. Mr. Sudler stated that this would help with job opportunities, whether Dover constituents go elsewhere or others come to Dover, and he expressed a need to implement a transit situation. Mr. Slavin indicated that this was a very healthy discussion that he did not want to interrupt; however, he stated the desire to reserve time for discussion about a customer focus ethic. Mr. Hutchison suggested, when looking at economic development, that consideration be given to businesses like Calpine. He stated that the only way this type of business would come to Dover would be if the City was working in partnership with Kent County Levy Court and the State of Delaware. He explained that it costs major dollars to bring large corporations and businesses to a city. Mr. Hutchison stated that promoting economic development was about partnership between government agencies, sometimes including the federal government. Mr. Hutchison advised that economic development is first and foremost about protecting existing jobs every day, and secondly about looking for new opportunities. He stated that when he served as Mayor, he and Mr. Jim O’Conner, former City Manager, went to every major company in the City to thank them for being here and to ask if there was something the City could do. When visiting Scott Paper, the plant manager advised them that Scott Paper was getting ready to spend $100M over the next four (4) years on the plant, and Mr. Hutchison and Mr. O’Conner felt that they did not have to worry about Scott Paper. He explained that 90 days later this company was gone, noting that the plant manager did not know what corporate was doing. Mr. Hutchison urged members never to assume that what is here today will be here tomorrow and reiterated the need to protect the jobs that are here. Mr. Hutchison suggesting adding a finance plan to the list, noting that the things that were listed were wonderful; however, a plan was needed to pay for it all. Mr. Anderson noted that an infrastructure was a vital item that had been omitted from core services, stating that this would include streets, piping, electric wiring, and communications infrastructure. Mr. Sudler also suggested curb appeal. Mr. Slavin expressed the desire to talk about a customer focus ethic, which he stated was not about reorganization or re-engineering. He stated that he wanted the City to focus on getting back in the business of putting the customer first in its government dealings and everything that it does. Mr. Slavin relayed that his mother was recently in Bayhealth Medical Center, and in the emergency room there were yellow signs on the walls that said “No Passing Zone.” He stated his initial belief that the hospital did not want wheelchairs buzzing around; but he noticed there was more writing below on the signs that stated “Don’t pass a patient in need. Every patient is our patient.” Mr. Slavin advised that he was very impressed with this philosophy of not passing something in need. He stated that he did not know what actual City activities would be involved, or whether members would get into those activities during the current meeting; however, he advised that the ethic that he had in mind was that when something is found that is broken, it is fixed. Mr. Slavin explained that this could be something that is physically broken or a broken process. He stated that

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 40 Mrs. Townshend had heard him say that she should let members know if there are parts of ordinances that need to be fixed, and they would get ordinances drafted, sponsored, and fixed. Mr. Slavin indicated that the City cannot constantly play catch-up on these things but should get to them, and get to them a little more rapidly. Mr. Slavin stated he thought that the City could empower the customer a little bit. He noted that there had been discussion about the ability to have a scorecard, and he thought this was hinting at a customer relation management software system that would allow the customer to call in, log their complaint, and empower them to go on the web and look at where it is. Mr. Slavin advised that the customer would be able to say, “I called on this date, I logged this, this is my ID number, and these are the steps that have been taken, or have not been taken, since then.” He stated that this would also help Council members, noting that sometimes he does not know what the resolution is, is not empowered with that information, and has to make four (4) phone calls. Mr. Slavin indicated that the current approach was very inefficient and not very effective. Mr. Slavin stated that he wanted the City to challenge the assumptions that affect customers. He stated that Mrs. Townshend had mentioned previously that sometimes the Code says the customer has to do something and the customer does not want to do it, or does not know why they must. Mr. Slavin advised that this moment should be used to ask whether it makes sense to require a customer to do something. He indicated that this is the moment when the City could begin to change things. Mr. Slavin stated the need to develop a point of view of understanding why a customer would be frustrated in these situations. Mr. Slavin noted that technology had brought a revolution in the last 20 years, and there are online reviews and the ability to shop in different places. He stated that if someone has a bad meal at a restaurant, they can make that known in a way that matters, not just by complaining to the maître d', cook, or owner, but by going on the internet and saying that they had a bad or a good experience. Mr. Slavin advised that government is one of the last places left in this country where people have to come to get something done and have no choice; however, he felt that the City should not take advantage of that, hold its customers hostage, and run them through miserable experiences in trying to open a business, or get a permit, etc. Mr. Slavin expressed the need to be more focused on this. Referring to the vision statement drafted by Mr. Neil that was discussed earlier in the meeting, Mr. Slavin stated that it was based on the City’s vision statement which indicates that the City of Dover is a place where people want to live or to do business. He expressed the need to keep this in mind, consider whether people really want to do business here and why, and make it easy for them. Mr. Slavin stated that he would be interested to hear from Council and staff members about how to instill this customer service ethic in the City’s government in a different way. He noted that he was not saying that it is not there now; however, there was a need to improve. Mr. Hutchison stated that he had been a customer of a local vendor in Dover for a long time. He recently wanted to close his original account and create a new one, because he was changing the way he does things to make it easier. After he had closed the account, he was told that he was no longer a customer and, as a brand new customer, had to go through a credit check to create a new account, which caused his blood pressure to rise. Mr. Hutchison stated that these were the kind of things that Mr. Slavin was referring to. He noted that the City, especially the Planning Department, has very complex operations. Mr. Hutchison stated that it makes sense sometimes to look at things that have

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 41 not been looked at and recommend changes. Mr. Passwaters asked if Mr. Hutchison had stayed with the vendor or shopped around. Responding, Mr. Hutchison stated that the vendor took care of the issue. Mrs. Townshend advised that, in relation to business and permitting, most of the frustration seen by staff relates to the building code. She noted that the National Fire Protection Association (NFPA) Code is an international code; the State Fire Prevention regulations, which are developed by the State and are out of staff’s hands as staff does not have a say and must implement them; and the International Code Council codes for building, plumbing, mechanical, and residential equate to a large volume of information. She explained that these codes say when an architect is needed, when a building must be sprinklered, and what must be done in terms of exit lighting. Mrs. Townshend noted that it is one thing for her to state that there is a flaw in the zoning ordinance that is not customer friendly and suggest an amendment to fix it, because that is a code that staff develops. She indicated that the other codes are extremely complex international codes that have been developed around safety and expressed concern about tinkering with them for the purpose of expediency when they had been developed based on the best resources. Mrs. Townshend advised that, with a few minor changes, they are the same codes that all other municipalities are dealing with, noting that the City of Dover uses the 2009 version, Kent County uses 2012, New Castle County uses 2012, and Sussex County uses 2003. She stated that a lot of those who do not want to comply with the code in Dover do not want to comply with the code in Milford, New Castle County, or Newark either. Mrs. Townshend advised that she was fine with looking for ways to streamline; however, she thought that the City’s flexibility was on the zoning and administrative procedure side. She stated that she did not believe it would be wise to start picking and choosing which provisions out of the three-foot tall stack of code books would be used. Mr. Hosfelt stated that he understood Mrs. Townshend’s comments and agreed with the codes. He asked if there was something in place to tell someone who wants to build a house or a business, from start to finish, what the timeline is, what permits or other things are required, and how the process works. Responding, Mrs. Townshend stated that there absolutely is a process if the request goes through the Planning Commission. She explained that there are many different variables, noting that if someone has signed a lease for a commercial space, staff needs to know if it is zoned properly if there is a change of occupancy classification. Mrs. Townshend explained that things can happen along the way; for example, an applicant may make a change that was not conveyed to staff at the beginning, such as adding a bathroom without getting a plumbing permit. She advised that most of the issues encountered by staff occur when an applicant acts as their own general contractor or has not been through the process. She stated that when a contractor is used, nine (9) times out of 10 there is no problem. Mr. Slavin stated that he understood and accepted that the codes are very deep, and that other municipalities use the same codes; however, he advised that the experience of people in some of these municipalities is vastly different than it is in Dover. He indicated that he knew this firsthand from contractors, people who have done work, and businesses who have chosen to relocate or locate in other places because of the experience they had in Dover. Mr. Slavin stated that he did not mean this to be harsh but was telling it like it is. He asked, if the issue was not the code, if it was in how requirements were being communicated to people. Mr. Slavin stated that if staff was relying on a one-to-one, over the counter explanation, maybe there was a need to look at ways to push this

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 42 information out other than buying 1,600 pages of code and letting people wade through it themselves. He advised that there were many types of technology available to the City and suggested using YouTube videos, training, and short, perhaps eight-minute videos on how to get a permit. Mr. Slavin stated that if the Code was broken, he would help staff to fix it; however, if it was going to stay the way it was, there was a need to get better at communicating it to customers. Mr. Koenig stated that, from an overall standpoint, it was as simple as reaffirming the customer focus every day. He advised that this must be something that is talked about every single day and at every meeting, so that it becomes the natural hat that everybody is putting on. Mr. Koenig noted that staff gets caught up in their jobs; however, this business is all about serving the public. He stated that he, personally, does not want to cut off anyone’s services and wants to leave the electricity, water, and sewer on, because in his mind this is future revenue. Mr. Koenig advised that there are times when the City has to cut people off because they simply will not or cannot cooperate. Mr. Koenig reiterated the need to reaffirm the service issue every day and to get better at it. Mr. Passwaters stated that communication was key. Mr. Sudler recalled a situation when he was serving as Chair of the Construction Code Appeals Committee and Smith’s Funeral Home had an issue with a sprinkler system. He stated that Mr. Smith was very frustrated and was looking at spending more than $100,000. Mr. Sudler informed members that the City worked with Mr. Smith and had to have a second meeting because Mr. Lewis had not been present at the first. He explained that, when all was said and done, another avenue was found that cost $25,000 or less. Mr. Sudler stated that the Fire Marshal advised that taking this route would be acceptable, rather than digging through asphalt. He noted that in the end everyone was happy, and Mr. Smith did not mind spending the lesser amount of money. Mr. Sudler explained that Mr. Smith had questioned why he was not told this from the beginning and why he had to make such a fuss to find out that he could have used option B and still been in compliance. Mr. Sudler stated that he was not getting on anyone, but he echoed Mr. Slavin’s comments, stating that members were asking staff to go the extra mile. He indicated that if there were other avenues in life safety that could be used and still be in compliance, this would create a better rapport with consumers, constituents, and the people to whom the City was saying that it is open for business. He noted that this may take a little more staff time. Mr. Sudler indicated that if people kept hearing no, they would tell others not to open up businesses in Dover because it is hard. He noted that the business he had referred to was a big funeral home that would involve large amounts of money. Mr. Sudler advised that he had seen firsthand that doors had been shut, and it was found that there was a back door to go in and still be in compliance. In response, Mr. Passwaters stated that this sounded like a perfect example of thinking outside the box. Mr. Sudler stated that he agreed, and noted that sometimes the focus is on giving the customer what they ask for instead of exploring other possibilities to get them what they need. Mr. Hare stated that the Planning Department is very busy and has a lot going on. He noted that some of the issues might be Council’s fault and may have been created when Council previously lumped several functions together to save a penny. Mr. Hare suggested that there may be a need to revisit this and separate these functions, like it was before Council had to make that change. In response, Mr. Sudler stated that he agreed with revisiting this matter, stating the desire not to overwhelm any one (1) department. He noted that once a department is overwhelmed, it will not be

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 43 any good to the rest of the departments they have to serve. Mr. Sudler stated that staff would be on the edge and constantly feeling that they have to meet deadlines. He indicated that he felt there was a need to separate the departments, and it was obvious that the departments were overwhelmed. Mr. Sudler advised that it appeared from what he was hearing that there were issues with buildings permits not getting out within a time frame and code issues. He stated that he thought Council would have to revisit this. For clarification, Mrs. Townshend informed members that she was not aware of any track record showing that the Planning Department was not getting permits out in a timely manner. She stated that if permits were taking longer for review, it was because information was not submitted with the application. Mrs. Townshend indicated that the City’s permit turnaround time was comparable to that in other locations; however, it was starting to take a little bit longer because of the volume. Mr. Passwaters noted that this was a good problem to have and Mrs. Townshend stated that she agreed. Mrs. Townshend indicated that it was not so much a problem of departmental structure, it as was due to holding the line on staffing regardless of the demand. Mr. Passwaters stated that this was something that needed to be monitored. Mrs. Townshend advised that for the past seven (7) or eight (8) years it had been about not asking for any staff or tax increases. She advised that the City was managing the budget to the revenue and not asking what was needed to get the job done. Mr. Slavin stated his understanding that Mrs. Townshend had advised that there was no delay in permitting once everything is received for the permit, and this was confirmed by Mrs. Townshend. Mr. Slavin informed members that he deals with this in his State job, noting that when a case is opened, they have a 30-day window to settle an issue. He stated that when he started, the number one complaint was that things were taking too long. Mr. Slavin explained that he had questioned how things could take too long if the window was 30 days from the time a case is received. The response he received was that the clock is not started until everything is in order. Mr. Slavin advised that there could be 90 days of back and forth, and then the clock would start. For clarification, Mrs. Townshend explained that people may bring in a permit application with a hand drawing that could have been done by a kindergartner. She stated that the application is logged and goes to the building inspector, who is unable to evaluate it. Mrs. Townshend indicated that within two (2) or three (3) days, the inspector calls or emails the person to let them know, and documents it. She advised that the person may not get back to staff and then call and say that their permit application has been with the City for 14 days and the permit has not been issued. Mrs. Townshend stated that this is a two-way street, and staff was not sitting on applications. In response, Mr. Passwaters stated that this is an opportunity to correct what is accepted, suggesting that something that is hand drawn may not be accepted. Mrs. Mitchell advised that she had been involved in helping to put the budget together for the last four (4) or five (5) years, noting that she had pulled back from this and it had gone back to the City Manager to handle. She stated that she had recognized that with this extra responsibility and tentacles in different areas, she was not concentrating on her core focus. Mrs. Mitchell advised that there were things to be done for her department to get back to cash management and the things that they needed to be doing. She indicated that if staff is spread too thin, their core service suffers.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 44 Mrs. Hawkins stated that Mr. Hare had made many wonderful comments, and she agreed with a lot of them. She stated that the Retreat had started off with discussion about going back to the goals of the department. Mrs. Hawkins noted there had been 13 directors or assistant directors present before Captain David Spicer, Police Department, stepped out, and there were now 12. She encouraged using their talents and skills if members wanted staff to do goals. Mrs. Hawkins stated that, in her opinion, the Retreat was wonderful, noting that she now had a road map that was written on the whiteboard. She noted that, whether or not it was finalized, this road map was what she saw as important. Mrs. Hawkins stated that Mr. Slavin had talked about customer service and how this could be instilled, and Mr. Koenig had noted that this was going to be a topic of every meeting held. Mrs. Hawkins advised that staffing had been discussed, noting that Mrs. Mitchell’s comments were right on target. Mrs. Hawkins stated that department heads were being paid to be absolutely in the weeds and suggested that members use the talent that they were paying staff for. She indicated that the City may need to find money to pay for staffing. Mrs. Hawkins advised that she hated to mention this because for many years there had been talk about holding the staffing level; however, in order to grow, at times there is a need to add staff. For example, Mrs. Hawkins explained that her department is under the gun for recruitment. She noted that Human Resources has an Excel spreadsheet that tracks positions that extends out to column ZZZ. Mrs. Hawkins advised that they list how many positions are open, how many are being interviewed for, and the reason for delays, which Council members may question. She stated that there may be delays because the first candidate did not accept, the second did not pass the background or urine test, and another candidate declines. Mrs. Hawkins noted that if the third candidate does not want the job, she has to re-post the position, which results in extending the spreadsheet out to column ZZZ. Mrs. Hawkins expressed her understanding that Council members are interested in a scoreboard. She stated that staffing levels probably needed to increase and requested that members utilize the talents of the 12 directors or assistant directors present, as well as those who were unable to attend. Mr. Hudson informed members that at some point cuts in service for non-payment of bills would drastically increase in the Customer Service Department, because staff would not only be cutting service but also turning it back on. He stated that he sends a daily report to Mr. Koenig letting him know how many people should be cut and how many people are being cut, which is far less. Mr. Hudson noted that there is a dollar figure for both categories in terms of what should be collected and what is actually collected. He explained that there would be a problem when staff begins ramping this up and anticipated that Council would receive many calls. Mr. Hudson expressed the desire for Council to be aware that what staff was doing was more than just cutting. He indicated that he, Ms. Marney, and the Department had been reaching out to line up non-profit and social service organizations and asking if people could be sent to them for help. He stated that they already had an organization that was flush with cash and would be ready during the summer for cooling assistance, noting that this organization had given out free air conditioning units during the past summer. Mr. Hudson advised that he did not want members to think that all staff does is cut people and make their lives miserable, noting that staff were good people. Ms. Cyr stated that she did not want what Mrs. Mitchell, Mrs. Townshend, Mrs. Hawkins, and Ms. Marney had said to be lost, noting that staff were the professionals hired to provide guidance to members and to the organization. She indicated that members had not hired them to be in the weeds, noting that they could not get out of the weeds if they did not have the support staff needed.

COUNCIL RETREAT OF JANUARY 6, 2017 PAGE 45 Ms. Cyr advised that staffing levels had been static for so long that staff was being forced into the weeds, and if members wanted them to be out of the weeds, they needed to have support. Mr. Neil commented that, to summarize, the service that they were seeking to provide for the City’s customers on all of levels was concierge government. Mr. Passwaters asked the leaders present, who have people who report to them, to remember the old adage that says, if you want to know what is going on in a facility, ask the person on the front line, and they will tell you. He stated that this should be done if there is a desire to improve the process. Mr. Passwaters indicated that he thought members had received some of that information during the meeting. Mr. Slavin expressed thanks to Mr. Passwaters, stating that, probably more than any other person they had dealt with in the City, he was worth every penny. He also thanked everyone who made time from their schedules to attend. Mr. Slavin reiterated that a document would come out of the Retreat and be circulated to everyone. He indicated that Council would review it during committee meetings, before distributing it through the organization and beginning to work on it. Mr. Hutchison moved for adjournment. The motion was seconded by Mr. Neil and carried with Mr. Anderson voting no. Meeting adjourned at 2:30 p.m. Timothy A. Slavin Council President /TM S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Council-Minutes\2017\01-06-2017 Council Minutes - Retreat.wpd Exhibits Exhibit #1 - Document entitled “Central Delaware Chamber of Commerce - Vision 2020 for Dover - As of: 6 Jan 2017,” provided by Mr. Scott Kidner Exhibit #2 - Document provided by Mr. Neil - Mission Statement, and Long- and Short-Term Recommended Projects for the City and the Third District Exhibit #3 - Document entitled “4th District Constituent's Official Request for City Road to be Paved, October 2016” provided by Mr. Sudler Exhibit #4 - Document entitled “Official Complaint from James Wilmer, 849 Lincoln St., Dover, DE 19904, 1-6-2017,” provided by Mr. Sudler

EXHIBIT #1 Council Retreat of 01/06/2017 CENTRAL DELAWARE CHAMBER OF COMMERCE Vision 2020 for Dover ‐ AS OF: 6 JAN 2017 1. Establish an ongoing Strategic Planning Process for the City of Dover. Create a working group or committee to do this Strategic Plan; Council Members, City Committee Members (maybe 1 per committee) and some local business leaders. In this plan you would update the City's Vision, Mission, and Critical Goal Categories. Determine by whom and when these objectives are to be completed. This process will provide the City with a way of truly measuring their effectiveness. 2. Create an Express Development Program ‐ Streamline the License, Permit, Inspection ( LP&I) process (a visual roadmap for applicants) for current licensed and new applicant businesses in the City. Create an "Ombudsman" or "Navigator" for any person or business that has issues or questions with the License, Permits and/or Inspection process in Dover. For example, if the owner of a property seeks a demolition permit ‐ make that process as inexpensive and quick as possible, including those properties that may be within the historical and development districts, assuming no true historical relevance of the structure. 3. Complete a review of the City's tax code seeking to reduce, cut or create incentives for the growth of businesses. Once this review is done they City can then create a program that will increase tax credits and other incentives (within reason) that supports the development of new businesses in the City of Dover. Example: a reduction in property taxes for the first 3 years of operations if in the City; this can be tied to employment or size of construction/renovation values. Additionally, create property tax reductions or reductions in impact fees for businesses that exceed current zoning requirements. Example: IF the project requires a certain amount of plantings or removal of impervious surface ‐ the owner goes above those minimum requirements ‐ it counts as a reduction in impact fees or some other tax/fee. 4. Reduce the impacts of zoning and review for any businesses seeking to expand or purchase or lease property in the Downtown Development District – this would reduce the amount of time for initial review and any subsequent reviews. (This may be part of the Express Development Program.) 5. Empower the economic development office in the City with the necessary ordinances or regulations to effectively advocate and support growth. 6. Identify the real core services of the City of Dover and those services the City cannot provide. Determine what they need to be and what services should be developed in conjunction with partners ‐ snow removal, trash pick‐up, etc.

7. Develop a plan that moves the City toward eventually selling the City's electrical service (both generation and distribution system). As the sale is explored ‐ create a Trust or Foundation with the proceeds that will be into which operates outside of the Council. This insures those monies are not "raided" by some future Council. The trust can be placed with the Delaware Community Foundation as an example. 8. Implement a new "sponsorship" program for the City's open spaces and small parks for maintenance and support by local businesses. In exchange for a minimum sponsor package the business gets to place a sign on the property advertising their support of the City. For larger parks or spaces ‐ businesses or persons have their names on the City’s website and linked to their own website. This will reduce the cost for the City and will create partnerships with area businesses. 9. Continue with the CDCC’s Committee to review the City's zoning codes to help support and create new business opportunities and to modernize our planning process. Also, maintain the CDCC Budget Working Group to assist the City with ideas and Best Practices being used by businesses to reduce their overall costs. 10. Create an ongoing plan to sell all assets such as buildings, trucks, land, and equipment on a routine. Advertise these sales to the residents and businesses in the community. Make it part of some ongoing tradition or event ‐ maybe the 4th of July celebration.

EXHIBIT #2 Council Retreat of 01/06/2017 \tttp of fred Ned, 3rd Oistrid, City Council P. 0. Box 475, Dover, Delaware 19903 + 30.2-736-7009 For January 6, 2017 Retreat Session From: Fred Neil Mission Statement To create a safe and diverse environment responsive to the needs of its citizens permitting individual and cmmnunity growth. Long Term Recommended Projects 1. New City Municipal Building 2. Decision on how to proceed with Electricity Short Term Recommended Projects 1. A Score Board to allow members of Council to see status of all projects, empty City owned buildings, job openings status, and complaints pending with estimated completion or resolution dates. 2. Empty City Building evaluations and sale Rationale The majority of this Council were elected in 2015. As new comers, there was no Blueprint or Outline on what has been done or what needs to be done in a coherent fashion. The exception was the budget review which we faced on an immediate basis. As we progress towards the election of 2017, there will be at least one new person on this Council. It would be helpful, for that individual and possible new members and the Council as a Whole to have a big picture of what is cunently happening in the City and issues that must be dealt with going forward. Page 1 of 3

Long Term: Municipal Complex: This cuiTent City Hall and the Weyant Hall are just plain worn out, costly to maintain and repair. The decision as to how to proceed belongs to this Council now. City Hall is in a great location but do we move all functions away on a temporary basis at what cost in order to keep this location or do we move to a new location? If so, where and at what cost? Architectural design contest? What cost to build? Financial Prep and approvals? Power Supply: The Council faces an Electrical Cross Road with 2 old Power plants being closed, a third still functioning and available on grid. Selling electricity has benefitted Dover 2-Fold. It has helped keep the tax rate down, the budget balanced, and provided low rates to our citizens. As I understand it, the power market has changed with power consumption down as more power efficient products are on the market. I personally like having the ability to control the price of power in City hands because of the profit and the ability to keep the cost of power to our city dwellers low. The cost of building a new Power Plant will be high? Will we have the personnel to operate it? Will it remain profitable? Can we buy and sell electricity without building a new Power Plant and make it profitable enough to keep rates down without causing problems for our customers? Calpine has the ability to add another Turbine. How does Calpine fit into the picture? Do we also kick this Can down the road? I recommend going forward with a review from experts in the field of the Pros and Cons to create a plan of action. Short Term: The Need to Know: Those ofus elected in 2015, inherited unfinished business that should have been finished before we were elected. The City has so many moving parts that unless we step back and have a global City view we can't see them all. How many complaints do we receive from our constituents? When were they received? Are they resolved? When are they resolved? Which ones remain open to come back on our complaint list? Job Openings have been a sticking point. While these show-up along with construction projects during period budget reports, it would be very helpful if we can electronically take a look at a scoreboard to see where the City stands on complaints and projects and see when the projects will be completed or, complaints resolved, and hires made. City Council Legislative Flow: Is there Software or another means of showing the progress and flow of what is going through the legislative process tom help us and those who work at our behest? Page 2 of 3

Are there other things we need to keep a watchful eye on? Having that overview will help the City Manager and other Department Heads as well. Empty Buildings: It took homeless advocates to bring this one forward. I seriously doubt any of these buildings would be habitable without a costly transformation. Beyond that, turning over buildings raises so many more questions. These empty building do not belong to us. They were bought and payed for by the taxpayers of Dover. Can they be used for something of value to the governance ofthe City or should they be declared surplus? What would they bring if sold? Could they generate income with their use by a non-profit organization on a lease basis? The immediate need is an evaluation of each property as to condition, possible City use, or to be considered surplus and sold or leased? 3ru District Specific Long Term A. Keep Dover Downs solvent by pressuring the State from taking all of the profits. B. Examine possibility of approved road from Del 1 Toll Road to extend to Persimmon Tree Lane. Short Term C. Temporary escape and emergency egress route during NASCAR and Firefly when Persimmon Tree Lane is closed, Proposed route along Pipe Line leading to Calpine Plant. D: Development of White Oak Park Page 3 of 3

EXHIBIT #3 Council Retreat of 01/06/2017 4TH DISTRICT CONSTITUENT'S OFFICIAL REQUEST FOR CITY ROAD TO BE PAVED OCTOBER 2016 To the Mayor, City Council Members, City Manager of Dover, 31"' District House of Representative and 17th District Senator: We the people who are Law-Abiding Citizens, Stakeholders, Taxpayers, Residents and Property Owners in the City of Dover and Kent County area are requesting that Conwell St. located between State College Rd. and Raymond St. of Dover, Delaware be paved with Hot-Asphalt Paving, Drainage System, Sidewalks and Curve Appeal in an effort to increase the quality of living in our community. Conwell St. currently consists of over .34 pot-wholes and is about 12' feet wide and over 400' feet long. Conwell St. is in deplorable condition, which through the years has caused community members to obtain wheel-alignment services and new tires due to the rapid decline in the conditions of Conwell St. 1

4TH DISTRICT CONSTITUENT'S OFFICIAL REQUEST FOR CITY ROAD TO BE PAVED Conwell St. between State College Rd. and Raymond St., according to ow: knowledge has not been paved with a Hot-Asphalt Application for over 40 years. ~ We are respectfully asking that the City of Dover honor ow: request and pave Conwell St. and install drainage system, sidewalks and curve-appeal in an effort to increase the quality of living in ow: community as soon as possible. Thank You, SIGNED BY PROPERTY OWNERS/RESIDENT'S ADDRESS:

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EXHIBIT #4 Council Retreat of 01/06/2017 OFFICIAL COMPLAINT FROM JAMES WILMER@ (302) 228.1615 849 LINCOLN ST. DOVER, DE 19904 1-6-2017 •

OFFICIAL COMPLAINT FROM JAMES WILMER@ (302) 228.1615 849 LINCOLN ST. DOVER, DE 19904 1-6-2017 Remove Gravel and secure area from children throwing rocks or people getting hurt {Hazardous Area} 1

OFFICIAL COMPLAINT FROM JAMES WILMER@ (302) 228.1615 849 LINCOLN ST. DOVER, DE 19904 1-6-2017 Need Flashing Speed Sign Indicator and School Crossing Signs for Children coming from school on the corner of Gibbs and Lincoln St. Need to correct Hot Asphalt Repairs to Lincoln Street Road. {90-100' Linear feet} 2

OFFICIAL COMPLAINT FROM JAMES WILMER@ (302) 228.1615 849 LINCOLN ST. DOVER, DE 19904 1-6-2017 -- - -~ - 16' X 4' Hot Asphalt Mix over Concrete Walkway [Application-Not Smooth/ Incorrect Area] 16' X 4' Gravel Installed in Grass Area where Grass Seeds should be installed / Concrete Curve Appeal] 3

OFFICIAL COMPLAINT FROM JAMES WILMER@ (302) 228.1615 849 LINCOLN ST. DOVER, DE 19904 1-6-2017 Drain Clean-Out Pipe Install is too high with no top-soil or seeds for grass growth [Hazardous] Top Seal is inconsistent with other seals [Review Bottom Picture] 4

SPECIAL COUNCIL MEETING A Special Council Meeting was held on February 27, 2017 at 5:32 p.m. with Council President Slavin presiding. Members present were Mr. Anderson (arrived at 5:56 p.m.), Mr. Cole, Mr. Hare, Mr. Hosfelt, Mr. Hutchison, Mr. Neil, and Mr. Sudler. Mr. Lewis was absent. Mayor Christiansen was also absent. Council staff members present were Mr. Pepper, Mr. Koenig (departed at 5:50 p.m. and returned at 6:13 p.m.), and Mrs. McDowell. Mr. Hudson was also present (departed at 5:42 p.m.). ADOPTION OF AGENDA Mr. Neil moved for approval of the agenda, seconded by Mr. Hutchison and unanimously carried. Mr. Neil moved to recess into Executive Session pursuant to 29 Del. C. §10004 (b)(6) - Discussion of the content of documents excluded from the definition of "public record" in §10002 of this title where such discussion may disclose the contents of such documents (§10002 (l)(1) Any personnel, medical or pupil file, the disclosure of which would constitute an invasion of personal privacy, under this legislation or under any State or federal law as it relates to personal privacy) and 29 Del. C. §10004(b)(9) - Personnel matters in which the names, competency and abilities of individual employees are discussed, unless the employee requests that such a meeting be open. The motion was seconded by Mr. Hutchison and unanimously carried. The Special Council Meeting recessed into Executive Session at 5:32 p.m. The Executive Session adjourned at 6:15 p.m. ACTION RESULTING FROM THE EXECUTIVE SESSION Request for Approval of Extension of Pay Benefits During the Executive Session, members of Council considered a request for approval of an extension of 100% pay for Corporal Thomas Hannon, in accordance with Section 12, On-the-Job Injury, of the Fraternal Order of Police (FOP) contract. Mr. Hosfelt moved to grant the extension of pay benefits through the contractual period ending June 17, 2017. The motion was seconded by Mr. Hutchison and unanimously carried. Mr. Hare moved to adjourn the Special Council Meeting, seconded by Mr. Neil and unanimously carried. The Special Council Meeting adjourned at 6:16 p.m. TRACI A. McDOWELL CITY CLERK

SPECIAL COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 2 All ordinances, resolutions, motions, and orders adopted by City Council during their Special Meeting of February 27, 2017 are hereby approved. ROBIN R. CHRISTIANSEN MAYOR /TM S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Council-Minutes\2017\02-27-2017 - SPECIAL COUNCIL MEETING - ES ACTION (PUBLIC) - Extension of Benefits.wpd

REGULAR COUNCIL MEETING The Regular Council Meeting was held on February 27, 2017 at 7:42 p.m. with Council President Slavin presiding. Council members present were Mr. Anderson, Mr. Sudler, Mr. Neil, Mr. Lewis, Mr. Cole, Mr. Hosfelt, Mr. Hare, and Mr. Hutchison. Council staff members present were Deputy Police Chief Mailey, Mrs. Mitchell, Mr. Koenig, Mrs. Townshend, Fire Chief Carey, City Solicitor Rodriguez, and Mrs. McDowell. Mayor Christiansen was also present (arrived at 7:11 p.m. and departed at 7:31 p.m.) OPEN FORUM The Open Forum was held at 7:00 p.m., prior to commencement of the Official Council Meeting. Council President Slavin declared the Open Forum in session and reminded those present that Council was not in official session and could not take formal action. Mr. Steven French, speaking about homelessness, advised that they have a right to have a home just like everybody else and suggested that the former Library could be used for homeless people. Mr. Timothy Lee Tague advised that he was taken by ambulance from the library to the hospital that day and he was diagnosed with walking pneumonia. He also advised that he had four or five seizures after he arrived at the hospital and they still discharged him. Mr. Tague requested City Council to talk to the hospital about admitting people. Mr. Steven Hall, speaking about homelessness, extended his deepest sympathies to the Dover Police Department and their families for the loss of the officer and the cadet killed the previous morning. He advised that Cadet Jimmy Watts was a very good friend of his and he was deeply saddened. Mr. Hall advised that he is watching, waiting, hoping, trusting, and believing that whatever decisions the City Council makes will be effective and essential to his situation. He advised that if speakers present themselves in a productive way, the results will be productive, and he requested others to stop threatening the Council. Mr. Eric Abernathy advised that he was an advocate for the homeless and a veteran. He requested that, if City Council had it in its means, they were asking for help and assistance for a problem that was not going away. Pastor Aaron Appling expressed his condolences for the officers and the City, noting that it was a great loss to the City. Referring to Jim, the veteran that spoke during the last meeting, Pastor Appling noted that his mother worked on Jim and Lisa’s case at least 30 hours that week and had not really made any progress. He advised that Mr. Abernathy probably works 40 or more hours a week, every week, for free. Pastor Appling expressed frustration that tax dollars were not going to social services. Mr. Jacob Romano advised that, for the past ten months, he and his wife had been dealing with Delaware Family Services (DFS) to get their five children back. He advised that the children were taken from them in July of the previous year and four of them were placed in a predator’s home, where they stayed for two weeks. Mr. Romano stated that they continue to work with DFS; however,

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 2 it does not seem like they are trying to reunify them with their kids. Council President Slavin advised that the Mayor would meet with him after the meeting. Mr. EShed Alston advised that he took his wife to the hospital the previous week with a gall bladder attack. He noted that they arrived at 7:00 and left at 1:00 in the morning without his wife being seen. Mr. Alston stated that six hours is long enough to wait. He noted that she was admitted the following Monday and her gall bladder was removed. Mr. Alston advised that he has noticed that every night when the Library closes, the homeless shelter of last resort becomes Kent General Bayhealth Medical Center. He stated that this is a City Council failure to act issue and asked when they were going to do something. Mr. Alston advised that he had written to City Council on February 21, 2017 (Exhibit #1) and had not received any responses. Ms. Denice Daniel, speaking about homelessness, advised that she was a State worker and, due to illnesses, she lost her income and her Section 8 housing. She noted that she was a diabetic and asked for assistance with keeping her insulin refrigerated. Mayor Christiansen advised that he would speak to Ms. Daniel after the meeting. Ms. Sam Wierney advised that she volunteers by making lunches at Victory Church after she finishes her classes at Del Tech. She noted that she then goes out in the streets with Mr. Abernathy to feed the homeless people. Ms. Wierney stated that she has been a member of Victory Church since August of the previous year and she never thought that Dover had that many homeless people. She requested more help with ending homelessness in Delaware. Ms. Katrina Stubbs, speaking about the homeless situation, advised that homelessness is getting worse. She noted that these individuals are educated, hard-working people whose resources ran out and they became homeless. Ms. Stubbs asked what they could do to speed the process along and what they could do as a community to help with this homeless situation. She suggested the use of vacant homes or buildings to house some of the homeless people. Mr. Chip Angell advised that he is homeless and sleeping in a tent because he gave up and fell back into his addictions. He stated that if it were not for the people at Victory Church, he would probably still be destroying himself. Mr. Angell noted that he has been able to cook, use his artwork, and play drums and be around a lot of positive people at Victory Church. He stated that he has never collected an unemployment check, food stamps, or any kind of public assistance and had no idea what assistance was available. The invocation was given by Bishop Thomas L. Holsey, followed by the Pledge of Allegiance and a moment of silence for Patrolman Robert DaFonte, a two-year-veteran of the Dover Police Department, and Cadet James Watts, a 6-month member of the Special Enforcement Cadet Unit. AGENDA ADDITIONS/DELETIONS Councilman Hosfelt requested that item #4, Speed Control Measures - Independence Boulevard (Proposal to Rescind the Council Action of May 9, 2016), be deleted from the agenda. Mr. Neil moved for approval of the agenda, as amended, seconded by Mr. Lewis and unanimously carried.

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 3 Mr. Lewis requested that item #3-C(1) - Proposed Amendments to Chapter 17, Title 22 of the Delaware Code Relating to Municipal Tax Increment Financing and Chapter 18, Title 22 of the Delaware Code Relating to Municipal Special Development Districts, be removed from the Consent Agenda. Mr. Hosfelt moved for approval of the Consent Agenda, as amended, seconded by Mr. Lewis and carried by a unanimous roll call vote. ADOPTION OF MINUTES - REGULAR COUNCIL MEETING OF FEBRUARY 13, 2017 The Minutes of the Regular Council Meeting of February 13, 2017 were unanimously approved by motion of Mr. Hosfelt, seconded by Mr. Lewis and bore the written approval of Mayor Christiansen. PRESENTATION - 2016 ANNUAL REPORT - ROBBINS HOSE COMPANY (DOVER FIRE) Fire Chief Carleton Carey Jr. reviewed the 2016 Annual Report for Robbins Hose Company (Dover Fire). Mr. Sudler, in regard to the Cedar Chase fire, stated that there was a young gentleman who called in that fire and also helped a couple of individuals that were on the third floor. He noted that he was a Caucasian man, approximately 25 or 30 years old, and Mr. Sudler thought he worked for the State. Mr. Sudler requested Chief Carey to provide his name. Responding, Chief Carey stated that he believed the man was in the Air Force because somebody from the Air Force called him because they wanted to give some kind of plaque to him. Chief Carey advised that he would look into it. Mr. Hutchison thanked the Chief, his staff, and all of the volunteers for the job that they do each and every day throughout the year and over the years. He stated that he was always truly impressed that they are volunteers. Mr. Hutchison noted the amount of time and training that is necessary and the commitment that it takes to be a volunteer firefighter. Responding, Chief Carey noted the importance of training because every fire is different due to differing layouts of buildings and houses. Mr. Hare, noting that there were quite a few false alarms, asked if the Fire Department had a record of where the false alarms were. Chief Carey stated that they could look at each monthly report to determine the locations of the false alarms. Mr. Lewis commended the Dover Fire Department for what the men and women do every day for the City, 24/7, under Chief Carey’s leadership. Noting that he recently read in the newspaper that the Fire Department was having a recruitment drive to attract more volunteers, Mr. Lewis asked how the response was. Responding, Chief Carey advised that they have four people who are interested. Mr. Hosfelt noted that he attended the Department’s awards banquet and one of the things that really stood out to him and other members of Council was the diversity in the top 10 responders, which was something you did not see 20 years ago. He applauded Mr. Moore’s commitment of 500 responses to 500 calls.

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 4 Mr. Neil stated that he thought the whole organization was phenomenal and that they deeply appreciate it. Chief Carey stated that they had some bumps in the road last year, but he thought they had resolved that and he hoped that they would trust each other more moving forward. Mr. Anderson moved for acceptance of the 2016 Annual Report of the Robbins Hose Company. The motion was seconded by Mr. Hare and unanimously carried. COUNCIL COMMITTEE OF THE WHOLE REPORT - FEBRUARY 14, 2017 The Council Committee of the Whole Meeting was held on February 14, 2017 at 6:02 p.m., with Council President Slavin presiding. Members of Council present were Mr. Anderson (arrived at 6:20 p.m.), Mr. Sudler, Mr. Neil, Mr. Cole, Mr. Hosfelt, Mr. Hare, and Mr. Hutchison. Mr. Lewis was absent. Mayor Christiansen (arrived at 6:10 p.m. and departed and 7:29 p.m.) was also present. Civilian members present for their Committee meetings were Mr. Caldwell and Mrs. Horsey (Parks, Recreation, and Community Enhancement), Ms. Arndt and Mr. Blakeman (Utility), and Mr. Shevock and Dr. Stewart (Legislative, Finance, and Administration). PARKS, RECREATION, AND COMMUNITY ENHANCEMENT COMMITTEE The Parks, Recreation, and Community Enhancement Committee meeting was held with Chairman Sudler presiding. Community Development Block Grant (CDBG) Program Quarterly Update (October, November, and December) Mrs. Ann Marie Townshend, Director of Planning and Community Development, reviewed the CDBG Quarterly Report for October, November, and December 2016. She explained that all funding for the Home Ownership Assistance Program had been expended, and funds had been partially expended for several of the other 2016 CDBG grant projects. Mrs. Townshend advised that the grant year would extend through June 2017 and spending was about where it should be. She stated that Habitat for Humanity was using their funds for housing rehabilitation, which had not yet begun; therefore, none of their funds had been spent. Mrs. Townshend also noted that no funds had yet been expended for emergency repairs, explaining that emergency repairs come up as needed and are administered through Milford Housing Development Corporation. Review of Schutte Park Master Plan Mrs. Ann Marie Townshend, Director of Planning and Community Development, advised that staff had been working on developing a master plan for Schutte Park. She stated that a land survey was completed approximately two (2) years ago and the resulting base data was used for the Master Plan. Mrs. Townshend indicated that in-house staff had been working to develop a concept plan for how to lay out the

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 5 fields on the west side of the park and make other improvements in accordance with the needs identified in the Recreation Needs Assessment. Referring to the map entitled “Schutte Park: Existing Conditions,” Mrs. Townshend pointed out the field space, stormwater pond, existing gravel lot, and path on the front edge of Hazlettville Road and partially down Electric Avenue. She stated that the Plan would be implemented in multiple stages, and, referring to the map entitled “Schutte Park Master Plan - Phase 1, explained that the first phase would include paving the parking lot just south of the John W. Pitts Center, which would help to more efficiently utilize the existing parking. Mrs. Townshend stated that the existing gravel lot is a challenge to maintain, the lines do not hold up well, and cars do not park efficiently, leading to parking challenges on very busy days. She noted that Phase 1 would also include the grading and seeding of the fields on the triangle portion of land to the west of a multi-use path, which would be put in and create a path system. Mrs. Townshend advised that there is now a path that extends along the front edge of Hazlettville Road and south on Electric Avenue; however, there are no trail loops, so walkers and joggers must go out and come back on the same path. She noted that people had expressed a desire to see trail loops. Mrs. Townshend explained that the proposed path would go down Wyoming Mill Road and also divide the field areas at the location of the old right-of-way for the former alignment of Wyoming Mill Road. She stated that the trail would also extend south past the softball fields, along the tree line, and go back to the Little League park. Referring to the map entitled “Schutte Park Master Plan - Phase 2,” Mrs. Townshend explained that the area depicted in bright green was the current multi-purpose field. She advised that feedback had been received that people wanted a turf field; therefore, a turf field was proposed for construction in this location during Phase 2. She noted that some related stormwater management would also be done during Phase 2. In reference to the map entitled, “Schutte Park Master Plan - Phases 3 & 4,” Mrs. Townshend stated that these phases would include construction of a parking lot along the west side, an entrance on Wyoming Mill Road, and a skate park. She explained that the map entitled “Schutte Park Master Plan - Whole Park View” showed what the entire park would be at build-out, including the loop trail, field improvements, parking improvements, and turf field. Mrs. Townshend reviewed renderings of ground-level views of the park, including the turf field, bathroom area, plaza, park shelter, and fields. Mrs. Townshend reviewed concept drawings for a proposed skate park, noting that staff had talked to some skate park vendors and advised them that any skate park project would have to be bid in accordance with the City’s Purchasing Policy. She indicated that these vendors had put together some concepts in hopes that the City might select them. Mrs. Townshend advised that a skate park was something that the City had discussed for a number of years. Referring the map entitled “Schutte Park Master Plan - Disc Golf Plan,” Mrs. Townshend stated that there was currently a Frisbee golf course at Dover Park;

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 6 however, it was not really utilized, partially because much of it was overgrown with poison ivy. She informed members that there is an organization of disc golfers in the area who are interested in seeing the disc golf course moved to Schutte Park, and they had worked with staff to develop a layout for the placement of the holes. Referring to the Schutte Park Master Plan, dated February 14, 2017, Mrs. Townshend explained that staff had developed a tentative time frame. She noted that State grant funding used to help improve the City’s parks was currently not available, which was a bit of a challenge. Mrs. Townshend advised that the anticipated time frame represented an ideal schedule, and implementation may be slower. She stated that there are City funds for this fiscal year but no funds for the State matching portion. Mrs. Townshend advised members that if there is agreement on the concept, staff could move forward with working on obtaining cost estimates so that the stormwater and entrance design could be done. She stated that cost estimates would be used to build a capital budget. Staff recommended approval of the Schutte Park Master Plan. Mr. Slavin thanked Mrs. Townshend for the presentation. For Council’s clarification, he asked Mrs. Townshend to verify that adopting the plan would not bind Council to doing these projects and that they would be brought up through the appropriation process. Responding, Mrs. Townshend confirmed that this was correct and everything would go through the normal budget process. Mr. Slavin stated that adopting the plan would hopefully prevent last-minute decisions from being made. Mayor Christiansen asked if there were future plans for a master plan for Dover Park and what the time schedule would be. Responding, Mrs. Townshend advised that the plan was to issue a Request for Proposals (RFP) within the next six (6) weeks or so, and then a consultant would be brought in. She indicated that a landscape architect would be needed for Dover Park because the park’s vegetation creates a number of opportunities and challenges. Mrs. Townshend advised that there is a need for someone who can plan appropriate vegetation to address the safety issues and the aesthetics in the park. Mrs. Horsey stated that she loves the idea of rain gardens and would like to see more sprinkled around the property because it is such a great environmental concept. Responding, Mrs. Townshend noted that when staff gets into the stormwater design, there may be more rain gardens. Mr. Sudler thanked the Mayor for bringing up Dover Park, stating that he was glad there would be an RFP within the next six (6) weeks. He advised that he had noticed a lot of off-road vehicles, including all-terrain vehicles (ATVs) and two-wheelers, in communities and had received complaints from the Ann Avenue and State College Road areas regarding these vehicles and the noise they make. Mr. Sudler stated that he would like a study to be done to look into providing an ATV park that would generate income for the City and help to deter ATV and bike riding in communities.

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 7 He stated his belief that there was an ATV park in Sussex County, possibly in Harrington, that it was the only one (1) in the State, and it was only open on Sundays. Mr. Sudler explained that he thought that if the City had some land, the City could generate income, provide a service, and keep down some criminal activity and the noise level in communities. He stated that this would be beneficial to the City and could be lucrative as well. He asked staff to look into an ATV park and some of the designs, and to determine if it would be lucrative or not. Mr. Scott Koenig, City Manager, stated that looking into an ATV park would be a major undertaking and was not in any of the concept plans that had been discussed. He advised that he thought this request would require an actual on-the-record vote of City Council to endorse it and asked that there be an actual vote. The Committee recommended approval of the Schutte Park Master Plan, as recommended by staff. During the Council meeting, Mr. Koenig advised that, at the Committee level, Mr. Sudler mentioned the issue of an all terrain vehicle (ATV) park. Mr. Koenig noted that this was not in any master plan and had not been previously discussed. He advised that, as he stated during the Committee meeting, if Council would like Staff time dedicated to that inquiry, there should be a full vote of Council in the record. Mr. Koenig stated that, otherwise, Staff would not work on an evaluation of an ATV park. He noted that these types of facilities take up a significant amount of land area, will require a significant amount of insurance coverage, and he cannot recall any public comments related to an ATV park except at the last Committee meeting by Mr. Sudler. Mr. Koenig requested that there be a full vote of Council on Staff time dedicated to any evaluation of an ATV park. Mr. Sudler stated that, at this time, he was just asking for information. He noted that he thought there was a need to address the off-road vehicles that are being utilized in the communities and he felt it could be a money-maker for the City of Dover. Mr. Sudler stated that he believed there were ways to get around the insurance and they could utilize a waiver. Mr. Sudler advised that there was only one ATV park in the state of Delaware, and he thought it was in Sussex County. He advised that he wanted just to gather information to see if an ATV park was something that they may or may not want to explore. Mr. Sudler advised that he was not asking for extensive research, just some simple, basic facts to see if it is something they may want to put more research into. Mr. Sudler moved to authorize the Parks and Recs division just to gather some simple information in regards to some of the competitive analysis of what is going on in lower Sussex, Delaware and surrounding areas for future income and just some general information on an ATV park. Nothing extensive, just some basics. The motion was seconded by Mr. Anderson. Mr. Hare suggested that it might be easier just to find out if there are other ATV parks in this state. He noted that he checked around and could not find one. Mrs. Ann Marie Townshend, Director of Planning and Community Development, advised that there is a BMX park; however, she was not aware of any ATV parks. She advised that she found that in other places where riding ATV’s is a

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 8 more popular activity they tend to be in places like state parks and state forests. Mr. Hare stated that he thought before they get too deep into it, they should find out what there is elsewhere in the state and what it is doing for them. Mrs. Townshend stated that her concern was that the City just did a recreation needs assessment and the State has completed its outdoor recreation plan. She noted that those are opportunities to find out the needs, and ATV parks did not rise to the top in any of those planning exercises and needs assessments. Mrs. Townshend stated that they have a needs assessment that tells them what people have prioritized, and that should be what they focus their planning on. Mr. Slavin stated that he appreciated Mr. Sudler’s interest in an ATV park; however, he was not in favor of the motion. He stated his belief that the attraction of riding dirt bikes and ATVs on the streets is because it is illegal and people want to do what is illegal, not what is legal. Mr. Slavin stated that the City had no tract of land that they could use for an ATV park that would not cause noise for all the surrounding areas. He noted that his research showed that most of the ATV parks are privately owned and they attract people from many, many miles away. Mr. Slavin advised that he did not know that he wanted to send the City of Dover taxpayers down that path. Mr. Sudler advised that they have to do something about the off-road vehicles in people's communities and he thought that they needed to provide the community with an outlet rather than allow them to continue to break the law and have this noise in people's residences. He stated that his request was out of the spirit of finding an outlet which may or may not be lucrative for the city. Mr. Sudler reiterated that he wanted a quick competitive analysis, not a lot of research. Mr. Anderson stated that he favored the motion, not because he had a position on ATV parks, but because he thought it was reasonable to spend an hour or two on research to see if it is even viable. Mr. Sudler stated that he was amenable to amending the motion to say “not to exceed two hours’ worth of work.” Mr. Anderson, the seconder, had no objection. The motion to have the Parks staff look into the issue of a possible ATV park for Dover, with Staff time equivalent not to exceed two hours, was carried by a roll call vote of five (5) yes (Mr. Anderson, Mr. Sudler, Mr. Neil, Mr. Lewis, and Mr. Slavin) and four (4) no (Mr. Cole, Mr. Hosfelt, Mr. Hare, and Mr. Hutchison). UTILITY COMMITTEE The Utility Committee meeting was held with Chairman Cole presiding. Discussion - Overview of Electric Rates Mr. Scott Koenig, City Manager, stated that this item would begin discussion regarding the City’s electric rates and how to advance them in the future, noting that he expected a number of related follow-up discussions. He reminded members that Council adopts rate tariffs every year, which are part of the Electric Service Handbook, and are published on the City’s website and in a number of other

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 9 locations. Mr. Koenig noted that there are a number of municipal electric providers in the State and each governing body sets their rates independently, based on their community needs and objectives. Mr. Koenig explained that, for the last several years the City of Dover had been in the lower priced tier of residential electricity providers in the State. He indicated that Dover had been the lowest provider at certain times of the year, and at other times had been the second or third lowest. Referring to the commercial side, Mr. Koenig advised that not every entity in the State has a transmission rate, noting that the City has a complex system. He stated that the transmission rate is computed through a combination of staff recommendations from the City Manager's Office, the Electric Department, and the Controller/Treasurer. Mr. Koenig noted that Burns & McDonnell, the City’s rate consultant, derives a rate that is given to the City and run through modeling. He noted that Council is then presented with a series of rate classifications to support the budget document. Mr. Koenig stated that, going back five (5) years, there had been a number of years where there were reductions in the electric rate; however, approximately two (2) years ago there was an approximate 3% increase. He advised that last year there was a Power Cost Adjustment (PCA) which in most cases washed out the majority of the previous increase. Mr. Koenig indicated that Mr. Hare had asked for calculations regarding the City’s competitors, and Mr. Harry Maloney, Electric Director, was now teaching Ms. Latoya Romeus, the City’s new Key Accounts Representative, how to pull out information from the tariffs of other providers and calculate matching bills for certain customers. Mr. Koenig advised that this task would focus on Delmarva Power as a private provider, the City of Dover, and the Delaware Electric Co-op and was expected to be done within the next two (2) weeks. He explained that the City would then have the ability to present sample bills based on staff’s calculations and certify how the tariffs are read and how the City compares with other entities. Mr. Koenig expressed reservations about comparisons with other communities due to the issue of competitiveness. He reiterated that each community sets their rates based on the community needs; therefore, Dover’s transfer from the Electric Fund to the General Fund is very different than other communities’ transfers. He stated that staff would come back with the sample calculations when they are completed and confirmed. Mr. Koenig indicated that, over the last couple of years, there had been discussion about the modernization of electric rates in relation to public power. He stated that Mr. Maloney had indicated that things would be happening before and after the meter that would affect the City’s rate design going forward, including LED lighting, energy efficiency, battery storage, commercial battery storage, and solar. Mr. Koenig noted that all of those components were having an effect on providing electricity to all of the City’s customers. He indicated that each of the customer classifications were making adjustments on their side of the meter to meet their individual customer needs. Mr. Koenig explained that there had been a number of conversations with the

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 10 Chamber over the last couple of years about some of the larger customers, including the Dover Air Force Base (DAFB), Hirsh Industries, Kraft Heinz, Playtex, and Energizer. He stated that these are all large customers; however, they are unique in that they have different objectives and different sensitivities to certain things related to the electric rate; therefore, the discussion is much more detailed than simply looking at the electric rates. Mr. Koenig advised members that staff would soon be bringing forward a project to convert more than 20 of the largest meters to automated metering that will make readings available every five (5) minutes. He stated that this would introduce the City to another wave of interaction with its customers on how to manage energy. Mr. Koenig advised that the Advanced Metering Infrastructure (AMI) program is a major system upgrade that is intended to affect the entire system at some point in the future. He noted that some customers are very interested in the AMI program, while others probably do not care whether their meter can be read remotely or automatically because it does not affect their actual service delivery. Mr. Koenig explained that all of these factors would be part of the next generation of rate design. He stated his understanding that the industry was gravitating towards larger customer charges, because those are charges that the utility knows they will receive every month. Mr. Koenig indicated that this customer charge would equate to the fixed cost side of the calculation and the energy charge would be lowered, because energy use is variable through a time frame. Mr. Koenig stated that the City’s customers, such as the DAFB, were becoming more savvy and asking more questions regarding rate design. He stated that the next iteration of rate design will have more complexity to it than the current rate design. Mr. Koenig advised members that rate review would probably be a project that will get underway in FY 18. Mr. Koenig informed members that the City will have the results of components of the Integrated Resource Plan (IRP), which will be helpful in future rate design; however, he noted that this is an issue that quickly becomes very technical. He explained that the expertise of consultants is used to make sure that the City is recovering its costs and returning the investment that the community has made to the Electric Fund, which gives Council the discretion to return funds to the General Fund or appropriate them for other reasons. Mr. Koenig reiterated that some customers are more sensitive to the rates than others and staff is working with those customers to figure out what their sensitivity is and provide them technical expertise through the City and the Delaware Municipal Electric Corporation (DEMEC) with respect to energy efficiency. He advised that there are wide variations in power demand, and the hope is that this variation can be collapsed with a more static base. He stated that every day that the City knows what power it will need helps in the power purchasing, demand, and overall management of the system; however, there must be a two-way street with customers. Mr. Koenig

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 11 stated that DEMEC is working with products related to demand response, and some customers are voluntarily turning off production or use at certain times of high energy to avoid large spikes in energy demand. He advised that, in his opinion, the Delaware Electric Co-op had been very good over many years at trying to beat the peak and manage peak demand. Mr. Koenig indicated that one (1) of the key components, going forward, for the City would be managing components of demand that do not negatively affect economic activity, because the City is trying to attract economic activity. He stated that this sounds easy; however, getting all of those things to line up on a day when it is 105 degrees outside and there are other things going on is not easy and requires the focused attention of many people and things to work correctly as planned. Mr. Koenig noted that he thought that as the City begins the next iteration of rate design, there will be more interest from the City’s customers, especially large customers who are sensitive to the rate and how it is calculated, and how they are being adjusted for solar behind the meter and what that does to the system in the long run. Mr. Blakeman noted that the City’s big customers are an important group; however, commercial customers are also fairly important. He stated that, by his count, 354 commercial accounts were lost since 2007 or 2008, noting that 102 of them were lost in the last two (2) years. Mr. Blakeman advised that he had been led by some to believe that the electric bills they were paying were impacting their decision to stay or go. He expressed his opinion that this was a lot of customers to lose in that group and stated the need to look at this going forward. Responding, Mr. Koenig stated that he would be happy to look at this concern going forward; however, he noted that individual businesses had not called his office stating that they were leaving Dover due to electric rates, other than Kraft, who was very sensitive to the electric rate. Mr. Blakeman advised that several letters were written several years ago representing the small commercial customers that expressed concerns about rate changes at that time. He indicated that he knew that the small commercial customers were sensitive to the electric rate. Mr. Koenig advised that he would like for such customers to reach out to staff because they would like to know the customers’ level of sensitivity as they try to manage the system. He stated that the City needs to get closer to some of these customers because the City does not want them to leave. Mr. Neil recalled that, as a result of Kraft’s issues, the City had worked out an incentive type of program to help the customers who had expressed concerns, and asked Mr. Koenig to explain how that program works. Responding, Mr. Koenig stated that he did not have the components of that rate with him; however, as he recalled, the City had adopted an economic development rate for a two-year period. He explained that the first 12-month period ended in January and 12 months remained on the agreement for a credit reduction of a component of energy associated with Kraft’s bill. Mr. Koenig noted that Kraft’s request was made to attract additional product lines to the Dover facility that were being moved from other facilities that were closing. He explained that Ms. Romeus had completed the first year calculation, which confirmed that everything seemed to be on track with what was predicted for the City. Mr. Koenig stated that the agreement with Kraft was a

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 12 two-way street, explaining that there was a reduction in electric on the City’s part and on Kraft’s part additional jobs and product lines were brought in. Mr. Neil asked if the Kraft model could be continued if similar situations cropped up. Responding, Mr. Koenig advised that the economic development rate could be used selectively for economic development projects. He indicated that if it was desired to apply this with a broad brush across an entire classification of customers, it would take more analysis to ensure that the City does not hollow out a source of revenue in one (1) rate classification and have to look for it in another. Mr. Hare stated that he had been involved with the discussions with Kraft, and Kraft had initially wanted the City to reduce rates under the threat of Kraft leaving. He noted that Kraft had indicated that other plants in their portfolio had lower electric rates; however, before meeting with Kraft, he did some work on his own and determined that the City’s tax base was considerably lower than what Kraft’s other plants were paying. Mr. Hare stated that he thought that the agreement with Kraft was for a maximum of 10 MW. Responding, Mr. Koenig stated that he was not certain it was 10 MW. Mr. Hare indicated that the agreement with Kraft was for a six-month trial, provided that Kraft got the bread factory from Hurlock and some jobs and increased their water use. He noted that there was give and take on both sides, and it had worked out. Mr. Hare advised that he did not believe this was something that the City could do with a commercial business with five (5) employees, for example. Mr. Hare indicated that he would like to see a list of the 102 commercial businesses that the City had lost in the last two (2) years to see if they had gone elsewhere or gone out of business, because he did not believe that the electric rates were the sole reason that they went out of business. He noted that rates could have affected some of the bigger businesses, like the Walmart that was built just outside the City. In regard to the comparison of electric rates that he had requested, Mr. Hare stated that he wanted it to include Delmarva Power and Delaware Electric Co-op; however, the purpose was to see how Dover compares with other cities, such as Smyrna, Lewes, or Milford. He indicated that he thought this rate comparison would be useful when a business says they are going to Smyrna or Middletown. Mr. Anderson noted that the Chamber of Commerce had expressed concerns regarding commercial rates, noting that there had been a slight increase. He commented that the City had indicated that residential rates would be tackled first and then staff would start looking at the commercial side. Mr. Anderson stated that residential and big business rates had been addressed but commercial rates seemed to get left out. He suggested looking at commercial rates if a rate adjustment is done because there are a lot of small businesses and organizations that deal with $600 and $700 electric bills and have a demand charge that is significantly more than their usage. Mr. Anderson noted that this is difficult to explain when these customers do things to conserve, such as getting LED and fluorescent lights, changing their

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 13 patterns, and lowering their usage, yet they are still stuck in a C-3 or C-4 classification. Mr. Koenig stated that Mr. Anderson was describing a customer who makes significant operational changes to change their service classification. He expressed the need for the City to be conscious of this, stating that customers who feel their bills are out of whack with their usage should call the Electric Department so that staff can review the individual customer. Mr. Koenig explained that one (1) of the reasons for the development of the key account program was to help entertain dialog between the City’s utility and individual customers. He noted that there was one (1) person in that program. Mr. Koenig advised that the initial focus was on the largest customers, but the hope was to apply those discussions to others. He reiterated that the system was changing. Mr. Koenig noted that the customer wants to spend money to upgrade their facility with the expectation that their bill will decrease and not increase; however, there is a challenge in some cases because there are costs that the utility has to recover. Mr. Hutchison questioned how far in advance the City buys its electricity. Responding, Mr. Koenig stated that the City has a five-year hedging strategy and buys power in a declining block. He explained that approximately 80% of the power is purchased for the current year, which would decline to approximately 60%, then 40%, and 20%. He noted that the amount declines over a five-year horizon. Mr. Koenig advised that Council authorized two (2) energy purchases last year outside of the standard, including a block of power over a 10-year supply that starts a couple of years out and another block over a five-year period. He stated that under normal circumstances the City buys hedges in a five-year profile; however, the City currently has purchases that are out approximately 12 years. Mr. Hutchison asked if the steps that Mr. Koenig had discussed to provide hands-on, everyday help would also help to address the concerns that were raised by the General Assembly. In response, Mr. Koenig indicated that members of the General Assembly have an interest in why the City makes the transfers that it does and how they are justified. He noted that each municipality needs to be able to articulate why certain decisions are made with respect to their local rates. Mr. Koenig noted that Dover, as a community, had authorized a $10M transfer from the Electric Fund to the General Fund to offset the cost of property taxes and general government operations. He advised that, if he was advocating for the City, his answer regarding transfers would be that there is a need to look at total costs, rather than focusing only on what is paid for electricity. Mr. Koenig indicated that there is a need to value what is paid for water, sewer, property tax, and the services that are received, noting that Dover is very much a full-service city. Mr. Koenig noted that the discussion can become distorted, explaining that if someone tells him that a business left Dover because the electric rates were too high, he immediately wants more information because moving a business to a different operating location is a huge undertaking. He indicated that if a business is moving

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 14 because the electric bill is too high, there are a lot of questions about what the bill is being compared to, what improvements have been made to the facility, and how energy efficient the current facility is versus a new facility. Mr. Koenig reiterated that Dover is a full-service City and has local control of how rates are set and how much is transferred. He noted that American Public Power provides guidance on what they would recommend transfers to be, and accounting standards also provide recommendations regarding the amount of cash and reserves. Mr. Koenig advised that City Council can, within reason, modify those terms and each Council does that to meet the needs of the community. Mr. Koenig indicated that, in his opinion, the electric system had been a fantastic community asset that had provided a revenue stream, an opportunity to attract business, and an economic development tool. He noted that, at the same time, it is the most complicated thing that staff had brought before Council and was not getting easier. Mr. Koenig indicated that it is difficult to run, operates 24/7, and everyone expects the lights or motor to come on when a switch is flipped. He stated that he was thankful that the power system is extremely reliable; however, there is a cost for reliability and one cannot sit on one’s hands and assume that the system will function by itself. Mr. Koenig noted that reliability was a conscious decision that the City had made, and it had a cost that Council had authorized through personnel, maintenance, and capital improvements. He explained that even if the rate is two (2) cents, if the switch is flipped and the power does not come on, businesses will not be happy. Mr. Koenig noted that it would not matter if the bill is low if the business cannot produce what it needs to produce to make the business work. He stated that there are many factors that go into economic and business decisions, noting that electricity is a big one but it is not the sole defining factor for most economic activity. Mr. Hutchison expressed appreciation for Mr. Koenig’s comments and stated that the tools that were being looked at would ultimately enhance staff’s ability to better manage the electric system day to day, and provide better and faster information to help make decisions. Mr. Koenig stated that the City wants to provide customers with reliable power and wants customers to be happy, pay their bills, and be successful, because that makes the City more successful. Responding to Mr. Hosfelt, Mr. Koenig explained that those in residential houses would have the same rate classification. He noted that their bills would be different based on their lights, etc. Mr. Hosfelt asked if a small business with five (5) employees would pay the same rate as Energizer for electricity and, if not, who would pay more. Responding, Mr. Koenig indicated that there are three (3) or four (4) components that go into how a business’s bill is calculated, including the size of their service connection to the building, demand, usage, etc.

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 15 Mr. Hosfelt asked if those who use more power pay less or more for it. Responding, Mr. Koenig explained that the matter is not that simple. Mr. Hosfelt asked if two (2) large customers, such as Energizer and DAFB, would pay the same or different rates, depending on their usage as well. In response, Mr. Koenig advised that Kraft, and Procter and Gamble are two (2) large facilities, and the only difference in their rates is that Kraft is being given a credit for economic development. He explained that if they used the exact same amount of energy at the exact same time, as measured over a 30-day period, their base bill would be equal. Mr. Koenig stated that currently Kraft would get a credit based on the economic development component that was granted to them. Mr. Hosfelt noted that there was a PCA in place this year and asked if Mr. Koenig thought the City would be able to grant a PCA again next year. Responding, Mr. Koenig indicated that Mrs. Donna Mitchell, Controller/Treasurer, had reviewed the PCA, which was a little over 2% last year, and that credit was put into the five- year forecast. He stated that, assuming the budget inputs going forward are within the parameters of the five-year review, the expectation is that the City can keep the PCA in place, provided the numbers can be supported and Council wishes to return that money through the PCA. Mr. Koenig noted that the philosophy of the PCA was that it takes a long time to get a rate design in place because there is modeling, testing, and background work. Mr. Koenig advised that the baseline in general budget development is the tariffs that are in place. He noted that the second priority is to be able to maintain the PCA and to factor in the capital plan, which is relatively steady, and then labor and energy costs. Mr. Koenig indicated that, over the last couple of years, the City had seen low wholesale energy costs. He stated that he felt relatively good about the rates that would be discussed for the FY 18 budget. Quarterly Review of Utility Related Capital Investment Plan (CIP) (Electric and Water/Wastewater)(October, November, and December) Mr. Scott Koenig, City Manager, reviewed the Quarterly Report for the Capital Investment Plan (CIP) as of December 31, 2016. Referring to the Electric Improvement & Extension Fund - Major CIP Projects, Mr. Koenig advised that a Metering System Upgrade had been done in regard to replacement of wholesale meters related to several of the larger substations and the McKee Generation Plant. He noted that Project EE1415, Metering Infrastructure, was an automated metering project that Mr. Harry Maloney, Electric Director, and his staff were currently reviewing so that the 20 largest meters could be converted to automated meters to get the fluid, incremental use that had been discussed earlier in the meeting. He explained that the VanSant Capacity Increase project was complete, other than some closeout paperwork. Under FY-2015 Projects, Mr. Koenig noted that some work was being completed in regard to the 69 kV rebuild on Horsepond Road. He noted that there had not been an opportunity to get on top of frozen ground at the farm field with heavy trucks because it had not been a cold winter, and this caused some delays. Mr. Koenig

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 16 explained that work on the Towne Point Distribution Feeder project was underway and they were working through that subdivision to improve the electric utility there. In regard to FY-16 Projects, Mr. Koenig informed members that additional work would be done on the VanSant Exhaust Plenum Replacement in the spring of 2017. He advised that the McKee Unit 3 Stack Repair project was complete and staff was getting the final contract documentation in place. Mr. Koenig noted that this project came before Council earlier in the fiscal year. He stated that a lot of the work on the 69 kV cable replacement on North Street was indirectly related to work on the West Dover Connector. Mr. Koenig advised that the Horsepond Road project was complete. In regard to Trailer Park Upgrades for Oak Grove Trailer Park and Dover East Estates, he indicated that these projects were in progress and awaiting completion. Mr. Koenig stated that Project EE1631, North Street Overhead to Underground, was related to proposed North Street sidewalk improvements. Mr. Koenig advised that the Electric Department’s team was working diligently through the capital plan, in addition to working on customer improvements that were coming on line, components related to the generation stations, and capital plans associated with McKee Run and VanSant. He indicated that a lot of older projects had been cleaned up and were being closed out, and staff was now focusing a lot of attention on current year projects. Updates Green Energy Funding and Programming Mr. Scott Koenig, City Manager, advised members that the Green Energy Funding program remained open and people were applying for funding. He indicated that a majority of the funding was dedicated to improvements associated with the Dover Public Library that were in place a few years ago. Mr. Koenig stated that people were adjusting their behaviors and moving to more efficient units and some are applying for grants. He advised that the program is moving forward, is monitored regularly, and is becoming a component of doing business for the City. National Pollution Discharge Elimination System (NPDES) Municipal Separate Storm Sewer Systems (MS4) Permit Mr. Scott Koenig, City Manager, stated that staff had been before Council for approval of consulting work related to the National Pollution Discharge Elimination System (NPDES) Municipal Separate Storm Sewer Systems (MS4) Permit, which was now underway. He explained that staff was working on components of the conciliation order and mapping out the City’s operations to fill the needs of the permit. Mr. Koenig advised that quite a few of the things that are done on a day-to- day basis qualify for permit compliance, and staff was getting all those things into the permit. He noted that an environmental scientist had been recruited and started late last year, and this employee was working his way through the components of the permit. Mr. Koenig indicated that staff was steadily lining up the City’s operations with the needs of the permit and developing additional partners on how to get the

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 17 word out that stormwater quality is important. He stated that there were some major stormwater projects that staff believed would enhance the permit and the operation in the long run. Mr. Koenig explained that the Meeting House Branch project, while not written directly into the permit, is a major stormwater improvement that includes piping and wetland creation that will benefit additional economic development and redevelopment downtown. He noted that all of these things are important to demonstrate compliance with the permit as well as improved water quality. Mr. Koenig indicated that many tedious components go into the permit, such as public outreach, interaction with students, and developing customer contact flyers, dog waste signs, and bags. He advised that it requires constant attention to make sure those things are going forward and that the City gets feedback from its customers. Mr. Koenig expressed his opinion that staff had done a very diligent job of progressing toward permit compliance, and he was very happy with what they had done in the last two (2) or three (3) budget cycles in gravitating toward compliance. Mr. Blakeman mentioned that mailers had been received in his neighborhood from outside vendors offering to supply electric current at $0.07 per kWh to customers, and people did not understand that this was only part of the charge and they would also have to pay for delivery. Mr. Blakeman suggested that members advise anyone talking about this that they are not getting the whole story. Responding to Mr. Neil regarding the City’s cost, Mr. Koenig advised that the cost varied and was $0.12 per kW on the residential side. LEGISLATIVE, FINANCE, AND ADMINISTRATION COMMITTEE The Legislative, Finance, and Administration Committee meeting was held with Chairman Hare presiding. Proposed Amendments to Chapter 17, Title 22 of the Delaware Code Relating to Municipal Tax Increment Financing and Chapter 18, Title 22 of the Delaware Code Relating to Municipal Special Development Districts (John Paradee) Mr. John Paradee, attorney, Baird, Mandalas, Brockstedt, stated that he was representing Western Development and the Simon Property Group, the owners of the Dover Mall. He acknowledged the presence of State Senator Brian Bushweller and expressed appreciation for his interest and support, which Mr. Paradee stated was critical to the success of the Collector-Distributor Road Modification to the Scarborough Road Interchange project. He noted that there had been articles in the paper about this project and stated his intent to talk primarily about its funding. Mr. Paradee provided members with several documents, as follows: 1) Collector-Distributor Road Modification to the Scarborough Road Interchange cover page

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 18 2) Draft SR-1 Scarborough Road C-D Roads Concept Plan - CTP Estimate Methods and Assumptions, dated December 5, 2016. Mr. Paradee explained that this concept plan included the Delaware Department of Transportation (DelDOT) proposed budget for the project and reflected a total project cost for design and construction of $31M. He stated that he thought this was a conservatively high estimate and expected that the project would come in below this amount. 3) A memorandum from Rick Gobeille, Jacobs Engineering, dated November 4, 2016, regarding SR1 Scarborough Road C-D Roads Revenue Analysis - REVISED. Mr. Paradee stated that this toll study was completed by Jacobs Engineering, DelDOT’s consultant. 4) An article entitled, “Tax-Increment Financing (TIF)” from Good Jobs First, dated January 31, 2017. Mr. Paradee stated that this article provided more detail about this type of financing. 5) A proposed amendment to Chapter 17, Title 22 of the Delaware Code relating to Municipal Tax Increment Financing, and a proposed amendment to Chapter 18, Title 22 of the Delaware Code relating to Municipal Special Development Districts. Mr. Paradee advised that he would discuss the proposed amendments in great detail, noting that these were what he and Senator Bushweller had been working on. 6) A proposed resolution to support the enactment of legislation by the Delaware General Assembly that would enable the utilization of tax increment financing and special development districts within both the City of Dover and Kent County, Delaware. Mr. Paradee noted that at the end of his presentation he would respectfully request a resolution that would authorize the General Assembly to move forward with the two (2) pieces of legislation he would be discussing. Mr. Paradee reiterated that the proposed budget for the the Collector-Distributor Road Modification to the Scarborough Road Interchange project was approximately $31M from the inception of design through the completion of construction. He noted that DelDOT had been studying this road project for over 10 years, and their concept for financing the bulk of the cost was tolls. Mr. Paradee indicated that there would be a $0.50 toll on each of the northbound and southbound lanes coming into an access road directly behind the Dover Mall that would access the back of the mall, ultimately connect to the existing ring road, and then extend to Route 13. He stated that Jacobs Engineering took a very conservative approach in estimating the projected toll revenues in the toll study. Mr. Paradee explained that Jacobs

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 19 Engineering came up with four (4) alternative scenarios depending on traffic calculations. He advised that Alternative 2, which is very conservative, is Jacobs base case and the case that they embrace. Mr. Paradee indicated that if Alternative 2 ends up being the scenario, with the assumptions made it will not be enough to generate $31M to pay for the entire project; however, Alternatives 3 and 4 would be enough. He stated that tolls were expected to be collected over a period of 20 to 25 years to pay the $31M and would continue after that time, when they would go into the transportation trust fund. Mr. Paradee advised that the toll revenue may or may not pay for the entire $31M project budget, and this is where the Tax Increment Financing (TIF) and Special Development District (SDD) financing would come into play. He stated that Alternative 2 would perhaps generate as much as $25M of the $31M needed, leaving a shortfall of $6M. Mr. Paradee indicated that if toll revenue was insufficient, TIF had been discussed as one (1) way of financing the project. He explained that this is a mechanism that allows the use of future tax revenues generated by an economic development project to help pay for the project. Mr. Paradee estimated the base tax assessment at the Dover Mall at $46M and noted that this project was expected to more than double the size of the mall, which would equate to $92M. He explained that the $46M difference between these two (2) figures would be the increment or delta. Mr. Paradee stated that taxes would be collected on the mall as it is improved with new buildings and roads, and the existing base tax would continue to be paid into the City coffers as expected. The taxes generated from the new $46M assessment would be paid into the TIF, and that money would be used to pay back the bonds. Mr. Paradee advised that these bonds would be revenue bonds, rather than bonds that would pledge the faith and credit of the City of Dover, Kent County, or any other public entity that might issue them. He stated that these revenue bonds would be sold on the private market and purchased by bond holders, who would be generating the income to pay for the project. Mr. Paradee advised that they would hold the bonds to get paid back from the TIF. He stated the importance of understanding that this approach would not take any money out of anyone’s pocket, and this would be new-found money. Mr. Paradee indicated that the existing tax revenue that the City, County, and school districts currently enjoy would remain in place and not be touched. He advised that only the new tax revenue that would be generated was being discussed and, once the bonds were paid back, all the tax revenue would come back into the coffers of the City, County, and school districts. Mr. Cole asked who would be responsible if the bonds could not be paid off with the incremental revenue. Responding, Mr. Paradee explained that this is where SDDs would come into play. He stated that DelDOT would orchestrate the bonds and DelDOT’s bond counsel would help to write the bonds. Mr. Paradee stated that DelDOT had insisted that SDD financing be pursued at the same time as TIF financing, noting that the SDD would be considered a safety net. He indicated that the bottom-line answer to Mr. Cole’s question was that the property owner's taxes would go up. He stated that SDD financing imposes a second layer of taxation, which would be a third source of revenue in this case. Mr. Paradee explained that if

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 20 the toll revenue and the TIF were not adequate to pay back the bond obligations, then the property taxes on the underlying property would be increased to make up the difference. He stated that the worst-case or doomsday scenario would be for the road to be built but not the stores, and the incremental tax financing would never appear. Mr. Paradee advised that, in this case, the bond holders would essentially have a mortgage on the mall property and would be entitled to assess that lien against the property and collect it from a sale of the property. He indicated that discussions were being held with M&T Bank to potentially be the bank that would help underwrite or issue the bonds. Mr. Paradee stated that they were confident that the value in the real estate was there, so that even in the worst doomsday scenario the bond holders could be made whole. He noted that the debt would not be a debt of the City, County, or public but would be private, so the City, County, or school districts would not be at risk. Mr. Cole stated that he had looked through some of the information and noticed there were some clauses that indicated that when TIF districts are created, some states are “but for” states and contractors would require developers to certify that the project would not go forward “but for” the TIF. He asked if Delaware is a “but for” state. Responding, Mr. Paradee indicated that there had been some criticisms stating that TIF should not be engaged in for economic projects that would happen anyway, and there were questions about why this approach would be used if project revenue would be received anyway. He explained that the access road would not happen if this approach were not used, noting that if the road is not built, the back 85 acres of the mall would not be developed. Mr. Paradee stated his belief that the “but for” requires certifications from the owner of the property that but for this tax increment financing, the project would not happen. Mr. Paradee advised that this was the case for the project being discussed; however, he did not believe that Delaware has this requirement in its existing statute, although this was an important consideration. Mr. Paradee informed members that TIF and SDD financing currently exist in the State of Delaware but only in New Castle County for the City of Wilmington. He explained that in Title 22, Chapters 17 and 18 of the Delaware Code, the definition of municipality is “any town or city in the State of Delaware with a population in excess of 50,000 people,” and this applies only to the City of Wilmington. Referring to the proposed legislation amending Chapter 17, Title 22 relating to Municipal Tax Increment Financing and Chapter 18, Title 22 relating to Municipal Special Development Districts, Mr. Paradee explained that these proposed bills would change the definition of municipality from 50,000 to 35,000, which would allow the City of Dover to qualify for TIF and SDD financing. He noted that it was important to understand that both TIF and SDD financing were being proposed and they would not be used separately. Mr. Paradee stated that DelDOT’s bond counsel would not allow moving forward without both types of financing because of the need for the SDD safety net underneath the TIF. Mr. Paradee explained that the current discussion related only to obtaining authority from the General Assembly in the form of enabling legislation which would allow

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 21 the City of Dover and Kent County to have these tools in their toolbox. Mr. Paradee indicated that if a decision was made to proceed with TIF and SDD financing, they would have to come back before Council with a very specific proposal for this project, with all of the numbers and projections hammered out. He explained that he would not be the only person coming before Council at that time, noting that the bond counsel would explain exactly how the financing would work. Mr. Paradee advised that a series of ordinances and resolutions would be needed from the City and from the County to make this happen. He reiterated that he was not asking Council to bless the TIF and SDD for this project but to bless the enabling legislation. Mr. Paradee stated that Senator Bushweller had instructed him to meet with the City, County, and school districts to make sure they were okay with the concept of having this tool in their toolbox. Mr. Hosfelt asked for an honest assessment of Simon Group’s current position and what they were looking at if this was not approved. Responding, Mr. Paradee stated his belief that, if the owners were standing here, they would say that the mall is vibrant and healthy and that traffic numbers have remained steady. He indicated that Dick’s Sporting Goods had helped a lot; however, Sears was struggling locally and nationally, and their expectation was that the Sears store would not be there long term. Mr. Paradee noted that it may be a matter of months or longer; however, they expected that the Sears store would ultimately become something different. He stated that the concept plan they had been putting forward showed 647,000 square feet of new retail space on the back 85 acres, as well as 54,000 square feet of new retail improvements in the existing mall, including the current Sears location. Mr. Paradee stated that if Sears does not renew their lease, which they expect will happen, that end of the mall will be redesigned into a different retail configuration. He advised that the concept plan also called for a redesign of the food court to substantially upgrade and reinvigorate it. Mr. Paradee indicated that Macy’s had been looking at closing stores nationally and expressed concern that the Dover Macy’s store could be on their list someday if this project does not move forward in a timely manner. He explained that they had not been told anything that suggested that the Dover Macy’s would be closing presently; however, he expressed his opinion that it would be foolish not to recognize that Macy’s is reviewing their stores nationally, and any store where the outlook is less than bright is vulnerable. Mr. Paradee stated that the Dover Mall is currently very healthy, but it is not immune and is vulnerable. Mr. Neil stated that he is always looking for an escape route to be used during NASCAR and Firefly Music Festival events when a section of the Third District is cut off from Route 13. He stated that this would be a perfect example of opening the area up. He indicated that he was glad to see that, while Dover Downs’ leadership would not move forward on this, they would not object if it goes through. Mr. Neil stated that there was no question about the fact that New Castle County and Wilmington have an advantage because Wilmington has more than 50,000 people, and this hurts Dover in the tourist area. He stated that the City cannot get an accommodations tax because it is below the 50,000 mark. Mr. Neil stated that the

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 22 proposed legislation might be a breakthrough, and it would not cost the City anything to back or support the process, noting the adage that “if you don't play, you can't win.” He stated the need to open up and give a chance to businesses, noting that there had been discussions about electricity and bringing businesses in. Mr. Neil indicated that if the project moves forward, it would be to the City's advantage to have more businesses paying taxes and bringing people through. He suggested that the City may then be able to get an accommodations tax if the Delaware League of Local Governments would support an effort for such a tax. Mr. Neil stated that the City had nothing to lose by giving its support and that he would be in favor of it. Mr. Paradee agreed that this proposition would not cost the City or City taxpayers a dime. Mr. Hare stated his understanding that individuals exiting Route 1 at Scarborough Road would pay a toll, and individuals exiting Route 1 at the mall would pay a toll; however, individuals would not pay both tolls, and Mr. Paradee stated that this was correct. Mr. Hare asked if lowering the threshold from 50,000 to 35,000 would also affect what the State currently pays the City in lieu of taxes. He noted that Wilmington has less non-taxed property associated with the State than the City of Dover has but receives 10 times more because their population is 50,000 and Dover’s is not. In response, Mr. Paradee indicated that the change being discussed was only in the chapters of the Delaware Code dealing with municipal TIF and SDD financing and would have no impact elsewhere in the Delaware Code. He stated that the tax disparity would remain unchanged. Mr. Paradee noted that he had always thought of Dover as the third or fourth largest city in the State after Middletown or Newark; however, the populations of Middletown and Newark are approximately 33,000 or 34,000. He noted that by changing the number to 35,000, only Dover and Wilmington would be authorized for TIF financing. Mr. Paradee informed members that Bridgeville and Millsboro do not have TIF; however, they do have the SDD tax ability. He indicated that these municipalities obtained this authorization, not through changes to the population number in Chapter 18, Title 22 of the Delaware Code, but because the General Assembly approved changes to their town charters. Mr. Paradee noted that DelDOT’s bond counsel had advised him on February 13, 2017 that he should review the City's Charter to make sure there were no conflicts that might arise as a result of this change. He stated, for example, that if there was some limitation on the City’s ability to issue bonds that might be offended or run afoul as a result of this legislation, he wanted to review this. Mr. Paradee indicated that there may be a tweak or two (2) or a housekeeping measure required in the City’s Charter and wanted to make sure that he mentioned this so it would not be a surprise. Mr. Neil stated that he was a fan of the DE Turf Sports Complex, and that many soccer, field hockey, and lacrosse tournaments were coming in south of the City. He

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 23 noted that people were starting to come to those games and stopping at the mall. Mr. Neil asked members to imagine if Dover had a mall equaling the mall in Wilmington, stating that such a mall would be a magnet on a long-term basis. He indicated that he would love to see a flow of traffic coming through and helping to lower the rest of the City’s taxes. The Committee recommended adoption of Proposed Council Resolution No. 2017-02 supporting the enactment of legislation by the Delaware General Assembly that would enable the utilization of tax increment financing and special development districts within both the City of Dover and Kent County, Delaware. In response to Mr. Paradee, Mr. Hare advised that this matter would move to full Council in two (2) weeks. Mr. Lewis moved to suspend the rules to allow Mr. Mandalas to answer questions. The motion was seconded by Mr. Sudler and unanimously carried. Mr. Lewis advised that he submitted four (4) questions to the City Clerk for the record. He noted that two (2) of the questions had been previously answered by the attorney representing the client and he would submit the answers to the City Clerk the following morning (Exhibit #2). Mr. Lewis asked if the City of Dover would be financially obligated if it agreed to the project and, if so, how. Mr. Glenn Mandalas, Baird Mandalas Brockstedt, 6 South State Street, representing the owners of the Dover Mall, advised that the request is that City Council merely approve enabling legislation so that the General Assembly may authorize the City to put another tool in its bag called Tax Increment Financing and Special Development District Financing. He noted that the request was not specific to the Dover Mall, although they hoped that someday it would be used with the Dover Mall, but to be clear to the members of the public and everybody else, this is simply City Council’s endorsement of enabling legislation that the General Assembly would adopt that would then allow the City, if it wanted to, to pursue special Development District or Tax Increment Financing. Mr. Mandalas advised that the City would not be obligated, financially or otherwise, if it went forward at some later date on this Dover Mall project. The bonds that would be issued would be revenue bonds payable only by those revenue sources that would be identified within the bond instrument itself. He advised that, in this case, it would be new toll revenue from a Route 1 exit. In addition, there would be property tax revenue generated by the Tax Increment Financing. Mr. Mandalas stated that if the revenue sources were insufficient to cover the obligations of the bond, then the only recourse the bond holders would have would be against the Dover Mall property itself. Mr. Mandalas stated that the faith and credit of the City would not be pledged to support the bonds, so it was not a General Obligation bond where the city would have to raise taxes to somehow cover the bond.

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 24 Responding to Mr. Neil, Mr. Mandalas advised that the City of Wilmington and New Castle County already have the ability to use Tax Increment Financing, which applies only to cities and municipalities of 55,000 or more in population. He stated that the General Assembly would reduce the population from 55,000 to 35,000 or more in population to include the City of Dover. Mr. Neil asked if the service road would provide any inter-connectivity to access all of the business along its path, or just provide access to Dover Mall. Responding, Mr. Mandalas stated that the current plan, which could be revised before it comes back to City Council, provides not only access to the Dover Mall off of Route 1 but also access to Dover Downs. He advised that the idea is that taking that traffic off of the Route 13 corridor and taking it right from Route 1 to those major establishments would then relieve some congestion on Route 13, which they think will provide greater opportunity for businesses that are already along Route 13 and would probably provide opportunities for newer businesses to locate there, given the less congested Route 13 that would hopefully be a result of this project. The Committee recommended adoption of Proposed Council Resolution No. 2017-02 supporting the enactment of legislation by the Delaware General Assembly that would enable the utilization of tax increment financing and special development districts within both the City of Dover and Kent County, Delaware. By motion of Mr. Hare, seconded by Mr. Hutchison, Proposed Resolution No. 2017-02 was unanimously adopted, as recommended by the Committee, as follows: A RESOLUTION SUPPORTING THE ENACTMENT OF LEGISLATION BY THE DELAWARE GENERAL ASSEMBLY THAT WOULD ENABLE THE UTILIZATION OF TAX INCREMENT FINANCING AND SPECIAL DEVELOPMENT DISTRICTS WITHIN BOTH THE CITY OF DOVER AND KENT COUNTY, DELAWARE WHEREAS, tax increment financing and special development districts are mechanisms frequently employed by local governments to enable the funding of certain capital improvement and infrastructure development projects which may not occur otherwise; and WHEREAS, all 50 states in the United States of America have adopted statutes enabling tax increment financing and special development districts in some form; and WHEREAS, the State of Delaware General Assembly has previously enacted statutes which allow New Castle County and the City of Wilmington, but no other political subdivisions within the State, to utilize tax increment financing and special development districts as funding mechanisms for certain capital improvement and infrastructure development projects; and WHEREAS, the City of Dover views tax increment financing and special development districts as alternative funding mechanisms with significant potential and utility for certain economic development and community redevelopment projects in both the City of Dover and Kent County, Delaware.

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 25 NOW, THEREFORE, BE IT RESOLVED that the City of Dover City Council does hereby resolve to support the enactment of legislation by the Delaware General Assembly that would enable the utilization of tax increment financing and special development districts within both the City of Dover and Kent County, Delaware. ADOPTED: FEBRUARY 27, 2017 Expiration of Downtown Dover Partnership (DDP) Loan Guarantee Extension Members were advised that the Downtown Dover Partnership (DDP) has two (2) PNC loans with a City loan guarantee. These loans are collateralized by the DDP’s property holdings, and payments are covered through the rents on the properties. The City provides the guarantee as the loan to asset value is not greater than 80%. During the Regular Council Meeting of July 14, 2014, Council approved the extension of the Downtown Dover Partnership (DDP) loan guarantee with PNC Bank through March 1, 2017. Mrs. Donna Mitchell, Controller/Treasurer, advised members that staff recommended an extension of the City guarantee of the Downtown Dover Partnership loans for a period of three (3) years effective March 1, 2017 on the loans between PNC Bank and the Partnership. The Committee recommended approval of Staff’s recommendation, seconded by Mr. Hosfelt and unanimously carried. By consent agenda, Mr. Hosfelt moved for approval of the Committee’s recommendation, seconded by Mr. Lewis and carried by a unanimous roll call vote. Report of Independent Public Accountants for the Fiscal Year Ending June 30, 2016 Mr. William Seymour, Engagement Partner, SB & Company, LLC, reviewed a presentation entitled, “Presentation to the City Council - February 14, 2017.” He explained that this presentation represented SB & Company’s required communications under generally accepted auditing standards, as well as their company’s standards. Mr. Seymour advised that SB & Company performed an audit of the City’s June 30, 2016 Comprehensive Annual Financial Report (CAFR) and had worked with management on a year-round basis. In summary, he stated that SB & Company had issued an unmodified or clean opinion on the City’s financial statements, which is the best opinion that he was allowed to issue under generally accepted auditing standards. Mr. Seymour advised that the financial statements, as presented by management, were reasonably free of material misstatement. He indicated that the auditors did not discover and were not made aware of any instances of material fraud, discovered no material weaknesses in internal controls, and received the full cooperation of management. Referring to page 12, Mr. Seymour reviewed SB & Company’s observations, noting that, consistent with prior periods, they recommended that Council consider hiring

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 26 an internal auditor who could work directly for the City and do more than financial statement or single-audit compliance-based items. He stated that this individual could do performance audits as well as provide budgetary insight with an independent voice on different areas that may be of concern. In addition, Mr. Seymour noted that, during the course of the audit, the terms of a contract were approved by Council; however, the contract was not ratified until after year end, even though it went into practice. He indicated that SB & Company believed that it was complied with; however, he noted that it was not a good practice to enter into an unsigned contract since someone could potentially try to change the terms of the agreement after it starts. Mr. Seymour advised that this was not material to the financial statements; however, it was something to consider in regard to best practices. Responding to Mr. Anderson, Mr. Seymour indicated that he was referring to the City’s contract with the Dover Organization of Employees (DOE). In regard to page 13, Accounting Update, Mr. Seymour advised that next year the City will have to adopt Government Accounting Standards Board (GASB) 77, a required tax abatement disclosure. He explained that this relates to exchange-like transactions the City has made with employers or others to provide a break on taxes if they create a specific number of jobs. Mr. Seymour indicated that this was currently not included in the financial reporting template because there was no revenue that would have been generated. He stated that this will now be required as a footnote disclosure to show the reader of the statements that the City gave up a specific number of dollars of potential property tax revenue for whatever the terms of a deal would be. Mr. Neil asked, when discussing tax revenue, if Mr. Seymour was talking about assessments, electric profit, or all profit. Responding, Mr. Seymour advised that GASB was implementing a kind of trial balloon to have municipalities and governments start to collect this information. He stated his understanding that this will go on the face of the financial statements, similar to a retail set of financial statements, where discounts from gross revenue are shown. Mr. Seymour indicated that the idea was that when a tax-paying base is paying their fair share of taxes and someone is given a discount off that, this proportionally charges the tax-paying citizens more heavily for the cost of running the City. He advised that the discounts are not currently disclosed within the financial statements, noting that he was not saying that this was right, wrong, or indifferent, but that it would be disclosed in the future. He indicated that, depending on the terms and nature of each of the individual agreements, it could be outside core or basic taxes. In reference to page 17, Required Communications (continued), Mr. Seymour stated that SB & Company received a management representation letter and could provide a copy of it if the City so chose. He indicated that there was nothing special in that letter that auditors would have to bring to members’ attention. The Committee recommended acceptance of the report.

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 27 By consent agenda, Mr. Hosfelt moved for approval of the Committee’s recommendation, seconded by Mr. Lewis and carried by a unanimous roll call vote. Presentation - Comprehensive Annual Financial Report (CAFR) Mrs. Donna Mitchell, Controller/Treasurer, reviewed a presentation entitled, “City of Dover Comprehensive Annual Financial Report - Fiscal Year Ended June 30, 2016.” She explained that this presentation was shorter than those provided in previous years and she had taken only the key points from the Comprehensive Annual Financial Report (CAFR). Referring to page 2, FY 2016 Financial Highlights, she explained that the Electric Revenue Fund experienced an increase of $7,353,700 due to a reduction in the cost of power supply, not a decrease as stated in the presentation. Mr. Sudler stated that he liked the changes Mrs. Mitchell had made in the report, which was informative and kept his attention. Mr. Slavin noted that the General Fund actual carry-forward was approximately $5.4M and asked what the budgeted carry-forward was. Referring to page 7, Original vs. Final Budgets - Major Operating Funds, Mrs. Mitchell advised that the ending fund balance was projected to be $4.4M. Mr. Slavin asked if the carry-forward would be applied to Other Post-Employment Benefits (OPEB) or otherwise designated, per the City’s fiscal policies. Responding, Mrs. Mitchell stated that this year the City did not have any carry-forward to put toward OPEB or pension. She reminded members that $300,000 of the favorability was taken out of expenses to put toward the bad debt collections uncollectible reserve, due to the demolitions that were being written off. Mrs. Mitchell explained that this wiped out all of the favorability in the personnel savings, and the positives and negatives in materials and administrative expenses basically wiped each other out, noting that there had not been much there. She indicated that the additional revenues carried forward were used to help purchase property, stating her belief that this was the lot next to the police station. Mrs. Mitchell advised that some money left over from revenues went to the Capital Asset Reserve. Mr. Slavin asked if Mrs. Mitchell felt that the carry-forward would be higher going into the next budget cycle. Responding, Mrs. Mitchell indicated that it may be, noting that revenues for permits and inspections were trending a little higher and the rest were mostly on budget. She stated that she was unsure if the year would end this way. Mr. Slavin suggested, if the City does have a higher carry-forward balance as the City enters the budget process, that members look at the OPEB policy and not be quick to go out and find ways to spend anything over and above that. He noted that this may be the City’s safety reserve against what happens across the street at Legislative Hall. The Committee recommended acceptance of the report, as presented.

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 28 By consent agenda, Mr. Hosfelt moved for approval of the Committee’s recommendation, seconded by Mr. Lewis and carried by a unanimous roll call vote. Status of Other Post-Employment Benefits (OPEB) and Pension Funds Mrs. Donna Mitchell, Controller/Treasurer, advised members that a new Government Accounting Standards Board (GASB) requirement was coming that would require that the City recognize Other Post-Employment Benefits (OPEB) and liabilities on financial statements as they are currently recognized with pensions. Mr. Slavin noted that there are people in the community who believe that OPEB liabilities were the result of the City’s lax discipline over the years; however, he stated that the fact was that this was the other way around and that they are the result of more disciplined accounting measures in the wake of some of the scandals that had taken place. He noted that GASB kept rolling out more and stricter accounting standards. Mrs. Mitchell stated that, following a Request for Proposals (RFP) last year, Nyhart became the City’s actuary and there were some interim valuation changes and results. She advised that the standard requires an actuarial valuation every two (2) years and a smaller interim valuation in the in-between years, noting that because of the new standards, updated numbers must be reported in the Comprehensive Annual Financial Report (CAFR) and its notes. Mrs. Mitchell reviewed a presentation entitled, “City of Dover Retiree Health Benefits.” Referring to page 4, Mrs. Mitchell stated that the actuarially required contribution was calculated using the current standard and not the new standard. Referring to page 5, Liability Illustration, Mrs. Mitchell explained that the implicit subsidy is related to the higher costs for older retirees, which was formerly socialized in the whole group and not seen. She stated that it was now required to extrapolate that information to recognize this higher cost in the liabilities. Referring to page 6, OPEB Trust Assets, Mrs. Mitchell indicated that the assumed rate of return of 6.5% was not helping the liabilities. She noted that a meeting was held last week regarding the City’s pension funds and the return at the end of the quarter was 9%. In reference to page 8, GASB 45 Accounting Results by Group, Mrs. Mitchell advised that there was close to a 20% increase in the contribution percentage for next year’s budget because of the increase in liability. She indicated that she had scheduled a phone call with Mr. William Seymour, Engagement Partner, SB & Company, LLC; the City’s pension investment advisor; and the City’s actuary to try to develop a standard rate to make this budget neutral, instead of the spikes the City had been experiencing, and to bring a financing plan to Council regarding how to finance with a steady rate rather than up-and-down rates. Mrs. Mitchell advised that this meeting was scheduled for Friday, February 17, 2017. She noted when the new GASB standards for the pension fund were done a couple of years ago, the funding plan was split from the liability. She stated that the City was required to implement new standards in FY 18; however, if they are implemented early in FY 17, the City

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 29 will be able to change its funding plan to accommodate a steady rate, otherwise the City is supposed to put in the actuary required contribution. Mrs. Mitchell wanted to make members aware that the new standards may be implemented early. Mrs. Mitchell advised members that she thought the 20% increase that she had referenced was not correct and that the actual figure was lower. She stated that this was calculated as a percentage of payroll, and a figure of $17M was used for total payroll rather than $21M. Mrs. Mitchell indicated that the increase should be less than 20% but would still be in the double digits, and staff was working to resolve this. Mrs. Mitchell reviewed a presentation entitled, “City of Dover General Employee and Police Pension Plans.” She explained that, as with the OPEB plan, the City had a new actuary and new standards for the pension plans. Mrs. Mitchell stated that a new mortality table must be implemented and it was expected that the pension liabilities would also increase. As stated during the discussion of the OPEB plan, she indicated that on Friday, February 17, 2017, there would be discussions regarding these funds and how to come up with percentages to be used in ongoing budgets so that there are not big spikes. Mrs. Mitchell advised that it had been explained to her that as long as the City’s funding plan is disclosed in the CAFR, there should not be any problems with the City’s credit agencies or ratings. She stated that the numbers included in the notes section of the CAFR would be different from those in the statistical section. Mrs. Mitchell advised that the City fared a little better with regard to the pensions than it did with regard to the OPEB plan. Referring to page 7 - GASB 67,78 Accounting Results - General Employees, Mrs. Mitchell stated that the pension costs and expenses are included in the statements in the CAFR on a Generally Accepted Accounting Principles (GAAP) basis rather than a budgetary basis, which is how this information must be reported in the CAFR. Mr. Sudler moved for acceptance of the Council Committee of the Whole Report, seconded by Mr. Anderson and unanimously carried. SPEED CONTROL MEASURES - INDEPENDENCE BOULEVARD (PROPOSAL TO RESCIND THE COUNCIL ACTION OF MAY 9, 2016) This item was removed from the agenda prior to its adoption. ESTIMATED COST TO ADDRESS ADA AND SAFETY ISSUES During the Council Committee of the Whole/Legislative, Finance, and Administration Committee meeting of January 24, 2017 members considered the use of the Levy Court Chambers for holding City Council meetings. The Committee recommended that the City Manager be directed to work with staff to create rough order magnitude estimates to address the ADA and safety issues that were discussed during the meeting.

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 30 Mr. Scott Koenig, City Manager, advised that they have had a number of discussions regarding ADA accessibility and safety issues related to the Council Chamber, as well as some of the entrance areas to City Hall for visitor flow into the facility. Because of concerns that were raised during the most recent discussions, instead of installing lifts to access the Council floor, they discussed potentially raising the well of the room to alleviate the change in elevation from the stairs and revamping the floor plan. Mr. Koenig advised that they were trying to get firm estimates on the flooring system that was used in the construction of the new library. He stated that, if that is the avenue that they are going to take, the rough estimate to modify the Chamber was in the range of $35,000 to 50,000. Mr. Koenig noted that modification to the floor would require modification to the dias, the railing, and the carpeting. He advised that they currently have a hand-held microphone for those who cannot access the podium. Mr. Koenig, referring to discussions related to security and the entrances to City Hall, stated that those estimates were in the range of $35,000 to 50,000, depending on the extent of the glassing and entrance controls used to get in and out of the building. Mr. Koenig advised that the rough costs, which they will continue to refine as facility decisions are made and numbers are confirmed, are in the $100,000 to $125,000 range to modify the facility for ADA and general safety issues. Mr. Anderson stated that, erring on the high side of the estimate, it would be between $180,000 and $200,000 just for the Council Chambers. Mr. Koenig noted that they had already made some modifications to the doors in City Hall. He stated that they had discussed with the Mayor, the Deputy Chief, and the former Police Chief assigning officers to oversee portions of the meetings, specifically the Council meetings. He advised that the Mayor offered to extend coverage for other meetings, provided they are given advance notice. Responding to Mr. Anderson, Mr. Koenig stated that, although there were discussions about lifts, they would create a space problem in the room and raising the floor maintains the floor area and makes the room more accessible. Mr. Koenig noted that the down-side is that it would remove the stadium effect and change the room dynamics. Mr. Anderson noted that raising the floor would be the most cost-effective solution and it would make it easier to add different television equipment and wiring. Mr. Koenig stated that he agreed that the raised floor would provide the opportunity to run wiring and power and communication cables under the floor instead of running them through the walls. Responding to Mr. Anderson, Mr. Koenig stated that they were also considering security measures for the access points to the front counter in Planning and Inspections and the lobby outside of the Council Chambers. He explained that metal detectors consume a lot of floor space and the current doors into the lobby would require some type of modification. Mr. Koenig stated that modifications to the front glass doors were included in the $125,000 estimate. He advised that they have not yet brought forward a plan to address side-door entry. Mr. Sudler asked which contractors or construction companies Mr. Koenig obtained estimates from and if he planned to have an evaluation by an engineer to see if there were any other issues that they

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 31 may have to consider. Mr. Koenig advised that they would likely have to hire an architect for the modifications and they would have to put the project out to bid, or use some type of construction management for this facility. He stated that the estimate with respect to the front business office modifications was based on numbers that they discussed with Advantech, which is an approved State contractor. Responding to Mr. Sudler, Mr. Koenig stated that Mr. Slavin had asked for just rough order magnitude estimates and if they wanted to move forward they would have to put together a spec package. Mr. Slavin advised that he is always sensitive to people calling contractors to get estimates and wasting their time on a project that they are not starting any time soon. Mr. Sudler asked if a list or any recommendations were provided for City Council members to review. Mr. Koenig stated that he would have to prepare a summary report of the discussions and the options that he believes are available. Mr. Lewis stated that he knew there was an array of things that they probably need and asked if it would be possible and if it would behoove the City to temporarily put in a ramp. Responding, Mr. Koenig stated that there was a portable microphone for people to speak from the rear of the Chambers and the whole issue related to the Council Chamber is the elevation difference to get down to the dais. Mr. Slavin, noting that he deals with this issue a lot with properties that he manages for the State, advised that the ratio for a ramp is dictated by the Americans with Disabilities Act and it is typically between a one in six and a one in ten rise, one in ten optimally, one foot for every ten feet out. He advised that for every two and half feet they would need 25 feet of ramping, and the ramp has to land in a safe place as well. Mr. Slavin also cautioned that, once they make the Chamber accessible in accordance with the Americans with Disability Act, it is not a room-by-room basis and they will then have to evaluate the entire path of travel, including from the curb into the room, into the bathrooms, to other places that are designated to be publicly accessible. Mr. Neil expressed concern that they were missing the larger question of what they were going to do about the facility and how much they would have to spend to make it accessible. He suggested that they begin thinking in terms of finally getting a municipal complex, noting that he would prefer to have it at the current City Hall location. Mr. Neil stated that one of the questions he had about the broadcast equipment being discussed later in the meeting was if it could be moved, and at what cost. He stated that they must consider how much they want to invest in the building and how much they want to think about another building that could be modified somewhere in that area and do something very positive going forward. Mr. Slavin stated that he did not believe that the Council Chamber could be modified to meet all the requirements of ADA, as well as the broadcast requirements. He noted that buying new broadcast equipment was not the only thing they had to address in the Chamber and he was fearful that they were backing their way into what looks now to be about $250,000 worth of renovations without a master plan. Mr. Sudler stated that he would raise the floor and put the cables underneath the floor so that, if they decide to build something else the system could be moved without being damaged. He also expressed concern about the amount of people that may want to come to a City Council meeting and

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 32 the fact that the building is not ADA compliant. Mr. Sudler recommended that they consider building a new facility and then make the minimum modifications necessary until they budget for a new facility. EVALUATION OF REQUEST FOR PROPOSALS - DOVER BROADCAST AND PRODUCTION EQUIPMENT (RFP 17-0016CC) During the Council Committee of the Whole/legislative, Finance, and Administration Committee meeting of January 24, 2017, this matter was tabled until the second meeting in February to hear from the staff working with the levy court in terms of what they discover and recommended regarding the use of levy court chambers. During the City Council meeting of February 13, 2017, Discussion - Use of Levy Court Chambers was tabled and thanks were to be communicated to Kent County Levy Court, with the understanding that if the City is under construction of some kind and unable to hold a meeting at City Hall, Council would know there is a safety valve in place to hold meetings. Mr. Scott Koenig, City Manager, advised that, for many years, Comcast has provided the City of Dover with recording and distribution of content for Dover City Council meetings. During the most recent negotiations with Comcast, they indicated they were moving away from providing that service and, in May 2016, staff started looking at the needs and requirements to continue broadcasting. Mr. Koenig noted that a Request For Proposals (RFP) was sent out in accordance with the City's Purchasing Policy and three (3) vendors, at that time, expressed interest. Ultimately, only two (2) vendors submitted proposals. Mr. Koenig advised that, with respect to mobility, the camera portions could be moved; however, fixed wiring may not be worth moving, depending on the timeline associated with that move. He noted that the TelVue system is using cloud-based technology so there would be a service contract versus an actual physical server. Mr. Koenig speculated that the equipment would have a lifespan of seven (7) to 10 years and, beyond that, the technology may change or become difficult to upgrade. Staff recommended awarding the contract to Total Video Products for the City of Dover Broadcast and Production Equipment RFP #17-0016CC, in the amount of $155,349 (to include the project build out and annual support, maintenance and training in the amount of $151,849 and $3,500 respectively), and authorizing the upgrade contract to telvue, as a sole source provider in the continuation of existing broadcasting services and expansion to streaming services for the amount of $8,740 which includes a credit for existing legacy equipment and prepayment options to reduce any future annual costs. The total of both actions is $164,089.50. Responding to Mr. Lewis, Mr. Koenig stated that the price included installation and monthly maintenance and was being funded with money that was received from the communication network providers that was set aside for improvements associated with local government broadcasting. He noted that there is an annual maintenance fee of approximately $3,500. Mr. Koenig advised that, if it qualifies under the funding source, it can be charged to the funding source, otherwise, it would be a general government expense. Mr. Neil stated that he thought they owed it to the public to be as transparent as possible and that meant getting the broadcast equipment installed as soon as possible. He noted that, at the same time,

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 33 they had to coordinate this project with what they would do to make the Council Chambers ADA compliant or move or build another City Hall. Mr. Slavin stated that it sounded like they needed to get the cameras first and then make it a requirement that the flooring system has to accommodate the cameras. Responding, Mr. Koenig stated that the proposals assume the current flooring situation with installation of the wiring in the walls. Mr. Slavin asked if Staff had received information about closed-captioning being available with the new system. Mr. Koenig advised that he believed it was possible and that he would respond separately to the question. Mr. Hosfelt moved for approval of Staff’s recommendation to award the contract to Total Video Products for the City of Dover Broadcast and Production Equipment RFP#17-0016CC, in the amount of $155,349 (to include the project build out and annual support, maintenance and training in the amount of $151,849 and $3,500 respectively), and authorize the upgrade contract to TelVue, as a sole source provider in the continuation of existing broadcasting services and expansion to streaming services for the amount of $8,740 which includes a credit for existing legacy equipment and prepayment options to reduce any future annual costs. The total of both actions is $164,089.50. The motion was seconded by Mr. Hare and carried by a unanimous roll call vote. PERMANENT ASSIGNMENT OF DUTIES ASSOCIATED WITH INTERIM MANAGERIAL PLAN AND ORGANIZATIONAL CHANGES Mr. Scott Koenig, City Manager, advised that this was specifically related to discussions regarding budget preparation and read his memo to City Council dated February 23, 2017. Mr. Hare moved to assign the responsibilities for creating budget for Fiscal Year 2018 to Mrs. Mitchell in the Finance Department, seconded by Mr. Hosfelt. Mr. Anderson, noting that there is currently a shared arrangement between the City Manager's Office and the Finance Department, questioned the need for a motion to continue that arrangement. He stated that the Finance Department has no departments reporting to it and the department heads that have to submit budgets report mostly to the City Manager. Mr. Slavin advised that the motion addresses some of the difficulties of that arrangement. Responding to Mr. Anderson, Mr. Hare stated that all of the departments, including the City Manager, would be submitting their budgets to Mrs. Mitchell and she will then put everything together, she will have input on it, and she will have the authority to go back to the departments and make sure everything is correct. Mr. Anderson stated that he wished that they had kept the part-time Budget Analyst position in the budget last year. He asked Mrs. Mitchell if there was any clarification that she would need before they concluded the motion. Responding, Mrs. Mitchell stated that, as Mr. Hare had indicated, if she is going to be the one putting together the budget, she wanted to have the authority to make all the

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 34 decisions regarding the preparation of the budget and input to the budget and presentment to City Council. The motion to assign the responsibilities for creating the budget for FY 2018 to Mrs. Mitchell in the Finance Department was unanimously carried. REAPPOINTMENTS - BOARD OF ASSESSMENT APPEALS - FOUR-YEAR TERMS TO EXPIRE MARCH 2021 By consent agenda, Mr. Hosfelt moved for approval of the following reappointments to the Board of Assessment Appeals. The motion was seconded by Mr. Lewis and carried by a unanimous roll call vote. Thomas Burns, Real Estate Brokerage of Sales James Galvin, Undesignated William Garfinkel, Undesignated REAPPOINTMENT RECOMMENDED BY MAYOR CHRISTIANSEN - PUBLIC ADVISORY COMMITTEE OF THE DOVER/KENT COUNTY MPO - DR. CARLTON L. CANNON, JR. - TERM TO EXPIRE JULY 2018 Mayor Christiansen recommended the reappointment of Dr. Carlton L. Cannon, Jr. to serve on the Public Advisory Committee of the Dover/Kent County MPO for a term to expire July 2018. By consent agenda, Mr. Hosfelt moved for approval of the reappointment of Dr. Carlton L. Cannon, Jr. to serve on the Public Advisory Committee of the Dover/Kent County MPO for a term to expire July 2018. The motion was seconded by Mr. Lewis and carried by a unanimous roll call vote. SELECTION OF POLLING PLACES FOR 2017 REGULAR MUNICIPAL ELECTION The Election Board met on February 22, 2017 recommended the Elks Lodge #1903, 200 Saulsbury Road, as the First (1st), Second (2nd) , and Third (3rd) District polling place for the 2017 Regular Municipal Election. Mr. Hare stated that he did not think it was a good recommendation, feeling that, with eight (8) candidates, there needed to be division and there should be three (3) different polling places. He noted that the Elks Club is not the most convenient place and that he thought it would deter voters from coming out. Mr. Lewis concurred with Mr. Hare and stated his feeling that using the Elks Lodge as the only polling place would be a grave inconvenience to the citizens of the community. Mr. Anderson, noting that there is definitely a difference when it comes to people who have to walk to the polls or who are otherwise coming from the eastern part of the City all the way over to the Elks Lodge, stated that he thought there should at least be an east/west location. He asked what alternative polling locations the Election Board considered. Responding, Mrs. Traci McDowell, City Clerk, stated that the alternatives presented to the Election Board were a single polling place at the Elks Lodge or the Elks Lodge for the First District, which is its normal polling place, the Seventh Day Adventist Church for the Second District, and Saint Andrew's Lutheran Church at 425 North

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 35 Dupont Highway for the Third District. She noted that the three (3) locations had been reserved in the event that multiple polling places were selected. Mr. Anderson asked how using three (3) locations would impact the budget and staffing. Mrs. McDowell advised that, because it was an election year, they budgeted $10,000 and they would come as close to that amount as possible. Mr. Slavin asked for clarification on whether City Council could set the locations or if it would have to be referred back to the Election Board. Mrs. McDowell stated that City Council has not always followed the recommendations of the Election Board. City Solicitor Nicholas Rodriguez stated that he would research the question. Mr. Slavin expressed his concern that they maintain an arm’s length distance from the conduct of elections because they are involved in the elections. He stated that he did not want to send a signal that they were setting particulars about an election and that he would like to know legally whether or not they can set the polling place or whether they can only vote up or down the recommendations from the Election Board. Mr. Slavin noted that they have effectively set aside the Election Board’s recommendations and made their own. Mr. Hare moved that the polling places for the election be the Elk's Club on Salisbury Road for the First District, the Seventh Day Adventist Church on Wyoming Avenue for the Second District, and Saint Andrew's, which is on Route 13, for the Third District, contingent upon legal review to be conducted by Mr. Rodriguez. If City Solicitor Rodriguez determines that City Council has the authority to select the polling places, the above-mentioned places will be adopted. If it is determined that City Council does not have the authority to select the polling places, the matter would go back to the Election Board. The motion was seconded by Mr. Lewis and unanimously carried. (City Clerk’s Office Note: In an e-mail dated February 28, 2017, City Solicitor Rodriguez opined that Section 6 of the City of Dover Charter provides that Council may designate the places of election; therefore, City Council's decision of February 27, 2017 in this regard is final. He further noted that Section 8 of the City of Dover Charter creates the Election Board as an advisory board to Council for such matters as voter registration.... polling locations.) Responding to Mr. Neil, Mr. Hare stated that the churches were accessible for people with disabilities. CITY MANAGER'S ANNOUNCEMENTS The City Manager had no announcements. COUNCIL MEMBERS' ANNOUNCEMENTS Council members had no announcements. Mr. Hare moved for adjournment, seconded by Mr. Hutchison and unanimously carried.

CITY COUNCIL MEETING OF FEBRUARY 27, 2017 PAGE 36 Meeting adjourned at 8:58 p.m. TRACI A. McDOWELL CITY CLERK All ordinances, resolutions, motions, and orders adopted by City Council during their Regular Meeting of February 27, 2017, are hereby approved. ROBIN R. CHRISTIANSEN MAYOR /TM S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Council-Minutes\2017\02-27-2017 Council Minutes.wpd Exhibits Exhibit #1 - Correspondence from Mr. Eshed Alston dated February 21, 2017 Exhibit #2 - Correspondence from Councilman Lewis related to Proposed Amendments to Chapter 17, Title 22 of the Delaware Code Relating to Municipal Tax Increment Financing and Chapter 18, Title 22 of the Delaware Code Relating to Municipal Special Development Districts

(c9 uAC€_ l ~/ (/1 dm ~ 1\ f1 r/\-f 1 u ,(") c '(-+t !Vt 0_M 0 .s ( r EXHIBIT #1 ESHED ALSTON 406 Arnold Court Generals Green Dover DE 19901 302 264 9568 BA YHEALTH VOLUNTEER SERVICES TO WHOM IT MAY CONCERN FEB 21 2017 BAY HEALTH AND KENT GENERAL HOSPITAL DOVER KENT COIUNTY DELAWARE WHAT CAN I DO TO HELP THE HOSPITAL AND WHAT SOLUTIONS Regular Council Meeting of 02/27/2017 CAN WE COME UP WITH AS A COMMUNITY TO ADDRESS THE PROBLEM POOR 1. The Holy Bible teaches that the poor shall always be with us socially and as a matter of cuiTent observation of American domestic society and culture the ranks of the poor and homeless are exploding in the City of Dover demanding attention. In the city of Dover the homeless poor are a significant issue of real concem that requires compassion and attention let me remind the reader but for the blessing and grace of GOD anyone as a result of misfortune can be homeless. 2. On Friday February 17 2017 at 7 pm a emergency involving my wife's gall bladder required a emergency visit to the emergency room of Kent General Hospital. That visit concluded at 1 am when after triage was done and a after a five hour wait my wife and I went home unattended my wife still in pain nevetiheless due to extremely excessive wait time encountered we went home. · 3. During my visit to the emergency room a valid significant observation was made specifically documenting the use of the Hospital facilities as in fact and function actual homeless housing as a matter of fact. As a matter of fact, when the Library closes at 7 pm the homeless poor in the City of Dover routinely uses the hospital resources for shelter. A TASK FORCE MUST BE SET UP in and by the City to provide solutions to address the use of the hospital by the homeless poor 4. The reason for this C01Tespondence is not to just complain about the noted situations or circumstances referenced but rather this particular letter is to give thanks and acknowledgement for hard working attention to detail given by nurses Jessica, Tiffany and Rode! and Alexander and Zackary and officer James regarding Friday February 17 2017. This document is also written acknowledgement to Dr. Singh and to the skilled and accomplished staff of DAY SURGERY ,, 111111 ,,, ,,,, including nurse Cynthia for the professional care and genuine concern shown by the nurs~~~~.~.~.~~.~~~l~ the volunteers like Lewis to my wife and I at a time of real need on February 20, 2017 th~ y.6t ~ :: f EXPIRES . . . .; = j UPON OFFICE l CL..:f%RY~ -:: \ (.)/ ~ \'fo ~./~ ~ V). ····.~'1.RY ~~~,... q;; ' / '1,>-~ ......... ~~ .......... ?11 OFot\..~,,,, 1 There facts true so help me GOD Sworn and subscribed f e.b r~._... er r)l Z I 't'CJ !'~' FEB 2 1 2017 OFFICE OF THE CITY CLERK

EXHIBIT #2 Regular Council Meeting of 02/27/2017 I just have a couple of concerns that I would like to get on the record at this evening. 1. Out of curiosity what are TFF Funds and where do the TFF Funds come from? Can you please explain in detail? 2. If this project is agreed upon by the City is the City of Dover Financially obligated and if so how? 3. You have provided a lot of projections what are your assumptions based on? 1 4. Will this Service Road provide access to all of the business along it S path or is it just going to provide access to Dover Mall alone? Will there be any Interconnect Activity along the route?

From: Brian Lewis To: McDowell, Traci Subject: Fwd: Re: City Council resolution re: enabling legislation for TIF/SDD financing Date: Tuesday, February 28, 2017 12:37:21 PM Traci, Per our conversation last evening please find below written responses to my questions. Could you please put these questions and answers into the record. Thank you, Coucilman Lewis Get Outlook for Android From: John W. Paradee Sent: Monday, February 27, 1:58 PM Subject: Re: City Council resolution re: enabling legislation for TIF/SDD financing To: Brian Lewis Cc: timslavin1@gmail.com, Glenn Mandalas, Christiansen, Robin Thank you for reaching out, Councilman Lewis. In response to your questions, I offer the following: 1. First, it is critical to recognize that, at this juncture, the only thing we are asking the City Council to do is authorize the Delaware General Assembly to enact enabling legislation which would allow the City of Dover to utilize tax increment financing and special development district financing if, at some point in the future, the City of Dover deems it appropriate. In other words, we are not asking the City of Dover to implement tax increment financing or special development district financing for any particular project whatsoever. If and when the Dover Mall project is ready to move forward with a tax increment financing or special development district financing proposal, then we will, of course, come back to the City for specific authorization, and at that time, we will have all of the details of the proposal available. We are simply not that far along in the process yet. Again, this first step is merely enabling legislation which will place tax increment financing and special development district financing tools into the City's toolbox for future use. 2. Under no circumstances would the City of Dover be obligated, financially or otherwise, under any tax increment financing or special development district financing proposal which may be advanced with regard to the Dover Mall project. That is because the bonds which would be issued under any such proposal would be revenue bonds, payable only from the revenue sources dictated by the bonds (in this case, toll revenues and property taxes generated by tax increment financing and special development district financing). The faith

and credit of the City would not be pledged to support the revenue bonds in question. If the revenue streams pledged under the bonds turn out to be insufficient to satisfy the bond obligations, then the bondholders' only recourse would be against the Dover Mall property. 3. Toll revenue projections are based upon the November 4, 2016 Toll Study performed by DelDOT's consultant, Jacobs Engineering. Tax revenue projections are based upon information provided by the City of Dover Tax Assessor's Office. 4. The Collector Distributor Road Modification to the Scarborough Road Interchange will have an access point for Dover Downs, in addition to access points along SR1 to the north and the south. DelDOT's Feasibility Study for the project, completed by Century Engineering in April 2016, concludes that the design of the Road Modification Project will help relieve congestion along US Route 13 and improve traffic circulation in the area, while enhancing traffic safety generally. All of this will, in turn, improve traffic circulation for existing businesses and foster additional opportunities for future economic growth and development in the US Route 13 corridor. I hope the foregoing answers your questions, Councilman Lewis. Thank you for the opportunity to respond. If you wish to discuss any of these topics further, my partner, Glenn Mandalas, will be available at tonight's meeting. Thanks again, and best regards. Sent from my iPhone On Feb 27, 2017, at 12:52 PM, Brian Lewis <belewis1966@hotmail.com> wrote: Mr. Paradee, Sorry for the delay in responding to your e-mail for it has been a busy morning. I just have a couple of concerns that maybe you can assist me with. If this project is agreed upon by the City is the City of Dover Financially obligated in any way and if so how? I read some of the projections you have provided and would like to know what your assumptions are based on? Will there be any Interconnect Activity along the route other than the Dover Mall? How will other businesses benefit from this Service Road? Thank you for your time and assistance. With regards, Councilman Lewis

Councilman Brian E. Lewis City of Dover P.O. Box 475 Dover, DE 19903 From: John W. Paradee <john@bmbde.com> Sent: Monday, February 27, 2017 10:25 AM To: belewis1966@hotmail.com Cc: Glenn Mandalas Subject: City Council resolution re: enabling legislation for TIF/SDD financing Councilman Lewis: I understand that you may have some questions regarding the above topic. I was hoping that either I or Glenn Mandalas could speak with you prior to tonight’s hearing. If you could let us know what questions you might have, then we can and will be prepared to answer same on the record. My cell phone number is (302)632-7341, and if we miss each other, Glenn can be reached at (302)233-3867. Thanks very much, and best regards.

John W. Paradee, Esq. 6 S. State Street | Dover, Delaware 19901 (302) 677-0061 (tel) | (302) 677-0065 (fax) john@bmbde.com <Picture (Device Independent Bitmap) 1.jpg> <Picture (Device Independent Bitmap) 2.jpg> <Picture (Device Independent Bitmap) 3.jpg> <Picture (Device Independent Bitmap) 4.jpg> This Electronic Message contains privileged client attorney communications from the law firm of Baird Mandalas Brockstedt, LLC. The information is intended to be for the use of the addressee only. If you are not the addressee, note that any disclosure, copying, distribution or use of the contents of this message is prohibited.

ECONOMIC DEVELOPMENT COMMITTEE The Economic Development Committee met on February 8, 2017 at 2:01 p.m. with Mayor Christiansen presiding. Members present were Councilman Cole; Mr. Koenig, City Manager; Mrs. Ann Marie Townshend, Director of Planning and Community Development; Mr. Gregory Moore, President, Downtown Dover Partnership (DDP) Board of Directors; and Mr. K.C. Sheth. Councilman Hare and Mr. Hammond were absent. AGENDA ADDITIONS/DELETIONS Mrs. Townshend moved for approval of the agenda, seconded by Mr. Moore and unanimously carried. Mayor Christiansen welcomed Mr. Sheth as a new member of the Committee. Economic Development Committee Transition Discussion During their meeting of September 13, 2016, the Committee considered the Economic Development Committee Transition Discussion and deferred this matter due to time constraints. Review Purpose of Committee and Adopt a Goal/Vision Mayor Christiansen stated that the purpose of the Committee reflected the need, as a body politic, to address the economic development needs of the City, provide for that economic development, and create meaningful, well-paying jobs for citizens, as well as to look into workforce development and incubation of small and large businesses alike. He stated that one (1) of the main focuses of the organization should be marketing the Downtown Development District (DDD), the Bay Road area, and the Garrison Oak Technology Park. Mrs. Townshend informed members that staff would begin updating the City’s Comprehensive Plan later this year and noted that a chapter of this plan deals with, and lays out strategies for economic development. She stated that she would look to have this Committee involved in updating this chapter of the plan and the outreach related to the development of that chapter, not in the immediate future, but when staff gets to this point. Mayor Christiansen indicated that he thought that would be appropriate. Mr. Koenig stated that economic development relates to new business and new facilities, but also to getting rid of vacancies and existing buildings if possible, and he noted the benefit of fostering redevelopment of existing parcels. He also mentioned temporary or permanent incentives to development, as well as trying to identify particular industries that the City would like to see added to its business mix that might be a benefit, not just to Dover but also to Kent County. Mayor Christiansen stated that the goal and vision of the Committee should be to continue to be a driver for new business. He noted that retention of current business sometimes gets lost in the mix and stated that he would like to add this to the goal, vision, and purpose of the Committee. Mrs. Townshend indicated that it should be made clear that retention of business extends beyond just business and noted that there are a number of public and non-profit sector employers that are significant to the City. She stated that the City would not want to lose entities such as the State of Delaware offices and any of the large employers. Mayor Christiansen suggested using the term

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF FEBRUARY 8, 2017 PAGE 2 “employers” rather than “businesses,” noting that this would include major, minor, future, and existing employers and would be a good generic term. Identify Challenges to the Goal/Vision and Develop Strategies Mrs. Townshend advised that one (1) of the challenges to the vision would be communication. She indicated that when she attends Restoring Central Dover meetings, she is regularly asked about the City’s new economic development structure. Mrs. Townshend stated that the business community also probably wants to have a sense of where to go since there is no longer a City Economic Development Office. Mayor Christiansen stated that the Chamber of Commerce had called and asked to attend Economic Development Committee meetings so that there is not duplication of efforts. Mrs. Townshend informed members that the economic development page on the City’s website goes back to the time when the City had staffing for economic development. She suggested looking at what members wanted under economic development for the website, so that someone who knows nothing about Dover and clicks on economic development would get information regarding where to start, rather than calling an office that is no longer there. Mayor Christiansen asked Mr. Koenig if anybody on staff could feed current information into that portion of the City’s website. Responding, Mr. Koenig stated that Mr. Kirby Hudson, Assistant City Manager, would be working on this. Mr. Cole noted that one (1) of the challenges would be existing building vacancies. Mayor Christiansen asked if there was a current inventory of vacant buildings downtown and throughout the City. In response, Mrs. Townshend indicated that there is a vacant building registration that monitors the fact that buildings are vacant but does not give details on condition. She noted that staff inspects buildings to make sure they are secure and that most of the vacant buildings at this point would probably need an architect in order to be re-occupied. Mrs. Townshend advised that a building that has been vacant for five (5) years or a decade typically has some deterioration, and there is a challenge because a lot of these buildings are not turnkey space. Mr. Koenig noted that the vacant building registry would not be a full inventory, because there may be vacant commercial properties that are listed with a commercial realtor. Mrs. Townshend stated that these properties would still be on the list. Mr. Koenig commented that the realtors’ inventory changes quickly. Mrs. Townshend advised that if part of a building is vacant, it would not be registered. She explained, for instance, that a lot of commercial vacancies downtown had occupied apartments above them; however, they are not part of the the vacant building registration, which only includes buildings that are fully vacant. Responding to Mayor Christiansen regarding whether there was a way to remedy this, Mr. Koenig advised that there was no easy way to do so. Mrs. Townshend commented that this could only be remedied through the code; however, the code had been changed

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF FEBRUARY 8, 2017 PAGE 3 to create this exception. She explained that staff had received a lot of negative feedback from the real estate community because realtors did not believe it was necessary to register properties that had vacant commercial space but also people living in them. Mrs. Townshend indicated that the code had been changed to accommodate this; however, it could be changed back through the action of Council. Mr. Donald Rowe stated that he is one-half of the team that owns TR Nail Spa at 1188 Forrest Avenue. He asked if the properties on the vacant building list were split between office spaces and warehouses and if warehouses were also available on the list to be reviewed. Responding, Mr. Koenig advised that it is difficult for the City to manage the information on the list, noting that there is a requirement to register vacant buildings, but this is not a register that someone would consult to find space. He suggested contacting a commercial realtor who could take someone through spaces, show the pros and cons of each space, and be able to talk about cost. Mr. Koenig explained that the City may know when a space was vacated but not the history of the space, its quality from a rental standpoint, and if this is a space where someone would like their business to go. Mr. Koenig indicated that commercial realtors can be depended on for lists of available spaces and to know what the market is doing. He informed members that the City has a very generic registry that is not a depository of the best information to help someone to make a decision whether a space suits them. Ms. TR Rowe, TR Nail Spa, asked if the City could go to the Multiple Listing Service (MLS) and ask for this information. Responding, Mr. Koenig explained that an individual could do this. He noted that if the City did this, the City would have to be in the process of updating this information all the time, which is not a business line that the City had been in. Mrs. Townshend explained that the vacant building ordinance was created as part of the City’s code enforcement program and is managed under this program. She noted that genesis of the ordinance was in monitoring the buildings, keeping an inventory, and collecting fees to try to discourage people from keeping buildings needlessly vacant. Mrs. Townshend advised that the registry is just a list of addresses and does not distinguish between a house, a commercial building, or a warehouse. She stated that there are registered vacant buildings of all of those varieties, but this cannot be determined by looking at the list. She indicated that she was unsure if the City’s Naviline system could be set up to do this if this was something that Council desired, noting that this would be a very large task. Ms. Rowe asked if a building could be listed on two (2) different registries and if buildings downtown that have a vacant business and also apartments are listed as business or residential. In response, Mrs. Townshend indicated that vacant buildings are listed only as vacant and the City’s level of inventory does not include information regarding whether the property is business or residential. Mr. Rowe asked if realtors who own properties are required to register properties through the City. He questioned if someone driving who saw a sign posted could have come to the City as a starting point to find information about a building, not necessarily its condition or what was needed to bring it up to code. Responding, Mrs. Townshend advised that most of the vacant buildings are not owned

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF FEBRUARY 8, 2017 PAGE 4 by realtors but by individuals, LLCs, or banks. She indicated that the City has information about who the responsible party is that owns the property and may or may not have information regarding who has listed it. Ms. Rowe stated her understanding that someone coming to the City who was looking for buildings would have to go to a realtor who would hopefully know all the vacant buildings or businesses, and this person could not click on a City page that would show the locations of vacant businesses. In response, Mr. Koenig stated that he, personally, would suggest that they go to a realtor, because they would then be connected with a broker or agent who would work tirelessly to put them in a space. He explained that realtors would work 24/7 and call their contacts and everybody who could put them in a space. Mr. Koenig advised that the City only knows what is registered as vacant. He advised that if something came up the day before, it may not be required to be on the City’s vacant building registry yet. He pointed out that calling the City versus a realtor could cause someone to miss an opportunity because the City would not know about this vacancy yet. Ms. Rowe asked what City areas are eligible for incentives. She noted that Route 8 was a country area with cornfields when she was growing up, but now it is considered the City of Dover. She advised that she had not received incentives and asked where the incentive area starts and ends. In response, Mrs. Townshend explained that there are a number of sets of incentives, including some that apply in the downtown area. Ms. Rowe was provided a brochure regarding the Downtown Development District (DDD) Program that included a map of the downtown area (Attachment #1). Mrs. Townshend stated that there is a set of incentives for vacant commercial and industrial buildings that provide some relief of the building permit fee, tax relief on the value of improvements, and a discount for applicable impact fees for commercial and industrial buildings that are over 5,000 square feet. In response to Ms. Rowe, Mrs. Townshend explained that DDD incentives are separate from the incentives for vacant commercial and industrial buildings. She stated that any building in the DDD district can qualify for incentives; however, the incentive with the 5,000 square foot limitation could apply outside of the DDD. Mr. Koenig advised that it is best to set up a meeting with staff to go over all the incentives, because they vary depending on location within in the City. He stated that information regarding incentives is on the City’s website and staff had reviewed incentive information with realtors, although realtors change and they may not always have current information. Mr. Koenig suggested setting up an appointment to go over the individual incentive packages, especially if there is an idea of an actual property where there is interest, noting that this is very much a one-on-one conversation. Mr. Koenig stated that, during the Council Retreat held on January 6, 2017, members discussed a business ombudsman position, which would potentially be a new position created in a future budget. He explained that people could make an appointment to see the ombudsman, explain what they want to do, and find out what incentives the City has to offer. Mr. Koenig advised that a businessperson could bring in their representatives, such as a real estate agent, engineer, or others representing their interests, and meet with a number of different staff people. He advised that the City does not have an ombudsman right now; however, there were many members of staff who could at least get Mr. and Ms. Rowe through the first couple of steps. Mr. Koenig indicated that one (1) of the current

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF FEBRUARY 8, 2017 PAGE 5 problems at the staff level was that people come in with an idea but do not bring in all the information, which in many cases they do not have. He stated that they may not have their agent or engineer with them, and everyone tries to make notes that may not make sense when they go back to review them. Mr. Koenig explained that the City was in a transition, reiterating that there had been discussion at the Council retreat about potentially having a person who could help people navigate some of the regulatory hurdles of opening a business, reach out to more people, and get more small businesses interested in the City of Dover. Ms. Rowe indicated that approximately five (5) staff members had come to her business. She stated that they did not have complete information, noting that some of them thought that she was eligible for the incentives. Ms. Rowe advised that she had a representative from every facet that she would need to make her business come to fruition. Mrs. Townshend stated that there had been staff there from the regulatory end but not the incentive end. She noted that the business was just outside the DDD. Mayor Christiansen suggested considering the expansion of the incentive district in the future. Responding, Mrs. Townshend advised that, under the State program, the City was limited to 225 acres for the DDD program and was maxed out. In response to Mayor Christiansen regarding other City incentives, Mr. Koenig advised that these incentives were at the pleasure of Council. Mayor Christiansen stated that Mr. and Ms. Rowe could appeal to Council through the Economic Development Committee, and Ms. Rowe asked for the process for this. Mrs. Townshend advised that this would require a legislative change and that this was something that could come out of the Committee. Mayor Christiansen asked Ms. Rowe to write a letter to the Economic Development Committee making her request. Mrs. Townshend stated that TR Rowe Nail Spa was under 5,000 square feet, and Ms. Rowe confirmed this. Mrs. Townshend advised that if the business was larger than 5,000 square feet, it would have been eligible for one (1) set of incentives, so it may be a matter of reviewing the current 5,000 square foot threshold. Organizational Items During their meeting of September 13, 2016, the Committee considered the Economic Development Committee Transition Discussion and deferred this matter, due to time constraints. Identify Meeting Roles Mayor Christiansen advised that he would be a non-voting, ex officio member of the Committee, as specified by Council. He noted that Councilman Hare would represent the Legislative, Finance, and Administration Committee, Councilman Cole would represent the Utility Committee, Mr. Koenig would serve on the Committee as City Manager, Mrs. Townshend would represent the Planning Office, and Mr. Hammond and Mr. Sheth were citizen members. He explained that the Committee was established by Council’s action in 2016 and the structure was amended by adding additional members. Mayor Christiansen stated that the Economic Development Committee is a

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF FEBRUARY 8, 2017 PAGE 6 Council committee, and appointments are made by the Council President and approved by Council. He stated that the membership of the Committee had been established by the members of Council. Mr. Bobby Wilson asked if another African American would be appointed to the Committee. In response, Mayor Christiansen explained that he could not answer this and suggested that Mr. Wilson ask the Council President, because he made the appointments to the Committee. Discuss and Adopt Ground Rules for Future Meetings Mr. Koenig questioned how the agenda would be set for future meetings and noted that all the other agendas for Council committees are set at the Council President Agenda meeting. Responding, Mayor Christiansen stated, since he was charged with the responsibility of chairing the Committee, that members should present agenda items to him, and the agenda would be established through him. Mayor Christiansen advised that the public should contact Committee members or the Mayor if they would like to bring items forward for the agenda. Mayor Christiansen stated the desire to meet every two (2) weeks and noted that there were requirements under the State of Delaware Freedom of Information Act (FOIA) to post meeting agendas seven (7) days prior to each meeting. Mrs. Jody Stein, City Clerk, noted that the agenda title deadline is typically approximately 12 days before each meeting. Mr. Christiansen suggested having information to the Mayor’s Office on days of the Council President’s agenda meeting. Mayor Christiansen stated the desire to hold meetings every two (2) weeks and suggested 2:00 p.m. on Wednesdays. Mr. Koenig moved to meet at 2:00 p.m. on the Wednesdays that the Council President’s agenda meeting are held, seconded by Mr. Cole and unanimously carried. Mayor Christiansen stated that Dr. Michael Casson, Delaware State University Center for Economic Development and Trade (UCEDIT) Program, would like to make a presentation on behalf of Delaware State University at the Committee’s second meeting in March. In addition, he noted that he had invited Mayor Mike Purzycki from Wilmington to speak to members and this would be added to the agenda as soon as Mayor Purzycki provided a firm date. Mr. Frederick Tolbert asked if meeting minutes would be made available. Responding, Mrs. Townshend explained that minutes would be posted to the City’s website. Mrs. Townshend noted that the Committee would have meetings on March 1, 2017; March 15, 2017; and March 29, 2017. Mr. Moore moved for adjournment, seconded by Mrs. Townshend and unanimously carried.

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF FEBRUARY 8, 2017 PAGE 7 Meeting adjourned at 2:39 p.m. Robin R. Christiansen Chairman RRC/JS/js/dk Attachments Attachment #1 - Brochure - Dover’s Downtown Development District - Overview S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Committee-Minutes\2017\02-08-2017 Economic Development Committee.wpd

ATTACHMENT #1 Economic Development Committee Meeting of 02/08/2017 Downtown Redevelopme~t High Priority Target Area . ~ For More Information: Department of Planning & Inspections Phone : 302-736-7196 ' IN Fa x: 302-736-4217 http:! / www.cityofdover.com/ Pian ning- and-ln sp ecti o n s Economic Development Office Phone : 302-678-4858 Fax: 302-678-2132 http:! / www .cityofdove r.com / Economi c- Developmentl Dover City Hall 15 Looc kerman Plaza Dover, DE 1990 1 Dover's Downtown Development District- Overview Februa ry 2015

Dover's Downtown State of Delaware City of Dover Incentives City of Dover Incentives, Development District Downtown Development District cont' d Business License Fee Waiver Grants On Sunday January 11 , 2015 + For new businesses o r businesses Property Tax Abatement Governor Jack Markell announced + Admin istered by Delaware Stat e + 10-year abatement of prope rty tax that expand or relocate to the HPTA Housing Authority. he had selected, Dover as a on or after March 1, 2015, City of on the value of improvements. Downtown Development D istrict. + Up to 20% cash rebate for qualifying Dover Business License Fee wa iver + 10-year period begins with issuance construction projects (capped at $1 of the building permit. Established in the Downtown for three years . million/ property). Development Districts Act of 2014, + All businesses are required to obtain + http://www.destatehousing.com/De a City of Dover Business License, Additional City of Dover Incentives Downtown Development Districts are designed to: velopers/dv ddd .php but the fee for the license will be + Homeownership Incentives. + For questions call (302) 739-4263 . waived . + Tax Credit for Historic Properties. Spur private capital investment; State Historic Preservation Tax Transfer Tax Rebate Stimulate job g rowth and Credits + For properties that transfer on or Kent County Incentives improve the commercial vitality; + Administered by the Division of after March 1, 2015, the property + Kent County will match the State's Help build a stable community of Historical and Cultural Affairs. owner shall be eligible for a rebate Downtown Development District long term residents; and of the buyer's portion of the real + Assists with the preservation and grant, up to $10,000. Assist municipalities in rehabilitation of historic buildings . estate transfer tax upon issuance of + Contact Kent County Economic strengthening neighborhoods + http://history.delaware.gov/preserva a certificate of occupancy, provided Development at (302) 678-3028 . while harnessing the attraction that a certificate of occupancy is tion/taxcredit.shtml that vibrant downtowns hold for issued for improvements to the + For questions call (302) 739-7400. Downtown Dover property within five years of the talented people, innovative small businesses and residents from all payment of the real estate transfer Partnership Incentives Sustainable Energy Utility ta x. walks of life. + Fa~ade Improvement Matching Expanded Home Performance with Grants to help business owners Construction projects and new Energy Star Program to include: Permit Fee Waivers improve their storefronts. businesses within Dover's Downtown + Waiver of building, plumbing, + Energy Audits for $50 (normally they + DDP will reimburse architectural Development District (referred to in are $200) . mechanical & fire protection perm it expenses up to $5,000 for new or City Code as the High Priority + High rebates for energy efficiency fees . expanded businesses in the HPT A. Target Area) may qualify for a improvements. Impact Fee Waiver + For more information, contact the variety of incentives from the State + Include Commerical Units less 2,500 Downtown Dover Partnership at of Delaware, Kent County, the City S.F. in mixed-use buildings whe re + Waiver of City sewer and water (302) 678-2940. of Dover, and the Downtown Dover residential units are being audited . impact fees . Partnership. + For information , call 1-877-524- 1337 .

ECONOMIC DEVELOPMENT COMMITTEE The Economic Development Committee met on March 1, 2017 at 2:03 p.m. with Mayor Christiansen presiding. Members present were Mr. Hudson, Assistant City Manager; Mrs. Ann Marie Townshend, Director of Planning and Community Development; Mr. Hammond; Mr. Gregory Moore, President, Downtown Dover Partnership (DDP) Board of Directors; and Mr. Sheth. Mr. Cole, Mr. Hare, and Mr. Koenig were absent. AGENDA ADDITIONS/DELETIONS Mrs. Townshend moved to defer Item #1A - Adoption of Mission Statement until the next meeting and to approve the agenda as amended. The motion was seconded by Mr. Hudson and unanimously carried. NEW BUSINESS Request for Incentives - Nail Spa by TR Mrs. Ann Marie Townshend, Director of Planning and Community Development, referred to the letter dated February 17, 2017 received from Ms. TR Rowe, Nail Spa by TR, requesting incentives. She explained that the letter requested that a variety of incentives that are available within the Downtown Development District (DDD) be applied to Nail Spa by TR, and Mrs. Townshend noted that this would mean applying the incentives to an area larger than the DDD. Referring to the list of incentives requested in the letter, Mrs. Townshend explained that incentives #1 - Architectural Support and #2 - Facade Improvement Grants were Downtown Dover Partnership (DDP) incentives that the City of Dover does not have authority over and could not act on. She advised that incentive #3 - Sustainable Energy Utility and #7- Kent County Incentives were administered by Kent County, noting that #7 applied only to projects in the State’s designated DDD. Mrs. Townshend advised that the remaining incentives, which were in the City’s purview to consider, included #4 - Business License Fee Waiver, #5 - Permit Fee Waiver, #6 - Property Tax Abatement, and #8 - Square Footage. Members were provided Appendix E - Commercial and Industrial Building Redevelopment Incentives of the Dover Code (Attachment #1). Mrs. Townshend explained that it is this section of the code, rather than the DDD incentives, that requires a 5,000 square foot minimum. Mrs. Townshend stated that the business license fee waiver incentive was created when the City submitted its DDD application. She noted that the application requested that the City develop incentives that would be specific to the district and would not be Citywide; therefore, she stated that she did not believe the City was in a position to alter this incentive. Mrs. Townshend stated that she thought an option that might be available to Council, if they wanted to move forward, would be to consider the commercial and industrial building redevelopment incentives in Appendix E. She noted that these incentives are slightly different and not quite as generous as the DDD incentives, nonetheless they have some cash value. Mrs. Townshend explained that Appendix E addresses vacant commercial and industrial buildings or tenant spaces and tries to encourage their utilization. She noted that a minimum 5,000 square foot floor area had been set for projects to qualify for these specific incentives, and if this requirement was eliminated,

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF MARCH 1, 2017 PAGE 2 a project such as the Nail Spa by TR would be eligible for the incentives under that program. Referring to Appendix E, Article III - Incentives, she pointed out that the program allows for a partial waiver of permit fees, and that 50% of the fees for building, plumbing, mechanical, and fire protection permits would be waived, as well as 50% of the City impact fees. Mrs. Townshend advised that there would be a property tax waiver not to exceed 10 years on the value of the improvements. Mrs. Townshend stated that if members wanted to entertain projects such as this in the future, simply striking the 5,000 square foot minimum would work. She noted that if they wanted the change to apply retroactively to the requested project, an ordinance amendment would be needed to strike the 5,000 square foot minimum and include a retroactive date so that the amendment could be applied to any other property that would qualify. Mrs. Townshend cautioned members that if the amendment is retroactive, the City would be refunding money that it has already collected due to the need to be fair. She stated that the 5,000 square foot minimum could not be stricken for just one (1) business and not for others. Mr. Moore asked if the response to the request for incentives #1 and #2 would be that applications for these incentives must be filed separately to the DDP. Responding, Mrs. Townshend explained that Nail Spa by TR was outside the downtown area; therefore it would not qualify. She advised that the answer from the City would be that incentives #1, #2, #3, and #7 are not within the City's purview to do anything about, but the City could specifically look at Appendix E of the code to address the fee waiver request. Ms. TR Rowe, TR Rowe Nail Spa, 1188 Forrest Avenue, explained that her business is located in an area on Forrest Avenue that was expanding, noting that Autozone, Starbucks, a bank, and some more facilities will be coming out that way. She stated that, although this was not a historic district like the downtown area, people would be employed, which would help the City of Dover, and this was why she was asking for these considerations. Mayor Christiansen suggested forwarding this matter to Council for assignment to the Legislative, Finance, and Administration Committee for review of Mrs. Townshend’s recommendations and the recommendations of the Committee, and perhaps consider the request for reciprocity on the current project to hopefully encourage expansion once everything else out there starts to expand. Mrs. Townshend moved to forward this matter to Council and to present a proposed amendment to the ordinance to the Legislative, Finance, and Administration Committee, along with a retroactive date and the number of other permits and properties the amendment would apply to, so that there would be a sense of what the amendment would do to the revenue that had already been collected. The motion was seconded by Mr. Sheth and unanimously carried. Presentation - Icehouse Entrepreneur Development Program (Clayton Hammond) Mr. Clayton Hammond, President, Delmarva Black Chamber of Commerce, advised that minority entrepreneur businesses are growing three (3) times faster than general businesses and that the Delmarva Black Chamber of Commerce felt a need to begin to accelerate or replicate that growth

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF MARCH 1, 2017 PAGE 3 in Dover. He noted that a significant number of the businesses making investments in downtown Dover are African American businesses. Mr. Hammond explained that small businesses are important to the economy of Dover because of the desire not to have the economy specifically linked to large corporations such as Kraft-Heinz, whose decisions are not made locally but outside of Dover. Mr. Hammond indicated that the Delmarva Black Chamber Icehouse Program is unique in that it is not a traditional entrepreneur development program, most of which focus on developing business plans. He stated that the Icehouse program helps to provide an understanding of how to adopt the entrepreneurial mindset to low-income people, the youth, people who are engaged in activities that are not positive, and people involved in workforce development. Mr. Hammond stated that there are certain qualities and characteristics that denote successful entrepreneurs and, while a lot of programs help develop business plans, they do not necessarily relate to what it takes to have the mindset of being an entrepreneur. He advised that the Icehouse program was developed by the Ewing Marion Kauffman Foundation, in Kansas City, which is the premiere entrepreneurial foundation in the country. Mr. Hammond stated that the program immerses individuals in the real world of entrepreneurship with various projects that relate to their development skills. He noted that participants are partnered with successful entrepreneurs in their field, because there is nothing better than learning how to be successful from successful people. Mr. Hammond advised that everybody may not be an entrepreneur and the timing of being an entrepreneur is critical; however, everyone can benefit from an entrepreneurial mindset, whether they are a business owner or an employee. He indicated that this program offers a framework for participants to lift themselves up out of poverty and have an empowered mindset, apart from an employer controlling their destiny. Mr. Hammond stated that the initial concept was to have 10-12 participants; however, there had been challenges in coming up with that number, noting that they had four (4) confirmed participants. He advised that participants are required to attend for seven (7) weeks, and those who cannot attend may not participate. Mr. Hammond indicated that many people had said that the $200 cost was too much for them, even though it was broken down into weekly payments. Mr. Hammond explained that there were several issues they hoped to address over the next few weeks, including coming up with a pool of applicants. He expressed their commitment to a target date of April to start the program. Mr. Hammond advised that they wanted to enlist more churches and organizations in the City to be trusted messengers in getting the word out and utilize print and broadcast media more to enlighten readers and viewers about the program. He noted that they had received feedback that many people thought the program was only for black people because the Delmarva Black Chamber of Commerce’s name was put on the flyer, even though it was clearly stated that it was for everyone in the City. Mr. Hammond stated that, in the future, their name would take taken off when marketing. Mayor Christiansen asked if the Delmarva Black Chamber of Commerce would be interested in co-joiners to the program. Responding, Mr. Hammond stated that they would be happy to add the Downtown Dover Partnership (DDP) and Restoring Central Dover logos to make this broad based. Mr. Hammond advised that they would also partner with the Dover Housing Authority and the

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF MARCH 1, 2017 PAGE 4 Delaware State Housing Authority to reach their population, which is a target population that includes people on assistance and those who are trying to lift themselves up. He advised that they would provide scholarships for select low income people in the target area and throughout Dover. Mr. Hammond stated they hoped that these plans would help them reach their target goal of 10 participants, noting that it did not make sense to invest time and money for only four (4) participants. He explained that they were committed to the program and thought it would be helpful in creating home-based businesses, internet businesses, and micro-enterprise in the City that would produce jobs, revenue, personal income, and licensing fees. Mayor Christiansen noted that Dr. Michael Casson, from the Delaware State University Center for Economic Development and Trade (UCEDIT ) Program, would be making a presentation on business incubation to the Committee, and asked if the Icehouse project could dovetail with Dr. Casson’s efforts. In response, Mr. Hammond that it could, noting that workforce development people were part of their target market. He noted that for many years the State had said that unemployment money could be used for entrepreneur training, and this was a target market that was needed. Mr. Hammond indicated that he had already spoken to Dr. Casson about this. Mayor Christiansen questioned if Mr. Hammond was working with any other partners in the community. Responding, Mr. Hammond stated that they were reaching out to the Cen-Del Foundation and were trying to move past the view that this program was just for black people. Mr. Hammond asked for additional suggestions, noting that they would be happy to partner with anyone because they feel this is a great program that had met with a lot of success in other cities and that they just had to get the word out. Responding to Mayor Christiansen regarding the program’s funding, Mr. Hammond stated that funding was through the DDP and Restoring Central Dover. Mr. David Hugg, 125 West South Street, Smyrna, Delaware, asked if Mr. Hammond was touching base with the Kauffman-funded One Million Cups program at Delaware Technical and Community College. He noted that this program has a similar focus, meets every Wednesday morning, and is for predominantly new entrepreneurs. Mr. Hugg explained that a group from across the business and government spectrum talks with program participants about their businesses or business plans and noted that this is a very good program. In response, Mr. Hammond stated that he had held conversations with people about this program, noting that the One Million Cups is for existing businesses, which would be next in the process and part of the evolution. He indicated the need for Icehouse to partner with One Million Cups since people need to develop a business plan. Mr. Hammond stated that their target market would be to help people understand the concept of being an entrepreneur, noting that not everyone is or should be an entrepreneur. In response to Ms. TR Rowe regarding when the program would be held, Mr. Hammond explained that Saturday seemed to be the only day that people could participate, and it was found that evenings did not work. Mr. Hammond indicated that the program would be held on seven (7) consecutive Saturdays at Whatcoat Church from 10:00 a.m. to 2:00 p.m. and lunch would be provided. Mayor Christiansen asked if the program would also be beneficial to established businesses, noting that some businesses could use assistance. Responding, Mr. Hammond advised that it would be useful for some entrepreneurs who do not understand the nuances of business. However, he

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF MARCH 1, 2017 PAGE 5 suggested that those who have businesses that are up and running would benefit more from going to the Small Business Development Center or One Million Cups. Mr. Hammond explained that Icehouse was geared toward those who are interested in pursuing entrepreneurship but do not know how to do it. Mrs. Kim Hawkins, Human Resources Director, asked who the instructors are. Responding, Mr. Hammond advised that the instructors are local experts in the field and that the program’s core themes are opportunity, resources, wealth creation, and choice. He stated that Mr. Mike Cassidy from the Delaware Economic Development Office had been invited to discuss opportunities. Mr. Hammond indicated that the program’s facilitators had gone through the Icehouse training program, noting that he and someone else in his division were the only people certified in the State of Delaware. Mrs. Townshend indicated that flyers for the program were available in the lobby of City Hall. In response to Ms. Rowe regarding posting information on Facebook, Mr. Hammond indicated that several people had put information on Facebook and Linked In; however, there was a need to connect with people to help them understand the program and how it would benefit them. He noted that they had met with people who did not want to participate to find out the disconnect and how to advance. Mr. Hammond stated that the program had been posted to the Facebook page for the Delmarva Black Chamber of Commerce and, and the Resident Empowerment Director for the Dover Housing Authority had also posted it on her Facebook page. Mayor Christiansen suggested approaching the Central Delaware Chamber of Commerce about putting it on their website, and Mr. Hammond stated that he would be speaking to them about this. Mayor Christiansen noted that Dr. Casson would be making a presentation to the Committee during the meeting in March and Mayor Mike Purzycki from the City of Wilmington would be presenting an overview of Wilmington’s economic development success in April. Mr. Hammond asked if Mayor Purzycki would be discussing what he had done for the riverfront or his vision for the City as whole. In response, Mayor Christiansen stated that Mayor Purzycki’s crowning glory was the riverfront; however, it was his understanding that Mayor Purzycki had a vision for continued economic development beyond the river involving Southbridge and other neighborhoods in of Wilmington. Mr. Kirby Hudson, Assistant City Manager, advised that Market Street in Wilmington was starting to take flight. He noted that Wilmington had received money through a program that the City of Dover did not get and business owners were recipients of those dollars. Mr. Hudson indicated that he lives in Wilmington and, when traveling through the area on a Friday night, parking cannot be found. Mr. Hudson explained that a couple of years ago this area had been a ghost town, and they were doing a good job in this area. Mayor Christiansen indicated that he and Mr. Hammond would be visiting businesses in the downtown area and throughout the City to check on their health. Mr. Hudson moved for adjournment, seconded by Mrs. Townshend and unanimously carried.

ECONOMIC DEVELOPMENT COMMITTEE MEETING OF MARCH 1, 2017 PAGE 6 Meeting adjourned at 2:27 p.m. Robin R. Christiansen Chairman RRC/JS/ Attachment Attachment #1 - Appendix E - Commercial and Industrial Building Redevelopment S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Committee-Minutes\2017\03-01-2017 Economic Development Committee.wpd

ATTACHMENT #1 Economic Development Committe Meeting of 03/01/2017 Dover, DE 'ode oi'OrdinanC\.'S APPENDIX E- COMMERCIAL AND INDUSTHIAL BUILDING REDEVELOPMENTill Footnotes: --- (11- - Editor's note-f'lliltect h ~'lf.'lllt: the Comtneroal and lndustnal lfwldmf?li'edt'llt'lopment Ordt!Ji i/ICI.' of the dW Ord!lld/IC, No. ;,'0 1.?· o;:: ,.7s ddopted on Apn/ 9, 2012. Amt•ndments to the orditJclllt'l' .~, 'mdic,Jtt•d hy p i lt enthetic.JI his/my no/t'S fullowin.g amended ptovt~~ion s. The dbsence of;1 hi -roty note t/1(/fal/t'S til<~t the pl(wision remains unchanged tiom tiJf' origt/7.7/ ardinance. Obvi(lUS misspelltiJgs ,md punctuatton ettots h.we /wen corrected wdhout notation. Adddions made for clanty are indicated by brackt'fs. ARTICLE I.- INTENT The city council has deemed it to be in the best interests of the residents of the city and in furtherance of their health, safety, and welfare to promote the renovation and utilization of commercial and industrial buildings on the city's principal commercial corridors. In order to promote the business growth and reutilization of vacant commercial buildings along these corridors, city council has determined that incentives in the forms of tax abatements, impact fee waivers, and building permit waivers should be offered. ARTICLE II.- ELIGIBILITY Section 1. - Eligible project. Eligible project shall mean the renovation and establishment of a business in an existing commercial or industrial building or tenant space which: (a1-15-a-mffiifflttm Df 5,000 S<:jttare-feet-ef-f+eer- ar-ea;-efttl (b) The fair market value of the materials to be used in and the labor to be performed on the project exceeds the sum of $15,000.00; and (c) Is for commercial, industrial, or office use; and (d) The establishment of a new business is proposed; and (e) Conforms to the intent of this ordinance. Construction or renovation of accessory buildings as defined in Appendix 8-Zoning, Article .12.-Definitions, of the Dover Code of Ordinances shall not be eligible for redevelopment incentives. Construction or renovation which constitutes ordinary replacement or routine maintenance sha!! not qua!!fy as an e!igib!e project. Construction of new buildings sha!! not qualify as an eligible project. ( Ord. No. 2014-01.2-10-2014) . , l,. r • • • 4 .I .. 1 "•. 1

Dowr, DE Code of Ordinances Page 2 of 4 Section 2.- Redevelopment. incentive ineligibility. An otherwise eligible project shall be ineligible for redevelopment incentives if: (a) An application for a building permit for the project was filed prior to the effective date of this ordinance; or (b) Construction or renovation commenced prior to the effective date of this ordinance; or (c) Issuance of the certificate of occupancy and/or the completion and finalization of the building permit occurs before the application for redevelopment incentives is received; or (d) Construction or renovation commenced prior to the issuance of a building permit by the City of Dover; or (e) The subject property is exempt from City of Dover real estate taxes; or (f) The beneficiary of the incentives is delinquent on any of the obligations listed in section 1-13(b). For the purposes of this section, the beneficiary of the incentives shall include the person or artificial entity that receives the incentive and the owner of one-half or greater interest in an ( Ord. No. 2014-01. 2-10-2014 j Section 3.- Revocation of eligibility. The beneficiary of the incentives provided by this Appendix must remain current on all obligations due the city. If, at any time after the incentives have been granted, the beneficiary of the incentives becomes delinquent on any of the obligations listed in section 1-13(b), the city manager shall revoke the eligibility for any portion of the incentives not yet received by the beneficiary. Notice shall be given to such beneficiary in writing. For the purposes of this section, the beneficiary of the incentives shall include the person or artificial entity that receives the incentive and the owner of one-half or greater interest in an artificial entity that receives the incentive. ( Ord. No. 2014-01.2-10-2014) ARTICLE Ill.- INCENTIVES <.l bu! 11 :hl:tnk . I 3/ 1/1017

Do ver, DE Code ot'Ordinancl:s Page 3 of 4 Section 1. -Waiver of fees. Renovations meeting the eligibility requirements shall be eligible for the following incentives: (a) Parlt~7/ waiver ofpermit fees. Fifty percent of the fees for building, plumbing, mechanical, and fire protection permits shall be waived for eligible projects. Sign permit fees shall not be waived. (b) Partial waiver of impact fees. For projects where renovation will constitute an increase in equivalent dwelling units (EDU's) and require payment of impact fees, fifty percent of the city's portion of the water and sewer impact fees shall be waived . The Kent County impact fees and administrative charges shall not be waived. Section 2. -Tax abatement. Eligible projects shall receive property tax waivers for a period not to exceed ten years so that improvements to the properties made in accordance with the intent of this ordinance will not be taxed for a period of time not to exceed ten years from the date of the making of the improvements. The said ten-year period will commence with the date of issuance of a building permit. The property tax waiver shall apply only to the improvements and not to the property value assessed prior to the improvements. ARTICLE IV.- ADMINISTRATION The city manager and his staff shall develop the administrative procedures necessary to implement this ordinance. The city manager and his staff shall promulgate reasonable standards to be used in determining whether an eligible project shall receive redevelopment incentives and, if so, which incentives shall be granted. Administrative staff shall review applications for redevelopment incentives and grant incentives to eligible projects. Applicants shall be notified in writing of the action taken on their applications. ARTICLE V. -APPEALS Applicants denied redevelopment incentives shall have the right to appeal the decision to the city council vvithin 30 days from the date of mailing of the formal notlficution . Such a ppc~! shJ!I be in writing, signed by the owner of the property in question, and filed with the city clerk. ARTICLE VI.- SEVERABILITY AND EFFECTIVE DATES 1/1 /') 1\1 7

Dover, DE Code of Ordinances Page 4 of4 Section 1.- Severability. Should any section or provision of this ordinance be declared to be unconstitutional or otherwise invalid, such decision shall not affect the validity of the ordinance as a whole or any part thereof other than the parts so declared to be unconstitutional or invalid. Section 2. - Effective dates. This ordinance became effective April 15, 2012. The provisions of this ordinance shall no longer apply after December 31, 2018. ( Ord. No. 2014-16.6-23-2014)

COUNCIL COMMITTEE OF THE WHOLE The Council Committee of the Whole Meeting was held on February 28, 2017 at 6:00 p.m., with Mr. Hare presiding in the absence of Council President Slavin. Members of Council present were Mr. Anderson (arrived at 6:13 p.m.), Mr. Neil, Mr. Lewis (departed at 7:31 p.m. and returned at 7:48 p.m.), Mr. Cole (arrived at 6:04 p.m.), Mr. Hosfelt, and Mr. Hutchison. Mr. Sudler was absent. Mayor Christiansen (arrived at 6:18 p.m.) was also present. Civilian members present for their Committee meetings were Mr. Keller and Mr. Shelton (Safety Advisory and Transportation). Ms. Arndt and Mr. Blakeman (Utility) were absent. SAFETY ADVISORY AND TRANSPORTATION COMMITTEE The Safety Advisory and Transportation Committee met with Councilman Hosfelt presiding. AGENDA ADDITIONS/DELETIONS Mr. Hutchison moved for approval of the agenda, seconded by Mr. Keller and unanimously carried. Presentation by C. David Jamison - Speed Control Measures - Independence Boulevard During the Regular City Council Meeting of May 9, 2016, Council considered Speed Control Measures - Independence Boulevard and approved the recommendation of the Delaware Department of Transportation (DelDOT) and the working group for the roundabout, as recommended by the Safety Advisory and Transportation Committee. Mr. Hosfelt reminded members that discussions regarding traffic control measures for Independence Boulevard had begun during the Safety Advisory and Transportation Committee meeting of July 27, 2015. He noted that, over the course of time, there had been several meetings regarding this matter, and State Representative Sean Lynn and the Mayor’s Office had been involved in trying to help the people in this neighborhood and along the streets due to safety, speeding, and other concerns. He noted that, after speaking with residents, it was felt strongly that Mr. C. David Jamison and Retired Colonel Tom Dix, who lives on Independence Boulevard, should be heard from to get their opinions. Mr. Hosfelt explained that because action on this project was previously approved by Council, no action could be taken during this meeting and the matter would have to go back to Council. Mr. Hosfelt advised that Mr. Jamison and Colonel Dix would each be given 15 minutes to speak, and then members would hear from any residents who wished to speak regarding this matter. Mr. C. David Jamison, 423 Columbia Avenue, advised members that his son Kirk lives on Lamplighter Lane, and Mr. Jamison often visits him and goes to Capriotti’s, Ace Hardware, etc. He stated that when he found out a year ago that traffic calming measures were proposed, he communicated and met with Mr. Mike Somers, City Transportation Planner and Traffic Calming Project Manager, DelDOT; however, they agreed to disagree on this issue. Mr. Jamison explained that he had seen Representative Sean Lynn’s campaign flyers in September that promised proposed traffic calming measures. He advised that on three (3) separate occasions he had asked Mr. Lynn to meet to talk about the project; however, Mr. Lynn was committed to the working group’s plan,

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 2 so there was no need to meet, and they agreed to disagree. Mr. Jamison explained that he then researched the minutes of the City Council meeting of May 9, 2016 and decided that he would have to prepare a report evaluating the proposed traffic calming measures. He stated his belief that members had received a final copy of his report on January 27, 2017. (City Clerk’s Office Note: A report entitled “Independence Boulevard Traffic Calming Measures Report” (Attachment #1) was received via email from Mr. Jamison on January 23, 2017; the Mayor and members of City Council were copied on his email, and it was forwarded to the civilian members of the Safety Advisory and Transportation Committee on January 24, 2017.) Mr. Jamison reviewed a presentation entitled “Independence Boulevard Traffic Calming Measures Report.” Following his presentation, he noted that he had presented his message using common sense and hoped that members heard it using common sense. Mr. Jamison expressed his hope that, at the end of the day, he could say that everyone agreed to agree. Mr. Anderson asked if any money had already been spent on the project and, if so, how much. He also noted that upon reviewing the petitions of those opposed, none of those who signed were on Independence Boulevard. Mr. Anderson stated that he had noticed signatures from Green Blade Drive and other areas, but none were in the impact area. He indicated that an impact area survey is the responsibility of DelDOT, not the City, and asked if DelDOT had done the survey. Responding, Mr. Jamison stated that the survey was the result of flyers by people who were opposed to the project and was not an official survey; however, he would more than welcome an official one. Mr. Anderson stated that the official survey was supposed to have been mailed out by DelDOT and asked if Mr. Jamison knew the results from it. In response, Mr. Jamison stated that he was surprised that no one had brought this up at the meeting last May and questioned why the project was approved without the votes. He expressed his belief that Colonel Dix would verify that flyers were given out on Independence Boulevard, and explained that he did not know why they did not respond to it, but he assured members that they were delivered there. Mr. Jamison reiterated that this was not an official survey, which he would more than welcome, and was sure that anyone against the project would also welcome it. He stated that he was sure that the result would be the same. Mr. Hosfelt indicated that DelDOT had recently offered to do an official survey and there had been some conversation between himself and Mr. Lynn to get on the same page to make that happen. Mr. Anderson stated that there had been a Bicentennial Civic Association meeting where this was a hot topic, even though that area was broader than the probable impact area. He asked what the result of that meeting was. Responding, Mr. Jamison indicated that he was not there. Mr. Hosfelt informed members that, at the latest meeting, residents had basically four (4) different opinions, as follows: 1) leave it as is, with the traffic roundabout at Independence Boulevard and Colony Drive, which was the only thing that had been approved at this point in time; 2) do a traffic realignment, which was originally thought to be part of the motion but was not included the way the motion was worded; 3) do nothing at all; or 4) go with a digital speed sign. He indicated that the meeting was well attended and the majority wanted to disregard the traffic roundabout at Colony Drive and instead go with the traffic realignment along Independence Boulevard in the area of the park. He noted that this was the opinion of the majority of the residents, but it had been close.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 3 Mr. Hare noted that there had been some speeding issues on Wyoming Avenue, which has approximately 30 residents, and is approximately the same length as Independence Boulevard, which has approximately 13 residents. He stated that those in the Woodbrook area had been looking at stop signs but proposed a roundabout for that area in lieu of stop signs, which Mr. Hare indicated was not a bad idea. Mr. Hare asked, if the roundabout does not go forward on Independence Boulevard, that the money not be given to street repairs since it might be used to put a roundabout on Wyoming Avenue. Responding, Mr. Jamison stated that he was unsure what State representative district the Wyoming Avenue area would fall under. Mr. Hare noted that Senator Brian Bushweller and Representative Sean Lynn both represent this area. Mr. Hutchison commented that a radar speed sign had been placed on North State Street between Walker Road and Division Street. He stated that he traveled that road every day during the early morning, day, and evening and noted the behavior of people driving there had changed. Mr. Jamison noted that people do react to these signs. Mr. Keller stated that he agreed with Mr. Hutchison’s remarks, noting that the radar speed sign would be an excellent compromise. Mr. Lewis asked how much work DelDOT had already started or how much had been spent on this project. Responding, Mr. Jamison stated that he had been trying to get a set of plans. He indicated that he did not know if the project was on hold and to date he had only received conceptual plans. Mr. Lewis expressed his understanding that work had started on the project since it had been approved. Mr. Hosfelt explained that a representative from DelDOT would be speaking later in the meeting. Mr. Jamison commended Mr. Will Garfinkel, noting that Mr. Garfinkel was running as a candidate for City Council in the First District and gave time and effort to this project. He also stated his desire to salute all of the members of Council, explaining that it was not a high-paying job but members were giving their time and efforts to the City of Dover, and he appreciated and respected them. Mr. Jamison commented that Mr. Hutchison had decided not to run for re-election in the First District and noted that he had attended Dover High School with Mr. Hutchison. He stated that Mr. Hutchison was a man who stood up for what he believed in and would not back down. Mr. Jamison informed members that he, himself, had gotten an engineering degree and went to work for DelDOT as a highway engineer and then into private practice, noting that his focus had always been the safety and welfare of the traveling public. He advised that Mr. Hutchison became Chief of Police, Mayor, and Councilman, and his whole life had been dedicated to the safety and welfare of the citizens of Dover. Mr. Jamison asked that those present join him in showing appreciation to Mr. Hutchison and acknowledging all that he had done. Mr. Anderson noted that Mr. Hutchison had also served in the Delaware Army National Guard. Retired Colonel Thomas Dix, 664 Independence Boulevard, reviewed correspondence and attachments dated February 27, 2017, addressed to the Office of the Mayor and Council (Attachment #2). He referred to the comment in his letter that the DelDOT Traffic Calming Design

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 4 Manual indicates that radar speed signs “Can cause speeds to be reduced within a community,” and explained that “can” is a funny word that means able or possible; however, a radar speed sign had been on Bicentennial Boulevard since June and did not work. Colonel Dix stated that Mr. Doug Stamm, who lives right by the sign, had stated that it was ineffective. Colonel Dix expressed skepticism that substituting two (2) yellow lines and one (1) blinking radar light for proven traffic calming measures would solve all of the problems, stating that he felt that he had been trampled. He pointed out that there are 13 people who have an Independence Boulevard address, and over 250 people in Bicentennial Village. Colonel Dix advised that people who live on the end of a cul-de-sac and are coming off of a dead-end street were telling him what 5,000 cars are like going in front of his house. He indicated that when he moved there in 1999, he did not have 5,000 cars in front of his house, but he has them now. Colonel Dix questioned if this is how people should be treated, stating that it is not right to punish a minority group. Colonel Dix added that a single radar speed sign only works in one (1) direction and asked if there would be another one (1) for traffic going the other way. Colonel Dix noted that Mr. Jamison had mentioned that yellow center line stripes can reduce speeds by between two (2) mph and seven (7) mph, and emphasized that “can” indicates that this is possible but not highly probable. He noted that this had been proven since lines were painted and he expected speeds to reduce; however, they increased from 29.1 mph to 29.4 mph. Colonel Dix indicated that, in talking about the number of accidents on Independence Boulevard, Mr. Jamison had shown a site and mentioned an accident in 2013 when a driver hit the entrance sign. Colonel Dix advised that he knew that someone hit the marquee in 2014 and it was finally fixed in 2015, and he did not know where Mr. Jamison got his data from. Colonel Dix indicated that Captain David Spicer, Dover Police Department, had previously stated that there were 10 accidents in 2015 and that the year before there were only three (3). Colonel Dix expressed his opinion that this street was going to hell in a hand basket, and he thanked Captain Spicer for bringing this to everyone’s attention. Colonel Dix stated that Mr. Jamison had commented about a speed problem and referenced an average speed of 29 mph, as if this was okay. Colonel Dix indicated that this was not okay when the recent study showed that 9.2% were above the ticketing speed of 35 mph. He advised that averages do not tell anything and noted that, by simple math, an average speed of 29.1 mph can be the average between 34.1 and 21.1 mph. Colonel Dix advised that those who are traveling 25.1 mph are the ones who want to obey the speed limit, and those who are traveling just below 35 mph do not want a ticket. He estimated that 2% - 3% of the drivers go as fast as they can, noting that in the latest survey in February, three (3) cars were clocked at over 70 mph. Colonel Dix asked if he was living on a raceway and was supposed to put up with this. He stated that 250 people were telling 13 people that they do not have a problem and they begged to differ. Colonel Dix reiterated that he was a minority and did not want to be treated as a minority. Colonel Dix informed members that he had given over two (2) years of his life working on this project. He stated that when he started working on this project he recommended speed cushions and blocking the road at Redner’s. He indicated that he had listened to the best that Delaware could give as far as traffic calming. Colonel Dix noted that DelDOT has a whole section that does traffic calming that indicated that a roundabout and realigned intersection were needed. He stated that he

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 5 was not pumping anything and had just gone along with the people who were supposed to know what they are talking about, and noted that Mr. Garfinkel and Mr. Stamm had gone along with them too. Colonel Dix indicated that he was now being tortured by 250 people who do not live on Independence Boulevard. Mr. Neil commented that in theater the two (2) protagonists are the most important people and stated his belief that what Mr. Jamison and Colonel Dix had done was brilliant and the type of thing that members need to hear from citizens. He indicated that he would award them a tie; however, that would be the easy way out, and a decision would have to be made. Mr. Neil thanked them for their enlightening presentations and the time and effort they put into this matter, noting that they would make members’ job tougher rather than easier. Mr. Anderson, noting that Colonel Dix had stated that almost 10% of the traffic was above 35 mph, asked if the median speed was known. In response, Colonel Dix provided a report for Mr. Anderson to review. Mr. Lewis asked why the people who were now opposed to the project were not present to voice their opposition when it was approved by Council. Responding, Mr. Hosfelt explained that, from what he had heard, there was some confusion about whether or not those people were invited to meetings or they had not felt that they were notified properly. Mr. Lewis indicated that the meetings are publicized. Mr. Hutchison thanked Colonel Dix for the work he had done, noting that at the end of the day everyone was here for one (1) reason, public safety. He stated that he had 25 years in law enforcement, knows about public safety, rides up and down State Street every day, and radar systems and speed signs work. Mr. Hutchison advised that putting radar systems on either side and monitoring and reviewing this area would cost approximately $5,000, which would be a lot cheaper. He advised that if the radar systems did not work, there is a traffic study that says that the roundabout would be another alternative, and noted that the big project should not be done first. Mr. Hutchison informed members that he could not guarantee that the radar speed signs would work; however, he guaranteed that the traffic on State Street changed because of those signs. He stated that he was asking Colonel Dix and everyone else in the community to consider that if the radar signs are put up and they work, everyone would win. Mr. Hutchison explained that he was not saying anything against the study and roundabout because this could be plan B if the signs do not work. Colonel Dix commented that a study had been done, noting that a flashing radar light was put up on June 2nd on Bicentennial Boulevard. He reviewed an email regarding the flashing radar sign from Mr. Stamm (Attachment #2). Mr. Hutchison asked if signs were put both ways on Bicentennial Boulevard, and Colonel Dix advised that they were not. Mr. Hutchison noted that North State Street had signs in both directions. Mr. Lewis advised that he was not an expert on radar signs but had seen people speed right by them and not be a deterred at all. He indicated that they are not 100% effective.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 6 Mr. Keller explained that he had also been up and down State Street daily and had seen a definite decrease, noting that there would always be scofflaws no matter what the street or traffic control measures are. He questioned what the City had to lose with the $5,000 outlay described by Mr. Hutchison and noted that if it did not work, plan B could be used. Mr. Keller advised that he agreed 100% with this approach. Mr. Mike Somers, City Transportation Planner and Traffic Calming Project Manager, DelDOT, referred to Mr. Anderson’s questions regarding why a DelDOT survey was not done for the entire community. He explained that this was not a DelDOT project but a City of Dover project, and DelDOT was a support arm. Mr. Somers advised that DelDOT will give the City what is needed, do what the City asks them to do, and do the design work; however, in a municipality, the municipality governs the process. He explained that the option in Dover was whether the group wanted DelDOT to ballot the community or whether they wanted to go through Council and the group decided to take it to Council. Mr. Somers pointed out that DelDOT had not forgotten to do a survey, this was the way it was chosen to be done in this case. Noting that it was mentioned that DelDOT had offered to do a survey now, he explained that this was because of his concern that there was a disconnect. Mr. Somers indicated that there was confusion, one (1) group was saying that they wanted it, another group saying that they did not, and the votes were not all that far apart, so he made the offer to do a survey. In regard to the cost of the project, Mr. Somers advised that additional costs beyond what had been mentioned were not anticipated. In terms of the status, he indicated that everything was mostly done and the project was in the process of being passed around the department for review. Mr. Somers advised that, even though there was no impact outside of the right-of-way and there should not be any impact off the asphalt, the project must still be passed by the environmental group, etc., according to the rules. He noted that if it comes back stating that Americans with Disabilities Act (ADA) or other adjustments are needed, this will have to be done, but the plans were finished for the most part. Mr. Somers explained that the plans were not being handed out because they were not finished, and they do not hand out working draft plans. He stated that once plans are complete, they will be public record, and anybody who wants to see them would be more than welcome to do so. Mr. Anderson questioned how much had been invested in the project so far. In response, Mr. Somers stated that he had not brought those numbers with him but estimated a range of $25,000 to $30,000, noting that it was mostly consultant money. Mr. Anderson indicated that he had looked at the report that Colonel Dix provided to him for review, and noted that approximately 85% of the traffic was above the posted speed limit and approximately 45% was above 30 mph. He asked if this was within normal parameters. Responding, Mr. Somers indicated that this was getting into speculation; however, it was not uncommon to see those kinds of numbers on a fairly straight road like this. He noted that, other than the one (1) end where all of the houses were directly on the road, most of rest of the road was pretty open and there was nobody living on it directly. Mr. Somers advised that speed limits are set for a reason, they are not supposed to be suggestions, and police try to enforce a specific speed because those speeds have been designated as safe speeds for a particular route.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 7 For clarification, Mr. Lewis asked what stage DelDOT was at as far as work being done on the project, and if it was in the early stages of drafting, diagrams, and blueprints. In response, Mr. Somers stated that for the most part the plans were finished but were being passed around for in-house review. He explained that a contract had been lined up with a commitment to include this project on it, and the money had been allocated and approved, so DelDOT was ready to move. Mr. Lewis asked if the money had been disseminated. Responding, Mr. Somers stated that the money had been contributed by the legislators, transferred to the programs, and was ready to go. He pointed out that it is Community Transportation Funding (CTF), which is an allocation of funds that each legislator receives annually for projects in their district. Mr. Somers noted that the City also receives money directly without the legislators’ involvement, and Mr. Anderson advised that it was Municipal Street Aid. Mr. Somers stated that these funds are supposed to be used within the City. Referring to Mr. Hare’s comments about using the money somewhere else, Mr. Somers indicated that this was not necessarily the case, noting that he would not get into the legislators’ business about this. In response to Mr. Lewis about whether the funds could be used elsewhere, Mr. Somers indicated that the legislators could put it somewhere else, but it would have to be a similar project. He noted that the funding was there and if it is not grabbed when it is available, it may or may not be available next time. Mr. Somers reiterated that he would not presume to get involved in the legislators’ business about this. Mr. Neil asked, if this matter was put on hold for now and had to be brought back at a later time, whether the City would lose any of the plans or if anything would change regarding what had already been done. In response, Mr. Somers stated that a month-and-a-half ago, when he was told that there were questions, he discussed this in-house with his supervisor. He stated that, regardless of what comes out of the process, DelDOT will finish the plans, and if the City decides not to move forward, DelDOT will still have the plans. He cautioned that the plans would have to be reviewed to make sure that nothing has changed with the laws and regulations if this moves forward in two (2) to five (5) years; however, they probably would not have to be changed much. Mr. Somers noted that the money was another issue, and it may or may not be there. He indicated that the plans would be recorded, archived, and set aside until they are called upon. Mr. Shelton asked how long the money would be allocated for. Responding, Mr. Somers estimated that funds would be in place for this project for a maximum of four (4) years; however, he explained that he did not know what that would mean if the funds were moved out of this project into something else. He indicated that he thought that the legislators have to use their money annually within at least a four-year period, after which it would no longer be available. Mr. Shelton asked if enough money had been allocated for a roundabout if they chose, or for the radar speed sign. Responding, Mr. Hosfelt stated that money was allocated for both. (City Clerk’s Office Note: Subsequent to the meeting, Mr. Hosfelt advised the City Clerk’s Office that funds had been allocated for both the roundabout and the traffic realignment; however, there was no mention of an allocation for radar speed signs.)

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 8 Mr. Shelton stated that he agreed with the plan to stay with the radar speed sign; however, he noted that he drives on Mifflin Road every day, which has a roundabout, and had seen how it stops the flow of traffic, which he stated was not a bad idea. He indicated that he liked Mr. Hutchison’s comments about looking at the radar speed sign initially and moving on to the next thing if that does not work. Mr. Keller asked how much of the $77,000 outlay the $25,000 would entail. Responding, Mr. Somers explained that the design money is part of DelDOT’s in-house budget. Mr. Hosfelt explained that this project would not cost the City. Mr. Somers reiterated that the funds would not come out of the City’s budget but would be CTF money. He indicated that the City would have nothing to lose financially by doing the project, it was a matter of whether the City has an interest in doing it. Mr. Lewis stated that he was baffled because testimony had been heard by Colonel Dix that they had already put up a radar sign in the community and it was ineffective, so he did not understand why they would want to spend money to do the same thing again. Responding, Mr. Hare stated that the sign had been put up on Bicentennial Boulevard, rather than Independence Boulevard. Mr. Hosfelt asked Mr. Somers if, in his opinion, traffic calming was needed on Independence Boulevard. In response, Mr. Somers expressed his belief that there was a concern and that the community certainly believed it. He noted that, at a community meeting held a few days prior, even the people who did not necessarily love the notion of a roundabout were collectively not opposed to doing something. Mr. Somers stated that this had been just a straw vote at an individual meeting; however, even the people who did not want to do anything felt there was a concern. Mr. Hosfelt asked if Mr. Somers thought that it was a matter of both things working together or if one (1) approach or the other should be tried. In response, Mr. Somers advised that each measure, whether a stop sign, roundabout, or realigned intersection, would have an area of influence that is generally 250 to 300 feet, depending on the measure, noting that this area is not always the same everywhere. He explained that a combination of measures breaks speeding more effectively than having one (1) or two (2). Mr. Somers indicated that when most rational people are coming out of a roundabout, and know there is a stop sign 300 or 400 feet down the road, they will not greatly increase their speed; however, he noted that people are not always rational. He advised that if people know there is something else coming they will stop trying to make up time, because they know they will not be able to do so. Mr. Hosfelt thanked Mr. Somers, noting that he had been available anytime he was asked to come out in the evenings or to attend different community meetings and had answered questions. He expressed appreciation for Mr. Somers’ help with this project. Mr. Somers invited those who needed more information to contact him directly. Dr. Dina Vendetti, Principal, St. John’s Lutheran School, 1156 Walker Road, stated that she was representing the parents of students at Saint John's and noted that the school uses Continental Park for several activities. She explained that their property does not have any playing fields on it, so this is the closest field they can use. Dr. Vendetti advised that they sometimes use the park for physical

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 9 education classes, but their biggest use of the park is a two-day field day event where several parents participate. She informed members that she put this matter out to parents and was unsure how concerned they would be, and the result was three (3) pages of a petition. Dr. Vendetti explained that their concern was about parking, noting that she had heard two (2) reports of what the area would look like after the project was complete. She stated that if parking was eliminated on the Continental Park side of the street, this would be a problem for them in using the park and for their parents to be able to participate in the activities of their kids. Dr. Vendetti stated that she understood that there was parking on the other side of the street; however, little kids were being discussed. She indicated that parents were not thrilled about the idea of walking the children across the street, and it was much more convenient and much easier for them to pull up alongside the park and be part of the activity. Dr. Vendetti advised that most of them do not live in that neighborhood so it is not really their fight, but their concern was the use of the park and the availability of parking near the park. She asked, whichever route the group decided to go, that members be aware of this and save as many parking places as possible. Ms. Carolyn Courtney, 24 Lamplighter Lane informed members that she was native to Dover and chose and bought her house in May 1996 because it was in the center of Dover. She indicated that she had two (2) children at the time and it was close to commerce, her parents, and her family. Ms. Courtney stated that at night she has to listen to cars racing up and down the roads, and that she can hear the cars on Walker Road, and the train from her house. She advised that when you live in the City, these are some of the things you deal with; however, it had been a blessing to have a nice, wide street in the neighborhood that had been a place for her and her children to walk, ride bicycles, or rollerblade. Ms. Courtney stated that the occasional yahoo who drives down Independence Boulevard at full speed and runs stop signs would do this on any street, and it was not up to the City to fix this with a traffic circle by taking parking away from a park. Ms. Courtney noted that Dr. Vendetti had stated that her school uses the park during the day. Ms. Courtney indicated that she had been there at night and seen teens use it for practice and pick-up games for those who show up and play football. She advised that taking the parking and narrowing that section of Independence Boulevard in front of Continental Drive would be an injustice to everyone who uses and appreciates it. Ms. Courtney stated that jumping to traffic circles would be way too fast, noting that there is not that big of a problem on her road. She suggested trying other calming measures and noted that when she sees the blinking signs on Wyoming Avenue and State Street, she looks down, checks herself, and slows down. Ms. Courtney explained that the striping on Independence Boulevard had happened while she was on vacation and at first she thought it was a ridiculous waste of money; however, in the month since, she thought that the striping had helped tremendously. She expressed her belief that the speed limit signs would help on Independence Boulevard, rather than jumping to the measures proposed by Colonel Dix and the committee of three (3) or four (4) people supposedly representing the entire neighborhood. Ms. Courtney advised that, in addition to Bicentennial, the neighborhood included the Greens Association. She explained that these were the townhouses on the west side of Independence Boulevard who were never included in any of this, and she stated that it was an injustice to let four (4) or five (5) people speak for everyone.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 10 Noting that Ms. Courtney had stated that there were only three (3) or four (4) people on this committee, Mr. Lewis asked if there was public notice put out that the committee was being formed and if Ms. Courtney had been aware that this was going on. Responding, Ms. Courtney stated that she knew nothing about it in the beginning, had seen it one (1) time on the Council agenda, and it was then gone and she heard it was a done deal. She indicated that she had received no mailing, flyer, or notice. Mr. Lewis stated his understanding that the homeowners’ association has a Facebook page and asked if Ms. Courtney was privy to this or had been on this site. In response, Ms. Courtney advised that, since attending one (1) of the meetings, she had joined the Bicentennial Association; however, she noted that she is on the west side of Independence Boulevard and belongs to the Greens Association. She stated that these members were not included and did not know anything about it. Mr. Jim Stewart, 742 Bicentennial Boulevard, stated that he lives at the corner of Colony Drive and Bicentennial Boulevard, which is about the equivalent of being at the corner of Dover Downs at the racetrack as they are whipping around and can hear them at night. He advised that there are 327 households in the neighborhood, including Green Blade Drive and Lamplighter Lane, and they had yet to have 10% of the households represented at any of the meetings. Mr. Stewart stated that there were 897,934 residents in the State of Delaware on the 2010 census, the estimate as of July 1, 2016 was 952,065, and he projected that the State would probably be at 1,000,000 in 2020. Mr. Stewart indicated that the cost of just the traffic circle would be $0.14 per resident, and just doing the narrowing would be $0.06 per resident. When going to the larger population, he indicated that the cost of the traffic circle would drop down to $0.13, and the narrowing drops down to such an infinitesimal percent of a penny that he could probably pay for everybody in the room and still have change left over from the one (1) penny. Mr. Stewart indicated that he was in the middle when he attended the meetings and compared this to living between the Hatfields and the McCoys, with bricks flying in both directions. He advised that there was a big group of those who were curious about what was going on and why, and there had obviously been some miscommunication. Mr. Stewart noted that some personalities had gotten involved, and there had been a lot of confusion. He advised that he had raised a concern at the last meeting about the fact that kids have to cross Independence Boulevard to get to the school bus stop there and this had not been mentioned. Mr. Stewart commented that one of his neighbors, in irate frustration, had questioned why anything would be done since no one had been hit yet. He stated that the lady who lives on that corner and has kids at her bus stop or in her yard will have to deal with anybody being injured there, and she had commented that she was a retired public health nurse and believed in preventative measures. Mr. Stewart expressed the need to pay attention to the school kids. Mr. Stewart advised that many options had been taken away, stating that a four-way stop cannot be used because it does not meet DelDOT standards at Independence Boulevard and Colony Drive, speed bumps or cushions cannot be used due to the Fire Department and other groups, and there were a couple of other items he could not remember. He indicated that he had to call an ambulance to his house once and did not want speed bumps to slow down those coming to him when they are really

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 11 needed. He stated that it would cost $10,000, not $5,000, for a radar sign, and every time that money is chipped away at, there would be less money and a need to hunt for it somewhere else. Mr. Stewart stated that members have a good share of responsibility for the City and City taxpayers and if something happened to somebody on that street, particularly a school kid, their parents would hire an attorney who would go hunting for deep pockets. He noted that there was a thorough and deep public record that the City was looking at this issue. Mr. Stewart questioned what the liability would become if the City did not try to do something, stating that it would be far higher than anything that had been talked about this evening. Mr. Stewart indicated that the group met last on Monday, it was a vibrant meeting, and each time they voted, the votes were roughly one-third, one-third, and one-third. He advised that when they started raising the issue of the school kids, which was the prime issue, only two (2) voted against it, one (1) person that he did not know and another lady who lives well insulated from Independence Boulevard and does not see the problem every day. Mr. Stewart explained that they came to a reasonable consensus, which was a compromise, and there was some fussing and grumbling, but he thought the group seemed to be coming to a conclusion that they would be willing to try the traffic narrowing. He stated that some of those in the middle were afraid of what they had to lose, and he explained that school kids were what there was to lose if members were not careful. Mr. Stewart advised that they could bring pictures in of these kids to show to members and questioned, if it was too dangerous for little kids to cross the street for a couple of festival events, then what was it for the kids who have to do that every day during the school year. He indicated that they were just as much at risk and just as valuable, and $0.14 or $0.13 was being discussed. Mr. Stewart estimated that basically $0.20 of the first tax dollar spent on the day that this money was allocated would go to this project. He commented that, with all respect to Mr. Hare, the budget vultures were out there and had other projects, and Mr. Stewart did not blame them. Mr. Stewart stated that he had spent 26 years in State government and members could not assume that this money would be there a year or two (2) from now because loose money lying around is low-hanging fruit in State government and they come after it first. Mr. Eric Frankl, 44 Freedom Drive, asked if there was a device that would not just flash the driver’s speed but also take a picture of a license plate and the speed, so that the City could get money from them. Responding, Mr. Hosfelt explained that, several years ago when he was serving as Chief of Police, the City had tried to work with the legislators for Dover to become a test for a program similar to red light or speed cameras. He stated that it never gained any traction at that point from any of the legislators, and that is why the City did not have this program. Mrs. Rhonda Lewis, 27 Liberty Drive, advised that there had been different proposals, including a circle coming from Route 8 going toward Walker Road, a three-way stop at Continental Boulevard, narrowing, and another three-way stop at Liberty Drive. She asked what would happen when people are ticked off when they go through this long course, reach the block of houses where people are noticing the speed problem, and speed toward Walker Road. Noting that Mr. Somers had advised that these measures reduce speeds within a radius, Mrs. Lewis asked what the point would be and what more there would be to do when drivers get through all of this, are aggravated, and speed to Walker Road in front of the houses of Colonel Dix and others. She noted that she sees people slowly

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 12 running through the stop signs all the time, stating that she did not know what more there was to do except for law enforcement. Representative Sean Lynn, 224 Columbia Avenue, stated that he was present to speak in favor of the project which was brought to him by the City. He explained that the City asked him to facilitate public meetings to investigate this issue and they spent about a year investigating the issue. Mr. Lynn advised that they had the finest experts at DelDOT in traffic calming review this project with a private engineer for more than one (1) year and then brought that project to this Committee, who voted on it. He explained that notice was properly given to residents of Bicentennial Village and the other associated neighborhoods vis-a-vis the publication of Council agendas. Mr. Lynn indicated that when this issue was brought before the Committee, everyone in the City of Dover had access to the agendas and, regardless of what people's positions were, Council and this Committee voted on it. Mr. Lynn stated that if you go to the doctor and the doctor tells you that you need your appendix removed, you don't say to the doctor that you would rather have your gall bladder removed. He indicated that it is not a buffet, and the experts had opined and rendered an opinion that two (2) things were necessary, a realigned intersection and a roundabout. Mr. Lynn advised that the experts at DelDOT had examined the issue and told members what the solution was and that this was what they needed to listen to. He informed members that he would not fund any alternative other than what the DelDOT engineers had proposed and, unless Council funds what the engineers had proposed, he would not give the CTF dollars to do it. Mr. Lynn stated that if something else was wanted, the City would have to pay for it because the engineers had spoken. He advised that if you return to the doctor and say that you want your gall bladder out and they reiterate that you have appendicitis, you do not get to choose. Mr. Lynn explained that they had asked the finest minds in the State to examine this and they had rendered their opinions. He indicated that this issue would only get worse as time progresses, noting that cost of the project would only increase and, once the bypass is completed, there would be more traffic on this road. Mr. Lynn stated that Captain David Spicer had stated what the traffic patterns were on this road, and people who are against the project had asserted that the Dover Police Department was lying about what the traffic patterns were. He indicated that this was unconscionable. Mr. Lynn stated that, as the City grows, the situation will become worse. For these reasons, he advised that Council needed to stick with its original position and allow the project to go through unabated. Mr. Hosfelt advised that when the original motion was made, through no one’s fault and due to a wording issue, the roundabout was the only traffic calming measure that was approved. He asked, if this issue goes back to Council and the other part of the project is not approved, whether Mr. Lynn was saying the money would not be there and if he wanted it all or nothing. In response, Mr. Lynn stated that the money had already been expended since it was not clear to DelDOT that Council made an error and only approved one (1) of the two (2) traffic calming measures. He advised that the dollars had already been allocated, they had already funded the project, and work was already underway. Mr. Lynn stated that he did not think it reasonable to only fund half of the solution, so they were not going to pay for half of an appendectomy but would pay for the entire appendectomy. Mr. Lynn indicated that if the experts say that both are needed, they would fund both, but would not allow funding only half through political expediency. He stated that the experts had all found that

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 13 a realigned intersection and a roundabout were needed to address the issue, and they would fund both or nothing. Mr. Lewis stated his understanding that the other part of the project would be the realignment, and this was confirmed by Mr. Hosfelt. Mr. Anderson asked if anyone could answer the question about parking for Continental Park. Responding, Mr. Hosfelt indicated that, at this time, the only information available were the opinions of Mr. Jamison and Colonel Dix. Mr. Anderson advised that a plan was being looked at for that park and that it would be appreciated if they tried to maximize parking in that area. Otherwise, he stated that he thought the choice was pretty clear and that the City needed to accept the money and address the issue. Mr. Hosfelt stated that there was no action to be taken by the Committee at this point. Mr. Cole moved for adjournment of the Safety Advisory and Transportation Committee meeting, seconded by Mr. Hutchison and unanimously carried. Meeting adjourned at 7:29 p.m. UTILITY COMMITTEE The Utility Committee meeting was held with Chairman Cole presiding. AGENDA ADDITIONS/DELETIONS Mr. Hutchison moved for approval of the agenda, seconded by Mr. Hosfelt and unanimously carried. Street and Alley Survey Update Mrs. Sharon Duca, Director of Public Works, reviewed a presentation entitled “Street & Alley Survey,” dated February 13, 2017. Referring to page 4, Pavement Distresses, Mr. Anderson questioned the meaning of alligator cracking. Responding, Mrs. Duca explained that alligator cracking is distressed pavement that looks like an alligator or crocodile’s skin. In reference to page 15, Capital Funding Sources, Mayor Christiansen asked if Community Transportation Fund (CTF) referred to designated municipal street aid monies. Responding, Mrs. Duca explained that Municipal Street Aid actually goes into the General Fund, and Public Works pays for projects through the General Fund. Mr. Neil asked how long it would be before a roadway has problems and needs to be repaired again after it has been brought down to the bottom, and recreated. Responding, Mrs. Duca explained that usually there is not a need to go down to the base for an entire road section, and base repairs are

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 14 typically needed only for sporadic sections. She compared this to a roof replacement, where there may be a couple of pieces of plywood that need replacing, rather than an entire roof. Mrs. Duca expressed the overall goal that the roads would remain in decent condition for at least 20 years, if the City was on schedule. She noted that the City has a storm sewer system, a sanitary sewer system, and a water system that are all within the roadway as well. Mrs. Duca advised that, in planning projects, staff tries to assess the water system and video the storm and sanitary sewer system when they identify the roads that need to be addressed. She explained that this is done to try to make sure that they are working on a total project, so that there are not scenarios of failure with the utilities that destroy the investment in the road. Mr. Anderson advised that he noticed in the report that several streets in the Fourth District needed repair and that Bicentennial Boulevard had a lot of issues as well. He asked what percentage of the City’s streets have had repaving or rehabilitation within the last 20 years. Mr. Anderson noted that he was curious what percentage of streets have had the 20-year cycle applied to them because there were streets that had grass growing in them, pieces of the street falling apart, and some that had not been touched in so long that staff was unable to find records. He stated that he did not expect that information right now but in the near future, perhaps through an email later in the week. Responding to Mr. Anderson, Mrs. Duca stated that staff could work on providing the percentage of the overall street system that actually gets addressed each year. She stated that she was unsure that she could obtain decent data in terms of going back 20 years; however, she agreed that roads were not being addressed at this frequency. Mrs. Duca advised that staff was addressing roads that do not have base to them in certain areas, and the City had to do some of the re-laying. She explained that in some cases it is found that there are two (2) inches of asphalt on top of dirt, so these streets had obviously not been addressed since they were built. Mr. Hutchison asked how much was spent on routine maintenance per year on average over the last five (5) years. Responding, Mrs. Duca stated that there was approximately $10,000 for paving and $10,000 for concrete work in the Streets Division budget. Mr. Hutchison asked if this was the average amount that was spent on improvements and maintenance in the City over the last five (5) years and Mrs. Duca confirmed that it was. She indicated that she had made certain requests to the City Manager for improvements in that area and there were certain expenses that the City was not properly addressing. Mrs. Duca explained that there were a lot of issues with the concrete system. For example, she stated that the City had started to implement painting work on roadways to improve marking to control speeding, which involved an epoxy that staff was not able to do in-house. She noted that this work had not been budgeted in the past and would amount to an extra $5,000 per year, for a program that had been budgeted for years at only around the $15,000 mark. Mr. Hutchison asked if there was a master plan for the future. He stated that, when looking at the numbers discussed, the amount of money that the City needed to apply to address maintenance issues and the total number of miles in the City, a clear amount of money must be set aside every year so that the staff and workforce can address the issues. Mr. Hutchison stated that he thought it was obvious that the City was running behind and needed a plan to catch up.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 15 In response to Mr. Hutchison, Mrs. Duca indicated that the master plan for the future was tied in with another project that Mr. Bob LaFountain, Civil Engineer I, was working on. She noted that, in order for staff to make a proper recommendation to Council as to what infrastructure investments are needed, there was a need to have a firm handle on what the City’s assets and infrastructure are. Mrs. Duca advised that line painting is part of the same line item as signs, which all relate to the safety factor of the roadway system. She indicated that, in conjunction with road rating, Mr. LaFountain was working on an inventory of signs, including how many and what kind of signs the City has and what the replacement issues are, so that more sound budget requests could be made based on these components, just as much as they are on pavement and other infrastructure components. Mr. Hutchison asked, if Mrs. Duca could wave a magic wand, how much was needed per year in order for the City to be caught up. Responding, Mrs. Duca indicated that, based on her current knowledge, she could easily see the City increasing just the concrete budget from $10,000 to $50,000 and still not have all the issues resolved. Mr. Neil asked if it was planned to include updated street signs in the forthcoming budget. For clarification, Mrs. Duca asked if Mr. Neil was referring to replacing faded streets signs. Mr. Neil indicated that he was referring to faded signs, as well as periodically replacing street signs with the modern street signs that had been adopted. Responding, Mrs. Duca stated that there is a line item for street signs and painting, which is done at a certain percentage when things are very poor. She noted that when staff completes the actual inventory she could give a more definitive number. Mrs. Duca explained that it would then be known, for example, that there are 10,000 signs that should be replaced at 10% per year. Mr. Hosfelt asked if striping is automatically included in the price when a paving or resurfacing job is done. He noted, for example, that Independence Boulevard was not re-striped when it was repaved initially, and this was brought up by residents. He stated that when the stripes were put down, this had an impact for a while on speeds. In response, Mrs. Duca stated that striping is extra and most City streets do not have stripes on them. She indicated that much of the roads with striping are Delaware Department of Transportation (DelDOT) roads. Mr. Hosfelt recalled that the City Manager had indicated that Wyoming Avenue was scheduled for repaving in the spring of 2017. He stated that when this is redone, striping, including possibly a double yellow line down the center and shoulder striping, would definitely help with the speed issues on the road. Mr. Hosfelt noted that, looking at this in terms of what needs to be done to these streets in the future would help the City in the long run from a safety point of view. In response, Mrs. Duca stated that she agreed, and that when items are put out to bid, looking at roadway classifications, such as whether roads are collectors or purely residential, would help and would create a difference in what is needed. Mr. Cole asked how long the line items Mrs. Duca mentioned had been set at $10,000. Responding, Mrs. Duca advised that they had been at their current levels for as long as she had been Director of Public Works, which was over five (5) years.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 16 Mrs. Donna Mitchell, Controller/Treasurer, stated that one (1) of the difficulties with trying to get through a street program is that there are other projects in the works that have change orders. She explained that whenever there is a need for a change order, the money historically comes out of the Street Program, noting that this seems to happen every year. Mayor Christiansen asked if monies allocated for individual line items throughout the entire budget are put in a lockbox specifically for the projects for which they are designated. Responding, Mrs. Mitchell explained that departmental operating expenses all have line items that the department budgets for, and they mostly manage to that. She noted that departments have discretion to move money around in their budget to where it is needed. Mayor Christiansen asked to what percentage staff has discretion to move money. In response, Mrs. Mitchell indicated that there is not really a percentage and it just depends where they need the money, noting that they are not usually big line items. She explained that projects over a certain percentage have to come before Council for approval, such as the $60,000 Salt Barn project. Mrs. Mitchell advised that just about every year money is reduced from the original budgeted amount for some of the blanket projects, such as the Street Program. Mayor Christiansen asked if, in Mrs. Mitchell’s opinion, this was a best practice or if it should be changed. Responding, Mrs. Mitchell stated that the way the budgets are done could be looked at a little closer; however, without getting into the details that she had not been into in the past, she could not answer that question. Mayor Christiansen asked if this would be a recommendation, if it was feasible and Mrs. Mitchell answered yes. Mr. Anderson recalled that street money had been about one-half the current amount at one (1) point in the last five (5) years and then had increased. He asked if Mrs. Mitchell had any idea about the changes in the General Fund budget for street money over the last five (5) years. In response, Mrs. Mitchell expressed her belief that the City Manager was trying to keep the amount at approximately $1M per year; however, when the budget cannot be balanced, this is one (1) of the first places that is usually reduced. She indicated that it had been close to $1M for the past two (2) years, stating her belief that it was approximately $1M last year and approximately $800,000 the year before. Mr. Anderson recalled that it had been much lower five (5) years ago and had been slowly edging up. Mrs. Mitchell stated that she had looked at the Street Program for the last two (2) years and it had been reduced by approximately $220,000 for other projects. Mrs. Duca informed members that it had been a challenge for everyone involved to deal with unknown environmental issues and other factors that had come into projects on the capital side. On the operating side, she noted that it had also been a challenge for Council, the Controller/Treasurer, and the City Manager to deal with some of the environmental requirements that the City had to pay for. Mrs. Duca advised that the Municipal Separate Storm Sewer System (MS4) Program had prevented the City from being able to do preventative maintenance that was desired. For example, she noted that the MS4 Program increased by over $100,000 and was in the Streets Division budget, which is the same budget that pays for some of the concrete work, and the environmental requirements had limited growth in other areas. Mayor Christiansen asked if Mrs. Duca was saying that too many governmental regulations were getting in the way. Responding, Mrs. Duca stated that it is a challenge to determine how to get the money to do these projects.

COUNCIL COMMITTEE OF THE WHOLE MEETING OF FEBRUARY 28, 2017 PAGE 17 Mr. Neil moved for adjournment of the Utility Committee meeting. The motion was seconded by Mr. Hutchison and unanimously carried. Meeting adjourned at 8:00 p.m. Mr. Neil moved for adjournment of the Council Committee of the Whole meeting. The motion was seconded by Mr. Cole and unanimously carried. Meeting adjourned at 8:00 p.m. William F. Hare Acting Chair WFH/TM/js/dd S:\AGENDAS-MINUTES-PACKETS-PRESENTATIONS-ATT&EXH\Committee-Minutes\2017\02-28-2017 CCW.wpd Attachments Attachment #1 - A report entitled “Independence Boulevard Traffic Calming Measures Report,” received via email from Mr. C. David Jamison on January 23, 2017 Attachment #2 - Correspondence and attachments dated February 27, 2017, addressed to the Office of the Mayor and Council, provided by Retired Colonel Thomas J. Dix

ATTACHMENT #1 Council Committee of theWhole Meeting of 02/28/2017

Table of Contents Purpose……………………………………………………………………………….........................1 Origin…………………………………………………………………………………………………….1 Speed Study……………………….…………..…..………….…………………..………………..….1 Accident History……………………………….……………………………………,,………….……..1 Figure 1 Independence Boulevard Accidents ……………………………………………….……..2 . Figure 2 Existing Traffic Calming Measures ……………………………………………….………3 Figure 3 Proposed Traffic Calming Measures………………………………….………….…..…..4 Figure 4 Realignment TCM at Independence Blvd/W Green Blade Drive..............................5  Issues  Continental Park Parking  Bikers  Snow Removal  Cost Figure 5 Round-a-Bout TCM at Independence Blvd/Colony Drive………….......................…6  Issues  Safety (Vehicles, Bikes & Pedestrians)  Snow Removal  Cost Figure 6 Potential Traffic Diversion to Bicentennial Boulevard………………………………….7 Figure 7 Alternative Traffic Calming Measure Radar Speed Sign………………….……….….8 Conclusions …………………………………………………………..………………………………..9 Recommendations………………………………………………………………………………..….11 Addendum Greentree & Olde Oak Shopping Centers Entrances Figure 8 Accident Potential…………………………………………………………………….…...12 Figure 9 Proposed Improvements………………………………………………..…….……….…13

Purpose This report evaluates the impact two proposed Traffic Calming Measures (TCM) will have on Independence Boulevard, a City of Dover municipal street connecting Walker Road (Road 104) and Forrest Avenue (Rt. 8). The road users affected by the proposals are: a. the residents of the adjacent developments; b. drivers whose destination is to the Greentree and Olde Oak Shopping Centers located at the intersection of Independence Boulevard and Rt. 8 ; and c. drivers avoiding heavily traveled Rt. 15 (Kenton Road). Origin The need for the TCMs was discussed before the Safety Advisory and Transportation Committee (SA&TC) during the City of Dover Annual Council Meeting held on May 9 th, 2016 (beginning on page 28 of the minutes found on the City of Dover website). At the meeting Representative Sean Lynn stated that residents of Bicentennial Village had expressed concerns of speeding and accidents on Independence Boulevard. A working group was set up with DelDOT to look at traffic calming measures throughout the neighborhood. The Traffic Calming Measures developed were an Intersection Realignment at West Green Blade Drive and a Round-A-Bout at Colony Drive. Rep. Lynn noted that he would pay for this project using his Community Transportation Funds (CTF) and that the project was a portion of a two part traffic calming measure proposal (the second portion located on North State Street), Speed Study A Speed Study on Independence Boulevard was conducted by the City of Dover during the period from May 12, 2015 to May 18, 2015. A Metro Counter was placed south of Colony Drive across Independence Boulevard. The results of the Speed Statistics by Hour showed that for 26,300 vehicles, the Mean (average) speed was 29.1 mph. It should be noted that at the time of the study, there was no yellow center lane striping (installed 2016) which would have had a calming effect on the drivers. Accident History During the May 9th, 2016 Council Meeting with the SA&TC it was stated that there was an accident problem on Independence Boulevard based on accident history: 3 in 2013; 2 in 2014; and 10 in 2015. The redacted accident reports on Independence Boulevard were obtained via the FOIA. The results showed that contrary to what was stated at the May 9 th meeting, there were no accidents on Independence Boulevard. All but one accident were near the intersection with Forrest Avenue (Rt. 8). Most were near the parking lot on the east side of Independence Boulevard where the Ace Hardware Store is located. At the northern intersection of Independence Boulevard and Walker Road there was 1 accident in 2013, a vehicle hitting the Bicentennial Village Entrance Sign. See page 2, Figure 1 for Accident History Locations. 1

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CONCLUSIONS THE INDEPENDENCE BOULEVARD TRAFFIC CALMING MEASURES REPORT evaluates the impact the Proposed Traffic Calming Measures (PTCM) at West Green Blade Drive and Colony Drive would have on the drivers of Independence Boulevard if implemented. The reasons for the proposed TCMs were based on reported driver speeding and a history of accidents on Independence Boulevard as so stated at the City Council 5/9/2016 meeting with the Safety Advisory & Transportation Committee (SA&TC). The Report’s evaluation found the following:  Speed Study The results of a speed study conducted by The City of Dover Police Department in 2015 showed that the average speed was 29.1 mph. This was recorded prior to the placement of double yellow center lines installed in 2016 which have a calming effect on the motorists. The results of the Speed Study did not provide the justification for the construction of the PTCMs on Independence Boulevard.  Accident History As mentioned above, at the SA&TC meeting a concern was expressed that due to the number of accidents that reportedly had occurred on Independence Boulevard (15 accidents in 3 years) there was an accident problem. The FOIA requested accident reports were evaluated and show that for the period of 2013 thru 2016 the accidents that occurred on Independence Boulevard were at the intersection with Rt. 8 and at the Shopping Center Entrances. See page 3 Figure 1 for accident locations.  PTMC Issues  Realignment at West Green Blade Drive (See Figure 4) The plan calls for a stop condition with islands being placed on Independence Boulevard. A major downside to this plan is the impact to the adjacent City of Dover Continental Park. It would eliminate 50% of the parking on the Continental Park frontage which is used during Park events. Estimated cost $54,000.  Round-A-Bout at Colony Drive (See Figure 5) This concept has been used to calm traffic at various locations in Delaware. Most of them are used in developments or low volume roads. Independence Boulevard, however, is a high volume roadway (4,500 daily trips+/-). A safety concern is, with the volume of traffic on Independence Boulevard, that the 4 Way Yield scenario would create accident potential due to human error (who goes first). Estimated cost $122,000.  Loss of Shoulders for Bike Use and Difficult Snow Removal 9

 Proposed Alternative TCM An alternative traffic calming measure is the Radar Speed Sign RSS as shown on Figure 7. Radar speed signs give drivers notice that they are speeding by shifting the driver’s brain out of the alpha state where the brain is aware but relaxed into the beta state where the brain is alert and focused. As a result, the driver responds to the flashing speed alert and slows down as explained in the following diagram: RSSs are known to reduce speeding on roadways as acknowledged by DelDOT. Examples can be observed at the Radar Speed Signs located on both southbound North Governors Avenue and North State Street to the south of the Governors Avenue / State Street / Walker Road intersection*. Drivers see their speed blinking on the sign and slow to meet the posted 25 mph speed limit. Adding a camera to the RSS would increase its effectiveness and should be taken into consideration in the final determination of what is the appropriate action to take on Independence Boulevard. * It should be noted that the existing North State Street RSS location referred to above and shown on Figure 7 was the other portion of “the two (2) part traffic calming measure proposal” as stated in the City Council 5/9/2016 meeting with the SA&TC and referred to in the Origin on page 1. 10

RECOMMENDATIONS  In the final analysis, the speeding and accident problems that were the basis for the Proposed Traffic Calming Measures on Independence Boulevard do not exist to the degree that justify the use of the proposed Realignment and Round-A-Bout Traffic Calming Measures. The problems they would create outweigh any benefits to the residents of the adjacent communities or to the traveling public using Independence Boulevard on a daily basis.  The cost difference between the proposed TCMs plans and the Radar Speed Sign is a significant factor: o Realignment at W Green Blade Drive $54,000 o Round-A-Bout at Colony Drive 122,000 Total Cost $176,000 o Radar Signal Sign $5,000  Selecting the Radar Speed Sign Alterative on Independence Boulevard would address the “speeding” problem (average monitored speed 29.1 mph) and enable expenditure of Community Transportation Funds on the city’s more serious transportation issues that require attention. Addendum The following Figures 8 and 9 on pages 12 and 13 illustrate a traffic problem at the Greentree and Olde Oak Shopping Centers that could be corrected with pavement markings which would designate needed left turn lanes to allow traffic flow thru on Independence Boulevard. As an area with an accident history, CTF funds could be used to help remedy this problem. 11

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ATTACHMENT #2 Council Committee of theWhole Meeting of 02/28/2017 Thomas J. Dix 664 Independence Blvd. Dover, DE 19904 February 27, 2017 Office of the Mayor and Council City Hall 15 Loockerman Plaza Dover, DE 19903 Dear Gentlemen, Over a year ago I was appointed to a committee by the Mayor to work with DeiDOT and State Representative Sean Lynn along with Will Garfinkel and Doug Stamm to solve our traffic problems in Bicentennial Village . The result of our work was presented by Del DOT to the Traffic and Safety Advisory Committee and the full Council with open comments from residents and was approved on May 9, 2016. In January of 2017 I found out that the motion was flawed. Sometime in January 2017, I received a draft copy of "Independence Boulevard Traffic Calming Measures Report" prepared by C. David Jamison. It was dated and signed on January 10, 2017, and sealed with a Professional Engineer Seal. He therefore could be held liable for any mistake he makes. I am told he is a civil engineer, retired from DeiDOT. I have never met Mr. Jamison. Even though he labels his report as "Traffic Calming Measures," Mr. Jamison does not adhere to the definition of traffic calming from the Del DOT Road Design Manual. Quoting paragraph 10.2 of the Manual: "In communities where speeding and/or cut-through traffic has been identified as a problem, it may be appropriate to consider the feasibility of one or more traffic calming measures. Such measures are intended to encou rage adherence to posted speeds and/or discourage inappropriate routing of non-residential or non-local traffic through communities." In his report, Mr. Jamison's emphasis is totally on speed and there is no mention of traffic diversion. He made a number of mistakes. FIRST MISTAKE. Mr. Jamison miscalculates the number of parking spots lost due to the construction of the realigned intersection on Independence Blvd. along Continental Park. Actually, it is not a loss of 50%; IT IS ONLY a loss of 22% with the installation of the realigned intersection. We still have 28 spots on the east side of Independence Blvd. at the park and 20 on the west side. SECOND MISTAKE. He states that single unit 30' length Trucks (ex. UPS) will be challenged making left turns via the Round-A-Bout. This is incorrect. This UPS truck can even make left turns around the Mifflin Rd. roundabout, which has a much smaller diameter than the one approved for Independence Blvd.

THIRD MISTAKE. He states that double yellow centerline striping would have a calming effect on drivers using the roadway . On the contrary, the latest Metro Count, token in February 2017, shows that the average speed on Independence Blvd. increased after striping. FOURTH MISTAKE. He states that on a high volume road (5,000 daily trips+/-), which would be atypical for the use of the type of Round-A-Bout being proposed, ... the 4 Way Yield scenario would create accident potential. A Federal Highway Administration circular states that the maximum flow rate is 1800 vehicles/ hour for a single-lane urban roundabout, such as the roundabout approved for Independence Blvd. The Federal Highway Administration has also stated that roundabouts reduce fatalities up to 90%, reduce injury crashes by 75%, reduce pedestrian crashes 30%-40%.... [See Federal Highway Administration (FHWA} Transportation Research Circular E-C 018; also, the paper "Capacity and Performance of Roundabouts: A Summary of Recommendations in the FHWA Roundabout Guide," by Kittelson & Associates, USA.} FIFTH MISTAKE. Mr. Jamison recommends that an alternative to the proposed TCMs [traffic calming measures] would be the installation of a Radar Speed Sign on Independence Boulevard and that these are known to reduce speeding on roadways as acknowledged by DeiDOT. But I refer to the De/Dot Traffic Calming Design Manual, page 111-9, regarding Radar Speed Signs. Under the heading "Traffic Diversion," the manual states: "No impact." Under the heading "Disadvantages," the manual states: "Impact may be reduced over time unless regularly enforced by local police." Under the heading "Advantages," the manual states: "Can cause speeds to be reduced within a community." I will add, a single Radar Speed Sign only works in one direction! I just want to set the record straight. COL. USAF(ret.)

SUBMITIED BY THOMAS J. DIX, February 27, 2017 MR. JAMISON'S REMARKS "Continental Park is a City of Dover park and used for outdoor events (ex. St. John's Church annual Field Days). The proposed Realignn1ent TCM will eliminate 50% of available parking that now exists on the east side of Independence Boulevard." MY REBUTIAL Between Continental Drive and Freedom Drive is just less than 800 feet. The realigned intersection runs for less than 170 feet. Less than 22%. I personally talked to the teacher from St. John's during her two-day outing at Continental Park. They walked from the school. Continental Park is listed as a passive park by the city of Dover. Football and soccer practice used to take place there. I talked to the coaches on a few occasions. They found the dog poop unacceptable. I believe it has been four or five years since they used the field. They now practice in the field just north of Redner's. Mr. Jamison wants us to believe that this class is one of many that use the park. The fact is that this was the only use by an organized group in recent history. Nowadays, you will seldom, if ever, see a car parked along here. This portion has the highest speeds of any part of Independence Blvd. That is why it was chosen for this remedy. No permits were issued for use of Continental Park in 2016! MR. JAMISON'S REMARKS "Bicycle users will have to negotiate thru the realigned intersection as opposed to using the shoulders under existing conditions." MY REBUTIAL Bicycles should by law use the ordinary road unless there is a designated bike lane. With a stop sign as part of the realigned intersection, bikes have a better chance of being seen. Speeding will be reduced and bikes will be safer. MR. JAMISON'S REMARKS "Snow removal by City of Dover forces will be made difficult by the proposed islands as part of the realignment TCM." MY REBUTIAL I have lived on Independence Blvd since 1999. The snow removal crews have never hit the median island. However, the marquee has been hit three or four times by ordinary drivers! MR. JAMISON'S REMARKS "Having four yield signs to control traffic thru the intersection creates an opportunity for bad judgement/human error and potential vehicular and pedestrian accidents." MY REBUTIAL Roundabouts generally reduce deadly accidents, according to the Federal Highway Administration. [See Mr. Jamison's remarks beginning "Round-A-Bout at Colony Drive" on p. 3 and my rebuttal.] 1

MR. JAMISON' S REMARKS "Snow removal by City of Dover forces will be made difficult by the proposed islands as part of the Round-A-Bout TCM." MY REBUTIAL Snow removal will occur the same as at any other curve in the City. At the several other roundabouts, collisions with the islands have not been a problem. MR JAMISON'S REMARKS "Single unit 30' length Trucks (ex. UPS) will be challenged making left turns via the Round-A-Bout. Larger 3 or more axle trucks will have to reroute." MY REBUTIAL I have personally consulted the State publications. They indicate that a truck with a 35-foot wheelbase can do a 360-degree turn on a 70-foot roundabout. Trucks are prohibited unless doing local delivery on Independence Blvd. The longest wheelbase truck that normally transits Independence Blvd is a school bus, with a 34-foot wheelbase. The three-axle fire dept. ladder truck has a wheelbase under 35 feet. A UPS single unit, PlOOO truck has a wheelbase of 15 feet. Local driver, John says he can take his truck around the current Mifflin Rd. roundabout. Tractor-trailers can go straight through using the truck apron. MR. JAMISON'S REMARKS "DelDOT's Traffic Calming Supervisor Mike Somers, who is coordinating the TCMs on Independence Boulevard project, has noted before to the City of Dover Council that Radar Speed Signs have proven to be successful in reducing the vehicular speed." MY REBUTIAL I have personally reviewed the minutes of that May 9, 2016, council meeting and do not see those words recorded. I have served on the Mayor's committee that worked with DeiDOT in developing the traffic calming project. Douglas Stamm, who lives on Bicentennial Blvd., was also on this committee. He recently wrote to me to tell me that the radar speed sign on Bicentennial Blvd. is not effective. The major problem with the Radar Speed Sign is that it is passive. The driver can totally ignore the sign. The State Traffic Calming Design Manual does not call the Radar Speed Sign successful. It has no value for traffic diversion. It clearly states that police enforcing is required. In addition, the sign only works in one direction! MR JAMISON'S REMARKS "There are two existing TCMs in place on Independence Boulevard, All-Way Stops at the intersections at Freedom Drive and Continental Drive. In 2016 a double yellow stripe centerline was installed on Independence Boulevard which has a calming effect on drivers using the roadway. The speed study performed in May, 2015 (prior to the yellow centerline striping) showed that the mean (average) speed of drivers was 29.1 mph." 2

MY REBUTIAL I do not understand the point of the above remark. The Mayor's committee requested the city to paint the double lines. Painted lines are addressed in the State Traffic Calming Manual. They do have effect but they are passive. Some drivers totally ignore them. I find a mean of 29.1 mph to be totally unacceptable. We have halfthe people driving at 24.1 and the other half driving at 34.1. One group being safe and the other group avoiding a ticket! The top 3% do not care about tickets. We have cars clocked at over 39 mph on Independence Blvd. That is unacceptable. Recent metro count on Independence Blvd in January 2017 shows increase in avg speed after yellow line striping. Traffic Calming Design Manual, page 111-9, {attached) says they are ineffective for traffic diversion . MR. JAMISON'S REMARKS "The plan calls for a stop condition with islands being placed on Independence Boulevard. This gets the drivers attention by the redirecting of travel lanes. A major downside to this plan is the impact to the adjacent City of Dover Continental Park. It would eliminate 50% of the parking on the Continental Park frontage which is used during Park events." MY REBUTIAL The fourth sentence should be at 22% not 50%. This topic was covered. There are no park events. No permits were issued in 2016. MR. JAMISON' S REMARKS "Round-A-Bout at Colony Drive This concept has been used to calm traffic at various locations in Delaware. Most of them are used in developments or low volume roads. Independence Boulevard, however, is a high volume roadway (5,000 daily trips+/-) which would be atypical for the use of the type of Round-A-Bout being proposed. A safety concern is, with the volume of traffic on Independence Boulevard, that the 4 Way Yield scenario would create accident potential due to driver's decision-making-stress resulting in human error (who goes first)." MY REBUTIAL The roundabout would increase the capacity ofthat intersection vs. the existing stop-start condition. The Federal Highway Administration, Transportation Research Circular E-C 018 states that the maximum flow rate for a single lane urban roundabout is 1,800 vehicles/hr. The F.H.A. has stated that roundabouts reduce fatalities up to 90%, reduce injury crashes 75%, reduce pedestrian crashes 30%-40%, and greatly reduce the severity of injuries sustained in crashes. Also, roundabouts are used in most states and countries worldwide. Maryland, for example, has a policy to use roundabouts instead of stop signs or traffic signals at every appropriate location. Since the "give-way" rule was invented in the U.K. in 1966- there is no stress or confusion. Diverter islands will be incorporated to make sure the driver does not try to make a left turn on entry. If national accidents are reduced, I would expect that the stress factor is also lowered nation wide. For further info: Two attachments follow. The first is Delaware roundabouts . The second is federal roundabouts. 3

MR. JAMISON ' S REMARKS "An alternative to the proposed TCMs would be the installation of a Radar Speed Sign on Independence Boulevard. These are known to reduce speeding on roadways as acknowledged by DelDOT. An example can be observed at the Radar Speed Sign located on southbound North Governors Avenue just to the south of the State Street intersection. Drivers see their speed blinking on the sign and slow down to meet the posted 25 mph speed limit. "In the final analysis, the problems that the proposed Realignment and Round-A-Bout Traffic Calming Measures create outweigh any benefits. That makes the cost difference between the proposed TCMs plans and the Radar Speed Sign a significant decision making factor. .." MY REBUTIAL The Traffic Calming Manual page 111-9 {attached) has two anticipated impacts for Radar speed signs. Under Traffic Diversion: "No impact." [We are looking to reduce the bypass traffic.] Under Disadvantages: "Impact may be reduced over time unless regularly enforced by local police." [Note Doug Stamm's letter below.] MY FINAL REBUTAL A letter from Douglas Stamm, who lives close to the intersection of Bicentennial Blvd. and Declaration Ave. From: Douglas Stamm To: Thomas J. Dix Subject: Re: flashing radar sign Tom, Since the sign was installed, I have not noticed a significant difference in the behavior of drivers on Bicentennial Boulevard. While it may cause some southbound (direction in which the sign is facing) drivers to pay more attention to their speed, a majority of the cars heading South continue to exceed the posted limit. Obviously, it has no impact on the vehicles heading North towards Walker Road nor has it impacted in any manner the number of vehicles heading in either direction which ignore the stop signs at the intersection of Bicentennial and Declaration ... regardless ofthe time of day/night, many vehicles run the stop sign with a number of them being residents of this community. In theory, the speed limit sign was a good idea but that is all it is ... it has not been an effective deterrent to excessive speed. The only effective deterrent to reduce speed and sign violation is DPD presence but I doubt they have the resources to sustain their visibility for an extended time period . Doug Please Note: Doug Stamm, Will Garfinkel and Tom Dix were appointed by Mayor Christensen to work with Del DOT to solve our traffic problems in Bicentennial Village. The Traffic Calming Measures designed by Del DOT for Bicentennial Village were approved by the City of Dover Traffic Advisory Committee and subsequently by the City of Dover Council with a public hearing on May 9, 2016. In January of 2017 I found out that the motion was flawed. The measures are fully funded with Community Traffic Funds from our State Representative and State Senator. 4

Why roundabouts? Hundreds of communities throughout the United States are replacing regu lar intersections with roundabouts because they are often a safer way to rnove traffic. Safer than traditional intersections Drastically reduces severe erash in;juries In a traditional four-way intersection, there are 32 The circulating movement o f roundabouts nearly points of conflict in which two vehicles may collide . elim inates the potential for high-sp eed, right-angle, Roundabouts have only eig ht confiict areas, greatly and left-turn/head-on collisions. Rea r-end collisions are reducing t he potential for crashes. also reduced in roundabouts. Crashes in roundabouts are typically minor·, translating into less severe injuries and property damage. National studies have shown roundabouts provide a: .. -:'J> 90o/.o red uct ion in fatal crashes .8> .::....101111!1 . 75q,{, reduction in injury crashes - -~ fP":l0.-40°/o reduction in pedestrian crashes - --IJ!!liJI 10°/o reducti on in bicycle crashes Easier for beginning and senior drivers Slower veh icl e speeds mean drivers have more time to judge and react. This is especially important for beg inni ng drivers and olde r drivers. 1-\ 2007 study by the Un iversity of Del;w-.tare lo oke d at the needs of older drivers and recornrm:ncled replacinr:l conventional intersections with rou ndabouts, especially in areas where there are large populations of seniors.

Delaware Department of Transpo rtati on - Community Programs and Services Page 1 of 1 Select Language l Y Community Programs and Services Roundabout History It all began around 1905 ... Traffic circles have been part of the transportation system in the United States since 1905, when the Columbus Circle designed by William Phelps Eno opened in New York City . After that, many large circles or rotaries were built in Canada and the United States. The designs at that time allowed vehicles to merge and weave at high speeds. Entering vehicles had the right-of-way, allowing high-speed entries. High crash experience and congestion in the circles led to rotaries falling out of favor in North America after the mid-1950s . Internationally, the experience with traffic circles was also bad, as many countries found that traffic circles locked up as traffic volumes increased . Changes in the United Kingdom created the modern roundabout... The modern roundabout was developed in the United Kingdom to fix traffic circle problems. In ---:;ri'tf!P ~ 1966, the United Kingdom adopted a mandatory "~ive-waf rule at all circular intersections that r required entering traffic to give way, or yield, to ctrculatmglraffic. This rule prevented circular intersections from locking up, by not allowing vehicles to enter the intersection until there were enough gaps in circulating traffic. In addition, smaller circular intersections were proposed that made vehicles turn more tightly, resulting in slower entry and circulating speeds. Modern roundabouts have improved traffic safety and traffic operations over older circles... · These changes improved the safety of the circular intersection by reducing the number and particularly the severity of collisions. The modern roundabout is significantly different from the older traffic circle both in how it operates and in how it is designed . The modern roundabout is greatly improved in terms of operations and safety, when compared with older rotaries and traffic circles. Many countries have adopted the modern roundabout as a common intersection form. Modern roundabouts have improved environmental impacts ... A well designed, strategically placed modern roundabout is better for the environment than a signalized intersection because it creates shorter delays for motorists and shorter vehicle queues. The longer delays associated with traffic signals result in more vehicles idling for longer periods. Vehicles approaching a roundabout tend to arrive in a slow "rolling" pace rather than the typical stop/start behavior at signalized intersections . This results in lower fuel consumption. Recent studies have shown that idling vehicles emit larger amounts of some types of pollutants than vehicles traveling at moderate speeds . Based on this finding, fewer idling vehicles at a roundabout will result in lower emissions of certain pollutants than the same traffic at a signalized intersection . References : Federal Highway Administration , Roundabouts : An Informational Guide , Report No. FHWA-RD-00-067, June 2000 .

Delaware Depmtment of Transportation - Community Programs and Services Page l of 1 Select Language Y Commu nity Prog rams an d Services Frequently Asked Questions Q. Once I'm in the roundabout, should I stop to let other vehicles enter the roundabout? A. No, do not stop except to avoid a collision . You have the right-of-way over entering traffic. Q. What determines the size of a roundabout? A. Factors that determine the size of a roundabout generally include the amount of traffic, the size of the largest vehicle , and an appropriate travel speed . Q. Are roundabouts appropriate everywhere? A. No. The choice of using a roundabout versus other types of traffic control is a case-by-case decision. ._=--•w Q. I drive a big truck, and that roundabout looks awfully tight. Willi fit? A. Yes. The roundabout is designed so that large trucks can traverse them. Most trucks, even large ones, should drive on the travel lanes like most vehicles . Your trailer may track onto the portion of the center island termed the "truck apron" . Q. What if an emergency vehicle comes through the roundabout? A. If you have not yet entered the roundabout, let the emergency vehicle pass you . If you are in the roundabout, continue on and exit as normal , then pull to the right where there is room for the emergency vehicle to pass . Do not stop inside the roundabout because you may block the emergency vehicle . t2 - Q. What about snow removal at roundabouts? A. A number of communities in snowy areas have installed roundabouts , including Hamilton, Ontario; Kemptville, Ontario; Howard (Green Bay), Wisconsin; Montpelier, Vermont; and Vail, Colorado . All have indicated that while there are some changes at first for snowplow crews , there are generally no major problems with snow removal in roundabouts. In Howard, Wisconsin for example, one truck will start on the truck apron and plow around the roundabout to the outside, while another truck will plow each entry and exit, pushing the snow to the outside. Roundabouts make it easier to turn snowplows . ') / Q / ')(\ 1 ...,

··---- ------ -· · --- - - - - - -·-···· DeiDOT Traffic Calming Design Manual Applications and Design 3A.2 NON-CONSTRUCTION MEASURES: Striping Description: Pavement striping as a means of controlling speed includes measures to effectively narrow the travel lanes to encourage lower speeds, to emphasize pedestrian crossings, or to supplement signing regulations (such as existing stop signs). Striping which can be used in traffic calming includes centerline stripes, edge line stripes, crosswalks and stop bars at existing stop signs. Pavement striping options can vary depending on the type of striping being used; therefore, the application of each type of striping treatment is as follows : - ---~• Centerline Striping: Centerline striping is primarily used for residential streets without existing centerlines . In many cases, a centerline stripe can be effective in channeling traffic and thereby reducing speeds . There are also other specialized striping techniques that can b~ used to draw attention to lane markings, such as the addition of reflective pavement markers where appropriate. Edge Line Striping: Edge line striping is also effective in residential areas to narrow the lanes and/or provide additional delineation for other uses. Reducing the lane width has the potential for reducing speed by creating a narrower traffic lane. The area between the edge of the road and the lane marking can often be used for parking or as a bike lane, depending on the resulting shoulder width . Crosswalks: At high volume pedestrian crossings, striped crosswalks might be appropriate to channelize pedestrians and notify motorists of pedestrians crossing the street. Crosswalks alone may not provide the desired level of protection or call sufficient attention to a pedestrian to allow them to safely cross the street. Depending on the need, there are a variety of crosswalk options that may be used at intersections to identify the safest place to cross. These include ladder-style striping and possibly the use of textured pavements to increase visibility by the motorist and encourage slowing. Ill - 5 November 2012

l DeiDOT Traffic Cal m ing Design Manual Applications and Design Stop Bars: Stop bars may be added at intersections to reinforce existing stop signs, with or without the addition of the word "STOP" on the pavement surface. The use of "STOP" as a pavement marking should be used primarily where there has been a potentially correctable crash trend identified. Stop bars will not be installed without a STOP sign, and any new STOP signs must comply with the warrants and provisions of the DE MUTCD. Application· types of Streets Appropriate for all streets, no limitation. Speed Limits Appropriate for all speed limits, no limitation. Design Vehicles Appropriate for all vehicles, no limitation. Street Grades Appropriate for all street grades, no limitation. Anticipated Impacts: Safety: Striping can help increase awareness and visibility of pedestrians crossing the street.Jt can also reinforce signing and help position vehicles in the street creating a safer envirbnmer~t for bicycle users. Speed: Can help reduce speeds on streets by creating narrower travel lanes and increasing the . awareness of pedestrian crossings. »Traffic Diversion: No impact on traffic diversion Advantages: • Centerline striping can be effective in reducing sideswipe accidents, as it channelizes traffic In its own lane. • Centerline striping can be combined with edge lines to create narrower travel lanes, which subsequently help to slow traffic. • Edge line striping may increase bicycle and pedestrian safety by moving vehicle traffic closer to the centerline providing more shoulder space for bicycles and pedestrians. • Crosswalks provide a visible pedestrian crossing, increasing pedestrian awareness and safety. • Stop bars reinforce a stop sign location, and can augment the delineation of an intersection . . Disadvantages: • Periodic maintenance of striping. - ---11•51• Striping can lose its effectiveness in reducing speed over time as regular users of the street become more comfortable with the physical space they have available to operate. • Crosswalks used without other traffic control devices may lure pedestrians into a false sense of security. • Appearance of the road with paint striping may cause residents to feel that the road is a higher classification than a local residential street. Ill- 6 November 2012

DeiDOT Traffic Calming Design Manual Applications and Design 3A.4 NON-CONSTRUCTION MEASURES: Radar Speed Signs Description: Radar Speed Signs involve the use of electronic speed detection radar equipment, mounted along with the legal posted speed limit on a sign. The signs are placed along a road to increase motorists' awareness of their speed through the corridor. The radar speed sign measures an approaching car's speed and displays it in large, lighted numbers. It does not record the license plate number or take pictures of violators. A Radar Speed Sign can also be mounted on a trailer to allow the technology to be used as a temporary or short term installation. Since DeiDOT is not funded to maintain Radar Speed Signs, they are only installed and replaced through CTF funding. RADAR SPEED SIGNS APPlication· Types of Streets Appropriate for all streets, no limitation. Speed Limits Appropriate for all speed limits; no limitation . Design Vehicles Appropriate for all vehicles, no limitation. Street Grades Appropriate for all street grades, no limitation. Anticipated Impacts: Safety: Promotes safety by constantly reminding drivers when their speeds are excessive and above the legal speed limit. Speed: Can cause speeds to be reduced within a community. • • tflrrraffic Diversion: No impact on traffic diversion Advantages: • Can be effective in reducing speeding by drivers. These signs are most effective when a community is supportive and promotes the need for speed reduction through other community educational efforts. • Can be cost effective when compared with the construction of physical traffic calming measures to reduce speed . Disadvantages: ~ . Impact may be reduced over time unless regularly enforced by local police. Ill - 9 November 2012

Monthly Report January 2017 Office of City Assessor

ASSESSOR’S REPORT Number of Deeds Stamped for Transfer Tax Dollar Amount for the Month of Jan. 2016/2017 the Month of Jan. 2016/2017 28 $100 30 23 Thousands 25 20 21 $55 $50 20 13 $50 15 6 $6 $17 10 5 2016 $0 $4 0 0 0 $0 $0 2016 5 $0 0 2017 2017 First Time Buyer for the Month Jan. 2016/2017 Realty Property of Jan. 2016/2017 Sales in Dollars Received Prior 23 to Recording 25 20 $4 $3 20 Res. Non‐First $4 $2 Millions 13 $3 15 Time Buyers $2 $1 $1 $0 $0 $0 $0 10 5 2016 Res. First Time $0 5 Buyers 2017 0 2016 2017 Major Updates Nov‐16 Dec‐16 Jan‐17 Assessment Change $1,356,700 $2,237,200 $2,928,100 Residential Sales Ratio Report Sales in Study Total Assessed Total Sale Price Ratio PRD Value 14 $1,574,200 $1,814,300 0.87 1.11 1

ASSESSOR’S REPORT Ratio – Assessed Value divided by Sale Price. PRD – Mean – A PRD above 1.03 tends to indicate assessment regressivity – high valued properties are under appraised relative to low valued properties. A PRD below .98 tends to indicate assessment progressivity – high valued properties are relatively over appraised. Points of Interest Scanning & Filing ‐ All new deeds are being scanned and attached to the CAMA software for easy retrieval. ‐ All appeal documents and correspondence are being scanned and attached to the CAMA software for easy retrieval. ‐ All old property record cards are being scanned and indexed into Fortis. Assessor’s Office January Supplemental Billing ‐ Supplemental Bills were mailed out totaling $22,859.54 Exempt Audit ‐ Processing Exemption Audit Documentation 2

FEB 13, 2017 CITY OF DOVER PAGE: 1 09:13 AM SALES RATIO REPORT CA324 PARID NBHD LUC ADDRESS UNITS STYLE YRBLT STORIES SFLA GRADE CDU TOTAL APPR SALE DT PRICE ASR ED05-067.14-03-18.00 2 R10 158 OLD FORGE DR 1 13 1976 2 1188 C- AV 80,700 17-JAN-17 93,000 ED05-067.20-02-27.00 10 R10 324 COLUMBIA AVE 1 3 1939 1 1765 C+ AV 155,900 06-JAN-17 195,000 ED05-068.13-01-34.00 10 R10 509 N EAST AVE 1 14 1974 1 1300 C AV 140,100 18-JAN-17 161,900 ED05-068.15-03-35.00 6 R10 1416 S HANCOCK AVE 1 14 1994 1 1176 C AV 121,000 20-JAN-17 159,500 ED05-068.18-02-21.00 7 R10 134 UPLAND AVE 1 3 1951 1 1404 C AV 122,100 01-JAN-17 169,900 ED05-076.05-04-01.106 102 R50 87 PAR HAVEN DR 1 20 1978 1 1177 C- AV 48,400 05-JAN-17 36,500 ED05-076.06-02-01.00- 103 R50 1 DOVER HALL 1 20 1973 1 779 B GD 56,200 20-JAN-17 44,500

FEB 13, 2017 CITY OF DOVER PAGE: 2 09:13 AM SALES RATIO REPORT CA324 PARID NBHD LUC ADDRESS UNITS STYLE YRBLT STORIES SFLA GRADE CDU TOTAL APPR SALE DT PRICE ASR 412 ED05-076.10-02-01.00 16 R10 101 MIFFLIN RD 1 16 1963 1 1766 C AV 140,100 25-JAN-17 185,000 ED05-076.13-01-53.00 14 R10 144 THAMES DR 1 13 1996 2 2003 C+ AV 115,300 19-JAN-17 150,000 ED05-077.05-02-41.00 10 R10 40 MAPLE PKWY 1 1 1920 2 1772 C+ AV 132,700 26-JAN-17 170,000 ED05-077.05-03-09.00 9 R10 31 S NEW ST 1 1 1914 2 1590 C- AV 64,000 19-JAN-17 45,000 ED05-077.07-06-26.00 6 R10 10 CALDWELL CT 1 2017 2 1440 B- AV 175,800 25-JAN-17 200,000 ED05-085.12-01-34.00 12 R10 241 FIDDLERS GRN 1 5 1964 2 1790 C+ AV 154,400 06-JAN-17 152,000 LC05-058.18-01-20.00 1 R10 14 KAREN PL 1 11 1992 1 1188 D+ AV 67,500 05-JAN-17 52,000

CITY MANAGER’S MONTHLY REPORT JANUARY 2017

Payment Agreements / Extensions 700 600 500 Axis Title 400 300 200 100 0 Feb- Mar- Apr- May- Jun- Aug- Sep- Oct- Nov- Dec- Jan-16 Jul-16 16 16 16 16 16 16 16 16 16 16 Series1 326 228 76 111 127 122 402 587 549 587 565 467 Work Orders Processed 2,500 2,000 1,500 1,000 500 0 JAN-16 FEB-16 MAR-16 APR-16 MAY-16 JUN-16 JUL-16 AUG-16 SEP-16 OCT-16 NOV-16 DEC-16 JAN-17 Jan- Feb- Mar- Apr- May- Jun- Aug- Sep- Oct- Nov- Dec- Jan- Jul-16 16 16 16 16 16 16 16 16 16 16 16 17 Series1 1,536 1,694 1,659 1,507 1,646 2,002 1,539 2,423 1,939 1,437 1,615 1,643 1,437 YEAR TO DATE CUSTOMER PAYMENT USAGE 80,000 60,000 40,000 20,000 0 Drive-Thru Over the Mail, Drop Box Credit Cards Bank Drafts Window Counter 2017 YTD 17,329 31,337 111,253 1,252 13,223 2016 YTD 16,283 36,262 105,704 1,100 12,954

Total Accounts Bank Drafted 2,500 2,000 1,500 1,000 500 - January February March April May June July August September October November December 2017 1,668 1,747 306 - - - - - - - - - 2016 1,605 1,751 1,954 1,636 1,982 1,775 1,812 2,309 1,602 1,831 1,886 1,770 Customer Payments Made Through Bank Draft $600,000.00 $500,000.00 $400,000.00 $300,000.00 $200,000.00 $100,000.00 $- January February March April May June July August September October November December 2017 $279,823. $297,914. $47,282.3 $- $- $- $- $- $- $- $- $- 2016 $247,351. $276,553. $327,013. $253,729. $289,793. $263,957. $317,148. $480,391. $374,575. $389,971. $302,860. $259,092.

ELECTRIC DEPARTMENT Electric Divisions System Peak Total System Load Number Customers Month outages customers May 15 61,012 Gained May 15 135.8 June 15 68,704 May 15 1 347 May 15 12 June 15 155.6 July 15 76,060 June 15 11 1385 June 15 6 July 15 158.5 Aug 15 74,133 July 15 9 405 July 15 14 Aug 15 148.0 Sept 15 66,383 Aug 15 6 122 Aug 15 9 Sept 15 148.0 Oct 15 55,011 Sept 15 9 334 Sept 15 5 Oct 15 101.3 Nov 15 53,746 Oct 15 1 1 Oct 15 9 Nov 15 95.5 Dec 15 56,155 Nov 15 5 2629 Nov 15 61 Dec 15 94.64 Jan 16 62,563 Dec 15 2 17 Dec 15 20 Jan 16 116.96 Feb 16 57,888 Jan 16 5 245 Jan 16 21 Feb 16 110.15 Mar 16 55,967 Feb 16 2 106 Feb 16 14 Mar 16 98.93 Apr 16 53,202 Mar 16 7 353 Mar 16 16 Apr 16 100.37 Apr 16 5 672 Apr 16 29 May 16 128.16 May 16 56,586 May 16 2 206 May 16 13 June 16 133.59 June 16 65,414 June 16 14 601 June 16 53 July 16 165.92 July 16 80,114 July 16 9 307 July 16 13 Aug 16 162.61 Aug 16 83,086 Aug 16 9 214 Aug 16 13 Sept 16 159.99 Sept 16 67,117 Sept 16 7 915 Sept 16 35 Oct 16 116.94 Oct 16 57,707 Oct 16 8 224 Oct 16 27 Nov 16 98.27 Nov 16 54,812 Nov 16 6 4293 Nov 16 41 Dec 16 60,179 Dec 16 5 207 Dec 16 37 Dec 16 101.04 Jan 17 3 12 Jan 17 40 Jan 17 113.04 Jan 17 63,172 Electric Monthly Outage Report The annual outage goal will be less than 295 minutes per customer, which is a Delaware Standard. This will be measured by calculating the System Average Interruption Duration Index. FY 17 YTD FY 16 FY 15 26.24 27.62 46.99 Controllable Outages Average Response Time Annual goal is less than 40 Goal is less than 30 minutes Month Year-to-date Month Year-to-date 1 18 33.6 Minutes 33.08 Minutes PROGRAM UPDATES JAN 17 JAN 16 FY17 YTD Tree Trimming 261 436 5090 Number of Oil Releases 0 1 8 Lost Time Accidents – All Electric Utility Divisions 0 0 0 New Services 40 21 470

HUMAN RESOURCES January 2017 Category Jan Feb March April May June July August Sept Oct Nov Dec Jan Total 16 16 16 16 16 16 16 16 16 16 16 16 17 Caucasian* 297 296 299 301 302 301 297 294 296 301 302 300 299 n/a Minorities* 66 67 68 67 70 70 70 69 71 72 72 71 71 n/a Hired 0 2 9 3 3 3 3 0 5 9 3 1 5 46 Terminated/Resigned/ 2 2 5 2 0 4 8 4 1 1 2 4 6 41 Retired/Other Transferred/Promoted 1 1 1 4 0 1 2 2 2 0 0 2 2 18 Jobs Posted 3 2 5 10 2 3 5 7 3 3 1 7 2 53 Workers Comp. 3 0 1 4 2 0 3 3 3 6 3 0 2 30 Injuries Workers Comp. 0 166 144 73 0 32 271 340 171 254 319 342 259 2371 Hours 345 Full-time Employees: Part-time Employees: 25 (*3 Pitts Center, 1 Recreation, 12 Library, 1 Customer Service, 1 Central Services, 6 Police Department, 1 Information Technology) -Numbers do not reflect, temporary, seasonal, relief fire dispatchers, committee or council members. Position Hired: Public Works Operations Manager; (2) Customer Service Clerk I (full-time); Residential Assessment Technician; Fire Dispatcher Station II Position Terminated/Resigned/Retired: (3) Police Officer, Customer Service Supervisor, Police Cadet, Planner I Positions Transferred/Promoted: Inspector II temporary upgrade to permanent; Administrative Assistant City Manager’s Office (full-time) to Administrative Assistant IT (part-time) Positions Posted: Electrical Engineer, Customer Service Clerk I (full-time) Recruitment Information (Positions closed in January) Position Total Female Male Unknown Black White Hispanic Asian/Pacific American Unknown In Out Islander Indian/Alaskan Dover Dover Native Laborer (Grounds) 47 - 44 3 10 32 1 1 - 3 23 24 Electrical Engineer I 5 - 4 1 2 1 - - 1 1 3 2 LAN Analyst (DPD) 4 1 2 1 3 1 - - - - 1 3 Customer Service 58 31 17 10 20 27 2 - 1 8 26 32 Supervisor Customer Service 103 75 14 14 42 51 1 - 2 7 45 58 Clerk II (Collections) Open or Currently Recruiting* Open or Currently Jan Feb March April May June July August Sept Oct Nov Dec Jan Recruiting 16 16 16 16 16 16 16 16 16 16 16 16 17 By Department Electric 3 4 5 5 5 3 4 4 3 3 4 4 4 Public Works 13 14 12 10 10 12 11 13 11 5 6 6 5 Police 2 2 4 4 1 2 2 3 2 1 1.5 3 5.5 All Other 12 10.5 8 7 7 8 9.5 10 9 9 14 13.5 11.5 Departments Totals 30 30.5 29 26 23 25 26.5 29 25 18 25.5 26.5 26 *Not used for Budgeting Purposes  The following has been updated to reflected the Fiscal 2016-17 Budget Electric: Transmission and Distribution Coordinator, Engineering Fieldman I, Electrical Engineer I, Lineman 2nd class Public Works: Utility Maintenance Mechanic I; Lead Laborer (Grounds); Laborer II (Grounds); Water/Wastewater Maintenance Supervisor, Public Works Inspector Police: Building Maintenance Craftsperson, (3) Cadet; LAN Analyst, (2) Police Officers All Other Departments: Customer Service Clerk, (Collections); (1) Customer Service Clerk I (Customer Service); (1) Customer Service Clerk I (Cashiers); (1) Field Service Representative I (Customer Service-Meter Reading), AS/400 (Information Technology); Billing Supervisor (Customer Service); Customer Service Clerk I (part-time); Inspector I, (Fire Marshal); Customer Service Supervisor; Planner; (2) Passport Clerk (Library, part-time); Library Clerk (part-time); Library Assistant, (part-time)

HUMAN RESOURCES (Continued) Turnover Statistics 2010 2011 2012 2013 2014 2015 2016 2017 Total Turnover % 5.57 6.75 11.00 10.91 6.02 12.05 8.68 1.34 Termination Turnover % 0.27 1.08 0.29 1.47 .57 .28 .54 -- Resignation Turnover % 2.12 4.05 5.21 5.01 2.29 7.56 6.24 .54 Retirement Turnover % 3.18 1.62 5.50 4.42 3.15 4.20 1.90 .81 2012 Healthcare cost sharing implemented 2013 Healthcare cost sharing implemented for DOE 2016 RIF in Economic Development Average Employees 2010 2011 2012* 2013* 2014 2015 2016 2017 Total Number of Employees 21 25 38 37 21 42 32 5 Separating from Service Average Number of Full-time 362 356 333 325 331 333 340 347 Employees Average Number of Part-time 16 15 12 14 18 24 28 25 Employees * Healthcare cost sharing implemented Workers Compensation Cost CY 2017 Admin/CMO 5 Facilities 14 Department Grounds 5 Police 21 Power Plant 6 Sanitation 4 Total Cost (In thousands) Total $55,000

INFORMATION TECHNOLOGIES Service Requests Resolved 80 71 74 66 62 63 56 58 60 55 52 49 49 44 42 40 20 0 Jan-16 Feb-16 Mar-16 Apr-16 May-16 Jun-16 Jul-16 Aug-16 Sep-16 Oct-16 Nov-16 Dec-16 Jan-17 Programming Requests Completed 40 30 29 30 27 22 23 22 24 21 18 17 18 16 20 13 10 0 Jan-16 Feb-16 Mar-16 Apr-16 May-16 Jun-16 Jul-16 Aug-16 Sep-16 Oct-16 Nov-16 Dec-16 Jan-17 Page Views - City of Dover Web Page 45,000 40,000 35,000 Pages Viewed 30,000 25,000 40,773 34,436 34,652 36,155 31,824 20,000 30,073 27,473 30,300 27,522 24,670 23,712 15,000 17,766 16,020 10,000 5,000 0 Jan-16 Feb-16 Mar-16 Apr-16 May-16 Jun-16 Jul-16 Aug-16 Sep-16 Oct-16 Nov-16 Dec-16 Jan-17 Noteworty: Continuing work with Invoice Cloud Budget preparation Started Cisco review of network hardware and phones Cunducting a City wide hardware inventory Completed Auto-CAD and Adobe Acrobat renewals

Jnauary 2017 Monthly Report Highlighted Special Events & Attendance: "In Harmony..." Concert 125 Winter Reading Challenge Kick-Off 225 Museum Fair 150 Total Items Checed Out: 30,530 Programs: Offered Attended E-books: 2,533 Adult New Library Cards: 300 Teens Children Library Card Holders: 41,062 Job Center Service Area Population: 59,354 Library Visitors: 24,730 Meeting Rooms Usage: 993 Computer Users: 4,113 Wireless Users: 1,759 Items Loaned to/Received from Other Libraries: 6,971

PUBLIC WORKS Construction Inspection Subdivisions Site Development The following required inspection services The following required inspection services Seskinore Court The Grande, Building 4 Chestnut Grove Chesapeake Utilities- Dover Campus Clearview Meadows Eden Hill Medical Center Eden Hill Reed Street Apartments Nottingham Meadows Leander Lakes Senators Lakes Eden Hill Commercial Center Garrison Oak Technical Park Islamic Society of Central Delaware Tall Pines Dover Behavioral Health Systems Phase II Sanitation JANUARY 17 FYTD 17 JANUARY 16 FYTD 16 Trips to DSWA Sandtown Landfill 177 1,211 150 1,204 Total Tonnage to DSWA 922.48 6,887.34 789.62 6,800.47 90-Gallon Containers Delivered 83 438 21 418 300-Gallon Containers Delivered 0 0 0 0 Total Man Hours-containers Delivered 47 185 10 117

CURBSIDE RECYCLING TOTAL # OF TOTAL # OF STATS HOUSEHOLDS ACCOUNTS WEIGHT/LBS. AVE. LBS. COLLECTED January 2017 20,186 9,332 291,060 14.42 Streets JANUARY 17 FYTD 17 JANUARY 16 FYTD 16 Signed Installed 12 68 0 31 Signs Repaired 40 79 0 42 Curbs Painted Yellow (feet) 0 3,296 0 1,281 New Post Installed 14 50 1 49 Storm Catch Basins Repaired 0 9 0 9 Storm Catch Basin Repairing (Hrs.) 0 13.5 0 38 Storm Catch Basins Cleaned 18 41 0 256 Storm Catch Basins Cleaning (Hrs.) 8 32 0 42 Hot Mix Patching (Tons) 0 0 0 0 Hot Mix Patching (Hrs.) 0 0 0 0 Cold Mix Patching Hrs.) 0 65.25 8 41 Concrete Work (Hrs) 4 26 0 40 Concrete Patching (Cubic Yards) 0 4 0 0 Ditch Work (Hrs). 0 2 0 28 Street and Alley Maintenance (Hrs) 16 16 0 4 Street Sweeping (Miles) 809 8,429 164 6,083 Street Sweeping (Cubic Yards) 84 738.5 54 528 Leaves Collected (Cubic Yards) 329 11,939 364 11,992 Leaf Collection (Miles) 317 7,550 525 7,640 GROUNDS Work Orders Total Work Orders = 2 General = 1 Arborist = 1 Arborist Crew January 2017 January 2016 Trees Trimmed 25 25 Trees Removed 2 1 Stumps Removed 16 0 Trees Planted 0 0 Root Pruning 0 0 Beautification Crew Reconditioning hanging baskets. Mowing Crew General clean up of City owned properties. Litter Removal Litter person has been doing an outstanding job with emptying trash cans and picking up litter.

Miscellaneous Removed peace sign from the Green and lighted trees on Silver Lake. Working on tree and stump removal throughout the City. Removed resident Christmas trees from streets as per schedule collection. Set up stage for event as requested. Removed large tree at City park. GEOGRAPHIC INFORMATION SYSTEMS (GIS) City Clerk's Office Coded the new voters to their District in the Dover Voter List. City Manager’s Office Created three maps of the area around Legislative Hall for use in the Governor's Inauguration. Library Printed multiple posters of varying sizes for a Roald Dahl display. Planning & Inspections Made and updated layer of Vacant Buildings. Public Works Replicated Personal Geodatabases of Storm and Sanitary Sewer for Camera Truck update. Public Works Created new GIS Project Tracking feature class. Public Works Troubleshoot tablet and Collector for ArcGIS issues. Public Works Created a DSWA billing database and populated. Public Works Gave technical support for 2 tablets. Public Works Performed monthly recycling customer update. FLEET AND FACILITIES MANAGEMENT Fleet Maintenance PM Work Orders Completed: 27 Number of Tire Repairs: 18 Number of Road Repairs: 10 Other Work Orders: 76 Repair Hours: 227.3 Road Repair Hours: 12.3 Total Work Orders: 103 Fabrication Hours: 22 Misc. Hours: 59.2 PM Hours: 117.5 # Of Scheduled PM’s: 37 # Of Scheduled PM’s: Completed: 14 Major Program Updates January January MEASURE 2017 2016 DIFFERENCE Fleet Maintenance - Scheduled Preventative Maintenance 14 out of 37 10 out of 37 +10.81% appointments being kept (Quantity 37.84% 27.03% and Percentage) Facilities Maintenance Facilities - Routine work orders 37 out of 39 25 out of 25 completed within 5 days (Quantity - 5.13 % 94.78 % 100 % and Percentage) Facilities - Emergency work orders 1 out of 1 1 out of 1 completed within 2 days (Quantity 0% 100 % 100 % and Percentage)

Water/Wastewater Divisions Dec 15 Jan 16 Feb 16 March 16 May 16 April 16 June 16 Total Water Prod. 133,437,000 137,229,000 137,059,000 148,722,000 146,101,000 159,483,000 172,331,000 Billed Consumpt. 116,923,000 118,062,000 129,346,000 127,945,000 125,105,000 141,806,000 147,393,000 Total Flow to County 126,640,000 120,192,000 187,336,000 132,852,000 161,418,000 129,035,000 129,309,000 City Readings 144,997,084 131,263,852 152,102,705 195,225,608 157,406,385 148,682,761 158,898,575 July 16 Aug 16 Sept 16 Oct 16 Nov 16 Dec 16 Jan 17 Total Water Prod. 204,088,000 203,656,000 176,510,000 173,574,000 122,328,000 132,009,000 139,873,000 Billed Consumpt. 181,484,000 179,460,000 184,214,000 159,687,000 133,279,000 114,760,000 114,760,000 Total Flow to County 129,725,000 158,799,000 125,583,000 169,995,000 114,255,000 114,682,000 141,147,600 City Readings 146,440,837 178,307,328 135,635,579 147,838,447 150,270,118 136,196,345 142,470,400 ENGINEERING SUMMARY Major Program Updates JANUARY 17 JANUARY 16 DIFF FY17 YTD FY16 YTD State and Federal Violations 0 0 0 0 0 Water Quality Complaints 2 10 -8 67 57 Plan Review Completed Within 30 days of Submission 2 10 -8 45 53 OPERATIONAL SUMMARY Task JANUARY 17 JANUARY 16 CURRENT FY Water Production - Daily Average 4,512,032 4,426,742 1,152,038,000 Average Field Response Time (goal is <30 minutes) 17.12 15.05 16.72 Water Mains Repaired 5 3 14 Water Service Lines Repaired 1 0 8 Wastewater Mains Repaired 0 0 4 Wastewater Service Lines Repaired 1 2 2 Sewer Lines Flushed - linear feet 32,552 39,182 317,679 Sewer Mains Videoed -linear feet 33 1,441 8,046 Total Fire Hydrants in Service 1,839 1,820 1,839 Total Water Meters in City Distribution System 14,552 14,410 14,552

Monthly Management Committee Update January 2017 Prepared By: Arline Holloway Client Services Manager Phone: 904-360-1347 Email: aholloway@teainc.org Date: February 23, 2017 301 W. Bay Street, Suite 2600  Jacksonville, FL 32202  Tel: 904.356.3900  Toll-Free: 800.423.4800

Monthly Management Committee Update January 2017 Table of Contents I. Executive Summary 1 Power Supply Summary 1 Supply Source Summary 2 Supply Variance 2 Generation Summary 3 Emissions Summary Error! Bookmark not defined. Risk Management Summary 9 II. Budget Report 10 III. Operations Management 13 Operations Summary 13 IV. Appendix: PJM Invoice 14 February 23, 2017 Page ii

Monthly Management Committee Update January 2017 I. EXECUTIVE SUMMARY POWER SUPPLY SUMMARY Power Supply Costs FY2016-17 $6,000,000 $5,000,000 $4,000,000 $3,000,000 $2,000,000 $1,000,000 $0 Jul-16 Aug-16 Sep-16 Oct-16 Nov-16 Dec-16 Jan-17 Feb-17 Mar-17 Apr-17 May-17 Jun-17 Budget Actual Overall Power Supply costs were $388,447 below budget, predominantly driven by lower PJM-Energy, Congestion and Losses and PJM-ARR Transmission and Fees. PJM Energy, Congestion and Losses charges for stepped up for the month to $782,315. Dover’s budgeted cost for all power supply (capacity AND energy) was $71.89/MWh. The actual cost of all power supply (capacity AND energy) was $64.53/MWh. The actual cost of energy alone was $39.73/MWh as opposed to a budgeted energy cost of $45.72. Dover’s total load was 63,719 MWh versus a forecasted load of 62,600 MWh. Hedge purchases totaled 41,232 MWh, which was 65% of the actual load. Dover’s planned energy purchase from the SunPark solar installation was 922 MWhs. Dover’s actual energy purchase from the SunPark installation was 558 MWhs. Purchases from PJM (energy and fees) totaled $2,222,019. PJM Revenue (Generation Credits) totaled $(674,731). The Grand Total owed to PJM for the month of August $1,547,288. February 23, 2017 Page 1

Monthly Management Committee Update January 2017 Supply Source Summary Supply Variance Purchased Power Variance Report: January Budget Actual Variance Gross Load 62,600 63,719 (1,119) Wholesale Load 61,678 63,162 (1,484) Hedged Volume (MWh) 34,092 41,232 (7,140) Unhedged Volume (MWh) 27,586 21,930 5,656 Dover SunPark Volume (MWh) 922 558 364 Renewable Energy Credits Volume 138 $ 98 40 Hedged Cost ($/MWh) $ 42.11 $ 40.56 $ 1.55 Unhedged Energy Cost ($/MWh) $47.36 $35.67 $11.69 Solar Energy Cost ($/MWh) $130.15 $141.38 ($11.23) Energy Costs ($/MWh) $45.72 $39.76 $5.96 All-in Costs - Energy, Capacity and RECs ($/MWh) $71.89 $64.53 $7.36 February 23, 2017 Page 2

Monthly Management Committee Update January 2017 GENERATION SUMMARY Net Generation Revenue for the month of January was $196,204 versus a budgeted revenue of $315,197. February 23, 2017 Page 3

Monthly Management Committee Update January 2017 Generation Breakdown: City of Dover Monthly Wholesale Generation Formula January 2017 Net Generation 0.00 D Production Margin PJM - Generation Economic and Reliability Dispatch $ - A Natural Gas & Oil Consumption Purchases for Generation $ - Natural Gas Transport $ (75.94) Eastern Shore Cashout $ (580.90) Oil Consumption $ 1,122.96 Subtotal: Natural Gas & Oil Consumption $ 466.12 B Gross Production Margin $ 466.12 C = (A + B) $/MWh Generation Production Gross Margin $ - E = (C/D) PJM - Capacity Generation Capacity Credit $ 632,737.28 Reactive Supply and Transmission Losses $ 41,994.54 Subtotal: PJM - Capacity $ 674,731.82 F All in Generation Margin All in Generation Margin Total $ 675,197.94 (G = C + F) February 23, 2017 Page 4

Monthly Management Committee Update January 2017 EMISSIONS SUMMARY Emissions Allowance and Solar Renewable Energy Summary through January 31, 2017 The reinstated Cross-State Air Pollution Rule (CSAPR) replaced the Clean Air Interstate Rule (CAIR) beginning January 1, 2015. The State of Delaware was included in the CAIR footprint but is not included in the CSAPR footprint. The separate Clean Air Act acid rain deposition control program (CAA Title IV) which governs SO2 national allowance trading program remains in effect for Dover. Beginning with the January 2015 report, TEA no longer includes a CAIR summary. It will continue to report on Dover’s Clean Air Act Title IV SO2 allowances. Market liquidity for Title IV SO2 allowances is very low, with few transactions occurring. The following table shows estimated values for Dover’s banked allowances, based on a market price assessment published by SNL Energy. Market Value for Clean Air Act Title IV Allowances Commodity $/Ton1 Tons Market Value SO2 Allowances – Title IV $0.56 15,026 $8,415 Total $8,415 Regional Greenhouse Gas Initiative The State of Delaware is a participant in the Regional Greenhouse Gas Initiative (RGGI). The City of Dover must comply with RGGI by surrendering carbon dioxide (CO2) allowances pursuant to the State of Delaware’s laws (Title 7, Chapter 60, Sub-Title II-A). Dover had more than a sufficient number of RGGI allowances allocated to it to cover its requirements through the first compliance period (calendar years 2009-2011) and second compliance period (2012 – 2014). Any unused allowances are carried over (“banked”) for subsequent years. The table below includes Dover’s historical activities, and includes projections through 2020. Two projections are presented: (1) future annual emissions based on the average for 2009 – 2015, and (2) future annual emissions based on 2010 actual CO2 emissions which was the highest emissions year between 2009 and 2015. The table and chart indicate that Dover could run out of banked allowances as early as the end of 2018 under the high emissions scenario and by the end of 2020 under the average scenario. Therefore, Dover has initiated a program to participate in RGGI’s quarterly auctions to ensure it has adequate allowances in the future. 1 February 17, 2017 Daily Power Report by SNL Energy February 23, 2017 Page 5

Monthly Management Committee Update January 2017 Dover, DE RGGI Allowance History and Forecast - January 2017 CO2 Tons CO2 EOY Historical CO2 Tons CO2 Tons Projected EOY Compliance CO2 Allowances Allocated CO2 Emitted & Projected EOY Allowances Allowance Emitted - Proj. Emitted - Proj. Balance Year (CY) Purchased Allowances Adjustments- Balance (High) S old Balance (Avg) (High) (Average) Historical 2009 0 62,184 5,796 56,388 2010 0 49,747 32,971 73,164 2011 0 37,311 17,746 92,729 2012 0 27,983 15,957 104,755 2013 0 24,818 10,230 119,343 2014 0 1,000 N/A 25,426 94,917 2015 0 14,000 N/A 18,828 84,070 2016 0 16,000 N/A 25,136 74,934 19,384 33,000 55,550 41,934 2017 0 N/A 74,934 19,384 33,000 36,167 8,934 2018 0 N/A 19,384 33,000 16,783 -24,067 2019 0 N/A 19,384 33,000 -2,601 -57,067 2020 0 N/A 19,384 33,000 -21,984 -90,067 Subject to verification to NAES report. Dover RGGI Allowance History and Projection January 31, 2017 150,000 100,000 Includes the 16,000 allowances awarded in this year's Auction 31-33 Tons of CO2 50,000 0 -50,000 -100,000 Historical CO2 Emissions Projected CO2 Emissions - Avg CO2 Tons Emitted - Proj. (High) EOY Historical Allowance Balance Projected EOY Balance (Average) Projected EOY Balance (High) February 23, 2017 Page 6

Monthly Management Committee Update January 2017 In anticipation of needing additional RGGI allowances in the future, Dover has participated the seven out of the last nine auctions and plans to continue to participate as required. The table below shows details for Dover’s allowance purchases for each of these previous Auctions. Dover's RGGI Allowance Purchase History RGGI Auction Auction Clearing Price Quantity of Allowances Number Auction Date ($/Ton) Awarded Total Cost 26 Dec 3, 2014 $5.21 1,000 $5,210 27 Ma r 11, 2015 $5.41 6,000 $32,460 28 Jun 3, 2015 $5.50 4,000 $22,000 29 Sep 3, 2015 $6.02 4,000 $24,080 30 Dec 2, 2015 $7.50 0 $0 31 Ma r 9, 2016 $5.25 8,000 $42,000 32 Jun 1, 2016 $4.53 6,000 $27,180 33 Sept 7, 2016 $4.54 2,000 $9,080 34 Dec 7, 2016 $3.55 0 $0 Total s 31,000 $162,010 The recovery from the December lows continued in February. RGGI spot prices gained an additional $0.13 this month to $3.92. The downside pressure on the natural gas forward curve along with the growth in renewables will likely keep carbon prices in check over the longer run; therefore, the largest source of potential price risk would likely come from a structural change to the underlying RGGI program. On this front, there were no major revelations at the February RGGI Stakeholder meeting. Program administrators spent time reviewing, and answering questions about, the modeling assumptions being used in the program review. One of the most significant modeling changes discussed at the meeting focused on the long-dated natural gas forward curve assumption which experienced a sharp decline since the election. The other much discussed topic was the proposed emissions containment reserve (ECR). The ECR structure is similar to the cost containment reserve; however, it would make the emissions cap more stringent as it would decrease supply if reduction costs are low. In separate but related news, a proposed bill in New Hampshire seeking the state’s exit from RGGI and ongoing national regulatory uncertainty could keep pressure on prices ahead of the first auction of the year. February 23, 2017 Page 7

Monthly Management Committee Update January 2017 RGGI Futures - February 17, 2017 4.60 4.50 4.40 4.30 RGGI V13 4.20 $/Ton RGGI V14 4.10 RGGI V15 4.00 RGGI V16 3.90 3.80 RGGI V17 3.70 RGGI V18 3.60 RGGI V19 2/1/2017 3/1/2017 4/1/2017 5/1/2017 6/1/2017 7/1/2017 8/1/2017 9/1/2017 10/1/2017 11/1/2017 12/1/2017 1/1/2018 2/1/2018 3/1/2018 6/1/2018 9/1/2018 12/1/2018 12/1/2019 12/1/2020 Based on the February 17, 2017 ICE price of $3.92/ton for the February 2017 futures contract, the estimated market value of Dover’s existing 74,9342 ton RGGI allowance bank is $283,998. Renewable Energy Certificates Dover owns two photovoltaic systems totaling 15 kW, consisting of one 5 kW unit at the Utilities Administration Building and two 5 kW units at the McKee Run generating station. Dover also receives solar energy produced by the 10 MW Dover Sun Park which is owned by White Oak Solar Energy, LLC. In addition to all of the physical energy produced by the Sun Park, Dover receives 15% of Sun Park’s Solar Renewable Energy Credits (SRECS). Dover participates in the Delaware Municipal Electric Renewable Portfolio Standard (DMERPS) for compliance with the State of Delaware’s RPS laws applicable to municipal utilities. The first compliance period under DMERPS was for the 12 months ending May 2014 and the second compliance period was for the 12 months ending May 2015. Through the end of generation month December 2017, Dover had accumulated a net total of 7,262 SRECs from these renewable energy resources. This total includes SRECs reported in PJM’s GATS account and Bonus allowances for Sun Park labor. This total was reduced by 2,941 SREC transferred to DEMEC for surrender on October 3, 2014 for the first compliance period, 2,861 SRECs and 574 bonus SRECs for the second compliance period on November 9, 2015, and 2,093 SRECs and 207 bonus SRECs for the third compliance period on November 22, 2016. 2 Adjusted to reflect NAES totals. Subject to verification from RGGI COATS account. 3 Note: Retroactive Bonus Allowances were not transferred within PJM’s GATS system, but were used to offset 2014/2015 compliance obligation. February 23, 2017 Page 8

Monthly Management Committee Update January 2017 Delaware periodically holds SRECs auctions; however, these auctions are for size tiers N1 – N3, E1 and E2. The Dover Sun Park is in the N4 tier for large-scale facilities. State-wide carve outs for Tier 4 have been fully subscribed, so there is not a market for tier T4 SRECs in Delaware. The nearest viable market for Dover’s SRECs is Pennsylvania. The most recent daily settlement prices for Pennsylvania SRECs from Bloomberg are used in the table below. Net SREC PJM-GATS 10% Bonus Balance Market Balance SREC Vintage SRECs for Transferred to DEMEC After Market Clearing Before (June 1 – May 31) Sun Park for 2014/15 Transfer Value Price 2014/15 Labor(3) Compliance and Compliance Surrender GATs Bonus 2011/2012 $0.00 0 290.2 290.2 0 $0 2012/2013 $0.00 2,173 215.7 2,173 215.7 0 $0 2013/2014 $0.00 2,701 268 2701 268 0.0 0 2014/2015 $7.00 2,685 266.3 80 7.1 2,864.2 20,049 2015/2016 $7.00 2,586 168 0 0 2,754.0 19,278 2016/2017 $7.00 1,644 0 0 0 1,644.0 11,508 Totals 11,789 1,208.20 4,954 781 7,262.2 $50,835 TEA continues to recommend to Dover to retain these allowances for compliance with its Renewable Portfolio Standard (RPS). Additionally, Dover will need to acquire additional SRECs resources in future years. It is apparent that Dover’s portion of SRECs produced by White Oak Solar Energy Center will not be sufficient future years as the compliance requirements increase. DEMEC has indicated that it expects to have excess SRECs available for Dover’s compliance requirements. This and other alternatives will need to be evaluated in the near future. RISK MANAGEMENT SUMMARY Forward prices decreased overall. February 23, 2017 Page 9

Monthly Management Committee Update January 2017 II. BUDGET REPORT Budget Actual Variance Jan-17 Jan-17 Gross Load 62,600 63,719 (1,119) Power Supply Hedged Energy $ 1,435,700 $1,672,462 $ (236,762) PJM - Energy, Congestion & Losses $ 1,306,500 $782,315 $524,185 PJM - ARR, Transmission and Fees $ 633,650 546,212 $87,438 Dover SUN Park Energy $ 120,000 $78,879 $41,121 Dover SUN Park RECs $ 16,000 $13,043 $2,957 RECS (Solar and Non-Solar) $ 56,100 $56,100 $0 RGGI Credit Costs $ - $0 $0 Management Fees $ 69,583 $69,583 $0 PJM - Capacity UCAP Obligated Purchased $ 863,000 $893,493 ($30,493) Subtotal - Power Supply 4,500,533 $4,112,086 $388,447 Power Generation O&M Plant O&M $ 502,925 $ 476,748 $ 26,177 Subtotal Generation O&M 502,925 $ 476,748 $ 26,177 Power Generation Production Margin PJM - Economic and reliability dispatch $ (314,870) $0 ($314,870) Fuel Costs - Natural Gas $ 152,906 $657 $152,249 Fuel Costs - Oil $ - $1,123 ($1,123) Testing Costs $ 5,542 $0 $5,542 Subtotal Generation Production Margin (156,422) $1,780 $ (158,202) Power Generation Non-Production Revenue PJM - Generation Capacity Credit $ (631,700) ($632,737) $1,037 Emissions Allowance Sales $ - $0 $0 Reactive Supply - Gas $ (30,000) ($41,995) $11,995 Subtotal - Non-Production Revenue (661,700) ($674,732) $13,032 SubTotal - All Generation $ (315,197) ($196,204) $ (118,993) Total - Utilities Cost $4,185,336 $3,915,882 $269,454 Unit Costs Total - Power Supply $71.89 $ 64.53 $7.36 Total - Power Generation ($5.04) ($3.08) ($1.96) Final Cost of Service to City of Dover Ratepayers $66.86 $61.46 $5.40 February 23, 2017 Page 10

Monthly Management Committee Update January 2017 January Variance Analysis  Power Supply o Dover consumed 1,119 MWh more than forecasted for the month. o Dover saw an unfavorable variance for budgeted Hedged Energy of $236,762. o Dover experienced a favorable variance for budgeted PJM - Energy, Congestion & Losses of $524,185 and a favorable variance for PJM ARR, Transmission and Fees of $87,438. o The City of Dover realized a favorable variance of $388,477 for power supply vs. the monthly budget. o Dover Sun Park generated 364 MWhs less than forecasted. o This resulted in a net power supply cost positive budget variance of $7.36/MWh below budget.  Generation o Non Production Revenue had a favorable variance of $13,032 o Net All Generation Revenue had a unfavorable variance of $118,993 February 23, 2017 Page 11

Monthly Management Committee Update January 2017 Budget Actual Variance YTD YTD Gross Load 457,400 472,169 (14,769) Power Supply Hedged Energy $ 9,984,100 $12,328,104 $ (2,344,004) PJM - Energy, Congestion & Losses $ 7,335,200 $3,013,007 $4,322,193 PJM - ARR, Transmission and Fees $ 4,435,600 3,085,234 $1,350,366 Dover SUN Park Energy $ 1,127,800 $1,277,663 ($149,863) Dover SUN Park RECs $ 210,100 $216,599 ($6,499) RECS (Solar and Non-Solar) $ 392,700 $392,700 $0 RGGI Credit Costs $ 64,650 $9,080 $55,570 Management Fees $ 487,081 $487,081 $0 PJM - Capacity UCAP Obligated Purchased $ 5,985,200 $6,195,331 ($210,131) Subtotal - Power Supply 30,022,431 $27,004,800 $3,017,632 Power Generation O&M Plant O&M $ 3,905,775 $ 3,451,330 $ 454,445 Subtotal Generation O&M 3,905,775 $ 3,451,330 $ 454,445 Power Generation Production Margin PJM - Economic and reliability dispatch $ (624,565) ($1,364,565) $740,000 Fuel Costs - Natural Gas $ 225,086 $1,260,534 ($1,035,448) Fuel Costs - Oil $ - $1,123 ($1,123) Testing Costs $ 38,792 $0 $38,792 Subtotal Generation Production Margin (360,687) ($102,908) $ (257,779) Power Generation Non-Production Revenue PJM - Generation Capacity Credit $ (4,381,100) ($4,388,339) $7,239 Emissions Allowance Sales $ - $0 $0 Reactive Supply - Gas $ (210,000) ($402,820) $192,820 Subtotal - Non-Production Revenue (4,591,100) ($4,791,159) $200,059 SubTotal - All Generation $ (1,046,012) ($1,442,737) $ 396,725 Total - Utilities Cost $28,976,419 $25,562,063 $3,414,356 Unit Costs Total - Power Supply $65.64 $ 57.19 $8.44 Total - Power Generation ($2.29) ($3.06) $0.77 Final Cost of Service to City of Dover Ratepayers $63.35 $54.14 $9.21 February 23, 2017 Page 12

Monthly Management Committee Update January 2017 III. OPERATIONS MANAGEMENT OPERATIONS SUMMARY Executive Summary: During the month of January, there were no recordable accidents, no lost time accidents and no environmental incidents. The facility has gone 750 days through January 31st, 2017 without a Lost Time Incident (LTI) and 656 days since the April 16, 2015 recordable accident. There was one Near Miss report filed for the month of December at either the McKee Run Generation Station. No McKee Run or Van Sant Units were dispatched during the month of January by PJM or the City of Dover. The Van Sant starting diesel was exercised four times during the month with no issues to report. Unit 3 boiler was warmed-up twice during two cold weather events.  Monthly Budget Variance - The actual expenses attributable to O&M for January for the two sites are $476,748 against a budgeted amount of $693,390 for a favorable monthly variance of $216,642 or 31.24%. The variance was due to the following:  The Labor budget expense had a favorable monthly variance of $235,643 due to a change in employee staffing levels and only two payrolls being expensed while 3 payrolls were budgeted for labor costs.  The Materials and Supplies area had a favorable monthly variance of $9,011 primarily due to the timing of invoices for employee safety shoes and the annual software fee for MP2.  The Administrative area had a monthly unfavorable variance of $28,012 primarily due to timing for environmental portion of plant insurance that the City purchases for the power plant which was originally projected to be paid in October. Additionally, electrical costs (Van Sant) and heating costs were higher than anticipated and was offset a bit by lower than anticipated training and conference budgeted expenses for the month. February 23, 2017 Page 13

Monthly Management Committee Update January 2017 NAES Corporation Dover, Delaware January 2017 Monthly Report 3 January showcases the hard work and dedication of the staff to refurbish the Hot Water Boiler Auxiliary Space. Cover picture: Staff worked hard to refurbish the Hot Water Auxiliary Space. The entire room and related equipment was cleaned, painted and refurbished. The results are impressive. Full details and the before picture are included in the Value Added section of this report. February 23, 2017 Page 14

Monthly Management Committee Update January 2017 Table of Contents 1.0 Environmental, Health and Safety 2.0 Financials 3.0 Operations 4.0 Maintenance 5.0 Capital Improvement Projects (CIP) 6.0 General Plant Information 7.0 Training 8.0 Calendar of Upcoming Events 9.0 “Value Added” Accomplishments February 23, 2017 Page 15

Monthly Management Committee Update January 2017 1.0 Environmental, Health and Safety During the month of January, there were no recordable accidents, lost time accidents or environmental incidents. The facility has gone 750 days through January 31, 2017 without a Lost Time Accident (LTI) and 656 days since the April 16, 2015 recordable accident. There was one Near Miss reported in January 2017 at McKee Run Generating Station. During a breaker operation performed by the electrical dispatcher, the NAES CRO closed breakers that were opened while the dispatcher was completing a breaker alignment to allow the T&D Department for the project to perform maintenance once all breaker operations (alignment) was completed. The CRO closed the two breakers within 3 minutes of the there being opened by City Dispatcher had not completed the rest of the breaker alignment to allow the work to start. During the month of January, no industrial wastewater was discharged to the Kent County Public Works sewer treatment plant. As required by the permit, a monthly Significant Industrial User (SIU) Report was submitted indicating no discharge occurred to the Kent County treatment facility. The Kent County Department of Public Works granted a permit modification request from the City of Dover to remove various metals analysis from monthly sampling criteria. According to permit requirements, if four (4) consecutive sampling episodes demonstrate that a constituent is below laboratory detection limits, it can be removed from the sampling protocol. The City of Dover was able to remove five dissolved metals, beryllium, cadmium, mercury and silver from the sampling protocol and reduce the sample frequency from monthly, when running, to semi-annually. The City of Dover submitted the monthly electronic NPDES Discharge Monitoring Report (e-DMR) to DNREC indicating that McKee Run did not sample any storm water outfalls. McKee Run received DNREC’s Surface Water annual NPDES permit Compliance Evaluation and Inspection (CEI) certification letter from the December 2016 audit and no issues were identified. All aspects of the permit are in compliance, no exceedances, violations or fines were identified. McKee Run also submitted the 2016 Annual Quality Assurance Report to DNREC for samples collected 2016. McKee Run electronically submitted the annual 2016 Water Allocation Report which monitors monthly water levels, well water use from the on-site well and the volumes of water purchased from a public entity. The COD submitted a response letter to Delaware River Commission Basin (DRBC) regarding four (4) questions from the DRBC 2016 Pollution Minimization Plan (PMP) Annual Report for polychlorinated biphenyls (PCBs). The response letter was reviewed by DRBC and found satisfactory. No further action is required at this moment. The DNREC Title V Annual Certification for McKee run and VanSant Generating Stations were submitted in January, 2017 which is both an annual review of the Title V permit and a semi-annual summary of any permit deviations from the period from July 1 to December 31, 2016. McKee Run had no deviations from July 1 to December 31, 2016. Two deviations were for excess emissions were listed from changing fuels and load on January 5 and February 13, 2016 while operating on No. 2 fuel oil. VanSant had several deviations which were identified during the DNREC Annual Permit Audit in August 2016. DNREC identified that ASTM Standard D4057 for fuel oil sampling method could be located on the Certificate of Analysis for No. 2 oil. For Condition 3 Table 1(b)(4)(x)(A) requires that an Initial Notification for the starting diesel be submitted to the EPA. This notification was never submitted to EPA. An Initial Notification application was submitted to EPA on November 28, 2016 and to date no response has been received. Also, the 4th quarter NOx, CO2 and SO2 emissions Electronic Data Reports (EDRs) for McKee Run February 23, 2017 Page 16

Monthly Management Committee Update January 2017 and VanSant were submitted to EPA. The 4th quarter VanSant Excess Emission Report was submitted to DNREC which indicated that during this period of time, there were no instances of opacity exceeding permit limits. As required by the Regional Greenhouse Gas Initiative (RGGI), the City of Dover transferred 2000 CO2 allowances from the McKee Run account to the VanSant account. This account is to maintain 100% of the prior year CO2 emission in this account to cover emission for the next control period. 1.1 Environmental, Health and Safety Tables 4 4 *2015 SO2 tons emitted were modified in 2016 by COD to reflect DNREC’s request to change 2015 SO2 emission factors. February 23, 2017 Page 17

Monthly Management Committee Update January 2017 5 5 Not actual RGGI balances, NAES’ accounting of allowance balance per COMPAS reports and emissions for the year. February 23, 2017 Page 18

Monthly Management Committee Update January 2017 1.2 Title V Air Permit Fuel Operation Compliance McKee Run Generating Station: The Title V Permit dictates that natural gas is the primary fuel source for the unit operations and stipulates that by April 16, 2015, the boiler shall not combust oil for more than 10.0% of the average annual heat value (MMBtu) input during any 3 calendar years or no for more than 15% of the annual heat rate during any single calendar year. The tables below track fuel combustion operations to ensure compliance with the respective MRGS Title V permits are maintained. Up to 48 hours can be used for valid “testing” purposes and gas curtailments are an allowable exception to the rule. The plant is communicating with Eastern Shore to obtain any required written confirmation of NG outages for compliance purposes. We are also and determining how many operating hours were done for “testing” which will also reduce the required natural gas to combust to be in compliance for Unit 3. A total of 531 gallons of #2 Fuel Oil was combusted on January 9, 2017 in order to heat the tubes in Boiler-3 during a period of extreme cold. The Eastern Shore natural gas supply was curtailed at this time. Van Sant Station: The Title V Air permit restrictions with regards to operations, is limited to 70,080 MW-hr. per calendar year with a rolling average of 35,040 MW-hr. over the previous 3 calendar years. February 23, 2017 Page 19

Monthly Management Committee Update January 2017 2.0 Financials Monthly and year to date financial results as compared with the approved power plant budget for the Generation Units are provided below. 2.1 Variance analysis: The actual expenses for the month of January are $476,748 against a budgeted amount of $693,390 for a favorable variance of $216,642 or 31.24%. The variance was due to the following: PERSONNEL EXPENSES – A favorable monthly variance of $216,642 was due to change in employee staffing assignments, a lower than anticipated increase in labor costs and 2 payrolls being expensed versus the 3 that were budgeted. As a result, this impacted three (3) labor accounts – Straight Time, Overtime, and Labor Burdens. MATERIALS AND SUPPLIES EXPENSES - A favorable monthly variance of $9,011 was due to the timing of invoices for the employee safety shoes and the computer software maintenance fee for the CMMS. ADMINISTRATIVE EXPENSES – An unfavorable monthly variance of $28,012 was primarily due to timing for the environmental portion of the plant insurance that is purchased by the City of Dover. This was originally budgeted for October. In addition the costs for electricity and heating gas were higher than anticipated. A portion of the unfavorable variance was offset by lower than anticipated costs in training / conferences / food / travel due timing of invoices for OES-NA operator training. February 23, 2017 Page 20

Monthly Management Committee Update January 2017 3.0 Operations Unit Operations / Outages / Trips: No McKee Run or VanSant Units were dispatched during the month of January by PJM, TEA or The City of Dover. The VanSant starting diesel was exercised four times during the month with no issues to report. Unit 3 boiler was warmed-up twice during two cold weather events. February 23, 2017 Page 21

Monthly Management Committee Update January 2017 6 6 *Hot Gas Path inspection February 23, 2017 Page 22

Monthly Management Committee Update January 2017 3.1 Team Report: The Operations Department completed The Operations Department continues to utilize the on duty Day Shift Team to support plant operations, general maintenance of the plant and support maintenance department by successfully completing Preventative Maintenance (PM) work orders and other plant related PM tasks. The Operations Team completed GPI Learning courses for the month of January. Starting in January OSHA safety training and OSHA environmental training will be completed on a monthly basis. GPI online training will be utilized monthly to complete NAES SMP (Safety & environmental) Training. The Operations Team will review the plant’s safety and environmental permits/policies/manuals and complete a final test for knowledge and familiarity with the subject material. February 23, 2017 Page 23

Monthly Management Committee Update January 2017 4.0 Maintenance During the month of January, the Plant Maintenance staff continues to address the backlog of work orders, preventative maintenance (PM’s) and new work orders received during the month. Back logged Work Orders are work December orders being completed, and 43 of the back logged work orders completed during the month. There was 1 new Safety Work Orders entered into the plant’s computerized maintenance Management System (MP2) for the McKee Run site during the month and 1 was completed. The table below summarizes the monthly work order activities based on MP2 work order records and will continue to improve with time. This table gives a representation of identified outstanding work; Preventative Maintenance tasks completion and remaining corrective work orders and back logged work orders that require attention. February 23, 2017 Page 24

Monthly Management Committee Update January 2017 Notable activities during the month include: The Maintenance staff made repairs to the floor grating in the Hot Water Boiler room. The devices that held the grating down failed due to vibration. The grating was found during a safety housekeeping inspection. The grating was welded down instead of using the device that had failed. The grating is secured and no safety concerns. The Maintenance staff complete the yearly fire pump gasoline motor maintenance. All of the fluids were check and changed