DDP Board Meeting Packet

AGENDA BOARD OF DIRECTORS MEETING Wednesday, September 28, 2022 7:30 a.m. Dover City Hall – Conference Room 1. Welcome 2. Agenda 3. Minutes (June 2022) 4. Police Report 5. Executive Committee/Staff Updates i. Budget ii. Insurance iii. Office move to Suite 2-B (Same building at 101 W. Loockerman St – Cendel - but now level two) iv. Property - taxes v. Downtown Dover Strategic Master Plan vi. Grants awarded State of DE Community Revitalization Fund $1.475 (Property Acquisition, Critical Improvements) Grant In Aid $100,000 (Master Plan) vii. Upcoming Events: • First Saturday in Downtown Dover – Saturday, October 1 (https://tinyurl.com/DoverFirstSat) • Paint Dover! Plein Air Painting Exhibition – Thursday, October 6 from 5-7 p.m. Biggs Museum (https://Tinyurl.com/DoverArt) • OktDoverFest Saturday, October 8 (https://www.facebook.com/OktDoverFest/) 5. Other Business 6. Board member updates 7. Public Comment 8. Adjourn Next DDP board meeting: Wednesday, October 26, 7:30 a.m. on site in City Conference Room. 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 deletion of items, including executive sessions, which arise at the time of the meeting. Downtown Dover Partnership Board Meeting Agenda – September 28, 2022

Board of Directors Meeting Wednesday June 22, 2022, at 7:30 a.m. Dover City Hall – Conference Room Attendance: Todd Stonesifer, Dave Hugg, Pete Bradley, Donny Legans, Johnathan Street, Kim Adams, Councilman Fred Neil, Codi Canasa, Dawn Melson Williams, John Van Gorp, Mayor Robin Christiansen, Linda Parkowski Guests: Dina Vendetti, Officer Al Aviles DDP Staff: Jordan Resh, Tina Bradbury CALL TO ORDER Stonesifer opened the meeting at 7:34 a.m. Stonesifer proposed an addition to the agenda, an update from Al Aviles from the City of Dover Police Department for when he arrives. Stonesifer motioned to approve the amended agenda. Street seconded the motion and the Board unanimously approved. Councilman Neil motioned to approve May’s meeting’s minutes. Canasa seconded the motion, and the Board unanimously approved the motion. PROPERTY UPDATES Bradbury shared the following updates: • A roof repair is needed at the “Old Acme” site (120 S Governors Ave). The FY23 budget allotted $10,000 for the roof repair, and the estimated cost is $8,000 with a ten-year warranty. The DDP will move forward with repairs on July 1. • Interfaith was contacted about their ability to pay rent. Interfaith communicated that they are having financial strains but will try to pay rent by the end of the fiscal year so it can be deposited. Street asked how many times the roof has been replaced at 120 S Governors, and Bradbury said it was patch repaired three times and this will be the first full roof repair. • 136 W Loockerman, the “3 Months Free Rent” property had “technical challenges” with the previous candidate, so the spot was not offered. A second candidate was contacted, and was given a July 15th move in date. Canasa asked who the second candidate for 136 W Loockerman was and Bradbury responded that it is Paint, Plant, Create DIY (Do It Yourself ). COMMUNITY POLICE UPDATE DRAFT DDP Board of Directors Meeting – 6/22/22 1

Aviles shared that two full time people are now assigned to the Community Police Department, allowing for coverage every day of the week from 7 a.m. to 7 p.m. and is equipped with responding to mental health issues. Aviles explained that the community police are trying a temporary quality of life unit for downtown to address pan handling, open containers, loud noise, etc. Aviles added that Dover City Council approved two new positions but could not yet report whether the position is filled. Aviles shared that body cameras will be always worn by officers as a new policy for the Dover Police Department. Stonesifer said he has seen the Community Police in action and attest to its work. Aviles shared that some crimes that happen downtown are not reported to the police department and asks that if something is seen that it is reported. Aviles shared that they were able to compile a larger case against a repeat offender through information sharing. Street asked if Aviles can move groups/people along and disperse a crowd. Aviles said if they are not causing any issues, such as just talking, they cannot move them along. Canasa asked if people can be moved along if they are on the steps of someone’s property. Aviles responded that they can ask people to leave if they are on private property. EXECUTIVE COMMITTEE/STAFF UPDATES Budget Stonesifer shared that the budget was approved last month, and the DDP is currently under- budget for FY23 due to the reduced cost of the roof repair. Master Plan Mosaic planned a charette for July to present transportation ideas to a select audience. Mosaic planned two public meetings for August and early September with the goal of having a plan finalized in the end of September or the beginning of October. John Childress is scheduled to meet with merchants around downtown later today with Laird. Stonesifer reported that the survey has 500+ responses and encouraged the Board to continue to share the survey with their networks. Canasa asked if the transportation and design charette will include parking solutions. Street asked if the survey is the same survey, and Stonesifer confirmed that it was. Office Move The DDP office moved to the second floor and the phones are not working until second week of July. DRAFT DDP Board of Directors Meeting – 6/22/22 2

Grant Stonesifer explained that the Bond Bill from Legislative Hall includes the Community Reinvestment Fund which granted $70 million last year. The DDP submitted four grant requests out of over 400 submitted, including a bill for: 1. Site acquisition, 2. Utilities infrastructure readiness (analysis for future and current development), 3. Critical improvements (which has matching funds and testimonials from property owners that plan to invest their own money if the funding is awarded), and 4. Sustainable crime prevention request which will be used for parking meters downtown. Stonesifer shared that he has met with officials to advocate for the DDP and encouraged fellow Board members to influence legislators involved in the bond bill. Stonesifer noted that most legislators are not from Kent County, but that local legislators have written letters on behalf of the DDP. Parkowski suggested that the DDP submit in the epilogue before the bond bill, allowing the DDP to present their case, and secure an allotment annually that is written in the epilogue. Stonesifer responded that the DDP had its own line from the bond bill on this year for the request for the remaining funds needed for the master plan. Adams asked how the funding for infrastructure will affect the electric system downtown. Stonesifer responded that it would have an effect on all infrastructure although issues with trees and water/sewage management are preferred, electric can be included too. Adams noted that the electric service needs to be upgraded, and Stonesifer replied that the grant is for an assessment to determine how it needs to be improved, and then will seek funding after the assessment is completed. Canasa noted that these funds are not just for DDP owned properties, but for all of downtown. Stonesifer emphasized Canasa’s point and noted that a commitment to matching funds are appealing to legislators. Councilman Neil shared that in a debate on HB456, a bill to increase the councilmen’s pay, Councilman Anderson discussed conduit bonds, which would set aside funding for the downtown district. Stonesifer responded that the DDP does not advocate for bills, but that the Chamber could. Mayor Christiansen suggested an amendment to allow the DDP to advocate, and Stonesifer responded that it is not an official policy, just a tendency. COMMITTEE UPDATES Economic Vitality Bradbury shared that the REAP program is open and will provide up to $2,000 in grant funding to qualifying businesses. An outside advisor will review the financials and report to the Unlock the Block committee for recommendations. The recommendations will then be approved by the DDP Executive Committee. The DRLF program will provide $5,000 to applicants, with 2% interest. The DDP has the opportunity to request additional funds from the USDA once the funds are depleted. DRAFT DDP Board of Directors Meeting – 6/22/22 3

Street suggested that the funds will help fund larger projects that will invest in both local businesses and the city infrastructure. Bradbury shared the following updates about downtown properties: • La Hacienda considered a possible expansion next door. If funds are awarded, the expansion project will be pursued. • Stonerail Market received their COI and Board of Health Certification but is working to get a liquor license. She may be incentivized to open before fall without a liquor license. • Tastee’s has their grand opening scheduled for Friday. • An international snack store is schedule to open on the corner of Governors and Loockerman next month. • Capital School District reached out to find a 5,000 sq. ft. space in downtown, which would be a long-term lease providing work force development for special needs students. • That OG Ish relocated to the Depot, and Sold-Out Sneaks relocated to 331 W Loockerman St. • Milford Housing reported that they may lower the price for Bayard’s Pharmacy because of difficulties in finding a lessee. Hugg asked about the artisan market, Bradbury shared they are struggling with internal issues. Organization A board luncheon and training are scheduled for July 14th and a tour will be scheduled in late August/September. Work Plan No questions. Legislative Updates No legislatures available for updates. City Updates Mayor Was no longer in attendance. City Council Councilman Neil shared that property tax increased by 2% and that their biggest problem is that as gas prices rise, electric prices remain the same. Councilman Neil explained that it was significant to hold down the property tax increase, given that the gasoline budget increased for units that use vehicles. Councilman Neil added that the surcharge for electric will affect all businesses, although the residents will not experience the cost difference as much. DRAFT DDP Board of Directors Meeting – 6/22/22 4

Councilman Neil shared that additional police were approved, but that they will need to be hired and then trained for 18 months before they could be out on their own. Councilman Neil shared that the smart lighting system is ready for use downtown, and that the additional lighting will improve the downtown. City Manager Hugg shared that the budget includes two new dispatchers for the police, which including two new officers are the only four new positions for the year. Hugg added that they are in the process of finalizing the budget but have discovered additional costs. Hugg added that discussions with people looking at projects in Dover have occurred, but they are mostly on the highway or Garrison Oak. Hugg noted that he will work to help provide funding to the City for projects involving economic development. Hugg announced that a new planning director, Mary Ellen Gray, will start in mid-July. Gray was City Planner for the City of Newark and was actively involved in Newark’s downtown development program. Interim Planning Director Melson-Williams shared that the planning commission approved the Kent County Family Courthouse, and they are now waiting for approval from various technical agencies, and they expect movement on the site in Summer 2022. Melson-Williams added that next fiscal year will start with demolition of building that will not be used in the site development. She shared that the City is working with the State regarding the parking lot expected to occupy the old Box Outlet and that they are currently looking at stormwater management. OTHER REPORTS Kent Economic Partnership Parkowski shared that the East/West Truck Route Study of Rt. 8 and Rt. 10 is expected to be submitted to the MPO by August 2022. Parkowski added that the impact on Rt. 8 will be presented, and that she met with Mosaic to communicate transportation needs. Parkowski added that they want to establish an appropriate truck route to leave Dover without travelling through downtown. The study looked at parallel connector roads along Fox Rd. and Acorn Ln. to connect to Garrison and Horsepond Rd. area. Parkowski added that the plan was scheduled for Fiscal Year 2028, but that it was lobbied to move to Fiscal Year 2024 to begin the planning stages. Parkowski noted that the City of Dover and the Chamber of Commerce have wanted changes to the truck route for some time. Hugg added that the Truck Route Study made it through Senator Carper’s first round of appropriations cuts, which he notes is a good sign in securing funding. Street suggested connecting Garrison to Rt. 1. Parkowski shared the additional updates: DRAFT DDP Board of Directors Meeting – 6/22/22 5

• Congressional appropriations made it past the first cut from Senator Coons, and funding may be available for planning site preparation. • “Rockport 2.0” press release is in the works and contained information for the County of targeted industries for Dover, Milford, and Smyrna. Parkowski noted that the project produced useful charts that are used to show how many workers are in various areas for employers and helps to bring good paying jobs to areas. • Zach, Parkowski’s colleague from Salisbury MPO, attended a conference with site selectors and reported that they prefer sites owned by economic development agencies and organizations because it always more control and more emphasis on getting a site marketable and ready. • The Kent County Growth Fund was approved for $2 million, starting with $1 million and leveraging 1:3, allowing lending up to $4 million to focus on the expansion of existing businesses. Parkowski noted that other State funds do not address smaller/medium sized businesses that want to expand, and that this program has a very low interest rate and a 6- year repayment option. Parkowski noted that the program is similar to REAP but on a larger scale, and that more information will be available in the future. • Kent County has been invited to present for the first time at the Delaware Business Roundtable, which is a statewide program that typically focuses on Wilmington. Parkowski noted that this indicates the rising importance of Kent County in State affairs. • The “Ready in Six” bills / HB480 passed and are waiting for the governor’s signature. Parkowski noted that large industrial projects can opt out of participating. • House Bill 484 was approved and allows developers temporary entry permits to start site work before formal permit is approved. The bill allows access as long as the stormwater condition is covered. OTHER BUSINESS None PUBLIC COMMENT None ADDITIONAL DISCUSSION Vendetti shared that the Awards for Excellence Ceremony to recognize members of the Chamber will be held on Thursday and that voting was incredibly close. Vendetti added that Diogo was lobbying at Legislative Hall on behalf of small businesses. Vendetti added that there are new programs and initiatives for the plan for next fiscal year including the Small Business Think Tank – designed for small business members who want to gather with experts and engage in mastermind thinking for solution planning. Councilman Neil shared that in expanding the workforce, Dover needs to provide additional housing that people can afford. Councilman Neil suggested basing the increases in rent based on how much the landlord is spending on the property so that if a landlord is not investing in the property, they cannot increase rent. Vendetti responded that she has encountered similar issues, DRAFT DDP Board of Directors Meeting – 6/22/22 6

and that people are not able to resolve housing or childcare issues to allow people to live and work. Parkowski shared that she met with a company deciding between locating in Sussex and Dover, and that they asked specifically about housing and childcare. Parkowski suggested that sophisticated businesses will always ask those questions. Street noted that while his wife was on the Board at Wesley, they had difficulties in staffing childcare positions. Parkowski responded that there is a new childcare training program. Street noted that affordable housing/apartments seem to be fully occupied. Councilman Neil responded that Federal Programs (Fannie Mae and Freddie Mac) lend money and then find that developers will sell the property for profit. Councilman Neil added that Mosaic emphasizes the foundational importance of housing for people at all income levels in sustainable development. Councilman Neil suggested that a Public Service Commission is established to approve rental increases as a way to protect the public. Councilman Neil added that people are afraid to contact their landlord because they cannot afford to go somewhere else if conditions are not appropriate and asked if there are locations in the City that can be converted into housing. Parkowski shared that Sussex County is trying to pass legislation that requires developers to provide a certain amount of affordable housing for the workforce. Stonesifer responded that developers do not want to work with subsidized housing because of governmental red tape and the relative ease in working in market rate housing. Hugg responded that rentals are subsidized at all levels. Adams asked if downtown wants market rate rentals or affordable housing. Stonesifer responded that Mosaic wants to provide mixed (affordable, market rate, and luxury) housing to combat economic segregation and benefit people of all income levels. Hugg shared that Habitat for Humanity and NCALL provide subsidized/affordable housing even though that is not how they are marketed. Bradbury noted that some residents are unable to afford low-income housing and do not qualify for subsidized housing. ADJOURNMENT Councilman Neil motioned to adjourn the meeting. Street seconded the motion, and the meeting adjourned at 8:51 a.m. NEXT MEETING September 28, 7:30 a.m. in City of Dover Conference Room JR/DJL DRAFT DDP Board of Directors Meeting – 6/22/22 7

DOWNTOWN DOVER PARTNERSHIP STATEMENT OF ASSETS/BALANCE SHEET FISCAL YEAR 2023 August 1 ASSETS: 2 Cash - PNC Commercial Loan Account $ 724,026 3 Cash - PNC Operating Account 190,269 4 Total Cash & Investments 914,295 5 6 Prepaid Items 920 7 Land & Buildings 8 Real Estate Holdings 5,196,863 9 Equipment 6,424 10 Accumulated Depreciation (809,405) 11 TOTAL ASSETS $ 5,309,097 12 13 LIABILITIES: 14 Accounts Payable $ - 15 Deposits - Leases/Sales Contracts 27,432 16 Misc. Payable - Accrued Payroll 3,088 17 Note Payable - 22-24 Loockerman St. 984,737 18 Note Payable - Governors Ave. 964,381 19 TOTAL LIABILITIES $ 1,979,638 24 25 FUND BALANCES: 26 Invested in Land & Buildings $ 4,393,882 27 Current Year - Net Income/(Loss) 14,647 28 Unreserved, Undesignated (1,079,070) 29 TOTAL FUND BALANCES $ 3,329,459 30 31 TOTAL LIABILITIES AND FUND BALANCES $ 5,309,097 32 39 Real Estate Holdings 40 120 S. Governors Avenue - Acme site $ 1,239,345 41 133 - 135 S. Governors Avenue 174,500 42 139 - 143 S. Governors Avenue 369,429 43 222 Railroad Avenue 56,746 44 238 Railroad Avenue 186,137 45 East side of N. West Street parcel #1 243,000 46 680 & 684 Forest St 451,636 47 22-24 West Loockerman Street 1,858,785 48 Loockerman & North Street Lots - Collegian 177,393 49 136 W. Loockerman St. 96,671 50 111 New Street 331,366 51 Santa House 11,855 52 Total Buildings & Land $ 5,196,863 * Real Estate Holdings & Loan Balances are not updated for FY22 until entries are generated by the Tax Accountant

DOWNTOWN DOVER PARTNERSHIP PRELIMINARY MONTHLY BUDGET REPORT FISCAL YEAR 2023 Year to Date Year to Date YTD Budget FY23 Budget August Actual Budget Variance Budget Received 1 Beginning Budget Balance & Cash $ 952,328 $ - $ - $ - $ - 2 Beginning Budget Balance $ 249,657 - - - - 3 PNC Commercial Loan Account $ 702,671 - - - - 4 5 RECEIPTS: 6 Corporate Fundraising $ - $ - $ 10,000 $ (10,000) $ 60,000 0% 7 State Grants & Reimbursements (Westside) - - 12,500 (12,500) 75,000 0% 6 Parking Permits - - 5,000 (5,000) 30,000 0% 7 Parking Meters 111 193 500 (307) 3,000 6% 8 Parking Enforcement - - 333 (333) 2,000 0% 11 Property Rental Income - Governors Avenue 10,114 19,960 21,667 (1,706) 130,000 15% 12 Property Rental Income - EZ-Pass 26,728 53,457 49,067 4,390 294,400 18% 13 Property Rental Income - Forest Street - - 2,000 (2,000) 12,000 0% 14 Property Rental Income - 136 W. Loockerman - - 2,200 (2,200) 13,200 0% 15 USDA Revolving Loan - - 5,000 (5,000) 30,000 0% 16 FY22 Appropriation from City of Dover - 37,500 25,000 12,500 150,000 25% 17 Miscellaneous Grants 100,000 100,000 5,000 95,000 30,000 333% 18 Miscellaneous Receipts - - 3,333 (3,333) 20,000 0% 19 TOTAL RECEIPTS $ 136,954 $ 211,110 $ 141,600 $ 69,510 $ 849,600 25% 20 21 DISBURSEMENTS: 22 Salaries $ 11,629 $ 23,257 $ 29,167 $ 5,909 $ 175,000 13% 23 Temporary Help - 230 1,333 1,103 8,000 3% 24 FICA Taxes 890 1,779 2,667 887 16,000 11% 25 Health Insurance - - 2,000 2,000 12,000 0% 26 Unemployment Tax Exp - - 667 667 4,000 0% 27 Office Supplies - - 250 250 1,500 0% 28 Printing & Duplicating 1,769 2,009 667 (1,342) 4,000 50% 29 Program Materials & Supplies - - 667 667 4,000 0% 30 Computer Software Purchases 90 90 667 577 4,000 2% 31 Parking Materials & Maintenance 319 319 3,667 3,348 22,000 1% 32 Insurance 640 640 7,000 6,360 42,000 2% 33 Property Maintenance 110 1,469 2,500 1,031 15,000 10% 34 Telephone/FAX - Fire & Security Systems 382 499 833 334 5,000 10% 35 Postage - - 33 33 200 0% 36 Electricity - - 167 167 1,000 0% 37 Advertising 450 510 1,667 1,157 10,000 5% 38 Subscriptions and dues - 43 750 707 4,500 1% 39 Training, Conference, Food & Travel - 270 3,000 2,730 18,000 1% 40 Accounting/Auditing Fees - - 500 500 3,000 0% 41 Office Space Rental - 1,576 3,167 1,590 19,000 8% 42 Contractual Services 100,000 100,000 83 (99,917) 500 20000% 43 Legal Expenses - - 167 167 1,000 0% 44 Community Relations - 64 333 270 2,000 3% 45 Operator Management Fee 275 275 - (275) - 0% 46 Organization Committee 875 1,324 14,167 12,843 85,000 2% 47 Merchant Committee 200 264 1,333 1,069 8,000 3% 48 Marketing & Promotions Committee - 207 2,667 2,460 16,000 1% 49 Parking Committee - 2,693 2,500 (193) 15,000 18% 50 Design Committee - 126 2,500 2,374 15,000 1% 51 Bank Fees - - 150 150 900 0% 52 Property Taxes 9,494 9,494 5,333 (4,161) 32,000 30% 53 Economic Development Committee - 351 6,000 5,649 36,000 1% 54 Capital Improvement - - 5,000 5,000 30,000 0% 55 Improvements Other Than Buildings - 8,000 - - - 0% 57 Facade Program 10,000 10,000 4,167 (5,833) 25,000 40% 58 Financial Charges - PNC Loan 15,487 30,974 30,833 (141) 185,000 17% 59 Revolving Fund Loan Disbursement - - 5,000 5,000 30,000 0% 60 TOTAL DISBURSEMENTS $ 152,610 $ 196,463 $ 141,600 $ (46,863) $ 849,600 23% 61 62 NET INCOME/(LOSS) $ (15,657) $ 14,647 $ - $ 14,647 $ - 63 64 Budget Balance 212,645 14,647 - - - 65 PNC Commercial Loan Account 724,026 - - - 66 Ending Working Capital - Budget Balance $ 936,671 $ 14,647 $ - $ -

CITY OF DOVER FINANCE DEPARTMENT BANK RECONCILIATION FOR DOWNTOWN DOVER PARTNERSHIP ACCOUNTS August-22 COMMERCIAL LOAN - G/L ACCOUNT # 634-101-07; PNC BANK ACCOUNT # 56-0653-0957 001-00-00-00-000-10107- Balance Per Bank Statement: 8/31/2022 $ 721,104.64 Balance per General Ledger: 8/31/2022 $ 739,513.08 Other Corrections Entries needed in GL: PNC Loan Payments (18,408.44) 3 Deposits in Transit: 8/31/2022 $ 721,104.64 Adjusted G/L Balance: 8/31/2022 $ 721,104.64 Difference: - OPERATING - G/L ACCOUNT # 634-101-17; PNC BANK ACCOUNT # 56-0791-7221 001-00-00-00-000-10117- Balance Per Bank Statement: 8/31/2022 $ 323,756.29 Balance per General Ledger: 8/31/2022 $ 205,756.00 Other Corrections Entries needed in GL: Deposit in Transit - Outstanding Checks: March 2019 - Steffi Holmes Music - First Friday Part. Ck #122 (30.00) Record DDP Bank Fees - Sep 19 20.00 October 2019 - Mary I Raley - First Friday Part. Ck#353 (30.00) September 2020 - Lyndsey Collision - First Friday Part. Ck#14055 (30.00) September 2020 - Savannah Lane - First Friday Part. Ck#14060 (30.00) April 2021 - DUCF Ck#19554 (891.00) May 2021 - DUCF Ck#20142 (522.30) June 2021 - One time vendor Ck#20878 (30.00) August 2022 - One time vendor Ck#21148 (100.00) August 2022- Affordable Business Ck#21153 (239.63) Timing of Payroll (4,931.69) August 2022 - Amtrust North Ck#21154 (640.00) August 2022 - City of Dover Ck#21155 (9,494.33) August 2022 - City of Dover Ck#21156 (166.83) August 2022 - Mosaic Development Ck#21157 (100,000.00) August 2022 - Southern DE Publishing Ck#21158 (450.00) August 2022 - Verizon Ck#21159 (108.53) August 2022 - Verizon Ck#21160 (149.36) August 2022 - Zil Properties Ck#21161 (10,000.00) 8/31/2022 $ 200,844.31 Adjusted G/L Balance: 8/31/2022 $ 200,844.31 Difference: - Robin Dickerson 9/7/2022 Prepared by Date 3. Timing of Loan payments. F:\BANK RECS\DDP\DDP FY23 Reviewed by Date