MINUTESMETROPOLITAN TRANSIT AUTHORITY

OF HARRIS COUNTY, TEXASBOARD OF DIRECTORS

REGULAR BOARD MEETINGFEBRUARY 23,2012

MOTIONS - 2012 -7 to 2012 -13RESOLUTIONS - 2012- 8 to 2012 -16

Presiding - Chairman of the Board, Gilbert A. Garcia, CFA

Board Members Present:Allen D. Watson, Vice Chairman(City of Houston)Burt Ballanfant (Multi-Cities)Honorable Dwight Jefferson(City of Houston)Carrin A. Patman (City of Houston)Christof Spieler (City of Houston)C. Jim Stewart, III (Multi-Cities)Gary Stobb (Harris County)Lisa Castaneda (Harris County)

Board Member Absent: None

The Regular Board Meeting of the Metropolitan Transit Authority Board ofDirectors was called to order at 9:00 a.m. by Chairman Gilbert A. Garcia.

Chairman Gilbert A. Garcia called for a motion for approval of the minutes for theRegular Board Meeting of January 26, 2012. Board Member Stewart moved for theapproval of the minutes. Board Member Jefferson seconded the Motion. All Boardmembers present voted in favor.

MOTION NO. 2012-7

Chairman Garcia next called for the election of METRO Board Officers. BoardMember Spieler moved that Gilbert Garcia be re-elected as Chairman of the Board ofDirectors, Allen Watson as Vice Chairman, and Lisa Castaneda as Secretary to theBoard. Board Member Jefferson seconded the motion. All board members presentvoted in favor.

MOTION NO. 2012 -8

Chairman Garcia announced the appointment of members of the standingcommittees as follows:

Page 1 of 7

FINANCE/AUDIT COMMITIEEJudge Dwight Jefferson, ChairGary StobbAllen WatsonJimmy StewartChristof Spieler

CAPITAL PROGRAMS COMMITTEEBurt Ballanfant, ChairJudge Dwight JeffersonChristof SpielerLisa CastanedaGary Stobb

GOVERNMENTAL & PUBLIC AFFAIRS COMMITTEECarrin Patman, ChairBurt BallanfantJudge Dwight JeffersonAllen WatsonChristof SpielerLisa Castaneda

CUSTOMER SERVICE COMMITTEEJimmy Stewart, ChairCarrin PatmanChristof SpielerGary Stobb

PEOPLE COMMITTEEAllen Watson, ChairCarrin PatmanJimmy StewartLisa Castaneda

Chairman Garcia called on the members of the public who had signed up inadvance of the meeting to make their comments.

Public Speakers:

Mark Smith- Mr. Smith commented that customer service provided inaccurate tripinformation, and that the recording for bus information was also inaccurate.

March Simmons- Ms. Simmons requested bus service or METROLift service inthe City of Humble service area.

Page 2of7

Reginald Jones- Mr. Jones commented on the jerking motion of the new busesand METRO police officers not showing up to court for hearings on tickets that havebeen issued.

Mark Hogue- Mr. Hogue thanked METRO for extending service on bus route 63,and for not eliminating service on bus route 49. Mr. Hogue also asked for clarification ofa real property purchase on Post Oak.

Maria Novoa- Ms. Novoa requested that service on bus route 48 not beeliminated.

Irene Braxton- Ms. Braxton requested that service on bus route 59 Airline not beeliminated.

Anne Culver- Ms. Culver, Executive Director of Scenic Houston, thanked METROfor including Scenic Houston in discussions regarding advertising on METRO's assetsand for the open and transparent process.

Eric Lewis- Mr. Lewis requested that METRO not eliminate bus service on busroute 35.

Yolanda Hernandez- Ms. Hernandez requested that METRO not eliminate busservice on bus route 48.

Chairman Garcia then called on George Greanias, President & CEO, for hisreport.

Mr. Greanias reported on the following matters:

• Construction Update- Mr. Greanias stated that construction wasprogressing on the East End and Southeast Lines at the Dynamo (BBVACompass) Stadium. Mr. Greanias spoke about construction on variousintersections on the East End Rail Line.

• University of Houston- Mr. Greanias reported that METRO and theUniversity of Houston were making progress on resolving issues along theSoutheast Light Rail Line, but that a final agreement had not yet beenreached.

• Community Partnership- Mr. Greanias reported on METRO's efforts fortransporting customers to the Houston Livestock Show & Rodeo. He alsoreported on METRO's partnership with the Houston Livestock Show &Rodeo and its agreement to pay METRO for riders on Black Heritage Dayand Go Tejano Day.

Page 3 of7

Chairman Garcia called on the Chairs of the METRO Board Committees to givetheir reports.

Board Member Burt Ballanfant, Chair of the Capital Programs Committee,commended the staff for improving METRO's relationship with the Houston LivestockShow & Rodeo organization.

Board Member Stewart, Chair of the Customer Service Committee, reported thatthe committee passed items for the Board's consideration on the consent and non­consent agenda. He also reported that the committee has recommended the assetmonetization item to examine the potential revenue for use of METRO's assets.

Board Member Jefferson, Chair of the Finance/Audit Committee, reported thatMETRO's tax revenues were up 8.5% from the previous month, and up 13.3% from lastyear. He also reported that METRO continues to escrow General Mobility Funding, andpay down General Mobility obligations. He reported that the committee discussedMETRO's funding needs to meet demands for services.

Board Member Patman, Chair of the Government/Public Affairs Committeereported that the committee reviewed monthly media events and is carefully monitoringconsideration of the Federal Transportation Funding legislation.

Chairman Garcia then called for consideration of the Consent Agenda ItemsNumbers 7, 8, 9, 10, and 11. A motion for approval of the items was made by BoardMember Watson and seconded by Board Member Spieler. All Board members presentvoted in favor.

By Motion, as reflected in these minutes, the Board approved the acceptance ofthe monthly committee reports including the investment and financial reports andpassed the following resolutions:

MOTION NO. 2012 -9

RESOLUTION NO. 2012 -8

Approving payment of second annual premium installment for All-Risk Propertyinsurance in the amount of $1,410,482.00 to FM Global and to purchase WindstormDeductible Buy Down insurance coverage in the amount of $306,014.08 from LandmarkAmerican Insurance Company and Aspen Specialty Insurance Company.

Page 4of7

RESOLUTION NO. 2012 -9

Authorizing the President & CEO to execute and deliver a contract modification in theamount of $87,500 for contract personnel agency services with Resource StaffingHouston, Inc. for a total amount not-to-exceed $687,500.00.

RESOLUTION NO. 2012 -10

Authorizing the President & CEO to execute and deliver contract modifications in theamount of $87,500 for contract personnel agency services with Diversestaff A LaneStaffing Co. for a total amount not-to-exceed $687,500.

RESOLUTION NO. 2012 -11

Authorizing the President & CEO to negotiate and execute a contract to provide pre­employment physicals for two (2) years and an option for three (3) years contract withConcentra Medical Centers to provide pre-employment physicals in an amount total not­to-exceed $167,000.00 for two years.

Chairman Garcia then called for consideration of agenda item number 13. Amotion or approval of the item was made by Board Member Watson and seconded byBoard Member Stewart. All board members present voted in favor.

MOTION NO. 2012 -10

RESOLUTION NO. 2012 -13

Authorizing the President & CEO to execute and deliver four (4) contracts for thepurchase of 48 non-revenue vehicles of various types in a total amount not-to-exceed$1,069,079.00.

Chairman Garcia then called for consideration of agenda item number 12. Amotion or approval of the item was made by Board Member Watson and seconded byBoard Member Stewart. Board Member Patman abstained from voting on the item. Allother board members present voted in favor.

MOTION NO. 2012 -11

RESOLUTION NO. 2012 -14

Authorizing the President & CEO to execute and deliver a contract to provide pre­employment physicals for two (2) years with an option for three (3) years with TheUniversity of Texas Health Science Center at Houston (UT Health) to provide pre­employment physicals in an amount not-la-exceed $167,000.00 for two years.

Page 5 of 7

Chairman Garcia then called for consideration of agenda item number 14. Amotion for approval of the item was made by Board Member Stewart and seconded byBoard Member Jefferson. All board members present voted in favor.

MOTION NO. 2012 -12

RESOLUTION NO. 2012 -15

Authorizing the President & CEO to execute and deliver a contract with IMG Worldwidefor an amount not-to-exceed $103,831 to perform an asset monetization study ofMETRO's system.

Chairman Garcia then called for consideration of agenda item number 15. Amotion to defer a vote on the item for the March board meeting was made by BoardMember Castaneda and seconded by Board Member Spieler. All board memberspresent voted in favor of deferring a vote on the item to the March board meeting.

MOTION NO. 2012 -13

Chairman Garcia then called for consideration of agenda item number 16. A motion forapproval of the item was made by Board Member Ballanfant and seconded by BoardMember Castaneda. All board members present voted in favor.

MOTION NO. 2012 -14

RESOLUTION NO. 2012 -16

Authorizing the President & CEO to amend the contract with Jacobs EngineeringGroup, Inc., adding $500,000 to the contract thereby increasing the not-to-exceedamount from $3,500,000 to $4,000,000 and extending the contract period ofperformance to December 31, 2013.

Chairman Garcia then called on President & CEO to give the board a briefoverview of METRO's procurement process. Mr. Greanias called on Mr. Michael Kyme,METRO's Vice President of Procurement to present on the subject.

There being no other matters to come before the Board, Board Member Watsonmoved to adjourn. The motion was seconded by Board Member Jefferson. All Boardmembers voted in favor of adjourning the meeting.

The meeting adjourned at 11 :20 a.m.

Page 6of7

The date for the next Regular Board Meeting is Thursday, March 22, 2012 at9:00 a.m.

ubmitted, •

Page 7of7