UNAPPROVED UNAPPROVED UNAPPROVED UNAPPROVED UNAPPROVED UNAPPROVED DOWNTOWN STUDENT FACILITY TRUST 20 October 2003 MINUTES OF THE ELEVETH MEETING OF DOWNTOWN STUDENT TRUST held on 20 October 2003 at 9:30am at Morton Reading Room, Champlain College Nassau Campus, Trent U, Peterborough, Ontario. P R E S E N T: Dwayne Collins, Catherine Dickinson, Chris Mather, John K Muir, & Matt Naylor. Also Present: Scott Douglas and Derrick McIntosh Notice of this Meeting having been made to all the Trustees, and quorum of the Trustees being present in person, the Meeting was declared duly constituted and called to order at 10:05 a.m., with Catherine Dickinson acting as Chair and John Muir acting as Secretary. The Chair made some opening remarks and discussion followed. The minutes of the previous meeting were will be presented at a future Meeting. The matter of Derrick McIntosh's job title was discussed. UPON A MOTION duly made seconded and carried unanimously the job title for the position to which Mr. McIntosh was appointed is "Steward". In regards to the offer of purchase a list of deadlines was presented Item A (see attached). UPON A MOTION duly made seconded and carried unanimously it was resolved that the financial conditions are to be removed no earlier than the reception of favourable zoning and severance decisions. UPON A MOTION duly made seconded and carried unanimously it was resolved that financing is contingent upon a letter of commitment from a financial institution, and obtaining unsecured loans. UPON A MOTION duly made seconded and carried unanimously a rezoning application is authorised to increase the allowance for "non-UC" (university/college zoning designation) related space to not less than 5,000 sqft., and it was further resolved to confirm that the student facility use as envisioned is in compliance with present zoning. UPON A MOTION duly made seconded and carried unanimously a minor variance application to the City of Peterborough is authorised to; i) confirm that student facility use as envisioned is in compliance. ii) non-UC related office space be increased to 50 m^2 iii) to pursue allowances for parking in the southwest corner of the property. UPON A MOTION duly made seconded and carried unanimously it was resolved that the closing date shall be subsequent to the alleviation of financing conditions with the title search completed prior to the closing date. UPON A MOTION duly made seconded and carried unanimously it was resolved that building permit condition be lifted before the deadline of 30 Oct 2003, conditional upon determining the degree of difficulty in obtaining any permits required prior to usage. It was noted that the areas of concern were, wheelchair access, the creation of residential accommodation, and alterations to windows. It was noted at this time that draft by-laws have been sent to Richard Taylor for review and redrafting and presentation to the Trust. Clarification of electrical and gas costs are to pursued with the vendor. There may be title problems, given the lay of electrical and gas apparatus, which need to be resolved by 01 Nov 03. Meetings are planning by our lawyer (Richard Taylor) with Kevin Duguay (Peterborough City Planner) and the Vendor. The Steward presented an overview of reports pursuant to the building. A building report ($1,000) has been received, with a fire and computer inspection reports to come. It was reported that Artspace and Peterborough Arts Umbrella were more keen to locate closer to downtown. There have been significant expression of interest in providing financing from some members of the TrentU faculty. The information necessary for a quote for insurance has been submitted. A Progress Overview 7 October - 19 October, 2003 (Item B) & Revised Report on Projected Operating & Start-up Costs (Item C) was presented by the Steward. It was noted that electrical and gas costs for Sadleir House alone may be less than previously reported. PUS & Enbridge have been fairly useless in making this determination. Reports from Consultants A building inspection report prepared by Julian Holding was presented, which covered the building with an appendix pertaining to the electrical system from Doug Peachey. Discussion followed Eavestroughing, drainage systems and minor areas of the roof need repair. Bricks need to be repointed. A master key set is required. There may be a need for a new hot water boiler. Insulation is need in the attic We need to secure copies of a building heating report prepared by Bob White and Colin Campbell. UPON A MOTION duly made seconded and carried unanimously it was resolved that a request will be made to extend the deadline for lifting the building inspection condition to exercise due diligence in determining the consequences of the results of the building report to 10 Nov 03, with the Trust to meet again on 04 Nov 03 to review information generated subsequent to today's Meeting. UPON A MOTION duly made seconded and carried unanimously it was resolved that a request will be made to Richard Sadleir for the continuance of the name of the building as "Sadleir House". A draft promissory note was presented. UPON A MOTION duly made seconded and carried unanimously the draft promissory note as presented and amended was approved. A draft text for a prospectus (pitch to unsecured creditors) was presented. UPON A MOTION duly made seconded and carried unanimously the draft text for a prospectus note as presented and amended was approved. Discussion followed about whom to ask to design the prospectus. UPON A MOTION duly made seconded and carried unanimously Derrick McIntosh was profoundly thanked for his work for the Trust. There being no other business the meeting was adjourned around 3:30pm. ____________________________ ______________________ Catherine Dickinson, Chair JK Muir, Secretary ITEMS to follow