HOOPER STUDY COMMITTEE

Minutes, January 9, 2012

Present:  Peggy Pschirrer, Chair; Steve Dalessio, Vice Chair; Joe Dion, Charles Lennon; Holly Gowdy, Peter Kenny, Jeff Miller.

Sheldon Sawyer – ex-officio.

Whit Aldrich as Chair, Board of Selectmen

Recording Secretary: Vicki Gohl

The Chair, Peggy Pschirrer called the meeting to order at 7:01 pm.  The agenda and the minutes of December 9, 2011 were distributed.

Announcements

Chair noted distribution of document from Jerry Galloway which shows the questions which followed up that consent decree of 2/17/95 which were sent back to the court. The other came from on line research and is an Investment Performance Report for The New Hampshire Charitable Foundation and has performance details of 2005 to 2010. Chair asked the Committee members to review these documents for the next meeting.

Chair asked the Selectmen if it would be possible for the committee to meet on the 2nd floor of the Town Hall in future so we have more room. Selectmen said yes.

Chair asked committee to  submit their questions for Attorney Hockensmith:

Mr. Dion: We need to ask him for his opinion about the property taxes issue – must the golf course pay? What, if anything can be done to keep them from having to pay?  The citizen that brought this to the Town’s attention did so with an attitude of his only wanting to pay his fair share. Can the court force real estate taxes be paid next year? We have a lease that does not cover that and we cannot look to our current tenant.

General discussion ensued about the issue of ownership as it relates to the taxation question. Discussion of case law about tax exempt vs. non-tax exempt. What are the relevant precedents for Town owned property and not property owned by a tax exempt organization? What is the appeal process for tax levels on a property owned by the town? Currently, the monies from the rental of the golf course go to the Hooper Institute and not to the town. Does this affect the issue in any way? Mr. Miller: If we do need to collect taxes immediately, where does it go? To the trust or to the town?

Chair: Is there a charitable aspect of the golf course? Is it doing something for the greater good? It is important that Attorney Hockensmith help us understand or clarify who actually owns the club. What are the implications of the fact that the Town owns the golf course in trust and all that this ownership entails once and for all.

Chair asked committee to turn their attention to P.4 of MacDowell Case in the binders before the meeting with Attorney Hockensmith.

Further discussion of whether payments go to the town or the trust and what payment options might be.

Chair: Does this state have “PILOT” program – a payment in lieu of tax program?

Mr. Sawyer: Whatever the outcome we need to avoid taxes being paid in 2012. Mr. Aldridge: We need this year to be left alone as the current lease was made in good faith. Mr. Dion: What if the State decides they must pay and immediately? Chair: Ironically, the State reviews the lease each time you sign one.

Chair to Mr. Miller – How could the Golf Club be restructured so that it became tax exempt?  One problem is that not even 50(c)3 status would protect the Golf Club. Mr. Dalessio & Ms. Gowdy – perhaps there is some way the golf Club could become part of the Hooper Institute or be restructured to avoid the property taxes. Chair: Right now the Hooper is structured to benefit its members. Could it be re-structured? Maybe the person to answer this is not Hockensmith, but a specialist on not-for-profits. Mr. Lennon: If you look at the articles of agreement from 1959 perhaps it is already organized as tax exempt. It’s just after Hockensmith’s letter in the binder. It’s what was filed with the state in 1959.

Chair to Mr. Miller: Can you share the by-laws and incorporation papers for the club with Mr. Lennon? It would be good to have all of the documentation relating to public access. For example, what months you are open? How does the public know what the hours are? Are there certain times when the golf course is not open to public? Can you give all of those rules to Mr. Lennon so that he can use it to compare the Hooper to other clubs? Mr. Miller: Yes Chair: Be sure all of the information about public access is written down. It is in the best interest of the golf Club that all of this information is documented. You make a better case for your organization if most of the time the course is public.

Ms. Gowdy: When Vermont Academy or other schools bring their students, do they pay? Mr. Miller: Yes they do currently pay Jr. membership fees, but Fall Mountain High School is interested in having a golf team and we do not know at this time if we would charge them.

Ms. Gohl: As per our discussion last week, perhaps we should ask Attorney Hockensmith to define what exactly is the principle for the Trust? Is the line established by the State in 1997 the protected minimum or are all monies generated by the 1997 principle included? Chair: I will send him a copy of our minutes so he has background of our discussion.

Mr. Dion: Terry Knowles from the Attorney General’s office said she does not think we are charging enough rent for the golf course. What would the position of the State be regarding what we are charging and what could happen if the State insisted we charge more but the Club could not pay and the Town decided not to charge more? What kind of problems would that raise for the whole arrangement in future?

Mr. Dion: Terry Knowles also said that in a rental you can give the association credit for improvements, but if there is a sale, you cannot give any credit. If we were to draw a new lease, could we acknowledge the improvements made by the tenant if we wanted to? Mr. Miller: The consent decree acknowledges the improvements. Could that document be applied? Mr. Dion: In her email, she said “no.”

Mr. Dion: If we were to sell it, would it be legal for the Town to hold a mortgage? I know that the Trustees of the Trust Funds cannot, but can the Town?

Mr. Sawyer: Can we go to Town Meeting for a vote to get approval for non-taxation for the golf club?

Chair: Could the club restructure itself in such a way that the club could sell shares to its members so that the membership owned the course?

Mr. Dion: Is it true that the Trustees can go sell the course in a private sale? Is it true that it does not have to go on the public market? They would have to have two public meetings to hear public opinion. The Trustees must get a fair market appraisal and meet that level, but my understanding is that they are not obligated to take an offer from the highest bidder.

Mr. Sawyer: There is another 200 acres that is not a part of the golf course that we are getting nothing from right now. One lot is right around the golf course and the other is lot 11 on map 10 - 133 acres on Resevoir Road which is assessed for $75,000 and has a great deal of valuable timber – red pine. Could we sell that in order to protect the golf course? Chair: Could you sell this land or the development rights for this land? What would the timber bring in? Is there a timber assessment? We do not have to ask the attorney about that – we have the right to sell that timber and it is in the will.

Mr. Dalessio: Here is another re-structuring idea. Can we give the mansion back to the town and not have it be a part of the lease? It would obviously give up the clubhouse aspect. Mr. Miller: Right now the mansion is not a draw. Mr. Dion: Most club members like a clubhouse. Ms. Gowdy: Right now its 2012, but in fifteen years the mansion might be critical. Mr. Sawyer: Individuals who were interested in the property wanted the mansion.

Chair: This is a lot of questions, but we will send him a list and see what he says.

Chair: I asked Bob Kimball, who does the books for the golf club association, whether he files anything with the state as a non-profit, and he said “no.” They are filing corporation tax returns.

When I handed out the calendar I did not stay consistent with the February dates because I will be away. I was thinking that on Feb 6th we might be able to meet in the Hooper Institute. If not perhaps we can meet upstairs. Discussion ensued of whether entire Hooper mansion is shut down. Check with Eloise. We also want to meet with her. Will Bickford come on the Feb 6th? Ms. Gowdy: I will check and if Bickford cannot I will ask Charlene Bowdry or Bill Perrin.

 Second meeting in February is the 27th. In March we will start looking at other golf clubs. In April we will start looking at solutions.

 Minutes for both meetings will be approved at next meeting on January 23rd upstairs.

 Adjourned 8:02pm

 These Minutes were approved by the Hooper Study Committee at the  1/23/12 meeting.

They are respectfully submitted,

1/25/12