November 15, 2016 — Meeting Minutes

11-15-16 BOA Minutes November 15, 2016 Page 1 of 3 THE CITY OF CLAYTON

Board of Aldermen Wydown Middle School Auditorium 6600 Wydown Boulevard November 15, 2016 7:00 p.m.

Minutes

(Note: These minutes include a transcription of the deliberations regarding Centene as prepared by a court reporter)

Mayor Sanger called the meeting to order and requested a roll call. The following individuals were in attendance:

Aldermen: Cynthia Garnholz, Joanne Boulton, Alex Berger, Rich Lintz, and Ira Berkowitz.

Mayor Sanger City Manager Owens City Attorney O’Keefe

Absent: Mark Winings

Alderman Boulton moved to approve the November 8, 2016. Alderman Garnholz seconded.

The motion to approve the minutes passed unanimously on a voice vote.

PUBLIC REQUESTS AND PETITIONS

None

AN ORDINANCE TO CONSIDER APPROVAL OF A DEVELOPMENT PLAN, DEVELOPMENT AGREEMENT AND OTHER DOCUMENTS FOR THE CENTENE CAMPUS EXPANSION PROJECT

City Manager Owens reported that the attached ordinance approves a Plan for an Industrial Development Project and Fiscal/Tax Impact Analysis relating to a public-private partnership between the City and Centene Corporation as part of the expansion of Centene’s national headquarters in downtown Clayton.

The ordinance also approves a Development Agreement between the City and Centene Center II, LLC (an affiliate of Centene Corporation). The Development Agreement describes the public realm improvements that Centene and its affiliates are obligated to complete in order to receive the benefits described in the Development Plan.

The Development Agreement provides for the majority of business terms and policy considerations surrounding the construction and equipping of the campus expansion project. The Development Agreement includes the following terms:

 Centene will construct the campus expansion project consisting of office, retail, structured parking, apartments, a hotel, and a civic auditorium in two phases. Centene Center II, LLC will receive 40% tax abatement for 20 years on the real property improvements included in each phase. The 20-year abatement period will be measured

11-15-16 BOA Minutes November 15, 2016 Page 2 of 3 separately for each phase (i.e., it will begin for Phase I after the completion of Phase I and it will begin for Phase II after the completion of Phase II).  No real property tax abatement will be provided for the apartment building, if it is built.  Centene Corporation will receive 50% tax abatement for 10 years on Centene-related personal property included in each phase; personal property from non-Centene tenants will not receive tax abatement. The 10-year abatement period will be measured separately for each phase.  Real property taxes will never be less than those paid in 2015.  If the civic auditorium is not built by December 31, 2024, then all real property tax abatement on Phase I and Phase II will cease until the civic auditorium is completed (if ever). Potential Benefits: 1. The Clayton School District will receive more than $19 million of Payments in Lieu of Taxes from Phase 1 and more than $21 million of Payments in Lieu of Taxes from Phase 2. 2. The project will generate approximately $110 million in real and personal property taxes over 20 years – a 500% increase over what the properties currently deliver. 3. Centene will pay full real and personal property taxes for the high-end luxury residential apartments, as well as 100% personal property taxes of development tenants, and other sales, utility and hotel taxes. 4. The project will bring more than 1,000 new jobs and new retail and entertainment options to Clayton. 5. Community use of the civic auditorium. 6. A public park or plaza, pedestrian enhancements, streetscape improvements and traffic mitigation.

The ordinance also approves the issuance of industrial revenue bonds under Chapter 100 of the Missouri statutes, which facilitates the property tax incentives referenced in the Development Plan and the Development Agreement. Unlike tax increment financing and Chapter 353 redevelopment corporations, the Chapter 100 statute does not require property to be blighted. Rather, it is designed to incentivize office and other commercial development projects in non- blighted areas. Recent Chapter 100 projects include large-scale investments by Boeing, World Wide Technology, and Monsanto.

The City has no financial liability with respect to the Chapter 100 bonds. The bonds are payable only from the lease payments made by Centene and its affiliates. The bonds will be held by Centene, its affiliates or lenders; thus, no third party has any risk associated with the bonds. The ordinance approves the trust indentures, leases, bond purchase agreements, performance agreements, and special warranty deeds relating to the bonds, and an indemnity agreement from Centene to the City, assuring that the City has no financial liability resulting from the transaction.

Recommendation is to approve the ordinance.

NOTE: a transcription of the deliberations regarding Centene was prepared by a court reporter and is available as part of the official minutes.

11-15-16 BOA Minutes November 15, 2016 Page 3 of 3 Providing Funds to Pay the Costs of Purchasing, Constructing, Extending, Installing and Equipping the Project; and Authorizing the City Manager to Enter Into Certain Agreements and Take Certain Other Actions in Connection with the Project and the Issuance of the Bonds to be read for the first time by title only. Alderman Boulton seconded.

City Attorney O’Keefe reads Bill No. 6588, an Ordinance Approving a Plan for an Industrial Development Project for the Centene Campus Expansion Project; Authorizing the City Of Clayton to Issue Its Taxable Industrial Revenue Bonds for the Purpose of Providing Funds to Pay the Costs of Purchasing, Constructing, Extending, Installing and Equipping the Project; and Authorizing the City Manager to Enter Into Certain Agreements and Take Certain Other Actions in Connection with the Project and the Issuance of the Bonds for the first time by title only.

The motion passed unanimously on a voice vote.

Alderman Garnholz moved that the Board give unanimous consent to consideration for adoption of Bill No. 6588 on the day of its introduction. Alderman Boulton seconded.

The motion passed unanimously on a voice vote.

Alderman Garnholz introduces Bill No. 6588, an Ordinance Approving a Plan for an Industrial Development Project for the Centene Campus Expansion Project; Authorizing the City Of Clayton to Issue Its Taxable Industrial Revenue Bonds for the Purpose of Providing Funds to Pay the Costs of Purchasing, Constructing, Extending, Installing and Equipping the Project; and Authorizing the City Manager to Enter Into Certain Agreements and Take Certain Other Actions in Connection with the Project and the Issuance of the Bonds to be read for the second time by title only. Alderman Boulton seconded.

Alderman Garnholz – Aye; Alderman Boulton – Aye; Alderman Berger – Aye; Alderman Lintz – Aye; Alderman Berkowitz – Aye; and Mayor Sanger – Aye. The bill was adopted and became Ordinance No. 6457 of the City of Clayton.

There being no further business the meeting was adjourned at 8:30 p.m.

____________________________

Mayor

ATTEST:

____________________________ City Clerk

1 1

4 COVER SHEET INFORMATION 5

6 Date: November 15, 2016 7 IN RE: THE MATTER OF BOARD OF ALDERMEN MEETING 8 CITY OF CLAYTON, MISSOURI 9

2 1 IN THE CITY OF CLAYTON 2 STATE OF MISSOURI 3

4 IN RE: THE MATTER OF BOARD OF ALDERMEN MEETING 5 November 15, 2016 6

7 BE IT REMEMBERED that the above-entitled 8 matter came on for a hearing at Wydown Middle School, 9 6600 Wydown Boulevard, in the City of Clayton, State of 10 Missouri, on the 15th day of November, A.D., 2016, 11 commencing at the hour of 7:00 in the evening of that 12 day, said hearing having been called by the City of 13 Clayton Board of Aldermen, pursuant to the issuance of 14 due notice to all parties in interest, and the 15 following is a transcript of a portion of the 16 proceedings held during the course of that hearing. 17

3 1 APPEARANCES: 2

3 Harold Sanger - Mayor 4 Cynthia Garnholz - Alderwoman 5 Joanne Boulton - Alderwoman 6 Richard Lintz - Alderman 7 Alex Berger III - Alderman 8 Ira Berkowitz - Alderman 9

10 Kevin O'Keefe - City Attorney 11 Craig Owens - City Manager 12 June Frazier - City Clerk 13

14 Bill Number 6588 - Centene Campus Extension Project 15

19 20 21 22 23 24 25

4 1 MR. SANGER: Good evening, everyone. 2 Welcome. I'm delighted to have you all here. We will 3 start with the city clerk calling the roll, please? 4 MS. FRAZIER: Alderman Garnholz? 5 MS. GARNHOLZ: Here. 6 MS. FRAZIER: Alderman Winings? 7 Alderman Boulton? 8 MS. BOULTON: Here. 9 MS. FRAZIER: Alderman Berger? 10 MR. BERGER: Aye. 11 MS. FRAZIER: Alderman Lintz? 12 MR. LINTZ: Here. 13 MS. FRAZIER: Alderman Berkowitz? 14 MR. BERKOWITZ: Here. 15 MS. FRAZIER: Mayor Sanger? 16 THE CHAIRMAN: Here. 17 MS. FRAZIER: City Manager Owens? 18 MR. OWENS: Here. 19 MS. FRAZIER: City Attorney O'Keefe? 20 MR. O'KEEFE: Here. 21 THE CHAIRMAN: Thank you. I have the 22 minutes from the November 8th meeting. Do we have a 23 motion, please? 24 MS. BOULTON: I move to accept the minutes 25 from the November 8, 2016 meeting.

5 1 MS. GARNHOLZ: Second. 2 THE CHAIRMAN: All in favor? 3 MS. GARNHOLZ: Aye. 4 MS. BOULTON: Aye. 5 THE CHAIRMAN: Aye. 6 MR. BERGER: Aye. 7 MR. BERKOWITZ: Aye. 8 MR. LINTZ: Aye. 9 THE CHAIRMAN: Any opposed? 10 Now is the time for public requests and 11 petitions. If anyone has business with the council 12 that is not on the agenda, now is the time to come up 13 and speak with us. 14 And seeing none, Mr. City Manager? 15 MR. OWENS: The attached ordinance 16 provides a plan for an Industrial Development Project 17 and fiscal/tax impact analysis relating to a 18 public-private partnership between the City and Centene 19 Corporation as part of the expansion of Centene's 20 national headquarters in downtown Clayton. 21 The ordinance also approves a Development 22 Agreement with the City and Centene Center II, LLC (an 23 affiliate of Centene Corporation.) The Development 24 Agreement describes the public realm improvements 25 Centene and its affiliates are obligated to complete in

6 1 order to receive the benefits described in the 2 Development Plan. The Development Agreement provides 3 for the majority of business terms and policy 4 considerations surrounding the construction and 5 equipping of the campus expansion project. 6 The Development Agreement includes the 7 following terms: Centene will construct the campus 8 expansion project consisting of office, retail, 9 structured parking, apartments, a hotel and a civic 10 auditorium in two phases. 11 Centene Center II, LLC will receive 40 12 percent tax abatement for 20 years on the real property 13 improvements included in each phase. The 20 year 14 abatement period will be measured separately for each 15 phase (i.e., it will begin for Phase I after the 16 completion of Phase I and it will begin for Phase II 17 after the completion of Phase II. 18 No real property tax abatement will be 19 provided for the apartment building, if it is built. 20 Centene Corporation will receive 50 21 percent tax abatement for 10 years on Centene-related 22 personal property included in each phase. Personal 23 property from non-Centene tenants will not receive tax 24 abatement. The 10 year abatement period will be 25 measured separately for each phase.

7 1 Real property taxes will never be less 2 than those paid in 2015. 3 If the civic auditorium is not built by 4 December 31, 2024, then all real property tax abatement 5 on Phase I and Phase II will cease until the civic 6 auditorium is completed (if ever.) 7 Clayton School District will receive more 8 than 19 million in payments in lieu of taxes from Phase 9 I and more than 21 million in payments in lieu of taxes 10 from Phase Two. 11 The project will generate approximately 12 110 million dollars in real and personal property taxes 13 over 20 years, a 500 percent increase over what the 14 properties currently deliver. 15 Centene will pay full real and personal 16 property taxes for the high-end luxury residential 17 apartments as well as 100 percent personal property 18 taxes of development tenants and other sales, utility 19 and hotel taxes. 20 The project will bring more than 1,000 new 21 jobs and new retail and entertainment options to 22 Clayton. 23 Community use of the civic auditorium and 24 a public park or plaza, pedestrian enhancements, 25 streetscape improvements and traffic mitigation.

8 1 The ordinance also approves the issuance 2 of industrial revenue bonds under Chapter 100 of the 3 Missouri statutes, which facilitates the property tax 4 incentives referenced in the Development Plan and the 5 Development Agreement. 6 Unlike tax increment financing in Chapter 7 353 redevelopment corporations, the Chapter 100 statute 8 does not require property to be blighted. Rather, it 9 is designed to incentivize office and other commercial 10 development projects in non-blighted areas. Recent 11 Chapter 100 projects include large scale investments by 12 Boeing, World Wide Technology and Monsanto. 13 The City has no financial liability with 14 respect to the Chapter 100 bonds. The bonds are 15 payable only from the lease payments made by Centene 16 and its affiliates. 17 The bonds will be held by Centene, its 18 affiliates or lenders, thus no third party has any risk 19 associated with the bonds. 20 The ordinance approves the trust 21 indentures, leases, bond purchase agreements, 22 performance agreements, special warranty deeds related 23 to the bonds and an indemnity agreement from Centene to 24 the City, assuring that the City has no financial 25 liability resulting from the transaction.

9 1 It's our recommendation to approve the 2 attached ordinance. 3 THE CHAIRMAN: All right. Thank you. I'd 4 like to hear from the Centene folks at this point. 5 Introduce yourselves, please. 6 MR. REICHMUTH: Good evening. My name is 7 Bill Reichmuth. I'm Vice President of Facilities and 8 Real Estate for Centene Corporation. Thank you all for 9 joining us here tonight, to learn more about Centene's 10 request for incentives with the City of Clayton. 11 On behalf of Mr. Neidorff, our CEO and 12 some 30,000 Centene employees, I want to thank the 13 Mayor, the City Manager, the Board of Aldermen and the 14 City staff for all of the time they have all put in, 15 going through all of this, on both sides. 16 It's been a pleasure. Not always but we 17 have worked through our differences and so we 18 appreciate your efforts. 19 As most of you know, Centene is a 20 diversified multi-national healthcare enterprise with 21 its global headquarters based in Clayton. Centene is 22 the second largest corporation in the State of 23 Missouri, based on revenues and last year, we were 24 named the fourth fastest growing corporation in America 25 by Fortune Magazine.

10 1 Centene now operates in twenty-nine states 2 and two international markets and Fortune Magazine had 3 us at number 124. What that is, is Centene is 4 continuing to grow. As Centene grows worldwide, we are 5 committed to the City of Clayton and we want to 6 continue to be the anchor in this region. 7 This development will serve Clayton and 8 the St. Louis region well, in terms of its economic 9 development. Centene has requested that the City 10 partner with Centene for a proposed 755 million dollar 11 headquarter campus expansion project. 12 Specifically, Centene has requested 13 approval of a plan for an industrial development 14 project under a Chapter 100 program. The State of 15 Missouri has already agreed and saw the value of this 16 expansion as an important issue for the State and for 17 our region and has already offered significant economic 18 development incentives. 19 The State incentives require a local 20 matching, which is also the reason we are here tonight. 21 If the City approves the use of a Chapter 100 as a 22 match to the State's Missouri Works and Missouri Build 23 Program, this project is ready to go and move forward. 24 Centene has assembled a strong development team of 25 professionals, including the professionals from Cushman

11 1 Wakefield, Armstrong Teasdale, Clayco and Development 2 Dynamics. To discuss the partnership proposal for 3 Centene's expansion, I would like to introduce Larry 4 Chapman from Clayco. 5 Larry? 6 MR. CHAPMAN: Good evening. My name is 7 Larry Chapman. I'm a partner with Clayco. I'm pinch 8 hitting for Bob Clark tonight. I know you have all met 9 Bob over time but I am going to talk a little bit about 10 the program. 11 At the risk of being a little repetitive, 12 which I will be, to what Craig went through a minute 13 ago, I am going to go down that road. I do want to say 14 that to get to this point, there have been a lot of 15 really complicated calculations and projections. 16 They were all prepared by Development 17 Dynamics. They have all been reviewed by you and every 18 taxing jurisdiction out there and Pat Nasi from 19 Development Dynamics is here. 20 I don't think we want to go through that 21 right now. It's about many hours of work but if you 22 have any questions, he's here to answer them for you. 23 So if there is anything in particular to the numbers, 24 he is here to do that for you. I do want to talk about 25 a Chapter 100 a little bit. The Chapter 100 program is

12 1 a performance based incentive program. The value is 2 only received if the recipient does exactly what they 3 say they are going to do and the project is built as 4 promised. 5 The Centene headquarters as was talked 6 about before, is eligible for a Chapter 100 use and 7 Chapter 100 does not require blighting. It's not a 8 blight requirement. It can be done anywhere in the 9 state. It's here to enhance economic development, not 10 just blighted areas, as some other programs are. 11 Importantly, neither the City nor its 12 residents are at risk and neither the City nor any 13 local taxing authorities ever write a check to Centene. 14 There's no check writing at all. 15 In fact, the Centene project will pay more 16 taxes than are paid today, right out of the box. And 17 the only benefit that Centene really gets is simply a 18 little smaller tax bill than it would have paid in the 19 future but no rebate of any taxes whatsoever. 20 Again, just to kind of reiterate some of 21 the parts of the project, we have got two new office 22 towers of almost a million square feet, another 97,000 23 square feet of commercial retail space, a 900 to 1,100 24 seat multi-purpose auditorium. We expect 120 luxury 25 apartments with no tax abatement whatsoever, plans for

13 1 a future hotel and parking for all and a lot more, 2 which we are going to talk about in a minute. All of 3 this stuff, by the way, goes through a whole another 4 separate City approval process as to design and 5 materials and exactly what you build and that's not 6 what we are here tonight for but it is something that 7 you all will get to see several more times, as the 8 project gets finally implemented. 9 So why do we do public-private 10 partnerships? In this case, we do it to protect the 11 existing tax base. The City doesn't write a check. 12 All of the taxing jurisdictions get more revenue than 13 they have today. 14 In fact, we project that almost five 15 million more dollars per year will be flowing into the 16 system once the project is completed. You also get a 17 lot of high paid employees located in Clayton, that 18 will enhance the street level retail activity and just 19 improve the pedestrian experience, which is one of the 20 goals that we were told about. 21 The whole project happens in the City of 22 Clayton, instead of somewhere else. The size and scope 23 of the project is far beyond what is possible without 24 the use of economic development tools, at least in 25 today's environment and programs like these are being

14 1 offered all over the country and it's important to 2 point out that Centene is already in 28 states. They 3 are not only located here in Missouri but lots of 4 opportunity to put people in buildings at much lower 5 costs but there is a real commitment to Clayton, 6 because their headquarters are already here and they 7 are trying to do as much as they possibly can. 8 However, even though Centene is willing to 9 pay more and the City has done a great job of 10 extracting everything that they can, there is a limit 11 to what they should pay and what their shareholders can 12 accept and is okay. 13 And you know, from where I sit as a 14 developer, I look at these programs as a way for our 15 city and state to be competitive in an ever flattening 16 world. The world has become so flat that you can't 17 tell whether someone is here or in Poughkeepsie. 18 We've got offices in five cities and I 19 deal with everybody every day and it's hard to tell a 20 difference. So that's an important consideration, I 21 think. The proposal we have asked for is 50 percent 22 real estate tax abatement for 20 years and 50 percent 23 personal property tax abatement for 20 years. That was 24 the same thing that we asked for in the original 25 headquarters project and I was here then.

15 1 The City was tough and thoughtful and 2 looked beyond dollars alone and in the end, Centene has 3 finally agreed to only a 40 percent real estate tax 4 abatement for 20 years, 50 percent for personal 5 property but only 10 years, all of which is less than 6 before and I think all of which is less than we could 7 probably achieve other places. 8 The City also negotiated for a number of 9 other benefits as well. A new corporate and performing 10 arts auditorium with commitments for public and 11 community use, significantly expanded retail and retail 12 opportunities, enhanced pedestrian experience and 13 inviting public places. There's some really terrific 14 green spaces being provided in this development. 15 Significant public infrastructure 16 improvements, sustainability as a LEED Gold certified 17 world class office towers and all of this results in an 18 expanding commercial real estate property tax base. 19 We are all kind of focused on the 20 years 20 but I think one of the most important considerations of 21 a development like this is it will be here at the end 22 of 20 years and it will keep paying into the system for 23 decades beyond, a real important consideration. So 24 what we are asking for tonight is kind of what you have 25 heard said. We are asking for you to approve the

16 1 Chapter 100 plan and the Development Agreement that 2 goes along with it, so the project can proceed. 3 I am happy to answer any questions that 4 you have and I will be here to respond in any way that 5 you would like. Thank you. 6 THE CHAIRMAN: Thank you, Mr. Chapman. 7 I think next, the school district has 8 asked for a moment. Somebody, Joe, do you want to come 9 down? 10 MR. MILLER: So my name is Joe Miller and 11 as a member of our Clayton School Board, I am reading a 12 statement on behalf of the Clayton School District. So 13 thank you for the opportunity to address the Board of 14 Aldermen this evening. 15 While it is ultimately up to the City to 16 make the important decisions related to the project 17 being considered tonight, it is up to the Board of 18 Education to advocate what is best for our students. 19 While there has been a great deal of 20 discussion about this project as a whole, the only 21 aspect the Board of Education is focused on is the use 22 of property taxes to provide publicly funded economic 23 development incentives. The Board of Education adopted 24 a standard set of guidelines in 2008 for evaluating 25 projects that requested incentives.

17 1 Based on our review of the proposal being 2 considered tonight, we believe that the district's 3 financial interests are being addressed. This project 4 provides the potential for significant additional tax 5 revenue to the district. 6 We reached this position after meeting and 7 working with the City of Clayton over the past few 8 months. The City worked with Centene to include a 9 number of items in the Development Agreement that will 10 protect the district's interests. 11 Centene agreed not to request incentives 12 on the residential portion of the project, to protect 13 the base of tax revenue that the district is receiving 14 from the affected properties during construction, not 15 to contest its assessed value throughout the period of 16 the abatement. 17 We will continue to monitor this project 18 and look forward to working with the City and Centene. 19 Thank you for working -- thank you for your work 20 overseeing growth and change in our City and balancing 21 the interests of all members of our community, 22 including our students, families and tax payers. Thank 23 you. 24 THE CHAIRMAN: Thank you, Joe. 25 So this is not really a public hearing, so

18 1 I am not going to open the public hearing, however, we 2 will certainly take comments from people who have 3 comments or questions. 4 Did we have a sign up or no? 5 MS. FRAZIER: Yes. 6 THE CHAIRMAN: Okay. If you would like to 7 say something, please raise your hand and Courtney will 8 come around with the board, to get you signed up. 9 Go ahead, June. 10 MS. FRAZIER: Okay. We have a Diane Kopp. 11 MS. KOPP: I am going to wait. 12 MS. FRAZIER: You are going to wait. 13 Okay. 14 Fred Berger. 15 MR. BERGER: Good evening. My name is 16 Fred Berger. I'm an attorney and spokesperson for the 17 We Want a Vote Political Action Committee. Thank you 18 for the opportunity to address you all tonight. 19 Thank you for all of the hard work that 20 you've done. Appreciate all of the hard work that 21 Centene has done. Well, the project looks like an 22 exciting project and has a tremendous amount of 23 potential. The main concern that we have is that we 24 believe that this should be subject to a vote of the 25 people. When you all were put in office during your

19 1 respective tenure, we had different zoning districts. 2 We had different districts surrounding the Ritz, the 3 Carondelet district and this type of project wasn't on 4 the board, at least in the public dialogue discussion. 5 This is something new and the people who 6 put you in office never put you in office to vote to do 7 a project of this size and magnitude and provide the 8 public funds. 9 All we're -- and it would have been 10 interesting to see what would have happened, if that 11 would have been the basis upon which you would have 12 been elected by your voters, as to whether or not -- 13 what was your position on this. 14 So all we are saying is we just want a 15 vote. We want a vote of the people of Clayton, who put 16 you all in office and let them have a say. It's their 17 money. It's their funds. It's about government of the 18 people, by the people and for the people. 19 Centene is a great corporate citizen. 20 That's not an issue. The project is exciting. That's 21 not an issue. The only thing we are saying is we just 22 want a vote. We just want the people of Clayton, who 23 pay their hard earned money towards their taxes, who 24 pay the fees, who pay everything else to keep the 25 government afloat, let them have a vote. Thank you

20 1 very much. 2 THE CHAIRMAN: Thank you, Mr. Berger. 3 Okay. Let's just stop for a second. I appreciate your 4 comments. 5 What I just heard from Mr. Berger and 6 honestly, what I just read from a handout that came out 7 that said, "Before deciding whether the City of Clayton 8 should devote 75.6 million in public funds to assist in 9 the construction," -- look, there is a lot of 10 misconception and there is a lot of misinformation 11 about what this is really all about. 12 Over the past couple of weeks, the 13 aldermen and I have been trying to make the rounds to 14 groups who would make themselves available, to try to 15 express information, the same information that we have 16 been getting for many months now, so that we are all on 17 the same plate. We are all dealing at the same level. 18 There -- amazingly enough, there is a 19 misconception that tax abatement means that Centene 20 would pay no property tax and there is a misconception 21 from people who think the City is going to cut a check 22 to Centene, to do their development and neither one is 23 anywhere close to the truth. So what you heard, what 24 we have been dealing with and what the staff and the 25 City Manager has negotiated is this: After the project

21 1 is built and the County comes in to reassess it, 2 because now the property has a lot more worth -- after 3 putting 775 million dollars worth of buildings on it, 4 it has a lot more worth on it than it had in the past. 5 For instance, in 2015, all 20 parcels that 6 Centene has purchased, paid just under a million 7 dollars in property tax, just under a million. Well 8 after the buildings are built, so let's extend that out 9 over the 20 years. That would be 20 million dollars 10 worth of revenue over 20 years. 11 After the buildings are built and the 12 County reassesses the property and Centene pays 60 13 percent of the new value, the property will then bring 14 in 108 million dollars over 20 years. 15 The same percentage holds true, actually a 16 higher percentage, on personal property. Personal 17 property on that property right now is paying almost 18 nothing and over twenty years, it will pay almost 19 twelve million dollars. 20 And utility taxes also are going to have 21 -- from almost nothing to over four million dollars. 22 The school district on personal -- on property tax 23 alone, would get an extra 40 million dollars, after 24 Centene pays 60 percent of the abated amount. So there 25 is no investment.

22 1 There is nothing that says that Clayton is 2 devoting 75.6 million in public funds. It's just not 3 true. 4 So let's just take -- and this is not -- 5 and I am not trying to sell anybody. I'm just letting 6 you know the information that has come to us, as we 7 have asked questions over the past few months. 8 And believe me, we have asked questions 9 over and over and tried to get -- make sure we 10 understood exactly what it is that we are looking at. 11 So let's just say, despite the fact that Mr. Berger, 12 who said that it's true, that Centene has been a great 13 corporate citizen. 14 They have donated millions of dollars, not 15 just in Clayton but in the region, to lots of good 16 charities. They donate to the art fair and they donate 17 to the schools, the fire department, the police 18 department and all that. They are a great citizen. 19 But let's just say, you know what? I 20 don't care. You don't deserve any money. You are 21 making money on public funds and you overpaid for the 22 property and whatever it is, we are not giving you any 23 money. Well, the State of Missouri, like virtually 24 every other state in this country, has programs to keep 25 and attract new businesses, to keep businesses from

23 1 moving away. And they also have a program that rewards 2 businesses for increasing their employment of new 3 employees. The State does not qualify anybody, whether 4 they are for profit or not for profit or industrial, 5 mechanical, service industry, it doesn't matter. 6 If you meet certain standards, you qualify 7 for tax credits from the State of Missouri. I hate to 8 use this word but they are entitled, based on Missouri 9 law, to money from the State. 10 In this case and especially because they 11 are hiring so many new people, it's in the tens of 12 millions of dollars in tax credits that they get from 13 the State of Missouri. 14 However, the Missouri Build Program 15 requires, as we just mentioned, requires that the local 16 governmental agency match a substantial -- it's what it 17 says in the ordinance, a substantial tax incentive for 18 the company to get their money from the State. 19 So let's just say we said no. We are not 20 going to do it. Well, Centene would then have two 21 options. You all may remember during the presidential 22 primary, that Governor Perry was making the rounds in 23 the State of Missouri, poaching businesses to go to 24 Texas. They offered, the State of Texas offers free 25 land and 100 percent tax abatement to get companies to

24 1 move to Texas. Other states do the same thing. So 2 it's not like we live on an island and we can just make 3 up our own rules. The life today, of business in the 4 marketplace is a competitive situation, because every 5 state wants to get employees, especially since we have 6 lost 1,000 to 1,300 employees from Scottrade just 7 recently. 8 And you all have seen the Post-Dispatch 9 article. Over the past 10 years, 23 companies, 10 corporate, public companies have left the St. Louis 11 region. Out of business, got bought out, moved, got 12 taken into other states, so these are all things that 13 we have to consider. 14 But let's just say that we said no and 15 they decide they don't want to move. What's their 16 other option? It's a very simple option. A block and 17 a half from the City Hall is the County administration 18 building. 19 The Chapter 100 tax abatement law allows 20 the County to do exactly the same thing that any 21 municipality can do. Exactly the same thing that the 22 City of Clayton can do. And I have to tell you, we had 23 that opportunity a long time ago, for us to take the 24 easy route out and to say, let's just let the County 25 handle it.

25 1 Many of you probably don't know that the 2 County has issued over two dozen Chapter 100 tax 3 abatements over the past five years, all at fifty 4 percent but we looked at each other and if you look at 5 this group up here, folks, we are not in this for the 6 money, I can tell you that for sure. 7 We are in it because we love this city and 8 we want to do the things that are the best for our 9 community. So we figured no, let's not give it to the 10 County, which by the way, other communities do. 11 Chesterfield, by the way, doesn't even 12 look at requests for tax abatements. They just send 13 them to the County. They don't even deal with it but 14 we said, we want to make the best deal that we can for 15 our citizens. 16 Let's see what we can do and sure enough, 17 the City Manager and the city staff negotiated a 40 18 percent tax discount. That means Centene will pay 60 19 percent after the buildings are built and we have had 20 to take all of this into consideration. 21 And I'm talking with you right now, so 22 that you all understand the things that we have had to 23 look at and read, the hundreds and hundreds and 24 hundreds of pages of documents. So that -- we are here 25 tonight to try to make a decision based on the good of

26 1 our community and the facts that I have brought to you. 2 In the end, you may be sitting there going, this is 3 great. What's in it for me? Well, years ago, the 4 property tax balance in the City of Clayton was that 5 the corporate community paid more than the residential 6 community and that balance changed. 7 Some years ago, when the bottom fell out 8 of the market, all of the building owners ran into the 9 County and asked for their buildings to be reassessed 10 and they were and the amount of taxes they paid dropped 11 dramatically. 12 I am not sitting here making a promise, by 13 any means, but I am saying for those of you who own a 14 home here, the goal eventually, hopefully, hopefully, 15 is that the corporate tax base will continue to grow 16 and the effect on all of us will be positive as we look 17 at our budgets and set our tax rates. 18 So I don't mean to negate anything that 19 Mr. Berger said or anything that is written. I just 20 want to make sure it's clear to everybody. We are not 21 giving away City money. 22 For those of you who own a home and have 23 protested your property tax, you filed something with 24 the County and if you said, hey listen. I'm getting a 25 $10,000 tax bill. I don't think I should have that and

27 1 here's why. And the County said, okay, you're right. 2 So pay $8,000. Well, the County didn't write you a 3 check for $2,000. It just meant that you got a 4 discount off of that higher rate and that's what we are 5 doing with Centene. 6 They're going to pay 60 percent of a much, 7 much, much higher tax base than what is paying now. So 8 that's the information that we have been dealing with. 9 I wanted to share that, so that you all understood 10 where we were and I apologize for the length of that. 11 June, do you have anyone else who would 12 like to say something? 13 MS. FRAZIER: Stacey Smith? 14 DR. SMITH: Hello. My name is Dr. Stacey 15 Smith. I own a home, my husband and I own a home in 16 the Moorlands and we have lived here for 25 years and 17 our children are graduates of Clayton High School. 18 I have -- as you can see from my cards, I 19 had a number of remarks prepared and I want you to 20 know, Mayor Sanger, I listened to every word and you 21 know, I appreciate this, because we are very interested 22 in what you have to say and what the council has to 23 say. No one is, I think, questioning the motivations. 24 As you can see, I am not using my prepared remarks 25 here.

28 1 Okay. No one is questioning the 2 motivation, because obviously, you, as a group, have 3 put in endless hours on this. However, I was told just 4 before the meeting, that we should simply trust the 5 judgment of the committee because of our lesser 6 informedness. 7 That -- it doesn't feel good to hear that, 8 okay? So I would say, you know, I am very interested 9 in what you just said, Mayor Sanger but what I would 10 like to have is a panel with a serious debate. 11 A debate of here's our argument for it and 12 let's have some -- let's get our best informed group 13 together and let's have an honest debate, where we can 14 talk about it. 15 I don't see what could possibly be wrong 16 with that and then at the end of it, if the citizens 17 really wanted to proceed with it, then I would give 18 that my blessing. 19 But I feel like the process has been done 20 in reverse and that the decision was made behind closed 21 doors and now we go step by step, meeting to meeting 22 and maybe there will be a nip or a tuck here and there, 23 but the decision has been made and I just -- that 24 doesn't sit right with me. Now, it could turn out to 25 be great and I don't know that and honestly, I don't

29 1 think anyone knows it. But since I come from a medical 2 background, I will say, this is major surgery. And not 3 only is it major surgery, it is elective surgery and 4 when you have elective surgery, it is so important to 5 explore fully, what are the alternatives and what are 6 the risks of proceeding with elective surgery? 7 Because we don't seem to get a variant, a 8 lesser variant. No. It's got to be the whole shebang. 9 And what happens if Clayton residents just don't want 10 such a big, big change? 11 We are allowed to want something more 12 modest. Of course, we want to increase the bottom line 13 for, you know, all of the financial positives. Who 14 wouldn't want that? But we are allowed to want 15 something that is in the scale of our community and in 16 the scale of what our residents would like. 17 There was one, from a previous meeting, 18 there was one resident who stood up and supported this 19 very enthusiastically. He happens to be a great friend 20 and neighbor but his wife is an executive at HOK. 21 So I'm waiting to hear other residents 22 come forward and really be, you know, jolly good with 23 the whole thing. That's not quite what I am hearing. 24 I just would like an honest debate and you know, I'm 25 not -- you know, I'm not saying that I'm equipped to be

30 1 on that panel but perhaps we can get some people 2 together. I would like an honest debate. 3 THE CHAIRMAN: Thank you, Stacey. 4 By the way, she wouldn't tell you but not 5 only is Stacey an outstanding doctor, she is our 6 resident skating Olympian from some years ago. 7 Who is next? 8 MS. FRAZIER: Scott Smith? 9 MR. SMITH: Good evening. My name is 10 Scott Smith. I am the treasurer to the committee, We 11 Want the Vote and the brother of Dr. Stacey Smith. 12 I am here because I want to remind the 13 council to help the Clayton residents instead of 14 ignoring them. I have been to several of the public 15 meetings about this project. 16 Based on this experience, I am struck by 17 how indifferently the various boards and commissions 18 treat residents' concerns and objections to this 19 project. Residents are dismissed as if they are small 20 children. They are mature adults. 21 The Clayton residents are some of 22 Missouri's most educated and successful people in the 23 state. Many are wiser than you. More importantly, 24 they are friends and neighbors. Please do not ignore 25 them.

31 1 Please remember that your highest duty is 2 to represent them and I am concerned that the City has 3 turned a deaf ear to those who object to this project. 4 Please trust the judgment of your residents. 5 Please place the future of Clayton in the 6 hands of its residents, instead of shouldering this 7 burden yourselves. You may personally believe the 8 Centene project is a great development. I don't know. 9 I personally believe that it is wrong for 10 Clayton. I propose -- the proposed 90 million tax 11 abatement is obscene from a profitable company that 12 makes billions. The daily increase of thousands of 13 additional cars flowing in and out of the City is 14 beyond the pale. 15 The scope of this project will make it one 16 of the most significant in Clayton's history. This 17 project is not a sandwich shop. It is not a branch 18 bank. It is not a garbage collection route. 19 This project's extreme size and its effect 20 on both the future of the City and the future of the 21 residents, place this project in a different league of 22 projects. It is not the typical suburban city project. 23 As an elected official, you are authorized to make this 24 decision. My hope is that you will find the wisdom and 25 the understanding and appreciate -- sorry.

32 1 My hope for you is that you will find the 2 wisdom to understand and appreciate that this decision 3 is too big for this chamber. It is too important for 4 this chamber. 5 The only legitimate way for this decision 6 to be made is to allow the residents to vote on it. 7 Please place your trust in and with your residents. 8 They are your friends and neighbors. Please do not be 9 blinded by pride and hubris. 10 Ask your residents for their help. Ask 11 them for their guidance, by asking them to vote on this 12 project. Place this project before the voters of 13 Clayton. We just want to vote. Thank you. 14 THE CHAIRMAN: Thank you, Mr. Smith. 15 MS. FRAZIER: Michael Highsmith? 16 MR. HIGHSMITH: Good evening. My name is 17 Michael Highsmith. I'm a policy researcher for the 18 Show-Me Institute, Missouri's free-market, nonpartisan, 19 non profit think tank. Mayor Sanger, I just wanted to 20 thank you for your comments and the board for all of 21 the time that you have put in towards this. 22 I really appreciate it but there are a 23 couple of things that I wanted to address regarding 24 what you just said. So I submitted the written 25 testimony that you were -- just referenced and I

33 1 apologize if the wording in it may have led to a 2 misunderstanding. I openly acknowledge that there is 3 not a check being written and that Centene will be 4 contributing 60 percent. 5 I think this is fantastic but 60 percent 6 isn't 100 percent and if Centene's expansion is as 7 expansive as proposed, without tax subsidies, that's 40 8 percent that the City would be missing out on. 9 So in the written testimony that I 10 submitted, I go into a little more detail regarding a 11 couple of studies that took place, both in St. Louis 12 and across the nation. 13 Last year, the St. Louis Development 14 Corporation commissioned a study that came out in May 15 of this year and it's about 200 pages long, so I won't 16 bore you. 17 If you are interested, feel free to go 18 read through it. I just wanted to take a couple of 19 quotes from the executive summary of it. It studied 20 the use of economic development credits throughout the 21 city. 22 The first quote is: "There is little 23 relationship between incentive use and an increase of 24 jobs within neighborhoods." And the second one is: 25 "There is little evidence of significant spillover

34 1 effects around incentivized parcels after the use of 2 incentives. Across most project types, there is no 3 significant change in the trajectory of assessed value, 4 permanent investments or jobs." 5 And so the overall conclusion behind this 6 study and a couple of others that took place is that 7 oftentimes, when these economic subsidies are used, the 8 kinds of developments that they use to subside would 9 have taken place anyways. 10 And what this leads to is less tax revenue 11 for the city. It leads to a hollowing out of the tax 12 base. And it's possible there's exceptions to this and 13 I would urge the board when considering Centene's 14 proposal, to consider whether this is an exception to 15 that or if the subsidies may be in vain. 16 I think a couple of things to consider 17 here, that are really important, are that Centene is 18 hoping to expand office space for more than just their 19 own employees. 20 They are hoping to lease out space to 21 other employees. They are hoping to consolidate 22 employees from Chesterfield, Town and Country, other 23 areas in the St. Louis region. They are a rapidly 24 growing enterprise and they are hoping to invest in 25 Clayton, which again, is a very successful city. It

35 1 has half the vacancy rate of St. Louis. So all of 2 these things combined with the economic research that 3 has taken place, I would urge the board to consider 4 these, when determining if subsidies are correct. 5 Thank you. 6 THE CHAIRMAN: Thank you, sir. 7 MS. FRAZIER: Sheila Sweeney? 8 MS. SWEENEY: Good evening. I'm Sheila 9 Sweeney, the CEO of the St. Louis Economic Development 10 Partnership. I'm happy to be here, in support of this 11 project. 12 The many comments made that deal with the 13 work that we do on a daily basis, a project like this, 14 three-quarters of a billion dollars in our community, 15 certainly does bring a lot of other investment with it, 16 other companies that are looking at St. Louis and 17 especially the entrepreneurs that are moving to St. 18 Louis on an ongoing basis, knowing that a corporation 19 of the caliber of Centene is certainly very important 20 to our growth and so the partnership, we certainly feel 21 it creates jobs. 22 There is a lot of collaboration that 23 smaller companies do with the large corporations 24 throughout St. Louis County and the region and you 25 know, it's that collaboration and those jobs that are

36 1 created, that really lend itself to a community like 2 Clayton, which is one of the stellar communities, not 3 only in St. Louis but really, when you look across the 4 nation, it is a stellar community. 5 And then I would just also point out when 6 the mayor referenced the Post-Dispatch article a couple 7 of weeks ago, that 23 businesses had left, that is true 8 but then we also have to look at the other side of the 9 equation, that talks about companies, such as Express 10 Scripts, Centene, World Wide Technology, KVS, which is 11 a Swedish seed company, Schattdecor, which is a 12 European, a German furniture manufacturer, who all have 13 come here and involving benefits of the incentives that 14 Centene is looking to you for. 15 We are competitive with other communities, 16 in not only Missouri but across the nation and really, 17 worldwide. You know, we have -- hope to land a North 18 American headquarters company soon. 19 We are in really tough competition for 20 that, so these sort of things are so important and we 21 can't just discount them because they cost something. 22 They really don't. It's true, we would be adding to 23 the tax base with a three-quarter of a billion dollar 24 investment, so thank you for listening and the 25 partnership is happy to support Centene.

37 1 THE CHAIRMAN: Thank you, Sheila. 2 MS. FRAZIER: Ms. Kopp? 3 MS. KOPP: Good evening. I have a little 4 bit different perspective, although I certainly agree 5 with those who said -- 6 THE CHAIRMAN: Diane, talk into the mic, 7 please. 8 MS. KOPP: Okay. I'm sorry. 9 I certainly agree with those that said 10 that it would be better if 100 percent of the taxes 11 went to the City of Clayton. 12 I am a psychotherapist, psychoanalyst. I 13 am on the faculty of St. Louis University, Department 14 of Psychiatry and a faculty member of St. Louis 15 Psychoanalytic Institute. 16 I am here to represent myself, my family, 17 our adult children, our grandchildren and all the 18 future children and adults who have lived in Clayton. 19 I have many, many concerns about wanting 20 to preserve the quality of life for all of us and I 21 don't think that that can be equated to money. I think 22 the quality of life comes in the form of communal 23 relationships, neighborhoods, places to gather, a place 24 to feel calm and not stressed out because of traffic 25 and pollution and noise and construction and blocking

38 1 of streets because materials are being unloaded and 2 loaded. It doesn't come in the form of having an 3 alleyway for the Crescent and two other buildings, 4 that's forty feet wide, when most driveways are 70 feet 5 wide and have garbage trucks turn around in that little 6 area. 7 It doesn't come in the form of people 8 being railroaded into decisions without thoughtful 9 consideration and that's what I strive to do with all 10 of the people that I work with. 11 When they have to make a decision, to try 12 to find out what is interfering with their making the 13 decision and to give them the calmness and space and 14 the peace and the research to make a very thoughtful 15 and -- a decision that is in their interests and not, 16 not in their interests. 17 And I would hope that the board would 18 encourage themselves and all of us to make a thoughtful 19 decision and give us time and space to do this, because 20 this is what we deserve. We deserve to have the best 21 quality of life possible. Thank you. 22 THE CHAIRMAN: Thank you, Diane. 23 MS. FRAZIER: Keith Kramer? 24 MR. KRAMER: Good evening. My name is 25 Keith Kramer. I'm a resident of Clayton. I have lived

39 1 here for about three years now. I think you are doing 2 an excellent job. This is a tremendous plan, Centene. 3 It will be a great asset to Clayton. The agreement 4 that you have negotiated is not only great, it is 5 fantastic. 6 To be able to have the amount of income 7 that this project will generate for the school district 8 and for the City and what the City can do with that 9 money, let alone the school district, is fantastic. 10 I believe that in the long run, the 11 project will generate far more money than what has been 12 indicated. And first of all, with regard to, you know, 13 having panels and further discussion, I don't believe 14 there is a need for that. 15 You know, we have elected you guys and 16 ladies and gentlemen as our representatives. We trust 17 your judgment. That's why we voted for you. It's why 18 we have you here tonight. Use your best judgment. Do 19 what you feel best. 20 In this plan, you have done your best. 21 It's a great plan. They could go, Centene could go 22 anywhere in the country and get a better plan, anywhere 23 in this county, could probably get a better cut, in 24 terms of the 60/40 split but in terms of the 25 information being out there and the need for a panel,

40 1 the information is out there. It just takes looking at 2 it, on the county -- on the City of Clayton's website 3 was the study done by Development Decisions. 4 And while I haven't reviewed the entire 5 agreement that you guys are proposing, I have read 6 their study and I believe there will be more money. 7 There's portions where they're -- 8 underestimated the amount of income, in my opinion. So 9 I thank you for the opportunity to voice my thoughts. 10 I believe you are doing a great job. Keep it up. 11 THE CHAIRMAN: Thank you, Mr. Kramer. 12 MS. FRAZIER: Matthew Straetker? 13 MS. ANZILOTTI: Hi. We are the kids from 14 MYAC, Mayor's Youth Advisory Council and we are 12 15 students chosen to represent the student body at 16 Clayton High School, while communicating with the Mayor 17 and the Board of Aldermen and we just -- 18 THE CHAIRMAN: Give us your name, Anna. 19 MS. ANZILOTTI: He just gave you my name. 20 I'm Anna. 21 MR. STRAETKER: I'm Matthew. 22 MS. ANZILOTTI: And we just want to say 23 thank you to you guys. The project sounds amazing and 24 you ran uncontested this year and I think that was 25 everyone's vote of confidence to you and your

41 1 leadership skills. We did have two questions towards 2 Centene and their presence in Clayton. 3 MR. STRAETKER: So one of them is, you have 4 talked about how with the auditorium type thing and it 5 will be open to the public but that, like, define that, 6 like, is it -- how many days, like when it would be 7 open to the public. 8 THE CHAIRMAN: We can give you that 9 information. 10 MR. STRAETKER: Okay. 11 THE CHAIRMAN: Do you have another 12 question? 13 MS. ANZILOTTI: We had another question 14 which was more politically based, in that Centene is a 15 medical company and it's based in the government and a 16 lot of the policies that are subject to change, as have 17 been promised by Trump and we were wondering if that 18 would affect, at all, the revenue that you are 19 predicting? 20 THE CHAIRMAN: Thank you, Anna. 21 You guys, hopefully have some sympathy for 22 me, with the questions that they ask me at our 23 meetings. Do one of you want to talk about the 24 agreement, regarding the number of days that will be 25 available in the civic center?

42 1 MR. CHAPMAN: What they did -- sorry, 2 Larry Chapman. What they did was they created a 3 minimum number of days that they would make it 4 available but of course, everything is really driven by 5 the market. 6 The auditorium represents 100 million 7 dollar investment and they have got to make it work. 8 In addition to providing services for the corporation 9 itself and so it's probably in the neighborhood of 100, 10 I would say, events a year. 11 There could be multiple events in a day. 12 They could be grouped together. It's really hard to 13 time and I know there is room for an event every month, 14 to occur but I think in the long run, the market is 15 going to bear that out but there are minimums that they 16 have to make it available. The better thing is to do 17 the market study, which they have agreed to do, to try 18 and find the best uses for it. 19 THE CHAIRMAN: Am I not correct, that in 20 the Development Agreement, it calls for a minimum of 21 100 -- 22 MR. CHAPMAN: Yes, it does. 23 THE CHAIRMAN: -- events? 24 MR. CHAPMAN: Yes, it does. 25 THE CHAIRMAN: Okay. Thank you.

43 1 So Anna, let me answer that second part of 2 your question and it's one that has come up and we have 3 asked the same question as well, because we don't know 4 what is going to happen, going down the line. 5 Worst case scenario: Buildings get built 6 and worst case scenario, the business of Centene goes 7 away or they are bought by someone and they go away. 8 When they leave, they don't take the buildings with 9 them. 10 The revenue stays with the property, not 11 with the business and today, Clayton has the lowest 12 Class A office building vacancy rate in the entire 13 region. If a company came in today and wanted a floor 14 in a Class A building, it's not available. 15 So if -- you could look on the positive 16 side. I have given you the negative, that it would be 17 gone and then someone would have to own the buildings. 18 On the positive side, let's say that they do lease out 19 property to other tenants. 20 If the day came that they went out of 21 business or were no longer with us, the buildings would 22 still be half full or a third full or however much full 23 they would be, based on how much is leased, so they 24 wouldn't be empty buildings but again, the revenue 25 stays with the property, not with the success of the

44 1 business. 2 Next? 3 MS. FRAZIER: Joe Wagner? 4 MR. WAGNER: Hi. So my name is Joe 5 Wagner. I live at 7390 Westmoreland, just across the 6 border in U City but I hope you will hear me out 7 anyway. Two doors away from Clayton. 8 So I just have a couple of quick comments. 9 First, even though I live in U City, Clayton is 10 obviously a wonderful community, a great place to live 11 and work. 12 So people who live in Clayton, love it. 13 People who work in Clayton generally love it, because 14 there is such great amenities. It is a real attraction 15 that you can't really find in other parts of the 16 County, so it's a wonderful place. 17 Secondly, when I look at St. Louis, I see 18 that Centene is one of the few economic engines that we 19 really have here. So we would be nuts, as a community, 20 to turn our nose up at 1,000 jobs or 2,000 jobs or 21 whatever the number of jobs is. 22 We need to be looking for jobs wherever we 23 can and so to that extent, you know, this is something 24 we should be all, you know, essentially smiling about. 25 Let's see. Third, you know, as for the incentives, I

45 1 guess I would just say, you know, it's a big burden to 2 the extent that the Clayton Public Schools and other 3 institutions that are getting that flow of revenue are 4 missing out on that 40 percent that is being forgiven, 5 that is just going away. 6 So, you know, if you just think about, 7 hypothetically, the next time the school district wants 8 a bond issued, for example, and they go to all of the 9 businesses in Clayton and all of the residents in 10 Clayton and say, hey listen, we are going to have this 11 bond issue. Your taxes are going to go up. 12 Just remember that that 40 percent that is 13 being given away today, that could make that bond issue 14 go away tomorrow, if that 40 percent didn't happen. 15 That's a big deal. 16 I mean, think about all of the resources, 17 all of the time, all of the energy when you have to get 18 a new bond issue done. It's a real pain and sometimes 19 the voters say yes and sometimes, they say no. 20 This is an opportunity for everybody up on 21 the stage to say, wow, wouldn't it be great if we 22 didn't have to do that bond issue next time, because we 23 are going to actually tap Centene to pay the same that 24 all of us have to pay in Clayton and U City, whatever. 25 So from that standpoint, I think incentives are a real

46 1 giveaway. And you might say, well heck, we're getting 2 60 percent, which is a lot and what I would say is, 3 look at this almost as if you were a poker player and 4 look at who holds the cards here. 5 What I would say is Centene is essentially 6 pot committed at this point. They have spent tens of 7 millions of dollars assembling land. 8 Mr. Neidorff, who again, has created tons 9 of jobs for our community. I don't have anything bad 10 to say about that. I think he really likes the idea of 11 building a campus here, a mixed use development. 12 I think he is totally, 100 percent 13 committed to the project. I think he is going to do 14 the project, regardless of what any of us say here 15 tonight. 16 But when you have somebody that is that 17 committed, guess what? The power flips to the other 18 side. If you are sitting across from somebody and you 19 are playing cards, you think like, holy cow. This guy 20 really wants to play. He's going to put everything in. 21 And guess what? I know that I have a 22 better hand than him. So are you going to split the 23 pot with him 60/40? No. You are going to say, I'm not 24 100 percent positive that I have the best hand but I'm 25 pretty sure that I have the best hand. I'll offer him

47 1 10 percent or 20 percent, maybe 30 percent but 40 2 percent, when they asked for 50 originally? That's not 3 much of a negotiation. That's not a wonderful deal. 4 That's a pretty tough deal for the school 5 district and for the other tay payers of Clayton and 6 the County. So what I would say is, look at Mr. 7 Neidorff, look at Mr. Clark, look at Centene and say, 8 guys, guess what? We think you are doing this project. 9 We think it's an awesome project but we 10 want 80 percent, we want 75 percent, we want 85 percent 11 of the revenue to go to the school district, so that we 12 don't have to do a bond next time. 13 So bottom line is: Great project, Clayton 14 is great but hold firm. Be stronger and the Clayton 15 students will benefit as opposed to Centene 16 shareholders. Thank you. 17 THE CHAIRMAN: Thank you. I am just 18 wondering if you came in late and didn't hear that I 19 said that Centene could just go to the County and get 20 50 percent, without a problem. 21 So let's move on. Next. 22 MS. FRAZIER: David Butler. 23 MR. BUTLER: Hello, I'm David Butler. I'm 24 an 18 year resident of Clayton. I was a homeowner in 25 Claverach Park, just recently closed the selling of the

48 1 house and I'm now a condo owner on Hanley Road at the 2 Whitehall. My wife and I are not from the St. Louis 3 area. We moved around a lot with work. 4 We have lived in Cupertino, the home of 5 Apple Computers, just down the road from Palo Alto. 6 Moved to Atlanta, Georgia. Lived in Buckhead. Have 7 been active in all of the various neighborhoods that I 8 have lived in. I was a trustee within the Claverach 9 Park Neighborhood Association. 10 Candidly, as my kids have grown and gone 11 away, my son was a Clayton High grad, we were looking 12 at communities to move to. We are water people. We 13 love to live by the ocean and all of that but we 14 decided to invest in Clayton. 15 We had a sizeable house in Claverach Park. 16 Clayton is not a cheap place to live in, so as a 17 homeowner, as a potential resident, it's a big 18 investment, you know, big decision to move here. 19 Even though we love the ocean and 20 everything else like that, we love Clayton. Mayor 21 Sanger, I did vote for you. I feel strongly that 22 Clayton has done a very good job of managing itself, 23 through all of the various mayors, administrations, 24 aldermen and everything else like that. My concern is 25 more of, there is a Master Plan that I thought was

49 1 really well developed, that factored in to how 2 everything fit within the community. What we like 3 about Clayton is it feels a little bit like Palo Alto 4 but actually, it is better than Palo Alto. 5 My wife and I always walk. On the 6 weekends, we walked from Claverach Park and now, we 7 walk from our new location on Hanley Road. We either 8 go to City Coffee or some place in downtown Clayton. 9 But the concern is just making sure that 10 as a homeowner, when you move here, whether you are 11 from out of state or from the area or in our case, 12 moving from Claverach Park to Hanley Road, you look at 13 things like the Master Plan. 14 It's a very sizeable investment. It's a 15 very good investment. We are glad to be living here. 16 I'm foregoing the ocean to stay here but my concern is 17 just making sure that -- it seemed like that document 18 was well thought through. 19 It sounds like and I could be wrong, that 20 there's some significant variances from that, to make 21 this project work the way -- it hits the numbers that 22 Centene and others would like to have it hit but 23 speaking as a resident, when you buy, wherever you buy 24 and we actually considered the Crescent as a possible 25 place to downsize to, because we were looking for a

50 1 condo, it just -- I just offer up that as you weigh 2 these decisions, you need to factor some things in. As 3 us homeowners, we look to that as guidance, as we make 4 purchases, as these investments are significant and 5 they're typically long term. Anyways, I just bring 6 that up. 7 I saw issues in places like California, 8 where you would purchase something somewhere and find 9 changes occurring because of economic reasons that 10 could significantly impact you. 11 While in Buckhead, I got active in our 12 neighborhood association, because there were some 13 developers that were trying to taint what was really 14 some, some really nice residential street, just down 15 from the governor's mansion, some economic development 16 and I just bring that up. 17 So I just want to factor in, as you weigh 18 this thing through, that those of us that are residents 19 here are paying taxes and are voting with wanting to 20 stay here, in my case and enjoying all that Clayton has 21 to offer. Whether it is this project or other 22 projects, I think the Master Plan was well thought out. 23 Just keep that in mind as you consider these things. 24 Thanks. 25 THE CHAIRMAN: Thank you, sir. Thank you

51 1 for picking us as your choice to live. 2 MS. FRAZIER: That's all I have. 3 THE CHAIRMAN: Does anyone else have 4 anything they would like to say? 5 Well then, I guess that's up to us, to 6 have comments then. We'll start down here. Cynthia or 7 whoever wants to go first. 8 MS. GARNHOLZ: I guess I just want to 9 thank everyone for being here and really, thank you for 10 your thoughtful comments and the wisdom that you 11 brought with you tonight. I really appreciate it. 12 And I guess I am, in considering this and 13 in making this decision, I am mindful of several 14 things. I am thinking about the losses that our City 15 has sustained over maybe the past decade of so. 16 And a couple that I can mention are 17 Schnucks and a car dealership, both of which were huge 18 losses and this would be a wonderful addition to our 19 City. 20 I am mindful of the benefits that this 21 project brings and they have all been mentioned but 22 benefits to the City and especially to the Clayton 23 School District. Benefits that are economic and 24 otherwise, including, of course, the civic auditorium. 25 I am mindful -- I grew up in Clayton and for at least

52 1 most of my adulthood if not even into my childhood, 2 Forsyth east of Hanley has been either vacant or under 3 developed and I am very anxious to see this land 4 vibrant and utilized to its best potential and 5 certainly no longer vacant would be wonderful. 6 I don't like tax incentives. I don't 7 really know anybody that does, except perhaps real 8 estate developers and lawyers that are not family law 9 attorneys. There are different kinds of lawyers. 10 But I think that this, the plan that the 11 staff has negotiated, I think is very good. I am 12 pleased to hear that the Clayton School District is 13 satisfied with it and I express my support for the 14 incentives that were negotiated by the staff. 15 MS. BOULTON: I would also like to thank 16 everyone for coming out and all of the different 17 information from Mr. Highsmith. I haven't had a chance 18 to read this all but it looks very interesting. 19 I did also read some of the footnotes. I 20 read the same articles that you read, so I am familiar 21 with the consensus that in general, tax incentives do 22 not help our region. They don't. They move Walmarts 23 from one location to another. They typically are not 24 very beneficial, if you look at the scope. You know, 25 the best alternative is that companies would look for

53 1 the best place for them. Where is the best workforce 2 for them? Where is the best proximity to raw 3 materials? Where is the best transportation centers? 4 In a perfect market, that's the way that 5 any corporation would make a decision but we don't have 6 a perfect market. We don't have an efficient market. 7 We have a market that is marked by tax incentives. 8 As the Mayor said and I think everyone 9 quite understands, we can say no and I'm pretty sure 10 that Centene will go away. I disagree with the 11 gentleman there, that they would stay. I disagree with 12 that, completely. 13 That's what we have to decide. I'm not a 14 gambler. I have never professed to be a gambler. I 15 have been asked by the citizens in my ward to represent 16 them. To read all of the information possible, to dig 17 deep. Read all of these articles that Mr. Highsmith 18 will tell you are really dull as doornails. 19 And you might read the Kellogg Institute 20 of Management. They have got a great one on tax 21 incentives in the city and it's real recent. 22 So you know, it's not a perfect market and 23 we have to make the decision based on the market that 24 we are in. It would be like me saying, oh no. I am 25 going to go to Dillard's and pay full price for a dress

54 1 that I can get for 50 percent off at Macy's. That just 2 doesn't make sense. Why would Centene do that and why 3 would shareholders let Centene do that? That's -- they 4 have to work in the markets that are out there also. 5 So I disagree with some of the things that you came up 6 with, although we read the same information. 7 I think that we have, our staff has 8 negotiated a very beneficial project for this, all of 9 the citizens of Clayton. I think the incentives -- the 10 benefits far outweigh the incentives and one of our 11 responsibilities is to give -- tax -- areas to the 12 school district. 13 And while my kids are certainly out of 14 school, I would feel terrible not helping the school 15 district, not having funds as much as possible. So I 16 think we have to keep in mind all of the realities of 17 the situation as we make this decision. 18 I don't want to go through all of the 19 positives again. I think that's already been done. 20 The other thing that I want to just touch on is 21 property rights. These people own this property now, 22 just like you all own your home. They have the right 23 to build whatever they want to build, as long as it is 24 within our zoning, which it does. It certainly 25 fulfills our Master Plan as well as under our zoning.

55 1 And I would be happy to sit down with 2 anyone at any time and walk you though it, because I 3 looked at this stuff, way too much. I would be 4 thrilled to -- maybe like a mind meld or something. 5 So for us to tell them that they can't use 6 their property in the ways that are zoned for, none of 7 us would want us to have that authority, I don't think. 8 And they are doing -- they have gone 9 through all of the hoops, jumped all of the hoops. 10 They have done an amazing amount of citizen 11 participation and meetings. 12 They have been kind of a model for what 13 you would hope a company would do, when they come in 14 and ask for these kind of incentives. So that's just 15 some of the thoughts and how I have come to my 16 conclusion, that I do support these incentives for 17 Centene. Thank you. 18 THE CHAIRMAN: Mr. Berger? 19 MR. BERGER: I want to certainly thank 20 everyone here. It is important to have the opportunity 21 for dialogue. I have a perspective that is based in my 22 age and my residency. I might be the longest resident, 23 longest term resident in the City of Clayton in this 24 room. Maybe Hal, you might have six months on me but 25 I'm unabashedly a Clayton guy.

56 1 I'm a graduate of Meramec School, Wydown 2 School and the number one public high school in the 3 State of Missouri. I am a supporter of our school 4 district. 5 Warden May in the late '40s was the 6 architect of an economic model that brought Clayton to 7 where it is today. It had to do with neighborhoods. 8 It had to do with business and it had to do with our 9 school district. 10 I don't know anyone and I have been going 11 door to door for many years, who moved here with 12 children for any other reason than the Clayton School 13 District. I hope your experience is similar. 14 From that perspective, I would add to the 15 following: Economic development is about choices. For 16 those of you in my age group and I'm talking the Baby 17 Boomers. 18 Do you remember when University City said 19 no to Famous-Barr? Do you remember that? Famous-Barr 20 came to Clayton. Famous-Barr created the beginning of 21 a retail center. 22 Do you remember when Enterprise wanted to 23 take over the County Hospital grounds? I was at those 24 public meetings. I heard this position and that 25 position and the elected officials in the City of

57 1 Clayton made probably one of the finest decisions of 2 all time, to have the Enterprise Campus here, in 3 Clayton. We have made some really good choices. We 4 are Clayton. 5 I am unabashedly an advocate of our 6 community and two million dollars a year in additional 7 revenue for my school district will be unbelievably 8 valuable not only for our students but our homeowners, 9 because the value of our residence, believe me, has 10 benefited significantly because of the quality and 11 excellence of our education, of our school district. 12 The value proposition that I would say to 13 you is: Change for community benefit. As long as I 14 have been here, 57 years, I have seen great change in 15 our community. I have seen our residents come out and 16 say, we don't want Maryland Walk. 17 I have seen our residents say, we don't 18 want the Crescent or other buildings that are 19 distinctive and important to the fabric of our 20 community. 21 This is a development that's replacing a 22 Christmas tree lot. This is a development of economic 23 proportion that has tremendous value to Clayton, our 24 children and to this region and for those reasons, I 25 support this public-private partnership.

58 1 THE CHAIRMAN: Thank you, Mr. Berger. 2 Mr. Lintz? 3 MR. LINTZ: I hate to go after that. 4 Thank you, Alex. 5 Thanks to everybody for coming. I'm not 6 going to go through all of the same points that have 7 been made. I think that although it's a little unusual 8 for the mayor to jump in there early on, I thought he 9 did summarize the benefits quite well. 10 One of the things that I would remind you, 11 that I keep thinking about it, is the fact that the 12 Pierre Laclede Towers were built in 1964 or '65, I 13 think it was and their twenty year period has long gone 14 and when I think about what we are doing for the twenty 15 year period and the fact that this development will be 16 here for a long time after that. 17 The five million, the taxes that start out 18 will be nine million later on and just go up from that. 19 So from a benefit point of view, there's an awful lot 20 there that does add to the community. I don't think it 21 takes away from the community. I think it adds to it. 22 It gives us resources to do things that 23 maybe we couldn't do before. More streetscape, more 24 things that we really want in our community, to look, 25 things that -- how we want it to look like. The Palo

59 1 Altos and the Cherry Creeks and that sort of thing. We 2 have talked about that. I am not going to say it is a 3 windfall. That might be overstating it but it 4 certainly, from the point of view, if you were another 5 community, in another part of the county or even 6 another state, you would be thinking of this as a 7 windfall. 8 The other thing, I guess and I understand 9 the point about the studies and the TIFs and the 10 Show-Me Institute's position on this. Bevis Schock is 11 a friend and a neighbor of mine and I have had those 12 conversations with him, so I am well aware of those 13 positions. 14 But I am not sure if those studies are as 15 comparable. They really address a lot of the shopping 16 center type mentality, of moving from one to the other. 17 This is very different. This is very 18 specific, a very specific plan, a very specific set of 19 employees and so I don't see it as in that same vein 20 and what we are doing is giving them the means to do 21 this. 22 Like any corporation, you know and we have 23 heard it often, you know, Centene has lots of money and 24 they can do whatever they want. You know, I spent a 25 lot of time at Anheuser-Busch many years ago and had to

60 1 stand up and justify projects that were -- justify them 2 on financial ground and Anheuser-Busch had a lot of 3 money but you have to justify the project, otherwise it 4 doesn't get done. 5 And so from that point of view, if your -- 6 if you don't make it attractive, whatever that takes, 7 they'll go somewhere else. I am thrilled with what we 8 have gotten. This is a public-private partnership. 9 We have -- without the ability to sit 10 there and ask for these things -- we had no poker hand. 11 We had no way of saying that we want an auditorium and 12 we want the other benefits. 13 So I think that is -- things that we have 14 thought about and my only other comment is that as we 15 have all said, we have talked, we thought about this. 16 This was not an easy decision. 17 We have, probably everybody up here, in 18 the course of the months that we have dealt with this, 19 have gone from hot to cold, hot to cold. This is a 20 thoughtful board. This is a thoughtful group, that 21 does listens to its residents, its neighbors, the 22 people that are out there. 23 And as the Mayor said, we could have 24 passed and kicked it down the road to the County and we 25 would have our hands all clean but that wasn't what we

61 1 decided. We said, you know, we have been put here to 2 make a decision for the residents, for the City and so 3 we felt that we had to take that on. 4 And you know, if we get beat up for it, 5 that's fine but we felt that we had to do it. So I 6 think this is a very thoughtful group, that has put a 7 lot of hours into this, to make the decisions. 8 There are -- it isn't without its issues, 9 without its flaws. We are going to have to work around 10 some traffic issues but overall, I think it is for the 11 benefit of Clayton. Thank you. 12 THE CHAIRMAN: Mr. Berkowitz? 13 MR. BERKOWITZ: Thank you, Mayor and thank 14 you all, members of the board, for all of your 15 comments. Can everybody hear me? I'm the newest 16 member on the board, so I get to speak last. So I get 17 to hear everybody else and what they all have to say 18 and then go from there. 19 I thank the board for all of your 20 comments, every one of them. I thank every one of you 21 out here, who have come up to the microphone and been 22 willing to put yourselves out there and let us know 23 what you think. We don't live in a perfect world. 24 Boy, I wish we did. My brain has had the hardest time 25 getting around, getting my arms around this whole

62 1 project and then thinking in terms of gee, a company 2 that has got revenues of about 40 billion dollars a 3 year and they are going to need a couple of million 4 from us? You know, it doesn't sit right. It doesn't 5 feel right. 6 I have explained this to many people. I 7 have a visceral, emotional reaction at the idea that 8 this incredibly huge company is coming to us, as 9 normal, everyday citizens and saying, you know, we 10 would like to get a break. We need a break because we 11 are going to put this development in your city. 12 Well, we don't live in a perfect world. 13 We really don't. I would like to see Congress come up 14 with some plan that would say, you know what? This is 15 not legal and we're not going to let you do it anymore. 16 Get the whole playing field even, so that 17 we are not having to face these questions anymore. We 18 are not having to give charity to people who clearly 19 don't need the charity. 20 And that's the perfect world and we're not 21 living in a perfect world. It would be difficult even 22 if the State of Missouri would just go ahead and enact 23 something of this nature, because we would have to 24 deal, as the Mayor said, with somebody from Texas 25 coming in and taking our companies. I really

63 1 appreciated the suggestions here tonight, one of which 2 was, you know, let's vote. Let's all vote. Okay. 3 Again, maybe in a perfect world, that might work out 4 well but unfortunately, you can't do deals like that. 5 Who is going to want to do a deal with you? 6 If you are going to be in a position 7 where, yeah, we want to put our company in your city 8 but that's right. You are going to have a referendum. 9 It's going to take six months. We are going to have to 10 get out there on a campaign trail and sort of, you 11 know, sell ourselves to 17,000 people. 12 The cumbersomeness of that would make any 13 development impossible in our City and you'd have to be 14 really anti-development, just plain, outright 15 anti-development to believe that that would be a good 16 idea. 17 So anyway, this situation is a tough one. 18 I appreciate everybody's comments that are against it. 19 I think you all have good reasons for that and then we 20 have to deal with all of the pros and cons, in what is 21 going to be best in the end, better than not doing it. 22 We have to consider that. Is this better that we don't 23 do it or better that we do do it? And I think that is 24 really what we are faced with here tonight. So I 25 appreciate you all trusting us to figure this out and

64 1 respecting our abilities. Nobody on this board was 2 born yesterday. I hope that Mr. Berger here, my 3 colleague, understands that it's just as -- I can love 4 Clayton just as much as he does. Just because I wasn't 5 born here and raised here, because I really do love 6 Clayton and I want the best for it and I would like to 7 see it progress. 8 Progress is very, very important for any 9 city and I think that's what we are grappling with, 10 with this project. Is it perfect? No. It is not. 11 Does it have flaws? Absolutely. Does it present 12 problems for some of our residents? Yes, it does. The 13 Crescent people, for sure. 14 And we have to deal with that but in the 15 end, we have to put our faith in the fact that we are 16 going to make good decisions and that they will, in the 17 end, be the best for all of us. Thanks. 18 THE CHAIRMAN: Thank you. 19 I do get to go last. Just a couple of 20 things. Just a couple of things. First of all, I hope 21 that you have heard that none of us love to do tax 22 abatement. In fact, none of us like the idea of tax 23 abatement. It is really being forced on us because of 24 market forces and whether you can or cannot do 25 business, it is just part of the business environment

65 1 today. Secondly, I hope that you guys appreciate the 2 people that you have voted onto the Board of Aldermen 3 as much as I do, because I am one lucky guy to be 4 working with people that are up here, that put so much 5 time and thought into everything that we do, to make 6 this a better city. 7 They are the best people that I have ever 8 worked with but don't tell them that, because it will 9 just make it difficult for me. 10 But thirdly for you all, you are clearly 11 part of the Clayton culture. To be here and to be 12 respectful and to give us your opinions in a very 13 thoughtful manner. Your decorum is outstanding. We 14 love the fact that you are here. 15 We appreciate everything that you have 16 said and believe me, we have gone through every 17 question that has come up, we have asked and everything 18 that could possibly be thrown at us, we have studied 19 and read and we have worked it to this point. 20 Now don't forget. This is not the end. 21 The actual design of the property, if this passes, the 22 design of the property is next and that will start with 23 the Plan Commission, to look at the design of the 24 property. And so with that -- 25 MS. GARNHOLZ: I introduce Bill Number

66 1 6588, an ordinance approving a plan for an industrial 2 development project for the Centene Campus Expansion 3 Project, authorizing the City of Clayton to issue its 4 taxable industrial revenue bonds for the purpose of 5 providing funds to pay the costs of purchasing, 6 constructing, extending, installing and equipping the 7 project and authorizing the City Manager to enter into 8 certain agreements and take certain other actions in 9 connection with the project and the issuance of the 10 bonds to be read for the first time by title only. 11 MS. BOULTON: Second. 12 THE CHAIRMAN: Is there any further 13 comment or discussion or questions? 14 Mr. City Attorney. 15 MR. O'KEEFE: Bill Number 6588, first 16 reading. An ordinance approving a plan for an 17 industrial development project for the Centene Campus 18 Expansion Project, authorizing the City of Clayton to 19 issue its taxable industrial revenue bonds for the 20 purpose of providing funds to pay the costs of 21 purchasing, constructing, extending, installing and 22 equipping the project and authorizing the City Manager 23 to enter into certain agreements and take certain other 24 actions in connection with the project and the issuance 25 of the bonds.

67 1 THE CHAIRMAN: All in favor? 2 MS. BOULTON: Aye. 3 MS. GARNHOLZ: Aye. 4 THE CHAIRMAN: Aye. 5 MR. LINTZ: Aye. 6 MR. BERGER: Aye. 7 MR. BERKOWITZ: Aye. 8 THE CHAIRMAN: Any opposed? 9 MS. GARNHOLZ: I move that the board give 10 unanimous consent to consideration for adoption of Bill 11 Number 6588 on the day of its introduction. 12 MS. BOULTON: Second. 13 THE CHAIRMAN: Any further discussion? 14 All in favor? 15 MS. BOULTON: Aye. 16 MS. GARNHOLZ: Aye. 17 THE CHAIRMAN: Aye. 18 MR. LINTZ: Aye. 19 MR. BERGER: Aye. 20 MR. BERKOWITZ: Aye. 21 THE CHAIRMAN: Any opposed? Let the 22 minutes reflect the board has given unanimous consent. 23 MS. GARNHOLZ: I introduce Bill Number 24 6588, an ordinance approving a plan for an industrial 25 development project for the Centene Campus Expansion

68 1 Project, authorizing the City of Clayton to issue its 2 taxable industrial revenue bonds for the purpose of 3 providing funds to pay the costs of purchasing, 4 constructing, extending, installing and equipping the 5 project and authorizing the City Manager to enter into 6 certain agreements and take certain other actions in 7 connection with the project and the issuance of the 8 bonds to be read for the second time by title only. 9 MS. BOULTON: Second. 10 THE CHAIRMAN: Any further questions, 11 comments? 12 Mr. City Attorney. 13 MR. O'KEEFE: Bill Number 6588, second 14 reading and consideration for adoption. An ordinance 15 approving a plan for an industrial development project 16 for the Centene Campus Expansion Project, authorizing 17 the City of Clayton to issue its taxable industrial 18 revenue bonds for the purpose of providing funds to pay 19 the costs of purchasing, constructing, extending, 20 installing and equipping the project and authorizing 21 the City Manager to enter into certain agreements and 22 take certain other actions in connection with the 23 project and the issuance of the bonds. 24 MS. FRAZIER: Alderman Garnholz? 25 MS. GARNHOLZ: Aye.

69 1 MS. FRAZIER: Alderman Boulton? 2 MS. BOULTON: Aye. 3 MS. FRAZIER: Alderman Berger? 4 MR. BERGER: Aye. 5 MS. FRAZIER: Alderman Lintz? 6 MR. LINTZ: Aye. 7 MS. FRAZIER: Alderman Berkowitz? 8 MR. BERKOWITZ: Aye. 9 MS. FRAZIER: Mayor Sanger? 10 THE CHAIRMAN: Aye. 11 Any further business from the council? 12 Thank you all for attending. We 13 appreciate it. 14 (Thereupon, the meeting of the Board of Alderman 15 was concluded.) 16 17 18 19 20 21 22 23 24 25

70 1 STATE OF MISSOURI ) 2 COUNTY OF ST. LOUIS ) 3 I, Sara E. Tom, a Certified Court Reporter 4 within and for the State of Missouri, do certify that 5 pursuant to Notice, a meeting was held at Wydown Middle 6 School, 6600 Wydown Boulevard, in the City of Clayton, 7 State of Missouri, commencing at 7:00 in the evening of 8 that day; that all proceedings which then transpired 9 was reduced to voice writing by me on the day, between 10 the hours, at the place and in that behalf first 11 aforesaid, and later transcribed into typewriting and 12 that the foregoing 69 pages are a true and accurate 13 transcript of the record of the aforementioned meeting. 14 IN WITNESS WHEREOF, I have hereunto set my hand 15 this 29th day of November, A.D., 2016. 16

17 _______________________________ 18 SARA E. TOM CCR #1234 19 Certified Court Reporter within 20 and for the State of Missouri 21 22 23 24 25

Document

November 15, 2016 — Meeting Minutes