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not elected at the municipal election, then the candidate receiving the greatest number of
votes for that office who is not an incumbent shall complete the remainder of the unexpired
term beginning at the next regular meeting of the board of education unless said candidate is
an incumbent member of the board in which case the person elected by the board of
education shall continue in office until the inauguration. Ifthe unexpired term continues for
an additional period following the next inauguration then the municipal election shall include
an election to that office for the remainder of the unexpired term and the candidate receiving
the greatest number of votes shall complete the remainder of the term beginning with the next
recular meeting of the board of education unless said candidate is an incumbent member of
the board in which case the person elected by the board of fire commissioners shall continue
in office until the inauguration.”

Ҥ 27 Vacancies prior to inauguration

In case any officer chosen at a municipal election shall decline the office, or die prior to
the first Sunday following the first secular day of January next following his or her election,
the incoming board of aldermen, public works, fire commissioners, or education as the case
may be shall fill the vacancy at its first meeting in the manner hereinafter provided as to a
like vacancy occurring after its inauguration.

If approved by the voters at the November 5, 2019 regular municipal election, this charter
amendment will be effective on that date.

LEGISLATIVE YEAR 2018

RESOLUTION: R-18-073

PURPOSE: Proposing an amendment to the City Charter relative to filling
vacancies in elected boards by majority vote of the remaining
members of that board

SPONSOR(S): Alderman-at-Large Brian S. McCarthy
Alderwoman-at-Large Shoshanna Kelly
Alderman-at-Large Michael B. O’Brien, Sr.
Alderman Jan Schmidt

COMMITTEE

ASSIGNMENT:

FISCAL NOTE: The City Clerk estimates the cost associated with a charter
amendment as approximately $200 during a regular municipal
election.

ANALYSIS

This amendment would provide that vacancies in the Board of Aldermen, Board of Education,
Board of Public Works, and Board of Fire Commissioners are to be filled by a majority vote of
the remaining members of that board. Much of the proposed language is the former charter
language relative to filling vacancies on the Board of Aldermen, before the charter was amended
in 2006. In 2006, the language regarding filling vacancies on these four elected boards was put in
place, which provides for special elections if more than six months remain in the unexpired term
that has been vacated. This amendment further clarifies when individuals elected to fill vacancies
take office and provides that vacancies caused by death or declination prior to inauguration are
filled in a like manner.

The procedure for charter amendments is set forth in RSA 49-B:5. The Board of Aldermen must
hold an initial vote to determine if the amendment is “necessary”. Ifthe amendment is
determined to be necessary, the Board of Aldermen must order that notice be given for a public
hearing on the amendment. Notice of the public hearing must be published in a newspaper of
general circulation at least seven (7) days prior to the scheduled hearing. The notice must
contain the text of the proposed amendment and a brief explanation.

Within seven (7) days after the public hearing, the Board of Aldermen shall file with the City
Clerk a report containing the proposed amendment. Within ten (10) days of filing, the City Clerk
files a certified copy of the report to the secretary of state, the attorney general, and the
commissioner of the department of revenue administration pursuant to RSA 49-B:4-a. Within
seven (7) days after receiving approval from the secretary of state, the attorney general, and the
commissioner of the department of revenue administration, the Board of Aldermen may vote to
order the proposed amendment to be placed on a ballot at the next regular municipal election.

Approved as to form: Office of Corporation Counsel

By:

PENNICHUCK CORPORATION AND SUBSIDIARIES
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS

Note 1 — Description of Business and Summary of Significant Accounting Policies

Description of Business:

Pennichuck Corporation (our “Company,” “we,” or “our’) is a holding company
headquartered in Merrimack, New Hampshire with five wholly owned operating subsidiaries:
Pennichuck Water Works, Inc., (“Pennichuck Water”) Pennichuck East Utility, Inc.,
(“Pennichuck East”) and Pittsfield Aqueduct Company, Inc. (“PAC”) (collectively referred to
as our Company’s “utility subsidiaries”), which are involved in regulated water supply and
distribution to customers in New Hampshire; Pennichuck Water Service Corporation
(“Service Corporation”) which conducts non-regulated water-related services; and The
Southwood Corporation (“Southwood”) which owns several parcels of undeveloped land.

Our Company’s utility subsidiaries are engaged principally in the collection, storage, treat-
ment and distribution of potable water to approximately 35,400 customers throughout the
State of New Hampshire. The utility subsidiaries, which are regulated by the New Hampshire
Public Utilities Commission (the “NHPUC”), are subject to the provisions of Accounting
Standards Codification (“ASC”) Topic 980 “Regulated Operations.”

Summary of Significant Accounting Policies:

Basis of Presentation

The accompanying consolidated financial statements include the accounts of our Company
and its wholly owned subsidiaries. All significant intercompany transactions have been elimi-
nated in consolidation.

Use of Estimates in the Preparation of Consolidated Financial Statements

The preparation of consolidated financial statements in conformity with accounting
principles generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure
of contingent assets and liabilities at the date of the consolidated financial statements and the
reported amounts of revenues and expenses during the reporting period. Actual results could
differ from those estimates.

Property, Plant and Equipment

Property, plant and equipment, which includes principally the water utility assets of our
Company’s utility subsidiaries, is recorded at cost plus an allowance for funds used during
construction on major, long-term projects and includes property funded with contributions in
aid of construction.

AMENDED
O-19-038

ORDINANCE

AMENDING THE SIGN ORDINANCES RELATIVE TO ADDRESS NUMBERS ON
GROUND SIGNS

CITY OF NASHUA

In the Year Two Thousand and Nineteen

The City of Nashua ordains that Part II “General Legislation”, Chapter 190 “Land Use”,
Article X “Signs” of the Nashua Revised Ordinances, as amended, be hereby further amended as
follows:

1. In Section 190-101 “Ground sign (also known as “detached, freestanding, pole or
pylon sign’”)”, add the new underlined language as follows:

“§190-101. Ground sign (also known as “detached, freestanding, pole or pylon sign’’).

H. Address number(s) must be displayed on each face of the ground or identification sign
so as to be visible from the nearest right-of-way(s), with Arabic numerals or Alphabet
letters, a minimum of four inches (4”) in height, a maximum of eight inches (8”’) in
height, and total square footage not to exceed ten square feet. Address identifier is not
considered as part of the total allowable sign area calculation.”

2. In Section 190-102 “Identification sign”, add the new underlined language as follows:

Ҥ190-102. Identification sign.

D. Address number(s) must be displayed on each face of the ground or identification sign
so as to be visible from the nearest right-of-way(s), with Arabic numerals or Alphabet
letters, a minimum of four inches (4”) in height, a maximum of eight inches (8”’) in
height, and total square footage not to exceed ten square feet. Address identifier is not
considered as part of the total allowable sign area calculation.”

All other ordinances or parts of ordinances inconsistent herewith are hereby repealed.
This ordinance shall become effective immediately upon passage.

EF Nashua
| Children’s
reas Home

April 16, 2019

Enriching the lives of children
and families since 1903...

Alderman June M. Caron
24 Montgomery Avenue
Nashua, NH 03060

Dear Alderman Caron:

A former President of the Nashua Children’s Home Board of Directors, now a New Hampshire Supreme
Court justice advised me long ago that false or erroneous testimony left standing absent a response,
becomes the recard. It is in this spirit that | write to you. | have been able to review the transcript of
the 4.8.19 Public Hearing held by the Aldermanic Human Affairs Committee, and am offering
clarification relative to the commentary on Nashua Children’s Home by Fred Teeboom of 24 Cheyenne

Drive.

*Mr. Teeboom stated, rather incessantly, his belief that Nashua Children’s Home provides services for
“12 kids.” You correctly pointed out the application in question was for a project at our Concord Street
Girls’ Home which does house 12 girls, but that we have other facilities as well. In fact, Nashua
Children’s Home, between our Concord Street site and our Amherst Street campus provides residential
programming for up to 46 New Hampshire boys and girls, provides special education services for 30 area
students, and transitional living housing and associated support for up to nine young people who have
“aged out” of our state’s child-protective of juvenile justice system and must confront the challenges of
adult living, as 18-year-olds, absent any financial support from their families of origin.

*Mr. Teeboom made several references to “S4 million dollars’ worth of salaries.” The application that
we submitted, contains a salary line for this year, and a projected salary line for next year. Neither
figure reaches $3 million dollars, much less $4 million dollars. To offer further context, both the current
and projected salary expenses are based on an anticipated full-time staffing of over 70 employees.

Lastly, I’ll repeat the testimony that | have consistently offered Aldermanic committees over the years.
Typically, half of the boys and girls within our Residential Program are City of Nashua residents.
Typically, 830% of those youngsters are identified with special education needs. Most often, those young
people maintain their enrollment in the City’s public schools. If Nashua Children’s Home did not exist,
and those boys and girls were placed in other residential/educational facilities, via court order, that
decision being beyond the purview of the Nashua School District, the taxpayers of this City are on the
hook for $47,411.64...per student!! (Re: Court Ordered Payment Chapter 402).

Nashua Children’s Home remains appreciative of the support and advocacy provided over the years by
City government. Hopefully, the paragraphs above serve to set the record straight.

Sincerely,

Executive Director

CC: Board of Aldermen
Mayor Donchess

125 Amherst St., Nashua, NH 03064 ¢ (603) 883-3851 * BAX (603) 883-5925
86 Concord St., Nashua, NH 03064 * (603) 595-8868

Jim Donchess
Mayor e City of Nashua

April 18, 2019

Board of Aldermen, City of Nashua
229 Main Street, P.O. Box 2019
Nashua, NH 03061

RE: Administrative Services Director and Division

Dear members of the Board of Aldermen,

I ask that you approve my appointment of Kim Kleiner as Administrative Services Director for the City of
Nashua.

The Administrative Services Director plans and directs the operation of the Administrative Services
Division, which includes Human Resources, Information Technology, GIS, Purchasing, Assessing and
Risk Management.

Ms. Kleiner’s experience and expertise make her the best person to be Administrative Services Director
for the City of Nashua. As the Mayor’s Office Chief of Staff, Ms. Kleiner has a deep understanding of all
City Hall departments. For the past several years, she has been successfully working regularly with
Division Directors and acting as a liaison to the Nashua School District, Police Department and Fire
Rescue. Ms. Kleiner also performed the recent management audit of the Assessing Department and has
been working with Assessing staff and other departments to improve the city’s assessing function as
identified in the audit.

The Administrative Services Director also performs an integral role in budget planning and the city’s
fiscal policy. Ms. Kleiner has played a vital role in preparing the last four city budgets. Ms. Kleiner also
has a strong background in finance and senior management in the private sector. She is a proven leader
with excellent analytical, problem-solving and communication skills. In addition to her experience in city
government, Ms. Kleiner served four years on the Nashua School Board:

Ms. Kleiner will effectively lead the Administrative Services Division. Appointing Ms. Kleiner to this
position will mean a more efficient and effective city government. Thank you.

Sincerely,

vale

im Donchess, Mayor City of Nashua

229 Main Street * PO Box 2019 * Nashua, New Hampshire 03061-2019
603.589.3260 + fax 603.594.3450 » NashuaMayor@NashuaNH.gov
www.NashuaNH.gov

VO) PENNICHUCK:®

PROXY CARD
PENNICHUCK CORPORATION

PROXY for Annual! Meeting of Sole Shareholder - May 4, 2019

THIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

The Sole Shareholder, the City of Nashua, New Hampshire, hereby appoints LARRY D. GOODHUE or DONALD L.
WARE, as proxies to represent and vote as designated hereon, all shares of common stock of Pennichuck Corporation
(the “Company”) which the Sole Shareholder would be entitled to vote if personally present at the Annual Meeting of
Sole Shareholder of the Company to be held at the DoubleTree by Hilton, 2 Somerset Parkway, Nashua, NH, on

Saturday, May 4, 2019 at 9:00 a.m. The shares represented by this proxy will be voted as directed by the Sole
Shareholder.

The Board of Directors recommends a vote “FOR” each of the nominees named in Proposal 1.

Proposal 1:

To elect C. George Bower, Jay N. Lustig, John D. McGrath and Preston J. Stanley, Jr. to
the Pennichuck Corporation Board of Directors, as Class A directors, each for a three-year
term, and until their successors are elected and qualified; and to elect Deborah Novotny to
the Pennichuck Corporation Board of Directors, as a Class B director, for a one-year term,
and until her successor is elected and qualified.

For Against
C. George Bower O O
Jay N. Lustig O O
John D. McGrath CO O
Deborah Novotny oO O
Preston J. Stanley, Jr. O O

Authorized Signature:

CITY OF NASHUA, NEW HAMPSHIRE (Sole Shareholder)

By: Date:
Name:
Title:

This Proxy Card is Valid Only When Signed and Dated

APPOINTMENTS BY THE MAYOR

APRIL 23, 2019

Administrative Services Director

Kim Kleiner (New Appointment) For an Indefinite Term at the Pleasure of the Mayor
32B Courtland Street
Nashua, NH 03064

Board of Assessors

Lydia Foley (New Appointment) For an Indefinite Term at the Pleasure of the Mayor
2 Bruce Street

Nashua, NH 03064

Conservation Commission

Brandon Pierotti (Reappointment) Term to Expire: December 31, 2021
14 Lochmere Lane

Nashua, NH 03063

Richard Gillespie (Reappointment) Term to Expire: December 31, 2021
15 Spencer Drive

Nashua, NH 03062

Environment and Energy Committee

Bob Hayden (New Appointment) Term to Expire: January 21, 2020
84 Dutton Rd

Lyndeborough, NH 03082

Mine Falls Park Advisory Committee

Trisha Mullin (New Appointment) Term to Expire: May 1, 2022

275 Broad Street
Nashua, NH 03063

| respectfully request that these appointments be confirmed.

Jim Donchess
Mayor

A special meeting of the Board of Aldermen was held Monday, April 15, 2019, at 7:00 p.m. in the
Aldermanic Chamber.

President Lori Wilshire presided; City Clerk Patricia Piecuch recorded.

Prayer was offered by City Clerk Patricia Piecuch; Alderman June M. Caron led in the Pledge to
the Flag.

The roll call was taken with 12 members of the Board of Aldermen present; Alderman Gidge, Alderwoman Melizzi-
Golja, and Alderman Laws were recorded absent.

His Honor, Mayor James W. Donchess and Corporation Counsel Steven A. Bolton were also in attendance.

President Wilshire turned the meeting over to Alderman Dowd, Chair of the Budget Review Committee,
to conduct the public hearing.

PUBLIC HEARING
R-19-127

AUTHORIZING THE MAYOR AND CITY TREASURER TO ISSUE BONDS
NOT TO EXCEED THE AMOUNT OF TWO MILLION EIGHT HUNDRED
THOUSAND DOLLARS ($2,800,000) FOR POLICE DEPARTMENT
HEATING, VENTILATION, AND AIR CONDITIONING SYSTEM
(HVAC), AND WINDOW IMPROVEMENTS

Chairman Dowd

Welcome everyone. We are going to have a public hearing this evening on R-19-127 authorizing the Mayor and
the City Treasurer to issue bonds not to exceed the amount of two million eight hundred thousand dollars for
Police Department Heating Ventilation, and Air Conditioning System (HVAC) and window improvements.
Whoever is going to present a little overview, please come up. And do we want the City Treasurer? Ok only if we
have questions. While we are waiting why don’t you introduce yourself?

Deputy Chief of Police Michael Carignan gave a brief overview of R-19-127 before hearing public testimony.
Michael Carignan, Deputy Chief of Police

Thank you Chairman. |’d like to introduce myself, Deputy Chief Michael Carignan with the Nashua Police
Department and | have with me Captain David Bailey who is in charge of the Services Bureau who has been
working on this project as well.

Folks I'd like to thank you for allowing us to come up here and speak tonight. This is a project that is long
overdue and it is critically important for the Nashua Police Department. Many of you were able to come to the
Police Department and see first-hand some of the problems we have had with this windows project and HVAC
system project. So | am going to give you a little overview basically what the problem is, the status of where we
stand and what we are looking to do. If you have any questions, myself or Captain Bailey would be happy to
answer them. We have detailed information from several different reporting sources.

We will start with the windows project which has already had a bid from DL King, accepted in the amount of
$134,500.00. In 1979 the Nashua Police Department main building was built; we had windows installed in at that
time which are now 40 years old. Some of those, when we had a 1999 an addition was put on the Police
Department, several of the windows that were taken out of the old building and were put in the new building and
repurposed. 47 of those windows are currently failing; I’m going to show you some pictures as we go through. In
one of our locker rooms, you can see in the left hand side of the window, there’s a large gap in that window, a
quarter of an inch wide and condensation, moisture and snow get in all the time and it is ruining all the sheetrock.

Special Bd. of Aldermen — 04/15/2019 Page 2

We have had to replace it several times. This is another area of the locker room again, you can see the window
falling apart. All the sheetrock and stuff getting damaged up in there.

This is one of the original windows in the Detective Bureau, as you can see there is about a half to a three-quarter
inch gap on the left-hand side. We've had to have duct tape, every winter we duct tape them to try to keep the
winds from blowing in. We have had detectives along that whole side of the building, which is the north side of
the building, have to put their coats on when they are in their cubicles typing because it’s been so cold with the
cold air blowing in.

The Professional Standards which also faces north, these were some of the newer portions of the building that
they repurposed old windows to. You can see the window on the left anytime it snows, snow comes in that
window and as they come in in the morning, they’ve got a big pile of snow on their desk inside of the room. So
these windows, we had a heat escape program or project done, you can see the windows on the left, the older
windows the amount of energy that they are giving out, the heat and the energy that is coming out of those
windows as opposed to the new ones on the right. Those look a lot more, well a lot less energy is escaping out
and we will get back to what that means in a couple of minutes.

So we are looking for 47 windows that were originally built in 1979 to be replaced. And again, that bid has
already been put out and accepted from DL King in the amount of $134,500.00. The windows that we are
installing will be the same design and the same type that were added in to the 1999 addition. Now before | go on
to the HVAC system, are there any questions on the windows?

Alderman Klee

Just a question, did you say that was $134,000.00 for the replacement of those windows?

Deputy Chief Carignan

Yes Ma’am that’s correct.

Alderman Klee

But on here it says $160,000.00, here it says window replacement $160,000.00 for 20 years on the ordinance.
Deputy Chief Carignan

Is that for the disposal?

Alderman Klee

Oh maybe that, the $160 is the $134 plus the disposals would that be correct?

Deputy Chief Carignan

It could be and | could confirm that for you.

Alderman Klee

Thank you, that’s fine.

Alderman Dowd

| will say that | went over and witnessed the building and | told them we were going to buy them some shovels
with the amount of snow that gets in in the winter. It’s in really bad shape, these windows.