Original REGIS Agency Bylaws
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Table of Contents:
SECTION I: Authority and Organization
SECTION II: Meetings and Voting
SECTION III: Functions and Purposes
BYLAWS
OF THE REGIS AGENCY OF
GRAND VALLEY METROPOLITAN COUNCIL
AUTHORITY AND ORGANIZATION
1.1 Establishment of REGIS. The resolution (the "REGIS Resolution") adopted by Grand Valley Metropolitan Council ("Metro Council") on September 4, 1997, established the Regional Geographic Information System ("REGIS") as an agency (the "REGIS Agency") of Metro Council. The REGIS Agency shall have the authority, organization, responsibilities, financing and management stated in that Resolution, and as it may be amended from time to time, in accordance with Article XVI of the Metro Council Articles of Incorporation and Section VII of the Metro Council Bylaws.
1.2 Participants. The municipalities and other public bodies participating in the REGIS geographic information system (the "REGIS Members") shall be members of the REGIS Agency.
1.3 REGIS Board.
(a) The REGIS Agency shall be governed by a board (the "Board") consisting of one representative from each of the REGIS Members. Such representatives shall be appointed by Metro Council from among the persons nominated by the REGIS Members. The term of office of a Board member shall continue until the member's successor is appointed.
(b) A member of the Board may designate a person to serve as an alternate Board member at Board meetings, in the absence of the member making the appointment. An alternate member shall have all of the voting and other authority of the Board member at any meeting. Such designation shall be made in writing and filed with the Secretary of the Board. A member may change his or her designation of an alternate member by filing a supplemental designation with the Secretary of the Board.
MEETINGS AND VOTING
2.1 Meetings: Notice. The board shall meet regularly, at such times and places as it may determine. The Chairperson or at least one-third of the members of the Board may call a special meeting of the Board. A notice of each meeting shall be mailed to each Board member and to each REGIS Member, stating the date, time, place and purpose of the meeting.
2.2 Quorum. A quorum for a meeting of the Board shall be a majority of the Board members.
2.3 Agenda. The Chairperson shall establish the agenda for all meetings, except that that the agenda for a special meeting called by at least one-third of the Board members shall be established by the members calling the meeting. The Chairperson may determine a reasonable time by which the agenda items must be submitted for inclusion in a regular meeting agenda. An item not included on an agenda may be brought before the board by separate motion by a majority of the Board members present.
2.4 Minutes. Minutes of each meeting shall be prepared and distributed to Board members and REGIS members. Proposed minutes shall be available to the public within eight days after the meeting; approved minutes shall be available to the public within five days after the meeting at which the minutes are approved.
2.5 Rules. All procedural matters not provided for in these Bylaws or in the REGIS Resolution shall be governed by the current edition of Robert's Rules of Orders.
2.6 Decisions. All matters before the Board shall be decided by a motion or resolution approved by a majority of the total votes cast by Board members present. Motions and resolutions shall become effective upon their adoption unless stated otherwise.
2.7 Voting. On any matter or proposition voted upon, each Board member shall have that number of votes determined by the respective REGIS Member's originally estimated amount of financial contribution to the cost of the fully-implemented REGIS system, as follows:
Amount of REGIS Member's Originally-
Estimated Contribution to REGIS System Number of Votes
Less than $250,000 2
$250,000 - $999,999 5
$1,000,000 - $2,999,999 10
$3,000,000 or more 25
2.8 Public Comment. Public comment on agenda matters or on other matters germane to the Board's duties and authority shall be received. The Chairperson may reasonably limit the amount of time accorded a person making public comment.
FUNCTIONS AND PURPOSES
3.1 The functions and purposes of the REGIS Agency shall be those stated in the REGIS Resolution, as amended or supplemented.
OFFICERS
4.1 Officers. The REGIS Agency shall have a Chairperson, Vice Chairperson and Secretary; provided, however, that a staff person of Metro Council may serve as the recording secretary.
4.2 Chairperson. The Chairperson shall preside at all meetings of the Board, shall decide all points of order and matters of procedure, and shall sign all agreements and other written undertakings of the REGIS Agency. The Chairperson shall not serve more than two consecutive terms.
4.3 Vice Chairperson. The Vice Chairperson shall perform the duties of the Chairperson in the absence of the Chairperson.
4.4 Secretary. The Secretary shall prepare and maintain minutes of each meeting of the Board and shall have such other record-keeping duties as the Board may require.
4.5 Election of Officers. The Board shall elect officers annually; officers shall serve until their successors have assumed office. Officers shall be elected at the regular Board meeting in October, or as soon thereafter as the Board convenes. Officers shall be elected by a majority of the total votes cast by Board members present and voting.
COMMITTEES
5.1 Executive Committee. The Board may establish an Executive Committee which shall have such duties and responsibilities as the Board shall determine. The committee shall consist of Board members appointed by the Chairperson. Insofar as practicable, there shall be at least one committee member who is a representative of a REGIS Member from each of the financial contribution categories stated in Section 2.7. A quorum shall consist of a majority of the members of the committee. All matters to be voted on by the committee shall be decided by a majority of the members present. Each committee member present shall be entitled to one vote. Committee meetings shall be conducted according to the current edition of Robert's Rules of Order.
5.2 Technical Committee.
(a) The Board may established a Technical Committee appointed by the Chairperson, consisting of a representative nominated by each REGIS Member which nominates a representative. The committee may also include such outside experts without vote, as the Chairperson may appoint. The committee shall provide advice to the Board on technical aspects and issues of the geographic information system established and operated by the REGIS Agency.
(b) Regular meetings of the Technical Committee shall be held at a place and time determined by the Board, and at such other places and times as the committee may determine. Notices of each Technical Committee meeting shall be mailed to each committee member and to each REGIS Member before each meeting.
(c) A special meeting of the Technical Committee may be called by the chairperson of the committee, or upon request of at least one-third of the committee members. Notice of the date, time, place and purpose of a special meeting shall be mailed to each committee member as soon as practical.
(d) A quorum for a meeting shall consist of a majority of voting committee members. Committee meetings shall be conducted according to the current edition of Robert's Rules of Order. All matters to be voted on by the committee shall be decided by a majority vote of the voting members present. Each voting committee member present shall be entitled to one vote.
5.3 Other Committees. The Board may establish standing committees, special committees and advisory committees. Such committees shall have such duties and responsibilities as the Board shall determine. Members of such committees shall be appointed by the Board Chairperson. Regular and special meetings of such committees shall be held at a date, time and place determined by the committee. Notice of the date, time, place and purpose of a regular meeting, and, if practical, of a special meeting, shall be mailed to each committee member. A quorum shall consist of a majority of the members of a committee. Each committee member present shall have one vote. Committee meetings shall be conducted according to the current edition of Robert's Rules of Order.
5.4 Removal. Committee members may be removed from a committee by a vote of the Board. Matters may be referred to a committee, or may be removed from a committee, by the vote of the Board.
ADMINISTRATION
6.1 Administrative Services. Metro Council has agreed to provide administrative services for the REGIS Agency. The scope and nature of such services hall be as mutually agreed upon by Metro Council and the Board.
6.2 Employees. Any employees engaged in services for REGIS shall be employees of Metro Council and not of REGIS.
6.3 Accounting. Metro Council has agreed to maintain separate financial controls and accounts for REGIS funds and transactions and shall provide financial reports on a regular basis to the Board.
BUDGET
7.1 Annual Budget. The Board shall prepare an annual capital and operating budget, including the amount, source and type of anticipated revenues and expenditures.
7.2 Fiscal Year. The fiscal year of the REGIS Agency shall commence October 1 and shall end September 30.
7.3 Approval of Budget. The annual budget shall be subject to the approval of Metro Council in accordance with Section VII of the Metro Council Bylaws. The Board shall have no authority to make expenditures in excess of those included in the annual budget. In the event that there are expenditures in excess of those included in the annual budget, such additional expenditures shall be subject to approval by Metro Council as an amendment to the annual budget of the REGIS Agency.
7.4 Audit. There shall be an annual audit of the financial affairs and accounts of the REGIS Agency, to be performed by an independent certified public accountant, as part of the annual financial audit of Metro Council. A true copy of the REGIS Agency audit shall be submitted to the Board.
OPERATIONS OF THE REGIS SYSTEM
8.1 Operational and technical aspects of the REGIS geographic information system shall be as determined in a protocol, memorandum or other written instrument approved by the Board members.
AMENDMENT
9.1 These Bylaws may be amended by a majority of the total votes cast by members of the Board who are present and voting.
These Bylaws were adopted by the REGIS Agency Board at a meeting held on the 25th day of February, 1998.
Signed, Sharon Steffens
Sharon Steffens, Chairperson