Loading...
HomeMy WebLinkAboutRules of Procedures BOWL RESOLUTION 2015-05-06 RULES OF PROCEDURES—TECHNICAL AMENDMENT TO ADDRESS NON-VOTING ADVISORY MEMBERS OF THE BOARD WHEREAS, in 2014, the Lansing City Charter was amended to add Subsection 12 to Article 15, Section 5-103, which reads as follows: 5-103.12 The Board of Water and Light Board Members shall include three non- voting advisory members representing utility customer communities outside the City of Lansing. Each non-voting advisory member shall be a Board of Water and Light customer, shall reside in and be appointed by the governing body of the municipality. One member shall represent the City of East Lansing and shall serve a term of four (4) years commencing July 1. One member shall represent Delta Township and shall serve a term of four (4) years commencing July 1. One member shall be at-large and shall represent the remaining municipalities and shall serve a term of one (1) year commencing July 1. The at-large representative shall serve on a rotating annual basis and be appointed by the governing body of the following municipalities in succession: Meridian Township, Delhi Township, DeWitt Township and Lansing Township. Except as provided herein, Section 2- 103, Section 5-105, or State law, the provisions of this charter shall not apply to the non-voting advisory members of the Board of Water& Light. WHEREAS, in consideration of the addition of three (3) non-voting advisory members to the Lansing Board of Water & Light Commissioners ("Board") desires to clarify their Rules of Administrative Procedure to distinguish between Members of the Board and non-voting advisory members of the Board. NOW,THEREFORE, BE IT RESOLVED, the Rules of Administrative Procedure are amended as set forth in Attachment A. Motion by Commissioner Mullen, Seconded by Commissioner McCloud to approve the Resolution for the Technical Amendment the Administrative Rules of Procedures. Action: Motion Carried BOARD OF WATER AND LIGHT OF THE CITY OF LANSING,MICHIGAN RULES OF PROCEDURE APPROVED BY COMMISSION: MAY 27,2015 APPROVED AS TO FORM 9 dip Z I. MEETINGS CITY A 4RNE 1.1 Regular Meetings 1.1.1 The Board of Water and Light (BWL) Commissioners shall hold regular bi-monthly meetings on the fourth Tuesday of the month in the REO Depot, 1201 S. Washington Ave., Lansing, Michigan 48910 or at such other place, as the Board shall determine, unless a regular meeting is rescheduled as provided herein. 1.1.2 A schedule of dates, places and times for each regular bi-monthly meeting to be held in the calendar year shall be adopted by the Board during November of the preceding year. 1.2 Special Meetings 1.2.1 Special Meetings of the Board shall be called by the General Manager or Secretary on the request of the Chair of the Board or on the request of any two Voting Members. 1.2.2 Members of the Board shall have at least 18 hours written notice of a Special Meeting designating the time and purpose of such meeting. The notice shall be delivered personally to each Member of the Board or left at his or her usual place of residence or business by the Secretary or someone designated by the Secretary. 1.3 Rescheduled Meetings 1.3.1 The Chair may reschedule any regular or Special Meeting. 1.3.2 Notice of any rescheduled meeting shall be given as required r pursuant to Section 1.2.2, and Section 2.2. u1 1.4 ConflictingTimes imes l 1TI The schedule of regular Board meetings shall not conflict with regular meetings of the Lansing City Council. r— __ - 1 - 1.5 Committee of the Whole Meetings 1.5.1 The Board may convene as a Committee of the Whole upon call by the Vice Chair or any two Voting Members of the Board. 1.5.2 Notice shall be provided in accordance with the provisions for Special Meetings and State law. 1.5.3 The Committee of the Whole shall report its recommendations, if any, for consideration by the Board at a regular or Special Meeting. 1.6 Closed Meetings 1.6.1 Meetings that are closed to the public may be closed to the public only for those purposes permitted under the Michigan Open Meetings Act, as amended. 1.6.2 No Non-voting Member shall participate in any closed meeting the subject of which the Non-voting Member or the municipality(s) they represent has a conflict of interest or a financial interest other than as a citizen of the municipality. If a conflict of interest question is raised under this section at any Board meeting prior to going into closed session, such question shall be determined by a majority of those Voting Members present and qualified to vote before the main question shall be voted on. If the Non-voting Member is recused, they shall be prohibited from voting on or participating in the closed session. II. NOTICE OF MEETINGS 2.1 Publication of Dates A notice listing the dates of the regular meetings shall be published annually in a newspaper of general circulation in Ingham County at least three days prior to the time of the regularly scheduled meeting in January. At the regularly scheduled meetings in November each year,the Board shall name the newspaper in which the notice shall be published. 2.2 PostingN•otice Notice of all meetings of the Board shall be posted in accordance with state law. 2.3 Designated Person The Secretary shall be responsible for posting notices. III. QUORUM FOR A REGULAR OR SPECIAL MEETING 3.1 Number Required The presence of five Voting Members of the Board shall be a quorum for the transaction of business at all regular and Special Meetings; -2- 3.2 Lack of Quorum In the absence of a quorum, those present may adjourn any meeting or hearing to a later date or hold the meeting for the purpose of considering such matters as are on the agenda. No action taken in the absence of a quorum shall be valid or effective unless and until ratified and confirmed at a subsequent regular or Special Meeting at which a quorum is present and at which five affirmative votes are given for ratification. IV. OFFICIAL ACTION AT REGULAR OR SPECIAL MEETINGS 4.1 The concurring vote of the majority of all Voting Members of the Board serving shall be necessary for official action and such vote may only take place at regular or Special Meetings of the Board on the following items: 4.1.1 Adopting the annual fiscal year budget and any amendments thereto. 4.1.2 Adopting rates for furnishing electric, water, and steam service. 4.1.3 Appointment or removal of the Director, Internal Auditor, and Secretary. 4.1.4 Purchase and sale of real property. 4.1.5 Sale or exchange of facilities as set forth in 5-207 of Lansing's City Charter. 4.1.6 Providing compensation, benefits, conditions of employment, and retirement plans. 4.1.7 Removal of a Member from service as an officer, except at the expiration of the officer's term. 4.2 Except as may be required by law or by section 10.1.4, all other matters considered by the Board shall require the affirmative vote of a majority of Voting Members present at a regular or Special Meeting. 4.3 The Board speaks through resolutions. A Member of the Board may only speak on the Board's behalf in accordance with its resolutions.See19.2.3. V. VOTING 5.1 Roll Call Vote 5.1.1 A roll call vote shall be required for holding a closed meeting as specified by the Open Meetings Act or upon request of any Voting Member. 5.1.2 All Voting Members and Non-voting Members shall be required to participate in a vote to go into closed session as required by the Open Meetings Act. -3 - 5.2 Unanimous Consent If there is no objection to the proposed action, the action may be taken by unanimous consent, except actions required by roll call vote pursuant to these rules, the Charter of the City of Lansing, or the law of the State of Michigan. 5.3 Conflict of Interest If a Board Member has a conflict of interest on an issue before the Board, he or she shall reveal the conflict, not participate in discussion or any decision regarding the issue, and shall refrain from discussing the issue with any other Board Member or staff. VI. ANNUAL ORGANIZATION The Board shall organize at its first regular meeting following July I"or as soon thereafter as is reasonably convenient, by selecting one of its Voting Members as Chair and, one of its Voting Members as Vice Chair, each of whom shall serve until the first regular meeting in the following July or a successor has been selected. VII. DUTIES OF OFFICERS 7.1 Chair The Chair shall preside at all regular or Special Meetings of the Board and public hearings conducted by the Board, see that all orders and regulations are executed and complied with, see that all legal contracts with the BWL for or in the name of the City are performed, and shall perform such other duties as may be from time to time lawfully required of the Chair. The Chair shall also be an ex officio member of all committees of the Board, unless the Chair is an official member of a Committee. If the Chair is an official member of a Committee, she or he shall possess all voting privileges. It shall not be necessary for the Chair to relinquish the chair for the purpose of participating in debate or for the making of routine motions and resolutions. 7.2 Vice Chair In the absence of the Chair, the Vice Chair shall perform all the duties and have all the powers of the Chair. The Vice Chair shall also preside over meetings of the Committee of the Whole. 7.3 Past Chair The most immediate past Chair of the Board who is not currently serving as Chair or Vice Chair of the Board shall be designated "Past Chair." If no Past Chair is serving on the Board, the Voting Members of the Board shall select a Voting Member to assume the duties of the Past Chair as set forth in these Rules of Administrative Procedure. The Past Chair shall assume the duties of the Chair when neither the Chair nor the Vice Chair is present. -4- VIII. CHARTER POSITIONS 8.1 Director, Secretary and Internal Auditor The Voting Members of the Board shall, at its first regular meeting following July I"of each year, or as soon as practicable thereafter, appoint a Director, an Internal Auditor and a Secretary. The Director shall also be known as the General Manager, and shall be the highest executive officer of the Board of Water and Light. The Internal Auditor shall also be known as the Director of Internal Audit. These positions shall be contract positions, shall report directly to the Board of Commissioners, and shall serve at the pleasure of the Board of Commissioners. 8.2 Unless otherwise determined by the Board of Commissioners, contract reviews for the Charter Position employees shall commence no later than sixty (60) days prior to the end of the fiscal year and be completed no later than the start of the next fiscal year. IX. STANDING COMMITTEES 9.1 Committees 9.1.1 In order to carry out its policymaking obligations, the Board of Water and Light Commissioners shall meet as often as needed, as one or more standing committees or ad hoc committees, in the REO Depot, 1201 S. Washington Ave., Lansing, Michigan 48910 or at such other place, as the Board shall determine. Notice of these meetings shall be provided in accordance with the Lansing City Charter and state law. 9.2 STANDING COMMITTEES 9.2.1 The following standing committees shall be appointed by the Chair as provided in 9.4: Finance Human Resource Nominating EXECUTIVE 9.2.2 The Finance Committee shall have oversight responsibility for financial performance measures and audits, capital expenditures and returns, bond indebtedness and credit rating, annual Operations &Maintenance budget, rate review, and the investment policies of the retirement plans. -5 - 9.2.3 The Nominating Committee shall at its first regular meeting following July 1" of each year, nominate a slate of officers at its annual organizational meeting and shall endeavor to rotate officers of the Board annually. 9.2.4 The Human Resources Committee shall have oversight responsibility for non-bargaining salary adjustments, employee survey results, labor relations, performance appraisal review for Board-appointed positions, Board staff appointments, salary, wages, and employee benefits. 9.2.5 The Executive Committee shall, during the intervals between the Board of Commissioners'meetings, assist in the development of the BWL's position on major issues and submit and recommend the position to the Board for consideration and action. The Executive Committee shall consider and act upon such other activities as directed or referred to it by the Board or as otherwise specified in these Rules. 9.3 Ad Hoc Committees Ad hoc committees shall convene whenever the need arises to address an issue or topic that would not appropriately fall within any of the other standing committees and would not require the attention of the Committee of the Whole. 9.4 Appointment of Standing and Ad Hoc Committees The Chair shall appoint Members to the standing committees and such other ad hoc committees as the Board may from time to time establish. The first Voting Member named on each committee shall be the Chair of the committee. Standing Committees: All standing committees, except the Executive Committee, shall have four (4) regular Voting Members and two (2) alternate Voting Members who shall serve in the absence of regular Voting Member(s). The Executive Committee shall have four(4) Voting Members, including the Chair, Vice Chair and Past Chair and one (1) Member elected by the Voting Members, whose term shall be concurrent with the terms of the Officers. The Chair may appoint additional Non- voting Members to any committee. The Nominating Committee shall not consist of any Members who intend to run for an officer position. Ad Hoc Committees: The Chair shall appoint Members of any ad hoc committee. An ad hoc committee may have any number of Members. 9.5 Sub-Committees Authorized The Executive Committee shall establish such sub-committees as deemed necessary. 9.6 Quorum for Committee Meetings A quorum for a standing or ad hoc committee shall be three (3)Voting Members of the Board. -6- 9.7 Committee Meetings Meetings of standing or ad hoc committees may be called by the General Manager or Secretary on the request of the Chair of the Board, Chair of a committee or any two Voting Members on the committee. 9.8 Committee Reports Each standing or ad hoc committee shall report its recommendation, if any, for consideration by the Board at a regular or Special Meeting. Upon adoption of a motion to accept(or approve) a committee report, the recommendation of the committee becomes the action of the Board; provided, however, if any resolutions are necessary to carry out the report, they shall be enacted separately pursuant to section 19.5. 9.9 Committee Resolutions Committee reports recommending action by the Board shall have incorporated in the report the necessary resolutions or motions to accomplish the action. 9.10 Discharge of Consideration A committee shall be discharged of any matter referred to it by an affirmative vote of two-thirds of the Board. X. AGENDA FOR REGULAR MEETINGS 10.1 Order of Business 10.1.1 The order of business at any regular meeting of the Board shall be as follows: l. Roll Call 2. Approval of Minutes 3. Public Comments on agenda items shall be limited to three (3) minutes unless waived at the discretion of the Chair 4. Communications 5. Committee Reports 6. General Manager's Recommendations 7. Unfinished Business 8. New Business 9. Resolutions 7- 10. Manager's Remarks 11. Remarks by Members of the Board. 12. Motion of Excused Absence 13. Public Comments on BWL-related matters shall be limited to three (3) minutes unless waived at the discretion of the Chair 14. Adjournment 10.1.2 In the absence of any objection, the presiding officer shall have the discretion to vary the order of business. 10.1.3 Preparation of Agenda An agenda shall be prepared by the General Manager and made available for distribution three days preceding a regular or Special Meeting for informational purposes only. However, the agenda is subject to unilateral change by the General Manager before the meeting. 10.1.4 Changes to the A eg nda In the absence of any objection, the General Manager or any Voting Member of the Board may add or subtract an agenda item at a meeting. In the event of objection, an affirmative vote of the majority of the Voting Members of the Board shall be required to add or subtract an agenda item. 10.1.5 Public Comments The time limits of Section 10.1.1.3 apply to all Public Comments. Immediately following Approval of Minutes, the Chair will announce that members of the public are invited to address the Board regarding any item on the agenda. Anyone wishing to comment on any matter not on the agenda may do so immediately prior to adjournment. The Chair may exercise its discretion in prescribing how members of the public will seek recognition, or extending time limits for comments under the circumstances, or in limiting remarks to the subject matter under discussion as provided in 10.1.1.3. 10.1.6 Reports and Recommendations of Director and General Manager The Director and General Manager shall advise the Board by mail of Reports and Recommendations to be considered at each regular meeting. -8- XI. AGENDA FOR COMMITTEE MEETINGS 1 l.1 Order of Business 11.1.1 The order of business at any committee meeting of the Board shall be as follows: 1. Roll Call 2. Public comment on agenda items shall be limited to three (3) minutes unless waived at the discretion of the chair 3. Agenda Topics 4. Other 5. Adjourn 11.1.2 A concurring vote of a majority of Voting Members on the committee present shall be necessary to move a recommendation to the Board. XII. PUBLIC HEARINGS 12.1 The Board shall hold a public hearing at least thirty days before the effective date of any changes in rate structure. The Board shall comply with the requirements of Charter Section 5-205.2 for public hearings regarding changes in the rate structure. The Board may also choose to hold public hearing on other topics as necessary or appropriate. 12.2 Although the Board will generally hold its public hearings in the REO Depot, 1201 S. Washington Ave., Lansing, Michigan 48910, the Board may conduct public hearings at such places that it determines will best serve the public interest. 12.3 Notice of the hearing will be placed in at least one (1) newspaper of general circulation in the Lansing, Michigan area, no less than fourteen (14) days before the public hearing. The notice shall state the date, time, place and subject of the hearing. Notice shall also be posted electronically on the LBWL's website. 12.4 A quorum of the Board shall be necessary to conduct a public hearing. 12.5 No Member shall engage in ex parte conversations about the topic of the public hearing either before or after the hearing until the full Board takes action on the topic. 12.6 Public hearings shall be open to the public,'in accordance with the Open Meetings Act. -9- 12.7 Individuals and organizations are invited to comment on the topic of the public hearing, either orally or in writing. Written comments should be addressed to the Secretary and should be presented on or before the date of the hearing. Oral comments shall be presented at the public hearing. The Chair may set reasonable limits on the length of oral presentations. Comments or conduct that disrupt the orderly conduct of meetings or hearings shall not be permitted. 12.8 A transcript or recording of the hearing shall be made and kept for no less than three years. 12.9 Public Hearing on Rates: In the case of a rate hearing, the Board may hold a separate meeting or meetings after the rate hearing to discuss the proposed changes to the rate structure and vote on the proposed changes. If the Board's discussions after the rate hearing indicate that it intends to raise any customer's rate higher than proposed during the public hearing, the Board shall hold an additional public hearing on the proposed higher rate in accordance with this section before voting on the rates. The Board is not required to hold any additional hearings in order to approve a rate lower than the rate proposed at the public hearing. 12.10 If the Board acts on the topic discussed at the public hearing, it shall do so at a public meeting and shall approve a written resolution describing its action. XIII. MEMBERS OF THE BOARD 13.1 Attendance Each Member of the Board shall attend all meetings of the Board in person unless otherwise excused. Each Member must attend at least fifty(50) percent of regular or Special Meetings of the Board and fifty(50) percent of assigned committee meetings during any fiscal year. Failure to do so may be grounds for removal by the City from the office as a Member of the Board. 13.2 Disqualification to Vote Any Voting Member of the Board having a direct or indirect financial interest in any matter before the Board, or who may stand to gain or lose financially or otherwise due to action of the Board on any matter, shall indicate such interest to the Board and may be disqualified from voting on such matter as set forth in the Lansing City Charter. 13.3 Ethics All Board Members are subject to Article 5,Chapter 5 of the Lansing City Charter(Ethics)and the Lansing Ethics ordinance. XIV. RECONSIDERATION OF ACTION Any Voting Member may move to reconsider a previous action of the Board. Such motion to reconsider shall be made not later than the next regular Board meeting. XV. MINUTES - 10- 15.1 Preparation and Filing The Secretary shall keep minutes of regular and Special Meetings of the Board and committees and shall file a copy of the Board minutes in the office of the City Clerk as a public record. No official action taken by the Board shall be valid or effective until a copy of the minutes of the meeting at which such action was taken is filed with the City Clerk. 15.2 Corrections Corrections in the regular or Special Meeting or committee minutes shall be made not later than the next meeting after the meeting to which the minutes refer. The corrected minutes shall show both the original entry and the correction. 15.3 Delivery to Members The Secretary shall provide each Member of the Board with a copy of the regular or Special Meeting minutes as soon as they are filed with the City Clerk. Corrected minutes shall be available no later than the next subsequent meeting after correction. 15.4 Public Inspection Proposed minutes will be available for public inspection not more than eight (8) business days after the meeting to which the minutes refer. Approved minutes will be available for public inspection not later than five (5) business days after the meeting at which the minutes are approved. Copies of the minutes will be made available to the public at a reasonable estimated cost for printing or copying. (1976 Public Act 267). XVI. CONFIDENTIALITY 16.1 Communications Members of the Board shall treat all information marked "confidential" or "privileged"accordingly and shall not release such information to unauthorized individuals, unless disclosure is required by law. All such information shall be returned to the Secretary. 16.2 Closed Session All written and verbal information obtained and/or discussed in Closed Session shall be confidential and never discussed or shared outside of Closed Session, unless otherwise specified by law. XVII. CONTRACT LIMITATIONS The Board shall not have the power to make any contract with or give any official position to any person who is known to be in default to the City. - II - XVIII. AMENDMENTS Any Voting Member of the Board may initiate amendments to the Rules of Administrative Procedure by presenting them in writing at any regular meeting. All Members of the Board must be notified of such amendments mailed at least four(4) days before the amendment is to be voted upon. An affirmative a majority of Voting Members serving shall be required to amend the rules of procedure, after which the proposed revisions shall be forwarded to the City in compliance with Charter Section 5- 105.8. XIX. MISCELLANEOUS 19.1 Parliamentary Procedure All questions of procedure not covered by these rules or the City Charter of the City of Lansing shall be governed by the provisions in "Robert's Rules of Order." 19.2 News Media Regulations 19.2.1 Members of the news media shall be provided with a table in the Board Room for their use. They shall have made available to them, upon request, a copy of the General Manager's Recommendations and any data accompanying the recommendations not marked "Confidential"at 10:00 a.m. one working day prior to the date of the meeting. 19.2.2 Following the adjournment of a Board meeting, members of.the news media may request.interviews of Members of the Board. 19.2.3 All policy statements shall be made on behalf of the Board by the Chair. See 4.3. 19.3 Vacancy, Resignation, Absence of Elected Officers 19.3.1 In the event the office of Chair shall become vacant by death, resignation or otherwise, the Vice Chair shall assume the office of Chair, and the most immediate Past Chair shall assume the office of Vice Chair. 19.3.2 In the absence of the Chair, Vice Chair and Past Chair, a Temporary Chair shall be elected, who would hold office during the session, until the return or election of the Chair, Vice Chair or Past Chair. 19.4 Freedom of Information It shall be the policy of this Board to follow the provisions of Public Act 442, 1976, as it maybe amended by legislative enactment or judicial decision. - 12- 19.5 Resolutions Any Voting Member of the Board may sponsor a resolution. Any resolution may be co-sponsored by other Voting Members of the Board. A resolution must be submitted for placement on the Agenda as specified under Article X -Agenda. The sponsor of a resolution may withdraw the resolution at any time prior to enactment. Consent of the co-sponsors to withdrawal is not required. 19.6 Hiring Consultants The Board of Commissioners may hire external consultants, such as accountants, but not outside legal counsel. The full Board will meet before a consultant is hired to determine the scope of the issues to be addressed by the consultant, the consultant's budget, and the scope of contact with the Board. One Board Member may be authorized as the primary contact with the consultant. If time constraints preclude a meeting of the full Board to discuss hiring the consultant, the Executive Committee may meet to approve the initial contact with the consultant, but may not authorize an expenditure of more than $1,000 to a consultant without the approval of the full Board. The consultant's work product shall be written and shall be immediately transmitted to all Board Members upon completion of the requested work. All payments to consultants hired by the Board shall be deducted from the Board's budget. Board funds may not be expended to address an issue only applicable to one Member. All outside legal counsel must be hired by in-house counsel and in accordance with the Charter. 19.7 Reimbursement of Board Member Expenses 19.7.1 Board Member Travel Expenses: The Board recognizes the value of membership and attendance at conferences, workshops, and meetings at the state, regional, and national levels that are appropriate and necessary to carry out Board of Water and Light business. As such, the Board encourages: 1. The attendance of its Members in at least one out-of-state and one in-state conference seminar per year. 2. Each newly appointed Member of the Board is encouraged to attend a formal workshop on governance as offered by the American Public Power Association. Additional travel must be pre-approved by the Executive Committee. Travel expenses shall be reimbursed in accordance with the Board's Travel Expense Policy. - 13- 19.7.2 Board Member Miscellaneous Expenses: Members of the Board may incur additional business expenses while representing the Board of Water and Light in the community. Business expenses such as cell phone, business luncheons, and parking are such examples of legitimate business expenses. Upon filing a claim in the prescribed form, each Member of the Board shall be reimbursed for reasonable and necessary expenses incurred in the discharge of the Board Member's official duties, in accordance with the Board's Expense Reimbursement Policy. The Executive Committee shall review Member expenses on a quarterly basis. 19.8 Definitions As used herein, the following terms mean: Member: Any member of the Board, including Voting Members and Non- voting Members. Voting Member: Any Member of the Board appointed pursuant to Lansing City Charter Section 5-103.2 Non-voting Member: Any Member of the Board appointed pursuant to Lansing City Charter Section 5-103.12. Adopted by the Board 5/8/79, and amended 8/14/79, 11/14/79, 3/11/80, 11/11/80, 7/14/81, 8/11/81, 7/13/82, 7/26/83, 6/26/84, 3/5/85, 12/18/90, 1/5/91, 3/3/08, and 5/ /15. APP AS TO V/t 1�W* ! .S A 17.3 Vacancy, Resignation, Absence of Elected Officers 17.3.1 In the event the office of Chairman shall become vacant by death, resignation or otherwise, the Vice Chairman shall assume the office of Chairman, the Chairman Pro Tem shall assume the office of Vice Chairman and the Board shall elect a Chairman Pro Tem. 17.3.2 In the absence of the Chairman, Vice Chairman and Chairman Pro Tem, a chairman pro tem shall be elected who would hold office during the session, unless such office is terminated by the entrance of the Chairman, Vice Chairman or Chairman Pro Tem. 17.4 Freedom of Information It shall be the policy of this Board to follow the provisions of Public Act 442, 1976, as it may be amended by legislative enactment of judicial decision. 17.5 Resolutions Any Board Member may sponsor a resolution. Any resolution may be co- sponsored by other Board members. A resolution must be submitted for placement on the Agenda as specified under Article X - Agenda, supra. The sponsor of a resolution may withdraw the resolution at any time prior to enactment. Consent of the co-sponsors to withdrawal is not required. Adopted by the Board of Water and Light 5-8-79, and as amended 8-14-79, 11-14-79, 3-11-80, 11-11-80, 7-14-81, 8-11-81, 7-13-82, 7-26-83, 6-26-84, 3-5-85 and 12-18-90 10 11.2 Disqualification to Vote Any member of the Board having a direct or indirect financial interest in any matter before the Board, or who may stand to gain or lose financially or otherwise due to action of the Board on any matter, shall indicate such interest to the Board and be disqualified from voting on such matter. Except, in contractual matters when any member of the Board is a party, directly or indirectly, to any contract with the Board, the provisions of 1968 Public Act 137, being MCLA 15.321; MSA 4.1700 (51), shall apply. XII. RECONSIDERATION OF ACTION Any member may move to reconsider a previous action of the Board. Such motion to reconsider shall be made not later than the next regular Board meeting. XIII. MINUTES 13.1 Preparation and Filing The Secretary of the Board shall keep minutes of each meeting of the Board and shall file a copy in the office of the Clerk as a public record. No official action taken by the Board shall be valid or effective until a copy of the meeting at which such action was taken shall have been so filed with the Clerk. 13.2 Corrections Corrections in the minutes shall be made not later than the next meeting after the meeting to which the minutes refer. The corrected minutes shall show both the original entry and the correction. 13.3 Delivery to Members The Secretary shall provide each member of the Board with a copy of the minutes as soon as it has been filed with the Clerk. Corrected minutes shall be available no later than the next subsequent meeting after correction. 13.4 Public Ins tion Proposed minutes will be available for public inspection not more than eight (8) business days after the meeting to which the minutes refer. Approved minutes will be available for public inspection not later than five (5) business days after the meeting at which the minutes are approved. Copies of the minutes will be made available to the public at a reasonable estimated cost for printing or copying. (1976 Public Act 267). 8 9.6 Adoption of Committee Reports, Effect Upon adoption of a motion to accept (or approve) a committee report, the recommendation of the committee becomes the action of the Board, provided, however, if any resolutions are necessary to carry out the report, they shall be enacted separately pursuant to section 17.5 of these rules. 9.7 Recommended Resolutions Committee reports recommending action by the Board shall have incorporated in the report the necessary resolutions or motions to accomplish the action. 9.8 Discharge of Consideration A committee shall be discharged of any matter referred to it by an affirmative vote of two-thirds of the Board members. X. AGENDA 10.1 Order of Business 10.1.1 The order of business at any regular meeting of the Board shall be as follows: Roll Call Approval of Minutes Public Comments - Announcement that public comments will be permitted following Board discussion of any item on the agenda or before the close of the meeting; time limit at discretion of Chairman. Communications and Petitions Committee Reports Manager's Recommendations Unfinished Business New Business Resolutions Manager's Remarks Remarks by Board Members Motion of Excused Absence Adjournment 10.1.2 In the absence of any objection, the presiding officer shall have the discretion to vary the order of business. 6 VII. DUTIES OF OFFICERS 7.1 Chairman The Chairman shall preside at all meetings of the Board, see that all orders and regulations are executed and complied with, see that all legal contracts with the Board for or in the name of the City are performed, and shall perform such other duties as may be from time to time lawfully required of the Chairman. The Chairman shall also be a member of all committees of the Board. It shall not be necessary for the Chairman to relinquish the chair for the purpose of participating in debate or for the making of routine motions and resolutions. 7.2 Vice Chairman In the absence of the Chairman, the Vice Chairman shall perform all the duties and have all the powers of the Chairman. 7.3 Chairman Pro Tem The Chairman Pro Tem shall perform all the duties and have all the powers of the Chairman in the absence of the Chairman and Vice Chairman; the Chairman Pro Tem shall also preside over meetings of the Committee of the Whole. VIII. CHARTER POSITIONS 8.1 Director The Board shall at its first regular meeting in July of each year, or as soon thereafter as may be, appoint a Director who shall also be known as the General Manager who shall be the executive officer of the Board of Water and Light and directly responsible to the Board and who shall serve for the fiscal year or until a successor is appointed, whichever last occurs. 8.2 Secretau The Board shall at its first regular meeting in July of each year, or as soon thereafter as may be, appoint a Secretary of the Board who shall be responsible to the Board and who shall serve for the fiscal year or until a successor is appointed whichever last occurs. 8.3 Internal Auditor The Board shall at its first regular meeting in July of each year, or as soon thereafter as may be, appoint an Internal Auditor who shall report directly to the Board and who shall serve for the fiscal year or until a successor is appointed, whichever last occurs. 4 1.5.2 Notice shall be provided in accordance with the provision's for special meetings. 1.5.3 The committee shall report its recommendations, if any, for consideration by the Board at a regular or special meeting. 1.6 Closed Meetings Meetings which are closed to the public may be held only for those purposes permitted under the Michigan Open Meetings Act, as amended. II. NOTICE OF MEETINGS 2.1 Publication of Dates A notice listing the dates of the regular meetings shall be published semi- annually in a newspaper of general circulation in Ingham County at least three days prior to the time of the regularly scheduled meetings in July and January. At the regularly scheduled meetings in June and December each year, the Board shall name the newspaper in which the notice shall be published. 2.2 Posting Notice Notice of regular, rescheduled, or recessed meetings, as well as any special meetings shall be posted in accordance with the provisions of the law pertaining thereto. 2.3 Designated Person The Secretary of the Board shall be designated as the person responsible for posting notices. III. QUORUM 3.1 Number Required Five members of the Board shall be a quorum for the transaction of business at all of its meetings. 3.2 Lack of Ouorum In the absence of a quorum, those present may adjourn any meeting or hearing to a later date or hold the meeting for the purpose of considering such matters as are on the agenda. No action taken in the absence of a quorum shall be valid or effective unless and until ratified and confirmed at a subsequent regular or special meeting at which a quorum is present and at which five affirmative votes are given for ratification. 2 17.3 Vacancy, Resignation, Absence of Elected Officers 17.3.1 In the event the office of Chairman shall become vacant by death, resignation or otherwise, the Vice Chairman shall assume the office of Chairman, the Chairman Pro Tem shall assume the office of Vice Chairman and the Board shall elect a Chairman Pro Tem. 17.3.2 In the absence of the Chairman, Vice Chairman and Chairman Pro Tem, a chairman pro tem shall be elected who would hold office during the session, unless such office is terminated by the entrance of the Chairman, Vice Chairman or Chairman Pro Tem. 17.4 Freedom of Information It shall be the policy of this Board to follow the provisions of Public Act 442, 1976, as it may be amended by legislative enactment of judicial decision. 17.5 Resolutions Any Board Member may sponsor a resolution. Any resolution may be co- sponsored by other Board members. A resolution must be submitted for placement on the Agenda as specified under Article X - Agenda, supra. The sponsor of a resolution may withdraw the resolution at any time prior to enactment. Consent of the co-sponsors to withdrawal is not required. Adopted by the Board of Water and Light 5-8-79, and as amended 8-14-79, 11-14-79, 3-11-80, 11-11-80, 7-14-81, 8-11-81, 7-13-82, 7-26-83, 6-26-84, 3-5-85 and 12-18-90 10 11.2 Disqualification to Vote Any member of the Board having a direct or indirect financial interest in any matter before the Board, or who may stand to gain or lose financially or otherwise due to action of the Board on any matter, shall indicate such interest to the Board and be disqualified from voting on such matter. Except, in contractual matters when any member of the Board is a party, directly or indirectly, to any contract with the Board, the provisions of 1968 Public Act 137, being MCLA 15.321; MSA 4.1700 (51), shall apply. XII. RECONSIDERATION OF ACTION Any member may move to reconsider a previous action of the Board. Such motion to reconsider shall be made not later than the next regular Board meeting. XIII. MINUTES 13.1 Preparation and Filing The Secretary of the Board shall keep minutes of each meeting of the Board and shall file a copy in the office of the Clerk as a public record. No official action taken by the Board shall be valid or effective until a copy of the meeting at which such action was taken shall have been so filed with the Clerk. 13.2 Corrections Corrections in the minutes shall be made not later than the next meeting after the meeting to which the minutes refer. The corrected minutes shall show both the original entry and the correction. 13.3 Delivery to Members The Secretary shall provide each member of the Board with a copy of the minutes as soon as it has been filed with the Clerk. Corrected minutes shall be available no later than the next subsequent meeting after correction. 13.4 Public Inspection Proposed minutes will be available for public inspection not more than eight (8) business days after the meeting to which the minutes refer. Approved minutes will be available for public inspection not later than five (5) business days after the meeting at which the minutes are approved. Copies of the minutes will be made available to the public at a reasonable estimated cost for printing or copying. (1976 Public Act 267). 8 9.6 Adoption of Committee Reports, Effect Upon adoption of a motion to accept (or approve) a committee report, the recommendation of the committee becomes the action of the Board, provided, however, if any resolutions are necessary to carry out the report, they shall be enacted separately pursuant to section 17.5 of these rules. 9.7 Recommended Resolutions Committee reports recommending action by the Board shall have incorporated in the report the necessary resolutions or motions to accomplish the action. 9.8 Discharge of Consideration A committee shall be discharged of any matter referred to it by an affirmative vote of two-thirds of the Board members. X. AGENDA 10.1 Order of Business 10.1.1 The order of business at any regular meeting of the Board shall be as follows: Roll Call Approval of Minutes Public Comments - Announcement that public comments will be permitted following Board discussion of any item on the agenda or before the close of the meeting; time limit at discretion of Chairman. Communications and Petitions Committee Reports Manager's Recommendations Unfinished Business New Business Resolutions Manager's Remarks Remarks by Board Members Motion of Excused_ Absence Adjournment 10.1.2 In the absence of any objection, the presiding officer shall have the discretion to vary the order of business. 6 VII. DUTIES OF OFFICERS 7.1 Chairman The Chairman shall preside at all meetings of the Board, see that all orders and regulations are executed and complied with, see that all legal contracts with the Board for or in the name of the City are performed, and shall perform such other duties as may be from time to time lawfully required of the Chairman. The Chairman shall also be a member of all committees of the Board. It shall not be necessary for the Chairman to relinquish the chair for the purpose of participating in debate or for the making of routine motions and resolutions. 7.2 Vice Chairman In the absence of the Chairman, the Vice Chairman shall perform all the duties and have all the powers of the Chairman. 7.3 Chairman Pro Tem The Chairman Pro Tem shall perform all the duties and have all the powers of the Chairman in the absence of the Chairman and Vice Chairman; the Chairman Pro Tem shall also preside over meetings of the Committee of the Whole. VIII. CHARTER POSITIONS 8.1 Director The Board shall at its first regular meeting in July of each year, or as soon thereafter as may be, appoint a Director who shall also be known as the General Manager who shall be the executive officer of the Board of Water and Light and directly responsible to the Board and who shall serve for the fiscal year or until a successor is appointed, whichever last occurs. 8.2 Secrejaa The Board shall at its first regular meeting in July of each year, or as soon thereafter as may be, appoint a Secretary of the Board who shall be responsible to the Board and who shall serve for the fiscal year or until a successor is appointed whichever last occurs. 8.3 Internal Auditor The Board shall at its first regular meeting in July of each year, or as soon thereafter as may be, appoint an Internal Auditor who shall report directly to the Board and who shall serve for the fiscal year or until a successor is appointed, whichever last occurs. 4 1.5.2 Notice shall be provided in accordance with the provision's for special meetings. 1.5.3 The committee shall report its recommendations, if any, for consideration by the Board at a regular or special meeting. 1.6 Closed Meetings Meetings which are closed to the public may be held only for those purposes permitted under the Michigan Open Meetings Act, as amended. ` II. NOTICE OF MEETINGS 2.1 Publication of Dates A notice listing the dates of the regular meetings shall be published semi- annually in a newspaper of general circulation in Ingham County at least three days prior to the time of the regularly scheduled meetings in July and January. At the regularly scheduled meetings in June and December each year, the Board shall name the newspaper in which the notice shall be published. 2.2 Postine Notice Notice of regular, rescheduled, or recessed meetings, as well as any special meetings shall be posted in accordance with the provisions of the law pertaining thereto. 2.3 Designated Person The Secretary of the Board shall be designated as the person responsible for posting notices. III. QUORUM 3.1 Number Required Five members of the Board shall be a quorum for the transaction of business at all of its meetings. 3.2 Lack of Quorum In the absence of a quorum, those present may adjourn any meeting or hearing to a later date or hold the meeting for the purpose of considering such matters as are on the agenda. No action taken in the absence of a quorum shall be valid or effective unless and until ratified and confirmed at a subsequent regular or special meeting at which a quorum is present and at which five affirmative votes are given for ratification. 2 RESOLUTION#072 BY THE COMMITTEE OF THE WHOLE RESOLVED BY THE CITY COUNCIL OF THE CITY OF LANSING WHEREAS, pursuant to the Lansing City Charter, Section 5-105.8, the Lansing Board of Water and Light (LBWL) submitted an amendment of their Rules of Procedure adopted by the Board of Commissioners on September 25, 2007; and WHEREAS, the Lansing City Council Committee of the Whole met on February 28, 2008 and considered this matter and took affirmative action; NOW, THEREFORE, BE IT RESOLVED that the Lansing City Council supports the Lansing Board of Water and Light Rules of Procedure without objection. By Councilmember Quinney Motion Carried LANSING CITY COUNCIL LEGISLATIVE ITEMS: MARCH 3,2008 RESOLUTIONS p,N S I From the 1-24-08 Council Meeting Packet ti G REFERRED TO THE COMMITTEE ON INTERGOVERNMENTAL RELATIONS ICHHIG Chris Swope Lansing City Clerk MEMORANDUM TO: PRESIDENT BRIAN JEFFRIES_AND CITY COUNCIL MEMBERS FROM: CE IRIS SWOPS,CITY CIE SUBJECT: LANSING BOARD OF WA R&LIGHT RUES OF PROCEDURE DATE: 1/18/2008 Pursuant to the Lansing City Charter, Section 5-105.8, I herewith transmit the amended Rules of Procedure adopted by the Board of Commissioners of the Lansing Board of Water & Light on September 25,2007 which have been approved as to form by the City Attorney.As noted in the letter from the Office of the City Attorney, unless the City Council directs otherwise, they will become effective at the conclusion of the January 24, 2008 meeting of the Lansing City Council. Lansing City Clerk's Office Ninth Floor, City Hall, 124 W. Michigan Ave., Lansing, MI 48933-1695 517-483-4131.517-377-0068 FAX I CCCIOFFICE OF THE CITY ATTORNEY MEMORANDUM TO: HAROLD LEEMAN, City Council President i CITY COUNCIL MEMBERS ' FROM: DONALD J. KULHANEK,Assista ity A torney DATE: October 24,2007 RE: LBWL RULES OF ADNIINISTRATIVE PROCEDURE Attached are proposed Amended Rules of Administrative Procedure for the LBWL,together with a transmittal letter indicating they were adopted by the LBWL on September 25,2007. City Charter Section 5-105 states,in pertinent part, .8 All rules of procedure shall be submitted to the City Attorney for approval as to form. The rules shall then be submitted to the City Clerk for transmission to City Council. The rules shall be effective at the conclusion of the Council meetings at which they are received unless the Council directs otherwise. .9 The Council may object to the rules in whole or in part and may return them to the board proposing their adoption with a statement of its obj ections and recommendations. The attached Rules have been approved as to form. Pursuant to the above,these Rules are teYective at the conclusion of the first City Council meeting at which they are received,unless Council directs otherwise. Council may also object in whole or in part and return them to the LBWL with a statement of its objections and recommendations. If Council takes no action,they are effective. If you have any questions feel free to contact me. 1._.., > cc: Mayor Virg Bernero Jerry Ambrose, Chief of Staff Randy Hannan,Deputy Chief of Staff n = Fri Peter Lark,LBWL Director and General Manager Co M Brandi Elcren,LBWL Special Counsel map, Brigham Smith, City Attorney uo �� ` SAAttm•ney_Counsel\CityDept\COUNCIL\2007\LBWL Rules memo.djk.doc I I iF-. WATER&LIGHT HOMETOWN PEOPLE.HOMETOWN POWER. 1232 I-laco Drive P.O.Box 13007 �. Lansing,MI 48901-3007 517070206000 www.lbwl.com TO: Brigham Smith, City Attorney Er V ED FROM: Rhonda Jones, Corporate Secretary OCT RE: Proposed Amended Rules of Procedure +y�.. � At DATE: October 5, 2007 - "—=-- ' Attached please find the Proposed Amended,Rules of Procedure as approved September 25,2007. The resolution to this effect is as follows: I Resolution to Amend the Rules of Procedure _of the:Board.of W..ater_and Light_., RESOLVED,that the Board of Commissioners hereby approves the Rules of Procedure, j as amended,effective immediately, subject to City Council concurrence. I RESOLVED FURTEER,that the Rules of Procedure be submitted to the City Attorney for approval as to form. The City Charter specifies that the Rules shall then be submitted to the City Cleric for transmission to the City Council for concurrence. The Proposed Amended Rules of Procedure incorporate your recommended changes as discussed at the Board of Water and Light, Committee of Whole meeting held August 21, 2007. Therefore,if the Proposed Amended Rules of Procedure are acceptable as to form, please stamp accordingly and forward to.the City Cleric for submittal to City Council. Thank you for your assistance with this endeavor. Please do not hesitate to contact Brandie Elcren(517-702-6725) or myself(517-702-6033)if you have any questions or concerns. Enclosure Cc: City Council Commissioners , J.Peter Lark Brandie Elcren "� l < Printed on rewded oaoera I BOARD OF WATER AND LIGHT OF THE CITY OF LANSING,MICHIGAN ' i RULES OF PROCEDURE I AS AMENDED 09/25/07 i I. MEETINGS 1.1 Regular Meetings 1.1.1 The Board of Water and Light (BWL) Commissioners shall hold regular bi-monthly meetings on the fourth Tuesday of the month in the Board Room, 1232 Haco Drive or at such other place, as the Board shall determine,unless a regular meeting is rescheduled as provided herein. i 1.1.2 A schedule of dates,places acid times-for each regular-bi-monthly meeting to be held in the calendar year shall be adopted by the Board during November of the preceding year. i 1.2 Special Meetings i 1.2.1 Special Meetings of the Board shall be called by the General Manager or Secretary on the request of the Chair of the Board or i on the request of any two members. 1.2.2 Members of the Board shall have at least 18 hours written notice of a Special Meeting designating the time and purpose of such meeting. The notice shall be delivered personally to each member of the Board or left at his or her usual place of residence or business by the Secretary or someone designated by the Secretary. 1.3 Rescheduled Meetings r— ^� 1.31. The Chair may reschedule any regular or Special Meeting. =' r 1 1.3.2 Notice of any rescheduled meeting shall be given as required CI) a C) pursuant to Section 1.2.2, and Section 2.2. ' 1.4 Conflicting Times r— t-0. C7 �; ry The schedule of regular Board meetings shall not conflict with regular meetings of the Lansing City Council. -1- i I 1.5 Committee of the Whole Meetings 1.5.1 The Board may convene as a Committee of the Whole upon call by the Vice Chair or any two members of the Board. 1.5.2 Notice shall be provided in accordance with the provisions for Special Meetings and State law. 1.5.3 The Comnttee of the Whole shall report its recommendations,if any,for consideration by the Board at a regular or Special Meeting. 1.6 Closed MeetinzYs Meetings that are closed to the public may be closed to the public only for those purposes pernutted under the Michigan Open Meetings Act,-as amended. j II. NOTICE OF MEETINGS 2.1 Publication of Dates A notice listing the dates of the regular meetings shall be published annually in a.newspaper of general circulation in Ingham County at least three days prior to the time of the regularly scheduled meeting in January. At the regularly scheduled meeting-s in November each year, the Board shall name the newspaper in which the notice shall be published. 2.2 Posting Notice Notice of all meetings of the Board shall be posted in accordance with state law. 2.3 Designated Person The Secretary shall be responsible for posting notices. IlI. QUORUM FOR A REGULAR OR SPECIAL MEETING 3.1 Number Required The presence of five members of the Board shall be a quorum for the transaction of business at all regular-and Special Meetings;provided a majority of the attending members of the Board are present at the location(s) designated in the public notice. -2- 3.2 Lack of Quorum In the absence of a quorum, those present may adjourn any meeting or hearing to a later date or hold the meeting for the purpose of considering such matters as are on the agenda. No action taken in the absence of a quorum shall be valid or effective unless and until ratified and confirmed at a subsequent regular or Special Meeting at which a quorum is present and at which five affirmative votes are given for ratification. IV. OFFICIAL ACTION AT REGULAR OR SPECIAL MEETINGS 4.1 The concurring vote of the majority of all members of the Board serving shall be necessary for official action and such vote may only take place at regular or Special Meetings of the Board on the following items: 4.1.1 Adopting-the annual fiscal year budget and any amendments thereto. 4.1:2 Ado ptirig-rates'for fttrilis hing e 1 ectr1c, water, and steam service. 4.1.3 Appointment or removal of the Director, Internal Auditor, and Secretary. 4.1.4 Purchase and sale of real property. 4.1.5 Sale or exchange of facilities as set forth in 5-207 of Lansing's City Charter. 4.1.6 Providing compensation,benefits, conditions of employment, and retirement plans. 4.1.7 Removal of a Commissioner from service as an officer, except at the expiration of the officer's term. 4.2 Except as may be required by law or by section 10.1.4, all other matters considered by the Board shall require the affirmative vote of a majority of members present at a regular or Special Meeting. 4.3 The Board speaks through resolutions. A member of the Board may only speak on the Board's behalf in accordance with its resolutions. See19.2.3. V. VOTING 5.1 Roll Call Vote -3- II - I A.roll call vote shall be required for holding a closed meeting as specified by the Open Meetings Act or upon request of any Board member. 5.2 Unanimous Consent f If there is no objection to the proposed action, the action may be taken by unanimous consent, except actions required by roll call vote pursuant to these rules, the Charter of the City of Lansing, or the law of the State of Michigan. 5.3 Conflict of Interest If a Board member has a conflict of interest on an issue before the Board, he or she shall reveal the conflict, not participate in discussion or any decision regarding the issue, and shall refrain from discussing the issue with any other Board member or staff. VI. ANNUAL ORGANIZATION The Board shall organize at its first regular meeting following July I" or as soon thereafter as is reasonably convenient, by selecting one of its members as Chain and, one of its members as Vice Chair, each of whom shall serve until the first regular meeting in the.following July or a successor has been selected. VH, DUTIES OF OFFICERS 7.1 Chair The Chair shall preside at all regular or Special Meetings of the Board and public hearings conducted by the Board, see that all orders and regulations are executed and complied with, see that all legal contracts with the BWL for or in the name of the City are performed, and.shall perform such other duties as may be from time to time lawfully required of the Chair. The Chair shall also be an ex officio member of all committees of the Board, unless the Chair is an official member of a Committee. If the Chair is an official member of a Committee, she or he shall possess all voting privileges. It shall not be necessary for the Chair to relinquish the chair for the purpose of participating in debate or for the making of routine motions and resolutions. 7.2 Vice Chair In the absence of the Chair,the Vice Chair shall perform all the duties and have all the powers of the Chair. The Vice Chair shall also preside over meetings of the Committee of the Whole. -4- I 7.3 Past Chair The most immediate past Chair of the Board who is not currently serving as Chair or Vice Chain of the Board shall be designated "Past Chair." If no Past Chair is serving on the Board, members of the Board shall select a member to assume the duties of the Past Chair as set forth in these Rules of Administrative Procedure. The Past Chair shall assume the duties of the Chair when neither the Chair nor the Vice Chair is present. VIII. CHARTER POSITIONS 8.1 Director, Secretary and Internal Auditor The Board shall, at its first regular meeting following July I" of each year, or as soon as practicable thereafter, appoint a Director, an Internal-Auditor and a Secretary. The Director shall also be known as the General Manager, and shall be the highest executive officer of the Board of Water and Light. The Internal Auditor shall also be known as the Director of Internal-Audit.—These positions-shall be contract positions,-shall report directly to the Board of Commissioners, and shall serve at the pleasure-of the Board of Commissioners. i 8.2 Unless otherwise determined by the Board of Commissioners, contract reviews for the Charter Position employees shall commence no later than sixty (60) days prior-to the end of the fiscal year and be completed no later than the start of the next fiscal year. IX, STANDING COMMITTEES 9.1 Committees 9.1.1 In order to carry out its policymaldng obligations, the Board of Water and Light Commissioners shall meet as often as needed, as one or more standing committees or ad hoc committees, in the Board Room, 1232 Haco Drive or at such other place, as the Board shall determine. Notice of these meetings shall be provided in accordance with the Lansing City Charter and state law. 9.2 STANDING COMMITTEES 9.2.1 The following standing committees shall be appointed by the Chair as provided in 9.4: Finance Human Resource I -5- i • Nominating j i Executive I I i I 9.2.2 The Finance Committee shall have oversight responsibility for financial performance measures and audits, capital expenditures I and returns,bond indebtedness and credit rating, annual Operations Maintenance budget,rate review, and the investment policies of the retirement plans. 9.2.3 The Nominating Committee shall at its first regular meeting following July I" of each year, nominate a slate of officers at its annual organizational meeting and shall endeavor to rotate officers of the Board annually. 9.2.4 The Human Resources Committee,shall have oversight responsibility for non- argainuig-sa ary a justments;.employee survey results,labor relations, performance appraisal review for Board-appointed positions,Board staff appointments, salary, wages, and employee benefits. i I 9.2.5 The Executive Committee shall, during the intervals between the Board of Commissioners'meetings, assist in the development of the BWL's position on major issues and submit and recommend the position to the Board for consideration and action. The Executive Committee shall consider and act upon such other activities as directed or referred to it by the Board or as otherwise specified in these Rules. 9.3 Ad Hoc Committees Ad hoc committees shall convene whenever the need arises to address an issue or topic that would not appropriately fall within any of the other standing committees and would not require the attention of the Committee of the Whole. 9.4 Appointment of Standing and Ad Hoc Committees The Chair shall appoint the standing committees and such other ad hoc committees as the Board may from time to time establish. The first member named on each committee shall be the Chair of the committee. Standing Committees: All standing committees, except the Executive Committee, shall have four(4)regular members and two (2) alternates I i -6- I I i I who shall serve in the absence of regular member(s). The Executive Committee shall have four (4)members,including the Chair, Vice Chair and Past Chair and one (1) Commissioner elected by the Board, whose term shall be concurrent with the terms of the Officers. The Nominating Committee shall not consist of any members who intend to rnn for an officer position. Ad Hoc Committees: The Chair shall,appoint members of any ad hoc committee. An ad hoc committee may have any number of members. 9.5 Sub-Committees Authorized The Executive Committee shall establish such sub-committees as deemed necessary. 9.6 Quorum for Committee Meetings A-gfioi•um fora standin&o'r athoc commttee shall be three-(3): 9.7 Committee Meetings Meetings of standing or ad hoc committees may be called by the General 1 Manager or Secretary on the request of the Chair of the Board, Chair of a. committee or any two committee members. ! 9.8 Committee Reports Each standing or ad hoc committee shall report its recommendation, if any,for consideration by the Board at a regular or Special Meeting. Upon adoption of a motion to accept (or approve) a committee report, the recommendation of the committee becomes the action of the Board; provided, however, if any resolutions are necessary to carry out the report, they shall be enacted separately pursuant to section 19.5. 9.9 Committee Resolutions Committee reports recommending action by the Board shall have incorporated in the report the necessary resolutions or motions to accomplish the action. 9.10 Discharge of Consideration A committee shall be. discharged of any matter referred to it by an affirmative vote of two-thirds of the Board. -7- i i X, AGENDA FOR REGULAR MEETINGS I 10.1 Order of Business 10.1.1 The order of business at any regular meeting of the Board shall be as follows: 1. RolI Call 2. Approval of Minutes i 3. Public Comments on agenda items shall be limited to three (3) minutes unless waived at the discretion of the Chair 4. Communications 5. Committee Reports i 6. General Manager's Recommendations 7. Unfinished Business I 8. New Business 9. Resolutions 10. Manager's Remarks 11. Remarks by members of the Board. 12. Motion of Excused Absence 13. Public Comments on BWL-related matters shall be limited to three (3)minutes unless waived at the discretion of the Chair 14. Adjournment 10.1.2 In the absence of any objection, the presiding officer shall have the discretion to vary the order of business. 10.1.3 Preparation of Agenda -8- An agenda shall be prepared by the General Manager and made available for distribution three days preceding a regular or Special Meeting for informational purposes only. However, the agenda is subject to unilateral change by the General Manager before the meeting. 10.1.4 Changes to the Agenda In the absence of any objection, the General Manager or any member of.the Board may add or subtract an agenda item at a meeting. In the event of objection, an affirmative vote of the majority of the Board shall be required to add, or subtract an agenda item. 10.1.5 Public Comments The time limits of Section 10.1,1.3 apply to all Public Comments. Immediately following Approval of Minutes, the Chair will announce that-iH-6ihbers of the public ' c- invited to address the Board regarding any item on the agenda. Anyone wishing to comment on any matter not on the agenda may do so immediately prior to adjournment. The Chair may exercise its discretion in prescribing how members of the public will seek recognition, or extending time limits for comments under the circumstances, or in limiting remarks to the subject matter under discussion as provided in 10.1.1.3. 10.1.6 Reports and Recommendations of Director and General Manager The Director and General Manager shall advise the Board by mail of Reports and Recommendations to be considered at each regular meeting. XI. AGENDA FOR COMMITTEE MEETINGS 11.1 Order of Business 11.1.1 The order of business at any committee meeting of the Board shall be as follows: 1. Roll Call i -9- 2. Public comment on agenda items shall be limited to three (3) minutes unless waived at the discretion of the chair 3. Agenda Topics 4. Other 5. Adjourn 11.1.2 A concurring vote of a majority of committee members present shall be necessary to move a recommendation to the Board. XII. PUBLIC HEARINGS 12.1 The Board shall hold a public hearing at least thirty days before the effective date of any ch angel in rate struc re: The oar 's-h0l con PI y Wit t e requirements of Charter Section 5-205.2 for public hearings regarding changes in the rate structure. The Board may also choose to hold public hearing on other topics as necessary or appropriate. 12.2 Although the Board will generally hold its public hearings in the Board Room at 1232 Haco Drive,Lansing, the Board may conduct public hearings at- such places that it determines will best serve the public interest. 12.3 Notice of the hearing will be placed`in at least one (1)newspaper of general circulation in the Lansing,Michigan area, no less than fourteen (14) days before the public hearing. The notice shall state the date, time, place.and subject of the hearing. Notice shall also be posted electronically on the LBWL's website. 12.4 A quorum of the Board shall be necessary to conduct a public hearing. 12.5 No Commissioner shall engage in ex parte conversations about the topic of the public hearing either before or after.the hearing until the full Board takes action on the topic. 12.6 Public hearings shall be open to the public,in accordance with the Open Meetings Act, 12.7 Individuals and organizations are invited to comment on the topic of the public hearing, either orally or in writing. Written comments should be addressed to the Secretary and should be presented on or before the date of the hearing. Oral comments shall be presented at the public hearing. The Chair may set -10- reasonable linuts on the length of oral presentations. Comments or conduct that disrupt the orderly conduct of meetings or hearings shall not be permitted. 12.8 A transcript or recording of the hearing shall be made and kept for no less than three years. 12,9 Public Hearing on Rates; In the case of a rate hearing, the Board may hold a separate meeting or meetings after the rate hearing to discuss the proposed changes to the rate structure and vote on the proposed changes. If the Board's discussions after the rate hearing indicate that it intends to raise any customer's rate higher than proposed during the public hearing, the Board shall hold an additional public hearing on the proposed higher rate in accordance with this i section before voting on the rates. The Board is not required to hold any additional hearings in order to approve a rate lower than the rate proposed at the public hearing, 12,10 If the Board acts on the topic discussed at the public hearing, it shall do so at a public meeting and shall approve a written resolution describing its action. XIII. MEMBERS OF THE BOARD I 13.1 Attendance F Each member of the Board shall attend all meetings of the Board in person unless otherwise excused. Each member must attend at least fifty(50)percent of regular or Special Meetings of the Board and fifty (50)percent of assigned committee meetings during any fiscal year. Failure to do so may be grounds for removal by the City from the office as a member of the Board. 13.2 Disqualification to Vote Any member of the Board having a direct or indirect financial interest in any matter before the Board, or who may stand to gain or lose financially or otherwise due to action of the Board on any matter, shall indicate such interest to the Board and may be disqualified from voting on such matter as set forth in the Lansing City.Charter. XIV. RECONSIDERATION OF ACTION Any member may move to reconsider a previous action of the Board. Such motion to reconsider shall be made not later than the next regular Board meeting. XV. MINUTES 15.1 Preparation and Filing -11- . I The Secretary shall keep minutes of regular and Special Meetings of the Board and conunittees and shall file a copy of the Board nunutes in the office of the City I Clerk as a public record. No official action taken by the Board shall be valid or- effective until a copy of the minutes of the meeting at which such action was taken is filed with the City Cleric. 15.2 Corrections Corrections in the regular or Special Meeting or committee minutes shall be made not later than the next meeting after the meeting to which the minutes refer. The. corrected minutes shall show both the original entry and the correction. 15.3 Delivery to Members The Secretary shall provide each member of-the Board with a copy of the regular or Special Meeting minutes as soon as they are filed with the City Cleric. Corrected minutes shall be available no later than the next subsequent meeting after correction. 15.4 Public Inspection Proposed minutes will be available for public inspection not more than eight (8) business days after the meeting to which the minutes refer. Approved minutes will be available for public inspection not later than five (5)business days after the meeting at which the minutes are approved, Copies of the minutes will be made available to the public at a reasonable estimated cost for printing or copying. (1976 Public Act 267). XVI. CONFIDENTIALITY 16.1 Communications Members of the Board shall treat all information marked"confidential' or' "privileged" accordingly and shall not release such information to unauthorized individuals, unless disclosure is required by law. All such information shall be returned to the Secretary. 16.2 Closed Session All written and verbal information obtained and/or discussed in Closed Session shall be confidential and never discussed or shared outside of Closed Session, unless otherwise specified by law. XVII. CONTRACT LIMITATIONS -12- ' i The Board shall not:have the power to make any contract with or give any official Position to any person who is known to be in default to the City. XVIII. AMENDMENTS Any member of the Board may initiate amendments to the Rules of Administrative Procedure by presenting them in writing at any regular meeting, All members of the Board must be notified of such amendments mailed at least four (4) days before the amendment is to be voted upon. An affirmative a majority of members serving shall be required to amend the rules of procedure, after which the proposed revisions shall be forwarded to the City in compliance with Charter Section 5-105.8. SIX, MISCELLANEOUS 19.1 Parliamentary Procedure All questions of procedure not covered by these niles or the City Charter - --- - - -- - of the-City of Lansing-shall-be governed-by-the provisions in-"Robert's - - - --- Roles of Order." 19.2 News Media Regulations i 19.2.1 Members of the news media shall be provided with a table in the Board Room for their use. They shall have made available to them,upon request, a copy of the General Manager's Recommendations and any data accompanying the recommendations not marked "Confidential"at 10:00 a.m. one working day prior to the date of the meeting. 19.2.2 Following the adjournment of a Board meeting, members of the news media may request interviews of members of the Board. 19.2.3 All policy statements shall be made on behalf of the Board by the Chair. See 4.3. 19.3 Vacancy, Resignation, Absence of Elected Officers 19.3.1 In the event the office of Chair shall become vacant by death,resignation or otherwise, the Vice Chair shall assume the office of Chair, and the most immediate Past Chair shall assume the office of Vice Chair. 19.3.2 In the absence of the Chair, Vice Chair and Past Chair, a Temporary Chair shall be elected, who would hold office -13- I I - I during the session, until the return or election of the Chair, Vice Chair or Past Chair. 19.4 Freedom of Information It shall be the policy of this Board to follow the provisions of Public Act 442, 1976, as it may be amended by legislative enactment or judicial decision. i 19.5 Resolutions Any member of the Board may sponsor a resolution. Any resolution may be co-sponsored by other members of the Board. A resolution must be submitted for placement on the Agenda as specified under Article X- Agenda. The sponsor of a resolution may withdraw the resolution at any time prior to enactment. Consent of the co-sponsors to withdrawal is not required. - _._....... -.._..__19.6.._...-Hirina-Consultants-- - I The Board of Commissioners may hire external consultants, such as accountants, but not outside legal counsel. The full Board will meet before a consultant is hired to determine the scope of the issues to be addressed by the consultant, the consultant's budget, and the scope of contact with the Board. One Board member may be authorized as the primary contact with the consultant. If time constraints preclude a meeting of the full Board to discuss luring the consultant,the Executive Committee may meet to approve the initial contact with the consultant,'but may not authorize an expenditure of more than$1,000 to a consultant without the approval of the full Board. The consultant's work product shall be written and shall be.immediately transmitted to all.Board members upon completion of the requested work. All payments to consultants hired by the Board shall be deducted from the Board's budget, Board funds may not be expended to address an issue only applicable to one Commissioner. All outside legal counsel must be hired by in-house counsel and in accordance with the Charter. 19.7 Reimbursement of Board Member Expenses 19.7.1 Board Member Travel Expenses: The Board recognizes the value of membership and attendance at conferences, workshops, and meetings at the state,regional, and national levels that are appropriate and necessary to carry out Board of Water and Light business. As such, the Board encourages: -14- 1. The attendance of its members in at least one out-of-state and one in-state conference seminar per year. 2. Each newly appointed member of the Board is encouraged to attend a formal workshop on governance as offered by the American Public Power-Association. Additional travel must be pre-approved by the Executive Committee. Travel expenses shall be reimbursed in accordance with the Board's Travel Expense Policy. 19.7.2 Board Member Miscellaneous Expenses: Members of the Board may incur additional business expenses while representing the Board of Water and Light in the community, Business expenses such as cell phone, business Iuncheons, and parking are such examples of legitimate business expenses. Upon filing a claim in the prescribed form, each member of the __-...__.._._..._._. ..Board.shall_be_reimbursed_.for-reasonable and-necessary-expenses-incurred- - - - - - in the discharge of the Board member's official duties, in accordance with the Board's Expense Reimbursement Policy. The Executive Committee shall review Commissioner expenses on a quarterly basis. Adopted by the Board 5/8/79, and amended 8/14/79, 11/14/79, 3/11/80, 11/11/80, 7/14/81, 8/11/81, 7/13/82, 7/26/83, 6/26/84, 3/5/85, 12/18/90, 115191, and 9/25/07. APMOVED A FORM aRrceY fJoNO, 1Cv�r��N PS-SsisJ—raar CU-� P,i0�wY -15- 12--16-93R08 : 59 RCVD MEMORANDUM BOARD OF WATER & LIGHT TO: Marilyn Slade, City Clerk DATE: May 3, 1993 City of Lansing FROM: Mary Sova#xv� RE: Rules of Administrative Procedure As requested, attached is a copy of the Rules of Administrative Procedure as they apply to the meetings of the Board of Water and Light Commissioners. If you have any questions, please give me a call at 371-6033. Enclosure