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HomeMy WebLinkAbout5.c. Discussion of "Standing Rules" Proposal Submitted by Commissioner EdwardsROSEMOUNT PORT AUTHORITY STANDING RULES The following standing rules are being proposed, in no particular order, as a guide for the development of a series of standing rules for the Port Authority. I believe these rules and others you may chose to adopt, will give us a solid foundation from which to conduct our business. I. MEETINGS The Port Authority shall conduct its business, using the meetings format outlined by Roberts Rules of Order, newly revised. Additionally, except where otherwise provided for, the only meetings of the Port Authority which shall be in order are: * Regular Session * Executive Session * Committee of The Whole * Special Session A. Regular Session The Port Authority will meet in Regular Session, the first Tuesday of every month. 1. Regular session meetings will convene at 5:30 P.M., in the Council Chambers, Rosemount City Hall, Rosemount, Minnesota. 2. Regular Session Meetings will adjourn at 7:30 P.M.. B. Executive Session Any business, properly before the Port Authority, which qualifies as attorney client or otherwise meets the legal standards for closed (Executive) session meetings, Shall, following procedures established for convening such meetings, be in order. Only that business, for which the session was convened shall be in order. Rosemount Port Authority Standing Rules C. Committee of the Whole The Port Authority will meet, as the Committee of the Whole, the third Tuesday of every month. 1. Committee of the Whole meetings shall be considered working sessions. 2. Meetings will convene at 5:30 P.M., at a location designated by the Chair. D. Special session Upon due call of the Chair, or upon the request of a simple majority of its members, the Port Authority shall meet and a special session shall be convened. 1. Special Session meetings shall be limited to the business stated in the call. 2. Action taken in Special Session must be ratified by 3/4 majority (5) of the Port Authority, at the next regular session of the Authority. II. CONDUCTING BUSINESS A. Agenda Items. 1. Regular Sessions. The Port Authority Agenda, for regular session meetings, will consist of the following: a. Consent Agenda b. Old business - Specific Action items c. Committee of the Whole reports 0 Rosemount Port Authority Standing Rules recommendations - action items. d. Consultant/Staff reports. e. New Business - Information only. f. Chairs report. g. Executive Directors report. h. Members Issues. i. Community/Audience recognition. j. Adjournment. Ordinary business of the Port Authority will appear on the consent agenda. A member, upon approval of the body, may add, no more than, two items to the printed agenda. Except, as provided for in Roberts Rules of order. Additionally, no item may be added, to t� prin e agenda, _ on i em,_ "- Any item, properly before the body, at a regular session meeting, as an information item shall remain as such. Once heard, the only motion in order, shall be a motion to refer to the committee of the whole. 2. Public Testimony Public testimony, shall not be in order, except as provided for herein. a. Information requested to clarify a specific point concerning a motion properly before the body. b. Presentation to the body regarding a specific, information only, agenda item. .`Upon specific agenda allocations of time for community/citizen input. said speakers will be limited to three minutes each. 3. Committee of the Whole. Rosemount Port Authority Standing Rules The agenda of the committee of the whole may be broad/expansive. Since these are working sessions, public testimony/input may be heard. The only motions in order are to amend and adopt, and that the committee rise and report. The only way to close or limit debate in meetings of the committee of the whole is for the body to vote that debate shall cease at a certain time, or that after a certain time no debate shall be allowed,excepting new amendments, and then only one speaker for and one opposed to the amendment may speak, for not more than five minutes each. B. Motions The following are motions which shall at all time be considered improper: a. Motions that conflict with the constitution and by-laws of the Authority. b. Motions that conflict with business already adopted. C. Motions that reflect on the motives of members. d. Motions not in accord with the object and policies of the body. e. Motions that conflict with the laws of the federal, state, or local government. And; Motions that protect absentees cannot be suspended by unanimous vote. And; proxy voting is not in order in ordinary circumstances. And; no member can vote unless present unless the by-laws are amended to provide voting by mail. Rosemount Port Authority Standing Rules Further, Questions that are introduced that are not in accord with the aims and objectives of the Port Authority, or that are controversial or irrelevant, shall be ruled out of order by the Chair. An "appeal" may be made from this - ruling. III. AUTHORITY TO ACT No member, except as otherwise provided, shall act on behalf of, or purport to represent the Authority. However, the Chair shall, in accordance with Roberts Rules, have the authority to appoint Select Committees, as needed. A Select Committee, once appointed shall: Have no less than three (3) active Port Authority members in its service. Conform its meetings to the rules governing meetings of the committee of the whole. Limit its activities to only those items referred to it. Additionally, Select Committees, at the time of their creation, will be given a time certain for completion of their work. Upon that time the committee will be dissolved. However, upon a 3/4 majority of the Authority, meeting in regular session, the Select committees appointment may be extended one time. Any member, whether intentionally or inadvertently, who conducts, transacts or otherwise engages in any business currently Rosemount Port Authority Standing Rules before, or reasonably expected to come before the Port Authority shall, following such occasion and prior to the next regular session of the Port Authority, notify the Chair and the Executive director in writing. The notification should include the time, date, location and substance of such occasion. Failure to comply will be grounds for sanction. NOTE: Nothing in this section is intended to preclude normal extemporaneous social contacts. I move the presentation of these Standing Rules at our regular session meeting, 3-2-93, as the first reading, in anticipation of formal adoption. Absent substantial changes, I would move formal adoption of these rules at our next meeting, 3-16-93. If you have any questions or suggestions, please contact me at your convenience. BYLAWS or ROSEMOUNT PORT AUTHORITY A DEVELOPMENT AGENCY Article I. Established There is hereby created by the City Council of the City of Rosemount, in accordance with Minnesota Statutes, 469.0813 and City of Rosemount Enabling Resolution No. 1991-53, the Rosemount Port Authority, a Development Agency. Article II. impose The purpose of the Port Authority, a Development Aqency, is to carry out economic development and redevelopment within the City by acting as the development authority for the City on behalf of the City's interest in continued new job development and increased tax base. Article III. Port Authority Members The Port Authority Commission shall consist of seven (7) members appointed in accordance with the provisions of the Enabling Resolution No. 1991-53, Section 6. Article IV. Seal of Port Authority The seal of the Port Authority shall be in the form of a circle and shall bear the name of the Port Authority, the year established and contain the logo of the City of Rosemount. Article V. Officers Section 1. Chairperson. The Chairperson shall preside at all meetings and shall have the duties and powers usually attendant upon such officer. The Chairperson shall be elected by ,the Commission members at the annual meeting. Section 2. Vice Chairperson. The Vice Chairperson shall, in the absence or disability of the Chairperson, exercise all the powers and perform the duties of the Chairperson. The Vice Chairperson shall be elected by the Commission members at the annual meeting. Section 3. Executive Secretary. The 6;1ty Clerkshall act as Executive Secretary to the Authority and shall keep a record of all proceedings of Commission meetings. The Secretary shall also give notice of all meetings of the Commission and 1. Section 4. Article VI. Section 1. Section 2. shall perform such other duties as prescribed by the Commission. Treasurer. The Treasurer shall receive and be responsible for all monies from whatever source derived and the same shall be deemed public funds. Monies shall be disbursed only on checks signed by the Executive Director or the City Finance Director. The Port Authority Treasurer, when the Chairperson and Vice Chairperson are absent, shall be responsible for chairing the meeting. The City Finance Director will serve as the Port Authority Assistant Treasurer and be responsible for accounting, investment, fund maintenance and disbursement consistent with city procedures under the direction and control of the Commissioners. Other accounting procedures shall be in accordance with Minn. Stat. 469.049, et seq. and Enabling Resolution No. 1991-53. Administrative Structure Executive Director.The Port Authority shall employ an Executive Director who shall have general supervision, over the administration of its business and affairs, subject to the direction of the Port Authority. He/she shall be charged with the management of t.e de gJDpzezt Projects of the Port Authoritv. his person will be a tv of the City of Rosemount. --------------------- Assistant Director. The Port Authority may employ an Assistant Director who shall assist the Executive Director in the administration of the business and affairs of the Port Authority. The Assistant Director shall have the responsibility to coordinate meetings with public and private developers, pursuant to development/redevelopment projects and general business of the Port Authority. The Assistant Director shall also be responsible for reviewing and updating the Redevelopment Plan and written reviews of all development proposals which come before the Port Authority. Said reviews and other memorandums shall bedirectedto the Port Authority through the Executive Director. 2 The Assistant Director shall sit at regular or special meetings of the Port Authority in the absence of the Executive Director, and shall attend other meetings as requested by the Port Authority or Executive Director. Section 3. Additional Personnel. The Port Authority may from time to time employ such personnel as it deems necessary to exercise its powers, duties and functions as prescribed by law. Article VII. Meetings of the Port Authority Section 1. Meeting Place. The meetings shall be at such a place in Rosemount, Minnesota, as the Commissioners shall from time to time designate. All meetings, except as otherwise authorized or provided by law, shall be open to the public. The Chairperson may change the meeting place by giving five (5) days written notice to Commission members. Section 2. Time of Meetings. A. Recrular Meetings. Regular meetings shall be held twice each month at the time and date specified by the Port Authority. B. Special Meetings. A special meeting may be called by the Chairperson, the Executive Director, or by any three (3) Commissioners by written request filed with the Executive l+� Director who shall mail or personally deliver to all members notice of the time and place of such meeting at least twenty-four (24) ( hours in advance of the scheduled meeting time. Special meeting notices must be posted and shall state time, place and purpose of the meeting and no other business shall be considered. C. Annual Meeting. The Annual Meeting shall be the first meeting in February and held with the regular meeting at the time and date specified by the Port Authority. Section 3. Quorum. A majority of the commissioners shall constitute a quorum. A lesser number may adjourn a meeting until a quorum is obtained. When a quorum is in attendance at a meeting, action may be taken upon a vote of a majority in attendance. No voting shall be done by proxy. 3 Section 4. Governance of Meetings. The meetings of the Port Authority shall be governed by Robert's Rules of Order, provided that said rules shall be construed 1 liberally to afford the Port Authority flexibility in the conduct of its meetings. Article VIII. Manner of Voting J The voting on all questions coming before shall be by roll call, and the yea and nay upon the minutes of such meeting. Article I%. Order of Business 1. Call to Order 2. Approval of Minutes 3. Bills and Communications 4. Consent 5. Old Business 6. New Business 7. Chairperson's Report 8. Executive Director's Report 9. Adjournment Article B. Committees the Port Authority votes shall be entered The Chairperson shall appoint such advisory committees and subcommittees as he/she determines are necessary and select its members. No committee shall consist of more than five (5) members. Committee and subcommittee members shall consist of commissioners and/or other persons selected by the Chairperson. The Chairperson shall define the purpose of the committee and subcommittee and the expected length of time necessary to complete a report. At any time these members may be replaced or removed as deemed necessary by the Chairperson. Article %I. Annual Budget and Annual Report The Rosemount Port Authority, a Development Agency, shall have an annual budget consistent 'th_t]-equirements of Enabling. Resolution No. 1991-53 ity Charter, nd Minnesota Statutes, Chapter 469, et seq. An Annual Report shall be presented by the Port Authority to the City Council each year during the month of April reviewing Port Authority plans, projects and expenditures of the previous year. All other reports shall be kept and distributed in accordance with various statutes and Enabling Resolution No. 1991-53. 4 Article XIX. Powers The Port Authority may exercise all of the powers contained in the Minnesota Statutes, Chapter 469, as modified by Section 469.0813, and according to Enabling Resolution No. 1991-53. Article XIII. Amendments to Bylaws The Bylaws may be amended by a vote of a majority of the Commissioners only when the proposed amendment has been submitted in writing to all the Commissioners two weeks prior to the meeting at which the amendment to be considered. Article XIV. Approval of Bylaws These Bylaws and any amendments to them shall be subject to the approval of the Rosemount City Council Adopted: ,, 1992 at a regular meeting of the Rosemount Port Authority, a Development Agency. Chairperson ATTEST: Executive Director Approved by the Rosemount City Council on 1992 at a regular City Council meeting. Mayor City Clerk MEMO TO: John Edwards FROM: Steve Jilk DATE: March 2, 1993 RE: Proposed "Standing Rules" for the Port Authority Thank you for the ideas on "Standing Rules for the operation of business before the Port Authority. Rules of this nature would, I believe, go a long way in improving the quality and quantity of decision making by the Port Authority Board. Since the Port Authority does have a set of bylaws which outline the guidelines for operation of meetings of the Board, these suggestions, or a modified form of them could be used to amend the bylaws. I think your suggestions are all valid and appropriate and I would like to continue in a process to amend the Board's bylaws with them. I would have a few suggested changes and a couple of questions to clarify my concerns on some of your suggestions. I.B. Executive Session Second line - "which qualifies as attorney/client business." This seems to read better to me. I.C. Committee of the Whole 1.) To read - Committee of the Whole meetings shall be considered working sessions of the Port Authority. I.D. 2.) I believe I understand your purpose here on requiring the 3/4 vote and that would be to keep everything out in the open and public and to insure that we don't get any knee jerk votes on issues. But, many times the purpose of calling a special session is because we need to make a decision fairly quickly and can't wait for the next meeting. These meetings, though uncommon and few, may be necessary because of an emergency or generally because we knew that some information was going to be available on a specific date and then when available a decision has to be made quickly. If we require a 3/4 vote at a future meeting a decision isn't final until that 3/4 vote is taken. Sometimes, this can cause a delay when it may not be necessary. This may be far fetched but could cause a problem. I think the suggestion is a good one but maybe limit the required vote to a majority just to insure that a more "public" vote is taken. John Edwards Page 2 II.A. i.e.) New Business - Information Only. Are you suggesting that any item under new business would be considered information only and couldn't be voted on at this time? I would suggest that this is too limiting. I believe there are times when action is appropriate and timely even though it is a new item. Maybe we should consider two areas of New Business, Action Items and Information Only. Or reverse the entire agenda to offer Information Only and Action Items areas. One way we have done this with the City Council agenda is to provide a "Department Heads Reports" area which is used for non -action items and reports. This way all other items, new and old business, are expected to be action items. II.B. b.) Motions that conflict with business already adopted - Action taken which simply conflicts with standing, or already adopted business, is a problem. But, the Board must be able to take action to rescind a motion or resolution already approved to change their position. We can't bind future Boards with current Board action. II. C. Your suggestion is totally .proper. I would suggest some serious discussion with the current Chair on this before it is suggested though. The role of the Chair is to conduct the meetings of the Board and although the Chair is not restricted in his/her ability to make a motion or vote on it, his/her discussion should be limited as you suggested. I just suggest that it is, or could be a sensitive issue. Last Paragraph - I would simply suggest the words "of that involvement" be added after "notify the Chair and the Executive Director in writing. I don't want to muddy the waters on these ideas as I think they are overdue and will offer assistance in getting a professional touch to our meetings, but I would suggest that a way to proceed on this is to form an ad hoc rules committee to bring these ideas as bylaw amendments. Please give me a call afteryou've had a chance to review my comments. Thank you. Steve dw