Rev. #2 (9/27/01)
BY-LAWS
JEFFERSON-LEWIS WORKFORCE INVESTMENT BOARD
ARTICLE I - NAME
ARTICLE II - AUTHORIZATION
ARTICLE III - MISSION STATEMENT/STATEMENT OF PURPOSE
ARTICLE IV - ROLES AND RESPONSIBILITIES
ARTICLE V - MEMBERSHIP
ARTICLE VI - OFFICERS
ARTICLE VII - DUTIES OF OFFICERS
ARTICLE IX - COMMITTEES
ARTICLE X - MEETINGS
ARTICLE XI - STAFF
ARTICLE XII - AMENDMENTS
ARTICLE XIII - CONFLICT OF INTEREST
ARTICLE XIV - CODE OF ETHICS
ARTICLE I
NAME
The name of the organization shall be the Workforce Investment Board of Jefferson and Lewis Counties, formerly identified as the Jefferson-Lewis Private Industry Council (PIC), and hereinafter referred to as ABoard@.
ARTICLE II
AUTHORIZATION
The Board shall be authorized by the provisions of the Workforce Investment Act of 1998, Public Law 105-220, and the Jefferson and Lewis County Boards of Legislators.
ARTICLE III
The Board of Jefferson and Lewis Counties is committed to developing a proactive local workforce development system. The Board=s mission is to bring together business, government, education, labor, and the community to collaborate and to invest in the community=s future by linking education and training to the workplace of today and of the future.
The goals of the Board of Jefferson and Lewis Counties include:
< To integrate and improve the education, training, and employment delivery systems of Jefferson and Lewis Counties.
< To ensure that academic and career education programs provide the necessary skills for successful employment and lifelong learning.
< To articulate and implement local workforce development policies that support economic development strategies both in the two county workforce area and within the North Country region.
< To serve as a resource to assist local businesses in staying competitive by identifying workforce training needs and coordinating training resources.
< To link workforce preparation programs to economic development strategies.
< To promote the collaboration between business and the educational and vocational training systems.
ARTICLE IV
ROLES AND RESPONSIBILITIES OF THE BOARD
The Board is responsible for organizing the local workforce development system in a customer focused way.
The Board shall define the components of the system based on customer needs and expectations, as well as the system=s resources.
The Board shall set quality standards through a customer satisfaction system.
The Board will establish skill standards (transferable, occupational and academic) as related to securing and maintaining employment
The Board shall collect data and issue consumer report cards for continuous improvement.
The Board shall solicit the input and participation of the local business community in the provision of program services.
The Board shall issue one-stop charters and franchises, as provided in Section 117(2)(a)(i)(b)(c) of WIA, certifying that Board standards have been met.
The Board will inform and lead on regulatory reform as appropriate for the local workforce development system.
The Board shall construct its organizational by-laws and will develop for approval an annual budget for its board activities and insure that an annual financial review of board expenses is completed.
ARTICLE V
MEMBERSHIP
Members of the Board shall be jointly appointed by the Boards of the Jefferson County and Lewis County Legislature, in compliance with the rules and regulations of the Federal Government and shall include representation in compliance with Federal Regulations and New York State legislative policy.
The majority of members of the Board shall represent business and industry.
At least half of the business and industry representatives on the Council will be from small businesses.
The Board members shall be appointed by the County Boards for three (3) year fixed and staggered terms, and serve until their successor is appointed.
Should a member resign, a replacement to serve out the vacancy will be appointed by the Boards of the Jefferson County and Lewis County Legislature in the same manner as members of the Board are appointed.
ARTICLE VI
OFFICERS
The officers of the Board shall consist of a Chairperson, a Vice Chairperson, and a Secretary, elected by a majority vote of the Board.
The Chairperson and Vice Chairperson of the Board shall be selected from among members of the Board who are representatives of the private sector, as referenced in WIA Section 117, paragraph 5.
Officers shall be elected by a majority vote of the membership, and shall serve for one (1) year. Officers shall serve a one (1) year term, commencing on July 1, and completing on June 30.
No officer may serve in the same elected office more than three (3) consecutive terms.
ARTICLE VII
DUTIES OF OFFICERS
Function and responsibilities of the officers of the Board shall be as follows:
Chairperson
$ shall preside at all meetings of the Board;
$ shall establish agendas with assistance of staff for each regular Board meeting;
$ shall sign, on behalf of the Board, and with Board approval, all necessary legal documents;
$ shall appoint Ad Hoc committee(s), as determined necessary;
$ shall be the official representative of the Board, as required;
$ may call special meetings of the Board;
$ shall call special meetings of the Executive Committee when a quorum of the full Board cannot be met, as described in Article IX, and other responsibilities as determined by the Board
Vice Chairperson
$ shall assume all responsibilities of the chairperson, noted herein, in his/her absence
Secretary
$ attend all Board meetings and keep the minutes of the proceedings thereof
$ He/She shall affix the corporate seal to and sign such instruments as they require the seal and his/her signature
$ shall perform other duties as usual that pertain to the office of Secretary
ARTICLE VIII
NOMINATIONS COMMITTEE
The Board Chairperson shall appoint a Nominating Committee consisting of three (3) Board members for the purpose of nominating officers for the next calendar year.
The Committee shall, at the final meeting of the year, submit to the Board a slate of officers to assume office on the first day of July following their election.
The Committee shall nominate Board members representing the private sector for the position of Chairperson and Vice Chairperson. The position of Secretary may be elected from the general membership.
The Committee shall mail to all Board members, not later than ten (10) days prior to the annual election, a list of nominees recommended by the Nominating Committee.
ARTICLE IX
COMMITTEES
< Standing committees, as needed to carry out the purposes of the Board, shall be appointed by the Chairperson and ratified by the Board.
< The Chairperson of the Board shall designate the Chairperson of each committee.
< Each member of the Board shall serve on at least one standing committee.
< A quorum for committee meetings shall be attendance by fifty percent (50%) of the committee members.
< Special committees may be appointed by the Chairperson of the Board.
< Committee assignments will be for a period of one (1) year.
< WIB Chairperson shall serve as an ex-officio member of each committee.
< An Executive Committee shall be made up of the officers of the Board, and the chairperson of each of the standing committees. The Executive Committee will regularly review, approve, and take action as appropriate with regard to program delivery. The Executive Committee may meet and act in place of the full Board in an emergency capacity, when it is determined that immediate decision-making or action is required, and it is not practical to convene a meeting of the full Board in a timely fashion.
MEETINGS
An annual meeting of the members of the Board shall be held each year for the election of members of the Board of Directors, receiving annual reports of officers, directors and committees, and the transaction of such other business as may be appropriate. Notice of the meeting shall be mailed by first class mail to the last recorded address for each member at least ten (10) calendar days and not more than forty (40) calendar days before the time appointed for the meeting. Notice of the annual meeting shall set forth the place, date, and time of such meeting.
A minimum of four (4) regular meetings of the Board shall be held each year, one of which shall be an annual meeting.
Ten (10) calendar days advance notice of each meeting shall be given the members.
The Agenda for each regular meeting may include the following:
a. Call to Order e. Staff Reports
b. Minutes of the Previous Meeting f. Committee Reports
c. Correspondence g. Old Business
d. Financial Report h. New Business
Any member of
the Board may place items on the Agenda with previous notice to the Chairman or
his/her designee and/or staff.
Definitions to be used as guidelines for resolutions and motions as
agenda items are as follows:
RESOLUTION: A
formal action the WIB is asked to take.
Generally imparts policy, fiscal, and regulatory decision-making. Comes from the respective jurisdictional
committee. The language of the
resolution is specific, and is generally cast by the committee after
significant discussion. Resolution is
provided in advance to WIB members, in writing, and contains description that
clearly spells the objective(s) of the action requested to be taken by the WIB.
MOTION: A less formal action taken by the WIB, that does not rise to the power of a Resolution. It may or may not be reviewed by the membership prior to the request for action, and may not require significant committee discussion prior to discussion by the full Board. A motion may be placed on the agenda from the floor at a WIB meeting, and requires a motion and a second prior to being voted on by the membership.
Special meetings of the Board may be called by the Chairperson, or in his/her absence by the Vice Chairperson, or at the written request of five (5) members of the Board delivered to the Chairperson his/her designee, who must be given notice. Notice of each Special Meeting shall, if possible, be given five (5) days prior to the meeting to each member, and such notice shall specify the purpose thereof. However, if it is the judgment of the Chairperson, or in his/her absence the Vice Chairperson, an immediate Special Meeting is necessary, reasonable time within the scheduled time of the meeting shall constitute notice.
For the transaction of business in any regular meeting or special meeting of the Board, a quorum shall consist of a majority of the members then serving on the Board.
Approval of resolutions requires a majority of the membership present at the meeting at which the resolution(s) are presented.
All meetings shall be open to the public; the Board may move to executive session to discuss personnel, status of negotiations, or other topics consistent with federal and state law, doing so by a simple majority vote of the members present.
ARTICLE XI
STAFF
The Workforce Investment Board of Jefferson and Lewis Counties, will make arrangements with the counties for staffing.
The duties of the Executive Director shall be to implement the goals, objectives, and activities prescribed by the Board.
Staff to the Board may be reviewed for performance on an annual basis by the Executive Committee of the Board, and may include performance review and relationship with local workforce partners.
ARTICLE XII
AMENDMENTS
Recommended changes in the By-Laws shall be submitted in writing by a Board member to the Chairperson of the Board or his/her designee.
The Chairperson will review recommended changes with the Executive Committee and shall mail proposed amendments to the full Board at least ten (10) days prior to the regular meeting at which amendments are to be considered.
Amendments to the WIB By-Laws shall be passed by a majority vote of the Board. The vote on said proposed amendment(s) shall take place at the meeting of the Board which follows the presentations.
ARTICLE XIII
CONFLICT OF INTEREST
Conflict of interest, real or perceived, will not be permitted in the conduct of Board business.
Any duality of interest, or real or perceived conflict of interest on the part of any board member shall be disclosed to other board members and made a matter of record, either through an annual procedure, or when then interest becomes a matter of board action. To avoid any conflict of interest or apparent conflict of interest, no Board member shall vote on any proposal in which he/she has any direct or indirect financial interest. Any Board member having a duality of interest or conflict of interest, real or perceived, any matter, shall not vote or use his/her personal influence on the matter. Prior to discussion or voting on any such issue the member shall disclose such interest or association to the Board for inclusion in the written record. Board members with such interest or association may not engage in discussions on the proposal/issue, but may respond to questions raised by other Board members, or members of the public in attendance at the meeting. Any debate about whether a conflict of interest exists would be determined by the WIB Chairperson. The conflict of interest policy shall be reviewed annually for the information and guidance of the Board members, and that any new members be advised of the policy year entering the duties of board membership.
ARTICLE XIV
CODE OF ETHICS
Section 1. Purpose
Pursuant to the provisions of General Municipal Law, the Workforce Investment Act and policies established by the State, the Board recognizes that there are rules of ethical conduct for members which must be observed if public confidence is to be maintained in bodies responsible for public funds. It is the purpose of this resolution to establish the rules of ethical conduct for the members of the Board and these rules shall serve as a guide for official conduct of this Board. This resolution, as adopted, shall not conflict with, but shall be in addition to any prohibition of article eighteen of the General Municipal Law or any other general or special law relating to ethical conduct and interest in contracts for municipal officers and employees.
Section 2. Definitions
The following definitions are set forth for the purposes of this resolution:
(a) AMember@ means a member of the Workforce Investment Board
(b) AInterest@ means a pecuniary or material benefit accruing to a member, unless the context otherwise requires.
Section 3. Standards of Conduct
Every member of the Board shall be subject to and abide by the following standards of conduct:
(a) Gifts. No member shall directly or indirectly solicit any gift, or accept or receive any gift having a value of seventy-five dollars ($75.00) or more, whether in the form of money, services, loan, travel, entertainment, hospitality, thing or promise, or any other form, under circumstances in which it could reasonably be inferred that the gift was intended to influence him or her, or could reasonably be expected to influence him or her in the performance of his or her official duties, or was intended as a reward for any official action on his or her part.
(b) Confidential Information. No member shall disclose confidential information acquired by him or her in the course of his or her official duties, or use such information to further his or her personal interest.
(c) Representation Before any Agency For a Contingent Fee. No member shall receive compensation, or enter into any agreement, expressed or implied, for compensation for services to be rendered in relation to any matter before the Board whereby his or her compensation is to be dependent or contingent upon any action by the Board with respect to such matter.
(d) Disclosure of Interest. To the extent that he or she knows thereof, a member who participated in the discussion or gives official opinion to the Workforce Investment Board on any matter before the Board shall publicly disclose on the official record the nature and extent of any direct financial benefits to that member.
A member who is an officer, stockholder or employee of any business, firm, corporation or association must fully disclose his or her private interest in any contract authorized by the Workforce Investment Board prior to the vote. Any member subject to Section 800 of General Municipal Law (municipal officers/employees) must, in addition, disclose his or her financial interest in grants and contracts, in writing, to the governing body of the municipality of which he or she is an officer or employee.