Bylaws - last revision: July 23, 2019

Prince of Wales

Community Advisory Council

Bylaws

Last Revision: July 23, 2019

ARTICLE 1 – NAME ...................................................................................................................................... 3

ARTICLE 2 – STATEMENT OF PURPOSE ............................................................................................. 3

ARTICLE 3 - STATEMENT OF GOALS AND OBJECTIVES ............................................................... 3

ARTICLE 4 – ACTIVITIES OF THE COUNCIL....................................................................................... 4

ARTICLE 5 - COUNCIL MEMBERSHIP AND OFFICES ...................................................................... 4

Section 1. Membership ......................................................................................................................... 4

Section 2. Officers ................................................................................................................................... 5

(a) Chairman and Vice Chairman. ........................................................................................... 5

(b) Secretary. ................................................................................................................................... 5

(c) Treasurer. .................................................................................................................................. 5

Section 3. Resignation ........................................................................................................................... 6

Section 4. Removal ................................................................................................................................. 6

Section 5. Compensation ...................................................................................................................... 6

ARTICLE 6 - COUNCIL MEETINGS .......................................................................................................... 6

Section 1. Meetings ................................................................................................................................ 6

Section 2. Quorum .................................................................................................................................. 7

Section 3. Notice ...................................................................................................................................... 7

Section 4. Minutes................................................................................................................................... 7

Section 5. Robert’s Rules for Meetings ............................................................................................ 7

Section 6. Voting and Proxy ................................................................................................................. 7

ARTICLE 7 - POWERS AND DUTIES OF COUNCIL ............................................................................ 8

ARTICLE 8 - CONTRIBUTIONS BY MEMBERS ................................................................................... 9

ARTICLE 9 - INDEMNIFICATION OF OFFICERS AND REPRESENTATIVES ............................ 9

ARTICLE 10 - FISCAL YEAR ...................................................................................................................... 9

ARTICLE 11 - AMENDMENTS ................................................................................................................. 9

ARTICLE 12 - OFFICE .............................................................................................................................. 10

ARTICLE 1 – NAME

The name of the council of communities shall be PRINCE OF WALES COMMUNITY ADVISORY COUNCIL (hereinafter called

“Council”).

ARTICLE 2 – STATEMENT OF PURPOSE

The purpose of this Council is to promote resolution of issues concerning residents and communities of Prince of Wales Island.

ARTICLE 3 - STATEMENT OF GOALS AND OBJECTIVES

The general goals and objectives of this Council are to address and promote improvements in the following areas:

A. Economic Development

B. Transportation

(1) Roads – Improve inter-community road maintenance promote expansion of the State of Alaska road system.

(2) Marine Transportation – Promote improved ferry service to Prince of Wales Island.

(3) Airports and Air Service – Promote improved air service.

(4) Public Transportation – Promote a bus or other transit system.

C. Harbor facilities – Promote improvement and expansion of harbor facilities on the Island.

D. Refuse Collection and Disposal of Solid Wastes – Promote an improved solid waste disposal system and recycling.

E. Emergency Medical Services - Continue efforts to expand and improve Health Care and Emergency Medical Service.

F. Post Office/Mail Service - Continue efforts to improve mail service to the Island.

G. Island Resource Management - Pursue greater Island representation in resource management decisions.

H. Law Enforcement and Public Safety - Promote improvement of law enforcement and public safety services to the Island, improvement of search and

rescue services on Prince of Wales Island and Emergency Preparedness Planning.

I. Education - Support common education goals.

J. Boroughization – POWCAC will function as the clearinghouse for factual information regarding boroughization.

ARTICLE 4 – ACTIVITIES OF THE COUNCIL

The Council will act in an advisory capacity to all members

ARTICLE 5 - COUNCIL MEMBERSHIP AND OFFICES

Section 1. Membership

All community organizations and federally recognized Tribal Governments located on Prince of Wales Island shall be eligible for membership on the Council. The Prince of Wales Chamber of Commerce and City of Edna Bay shall also be members of the Council. The governing body of each community and Tribal Government desiring membership shall appoint one person to represent it annually on the Council. Each represented community, Tribal Government and the POW Chamber of Commerce shall be entitled to one vote on the Council.

Additionally, each community without a Federally Represented Tribe is entitled to two votes on all motions.

Section 2. Officers

(a) Chairman and Vice Chairman. The Council shall elect a Chairman and a Vice Chairman of the Council, each to hold office for a one-year term and until a successor is elected. Duties of the Chairman shall include maintaining communication with the membership and sourcing meeting agenda items. In the event the

Chairman or Vice Chairman so elected ceases to be a member of the

Council, the resulting vacancy in the office of Chairman or Vice Chairman shall be filled at the next meeting of the Council held after the vacancy occurs. In the absence or the inability of the Chairman to act, the Vice Chairman shall act as Chairman. The Chairman, or in his absence, the Vice Chairman, shall preside at and conduct all meetings of the Council.

(b) Secretary. The Council shall elect a Secretary of the Council at its first meeting, to hold the office for a one-year term and until a successor is elected. In the event the Secretary so elected ceases to be a member of the Council, the resulting vacancy in the office of Secretary shall be filled at the next meeting of the Council held after the vacancy occurs. In the absence or inability of the Secretary to act, the Council shall appoint an acting Secretary to serve as Secretary for the meeting at which the elected Secretary is unable to act or serve. The Secretary shall be responsible for keeping and maintaining the minutes of the meetings of the Council, and other records, contracts and documents pertaining to the Council.

(c) Treasurer. The Council shall elect a Treasurer of the Council at its first meeting, to hold the office for a one-year term and until a successor is elected. In the event the Treasurer so elected ceases to be a member of the Council, the resulting vacancy in the office of Treasurer shall be filled at the next meeting of the Council held after the vacancy occurs. The Treasurer shall be responsible for keeping and maintaining the financial records of the Council, collecting annual membership dues and maintaining a list of individual member representatives.

Section 3. Resignation

Any member may resign at any time by giving written notice to the Secretary of the Council. Unless otherwise specified in such written notice, such resignations shall take effect upon receipt thereof by the Secretary, and acceptance of such resignation shall not be necessary to make it effective.

Section 4. Removal

Any officer may be removed with or without cause at any time by an affirmative vote of three quarters (3/4) of voting members of the Council and a meeting called for that purpose. Any officer subject to such shall be given not less than ten (10) days of written notice of the fact that the issue of his or her removal shall be decided, and the date, time and place of such meeting, and shall be afforded an opportunity to present written or verbal comment upon the proposed action prior to any decision thereon.

Section 5. Compensation

All officers and members shall serve without compensation, but may be entitled to reimbursement of actual and reasonable expenses incurred in the performance of their official duties upon approval of the Council. The Council reserves the right to make reservations or prior arrangements for such expense items as airlines and hotels, and to establish a per diem rate or allowance to cover incidental expenses.

ARTICLE 6 - COUNCIL MEETINGS

Section 1. Meetings

Meetings of the Council shall be held on bi-monthly basis. The place of meetings shall rotate among the communities. Subsequent month’s meeting date and place shall be set at the meeting conducted the month previous to the subsequent meeting. All meetings shall be open to the public.

Section 2. Quorum

A quorum shall, for the purpose of conducting meetings and drafting proposals, consist of six POWCAC members. An affirmative vote of a simple majority present at the meeting shall be required to pass any motion or action.

Section 3. Notice

Meetings shall be announced by the Chair via electronic media (i.e. Email) one week in advance of the meeting. The announcement shall be sent to all Island Communities.

Section 4. Minutes

The Secretary or an appointed note-taker shall cause minutes of the meeting to be kept and shall, as soon as possible after each meeting, cause a copy of the minutes to be forwarded to each Council member. Copies of the minutes shall be made available to each participant upon request.

Section 5. Robert’s Rules for Meetings

All meetings will be conducted in accordance with Robert’s Rules of Order.

Section 6. Voting and Proxy

A proxy is defined as another individual or another POWCAC member, designated by the absent POWCAC member. Notifications of proxy designations shall be submitted to a POWCAC officer. for the purposes of conducting matters upon which a vote of the members is required or permitted, provided that a proxy shall be counted only for the purposes of establishing a quorum and voting on issues specifically set forth in the proxy.

ARTICLE 7 - POWERS AND DUTIES OF COUNCIL The Council shall act in an advocacy capacity only for participating members and may:

(a) Prepare recommendations, resolutions and policy statements for presentation to participating members.

(b) May request that participating members adopt Council recommendations, resolutions or policy statements.

(d) May determine the amount of and establish a membership fee required of each participating member.

(e) May provide for proper accounting and reporting procedures.

(f) May develop and prepare cooperative participation agreements for approval by participating members.

(g) May lobby for matters approved by participating members in behalf of those participating members.

(h) May exercise all of the powers necessary or desirable to carry out the purposes of the Council or the specific powers enumerated in this

article. All recommendations or resolutions approved by the Council shall be executed by the Chairman and attested by the Secretary.

ARTICLE 8 - CONTRIBUTIONS BY MEMBERS

Each participating member shall make an annual contribution of $25.00 to cover necessary expenses of the Council. Payment shall be due in January with membership dues to be deposited in a Savings Account at First Bank in Craig.

ARTICLE 9 - INDEMNIFICATION OF OFFICERS AND REPRESENTATIVES The officers and representative members of the council shall use ordinary care and reasonable diligence in the exercise of their powers and in the performance of their duties for the Council and shall not be liable for any mistakes of judgment or other action, taken or omitted by them in good faith; nor for any action taken by an agent, employee or independent contractor selected in good faith by them or any of them; nor for the loss incurred through investment of Council funds or failure to invest. No officer or member shall be liable for any action taken or omitted by any other officer or member.

ARTICLE 10 - FISCAL YEAR

The fiscal year of the Council shall commence on January 1 of each year and end on December 31 of each year, or as determined by the Council.

ARTICLE 11 - AMENDMENTS

These Bylaws may be amended in writing approved by not less than two- thirds (2/3) vote of the voting members.

ARTICLE 12 - OFFICE

The principal office of the Council shall be c/o the City of Craig, Craig City

Hall, P.O. Box 725 Craig, Alaska 99921, or at such other location as the Council shall decide on Prince of Wales Island. The Council may also maintain offices as such other places within Alaska as the Council may from time to time determine.

The undersigned certifies that the forgoing bylaws have been adopted as the first bylaws of this council.