ARTICLE I: NAME AND PURPOSE
These bylaws have been proposed and accepted by majority vote of the Arid LID Coalition (“Coalition”) Members as defined herein, on June 25, 2020 The purpose of this group is to foster a public awareness of stormwater as an asset instead of a liability and to increase literacy around effective and arid-adapted Green Stormwater Infrastructure (GSI) and Low Impact development (LID) strategies.
ARTICLE II: THE STEERING COMMITTEE AND VOTING MEMBERS
The members of the Coalition (“Members”) are anyone who attends at least one Coalition meeting within each calendar year, and steering committee (“Steering Committee”), shall be those Members elected annually by majority vote as defined herein.
ARTICLE III: OFFICERS
Section 1 – Roles and Responsibilities
The role of the Officers is to facilitate the business of the Coalition. Officers of the Coalition shall include the following:
A. Chair. Responsible for directing Coalition meeting activities in conjunction with business agendas, and generally ensuring the effectiveness of the Coalition. The Chair will also develop the Steering Committee meeting agenda with the help of the Vice Chair, including any roll over items from the previous meeting.
B. Vice Chair. Responsible for directing Steering Committee meeting activities in conjunction with business agendas, emailing agendas and generally ensuring the effectiveness of the committee. The Vice Chair shall also serve as the Chair pro tem and preside over Coalition meetings in the absence of the Chair.
C. Communications. Acts as the record-keeper for the Steering Committee, including recording the minutes of all steering committee and Coalition meetings and making minutes available to officers via email and uploaded to the Google Drive folder.
D. Treasurer. Responsible for providing a Treasurer’s Report at each steering committee meeting, which may consist of the cash balance and outstanding obligations or committed costs.
E. Member At Large. Responsible to provide input to Chair/Vice Chair on Steering Committee agenda items and other duties as volunteered. Also responsible for developing e-newsletter content with other Officers.
Officers may number between 5-9 members. In the event an officer resigns prior to the expiration of their term, the roles will be determined by the standing Officers. If the makeup of the Steering committee falls below the minimum number of Officers, the Coalition will vote to elect an additional officer at the next Coalition meeting to fill the remainder of the vacated seat.
Section 2 – Elections
Election of all officers shall take place following the last scheduled meeting of each calendar year.
Officers of the Coalition shall be elected by majority vote of the Members via electronic vote. Each officer shall serve a one-year term and may succeed themselves in office so long as elected in accordance with these bylaws for each subsequent term. An officer may only be removed from office by a majority vote of all Members. Any Member of the Coalition may volunteer to serve as an Officer to be voted on during the election. Officer positions will be determined by those elected members during the first Steering Committee meeting of the year.
ARTICLE IV: GOVERNING APPROACH
Section 1 – Consensus Building
The Coalition will approach its deliberations as a proactive problem-solving body seeking to produce recommendations that address, in so far as possible, the practical needs and interests of all participants. The group will work jointly to educate and build understanding regarding the participants’ values and interests related to the issues, while also developing a baseline understanding of essential information and identifying areas of agreement. The Members are the formal decision-making body. The Members will work towards consensus on recommendations for collective action by the Coalition. Our intent for the Coalition is to have shared leadership, shared responsibility, shared funding, and shared credit for work completed by the Coalition.
Section 2 – Meeting Norms
The Coalition protocols for group behavior and interactions are as follows:
- Be as Present as you can Be. Practice active listening; restate what you hear and ask clarifying questions rather than assuming.
- Step Up, Step Back. Maintain self-awareness of when to contribute and when to listen.
- Mission Focus. Respect the mission by keeping a positive, action-oriented focus.
- Presume Good Intent, Attend to Impact. Address individual concerns quickly and directly.
ARTICLE V: WORKING GROUPS
Working Groups or other committees may be formed to address issues or projects that arise. It is recommended that an Officer sit on each Working Group to report back to the Steering Committee on the activities and progress of that group so that the Steering Committee members may lend support to the Working Group. In the case that an Officer is not on a Working Group the Champion will fill the role of reporting to the Steering Committee. Two-way communication between the Working Groups and the Steering Committee is important.
Working Groups shall identify a Champion to schedule and lead meetings and report out to the full Coalition when necessary. The Officers can request that the Champion report out to the full Coalition. Likewise, the Champion may also request time on the next Coalition meeting agenda to report their progress or decision-making points to the full Coalition. Any documents or meeting minutes will be maintained on the Google Drive accessible by all Members.
ARTICLE VI: MEETINGS
Section 1 – Steering Committee
Steering Committee meetings shall be officially scheduled during the first meeting of the calendar year, with meetings to be scheduled monthly. The location of the meetings will also be determined at this time. Meetings will be presided over by the Vice Chair. The Vice Chair shall send Officers an electronic calendar invite for the year’s meeting schedule.
Alternate meeting dates or venue changes must be scheduled no later than the prior month’s meeting by Officers present. Additional meetings may be called for and scheduled by majority vote. The Vice Chair may cancel any regularly scheduled meeting if no items are before the Officers for that meeting, provided however, that the Officers hold a minimum of four (4) meetings per year.
Section 2 – Coalition
Coalition meetings will be scheduled by the Steering Committee, announced at least one month in advance via the e-newsletter, and shall be posted on the website. A minimum of four (4) Coalition meetings shall be held each calendar year. Coalition meetings will be presided over by the Chair. Members can request time on the agenda at Coalition meetings. Meetings will generally follow the format of a speaker or research presentation, Coalition business such as Working Group report backs and other actions that require decision making by the full membership. Member networking, announcements and other working meeting activities may also be included as time permits.
ARTICLE VII: RULES OF VOTING
Section 1 – Quorum
At all meetings of the Steering Committee, the presence of at least a majority of the Officers shall be necessary and sufficient to constitute a quorum for the transaction of business. At all meetings of the Coalition, the presence of at least 15 Members shall be necessary and sufficient to constitute a quorum for the transaction of business. Any action requiring a vote upon any matter shall be valid and effective, with the affirmative vote of a majority of the Members present at a meeting and at which a quorum is present, or electronically with the minimum quorum participation by Members. In the event the agenda includes items which require a quorum vote and a quorum is not established, the item shall be moved to the next meeting.
Section 2 – Voting
Robert’s Rules of Order shall be used for Coalition meeting votes. Any item may be approved by acclamation or by roll-call vote, unless otherwise required. Any Member may call for a vote on any item under discussion at any time during a meeting. If that call for vote is seconded, the Chair shall open for discussion, and call for a vote. Likewise, any item may be tabled by a majority vote. All votes shall be recorded by a designated Officer. In the event of a tie, any Member may call for a revote.
Electronic or e-mail voting on business between regularly scheduled meetings shall be permitted in accordance with these bylaws.
ARTICLE VIII: FINANCES
The Fiscal Agent shall be Ciudad Soil and Water Conservation District, or any other entity identified by the Steering Committee as capable and trustworthy. A full Coalition vote must be held in order to change the Fiscal Agent.
All expenditures for special projects shall be determined by a simple majority vote of Officers. Proposals and projects including a scope of work and cost shall be voted and approved before work shall commence.
Invoices for prior approved projects shall include a percentage of work accomplished, or itemized direct costs, as well as a current schedule for completion. Invoices exceeding the percentage of work accomplished shall not be paid, except where prior approved direct itemized costs are billed.
Invoices for prior approved projects may be approved at any time either at a meeting or via email by one of the following Officers in the order listed: (1) Treasurer; (2) Chair; (3) Vice Chair; (4) Communications; or (5) Member At Large. Invoices for work in progress (partial payments) shall be evaluated according to the percentage of work completed and the percentage of money drawn. Any invoices for expenditures not previously approved by majority vote of the Officers can be approved during a scheduled meeting or by electronic approval.
ARTICLE IX: AMENDMENTS
These bylaws may be amended during a scheduled meeting upon a two-thirds vote of the Members present. Notice of discussion and amendment shall be posted on the website and in the e-newsletter prior to the scheduled meeting at which the vote will be taken. This notice must include both the text of the current bylaws, as well as the text of any proposed change(s). Amendments become effective immediately upon adoption.