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BY-LAWS
Table of Contents
Article I: Name
Article II: Authority
Article
III: Principal Office
Article IV: Board of Directors
Section 1. Number
and Qualification of Directors
Section 2. Election of Directors
Section 3. Vacancies
Section 4. Board
Meetings
Section 5.
Special Board Meetings
Section 6. Quorum
Section 7. Depository
Section
8. Non-Liability of Directors for Debts and Liabilities
Section 9. Employees
Section 10. Bonds
Section 11. Board
Authorities
Article V: Officers
Section 1. Manner of Election
Section 2. Tenure of
Office
Section 3. Duties
Article VI: Order of
Business at Meeting
Article VII: Amendments
Article I: Name
The name of this District shall be "Fayette County Groundwater Conservation
District" (FCGCD).
All references herein to "the District" refer to the Fayette County Groundwater
Conservation District.
Article II: Authority
The authorities under which this District is created and established are set
forth in Chapter
36, entitled "Groundwater Conservation Districts", of the Texas Water
Code, in Section
59 of Article 16 of the Texas Constitution, and in an Act of the Legislature of
the State
of Texas, meeting in Regular Session in 2001 as the 77th Legislature, said Act being
Chapter 302 of the General and Special Laws of the State of Texas, 77th Legislature
(2001), Regular Session, said Act being effective September 1, 2001, said Act
(Chapter 302) also being known as Texas House Bill 1081. These by-laws are adopted
to facilitate the conduct of the business of the District. In the event of any conflict
between these by-laws and applicable law, it is expressly recognized that such conflict
is inadvertent and unintended, and the law shall govern.
Article III: Principal
Office
The principal office shall be located in La Grange, Fayette County, Texas
whereby closer
and easier communication can be had with other governmental entities. The principal
office of the District is located at the Fayette County Agricultural Building,
254 North Jefferson, La Grange, Texas, or at such other place as the Board of Directors may
determine from time to time.
Article IV: Board of
Directors
Section
1. Number and Qualification of Directors
The business, powers and duties, rights and privileges, functions and property
of the District
shall be conducted, controlled, and managed to the extent authorized by law and
these by-laws by a Board of five (5) Directors, four of whom have been elected
from their
Fayette County Commissioners’ Precincts and one Director elected by the County
at
large.
Section 2.
Election of Directors
Directors will be elected for a four year term and may not succeed themselves
after serving
two consecutive four-year terms, however may be re-elected after skipping one term
after the conclusion of serving two consecutive terms. Directors shall hold
office until
their successors have been duly elected or appointed and qualified.
Section 3. Vacancies
Whenever a vacancy occurs in the Board of Directors, other than from the
expiration of a
term of office, the remaining Directors shall appoint a member to the Board of Directors,
as set forth in §36.051(c), Texas Water Code. If the vacant office is not scheduled
for election for longer than two years at the time of the appointment, the Board
of Directors shall order an election for the unexpired term to be held as part
of the next
regularly scheduled director’s election. If less than six (6) months remain on
this vacancy,
the Board of Directors at its discretion may leave the position open until the election.
Section 4. Board
Meetings
The Board of Directors shall plan to meet at least once each month, at the
discretion of the
Board of Directors, in the principal office of the District or where notified
according to the
Texas Open Meetings Act, Chapter 551, Government Code, at a time to be set by the
Board of Directors.
Section 5.
Special Board Meetings
Special meetings of the Board of Directors shall be held upon the call of the
President of
the Board of Directors or upon the written request of at least two (2) members
of the Board
of Directors. Such written request shall be signed by members making same, shall
state the purpose of such meeting, the time and place where it is to be held,
and shall
be addressed and delivered to the Secretary of the District’s Board of
Directors. Public
Notice of special meetings of the Board of Directors must be given and made in compliance
with the Open Meetings Act, Chapter 551, Government Code. Written notice
of all special meetings shall be given to all members of the Board of Directors
at least
two (2) working days prior to the date of such meeting, provided, however, that such
written notice of any meeting may be waived by the Board of Directors by unanimous
consent.
Section 6. Quorum
A majority of the members of the Board of Directors shall constitute a quorum at
any meeting
of the Board. A concurrence of a majority of the entire membership of the Board
is sufficient for transacting any business of the District.
Section 7. Depository
The Board of Directors shall have the power from time to time to select one or
more banks
to act as depositories of the funds of the District, to determine the manner of receiving,
depositing, and disbursing the funds of the District, the form of checks to be used,
and the person or persons who shall be authorized to sign such checks.
Section
8. Non-Liability of Directors for Debts and Liabilities
No Director of the Fayette County Groundwater Conservation District shall be individually
liable or responsible for any debt or liabilities of the District.
Section 9. Employees
The Board of Directors shall have the power to employ personnel as may be deemed
necessary,
to prescribe the duties thereof, and to fix their compensation. Also, the Board
of Directors may enter into contracts with other firms, contractors or
consultants. No
Director or member of a Director’s immediate family shall serve on a full time
or permanent
basis as an employee of the District. The District shall comply with Government
Code, Chapter 573 – Degrees of Relationship; Nepotism Prohibitions.
Section 10. Bonds
The Board of Directors shall require all officers, employees, consultants and
agents of the
District handling funds or property belonging to, or in possession or under the control
of the District, to furnish the District with a satisfactory bond of indemnity, indemnifying
the District and its members against any fraudulent, dishonest, or unlawful act
on the part of such officers, employees, consultants and agents. Such bond shall
be furnished
by a responsible bonding company and shall be approved by the Board of Directors.
The Board of Directors may pay the premium on surety bonds required of officials,
employees, consultants or agents of the District out of any available funds of the
District, including proceeds from the sale of bonds.
Section 11. Board
Authorities
The Board of Directors shall have the usual authorities of a board of a District
to:
- Enter into contracts, leases, permits
borrowing money by issuing simple notes, bonds or other instruments
normally required in a business transaction of a District;
- Manage any District facilities; and to
- Set the rate of compensation for their own
services to the District in accordance with the requirements set forth in
Section 36.060(a), Texas Water Code.
- Grant exemption from ad valorem taxes to
qualified charitable organizations that submit an application for such
exemption, accompanied by a determination letter from the Comptroller of
Public Accounts which states that the applicant organization does qualify
as an organization engaged primarily in performing charitable functions
and is eligible for an exemption under Section 11.184 of Chapter 11, Tax
Code. The Board of
Directors shall grant such exemption if and only if the application is
accompanied by letters granting such exemption from the taxing units of
Fayette
County
and the applicable school district.
(Amended
on
June 7, 2004
.)
Article V: Officers
Section 1. Manner
of Election.
After the General Election held in November of even numbered years, and when any
new
Board members and/or any old Board members who were re-elected are all sworn in as
duly elected directors, the Board of Directors will meet in December and elect
from their
number a President, Vice-President, Secretary and a Treasurer. The two offices
of Secretary
and Treasurer may be combined as Secretary/Treasurer at the discretion of the
Board of Directors.
Section 2. Tenure of
Office
Each office within the Board of Directors shall be a two year term; however, any
director may
be elected to any office every two years, at the Board of Directors’
discretion, within
the time that Director is eligible to serve on the Board of Directors.
Section 3. Duties
1. The president shall:
A. Preside over all meetings of the District and of the Board of Directors.
B. Call special meetings of the Board of Directors.
C. Perform all acts and duties usually performed by an executive officer of a District.
D. Serve as an ex-officio member of all committees of the District.
E. Sign all documents as he or she may be authorized or directed to sign by
the Board
of Directors.
As
stated in Chapter 36, Section 36.054, the president “is the chief executive
officer of the district”. As such,
he shall act as official spokesperson for the District.
No other Board member shall speak or testify for the Board unless with
prior approval of the Board. (Amended
on
June 7, 2004
.)
2. The vice president shall perform the duties of the president at such time or
times as the
president shall be absent or disabled. In case of the death, resignation, or
total disability
of the president to perform the duties of office, the Board of Directors may declare
the office vacant and elect his or her successor.
3. The secretary shall keep a complete record of all meetings of the Fayette
County Groundwater
Conservation District and of all meetings of the Board of Directors. The
secretary shall have general charge and supervision of the books and records of
the District. The secretary shall attest or sign as secretary all papers
pertaining to the
District as he or she may be authorized or directed to do by the Board of Directors.
The secretary shall serve all notices required by law and by these bylaws and
shall make a full report to the Board of Directors at their meetings of all
matters and
business pertaining to the District. The secretary shall make all reports
required of
the secretary by the Board of Directors. The secretary shall keep in the office
of the
District all District documents, minutes, agendas, audit reports, letters of exemption,
charter, bylaws, and amendments thereto and shall maintain a separate permanent
file containing these documents. Upon the election of a successor, the secretary
shall deliver to his or her successor all books, documents, and other property
in his or her possession belonging to the District.
4. The treasurer shall keep a complete record of all financial transactions of
the District and
shall perform such other duties and exercise such other powers as the Board of Directors
may authorize or direct.
Article VI:
Order of Business at Meeting
The District may follow this order of business in conducting its meetings:
1. Determine if a quorum is present.
2.
Proof of due notice of call of meeting.
3.
Reading and approving minutes of last meeting.
4.
Report of Treasurer.
5.
Public comment.
6.
Any old business.
7.
Any unfinished business.
8.
Any new business.
9.
Consider and take appropriate action on items to be placed on the next agenda.
In
order to encourage and facilitate public comments, for each business meeting the
Board shall have an item on the meeting agenda at which point the Board shall
allow time for members of the public to comment concerning any item on the
agenda for that meeting or concerning other District business.
No action may be taken by the District Board, nor may extensive
discussion be made by the Board during the public comment period, and if a
citizen brings an item before the Board which the Board believes needs to be
acted upon, the Board may place the matter as an agenda item for a future
meeting. In order to ensure that
members of the public have an opportunity to speak while still allowing time for
the Board to conduct its business, the Board may set time limits on the comments
of each member of the public. In the
event time limits need to be imposed on the length of public comment at a
particular meeting, the Board hereby determines that the standard time limit for
the public to comment at a meeting shall be as follows:
(1) Each member of the public who appears at a Board meeting shall be
limited to a maximum of five minutes to make his/her remarks during the public
comment period. (2) In the event
that more than six members of the public wish to address the Board during the
public comment period concerning a particular agenda item, then three members of
the public wishing to speak for an agenda item and three members of the public
wishing to speak against an agenda item shall be allowed to speak, each member
being limited to a maximum of five minutes.
In matters of exceptional interest, or as the need at a particular
meeting may arise, the Board may, by
a majority vote of the members of the Board in attendance at the meeting, set
reasonable limits on the number, frequency and length
of presentations before it at that meeting.
Article VII: Amendments
The By-laws of the Fayette County Groundwater Conservation District may be
altered or repealed
by at least three (3) members voting affirmatively for the change at any regular
or
special meeting held with due notice in accordance with the Open Meetings Act.
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