Portland Harbor CAG Bylaws

BYLAWS OF THE
PORTLAND HARBOR COMMUNITY ADVISORY GROUP
As Amended November 2012

ARTICLE I
PURPOSE

Section 1. Name of Organization. The name of the organization shall be the Portland Harbor Community Advisory Group (PHCAG).

Section 2. Purpose of PHCAG. The purposes for which the Portland Harbor Community Advisory Group (PHCAG) has been organized for are: To ensure a Portland Harbor Cleanup that restores, enriches, and protects the environment for fish, wildlife, human health, and recreation, through community participation

ARTICLE II
MEMBERSHIP

Section 1. Membership Qualifications. Membership in PHCAG shall be open to:

A) One representative from each recognized impacted Neighborhood Association.
B) Three representatives of the impacted business community.
C) Three representatives of the impacted recreation community.
D) Three representatives from environmental groups.
E) Three representatives from public health groups.
F) Five representatives from the impacted community at- large.
G) One representative of labor.
H) One student.

Section 2. Member Resignation. Any member who meets any of the following conditions must resign their membership from PHCAG.
A) Any member who has more than three unexcused absences in a 12-month period will be recognized as an automatic resignation.
B) Any member who can not represent the group or association that they originally represented when appointed.

Section 3. Review of Membership. Organizations or representatives may, with good cause, petition the PHCAG for review of representation. Such review may result in the admission or denial of a new organization, or the expulsion, termination or suspension of an existing member. The PHCAG may convene an ad hoc membership review committee, or the PHCAG itself may consider membership matters without referring such matters to a committee.

Section 4. Voting. All members of PHCAG, as defined in Article II, section 1, shall have one (1) vote each to be cast during attendance at any PHCAG general or special meeting. These members shall be referred to as “voting members” in these bylaws. In no case shall any voting member be entitled to more than one (1) vote.

ARTICLE III
MEETINGS

Section 1. General Meetings. There shall be a minimum of eight (8) meetings annually. Notification for all meetings shall require seven (7) days advance public notice.

Section 2. Agenda. The chairperson shall prepare the agenda for general PHCAG meetings with input from CAG membership. Any member may make a motion to add an item to the agenda at the general meetings. Adoption of that motion requires a second and a majority vote of voting members in attendance.

Section 3. Quorum. A quorum of one half the total membership shall be required to conduct business. Unless specified in these bylaws, decisions of the PHCAG shall be made by a majority vote of those voting members present at any meeting.

Section 4. Participation. A majority of PHCAG members may call a general or special meeting. Any general, special or committee meeting is open to any person. Only voting members are entitled to vote. All actions, decisions or recommendations made at general or special meetings, including PHCAG reports, shall be communicated to all affected members. PHCAG members are encouraged to participate in PHCAG discussion openly. Communication between PHCAG members and others to resolve issues before attending meetings is encouraged.

Section 5. Conduct. PHCAG members are expected to adhere to certain rules of behavior. Members will:

A) Treat each other with respect and courtesy.
B) Not monopolize meeting time.
C) Are expected to attend all general meetings.
D) Not misrepresent the position or actions of the PHCAG.

Section 6. Public Involvement. PHCAG meetings are open to the public. A public comment period should be provided for non-representatives during each meeting. It is intended that speakers limit their time to three (3) minutes. Individuals that are disruptive will be asked to leave the meeting. Nonmembers can participate within the meeting at the discretion of the chairperson.

ARTICLE IV
Positions/Elections

Section 1. Positions
A) Chairperson.
1) Description. The Chairperson is responsible for the overall functioning of the PHCAG. The specific duties of the Chairperson, unless delegated by the Chairperson to another member, shall be to:
a) Develop meeting agenda.
b) Arrange for speakers and/or presentations.
c) Conduct meetings.
d) Assist incoming Chairperson in whatever manner possible.

2) Qualifications. The chairperson shall hold that position for which he/she was elected or appointed for a term of one (1) year or until a successor has been elected or appointed.

a) Must be eligible to vote, as per Article II, Section 4.
b) Must serve on or take an active role in one (1) or more committees, representative positions or special events.

B) Secretary.
1) Description. The Secretary is responsible for ensuring that PHCAG activities are adequately recorded. The specific duties of the Secretary shall be to:
a) Record the names of all attendees at PHCAG meetings.
b) Record the deliberations, actions and results of any votes taken in the minutes of each meeting.
c) Provide the Chairperson with copies of meeting minutes and reports.
d) Assist incoming Secretary in whatever matter possible. Also turn over all minutes, records and files to incoming Secretary.

C) Treasurer.
1) Description. The treasurer is responsible for receiving and disbursing of all funds of the PHCAG. As such, the treasurer is responsible for retaining in an orderly manner all financial records for the PHCAG including monthly bank statements, monthly treasurer’s reports, quarterly or annual balance sheets or income statements, and all receipts for expenditures. The treasurer is also responsible for supplying financial reports and payment requests that may be needed as requirements of grant awards received by PHCAG. Upon vacating the position the treasurer must meet with the incoming treasurer to turn over, and review all accounts and records. Also prepare a final statement of the PHCAG’s financial status and present it to the membership.

Section 2. Elections. Only voting members as defined in Article II, Section 1, shall be qualified to hold an elected or appointed position of PHCAG.

A) Elections will be held once a year, in the fall of each year.
B) Nominations will be made from the floor.
C) Requires a majority vote of voting members present at the meeting.

ARTICLE V
COMMITTEES

Section 1. Formation. Committees shall be established whether standing, ad hoc, or special, as PHCAG deems necessary. A vote of members at a general or special meeting shall form a committee and that committee will be given specific direction from the membership.

Section 2. Duties. Committees shall make recommendations to the PHCAG for actions, but shall not have the power to act on behalf of PHCAG without specific authorization from the PHCAG.

Section 3. Standing Committees. An elected coordinator shall direct standing committees and be elected by the majority of committee members. The coordinators position will be for one (1) year or until his/her successor is elected or appointed or the committee is dissolved.

Section 4. Special Committees. Special committees shall be formed by a majority vote of the members present at a general or special meeting. Oral summaries or reports are to be given at general or special meetings.

Section 5. Existing Standing Committees.
A) Administration Committee.
B) Education & Outreach Committee.
C) Evaluation Committee.

ARTICLE VI
FINANCIAL/ORGANIZATIONAL STATUS

Section 1. Dues. There shall be no charging of dues or membership fees.

Section 2. Fundraising. Activities to raise funds for PHCAG use may be held if approved by the PHCAG voting membership.

Section 3. Changes in Financial and Organizational Status. The Administration Committee will review changes to the financial or organizational status. The Administration Committee will then report back to the PHCAG with its recommendations for review and/or vote.

ARTICLE VII
CONFLICT OF INTEREST

Section 1. Definition. A conflict of interest exists for a member whenever the member holds a personal financial interest, which will be impacted by the actions or inaction of the PHCAG.

Section 2. Declaration of Conflict of Interest. Whenever a member determines that they have a conflict of interest relating to an item under discussion, that member must inform the PHCAG hearing the discussion that the conflict of interest exists.

Section 3. Abstention from Voting. Members shall not vote on matters in which they have a conflict of interest.

ARTICLE VIII
GRIEVANCE PROCEDURE

Section 1. Grievance Committee. A grievance committee shall be formed by a majority vote of the members at a general or special meeting.

Section 2. Affected Individual or Group. Any individual or groups that has been adversely affected by a decision or policy of the PHCAG may submit in writing a complaint to any member of the grievance committee, or if no grievance committee has been formed, then to the PHCAG general membership.

Section 3. Receipt of Complaint. After receipt of the complaint, the grievance committee shall acknowledge receipt of the complaint and arrange with the petitioner a mutually acceptable place, day, and hour for a review of the complaint, and shall in writing, within thirty (30) days, recommend a resolution of the grievance to the board.

Section 4. Final Resolution. The grievance committee shall attempt to resolve the complaint and submit a written report of their recommendations to the petitioner and the PHCAG general membership. If a final agreement can not be reached then final resolution of the complaint shall be by vote of a majority of the voting members present at a general or special meeting.

ARTICLE IX
PROCEDURE FOR CONSIDERATION OF PROPOSALS

Section 1. Submission of Proposals. Any person, group or government agency may make a proposal in writing for consideration and/or recommendation to the PHCAG.

Section 2. Notification. The proponent and/or members directly affected by such proposals shall be notified in writing, not less than seven (7) days in advance, of the place, day and hour the proposal shall be reviewed.

Section 4. Attendance. The proponent may attend this meeting to make a presentation and answer questions concerning the proposal.

Section 5. Dissemination. The PHCAG shall submit recommendations and dissenting views as recorded from the meeting to the proponent and other appropriate parties.

ARTICLE X
ADOPTION AND AMENDMENTS

Adoption of and amendments to these bylaws, or dissolution of the PHCAG shall require a two-thirds (2/3) vote by the voting members present at a general or special meeting. Before these bylaws are amended, the proposed amendment shall be read during general or special meetings on two (2) different days at least seven (7) days apart.