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HomeMy WebLinkAbout6.5 Motion to waive the rule requiring two readings of an ordinance and adopt AN ORDINANCE APPROVING AMENDMENTS TO THE AGREEMENT ESTABLISHING THE SOLID WASTE AGENCY OF NORTHERN COOK COUNTY AS A MUNICIPAL JOINT ACTION AGENCY AND TO THE BYLAWS OF THE SOLIDItem Cover • Subject Motion to waive the rule requiring adoptordinance and AN ••APPROVING AMENDMENTS TO THE AGREEMENT ESTABLISHING THE SOLID WASTE AGENCY OF • -N COOK COUNTY JOINT• AND TO THE BYLAWS OF THE SOLID WASTE AGENCY OF •RTHERN COOK COUNTY Meeting Fiscal Impact (Y/N) Dollar Amount Budget Source Category Type Information May 7, 2024 - REGULAR MEETING OF THE MOUNT PROSPECT VILLAGE BOARD W CONSENT AGENDA Action Item During the SWANCC Board of Directors meeting held in April 2024, the Executive Committee recommended an amendment to the Agency's founding agreement. The members agreed with the proposal, which allows members to appoint a staff person to serve as an Alternate Director on the Agency's Board of Directors. The Agency directed each member community to adopt an ordinance reflecting the amended language allowing the appointment of a staff member to serve as Alternate Director. Once each member community adopts an ordinance, the SWANCC Board of Directors will vote to amend the Agency's bylaws to reflect the change at their August or September Board meeting. A member community may appoint a staff member via a resolution concurrently with adopting the ordinance. However, the appointment of staff members will only be effective after the Agency's agreement and bylaw amendment is completed. Discussion Alternatives 1. Adopt an ordinance Approving Agency of Northern Cook County Solid Waste Agency of Northern 2. At the discretion of the Villag e Staff Recommendation Amendments to the Agreement Establishing the Solid Waste as a Municipal Joint Action Agency and the Bylaws of the Cook County. Board Adopt an ordinance Approving Amendments to the Agreement Establishing the Solid Waste Agency of Northern Cook County as a Municipal Joint Action Agency and the Bylaws of the Solid Waste Agency of Northern Cook County. Attachments 1. Agency Bylaws - amended 01-11-1995 2. Ordinance Amending the SWANCC Agreement and By -Laws 4883-1229-0988 (002) As amended Januaiy 11, .1995 Article I GENERAL These BY -Laws, together with "An Agreement Establishing the Solid Waste Agency of Northern Cook County As A Municipal Joint Action Agency" (the "Agreement"), goveni the flinction and the operation of the Solid Waste Agency of Northern Cook County (the "Agency"), Article 11 BOARD OF DIRECTORS 1. Members and Powers, The Board of Directors of the Agency shall be comprised as provided in the Agreement and the By-L,aNvs and shall exercise those powers specified in the Agreernent and the By-LaNvs. If any Director ceases to serve as the President, Mayor, Chairman, elected member of the corporate authorities or chief administrative officer of the Member which appointed such person, becomes incapacitated or is otherwise removed as a Director by the corporate authorities of the appointing Member, that seat on the Board of Directors shall,, subject to the provision for participation by Alternate Directors contained in Section 2 of this Article, be vacant until a successor is appointed by that Member. (For purposes of the By-l-aws, "Member" shall have the same meaning as in the Agreement.) 1 Alternate Directors. The corporate authorities of any Member may., from time to tirne, select one or more Alternate Directors. Any Such appointee shall meet the qualifications for office as a Director established under the Agreement, and these By -Laws. Any Member selecting a Director or Alternate Director shall file with the Secretary of the Agency a certified copy of the ordinance or resolution designating its Director or Alternate Director. In the absence of any Director at any meeting of the Board of Directors, an Alternate Director from the same: Member may serve for all purl'x)ses as the Director ftorn such Member. 3. VolinI -Y. Votes on matters considered by the Board of Directors may be cast o y by III the Directors or Alternate Directors M physical attendance at Board meetings. No proxy votes or absentee voting shall be permitted. 4. Election of Officers, (a) The Board of Directors shall elect from among the Directors a Chairman of the Board of Directors and as Vice -Chairman of the Board of Directors. Such officers shall serve until the end of their term and thereafter until their respective successors are elected so long as any such officer shall also continue to be a Director pursuant to Section 8.2 of the Agreement. The term of office for those positions shall be two years. The term of the first persons elected as such officer will expire on April 30, 19W In the absence of the Chainnan of the Board of Directors or in the event of the Chairman's inability to act, the Vice-Chairnian of the Board of Directors shall perform the duties of the Chairman, and when so acting, shall, have all the powers of the Chain-nan. Upon the resignation or incapacity of any such officer or upon such person ceasing to be a Director, the Board of Directors shall elect one of the Directors, to complete the tenni of office for that position, (b) The Board of Directors shall select a person or persons, who need not be Directors, to the positions of Treasurer and Secretary. Such officers shall serve at the pleasure of the Board of Directors. Unless othenvise qualified as a Director or Alternate Director, the Treasurer or Secretary shall be given notice of all meetings of the Board of Directors and shall have the right to take part in the discussion of matters coming before the Board of Directors but shall have no vote. (c) The Board of Directors may also, from finie to time, by resolution create (and may subsequently discontinue) officer positions for the Agency in addition to those provided by the By - Laws. The Board of Directors shall determine the duties of such additional officers, which shall not conflict with the duties specifically given by the By -Laws to other officers. The Board of Directors shall determine the term of office and the method of selection and any compensation of such additional officers. M 5. Rules. The Board of Directors may establish canes governing its oNvil conduct and procedure. Questions of procedure for meetings of the Board of Directors which are not determined by its rules shall be governed by Robert's Rules of Order. 6. QgLnpLe_nsatiqn. No Director shall receive any compensation from the Agency for service as a Director (or as Chairman or Vice -Chairman of tile Board of Directors) but Directors rnav be reimbursed for their actual expenses 111curred with regard to Agency business and meetings, 7'. Meeting (a) Regular meetings of tile Board of Directors shall be held according to a schedule of meetings which the Board of Directors shall, from time to time,, adopt, Regular meetings shall be held at least two, times a year at times detennined by the Board of Directors. 'File Chainnan of the Board of Directors shall cause an agenda for tile meeting to be provided to each of the other Directors and to each member of the Executive Committee, 'rile business at the regular meetings may, pursuant to the rules governing the conduct and procedure of the Board of Directors, include items not specified in the agenda. At each regular meeting of the Board of Directors, the Executive Committee shall present a report of its activities and shall report on budget status and financial transactions including all disbursements of Agency funds occurring since, the previous regular meeting, (b) Special meetings of the Board of Directors may be called by its Chairman, by any four Directors (but not Alternate Directors), or by the Executive Committee. Written notice of special meetings shall be given at least two business days prior to such meetings to each Director and each member of the Executive Committee. The Notice shall include the time, date and location of the special meeting as well as an agenda specifying the subjects to be covered at the special meeting. The Notice shall be given by the person or persons calling the special meeting or, in the case of a meeting called by the Executive Committee, either its Chairman or the Secretary. Business conducted at special meetings shall be limited to those items specified in the agenda, except upon the consent of all the Directors then holding office (or in lieu of the consent of a Director absent at a meeting, the consent of the Alternate Director from that Municipality), (c) All regular and special meetings shall be open to the public and public notice of such 3 meetings shall be given, in each case in the manner (and with such exceptions) as provided by the "Open Meetings Act" (111. Rev. Slat, ch. 102, 41 - 46). 8. Quorum and Massae. A quorum for the transaction of all business by the Board of Directors shall consist of a majority of the Directors then holding ffileo o ordinance, resolution or other substantive matter shall be passed or approved by the Board of Directors except upon the affirmative vote of a majority of the Directors then holding office unless a greater majority is required pursuant to the Agreement of these By -Laws, 9. The Chairman of the Board of Directors. The Chairman of the Board of Directors shall preside at meetings of the Board of Directors. The Chairman shall also perform all duties specified pec led for the Chairman in the, By -Laws, all duties incident to the office of the Chairman of the Board of Directors and such other duties as may be prescribed by the Board of Directors from time to time, consistent with the Agreement and the By -Laws. 10. The Treasurer. 'file Treasurer shall have charge and custody of and be responsible for all funds and securities of the Agency and receive and give receipts for monies due and payable to the Agency from any source whatsoever, The Treasurer shall be responsible for depositing all such monies in the name ofthe Agency in such batiks, trust companies or other depositories as shall be approved as depositories by the Board of Directors and shall make investments of funds not immediately required. No Director or officer of the Agency shall be liable for any loss of money so deposited which loss occurs by reason of any failure or default of the depository. All deposits and investments :shall be subject to the Supervision of the Executive Committee. The Treasurer, should lie or she not be a Director or Alternate Director, may receive compensation for service as Treasurer, as authorized by the annual budget. The Treasurer shall give a bond for the faithful discharge of his or her duties, in such amount and with such surety or sureties as are approved by the Board of Directors, 11. The Secrqtan, T he Secretary shall be responsible for keeping the books and records of the Agency and shall be responsible for the preparation and retention of minutes of all meetings of 4 the Board of Directors and the Executive Committee. The Secretary, should lie or she not be a Director or Alternate Director, may receive compensation for service as Secretary,, as authorized by tile, annual budget, Article III EXECUTIVE COMMITTEE 1, Members and Powers, Tile Executive Committee shall be comprised as provided in the Agreement and die By4.aws and shall exercise those powers specified in the Agreement and tile By-LaNvs. 'Fire persons appointed to the Executive Committee shall include (1) at least three persons who are Presidents, Mayors or elected members of the corporate authorities of Members and (ii) at least three persons who are chief administrative officers of Members they represent. Notwithstanding the previous sentences, the term of the current members of the Executive Committee shall continue until April 30, 1993 and until his or tier successor is elected. The term of three of tile members of tile Executive Committee appointed for terms commencing oil December 1, 1994 shall continue until April 30, 1996 and until his or her successor is elected. "I'liereafter, those three Executive Committee seats shall be for two-year terms expiring on April 30th of even numbered years and until his or her successor is elected. "Flie terin of four of the members of the Executive Committee appointed fbr terms commencing oil December 1, 1.994 shall continue until April 30, 1997 and until his or her successor is elected. Thereafter, four Executive Committee seats shall be for two-year terms expiring on April 30th of odd numbered years. The members of the Executive Committee shall serve until the end of then- term and thereafter until their respective successors are elected. If any member of tile Executive Committee ceases to serve as the President, Mayor, Chairman, elected member of the corporate authorities or chief administrative officer of the Member which appointed such person, becomes incapacitated or is othenvise removed as a member of the Executive Committee by the Board of Directors, that seat oil the Executive Committee shall be vacant until a successor is appointed by the Board of Directors, I 2. Voting. Votes on the Executive Committee may be cast only by the members of the Committee in physical attendance at its meetings, No proxy votes or absentee voting shall be pen-nitted. 3. Officers of the Executive Committee. The Executive Committee shall elect from among its members a Chairman and Vice -Chairman of the Executive Committee, Such officer-, shall serve until the end of their term and thereafler until their respective successors are elected. The term of office for those positions shall be two years. The terms of the first persons elected as such officers Nvill expire on April 30, 1990. Upon the resignation or incapacity of any such officer or upon such person ceasing to be a voting member of the Executive Committee, the Board of Directors shall elect one of its members to complete the term of office for that position. 4, Rules. The Executive Committee may establish rules governing its ovm conduct and procedure, Questions of procedure for meetings of the Executive Committee which are not determined by its rules shall be governed by Roberfs Rules of Order. 5. ConiMnsation. No one serving on the Executive Committee shall receive compensation from the Agency for that service or for service as Chairman or Vice -Chairman of the Executive Committee. Members and officers i -nay be reimbursed for their actual expenses incurred N%ith regard to Agency business and meetings. 6. Meetings. (a) Regular meetings of the Executive Committee shall be held according to a schedule of ineetings which the Executive Committee shall, from tune to time, adopt. (b) Special meetings of the Executive Committee may be called by its Chairman or by any two, members of the Executive Committee. Written notice of special meetings shall be given at least twerity-four hours before such meeting to each member of the Executive Committee. Tile notice shall include the time, date and location of the special meeting as well as an agenda specifying ing the subjects to be covered at the special meeting, The notice shall be given by the person or persons calling the meeting or by the Secretary of the Agency. Business conducted at special meetings shall 6 be limited to those items specified in the agenda, except upon the consent of all the voting members of the Executive Committee that holding office, (c) All regular and special meetings of the Executive Committee shall be open to the public and public notice of such meetings shall be given, in each case in the manner (and with. such exceptions) as provided by (Ile "Open Meetings Act" " (111. Rev. Stat. ch. 102,11141 - 46). T Quorum and Passape, A quorum for the transaction of all business by the Executive Comi.-nittee shall consist of a jnqjority of the voting members then holding office. No resolution or other substantive matter shall be passed or approved by the Executive Committee except upon the affirmative vote of as majority or the voting members then holding of 8. The Chairman of the Executive Committee. The Chairman of the Executive Committee shall preside at meefings: of the Executive Committee and shall serve as the liaison between tile Board of Directors and the Executive Committee, 'File Chain-nan of the Executive Committee shall also perform all duties specified in the BY -Laws, all duties incident to this office and such other duties as may be prescribed by the Executive Committee consistent with the Agreement and the By-LaNvs, In the absence of the Chairman of the Executive Committee or in the event of the Chairman's inability to act, the Vice -Chairman of the Executive Committee shall perform the duties of the Chairman of the Executive Committee, and when so acting, shall have all the powers of the Chairman. Ai-tiele IV BUDGET AND PURCHASES Fiscal Year. The fiscal year of the Agency shall begin May I and end April 30, 2. Annual Bud'y&et atiLljTo riations. The Executive Director shall be responsible for _ _p preparation of a proposed combined budget and appropriations ordinance for the Agency. Copies of 7 the proposal shall be provided to the Directors and to tile members of the Executive: Committee. The Executive Committee shall review tile proposed budget and appropriations ordinance and make any recommendations for change it determines appropriate. Following approval of a recomi-nerided budget and appropriations ordinance by the Executive Committee, copies shall be forwarded to the Board of Directors, 'rhe corribiried budget and appropriations ordinance shall be adopted by the Board of Directors before the beginning of the fiscal year, except that the combined budget and appropriat tons ordinance for the fiscal year 1989 shall be adopted as, soon as practicable. 3. Exppilditures, After adoption of tile combined annual budget and appropriations ordinance by the Board of Directors, the Executive Committee and the officers of the Agency shall make only those expenditures which are authorized by the budget and appropriations ordinance and shall not contravene the provisions of the budget and appropriations, ordinance without the approval of the Board of Directors. Article V The Board of Directors shall provide for ail annual audit of the Agency to be made by all independent certified public accountant within 120 days after the end of each fiscal year. The books of the Agency shall be kept in accordance with generally accepted accounting principles. A copy of the annual audit report shall be delivered to each Member promptly upon its receipt by the Agency. Article VI 1201-3114313,12 ts I Executive Director. The Executive Director shall be appointed by the Board of Directors under such M terms and conditions of employment as the Board shall determine. The Executive Director shall exercise such ix)wers and responsibilities as shall be determined from time to tune by the Board of Directors or by the Executive Committee. I CONTRACTS AND PURCHASES, LOANS AND CHECKS Contracts And -Purchases. The Board of Directors may authorize any officer or officers of the Agency (including any officer of the Board of Directors or the Executive Committee) or agent or agents to enter into any contract or to execute and deliver any instrument in the name of and on behalf of the Agency. Such authority may be general or confined to specific instances, consistent in each case with the By -Laws and the Agreement. 'File Board of Directors may by resolution provide procedures for the entering into of contracts and making purchases of servicc�,s, goods, equipment, supplies and facilities. I'lie procedures may provide authority for the Board of Directors, officer-, of the Agency or the Executive Committee to approve contracts and purchases and may make such provision as the Board of Directors deems appropriate for public bidding for contracts and purchases. The Executive Committee shall approve payments required under any contract or purchase entered into by the Agency. 2. Loans. The Agency may borrow money only upon the approval of' the Board of' Directors. 3. Checks. All checks, drafis or other orders for the payment of money, notes or other evidence of indebtedness in the name of the Agency, shall be signed by such officer or officers (including any officer of the Board of'Directors or the Executive Committee) or agent or agents of the Agency and in such manner as shall be provided by resolution of the Board of Directors. III Ai-ticle VU1 NOTICES Any notice or document required to be given under the Agreement or the By -Laws shall be deemed to be given, with respect to a Member, an officer of a Member, a Director or a member of the Executive Committee, if It is delivered or mailed to the principal office of that Member of the Member which appointed such person; and with respect to any other officer of the Agency if delivered or mailed to the principal office of the Agency. All notices shall beinwriting. Anyperson or Member may waive any notice. Attendance b, y any person at a meeting is a Nvalver of notice of the ineeting. AMENDMENT Aniendinents to the By -Laws may be proposed by any Director or by any member of the Executive Committee. The amendment shall be submitted to each Director at least thirty days prior to the meeting of the Board of Directors at which the amendment is to be considered. The proposed amendment and the reasons for it shall be considered by the Board of Directors, along with the recommendations of the Executive Committee and any officer of the Agency. Concurrence of Directors equal to not less than a three-fourths vote of the then Directors shall be required to adopt any amendment to the By -Daws. No amendment shall cause the By -taws to conflict with the Agreement, 10 Ai-ticle X EFFECTIVE DAT. The By -Laws shall become effective upon approval of the Board of Directors, Any amendment to the By -Laws shall take effect immediately kipon its approval by the Board of Directors, sinless the terms of the amendment othet-wise provide, I'l THE VILLAGE OF MOUNT PROSPECT ORDINANCE NO. AN ORDINANCE APPROVING AMENDMENTS TO THE AGREEMENT ESTABLISHING THE SOLID WASTE AGENCY OF NORTHERN COOK COUNTY AS A MUNICIPAL JOINT ACTION AGENCY AND TO THE BYLAWS OF THE SOLID WASTE AGENCY OF NORTHERN COOK COUNTY Adopted by the Village Board of Trustees of the Village of Mount Prospect this day of 2024 Published in pamphlet form by direction and authority of Village of Mount Prospect Cook County, Illinois this day of 12024 ORDINANCE NO. AN ORDINANCE APPROVING AMENDMENTS TO THE AGREEMENT ESTABLISHING THE SOLID WASTE AGENCY OF NORTHERN COOK COUNTY AS A MUNICIPAL JOINT ACTION AGENCY AND TO THE BYLAWS OF THE SOLID WASTE AGENCY OF NORTHERN COOK COUNTY WHEREAS, the Village of Mount Prospect ("Village") is a home rule municipal corporation existing in accordance with the Illinois Constitution of 1970; and WHEREAS, Section 6(a) of Article VII of the Illinois Constitution of 1970 authorizes home rule units, such as the Village, to "exercise any power and perform any function pertaining to its government and affairs;" and WHEREAS, Section 10 of Article VII of the Illinois Constitution of 1970 authorizes units of local government, such as the Village, to contract or otherwise associate amongst themselves in any manner not otherwise prohibited by law or ordinance; and WHEREAS, Section 3 of the Illinois Intergovernmental Cooperation Act, 5 ILCS 220/3, permits any powers, privileges, functions or authority exercised or which may be exercised by a unit of local government, such as the Village, to be combined and exercised jointly with any other unit of local government; and WHEREAS, pursuant to such authorization, the Village has entered into an Agreement with other municipalities establishing the Solid Waste Agency of Northern Cook County ("SWANCC") as a municipal joint action agency ("Agreement"); and WHEREAS, as a member of SWANCC, the Village has approved By -Laws that, together with the Agreement, govern the function and operation of SWANCC; and WHEREAS, the Village now desires, and find it in the best interest of the health, safety, morals and welfare of the Village, to amend the Agreement and the By -Laws of SWANCC concerning the appointment of representatives authorized to represent the Village at meetings of SWANCC, all as set forth in this Ordinance. NOW, THEREFORE, BE IT ORDAINED BY THE VILLAGE BOARD OF TRUSTEES OF MOUNT PROSPECT, COUNTY OF COOK, STATE OF ILLINOIS, AS FOLLOWS: SECTION ONE: Recitals. The foregoing recitals are hereby adopted by this reference as findings of the Village Board of Trustees and are hereby incorporated into this Section as if fully set forth. SECTION TWO: Amendment to Agreement Section 8, "Governance," subsections *.3 and 8.4, are hereby amended as follows (added text is shown as bold, double -underlined text and deleted text is shown as StFiG ex ): Section 8. Governance. 8.1 The Agency shall be governed and administered as provided in this Section and in the By -Laws, adopted pursuant to, and subject to the limitations of, this Agreement. 8.2 The governing body of the Agency shall be the Board of Directors. There shall be one Director for each Member, who shall be appointed by vote of the corporate authorities of the Member and who at the time of appointment shall be the (i) Mayor or President of a Member (if such Member is a municipality) or the President or Chairman of a Member (if such Member is a County), (ii) another elected member of the corporate authorities of the Member or, (iii) the chief administrative officer of the Member. The term of each initial Director shall begin when he or she is appointed and shall continue until April 30, 1991 and until his or her successor is appointed. Thereafter, all Directors shall be appointed for two-year terms expiring on April 30 of odd numbered years. Except as provided in paragraph 8.4, a person serving as a Director shall serve until his or her term expires, and thereafter until his or her respective successor is appointed. Each Director shall have one vote on the Board of Directors. 8.3 Any Member may appoint one or more persons to serve as the Alternate Director. Any such appointee shall meet the qualifications for office as a Director established in paragraph 8.2 or shall be a staff person of the Member appointed by its corporate authority and granted the authority to act on the Member's behalf. The Alternate Director may attend any meeting of the Board of Directors and may vote as the Director in the absence of the Director from that Member or if there is a vacancy in the position of Director from that Member. The term of 3 an Alternate Director shall be the same as the term of the Director from the appointing Member. Except as provided in paragraph 8.4, a person serving as Alternate Director shall serve until his or her term expires and thereafter until the successor is appointed. 8.4 All appointments of Directors and Alternate Directors shall be by ordinance or resolution of the corporate authorities of the appointing Member, a certified copy of which shall be filed with the Secretary of the Agency. Should any Director or Alternate Director cease to serve as the President, Mayor, Chairman, elected member of the corporate authorities-opl chief administrative officer of the appointing Member, or staff person of the Member granted authority to act on the Member's behalf, that person shall simultaneously cease to serve as Director or Alternate Director of the Agency and the position shall be vacant. Any vacancy in the office of Director or Alternate Director shall be filled by appointment by the Member with respect to which the vacancy exists. Directors and Alternate Directors shall receive no compensation for their service in this capacity but may be reimbursed by the Agency for reasonable and necessary expenses incurred in performance of their duties. /remainder unchanged/ SECTION TWO: Amendment to By -Laws Section 1, "Members and Powers," is hereby amended as follows (added text is shown as bold, double -underlined text and deleted text is shown as StFiGkeR ex ): 1. Members and Powers. The Board of Directors of the Agency shall be comprised as provided in the Agreement and the By -Laws and shall exercise those powers specified in the Agreement and the By -Laws. If any Director or Alternate Director ceases to serve as the President, Mayor, Chairman, elected member of the corporate authorities er1 chief administrative officer of the Member which appointed such person, r staff person of the Member granted authority to act on the Member's behalf, becomes incapacitated or is otherwise removed as a Director or Alternate Director by the corporate authorities of the appointing Member, that seat on the Board of Directors shall, subject to the provision for participation by Alternate Directors contained in Section 2 of this Article, be vacant until a successor is appointed by that Member. (For purposes of the By -Laws, "Member" shall have the same meaning as in the Agreement.) 4 SECTION FOUR: Superseder. In the event a conflict exists between the terms of this Ordinance and any other ordinance or resolution of the Village, the terms of this Ordinance shall govern. SECTION FIVE: Severability. If any section, paragraph, clause, phrase, provision or part of this Ordinance shall be held to be invalid or unenforceable for any reason, the invalidity or unenforceability of such section, paragraph, clause, phrase, provision or part shall not affect the validity of any of the remaining provisions of this Ordinance. SECTION SIX: Effective Date. This Ordinance shall be in full force and effect upon its passage, approval, and publication in pamphlet form in the manner provided by law. Passed this day of , 2024. AYES: NAYS: ABSENT: ABSTAIN: Approved this _ day of ATTEST: Karen M. Agoranos, Village Clerk 5 2024. Paul Wm. Hoefert, Mayor