The VCAB recognizes the importance of staying in tune with the needs and director of the community it serves.
In keeping with this trend the VCAB at its Meeting on Thursday, August 11th accepted the new mission statement and purpose:
The mission of the VCAB is to effect positive change by encouraging collaborative among residents, schools, businesses, and governments, and to help facilitate a safe and healthy environment.
The major purposes the VCAB are to support the community by;
-LISTENING TO COMMUNITY NEEDS
- ADVOCATING SHARED SOLUTIONS
- PROVIDING ONGOING FEEDBACK.
The Vail Community Action Board (VCAB) was developed as part of a $4 million Healthy/Safe Schools Grant. The grant ended in June of 2009 and the VCAB became independent. Below are the instruments that govern the VCAB.
Approved January 13, 2011 Mission and Purpose Approved August 11, 2011
THE BY-LAWS OF THE VAIL COMMUNITY ACTION VCAB
NAME, PURPOSE AND MISSION
The name of this organization shall be the Vail Community Action Board hereinafter “VCAB”.
The mission of the VCAB is is to effect positive change by encouraging collaboration among residents schools businesses, and governments, and to hep facilitate a safe and healthy environment.
The major purposes o the VCSAB are to support the community by:
- listening to community needs
- advocating shared solutions
- providing ongoing feedback.
1.4 Area of Service
The service area of the VCAB shall be the boundaries of the Vail Unified School District.
2.1 Classes of Membership.
There shall be three classes of members: members-at-large and Ex officio and founding.
2.1.2 Members-at-large. Members-at-large are individuals who reside in the VCAB’s area of service and have been elected to the VCAB. The number of members-at-large shall not exceed twenty (20).
2.1.3 Ex officio. Except as specifically enumerated herein and in the Uniform Rules of Procedure, Ex officio members enjoy all the rights and privileges assigned to members-at large. Ex officio members are appointed to represent VCAB by selected government officials and service agencies whose scope or areas of service includes Vail. They are not required to live in Vail. The nominees proposed appointees must then be ratified by the VCAB. Their number shall not exceed ten.
2.2 Founding Members. Founding members are those individuals who, as either original Ex officio members or original voting members-at-large, who the VCAB wishes to recognize for their contributions. Founding Members are elected by the VCAB. Their recognition is lifetime.
No aspect of membership shall be denied solely on the basis of race color, age, sex, sexual orientation, gender presentation, creed, disability, or national origin.
2.4 Prerogatives and obligations of members.
18.104.22.168 Members-at-large should attend and vote on all matters presented at any meeting of the VCAB.
22.214.171.124 Members-at-large may hold a VCAB office, chair a committee and sit on any committee. Unless specified otherwise, everywhere herein the term committee shall be considered to include sub committees and ad hoc committees.
126.96.36.199 Members-at-large may bring any issue before the VCAB by presenting a request, in writing, to the president or secretary no later than seventy-two hours before the next scheduled meeting of the VCAB.
188.8.131.52 Members-at-large may attend and observe any meeting of the VCAB or any committee meeting of the VCAB. Committee meetings with their date and time are listed on the VCAB web site.
184.108.40.206 Members-at-large shall comply with all rules and by laws of the VCAB.
2.4.2 Ex officio members
220.127.116.11 Ex officio members should attend and vote on all matters presented at any meeting of the VCAB.
18.104.22.168 Ex officio members may bring any issue before the VCAB by presenting a request, in writing, to the president or secretary no later than seventy-two hours before the next scheduled meeting of the VCAB.
22.214.171.124 Ex officio members may attend and observe any meeting of the VCAB or its committees.
126.96.36.199 Ex officio members shall comply with all rules and by-laws of the VCAB.
2.5.1. Founding members may attend any meeting of the VCAB and its committees’ They have no voting rights.
OFFICERS AND ORGANIZATION
3.1 Members-at-large shall have served for at least one year on the VCAB to be eligible for nomination and election as an officer.
The officers of the VCAB and their general duties are enumerated in their job descriptions outlined in Attachment 1 and incorporated herein.
3.2.1 President: The president presides at all VCAB meetings, shall act for and on behalf of the VCAB, and deal with the day-to-day business of the VCAB.
3.2.2 Vice President: The vice president shall share the day-to-day business of the VCAB as delegated by the president, and in the absence of the president shall assume all of the duties and prerogatives of that office.
3.2.3 Secretary: The secretary shall keep the permanent records of the VCAB, including a list of current VCAB members, the minutes of all regular and special meetings, and shall provide copies of such minutes to each VCAB member within two weeks of said meetings. The secretary shall keep records of majority and minority opinions expressed. The secretary shall maintain all permanent files of the VCAB, although the president may elect to maintain a set of “working” files.
3.2.4 Treasurer: The treasurer shall be responsible for the financial affairs and records of the VCAB, including keeping records of income and expenses.
3.2.7 Quorum and majority vote: A quorum of the VCAB or a VCAB committee is required for all meetings to be called to order, to continue to meet and for the VCAB or committee(s) to take any action. A quorum consists of one-half plus one of the number of current voting VCAB members or committee members. For those issues requiring a majority vote, a majority is defined as one-half plus one of those voting. Abstentions shall be called for and shall be included in the total number of votes cast. Proxy voting is not allowed. The VCAB and its committees shall comply with the applicable Arizona Open Meeting Statutes and regulations.
3.2.8 Conflict of interest: Members and officers of the VCAB have a legal, ethical and fiduciary responsibility to the VCAB to act in good faith and use due care when exercising their judgment and discretion in the best interests of the VCAB. Members and officers may not use the positions, knowledge or advantage gained in any manner that is not in the best interests of the VCAB. In the event of any conflict or potential conflict between the interests of the VCAB and the interests of a member or officer, the interested member or officer shall advise the president and then the VCAB via the president of the conflict or potential conflict, and shall refrain from participating in any action or from influencing any transaction in which the member or officer has an interest.
3.3 Attendance policy
3.3.1 Purpose: This policy is intended to support the full contribution of all VCAB and committee members. It applies to both VCAB and all its committees.
3.3.2 Definition of “A VCAB attendance problem” with respect to VCAB committees:
188.8.131.52 The member has two un-notified absences in a row (un-notified means that the member did not call or e-mail the committee chair at least 24 hours before the upcoming meeting).
184.108.40.206 The member has three notified absences in a row. Notified means that the member has informed the committee chair via e-mail or phone at least one day prior to a regular scheduled meeting that the member will be absent.
220.127.116.11 The member misses one-third of the committee meetings in a twelve-month period.
3.4.3 Attendance problem action for VCAB meetings:
18.104.22.168 The president will contact the member to discuss the problem.
22.214.171.124 The member’s response will be shared privately with the executive committee within a week’s time.
126.96.36.199 Should the member decide to submit a letter of resignation, acceptance will be sought by the VCAB at its next meeting. If the executive committee decides to present a termination of membership to the VCAB for action the matter will be publicly discussed only as it relates to the attendance policy of these by-laws.
188.8.131.52 If the VCAB decides to terminate the VCAB seat with or without a letter of resignation it shall take effect immediately.
184.108.40.206 At its discretion the VCAB may initiate the process to recruit a new member to replace a terminated member to fill the seat for the remainder of the original terms.
3.5 Committees: The types of committees of the VCAB, their purposes and responsibilities, shall be as follows:
3.5.1 Committee organization: Standing committee chairs will be appointed by the executive committee for one year terms. The standing committees of the VCAB will be Community Development, Early Childhood Education, Health and Wellness, Youth-Out of School Activities, and Strategic Planning and Operations. A standing committee may be added to or depleted by a vote of the majority of the VCAB membership. The chair of standing committees must be a member of the VCAB. Ad Hoc committees, or committees such as the annual VCAB member nominating committee, may be established by the VCAB or individual committees when short-term issues arise. Nomination and election of committee chairs and members are covered in the Uniform Rules of Procedure. Standing committees are empowered to form and dissolve sub committees and ad hoc committees as necessary to further their charge. Ad hoc committees are usually short-term and very action oriented; sub committees usually address more long-term, but narrow, functions and activities. Membership on committees, sub committees and ad hoc committees may consist of members-at-large, ex officio members and members of the greater community.
3.5.1 Nomination and election of committee chairs and selection of members are covered in the Uniform Rules of Procedure.
3.5.2 STANDING COMMITTEES
The four officers shall serve as an executive committee. Except for the power to amend the by laws, in the interval between meetings of the VCAB the executive committee shall have all the powers and authority of the full VCAB and its actions are subject to ratification at the next VCAB meeting.
3.5.3 The VCAB President may not serve as the chair of any committees. The Vice President may serve as the chair of a committee.
3.5.4 Nomination and election of committee chairs and selection of members are covered in the Uniform Rules of Procedure.
3.6 UNIFORM RULES OR PROCEDURE FOR VCAB COMMITTEES
All committee chairs and committee members including executive committee and its officers shall adhere to the Uniform Rules of Procedure as outlined in Attachment 2 and incorporated herein.
3.7 CODE OF ETHICS
All committee members shall adhere to the code of ethics as are outlined in Attachment Three and incorporated herein.
3.8 VCAB MEMBERSHIP AGREEMENT
All new committee members shall adhere to the VCAB membership agreement as outlined in Attachment 4 and incorporated herein. Before attending their first meeting new members will sign that agreement.
4.1 MEETINGS OF THE VCAB
4.1.1 Regular Meetings: The VCAB shall hold at least ten (10) regular meetings each year, at a time and place approved by the VCAB. Special meetings, workshops, retreats, etc., may be called by the Executive committee as needed with at least one week’s notice to members.
4.1.2 Conduct of Business: All meetings of the VCAB shall be conducted first in accordance with these By laws, and second following the current edition of Robert’s Rules of Order, Newly Revised.
NOMINATION AND ELECTION OF MEMBERS
5.1 Nomination and Election: Two years after the seating of the initial appointed VCAB, which was in October 2006, a staggered election process for VCAB membership shall commence. At that time half the seats on the VCAB shall be declared vacant and election held for two-year terms. The following year, the other half of the seats on the VCAB shall be declared vacant and election held for two-year
5.1.2 Nomination Committee: A committee shall be established to meet to develop a slate for the nomination and election of officers and members of the VCAB. This committee shall consist of a minimum of three current VCAB members, either at-large or ex officio, appointed by the Executive Committee at least thirty (30) days prior to the election. The VCAB President will appoint one of the committee members to serve a chair of this committee. The Secretary should be invited to appropriate meetings and provide support staff to the nominating committee.
5.1.3 The nominating committee will present the slate of proposed officers and new members, with at least one nomination per office or vacancy, to the Executive Committee for input prior to releasing the slate of new members and officers to the VCAB.
5.2 ELECTION OF MEMBERS-AT-LARGE:
5.2.1 Slate of Candidates: At the September VCAB meeting the Nominating committee will present a slate of members-at-large candidates that is at least equal to the number of vacancies on the VCAB. Nominees are invited to attend the September VCAB meeting in person. At that meeting nominations will also be accepted from the floor at the September VCAB meeting. In advance of elections, all nominees shall be queried as to their willingness to serve as a member-at-large or officer.
5.2.2 Members-at-large: Any adult resident of the VCAB service area is eligible for nomination as a member-at-large.
5.2.3 Election Procedures: Election of members shall take place at the regular October VCAB meeting. Nominees and proposed appointees should not attend the October meeting.
5.2.4 Members-at-large Terms: Unless they were appointed to complete an unexpired term, members-at-large will serve two-year term, on a rotating basis to be determined randomly and shall be seated immediately.
5.2.5 Re-election: Re-election of members-at-large is allowed without limit.
5.3 ELECTION OF EX OFFICO MEMBERS:
5.3.1 Ex officio Members: Ex Officio members represent VCAB approved government officials and service agencies whose scope included Vail. A VCAB approved list of politicians, agencies and organizations serving the Vail community may be asked to nominate a member to serve as their representative as an ex officio member of the VCAB. The Nominating committee may select members to serve on the VCAB representing specific organizations or agencies. The nominations and elections committee will solicit appointees from these officials and agencies.
5.3.2 Election: Re-election Extension of Service: Extension of ex officio members may be approved without limit. Nominees should not attend the October meeting.
5.3.3 Ex officio Member’s Terms: Unless they were appointed to complete an unexpired term, ex officio members will serve two-year terms, on a rotating basis to be determined randomly and shall be seated immediately.
5.3.4 Extension of Service: Ex Officio membership may be approved without limit.
5.3.5 Approval of Appointed Ex officio Members: The VCAB will approve ex officio nominees at the October meeting.
5.5 ELECTIONS AND APPOINTMENTS:
5.5.1. Election Tellers: The nominations and elections committee will select one voting member who, along with the secretary, shall serve as tellers during the election. Tellers will be responsible for collecting and tabulating votes during the election.
5.5.2 Secret Ballot: All elections shall be conducted by secret, written ballot.
5.5.3 Eligibility to Vote: All current voting members as described in Article Two.
5.5.4 Votes: The person with the highest number of votes cast shall be elected to the VCAB, until the number of existing vacancies is filled. In the case of a tie for the last open position, a random drawing shall determine the winner.
5.6.1 Members-at-large: When a vacancy occurs prior to the completion of a member’s term, the executive committee may appoint someone who meets the appropriate qualifications to fill the seat for the remainder of the original term.
5.6.2 Ex officio: When an ex officio vacancy occurs on the VCAB prior to the completion of a member’s term, the current holder of the office or agency which nominated the member vacating the seat may be asked to nominate a new appointee or another office holder or agency may be asked to nominate a new VCAB member. The executive committee will ratify that appointment for the remainder of the original term. The Executive Committee will solicit appointees from the VCAB approved government official and service agencies whose scope includes Vail as described in Section 5.3.2 above.
NOMINATION AND ELECTION OF OFFICERS
6.1 Election of Officers: Election of Officers shall take place at the regular December VCAB Meeting.
6.1.2 Eligibility to Serve as an Officer: Members-at-large are eligible to serve in each office for up to three consecutive terms. After one year’s absence from that office, and with the vote of the VCAB, an individual is eligible for an additional one-year term. Members must have served for one-year on the VCAB before becoming eligible to serve as chair or vice chair.
6.1.3 Elections: The Nominating committee shall present a slate of candidates with at least one nomination per office. Nominations will also be accepted from the floor. In advance of elections, all nominees shall be queried as to their willingness to serve as an officer.
6.1.4 Election Tellers: The nominations and elections committee will select one member who, along with the secretary, shall serve as tellers during the election. Tellers will be responsible for collecting and tabulating votes during the election.
6.2.1 Secret Ballot: All elections shall be conducted by secret, written ballot.
6.2.3 Votes: The person with the highest number of votes cast shall be elected to the office. In the case of a tie a random process shall determine the winner.
6.2.4 Length of Terms: For each office, officers shall serve for a one-year term.
6.2.5 Installation of Officers: Officers shall be seated at the January meeting.
6.3 Officer Vacancy and Replacement Election: Any officer vacancy that occurs mid-term shall be filled from the current VCAB membership as expeditiously as possible. Nominations shall be made by the executive committee and then approved by a vote of the VCAB.
7.1 Fiscal Year: The fiscal year of the VCAB shall be from January 1st to December 31st.
7.2 Membership Dues: VCAB Members may be assessed an annual membership fee the amount of which to be set each November by a vote of the VCAB. The membership fee will coincide with the fiscal year.
7.2.1 Waiver: Upon request the executive committee may waive the membership fee for a board member.
7.3 Budget: Each December the VCAB will approve a budget for the following fiscal year.
7.4 Financial Procedures: Procedures for the depositing of funds and expenditure of funds are spelled out in the Uniform Rules of Procedure as prescribed by the Treasurer and the finance committee and the appropriate VUSD Rules and Regulations.
8.1 Partners: In order to add value to its mission and focus the VCAB recognizes the importance of forming partnerships with other organizations in order to add value to its mission and focus.
8.2 Partnership Status: Partnerships will enhance each organization through an exchange of either in-kind and/or monetary contributions or a combination thereof.
8.3 Memorandum of Understanding: A Memorandum of Understanding (MOU) approved by the VCAB and the body or bodies govern Partnerships. Partnership MOUs will be reviewed by the VCAB each December for the following fiscal year. They may be altered, dissolved or continued by mutual agreement.
9.1 Fund-raising: The VCAB may enter into and conduct fund-raising activities approved and voted on by the membership. No public contact or announcement about fund raising projects shall be made without prior approval by the VCAB. Fund-raising projects may be short term or ongoing over years.
ADOPTION AND AMENDMENT
10.1 Proposed Amendments
Any proposed amendments to these by-laws must be distributed to VCAB members at least thirty (30) days prior to the meeting where the amendments will be considered for adoption.
A two-thirds affirmative vote of voting VCAB members is required to adopt amendments to these by laws.
Amendments to these by laws shall become effective immediately after an affirmative vote by two-thirds of the voting members if the VCAB.
VAIL COMMUNITY ACTION BOARD
Uniform Rules of Procedure for VCAB Committees
1. The chairs of standing committees shall be nominated by the executive committee for approval by the VCAB each January. The chair of standing committees shall be a voting member of the VCAB.
2. As soon as possible after a vacancy occurs a replacement for a vacancy in the position of a committee chair shall be nominated by the executive committee and approved by a vote of the VCAB.
3. Replacements for the chair of a sub or ad hoc committees will be handled in the same manner as above.
1. Each standing, ad hoc and sub-committee shall have a chair whose duties include: presenting issues that need to be addressed by the committee, providing necessary background information regarding these issues, facilitating participation and discussions among members of the committee, and representing the committee to the members of the (VCAB).
2. Each standing committee chair should be prepared to give a report at regular VCAB meetings.
3. In February of each year the chair will submit a list of committee members for approval by the VCAB.
4. The chair will submit a regular schedule of meetings to the secretary who will make room reservations and place the schedule of meetings on the VCAB web site.
4. 5. Each chair shall represent the majority opinion of the committee he/she represents to the VCAB.
6. Each chair shall prepare the agendas and take minutes of meetings or delegate these duties to a member (or members) of the committee.
7. When active committees shall meet at least monthly from August through May of each year. Attendance records shall be kept for each meeting. This allows for inactive sub and ad hoc committees; e.g., the Mad Hatter might not meet March-May.
8. Standing committee chairs, including the executive committee, may form ad hoc or sub-committees that report directly to the standing committee.
1. Between the January and February meetings of the VCAB each member should self-select to serve on at least one standing committee; hopefully this committee will coincide with the member’s specific interests and abilities. In addition, it may become necessary for committee chairs to ask individuals to become members of their committee.
2. Each committee may, indeed some should, include community members-at-large who can be suggested to committee chairs by VCAB members, partner agencies, VUSD staff, etc.
3. Each committee shall include at least one voting VCAB member. The exception is the Strategic Planning and Operations Committee whose membership shall be comprised solely of voting members of the VCAB.
4. All members of the committee will have voting rights. Each member is entitled to one vote.
1. A quorum at a duly called meeting consists of one-half plus one of the committee’s membership plus one. One-half plus one of those voting will constitute majority rule. A quorum is necessary for a committee to meet and to approve any action.
2. The VCAB and all committees and sub-committees of the VCAB will comply with the Open Meeting Laws as prescribed in Arizona State statutes.
3. A committee member who has two consecutive unexcused absences or three consecutive excused absences may be asked to step down by the committee chair.
4. Visitors may attend any committee meeting, but may not vote. Visitors may have an issue addressed if they request the committee chair that it be placed on the agenda two weeks in advance of the meeting.
5. The committee chair will contact any member with an attendance problem to discuss the problem. The member’s response will be shared privately with the VCAB executive committee. Should the member decide to submit a letter of resignation, acceptance will be sought by the committee at its next meeting. If the committee decides to present a termination of membership to the committee for action the matter will be publicly discussed only as it relates to the attendance policy of these by-laws. At its discretion the committee may initiate the process to recruit a new members.
1. The four program standing committees (community development, early childhood education, heath and wellness and youth-out-of school activities) will submit recommendations to the VCAB in written form for modification, approval or rejection other committee recommendations will be reviewed by the SPOC for recommendation to the VCAB. Sub-committees and ad hoc committees shall report via the parent committee or directly to SPOC and VCAB depending on what their initial charge prescribed.
2. The committee shall prepare a vision statement and yearly action plan to include goals and measurable outcomes. This will be submitted to the VCAB for approval in March of each year.
1. Prior to issuing a press release or written correspondence to the general public, each committee must obtain written approval from the executive committee.
2. Seventy-two hours prior to any meeting, the committee shall send its agenda to members of the committee and the VCAB secretary who will cause the agendas and unapproved minutes of the previous meeting to be posted on the VCAB web site for viewing by the membership and public.
3. All members of the VCAB may attend any committee meeting.
1. Officers, committee chairs, committee members and all VCAB members shall follow the financial procedures as spelled out by the finance committee and in accordance with the mandated rules and procedures of the partnership Memorandum of Understanding (MOU) with the Vail Unified School District.
2. At least quarterly committee chairs will submit a list of donations received, both in kind in-kind and cash, to the treasurer. The treasurer will submit these to the Vail School District Governing Board for approval after which appropriate tax reduction receipts will be issued to the donors.
3. Each November committee chairs shall submit to the finance committee an estimate of expected income by source (E.G g., grants, fund raisers) and projected expenses by program or function, and category within the latter for the following year. This will be done in November to allow for timely preparation of a budget for the following year. The budget will be approved by the VCAB at its December meeting. Adjustments in expected income and program or category changes in expenses beyond the approved budget must be approved by the executive committee before taking action.
4. All received income is to be submitted via the treasurer for deposit into the VCAB/VUSD account 530.501, or the treasurer is to be notified of the received income and source (and that it has been transmitted to the VUSD business office) by the 5th of the following month, e-mail is satisfactory for notice.
5. All purchases on behalf of the VCAB
a) must fit within pre-approved budget and program categories and
b) must follow the purchasing procedures and polices of the VUSD, especially pages two to four of said document..
This means that a purchase requisition must be filled out and approved by the VCAB treasurer before a purchase order can be issued. Sole source contracts, E.g. Office Depot, must be used, etc. Reimbursement for purchases made without proper authorization cannot be guaranteed.