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HomeMy WebLinkAboutILA - Benton Franklin Councl of Governments (BFCOG)BENTON-FRANKLIN COUNCIL OF GOVERNMENTS Regional Planning Agency for Benton & Franklin Counties Benton-Franklin Metropolitan Planning Organization • Regional Transportation Planning Organization Benton-Franklin Economic Development District RESOLUTION 04-23 A RESOLUTION OF THE BOARD OF THE BENTON-FRANKLIN COUNCIL OF GOVERNMENTS (BFCOG) AUTHORIZING AMENDMENT OF THE INTERLOCAL AGREEMENT OF THE BENTON-FRANKLIN COUNCIL OF GOVERNMENTS WHEREAS, the jurisdictions referred to collectively as Members of the Benton-Franklin Council of Governments (BFCOG) by Interlocal Agreement have previously acknowledged the need to engage in cooperative planning and decision-making on transportation and economic development issues and the benefits to be derived therefrom; AND WHEREAS, the Interlocal Agreement of the Benton-Franklin Council of Governments (BFCOG), as approved on September 18, 2020, in Article 16 – Amendments, indicates the process by which the Interlocal Agreement may be amended by a majority vote of all members of the Agency; AND WHEREAS, the BFCOG Board by Resolution 08-21, A Resolution of the Board of the Benton-Franklin Council of Governments Authorizing Bylaws Review, directed the formation of a Bylaws Review Committee recognizing that the current Bylaws amendments “were made expeditiously to meet Federal requirement” and that “a review of the Bylaws is necessary for the purpose of rectifying inconsistencies and is prudent to ensure organizational effectiveness”; AND WHEREAS, through the Bylaw review process, past and current changes to the Benton-Franklin Council of Governments Bylaws created inconsistencies between those Bylaws and the Interlocal Agreement; AND WHEREAS, an amended Interlocal Agreement has been developed in cooperation between staff and the BFCOG Board, which rectifies identified inconsistencies between the BFCOG Bylaws and said Interlocal Agreement; AND WHEREAS, this amended Interlocal Agreement has been reviewed by the BFCOG Bylaws Committee, the BFCOG Executive Committee, and stakeholder agencies; NOW THEREFORE BE IT RESOLVED that the Board of the Benton-Franklin Council of Governments hereby authorizes amendment of the Benton-Franklin Council of Governments Interlocal Agreement (Exhibit 1); AND BE IT FURTHER RESOLVED that the Board of BFCOG now authorizes the Executive Director to provide this Interlocal Agreement to all member jurisdictions for execution and ratification by Resolution on behalf of the organization. ADOPTED by the Benton-Franklin Council of Governments Board by affirmative vote at the regularly scheduled Board meeting held on the 17th day of March 2023. Exhibit 1 – BFCOG Interlocal Agreement 1 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 2 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 3 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 4 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 5 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 6 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 7 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 8 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 9 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 1 | P a g e BFCOG Interlocal Agreement - Amended 5.19.2023 INTERLOCAL COOPERATION AGREEMENT OF THE BENTON-FRANKLIN COUNCIL OF GOVERNMENTS Amended May 19, 2023, BFCOG Resolution 04-23 (As a total and complete replacement for all previous Interlocal Agreements) PARTICIPANTS Participants in this agreement shall be whichever of the parties ratify this agreement. If any party fails to ratify this agreement, such action shall not affect this agreement as it pertains to the remaining parties. WHEREAS, the City Council of the City of Pasco, Washington authorized the execution of this Agreement by Resolution No.4420, ILA Benton Franklin Council of Governments, Adopted on February 20, 2024. IN WITNESS WHEREOF, the parties hereto have set their hands. By: _____________________________ Attest: __________________________ Richa Sigdel Debra Barham Title: Acting City Manager Title: City Clerk Date: ____________________________ Date: ___________________________ DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 3/6/2024 3/6/2024 1 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 2 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 3 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 4 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 5 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 6 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 7 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 8 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 9 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 10 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 11 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 12 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 13 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 14 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 15 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 16 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 17 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 18 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 19 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 20 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 21 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 22 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 23 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 24 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 25 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 1 | P a g e BFCOG STANDING COMMITTEE POLICY & DELEGATION OF AUTHORITY FOR THE EXECUTIVE COMMITTEE OF THE BOARD OF DIRECTORS Policy Number: ## Authority: Executive Director Adopted: May 19, 2023, Resolution 05-23 Reviewed: Updated: 1.0 POLICY BFCOG Bylaws, Article IX - Committees, Section 1 – Standing Committees designates that the COG will have a standing Executive Committee, which will be elected at the Annual Meeting each year. This committee “shall meet and perform the duties incident to each committee and as directed or assigned by the Board but shall not have the power to act on behalf of the COG without explicit Board approval. All standing committees will have a Board-adopted Committee Policy outlining the committee’s purpose, composition, quorum, leadership, authority, and functions.” 1.1 PURPOSE The Executive Committee of the Board of Directors is referred to in this policy as the “Executive Committee.” The Executive Committee shall, during intervals between meetings of the Board, exercise those powers of the Board in the management of the business and affairs of the organization, as otherwise by law, these Bylaws, or by Board resolution. * 1.2 COMPOSITION A. The Executive Committee shall consist of five (5) members representing the following COG member sub-categories: a. COUNTY REPRESENTATIVE b. LARGE CITY REPRESENTATIVE (over 20,000 population) c. SMALL CITY REPRESENTATIVE (under 20,000 population) d. PORT DISTRICT REPRESENTATIVE e. TRANSIT AGENCY REPRESENTATIVE B. The Executive Director is a non-voting participant in Executive Committee meetings; however, may be excluded from meetings at the Chair’s determination. 1.3 QUORUM The presence of a majority of the members of the Executive Committee then serving in office, including either the Chair or Vice-Chair, shall be necessary to constitute a quorum. The act of a majority of the members of the Executive Committee present at a meeting of the Executive Committee at which a quorum is present shall be the act of the Executive Committee. * 26 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 2 | P a g e 1.4 LEADERSHIP The Board Chair shall serve as Chair of the Executive Committee. * 1.5 DELEGATED AUTHORITY A. The Executive Committee shall, during intervals between meetings of the Board, exercise those powers of the Board in the management of the business and affairs of the organization, as provided by law, these Bylaws, or by Board resolution. * B. The Executive Committee shall have the power to take all required and necessary action on behalf of the Board between regularly scheduled Board meetings on issues and concerns requiring immediate attention. * C. All actions by the Executive Committee shall also be reported to the Board at its next meeting and shall be subject to revision, alteration, change, or ratification by the Board.* D. The Executive Committee shall have the authority to act upon routine matters of an executive or administrative nature without ratification, providing that all agency-wide policy and legislative matters shall be approved or ratified by the Board. E. The Executive committee is empowered to review and make recommendations to the Board in all COG matters. 1.6 LIMITATION OF AUTHORITY A. Actions that do not allow for revision, alternation, or change shall only be undertaken only by Board action.* B. No acts of the Executive Committee shall conflict with action taken by the Board. * C. The Executive Committee shall not exercise authority or responsibilities concerning MPO/RTPO functions and powers, which shall be the responsibility of the Transportation Policy Board. D. Unless otherwise provided for in this Policy, the functions, and operations of all BFCOG committees are defined in the BFCOG Bylaws. * See BFCOG Bylaws, Article IX - Committees, Section 4 – Executive Committee 2.0 PROCEDURE 2.1 SELECTION Each member sub-category representative to the Executive Committee will be selected by the members of that sub-category at their discretion by either election or consensus. Should any sub- category member not agree with the appointment method, they may request a dispute resolution process. If a resolution cannot be reached, the Board has the authority to select the Representative by a vote of the entire Board. In the event there is not a Delegate from the member sub-category able or willing to serve as the Executive Committee Representative, the sub- category members may request that the Board elect an At Large Representative to serve as their Representative. 27 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 3 | P a g e 2.2 ELECTION OF OFFICERS The Board shall elect Officers from the Board members elected or appointed to the Executive Committee. The Chair shall call for and accept Officer nominations from the selected Executive Committee representatives. * To be eligible for election as a Board Officer, a Board Member must be a Primary Delegate of a Regular Member in Good Standing. * Elections will be held by ballot with one vote per Regular Board member. (BFCOG Bylaws, Article VII - Officers, Section 3 – Election, Eligibility & Term of Office) 2.3 MEETINGS The Committee will meet monthly to transact the business of a routine nature on behalf of the organization. The Committee may meet at other times as deemed necessary by the Chair. 2.4 PARTICIPATION Meetings of the Executive Committee are open to any member of the Board; however, voting will be limited to the Executive Committee members exclusively. 2.5 VOTING AND MEETING CONDUCT Each member of the Executive Committee shall be entitled to one (1) vote on any matter that comes before the Committee. A vote of the majority of the quorum present at any meeting of the Committee is required to decide any question. 2.6 MINUTES The Board Chair will ensure that minutes of Executive Committee meetings are kept and presented to the Board at their next regularly scheduled meeting. 2.7 ANTICIPATED ACTIONS The internal administration items below are anticipated to be procedurally handled by the Executive Committee on behalf of the Board: A. ADMINISTRATION AND OPERATIONS 1. All matters relating to fiscal policy, organization, re-organization, or public policy, as distinguished from matters of internal administration, shall be processed through the Executive Committee for their review and recommendation to the Board. 2. Review all proposed programs or projects submitted to the COG for comment and recommendations. 3. Approve all programmatic reporting and actions of a routine nature, including Transportation Improvement Program amendments. 28 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 4 | P a g e B. EMPLOYEE ADMINISTRATION 1. Direct oversight and evaluation of the performance and duties of the Executive Director. 2. Direct staff activities as appropriate through the Executive Director. 3. Approve the annual staffing plan. 4. Approve staffing changes not expressly delegated to the Executive Director, including addition or reduction of staff positions, compensation ranges, and employee benefits within the currently adopted annual budget. C. CONTRACTS AND AGREEMENTS 1. Accept and authorize contracts and contract revisions in line with the annual budget and the COG’s work program, including allocating revenue made available through new or revised contracts. 2. Approve submission of grant funding applications by staff. D. POLICIES AND PROCEDURES 1. Authorization to approve policies and procedures of an administrative and operational nature. 2. Review governance policies for recommendation to the Board for adoption by resolution. E. FISCAL AUTHORITY 1. Review the proposed annual budget, direct the Executive Director on necessary adjustments, and make the final recommendation to the Board. 2. Approve routine revisions to any budget category within the adopted budget so long as the individual expenditure and revenue revisions are in keeping with the overall work program of the COG. 3. Review and approve COG financial reports. 4. Approve vouchers and warrant registers. 5. Provide the Board with recommended member dues and assessments for the following year by considering all relevant circumstances, including a review of the proposed draft budget for the next fiscal year, the amount of reserves on hand, the COG’s Work Plan for the current and projected next fiscal year, and the anticipated receipts from all funding sources including grants. 6. Assure compliance with all receipt and allocation of funds according to Washington State law, Federal law, and requirements of all funding agencies. 29 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 1 | P a g e BFCOG STANDING COMMITTEE POLICY METROPOLITAN PLANNING ORGANIZATION (MPO) & REGIONAL TRANSPORTATION PLANNING ORGANIZATION (RTPO) BENTON-FRANKLIN TRANSPORTATION POLICY BOARD (BFTPB) Policy Number: ## Authority: Executive Director Adopted: May 19, 2023, Resolution 05-23 Reviewed: Updated: 1.0 POLICY BFCOG Bylaws, Article IX - Committees, Section 1 – Standing Committees designates that this committee “shall meet and perform the duties incident to each committee and as directed or assigned by the Board but shall not have the power to act on behalf of the COG without explicit Board approval. All standing committees will have a Board-adopted Committee Policy outlining the committee’s purpose, composition, quorum, leadership, authority, and functions.” ** BFCOG Bylaws, Article X. Metropolitan Planning Organization, Section 6. Standing Committees, Benton-Franklin Transportation Policy Board 1.1 PURPOSE A. The Benton-Franklin Transportation Policy Board (BFTPB) is referred to in this policy as the “BFTPB.” To ensure that metropolitan and regional transportation planning is conducted in a coordinated process that minimizes unnecessary duplication of work and oversight, the MPO and RTPO Transportation Policy Boards have been combined into the BFTPB. In addition to governing the metropolitan and regional transportation planning processes, the BFTPB is also charged with allocating the combination of federal, state, and local funds to the numerous projects in the Transportation Improvement Program (TIP).** 1.2 COMPOSITION A. Per BFCOG Bylaws, Article X. Metropolitan Planning Organization, Section 6. Standing Committees, Benton-Franklin Transportation Policy Board (BFTPB); the BFCOG Board serves simultaneously as the Benton-Franklin Transportation Policy Board. B. The composition of the BFTPB shall remain consistent with federal and state law as currently adopted or amended. If such state or federal laws change, the composition of the BFTPB will automatically be adjusted to comply with such changes without requiring this agreement to be amended or approved by the membership. 1.3 LIMITATION OF AUTHORITY 30 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 2 | P a g e A. Unless otherwise provided for in this Policy, the authority of the BFTPB is limited to governance matters of the MPO/RTPO. 1.4 FUNCTIONS A. Unless otherwise provided for in this Policy, the functions and operations of all BFCOG committees are defined in the BFCOG Bylaws. 2.0 PROCEDURE 2.1 MEETINGS A. The BFTPB will conduct business as part of scheduled COG Meetings. B. If necessary, the Board may convene a meeting specifically to conduct business as the BFTPB. 2.3 PARTICIPATION Meetings of the BFTPB are open to the public. Public participation will be up to the discretion of the Chair. 2.5 MINUTES The committee shall keep minutes of proceedings and report to the Board as requested by the Board Chair or by any Board member. 31 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 1 | P a g e BFCOG STANDING COMMITTEE POLICY METROPOLITAN PLANNING ORGANIZATION (MPO) & REGIONAL TRANSPORTATION PLANNING ORGANIZATION (RTPO) TECHNICAL ADVISORY COMMITTEE (TAC) Policy Number: ## Authority: Executive Director Adopted: May 19, 2023, Resolution 05-23 Reviewed: Updated: 1.0 POLICY BFCOG Bylaws, Article IX - Committees, Section 1 – Standing Committees designates that this committee “shall meet and perform the duties incident to each committee and as directed or assigned by the Board but shall not have the power to act on behalf of the COG without explicit Board approval. All standing committees will have a Board-adopted Committee Policy outlining the committee’s purpose, composition, quorum, leadership, authority, and functions.” ** BFCOG Bylaws, Article X. Metropolitan Planning Organization, Section 6. Standing Committees, Benton-Franklin Technical Advisory Committee 1.1 PURPOSE A. The MPO/RTPO Technical Advisory Committee (TAC) is referred to in this policy as the “TAC.” At the direction of the Benton-Franklin Transportation Policy Board (BFTPB)*, the TAC works in an advisory capacity on technical transportation planning matters. The advice provided by the TAC is intended to help the Board understand complex engineering and planning concepts and to advise how potential Board decisions on projects and programs of a technical nature are likely to impact local and regional constituencies.** B. The TAC may be convened in sub-committees to ensure appropriate expertise and guidance based on the nature of the MPO/RTPO’s planning and programmatic activities.** *Per BFCOG Bylaws, Article X. Metropolitan Planning Organization, Section 6. Standing Committees, Benton-Franklin Transportation Policy Board (BFTPB); the BFCOG Board serves simultaneously as the Benton-Franklin Transportation Policy Board. 1.2 COMPOSITION A. The Technical Advisory Committee (TAC) shall consist of professional and technical planners, engineers, or similar disciplines, and other appropriate employees of COG Regular Members that create the MPO/RTPO and other designated agencies as determined by the BFTPB and in compliance with Federal and State guidance.** 32 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 2 | P a g e B. The TAC shall be composed of appointed representatives from COG Regular Members that comprise the MPO/RTPO and non-voting advisors from designated public agencies, local governments, or major employers. C. The COG Regular Members that comprise the MPO/RTPO may each appoint two (2) representatives to the TAC; one (1) with responsibility for comprehensive planning and one (1) with responsibility for the operation, control, development, or improvement of the transportation or transit system. D. Appointed representatives to the TAC must be technically qualified and employed by that agency, department, or division for planning, engineering, and/or administration purposes. If a COG Regular Member is not of a size that has separate staff functions for planning and public works, they may request to either have a single individual serve in both capacities or request to be represented by a contracted agency (e.g., engineering firm). E. In compliance with RCW 47.80 and 23 CFR 450.310(d)(3), the Washington State Department of Transportation South Central Region may appoint two (2) people to the TAC; one (1) with responsibility for comprehensive planning and one (1) with responsibility for the operation, control, development or improvement of the transportation or transit system. F. Each COG Regular Member shall designate and provide notice to the COG by December 15th of each year of the names and titles of their TAC representative(s). G. At the discretion of the BFTPB, Non-voting staff advisors representing transportation and regional planning interests, public agencies, local governments, or major employers who are not COG Regular Members may be invited to appoint a TAC representative(s). These may include but are not limited to: a. School District Transportation Departments b. Department of Energy, Hanford Operations c. Local Airport/Rail Infrastructure Interests d. Other Major Employers e. Walla-Walla MPO H. Alternate representatives may be designated to act on behalf of the represented agency members when necessary. I. TAC representatives serve at the pleasure of their respective governing bodies or agencies. J. A list of the membership of the TAC shall be maintained and updated by the MPO. K. The MPO Deputy Director and COG Executive Director are non-voting members of the TAC. 1.3 QUORUM The presence of one appointed representative from a majority of the COG Regular Member jurisdictions at a TAC or TAC sub-committee meeting will constitute a quorum. 33 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 3 | P a g e 1.4 LEADERSHIP The TAC membership shall elect a TAC Chair and two Vice-Chairs. 1.5 FUNCTIONS BFCOG facilitates a cooperative approach to establishing consensus regarding area needs and the actions required to solve local and interlocal problems of the region by ensuring opportunities for understanding and participation for all populations residing within its service boundaries, in full compliance with all requirements of the ADA and the Title VI of the Civil Rights Act of 1965. The functions of the TAC shall include, but are not limited to, the following: A. Educate and brief their BFTPB member counterpart B. Provide a continuing forum for collaboration with local, state, and federal agencies involved in the transportation planning process. C. Provide a forum for sharing transportation information that can be used and coordinated with other planning efforts. D. Provide a forum for developing, discussing, and exchanging best practices utilized in transportation planning, including new techniques, technology, or methods. E. Promote communication and coordination among members to identify and resolve common transportation-related problems and concerns. F. Review and provide advice concerning transportation studies, reports, plans, amendments, or programs. G. Make priority recommendations to the MPO/RTPO based on the agreed-upon transportation needs of the area. 1.6 LIMITATION OF AUTHORITY Unless otherwise provided for in this Policy, all BFCOG committees' functions and operations are defined in the BFCOG Bylaws. 2.0 PROCEDURE 2.1 ELECTION OF OFFICERS A. A Chair and two Vice-Chairs, one for each sub-committee of the TAC, shall be elected at the first regularly scheduled meeting of the calendar year and shall serve for that calendar year or until the next election is held. B. Any Regular Member may nominate or be nominated as Chair or a Vice-Chair. All elections shall be by the majority vote of the Regular Members present. C. The Chair shall preside over all full TAC meetings and shall be responsible for the conduct at meetings. In the absence of the Chair, the Vice-Chair shall have and exercise the duties and powers of the Chair. D. Any vacancy in office created by resignation or replacement of the Chair or Vice-Chair by the appointing agency shall be filled by a majority vote of members present at the next 34 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 4 | P a g e regularly scheduled meeting. The new officeholder will serve the remainder of the unexpired term of the vacant office. 2.2 MEETINGS A. The TAC, as a whole or by sub-committee, will meet monthly, unless due to a lack of agenda items, but not less than quarterly. The MPO staff will determine the meeting date, time, and frequency based on planning and program advisory needs. Unless otherwise required by law to conduct meetings in person, the MPO staff and TAC Chair, in coordination, may conduct TAC meetings in person, entirely virtual, or as a hybrid within- person and virtual participation. B. Sub-committees of the TAC will be convened by COG staff to support the planning processes of the MPO/RTPO, including: i. Transportation Technical Advisory Sub-committee (TTASC) ii. Planning Technical Advisory Sub-Committee (PTASC) B. All MPO/RTPO items of business must be vetted through the TAC before being presented to the BFTPB for consideration. 2.3 PARTICIPATION All TAC meetings shall be held in facilities available to the public meeting all required provisions of Title VI of the Civil Rights Act of 1964 (Title VI) and the Americans with Disabilities Act (ADA) and will encourage public comments so long as such comments comply with the furtherance of the TAC Committee mission and purpose. TAC meeting agendas will include an item for public comment. If a member of the public wishes to comment, they will need to be recognized by the Chair. They will be asked to state their name for the record, limit their remarks to three minutes unless granted additional time by the Chair, and deliver their comments courteously and efficiently directed to the Chair. 2.4 VOTING AND MEETING CONDUCT A. The TAC will work by consensus when providing advice to the BFTPB. If an agreement cannot be reached, the TAC Chair may call for a vote of the Committee. i. When the TAC is convened as a whole, each COG Regular Member shall be entitled to one (1) vote on any matter before the Committee, even if that Regular Member has two appointed TAC representatives. ii. When a TAC sub-committee is convened, the appropriate COG Regular Member TAC representative (Planning or Transportation) shall be entitled to one (1) vote on any matter before the Sub-committee. iii. A vote of a simple majority of the quorum present at any meeting of the TAC is required to decide any question. iv. Votes shall be voice votes except that an individual member can have their vote recorded in the minutes if desired. 35 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 5 | P a g e 2.5 MINUTES The committee shall keep minutes of proceedings and report to the Board as requested by the Board Chair or any Board member. 2.6 STAFF DUTIES A. MPO staff will ensure that minutes of TAC meetings are kept and presented at the next regularly scheduled TAC meeting. B. MPO staff and TAC Chair in coordination shall determine the agenda and order of business in coordination with the Chair. MPO staff duties include preparing and distributing meeting agendas, minutes, and public notices. C. Agendas for meetings and minutes of the previous meeting should be transmitted to TAC members at least seven (7) days in advance of the meeting. D. MPO staff will prepare and present reports for the BFTPB of TAC committee activities. 36 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 1 | P a g e BFCOG STANDING COMMITTEE POLICY ECONOMIC DEVELOPMENT DISTRICT (EDD) ADVISORY & COMPREHENSIVE ECONOMIC DEVELOPMENT STRATEGY COMMITTEE (EDDAC) Policy Number: ## Authority: Executive Director Adopted: May 19, 2023 Reviewed: XXXX Updated: XXXX 1.0 POLICY BFCOG Bylaws, Article IX - Committees, Section 1 – Standing Committees designates that this committee “shall meet and perform the duties incident to each committee and as directed or assigned by the Board but shall not have the power to act on behalf of the COG without explicit Board approval. All standing committees will have a Board-adopted Committee Policy outlining the committee’s purpose, composition, quorum, leadership, authority, and functions.” *BFCOG Bylaws, Article XII - Benton-Franklin Economic Development District, Section 7 Standing Committees, Economic Development District Advisory Committee. 1.1 PURPOSE A. The EDD Advisory Committee is referred to in this policy as the “EDDAC.” The EDDAC will provide advisory recommendations and advice on how the EDD can help lead a locally-based, regionally-driven economic development planning process involving active participation from the private sector, public officials, non-profit organizations, educational institutions, and private citizens.* B. The EDDAC will also serve as the Comprehensive Economic Development Strategy Committee, ensuring the creation of a CEDS to guide economic prosperity and resilience in the region. * C. The EDDAC will advise the COG, as the EDD governing board, on decisions related to projects and programs under the EDD. * 1.2 COMPOSITION A. The Economic Development District Advisory Committee (EDDAC) is appointed by the COG Board and is comprised of community stakeholders broadly representative of the principal economic interests of the Benton-Franklin region. * B. The COG may utilize appointment and/or open application processes to designate representatives from economic interest areas in the region, which may include: • Advanced Manufacturing • Agriculture • Arts & Culture 37 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 2 | P a g e • Clean Energy • Commercial Lending • Construction • Food Processing • Freight/Distribution • Healthcare • Higher Education • Hospitality/Entertainment • K-12 Education • Labor • Minority-Owned Business • Outdoor Recreation • Real Estate • Small Business • Social Services (Non-Profit) • Utilities • Workforce Development C. The COG may choose to appoint a regional committee outside of the COG to meet the responsibilities of the EDDAC in lieu of creating a duplicative committee. 1.3 QUORUM A minimum of eight (8) members of the appointed EDDAC representatives present will constitute a quorum. 1.4 LEADERSHIP A. The EDDAC membership shall elect a Chair and Vice-Chair. B. If the EDDAC responsibilities are delegated to another regional committee, the Chair of that committee will be ratified by the COG board as the EDDAC Chair. 1.5 FUNCTIONS A. BFCOG facilitates a cooperative approach to establishing consensus regarding area needs and the actions required to solve local and interlocal problems of the region by ensuring opportunities for understanding and participation for all populations residing within its service boundaries, in full compliance with all requirements of the ADA and the Title VI of the Civil Rights Act of 1965. B. Unless otherwise provided for in this Policy, the functions, and operations of all BFCOG committees are defined in the BFCOG Bylaws and apply to the execution of the Benton- Franklin Economic Development District. 38 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 3 | P a g e 2.0 PROCEDURE 2.1 ELECTION OF OFFICERS A. A Chair and Vice-Chair of the EDDAC shall be elected at the first regularly scheduled meeting of the calendar year and shall serve for that calendar year or until the next election is held. B. Any regular member may nominate or be nominated as Chair or Vice-Chair. All elections shall be by the majority vote of the regular members present. C. The Chair shall preside over all meetings and shall be responsible for the conduct at all meetings. In the absence of the Chair, the Vice-Chair shall have and exercise the duties and powers of the Chair. D. Any vacancy in office created by resignation or replacement of the Chair/Vice-Chair by the appointing agency shall be filled by a majority vote of members present at the next regularly scheduled meeting. The new officeholder will fill the remainder of the unexpired term of the vacant office. 2.2 MEETINGS A. The EDDAC will be convened at least quarterly to discuss and/or brief members on EDD planning activities. The COG staff will determine the date, time, and frequency of meetings based on planning and program advisory needs. B. Working groups will be convened by staff to support the planning processes of the CEDS. C. A COG staff member will be assigned as the liaison to the EDDAC and will facilitate meetings in cooperation with the EDDAC Chair. 2.3 RESPONSIBILITIES The EDDAC will provide the following service in support of the EDD: A. Actively provide information and feedback supporting the creation of the CEDS and its annual updates. B. Make recommendations to the COG Board, including: i. Adoption of the CEDS and its updates; ii. Application for funding opportunities in support of CEDS priorities; and iii. Creation of new economic development programs 2.4 PARTICIPATION Meetings of the EDDAC are open to the public. Public participation will be up to the discretion of the Chair. COG Board members are welcome to attend any EDDAC meetings; however, Board members do not serve on the EDDAC. 39 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9 4 | P a g e 2.5 VOTING AND MEETING CONDUCT A. The EDDAC will work by consensus when making recommendations for the COG Board. If an agreement cannot be reached, the EDDAC Chair may call for a vote of the Committee. i. Each Committee member shall be entitled to one (1) vote on any matter before the Committee. ii. A vote of a simple majority of the quorum present at any meeting of the Committee is required to decide any question. iii. Votes shall be voice votes except that an individual member can have their vote recorded in the minutes if desired. 2.6 MINUTES The committee shall keep minutes of proceedings and report to the Board as requested by the Board Chair or by any Board member. 2.7 STAFF DUTIES A. COG staff will ensure that minutes of EDDAC meetings are kept and presented at the next regularly scheduled EDDAC meeting. B. COG staff shall determine the agenda and order of business in coordination with the Chair. COG staff duties include preparing and distributing meeting agendas, minutes, and public notices. C. Agendas for meetings and minutes of the previous meeting should be transmitted to EDDAC members at least seven (7) days in advance of the meeting. D. COG staff will prepare and present reports for the COG Board of EDDAC committee activities. 40 DocuSign Envelope ID: 1C442DD7-5E48-4298-9564-A4464CD520F9