NKAPCouncil Bylaws
NKAPCommission Bylaws

NKAPCouncil Bylaws
Article 1.
Article 2.
Article 3.
Article 4.
Article 5.
Article 6.
Article 7.
Article 8.
Article 9.
Article 10.
Article 11.
Article 12.
Article 13.
Article 14.NKAPC Bylaws

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NKAPCommission Bylaws
Article 1. Name
Article 2. Authorization and Purpose
Article 3. General Rules
Article 4. Terms of Office
Article 5. Officers
Article 6. Compensation
Article 7. Legal Counsel
Article 8. Committees
Article 9. Meetings
Article 10. Quorum
Article 11. Minutes and Records
Article 12. Budget and Annual Work Program
Article 13. Tax Rate
Article 14. Commission Expenditures, Authority
Article 15. Annual Audit
Article 16. Voting, Number of Votes Necessary
Article 17. Conflicts of Interest
Article 18. Executive Director
Article 19. Personnel, Rules, Regulations, and Policies Manual
Article 20. Amending Official Documents

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Article 1. Name
The name of this organization shall be "Northern Kentucky Area Planning Commission" and referred to hereinafter as "Commission". Top

Article 2. Authorization and Purpose
These Bylaws are enacted for the purpose of carrying out the business of the Commission as set forth in Sections 147.610 through 147.705 of the Kentucky Revised Statutes (KRS). Top

Article 3. General Rules
Membership, oath of office, vacancies, removal of members, bonds, and other statutory requirements related to the Commission's activities shall be as stated in KRS 147.610 through 147.705. Top

Article 4. Terms of Office
Commission members shall serve two year terms which shall begin on the first day of May after their election by the Northern Kentucky Area Planning Council and upon administration of their oath of office. Commission members' terms shall end upon their expiration and the election and qualification of their successors. Persons elected to fill a vacancy shall begin immediately upon election and administration of their oath of office. Their term shall end upon expiration of the term to which their predecessor was elected and the election and qualification of their successor.

For the purposes of this Article, the Commission's organizational year shall be May 1 through the following April 30. Top

Article 5. Officers
The Commission shall elect from its membership a Chairperson, Vice Chairperson, and Treasurer during its Organizational meeting.

(1) The Chairperson shall preside at all meetings of the Commission and see to the accurate and proper execution of minutes, records, books, notices, and agenda pertaining to Commission operations. The Chairperson shall serve as an ex-officio member of all committees and, with approval of the Commission, appoint or terminate committees, their chairpersons, and members.
(2) The Vice Chairperson shall hold the powers and perform the duties of Chairperson in the absence, inability, or incapacity of the Chairperson.
(3) The Treasurer shall be responsible for the accurate and proper execution of all funds and accounts of the Commission as well as the preparation of monthly financial statements. The Treasurer shall hold the powers and perform the duties of the Chairperson in the absence, inability, or incapacity of both the Chairperson and the Vice Chairperson.
(4) The Secretary position shall be filled by the Executive Director who shall see to the accurate preparation and completion of minutes and records for each meeting of the Commission. Top

Article 6. Compensation
Members of the Commission in attendance shall receive a per diem of $40.00 for each day or part thereof that the Commission meets. Commission members shall not receive a per diem for attending meetings of the Northern Kentucky Area Planning Council.

Payment of per diem and the expense allowance to members of the Commission shall not exceed $1000.00 annually. This amount shall be adjusted annually by the Cost of Living published each year by the Commonwealth of Kentucky. Top

Article 7. Legal Counsel
The Commission shall appoint an attorney who is licensed to practice law in the Commonwealth of Kentucky. This attorney, who shall not be a member of the Commission, should attend all regular meetings and any other meetings as requested by the Chairperson or Executive Director. The attorney shall provide legal consultation and assistance to the Commission and its staff, attendant to Commission business, and represent the Commission and its staff in all disputes and litigation as directed by the Commission and its executive director. A description of services to be rendered, compensation to be paid, and other terms shall be by properly executed written agreement between the attorney and the Commission. Top

Article 8. Committees
The Chairman and Commission shall act to create the following committees during its Organizational meeting each May.

(1) The Executive Committee shall consist of the Chairperson, Vice Chairperson, and Treasurer. This Committee shall meet and consider any business deemed necessary.
(2) The Chairperson, with the approval of the Commission, shall appoint the following standing committees. These committees shall be responsible for the issues noted and to meet and consider any other business deemed necessary.
(a) Personnel, Rules, Policies, and Procedures: to maintain the integrity of the Commission's Personnel, Rules, Regulations, and Policies Manual through biannual reviews;
(b) Budget and Annual Work Program: to review the budget and annual work program; and
(c) Bylaws: to maintain the integrity of the Commission's Bylaws through biannual reviews.
(3) The Chairperson, with the approval of the Commission, may appoint special committees at any time, establish their charges, and set their time line as deemed necessary. Top

Article 9. Meetings
The following shall be considered sanctioned meetings of the Commission.

(1) The Organizational meeting shall be held each May. In the event the Commission holds two or more meetings in May, the first shall be considered the Organizational meeting.
(2) Regular meetings shall be held at such times and places as determined by the Commission and approved during its Organizational meeting.
(3) Special meetings may be called as deemed necessary by the Chairperson or a majority of the Commission's members.
(4) Committee meetings shall be called at such times and places as determined by the Chairperson.
All Regular meetings, Special meetings, and Committee meetings shall be called and held as prescribed by the Kentucky Revised Statutes.

The Executive Director, in consultation with the Chairperson of the Commission or Committee, shall prepare an agenda for all meetings. The first item on the agenda of all regular meetings shall be a provision for it to be amended and/or accepted. Top

Article 10. Quorum
A quorum shall consist of a simple majority of the membership of the Commission or Committee excluding any ex-officio member. Top

Article 11. Minutes and Records
The Commission and its Committees shall keep an accurate and complete record of their proceedings and financial statements. At a minimum, the minutes shall include the names of members making and seconding motions as well as how each member voted on each motion. Top

Article 12. Budget and Annual Work Program
The Executive Director shall prepare and submit annually to the Commission a proposed budget and annual work program. These submittals shall detail anticipated revenues and expenditures and propose a tax rate to fund it. The Commission shall review these proposals, amend them as necessary, and recommend them to the Northern Kentucky Area Planning Council not later than May 1. The Northern Kentucky Area Planning Council shall review these proposals, amend them as necessary, and approve them before July 1 of the applicable fiscal year. The Commission shall then adopt the documents as amended on or before July 1 of the fiscal year.

Amendments to either the budget or annual work program shall require affirmative action by the Commission. Significant amendments shall also be submitted to the Northern Kentucky Area Planning Council for approval. Top

Article 13. Tax Rate
The Commission shall adopt a tax rate necessary to fund the adopted budget not more than 30 days after receipt of the certification of assessments from the Department of Property Taxation of the Kentucky Revenue Cabinet. Once set, this adopted tax rate shall be certified to the auditor and County Clerk. Top

Article 14. Commission Expenditures, Authority
The Treasurer and Executive Director shall be authorized to sign all checks, drafts, notes, and withdrawals authorized by the Commission. A facsimile signature may be used for the Treasurer's signature. If such a procedure is followed, the Executive Director shall:

(1) sign all checks, drafts, notes, and withdrawals manually;
(2) see to it that warrants are prepared for the Treasurer to sign off on either in person, by facsimile transmission, or by email; this listing shall include all checks processed internally with the exception of those to Commission members for meeting attendance or reimbursement for continuing education or travel; and
(3) assure that normal and reasonable security measures are followed to assure adequate control of the signature plate. Top

Article 15. Annual Audit
On an annual basis, the Commission shall recommend the name of an independent, reputable certified public accounting firm to audit the records, books, and accounts of the Commission to the Northern Kentucky Area Planning Council for consideration. Copies of the resulting audit shall be provided to each member of the Commission and Northern Kentucky Area Planning Council. Top

Article 16. Voting, Number of Votes Necessary
Each Commission member present for organizational, regular, special, or committee meetings, including the Chairperson, is entitled to one vote unless they have disqualified themselves from voting.

Action on amending or adopting Official Documents shall require a majority vote of the entire Commission membership to succeed. Action on all other matters before the Commission or one of its committees shall require only a majority of the quorum present. Top

Article 17. Conflicts of Interest
Commission members who have a direct or indirect financial or personal interest in the outcome of a motion before the Commission shall disqualify themselves because of the conflict of interest at the beginning of discussion and shall not participate in the ensuing discussion. Disqualifications shall be noted in the Commission's minutes and shall not be counted as an abstention. Top

Article 18. Executive Director
The Commission shall employ an Executive Director according to the provisions set forth in KRS 147.670(2). The Executive Director shall be responsible for completion of the annual budget and work program that are to be approved by the Commission and Northern Kentucky Area Planning Council. The Executive Director shall prepare and submit recommendations to the Commission which may involve but not be limited to policies, programs, contractual agreements, special studies, finances, and staff organizational issues.

Upon approval and adoption of the budget and annual work program, the Executive Director shall be authorized to: hire and terminate staff; grant salary adjustments; and approve expenses for all budgeted items within the limits of the approved and adopted budget, annual work program, and the Personnel, Rules, Regulations, and Procedures Manual. The Executive Director shall report to the Commission periodically on all such items of authorization and approval. Expenditures which have not been included in the budget must be approved by the Commission prior to expenditure. The Executive Director shall coordinate with the Commission's legal counsel and may represent the Commission to various agencies, boards, organizations, the media, and the public.

The Commission shall review the Executive Director's performance and set his/her compensation according to the Personnel, Rules, Regulations, and Procedures Manual. The Executive Director may be terminated by a majority vote of the entire Commission and upon proper notice. Top

Article 19. Personnel, Rules, Regulations, and Policies Manual
The Commission shall adopt a Personnel, Rules, Regulations, and Policies Manual which shall include, but not be limited to:

(1) the Vision / Mission / Core Values Statement;
(2) the organizational chart, provisions for job descriptions, and an attendant pay plan ;
(3) the Code of Ethics;
(4) employment practices and policies;
(5) employee benefits and services; and
(6) other general rules, regulations, and policies. Top

Article 20. Amending Official Documents
Amendments to the following Official Documents shall be presented to Commission members at least five days before the Commission is scheduled to takes action on them. The date of the meeting shall count as one of the five days.

(1) Personnel, Rules, Regulations, and Procedures Manual.
(2) Budget and Annual Work Program.

An amendment to the Budget and Annual Work Program shall require the Commission to determine if the proposed change is substantial and needs to be submitted to the Northern Kentucky Area Planning Council for action.

An amendment to the Bylaws shall be presented during a meeting of the Commission and voted on at the next regularly-scheduled meeting of the Commission. Top