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HomeMy WebLinkAbout07/16/2014 i BREMERTON TRANSPORTATION BENEFIT DISTRICT (TBD) BOARD 3456 th Street, Suite 600, Bremerton, WA 98337 ❑ Phone (360) 473 -5280 JULY 16, 2014 SPECIAL MEETING OF THE BREMERTON TRANSPORTATION BENEFIT DISTRICT BOARD IN THE FIRST FLOOR MEETING CHAMBERS Immediately following the 5:30 PM City Council Meeting A. CALL TO ORDER B. CONSENT AGENDA There have been no disbursements since the last meeting... 2. Minutes of Special Meeting — May 21, 2014 C. BUSINESS ITEMS 3. Resolution No. 013 approving amendments to the "Charter of the Bremerton Transportation Benefit District" 4. Resolution No. 014 approving amendments to the "Bylaws of the Bremerton Transportation Benefit District" D. PUBLIC HEARING 5. Public Hearing on Proposed Changes to the 2014 TBD adopted Work Plan and Budget E. ADJOURNMENT OF BREMERTON TBD BOARD SPECIAL MEETING ® Americans with Disabilities Act (ADA) accommodations provided upon request. Those requiring special accommodations please contact the City Clerk at (360) 473 -5323 at least 24 -hours prior to the Meeting. AGENDA BILL ta BREMERTON TRANSPORTATION BENEFIT DISTRICT BOARD OF DIRECTORS ■■ eeeeseeeeeeeeeeeeeeeeeseeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeae� SUBJECT: Special Meeting Minutes BOARD MEETING Date: July 16, 2014 May 21, 2014 City Department: TBD Board Presenter: Dino Davis, President Phone: (360) 473 -5280 SUMMARY: Attached is a summary of the Special Meeting Minutes of the Bremerton TBD Board. ATTACHMENTS: Special Meeting Minutes FISCAL IMPACTS (Include Budgeted Amount): None RECOMMENDED MOTION: Move to approve the Bremerton TBD Special Meeting Minutes as presented. AGENDA: I✓ Consent Agenda 17 Business I Public Hearing BOARD ACTION: ❑ Approve ❑ Deny ❑ Table ❑ Continue ❑ No Action Form Updated 3/12/13 DIGITAL RECORDING BREMERTON TRANSPORTATION BENEFIT DISTRICT SPECIAL MEETING MINUTES Wednesday, May 21, 2014 A Special Meeting for the Bremerton Transportation Benefit District (TBD) was called to order in the First Floor Meeting Chambers of the NORM DICKS GOVERNMENT CENTER, 345 6 th Street, Bremerton, Washington, Wednesday, May 21, 2014, immediately following the Council Meeting at 7:31 PM, with the President of the TBD Board Dino Davis presiding. TBD Board Members present were Eric Younger, Roy Runyon, Greg Wheeler, Jerry McDonald, and Mike Sullivan. TBD Board Member Leslie Daugs was absent. Also present were Board Attorney Roger Lubovich; Board Secretary Shannon Corin; and Board Staff Christine Grenier. CONSENT AGENDA B1 - Claims & Check Register: Check Numbers 350331 through 358305 in the amount of $540.00; and an Interfund Transfer in the amount of $53,638.69 B2 - Minutes of Regular Meeting — February 5, 2014 There were no comments or questions from the public... 07:32:33 M /S /C /U (Wheeler /Runyon) Move to approve the Consent Agenda as presented. INFORMATION BRIEFING C1 — UPDATE ON THE PROPOSED 2014 TBD WORK PLAN Chal Martin Public Works & Utilities Director, presented an update on the 2014 TBD Work Plan. No action was requested. Comments and questions were provided by McDonald, Runyon, Younger, Sullivan, and Wheeler, with responses provided by Mr. Martin and Mr. Lubovich 07:45:00 A Point of Order was called since the audience was not part of the Board and did not have the privilege to a call point of order on Board members. The Point of Order was sustained. 07:48:30 A Motion was made by Runyon and seconded by Wheeler to allow public comment. There was no objection by the Board Members. The Motion was withdrawn. Comments and questions were provided by Deirdre McKeet and Adam Brockus with responses were provided by Mr. Lubovich and Mr. Martin BUSINESS ITEMS D4 — RESOLUTION NO. 011 AUTHORIZING INVESTMENT OF TBD MONIES IN THE LOCAL GOVERNMENT INVESTMENT POOL Cathy Johnson Board Treasurer, summarized that Chapter 294, Laws of 1986 authorize public funds by government entities to be invested in the Local Government Investment Pool (LGIP). In order to provide more clarity with respect to how the Local Government Investment Pool operates, and as a result of recently amended WACs, a prospectus has been created and distributed to all investors in the LGIP. The City has been requested to provide an updated resolution referencing these changes. There were no comments or questions from the public... 08:09:05 Motion was made by Runyon and seconded by Sullivan... Comments were provided by Runyon... 08:09:32 M /S /C /U (Runyon /Sullivan) Move to adopt Resolution No. 011 authorizing investment of TBD monies in the Local Government Investment Pool. Bremerton Transportation Benefit District Board Special Meeting Minutes May 21, 2014 D5 — RESOLUTION NO. 012 ADOPTING THE TBD MATERIAL CHANGE POLICY Roger Lubovich Board Attorney, stated that RCW 36.73.160 requires the Transportation Benefit District to adopt a material change policy to address major plan changes that affect project delivery or the ability to finance the plan, and address material changes to cost, scope, and schedule; the level of change that will require governing body involvement; and how the governing body will address those changes. Comments were provided by Deirdre McKeel 08:14:25 Motion was made by Sullivan and seconded by Younger... Comments and questions were provided by Runyon, Wheeler, Younger, Sullivan, and Davis; with responses provided by Mr. Lubovich Mr. Martin and Mayor Lent 8:29:10 Amending Motion was made by Runyon to change the language in Section 1. Motion died for a lack of a second. 08:40:03 M /S /C /U (Sullivan/Younger) Move to approve Resolution No. 012 adopting the Bremerton Transportation Benefit District Material Change Policy. D6 — RESOLUTION NO. 013 APPROVING AMENDMENTS TO THE "CHARTER OF THE BREMERTON TRANSPORTATION BENEFIT DISTRICT " Roger Lubovich Board Attorney, pointed out that the proposed resolution amends the Charter of the Bremerton Transportation Benefit District to remove language relating to mandatory disclaimers and make other related amendments. No action is to be taken until a Special Meeting scheduled for July 16, 2014. There were no comments or questions from the public... Comments were provided by Runyon... D7 — RESOLUTION NO. 014 APPROVING AMENDMENTS TO THE "BYLAWS OF THE BREMERTON TRANSPORTATION BENEFIT DISTRICT " Roger Lubovich Board Attorney, pointed out that the proposed resolution amends the Bylaws of the Bremerton Transportation Benefit District to add language relating to the Treasurer of the District, to identify the principal contact and office address of the District, and to make other amendments. No action is to be taken until a Special Meeting scheduled for July 16, 2014. There were no comments or questions from the public... Comments were provided by Runyon... D8 — AMENDMENT TO THE INTERLOCAL AGREEMENT BETWEEN THE CITY OF BREMERTON AND THE BREMERTON TRANSPORTATION BENEFIT DISTRICT Roger Lubovich Board Attorney, explained that the amendment to the Interlocal Agreement between the City and the TBD that was entered into to maintain, preserve, and improve streets and related transportation infrastructure within the City. The amendments related to the provision of City staff support and other resources to the TBD and related issues. There were no comments or questions from the public... 08:52:35 Motion was made by Younger and seconded by Sullivan; Comments and questions were provided by Younger, Runyon, and Davis; with responses provided by Mr. Lubovich Bremerton Transportation Benefit District Board Special Meeting Minutes May 21, 2014 08:54:39 M /S /C /U (Younger /Sullivan) Move to approve the amended Interlocal Agreement between the City of Bremerton and the Bremerton Transportation Benefit District; and authorize the TBD President to finalize and execute the agreement with substantially the same terms and conditions as presented. With no further business, President Davis adjourned the meeting at 8:55PM. Prepared and Submitted by: &ZA - CHRISTINE G ENIER, TBD Board Staff Attest: SHANNON CORIN, TBD Board Secretary DINO DAVIS, TBD Board President DD:SC:ls:cg AGENDA BILL C3 BREMERTON TRANSPORTATION BENEFIT DISTRICT BOARD OF DIRECTORS ■ eeeeeeeeeeeeeeeeeeeeeeeseeeeeeeeeeseeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeese SUBJECT: Resolution No. 013 amending BOARD MEETING Date: May 21, 2014 the Charter of the Bremerton Transportation BOARD MEETING Date: July 16, 2014 Benefit District City Department: City Attorney's Office Presenter: Roger A. Lubovich Phone: 473 -2345 SUMMARY: The proposed resolution amends the Charter of the Bremerton Transportation Benefit District to remove language relating to mandatory disclaimers and make other related amendments. ATTACHMENTS: Proposed Resolution No. 013 and Exhibit A - Charter FISCAL IMPACTS (Include Budgeted Amount): none RECOMMENDED MOTION: Move to approve Resolution No. 013 amending the Charter of the Bremerton Transportation Benefit District. AGENDA: 1 Consent Agenda W Business f° Public Hearing BOARD ACTION: ❑ Approve ❑ Deny ❑ Table ❑ Continue ❑ No Action Form Updated 3/12/13 RESOLUTION NO. 013 A RESOLUTION of the Board of the Bremerton Transportation Benefit District, approving amendments to the Charter of the Bremerton Transportation Benefit District. WHEREAS, the Board of the Bremerton Transportation Benefit District has approved a Charter setting forth the nature, powers, and obligations of the Bremerton Transportation Benefit District; and WHEREAS, the Board of the Bremerton Transportation Benefit District proposes to amend the Charter of the Bremerton Transportation Benefit District to remove language relating to mandatory disclaimers and to make other related amendments; NOW THEREFORE, THE BOARD OF THE BREMERTON TRANSPORTATION BENEFIT DISTRICT, DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The Board hereby approves the proposed Charter of the Bremerton Transportation Benefit District as amended, as set forth in Exhibit "A ", attached hereto and incorporated by reference. SECTION 2. SeverabiliV. If any one or more sections, subsections, or sentences of this Resolution are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this Resolution and the same shall remain in full force and effect. SECTION 3. Effective Date. This Resolution shall take effect and be in force immediately upon its passage. PASSED by the Board of the Bremerton Transportation Benefit District this day of , 2014. By: Dino Davis, Board President APPROVED AS TO FORM: ATTEST: ROGER A. LUBOVICH, Board Attorney SHANNON L. CORIN, Board Secretary RALegalUgalTilesTurrent Activc FilesUransportation Bcnefit District\2014\Rcsolution- Charter (2014 amendment).doc 1 Bremerton Transportation District Charter (2014 Amendment) EXHIBIT A CHARTER OF THE BREMERTON TRANSPORTATION BENEFIT DISTRICT TABLE OF CONTENTS Page ARTICLEI NAME ........................................................................ ..............................1 Section1.01 Name ............................................................................. ..............................1 ARTICLE II NATURE AND PURPOSES ..................................... ..............................1 1. Section 2.01 Nature of the District .................................................... ..............................1 Section2.02 Purposes ......................................................................... ..............................1 Section 2.03 Limitations on Liability ................................................ ..............................2 ARTICLE III DISSOLUTION ......................................................... ..............................2 Section 3.01 Dissolution .................................................................... ..............................2 ARTICLE IV POWERS; INDEMNIFICATION ............................. ..............................3 Section4.01 Powers ............................................................................ ..............................3 Section 4.02 Indemnification .............................................................. ..............................3 ARTICLE V BOARD OF DIRECTORS CUT -RAE DIREGTl1D AND OFFICERS 4 Section 5.01 Board Powers ................................................................. ..............................4 Section 5.02 Board Composition ........................................................ ..............................4 Section 5.03 Board Officers ................................................................ ..............................4 Section 5.04 Tfeasufe of Interest ......................................... ..............................4 Section 5.05 Genfliet of hAeFes4Treasurer .......................................... ..............................4 Section5.06 Attorney ......................................................................... ..............................4 ARTICLE VI MEETINGS ................................................................ ..............................5 Section 6.01 Board Meetings .............................................................. ..............................5 Section 6.02 Board Quorum and Concurrence ................................... ..............................5 Section 6.03 Open Public Meetings .................................................... ..............................5 Section6.04 Minutes .......................................................................... ..............................5 Section 6.05 Material Change Policy and Annual Report .................. ..............................5 ARTICLEVII BYLAWS .................................................................... ..............................6 Section7.01 Bylaws ............................................................................ ..............................6 ARTICLE VIII AMENDMENT TO CHARTER ................................ ..............................6 Section 8.01 Proposals to Amend Charter .......................................... ..............................6 -i- Section 8.02 Board Consideration of Proposed Amendments ............ ..............................6 Section 8.03 Vote Required for Proposals to Amend the Charter ...... ..............................6 Section 8.04 Public Hearings ............................................................. ..............................6 ARTICLE IX COMMENCEMENT ................................................. .............................b7 Section 9.01 Commencement ............................................................ .............................b7 ARTICLE X MISCELLANEOUS ................................................... ..............................7 Section 10.01 Liberal Construction and Severability ........................ ..............................7 -ii- CHARTER OF THE BREMERTON TRANSPORTATION BENEFIT DISTRICT WHEREAS, the City Council (the "Council ") of the City of Bremerton, Washington (the "City") has determined that it is in the best interests of the City and its citizens to create a Transportation Benefit District coextensive with the boundaries of the City in order to exercise the powers available under Chapter 36.73 RCW (the "Statute "); and WHEREAS, pursuant to Ordinance No. 5076 of the City (the "Ordinance "), passed on February 4, 2009, the City authorized and approved the creation of a Transportation Benefit District, designated as the Bremerton Transportation Benefit District (the "District "), coextensive with the boundaries of the City, for the purpose of exercising certain powers available under the Statute as limited by the ordinance, codified as Chapter 11.25 of the Bremerton City Code; NOW, THEREFORE, this Charter is hereby granted to and approved by the District. ARTICLE I NAME Section 1.01 Name The name of the Transportation Benefit District shall be the "Bremerton Transportation Benefit District." ARTICLE II NATURE AND PURPOSES Section 2.01 Nature of the District The District shall be a Transportation Benefit District organized pursuant to Chapter 36.73, Ordinance No. 5076 and Chapter 11.25 BMC. The boundaries of the District shall be coextensive with the boundaries of the City. The District shall be a municipal corporation, an independent taxing "authority" within the meaning of Article VII, Section I of the Constitution of the State of Washington (the "Constitution "), and a "taxing district" within the meaning of Article VII, Section 2 of the Constitution. The District shall be an entity independent of and separate from the City. Section 2.02 Purposes The purpose of the District shall be to provide a separate legal entity pursuant to Statute and Ordinance to exercise the powers available under the Statute, to, but only to the extent authorized by the Ordinance. The primary purpose of the District shall be the acquisition, construction, improvement, provision and/or funding of the maintenance of City streets and related infrastructure in a manner which is: 2.02.01 Consistent with state, regional, and local transportation plans; 2.02.02 Necessitated by reasonably foreseeable congestion levels attributable to economic growth; and 2.02.03 Funded by local government or private developer contributions or any combination thereof. -1- Section 2.03 Limitations on Liability All debts, liabilities and other obligations incurred by the District ( "Obligations ") shall be satisfied: (a) in the case of Obligations which, by their terms, are not payable from a special or limited source of funds, exclusively from the revenues, assets and properties of the District, and (b) in the case of Obligations which, by their terms, are payable from a special or limited source of funds, exclusively from such revenues, assets and properties of the District as shall be specifically pledged thereto or otherwise identified as being the source of payment thereof. No creditor, claimant or other person shall have any right of action against or recourse to the City or its revenues, assets or properties on account of or with respect to any such Obligations, or otherwise on account of or with respect to any acts or omissions of the District or its officers, employees or agents. whirah shall be the Br-efaeFtea City Hall. it shall alse be pF;Rted er- st"ed en all , established pufsuant te Or-dinanee No. 5076 of the City ef , agents. to, Chapter- 36.73 ef the Revised Cede of Washingen. All debts, liabilities and per-sea shall have any right ef aefien against er- r-eeeufse te the City of Br-emeftefl, Washingten en aeeeuFA of er- with fespeet te any debts, liabilities er- ether.- ARTICLE III DISSOLUTION Section 3.01 Dissolution Subject to the provisions of RCW 36.73.050 and BMC 1.1_.25.050, the Transportation Benefit District shall be automatically dissolved when all indebtedness of the District has been retired and when all of the District's anticipated responsibilities have been satisfied. The DistF et shall exist • ntil disselved in eMeme° with the and payment efer-editer-s shall all eemply wid - . i i as ef the Statute. The Distr-iet shall autematieally disselved when all indebtedness ef the Distr-iet has been retired, and when all the disseluti . . %ts ef RGW 36.73.050, BMG 11.25.050 sets fe#h that the Distfiet shall autematieally -disselve six ear: fien the- ef€eetive date dinaR.ee 5076 -2- ARTICLE IV POWERS, INDEMNIFICATION Section 4.01 Powers Except as otherwise provided herein, the District shall have and may exercise all lawful powers conferred upon a Transportation Benefit District as of the date hereof by the laws of the State of Washington, limited as provided in the Ordinance. Such powers shall include, but are not limited to, the following: (a) To hire employees, staff, and services, to enter into contracts, to direct agents and services acquired pursuant to contract or interlocal agreement, and to sue and be sued. The Board may, by interlocal agreement with the City, or other authorized procedure, appoint, hire or retain City officials and staff to provide services for or on behalf of the District. Pubho w eeatf-aet limits appheable to the City ef Br-emeAen shall apply te any eentfaet en4er-ed in4e by the Dishiet. — In the event that City staff are is utilized, the general fund of the City shall be reimbursed to, but only to the extent required by RCW 43.09.210. Public works contract procedures applicable to the City of Bremerton shall apply to any contract entered into by the District. The annual plan of the District shall provide estimates of all such charges and the final cost of all projects shall indicate such charges. (b) To authorize a vehicle tax of up to $20 per vehicle as provided for by RCW 82.80.140. (c) When authorized by the voters pursuant to the requirements of Chapter 36.73 RCW to authorize other taxes, fees, charges and tolls or increases in these revenue sources, and to use such funds assessed for the preservation, maintenance and operation of City streets in accordance with the provisions of a state or regional plan. (d) The Board shall have and may exercise all powers and functions provided by the Statute to fulfill the functions of the District. (e) Additional powers and authorities may be conferred upon the District only in accordance with the requirements of the Statute following a public hearing and other procedural requirements as set forth in the Statute. (f) To issue its general obligation bonds and revenue bonds pursuant to the requirements of the Statute. Section 4.02 Indemnification To the extent permitted by law, the District shall protect, defend, hold harmless and indemnify any director, officer, employee or agent of the District who is a party or threatened to be made a party to a proceeding by reason related to that person's conduct as a director, officer, employee or agent of the District, against judgments, fines, penalties, settlements and reasonable expenses (including reasonable attorneys' fees) incurred by him or her in connection with such proceeding, if such person acted in good faith reasonably believed his or her conduct to be in the District's best interests and if, in the case of any criminal proceedings, he or she had no reasonable cause to believe that his or her conduct was unlawful. The indemnification and protection provided herein shall not be deemed exclusive of any other rights to which a person may be entitled as a matter of law, by City ordinance, or by contract or by vote of the Board of Directors. The District may purchase and maintain appropriate insurance covering such risks. -3- ARTICLE V BOARD OF DIRECTORS: EXECUTWE DIRECTOR AND OFFICERS Section 5.01 Board Powers All powers of the District shall be exercised by or in the name of the Board of Directors (the "Board "). The powers of the Board shall include, but are not limited to, the following: (a) To establish and implement the policies and programs of the District, and the procedures for the management and administration of the District's affairs; (b) To appoint and remove, at the pleasure of the Board, the District's officers, agents and employees, (except as expressly provided herein) and to prescribe their respective powers and duties consistent with the provisions hereof; (c) To borrow money and incur indebtedness in accordance with the Statute; and (d) To provide for the investment of the District's funds. Section 5.02 Board Composition The Board shall be composed of the RiR- - seven (7) members of the Bremerton City Council, who shall serve in an ex- officio and independent capacity. A Board member may be removed only when removed from his or her office as a Council Member. Any vacancy shall be filled only by the appointment or election of a new City Council Member. , the Beafd shall be eempesed ef seven (7) Section 5.03 Board Officers The Board shall include two or more officers. The same person shall not occupy both the office of President and any office responsible for the custody of funds and maintenance of finances and accounts. The initial officers of the Board shall be the President and Vice President. Additional officers may be provided for in the Bylaws of the District or otherwise desi ang_ted by the Board The President shall be the agent of the District for purposes of receiving service of process; provided, that the s — Board may designate additional officers of the District as agents to receive or initiate process. The District may contract with the City of Bremerton for such service as it may require. Tfeastwer- and is not subjeet to removal by the Bear-d. Section 5-.N5.04 Conflict of Interest Board members shall comply in all respects with the conflict of interest guidelines and prohibitions of Chapter 42.23 RCW as the same exists or is hereafter amended. Section 5.05 Treasurer Pursuant to RCW 36.73.020(4), the City's Financial Services Director shall act as the Treasurer of the District, unless an interlocal agreement states otherwise. Section 5.06 Attorney The Board shall be represented by the City Attorney of the City of Bremerton or designee provided, however, that the Board may, in the event of conflict, engage separate legal counsel of its choosing. Any potential conflicts of interest involving the City Attorney shall be determined and resolved by reference to Title 1 of the Rules of -4- Professional Conduct, as that Title now exists or may be amended. Ch fges and Fees of attefney, as well as other- se by City effipleyees, shall be r-eifnbufsed ill nor -lone° with Se 4 ( ARTICLE VI MEETINGS Section 6.01 Board Meetings Regular Board meetings shall be held on the dates, times and locations as established in the bylaws. Special Board meetings shall be held from time to time as determined necessary by the Board or Board President. Section 6.02 Board Quorum and Concurrence A quorum to commence a Board meeting shall be no fewer than , Beafd shal be no fewer- th an four (4) members. The Bylaws of the District may prescribe Board quorum restrictions that equal or exceed the quorum restrictions imposed in this Section. Board concurrence may be obtained at any regular or special meeting by an affirmative vote of a majority of the Board members voting on the issue. Final action of the Board with respect to the following action shall require the affirmative vote of 2 (4) members}-). (a) Adoption of an annual plan for services; (b) Levy of any tax, charge or fee; (c) Adoption of the material change policy; or �. (d) Any response to a material change. Voting by proxy shall not be permitted. Electronic meetings or participation are authorized so long as the meeting, notice and opportunity for public participation comply with state law. Section 6.03 Open Public Meetings Notice of meetings shall be given in a manner consistent with the Open Public Meetings Act, , Session, Comer 250, eed-i€ied hapter 42.30 of the Revised Code of Washington, as supplemented and amended. In addition, the District shall provide reasonable notice of meetings to any individual specifically requesting it in writing. The District shall define in its Bylaws the opportunity for public comment to be permitted at Board meetings. Section 6.04 Minutes Copies of the minutes of all regular or special meetings of the Board shall be available to any person or organization that requests them as required by State law. The minutes of all Board meetings shall include a record of individual votes on all matters requiring Board concurrence. Section 6.05 Material Change Policy and Annual Report The Board shall develop a material change policy to address major Plan changes that affect project delivery or the ability to finance the adopted Plan. At the date of adoption of a plan to execute the functions of the District, the Board shall adopt a material change plan which addresses material changes to cost, scope, and schedule, the level of change that will require Board involvement and how the Board will address those changes. At a minimum, in the event that a transportation improvement cost -5- exceeds its original cost estimate by more than twenty percent (20 %) as identified in the District's original finance plan, the governing body shall hold a public hearing to solicit comment from the public regarding how the cost change should be resolved. In addition, the District, upon approval by the Board, shall issue an annual report, indicating the status of transportation improvement costs, transportation improvement expenditures, revenues, and construction schedules, to the public and the newspapers of record in the District4the " . "Newspapers of record in the District" shall include all newspapers which have filed a request for public notice of meetings with the City of Bremerton. ARTICLE VII BYLAWS Section 7.01 Bylaws The Board shall adopt Bylaws to provide additional rules that are not inconsistent with this Charter, governing the District and its activities. ARTICLE VIII AMENDMENT TO CHARTER Section 8.01 Proposals to Amend_ Charter Any Board member may introduce a proposal to amend the Charter at any regular meeting or special meeting of the Board, provided, however, that all amendments shall comply with the minimum requirements and provisions of RCW 36.73 and Chapter 11.25 BMC. Section 8.02 Board Consideration of Proposed Amendments If notice of a proposal to amend the Charter and information, including the text of the proposed amendment and a statement of its purpose and effect, is provided to members of the Board fifteen (15) days prior to any regular Board meeting or any special meeting of which thirty (30) days advance notice has been given, then the Board may vote on the proposal at the same meeting at which the proposal is introduced. If such notice and information is not so provided, the Board may not vote on the proposal until the next regular meeting or a special meeting of which thirty (30) days advance notice has been given, and in each case at least fifteen (15) days prior to which meeting such notice and information is provided to Board members. Amendments to the proposal within the scope of the original proposal will be permitted at the meeting at which the vote is taken. Section 8.03 Vote Required for Proposals to Amend the Charter Resolutions of the Board approving proposals to amend the Charter shall require an affirmative vote of a majority of the Board members voting on the issue; provided, that the total number of Board members voting in favor of such proposal shall equal at least five ("'°F� tive janti4 " 1 , 201 four (4) Section 8.04 Public Hearings Certain amendments of the Charter may require action of the Bremerton City Council and a public hearing pursuant to the requirements of the Statute. No consideration of any charter amendment may occur until the City complies with such requirements. -6- ARTICLE IX COMMENCEMENT Section 9.01 Commencement The District shall commence its existence effective upon the adoption of the Ordinance. This Charter shall become effective upon its approval by the Board. ARTICLE X MISCELLANEOUS Section 10.01 Liberal Construction and Severability This Charter shall be liberally construed in order to effect its purposes. If any section or part of this Charter is ultimately ruled invalid or illegal by a court of competent jurisdiction, such invalidity or illegality shall not affect the remaining sections or parts of this Charter. This Charter is executed on this day of , 2014. BREMERTON TRANSPORTATION BENEFIT DISTRICT By: Dino Davis, Board President ATTEST By: Shannon Corin, City Clerk TBD Resolution No. (2014) R:\Legal\Legal\Files \Current Active Files\Transportation Benefit District\2014 \Charter Amendment 2014.doc -7- AGENDA BILL C4 BREMERTON TRANSPORTATION BENEFIT DISTRICT BOARD OF DIRECTORS ■■ eeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeeseeeeeeeeeeeeeeeeeeeae SUBJECT: Resolution No. 014 amending BOARD MEETING Date: May 21, 2014 the Bylaws of the Bremerton Transportation BOARD MEETING Date: July 16, 2014 Benefit District City Department: City Attorney's Office Presenter: Roger A. Lubovich Phone: 473 -2345 SUMMARY: The proposed resolution amends the Bylaws of the Bremerton Transportation Benefit District to add language related to the Treasurer of the District, to identify the principal contact and office address of the District, and to make other related amendments. ATTACHMENTS: Proposed Resolution No. 014 and Exhibit A - Bylaws FISCAL IMPACTS (Include Budgeted Amount): none RECOMMENDED MOTION: Move to approve Resolution No. 014 amending the Bylaws of the Bremerton Transportation Benefit District. AGENDA: 1`7 Consent Agenda r Business I Public Hearing BOARD ACTION: ❑ Approve ❑ Deny ❑ Table ❑ Continue ❑ No Action Form Updated 3112/13 RESOLUTION NO. 014 A RESOLUTION of the Board of the Bremerton Transportation Benefit District, approving amendments to the Bylaws of the Bremerton Transportation Benefit District. WHEREAS, the Board of the Bremerton Transportation Benefit District approved a Charter setting forth the nature, powers, and obligations of the Bremerton Transportation Benefit District; and WHEREAS, the Board of the Bremerton Transportation Benefit District proposes to amend the Bylaws of the Bremerton Transportation Benefit District related to the Treasurer of the District, to identify the principal contact and office address of the District, and to make other related amendments; NOW THEREFORE, THE BOARD OF THE BREMERTON TRANSPORTATION BENEFIT DISTRICT, DOES HEREBY RESOLVE AS FOLLOWS: SECTION 1. The Board hereby approves the proposed Bylaws of the Bremerton Transportation Benefit District as amended, as set forth in Exhibit "A ", attached hereto and incorporated by reference. SECTION 2. Severability. If any one or more sections, subsections, or sentences of this Resolution are held to be unconstitutional or invalid, such decision shall not affect the validity of the remaining portion of this Resolution and the same shall remain in full force and effect. SECTION 3. Effective Date. This Resolution shall take effect and be in force immediately upon its passage. PASSED by the Board of the Bremerton Transportation Benefit District this day of 1 2014. By: Dino Davis, Board President APPROVED AS TO FORM: ATTEST: ROGER A. LUBOVICH, Board Attorney SHANNON L. CORIN, Board Secretary R: \Legal\Legal \Files \Current Active Files \Transportation Benefit District\2014\Resolution- Bylaws (2014 amcndment).doc 1 Bremerton Transportation District Bylaws (2014 amendments) EXHIBIT A BYLAWS OF THE BREMERTON TRANSPORTATION BENEFIT DISTRICT ARTICLE I MEMBERSHIP Section 1.1 Membership Each member of the Bremerton City Council shall be an ex officio member of the Board of the District. ARTICLE H OFFICERS AND COMMITTEES Section 2.1 Officers Designate d . The officers of the Board shall be a President and a Vice President. Such other officers and assistant officers as may be deemed necessary may be elected or appointed by the Board. No person may simultaneously hold more than one office. In addition to the powers and duties specified below, the officers shall have such powers and perform such duties as the Board may prescribe. Section 2.2 Election, Qualification, and Term of Office The President and Vice President shall be elected by the Board from among its members. The officers shall be elected by the Board at the first regular meeting each year, for a one -year term, and each officer shall hold office during said one -year term and until his or her successor is elected. The first officers of the Board shall be elected by the Board at its first meeting. Officers may, at the discretion of the Board, hold their respective offices for successive terms. Section 2.3 Powers and Duties The officers of the Bremerton Transportation Benefit District ( "District ") shall have the following duties: (a) President The President shall serve as the ceremonial head of the District and shall preside over all Board meetings. The President shall, subject to the control of the Board, exercise general supervision, direction, and control of the business and affairs of the District. On matters decided by the District, unless otherwise required under Interlocal Agreement or by this Charter, the signature of the President alone is sufficient to bind the District. The President shall be the District's registered agent for purposes of service of process. (b) Vice President The Vice President shall serve in the absence of the President as the ceremonial head of the District and shall preside over Board meetings in the President's absence and shall otherwise execute the President's powers and duties. Section 2.4 Duties of Treasurer The Treasurer shall receive and faithfully keep all funds of the District and deposit the same in such bank or banks as may be designated by the 1 EXHIBIT A District Board of Directors. The Treasurer shall have the authority to issue refunds to persons who paid Transportation Benefit District fees if he or she determines, after reasonable investigation, that those fees were collected in error by the Washington State Department of Licensing. With Board President approval, the Treasurer is authorized to make disbursements for authorized District expenditures prior to Board review and approval. The Board shall review, for its approval, all such disbursements made at its next scheduled meeting. The Treasurer shall also discharge such other duties as may be prescribed by the District Board of Directors. Section 2.5 Establishment of Committees The Board may, by resolution, designate from among its members one or more committees, each consisting of at least two members, to represent the Board and, where consistent with these Bylaws, the Charter, and Chapter 36.73 RCW, to act for and on behalf of the Board. The designation of any such committee and the delegation thereto of authority shall not operate to relieve any member of the Board from any responsibility imposed by law. All actions of the District require the vote of the Board. Section 2.6 Removal From Office Upon reasonable prior notice to all Board members of the alleged reasons for dismissal, the Board, by an affirmative vote of the majority of the quorum, may remove any officer of the Board, from his or her office whenever in its judgment the best interests of the District will be served thereby. An officer so removed shall continue to serve on the Board. ARTICLE III MEETINGS Section 3.1 Regular Board Meetings Regular Board meetings shall be held on the first Wednesday of February and the first Wednesday of August of each year in the City of Bremerton City Council Chamber following the regular City Council meetings on those dates. At any regular meeting of the Board, any business may be transacted and the Board may exercise all of its powers. Section 3.2 Special Board Meetings Subject to the Charter, special meetings of the Board may be held at any place and at any time whenever called by the President or by a majority of the members of the Board. Section 3.3 Notice of Regular Board Meetings Subject to the Charter, no notice of regular meetings shall be required, unless the regular meeting is cancelled and/or rescheduled to a special meeting. Notice of such change, shall be given to each Board member in the manner and time as provided by law. In addition, the District shall routinely provide reasonable notice of such changed meetings to the City of Bremerton and to any individual specifically requesting such notice in writing. Section 3.4 Notice of Special Board Meetings Notice of all special meetings of the Board shall be given by the Legislative Assistant or by the person or persons calling the special meeting or designee by mail, fax or email at least 24 hours prior to the time of the meeting to each Board member, and to each local newspaper of general circulation and to each radio or 2 EXHIBIT A television station that has requested notice of meeting of the City Council with the City of Bremerton as provided in RCW 42.30.080. In addition, the District shall provide notice of special meetings to the Mayor of the City of Bremerton and to any individual specifically requesting such notice in writing. The time and place of the special meeting and the business to be transacted must be specified in the notice. Final disposition shall not be taken at a special meeting on any matter not referenced in the notice. Section 3.5 Waiver of Notice Notice as provided in Sections 3.3 and 3.4 hereof may be dispensed with as to any member of the Board who, at or prior to the time the meeting convenes, files with the Board of the District a written waiver of notice or who is actually present at the meeting at the time it convenes. Such notice may also be dispensed with as to special meetings called to address an emergency involving injury or damage to persons or property or the likelihood of such injury or damage, where time requirements of such notice would make notice impractical and increase the likelihood or severity of such injury or damage. Notice concerning proposed amendments to Bylaws, and votes on such amendments, may not be waived. Section 3.6. Procedure Robert's Rules of Order shall be used as a guide for all questions of procedure and parliamentary law not otherwise provided by ordinance, statute, Charter or these Bylaws; PROVIDED, that with the concurrence of four (4) members, such rules may be waived or modified. PROVIDED FURTHER, that failure to follow said rules will not in itself constitute sufficient grounds for invalidating any Board action. Section 3.7 Public Comment Opportunity for public comment at Board meetings shall be required through a public hearing when the Board considers adoption of (1) its annual plan for service, (2) a material change policy, (3) imposition of any tax, charge or fee, and (4) any response to a material change; PROVIDED, that the Board from time to time may, in its sole discretion, permit public comment regarding additional topics. Section 3.8 Proxies Prohibited Votes may be cast at Board meetings only by members of the Board in attendance at the meeting either in person or by electronic means. Voting by proxy shall be prohibited. ARTICLE IV AMENDMENTS TO BYLAWS Section 4.1 Proposals to Amend Bylaws Any Board member may introduce a proposed amendment to the Bylaws (which may consist of new Bylaws) at any regular meeting, or at any special meeting for which 30 days' advance notice has been given. Section 4.2 Board Consideration of Proposed Amendments If notice of a proposed amendment to the Bylaws, and information including the text of the proposed amendment and a statement of its purpose and effect, is provided to members of the Board 15 days prior to any regular Board meeting or any special meeting of which 30 days' advance notice has been given, then the Board may vote on the proposed amendment at the same meeting as the one at which the 3 EXHIBIT A amendment is introduced. If such notice and information is not so provided, the Board may not vote on the proposed amendment until the next regular Board meeting or special meeting of which 30 days' advance notice has been given and at least 15 days prior to which meeting such notice and information is provided to Board members. Germane amendments to the proposed amendment within the scope of the original amendment will be permitted at the meeting at which the vote is taken. Section 4.3 Board Approval of Amendments to Bylaws Resolutions of the District approving amendments to the Bylaws by affirmative vote of a majority of the Board may be implemented at such time as selected by the District in the Resolution without further action. Copies of the all amendments to the Bylaws shall be filed with City of Bremerton City Clerk as public records. ARTICLE V ADMINISTRATIVE PROVISIONS Section 5.1 Books and Records The District shall keep current and complete books and records of account and shall keep minutes of the proceedings of its Board and its committees. The City Clerk of the City of Bremerton shall serve as its secretary for such purposes. Section 5.2 Principal Office The principal contact . office and mailing address of the Bremerton Transportation Benefit District shall be , as °^° raifie b y resolution the City Clerk, 345 6th Street, Suite 600, Bremerton, WA 98337, or as otherwise designated by the Board Section 5.3 Fiscal Year The Fiscal Year of the District shall begin January 1 and end December 31 of each year, except the first fiscal year which shall run from the date the Charter was adopted to December 31, 2009. ARTICLE Aq APPROVAL OF BYLAWS Distr-irat Board ef Difeeter-9 en Mar-eh 20, 2013-. These Bylaws are executed on this day of 9 2014. BREMERTON TRANSPORTATION BENEFIT DISTRICT By: Dino Davis, Board President 4 EXHIBIT A ATTEST Shannon Corin, City Clerk TBD Resolution No. (2014) R:\Legal\L.egal\Files \Current Active FilesUransportation Benefit District\2014\Bylaws Amendment 2014.doc 5 AGENDA BILL Die BREMERTON TRANSPORTATION BENEFIT DISTRICT BOARD OF DIRECTORS SUBJECT: BOARD MEETING Date: _July 16, 2014 Public Hearing on Proposed Changes to the City Department: Public Works 2014 TBD Adopted Work Plan and Budget Presenter: Martin Phone: 5758 SUMMARY: The Bremerton Public Works Department is working to implement the 2014 work plan, and recently received the final plans, specifications, and cost estimates for the chip seal work and the overlay work. All of this work is scalable (i.e., the Board could decide not to undertake specific street segment maintenance /overlay work). However, given the administrative work already undertaken, staff believes the best approach is to adjust the expense budget now in order to: 1) Enable the entire package, as envisioned, to proceed forward to bid, and 2) Move forward without further delay to award the bids, if the bids are within the approved budget. Any formal action required as a result of this hearing will be presented at the August 6, 2014 TBD meeting. ATTACHMENTS: 1. Proposed Changes to the TBD 2014 Adopted Work Plan 2. Proposed Amendment to the 2014 TBD Budget FISCAL IMPACTS (Include Budgeted Amount): Increased TBD expenditures of $155,000 would be offset by increased revenue from fees. The projected ending fund balance would be reduced by $80,000 to $87,950 at year end. RECOMMENDED MOTION: Move to direct that the 2014 work plan and budget be revised as presented with formal adoption to be taken at the August 6, 2014 TBD meeting. AGENDA: r - Consent Agenda r Business I✓ Public Hearing BOARD ACTION: ❑ Approve ❑ Deny ❑ Table ❑ Continue ❑ No Action Form Updated 3/12/13 Bremerton Transportation Benefit Proposed Changes to the TBD adopted Work Plan (7/16/2014): Current Proposed Activity Allocation Allocation 1. Street maintenance crack sealing $75,000 $75,000 2. Hot - applied street markings $50,000 $50,000 3. Slurry seal pilot program $75,000 — $150,000 $174,500 4. Large Area Grind and Patch $300,000 - $525,000 $355,500 5. Lower Wheaton Way $0 - $250,000 $250,000 Budget Target $750,000 $905,000 Bremerton Transportation Benefit District Special Revenue Fund Proposed Amendment July 16, 2014 Current Proposed Budget Budget 2014 2014 Revenues Fees $350,000 $425,000 Transfer In 0 0 Debt Proceeds 0 0 Total Revenue 350,000 425,000 Expenditures Supplies and Services 500,000 655,000 Debt Service 0 0 Transfers 250,000 250,000 Total Expenditures 750,000 905,000 Revenue over(under) expenditures (400,000) (480,000) Beginning Fund Balance 567,950 567,950 Ending Fund Balance $167,950 $87,950