STARK COUNTY FAMILY COUNCIL
B Y L A W S

ARTICLE I. NAME
SECTION 1.1 The name of this organization shall be the STARK COUNTY FAMILY COUNCIL (hereinafter called the COUNCIL).

SECTION 1.2 The designated service area of the COUNCIL shall be Stark County, Ohio.

SECTION 1.3 The principal office and place of business of the COUNCIL shall be located in Stark County, Ohio, at such place as designated from time to time by the Board of Trustees of the COUNCIL.

ARTICLE II. PURPOSE
SECTION 2.1 The authority for existence and the purpose or purposes of the COUNCIL are those authorized and enumerated under Ohio Revised Code, Sec. 121.37 (B)(1, 2); and shall be interpreted to accomplish, but not be limited to, the following:

2.1.1 Referrals to the cabinet council of those children for whom the COUNCIL cannot provide adequate services;

2.1.2 Development and implementation of a process that annually evaluates and prioritizes services, fills service gaps where possible, and invents new approaches to achieve better results for families and children; and

2.1.3 Participation in the development of a countywide, comprehensive, coordinated, multi-disciplinary, interagency system for infants, and toddlers with developmental disabilities or delays and their families, as established pursuant to federal grants received and administered by the department of health for early intervention services under the "Education of the Handicapped Act Amendments of 1986";

2.1.4 Maintenance of an accountability system to monitor the COUNCIL's progress in achieving results for families and children;

2.1.5 Establishment of a mechanism to ensure ongoing input from a broad representation of families who are receiving services within the county system.

SECTION 2.2 Except as provided in the Ohio Revised Code, Sec. 121.37; (B)(3)(b), the COUNCIL shall comply with the policies, procedures, and activities prescribed by the rules or interagency agreements of a state department participating on the Ohio Family and Children First Cabinet Council whenever the COUNCIL performs a function subject to those rules or agreements.

ARTICLE III. MISSION,
SECTION 3.1 The mission (vision) of the COUNCIL is to endeavor to encourage and nurture the development of a unified service system that collaborates with families and pools resources to meet the individual needs of children and their families. This collaboration will strengthen and empower all participants to meet the physical, emotional, intellectual and social needs of families and children, helping all to build on their strengths.

ARTICLE IV. COUNCIL GOVERNANCE - BOARD OF TRUSTEES
SECTION 4.1 AUTHORITY The governing authority of the COUNCIL shall be vested in a Board of Trustees (hereinafter called Board) who shall have and exercise any and all powers in the management of the business and affairs of the COUNCIL as prescribed in Sec. 121.37 of the Ohio Revised Code.

The authority of the Board in matters of personnel and financial management shall be exercised through the appointment of an ADMINISTRATIVE AGENT, as required by O.R.C. Section 121.37(B)(4), and as provided under ARTICLE IX, these Bylaws.

SECTION 4.2 COMPOSITION The membership of the Board shall consist of the following:

4.2.1 Legislatively Mandated - Individuals, public officials, and organizations which are mandated per provisions of O.R.C. Section 121.37 (B)(1), et seq., as members of the COUNCIL.

4.2.2 Community Representative - An individual (or designated representative) representing parents, families, consumers, community funding organizations, public policy advocacy groups, geographic location, youth, faith communities, or community providers of family and children services; consisting of a maximum of ten (10) representatives as determined Resolution of the Board.

SECTION 4.3 ELECTION/TERM OF SERVICE Each Board member shall serve a term of service, according to the following:

4.3.1 A Legislatively Mandated Board membership whose service is required by statute [O.R.C. Section 121.37 (B)(1) shall begin a term of serivce upon written notification of intent to serve to the Secretary; and shall serve without limit of term coincident to eligibility.

A Legislatively Mandated Board membership whose representation is required by statute [O.R.C. Section 121.37 (B)(1), and contingent upon designation by the mandated entity, shall begin a term of service upon written notification from the mandated entity to the Secretary; and shall serve without limit of term coincident to designation by the mandated entity.

A Legislatively Mandated Board membership whose service is contingent upon a nomination and election process approved by the Board shall begin a term of service upon written certification of the election results by the Secretary; and shall serve a two (2) year term of service, commencing on January 1st of each calendar year.

4.3.2 A Community Representative Board membership whose service in contingent upon a nomination and election process recommended by the Nominating Committee, and approved by the Board shall begin a term of service upon written certification of the election results by the Secretary; and shall serve a two (2) year term of service, commencing on January 1st of each calendar year.

SECTION 4.4 VACANCY If a vacancy shall occur among the Board's membership, such vacancy shall be filled by the appointing/electing authority at its earliest convenience. A member so appointed/ elected shall serve for the unexpired portion of that term of service.

SECTION 4.5 MEETINGS The Board shall meet at least nine (9) months of each calendar year, according to a schedule adopted by the Board.

Additional meetings of the Board may be called as necessary by the President, or by the Secretary upon written petition of at least five (5) Board members, with the time, place, and agenda being determined by the convening officer.

The Board shall provide reasonable and proper methods whereby any person may determine the time, place, and object of the meetings of the Board.

SECTION 4.6 QUORUM A majority of the duly appointed/elected members of the Board shall constitute a quorum necessary for the official conduct of the business of the Board. When a quorum is present, a majority vote of those members present and voting shall prevail in the decision of any matters brought before the meeting of the Board, except where prescribed by these Bylaws.

SECTION 4.7 OFFICIAL FUNCTIONING The COUNCIL is constituted under the Ohio Revised Code, Section 121.37, and therefore operates as a public body, covered under provisions of the Section 121.22, Ohio Revised Code.

4.7.1 All meetings of the Board shall be open to the public, except that the Board may by Resolution elect to go into executive session, as provided by Ohio Revised Code, Section 121.22(G:1-6).

4.7.2 Individual Board members have authority only when acting as a Board legally in session. The Board shall not be bound in any way by any statement or action on the part of any individual member or employee, except when such statement or action is in pursuance of specific instructions or authorities granted by action of the Board.

SECTION 4.8 COMPENSATION Members of the Board shall serve without compensation.

Members of the Board may be reimbursed for actual and necessary expenses incurred in the performance of their official duties, subject to Board approval.

ARTICLE V. OFFICERS
SECTION 5.1 COMPOSITION The Officers shall be President, Vice President, and Secretary.

SECTION 5.2 ELECTION/TENURE/VACANCY All Officers shall be elected by the Board from among its members.

5.2.1 Each Officer shall serve for a one (1) year term. However, no Officer shall serve for more than two (2) consecutive terms in the same office.

5.2.2 The Nominating Committee shall present a slate of officers to the Board at the October Board meeting of each year.

5.2.3 Officer elections shall take place in November of each year.

5.2.4 The term of office for all Officers shall begin on January 1st of each calendar year.

5.2.5 Officer vacancies may be filled by the Board at any regular meeting of the Board, or at a special meeting called for that purpose.

SECTION 5.3 POWERS AND DUTIES The Officers shall have such powers and duties as generally pertain to their respective offices, and such further powers and duties as from time to time may be conferred by the Board, including but not limited to the following:

5.3.1 President - preside at all meetings of the Board; appoint the chairperson of COUNCIL committees; serve as an ex-officio member of all COUNCIL committees; represent and act on behalf of the COUNCIL as authorized by the Board; and exercise such other duties as may of right appertain to the office.

5.3.2 Vice President - exercise the authority and fulfill the duties of the President in the absence of that Officer; and exercise such other duties as may be assigned by the President.

5.3.3 Secretary - maintain a current roster of the membership of the COUNCIL'S Board and General Membership; prepare a Record of Proceedings of all meetings of the Board and the General Membership; serve as chairperson of the COUNCIL's Nominating Committee; and exercise such other duties as may be assigned by the President.

ARTICLE VI. COMMITTEES
SECTION 6.1 EXECUTIVE COMMITTEE The Board shall empower an Executive Committee whose membership shall be:
  • those persons elected as Officers (Bylaws Article V. OFFICERS);
  • the chairpersons of the authorized Standing Committees (Bylaws Article VI, Section 6.2. STANDING COMMITTEES);
  • the chairperson of the Pooled Funds Group (Bylaws Article VI, Section 6.3. POOL FUNDS GROUP); and
  • three (3) at large members elected from the Board by the Board.
6.1.1 The duties of the Executive Committee shall include, but not be limited to:
6.1.2.1 reviewing and recommending the governance, fiscal, and personnel policies and procedures of the COUNCIL;

6.1.2.2 reviewing and recommending an annual operations plan for the COUNCIL;

6.1.2.3 reviewing the long and short term operational and personnel needs of the COUNCIL, and making recommendations deemed necessary to fully implement an annual operations plan for the COUNCIL;

6.1.2.4 performing all other functions and responsibilities as may be assigned by the Board.

6.1.3 Meetings of the Executive Committee may be called by the President or by the Director of the COUNCIL.

6.1.3.1 At least five (5) Executive Committee members or 50% of the Executive Committee membership (whichever is greater) must be present in order to constitute a quorum, and a majority vote of the members present and voting shall prevail in the decision of any matter brought before the Executive Committee.

SECTION 6.2 STANDING COMMITTEES The Board, by Resolution, may authorize and empower such Standing Committees as may be deemed necessary and proper to carry out the purpose and mission of the COUNCIL.

6.2.1 The Chairperson of a Standing Committee shall be appointed from the membership of the Board by the President.

6.2.2 The membership of a Standing Committee shall be appointed by the President, the majority of which must be members of the Board.

SECTION 6.3 POOLED FUNDS GROUP The Pooled Funds Group shall provide oversight and guidance over the expenditures of funds:
  • developing and facilitating the execution of all agreements necessary for maintaining and sustaining the Pooled Funds account;
  • approving an annual Budget Plan for the expenditure of Pooled Funds monies;
  • reviewing and approving all reports related to the expenditure of Pooled Funds monies;
  • performing all other functions and responsibilities as may be assigned by the Board.
6.3.1 The membership of the Pooled Funds Group shall consist of one (1) designated representative of each entity who has entered into a formal Pooled Funds Agreement.

6.3.2 The Chairperson of the Pooled Funds Group shall be elected from the Pooled Funds Group by the Pooled Funds Group.

SECTION 6.4 NOMINATING COMMITTEE The Nominating Committee shall provide oversight and guidance to the leadership and membership areas of the Board's responsibilities, exercising such authority by:
  • developing a nomination and election process for the Legislatively Mandated (Family, Non-Profit) and Community Representative members of the Board;
  • preparing nominations for the annual or special election of the Officers of the Board;
  • preparing nominations for the annual or special election of the at-large members of the Executive Committee; and
  • planning and supervising the implementation of the Board's member orientation and training program.
6.4.1 The membership of the Nominating Committee shall be appointed by the President; and must contain a membership whose majority is comprised of Board members.

SECTION 6.5 WORKING COUNCILS The Board, by Resolution, shall have the authority to create such Working Councils as are deemed necessary and appropriate to accomplish the Purpose and Mission of the COUNCIL.
6.5.1 The chairperson of all Working Councils shall be appointed by the President from among the membership of the Board or the General Membership of the COUNCIL.

6.5.2 The membership of Working Councils shall be open to all Board members, General Membership and non-membership, at the discretion of the chairperson.

SECTION 6.6 SPECIAL COMMITTEES The Board, by Resolution, may authorize and empower such other special committees as may be deemed appropriate; the chairperson of which shall be appointed by the President.

SECTION 6.7 RE-AUTHORIZATION The authorization of any Standing Committee, Working Council or Special Committee pursuant to this Bylaws section shall be for a period of twelve (12) months, and shall require re-authorization by Resolution for continuing activity.

SECTION 6.8 MEETINGS Any Committees authorized pursuant to this Bylaws section shall meet as necessary to accomplish their responsibilities, with meetings being called by the chairperson of the committee, by the President of the Board, the Director of the COUNCIL, or by written request of at least three (3) active members of the committee; such meetings being convened at such time, place, and agenda as may be determined by the chairperson of the committee.

6.8.1 All meetings of the Committees authorized pursuant to this Bylaws section shall be open to the public, as provided by Ohio Revised Code, Section 121.22(G:1-6).

ARTICLE VII. GENERAL MEMBERSHIP
SECTION 7.1 The general membership of the COUNCIL shall be open to any Stark County individual or organization whose personal interests, public responsibilities, or organizational mission is consistent with and supportive of the purpose and mission of the COUNCIL.

SECTION 7.2 A general membership in the COUNCIL may be accomplished by submitting a written request from the individual or organization to the COUNCIL, citing the nature and extent of their interests in the work of the COUNCIL, and indicating how their involvement can contribute to or enhance the accomplishments of the COUNCIL.

A COUNCIL general membership-in-good-standing shall become effective upon the thirtieth (30th) day following the receiving of a written membership request.

The Secretary of the COUNCIL shall forward written acknowledgment of general membership to the requesting entity.

ARTICLE VIII. DIRECTOR
SECTION 8.1 APPOINTMENT The Board shall authorize, and recommend to the Administrative Agent, a chief executive officer whose title shall be DIRECTOR.

SECTION 8.2 DUTIES AND RESPONSIBILITIES The duties and responsibilities of the DIRECTOR shall include without limitation, those duties prescribed in the official JOB DESCRIPTION for the DIRECTOR as approved by Resolution of the Board, and such other authority as may be authorized by Resolution of the Board.

SECTION 8.3 COMPENSATION The Board shall fix the compensation of the DIRECTOR following a written work performance evaluation, which shall be completed prior to the anniversary date of the employment of the DIRECTOR.

SECTION 8.4 OTHER COMPENSATION AND REIMBURSEMENT The Board shall provide for the compensation of the DIRECTOR for actual and necessary expenses incurred in the authorized performance of official duties, and may provide other compensation as deemed appropriate by Resolution of the Board.

ARTICLE IX. ADMINISTRATIVE AGENT
SECTION 9.1 ADMINISTRATIVE AGENT The COUNCIL shall by Resolution of the Board designate an Administrative Agent for the COUNCIL from among those public entities cited in Ohio Revised Code, Sec. 121.37, 3(b)(4).

9.1.1 The COUNCIL shall file an annual budget with its Administrative Agent, with copies filed with the County Auditor and with the Board of County Commissioners, unless the Board of County Commissioners is the Administrative Agent.

9.1.2 The COUNCIL's Administrative Agent shall ensure that all expenditures are handled in accordance with policies, procedures, and activities prescribed by state departments in rules or interagency agreements that are applicable to the COUNCIL.

9.1.3 Upon authorization of the Board, the COUNCIL's Administrative Agent may act on behalf of the COUNCIL as described in Ohio Revised Code, Sec. 121.37, (4)(a), (4)(b), (4)(c).

SECTION 9.2 FINANCIAL REPORTING The COUNCIL's DIRECTOR, in cooperation with the Administrative Agent, shall report the receipt and expenditure of COUNCIL funds to the Board on a regular basis, or as directed by the Board.

SECTION 9.3 PERSONNEL MANAGEMENT The COUNCIL's Administrative Agent shall serve as the COUNCIL's Appointing Authority, administering such personnel policies and procedures as are required by law, and as may be promulgated by Resolution of the Board.

ARTICLE X. RULES OF ORDER
SECTION 10.1 MEETING PROCEDURES All meetings of the COUNCIL will be conducted according to generally accepted procedures for the conduct of meetings.

10.1.1 Should a procedural dispute arise, the official presiding will seek consensus on dispute resolution among the members present.

10.1.2 If the procedural dispute cannot be resolved in a reasonable amount of time, the most recently published version of Robert's Rules of Order will be used to resolve the disputed procedure.

ARTICLE XI. AMENDMENTS
SECTION 11.1 PROPOSED AMENDMENTS These Bylaws may be altered, amended, or repealed, either in part or in entirety, upon written notice of the proposed changes to the duly appointed/elected membership of the Board at least thirty (30) calendar days prior to the date of the Board meeting at which the proposed changes will be considered and acted upon.

SECTION 11.2 AMENDMENT APPROVAL These Bylaws (and any future alteration, amendment, or repeal to these Bylaws) shall require approval by an affirmative vote of two-thirds (2/3) of the duly appointed/elected membership of the Board, and ratification by an affirmative vote of a majority of the duly registered General Members of the COUNCIL present and voting at a General Membership meeting convened for this purpose.