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Home My WebLink About2023-02-27 - Board of Directors Meeting Agenda PacketYorba Linda Water District AGENDA YORBA LINDA WATER DISTRICT BOARD OF DIRECTORS SPECIAL MEETING Monday, February 27, 2023, 7:00 AM 1717 E Miraloma Ave, Placentia CA 92870 1. CALL TO ORDER 2. PLEDGE OF ALLEGIANCE 3. ROLL CALL Brett R. Barbre, President Trudi DesRoches, Vice President Phil Hawkins, Director Tom Lindsey, Director J.Wayne Miller, PhD, Director 4. PUBLIC COMMENTS Any individual wishing to address the Board (or Committee) is requested to identify themselves and state the matter on which they wish to comment. If the matter is on the agenda, the Chair will recognize the individual for their comment when the item is considered. No action will be taken on matters not listed on the agenda. Comments are limited to three minutes and must be related to matters of public interest within the jurisdiction of the Water District. (GC 54954.3) 5. DISCUSSION ITEMS This portion of the agenda is for matters that cannot reasonably be expected to be concluded by action of the Board (or Committee) at the meeting, such as technical presentations, drafts of proposed policies, or similar items for which staff is seeking advice and counsel. Time permitting, it is generally in the District's interest to discuss these more complex matters at one meeting and consider formal action at another meeting. This portion of the agenda may also include items for information only. 5.1. Board of Directors Role, Policies, and Procedures - Facilitated by Brent Ives, BHI Management Consulting 6. CLOSED SESSION The Board may hold a closed session on items related to personnel, labor relations and/or litigation. The public is excused during these discussions. 6.1. Conference with Labor Negotiators Pursuant to Section 54957.6 of the California Government Code Agency Designated Representative: General Manager Employee Organization: Yorba Linda Water District Employees Association 7. REPORT FROM CLOSED SESSION 8. ADJOURNMENT 8.1. The next regular Board meeting is scheduled Thursday, March 2, 2023 at 3:00 p.m. Items Distributed to the Board Less Than 72 Hours Prior to the Meeting Page 1 of 69 Non-exempt materials related to open session agenda items that are distributed to a majority of the Board of Directors (or Committee Members) less than seventy-two (72) hours prior to the meeting will be available for public inspection in the lobby of the District's Administrative building located at 1717 E Miraloma Ave, Placentia CA 92870 during regular business hours. When practical, these materials will also be posted on the District's website at https://ylwd.com/. (GC 54957.5) Accommodations for the Disabled Requests for disability -related modifications or accommodations, including auxiliary aids or services, required for participation in the above -posted meeting should be directed to the Board Secretary at (714) 701-3020 at least 24 hours in advance. (GC 54954.2(a)) Page 2 of 69 ITEM NO. 5.1. Yorba Linda Water District AGENDA REPORT MEETING DATE: February 27, 2023 TO: Board of Directors FROM: Mark Toy, General Manager STAFF CONTACTS: Mark Toy, General Manager SUBJECT: Board of Directors Role, Policies, and Procedures - Facilitated by Brent Ives, BHI Management Consulting As requested by the Board of Directors, Brent Ives from BHI Management Consulting will be facilitating an overview and discussion of these topics. ATTACHMENTS: 1. Slide Deck - BHI Management Consulting 2. 2023 BOD Policies and Procedures Manual Page 3 of 69 Yorba Linda Water District Review of Board Role, Policies, and Procedures for the Yorba Linda Water District February 27, 2023 • •'MANAQ�VT CUN9ULTINCi Page 4 of 69 years Organizational consultant to Special Districts CSDA Governance Leadership Academy Faculty(Governance/Leadership) • 30 years- BHI Management Consulting - Strategic Planning - Supervisor training - Board/manager interactions/workplace culture - Executive Recruiting, various organizational workshops, etc. "Author of 52 Ways to be a Better 22 years on City Council (Tracy, years as directly elected Mayor regional Boards/Commissions, etc. 2016, Amazon Northern Ca. pop. 100K) then 8 termed -out. - Numerous local and Page 5 of 69 Yorba Lin istrict Reviewed language Reviewed Procedures Manual Prepared presentation Page 6 of 69 Directors' Duties Individual Directors of Directors Responsibilities ®Yorba Linda Water Distr Page 7 of 69 • The Yorba Linda Water District Board of Directors and staff are guided in everything do by the following core values (2022): • Integrity — We demonstrate integrity every day by practicing the highest ethical standards and by ensuring that our actions follow our words. • Accountability — We acknowledge that both the Board and staff of the District are accountable to the public that we serve, as well as to each other. • Responsibility - We take full responsibility for our actions. We maintain a commitme of courtesy, assessment, and resolution with all customer concerns. • Transparency — We listen to our customers and communicate openly about our policies, processes, and plans for the future. • Teamwork — We work together by sharing information and resources to achieve common goals. • Respect — We ensure every voice of the District is treated with dignity and civility; differences are valued and individual abilities and contributions are recognized. ®YOT Wi Page 8 of 69 Mission/Vision/Core Basis of Authority 4.0 Duties, Responsibilities, and Conduct 5.0 Composition, Terms, and Vacancy 6.0 Officers 7.0 Appointed Staff and Others 8.0 Committees 9.0 Compensation, Benefits, and Expense Reimbursement 10.0-13.0 Board Meetings, Agendas, Minutes, and Conduct Board Actions and Decisions ®Yorba Linda MWater Distr Page 9 of 69 ublic niers ad Board )resentatives Public Agency Organization Model ••i•• wwwww General Manager/CEO The Executive * � Staff/Employees The Professionals Services, Programs and Products MISSION A Page 10 of 69 Understand and provide oversight on public Prepare and Participate as a member of the decision making team (Board) Participate as an example for wor lace culture (2.3, Participate in clear -minded planning ... roadmap (2.3) ®Yorba Water Page 11 of 69 e an active Member (4D) - Be present be prepared and participate (4.1 D, 4E) - Do not exercise or assume power or authority as an individual - Serve on subject matter specific committees (4E, 8.0) •Only represent YLWD to outside agencies, officials, gatherings (as assigned). (3.0) available for GM, constituents and stakeholders ®Yorba Linda Water Distr Page 12 of 69 •Support the Board's process for actions and results (4.1A, 4B6) • Work any and all staff issues through Manager (3.2, 4.1 A, 4.1 C) Treat each General staff and public respectfully (2.3) Page 13 of 69 • Limitations for interactions with GM, staff and attorney. -All comms/questions to GM, but limited in unilateral time related direction and requests, even of the GM(4.1 D, 41 C.4) No direction to staff (3.2, No direction to District Counsel (4.1.C.1 & 10) ®Yorba Linda Water Distr Page 14 of 69 Follow Brown Act requirements Conflict of Interest Public Records Act Required Training (4..I 3 1234 Governmental Ethics Harassment Prevention Training ®Yorba Linda Water Distr Page 15 of 69 Set policy and provide clear direction for YLWD Water/Groundwater Financial Internal Organization Oversight Policy Implementation Financial/District Assets Supervise/support and provide clarity for the General Manager Follow strict Ethical Conduct and Ethics(4.2) Page 16 of 69 Consider and approve policy District (personnel, financial, usage, rates, strategic direction, Follow/adhere Board policies (amend as needed) Implement Board policy decisions - Understand and exercise chain of command - General Manager is CEO — evaluate performance - Strategic planning.... Longer term goals and objectives unilateral basis of authority ®Yorba Linda Water District Page 17 of 69 Work together to serve the Mission, serve the Public, and do it right: Yorba Linda Water District will provide reliable water and sewer services to protect public health and the environment with financial integrity and superior customer service. ®Yorba Linda 6 Water District' Page 18 of 69 • Along with specific law, you have a great manual follow. •It's really only about 30 pages, well worth reading and knowing. • There is no real strata or super -power here, the authority is with the decision team. • Recommendations: - Read and follow manual - Follow-up on your own Board self -assessments, with actions for improvement if/where needed - Establish clarity of direction and achievement milestones by which to annually evaluate the performance of your new great ®Yorba Linda Water District Page 19 of 69 Yorba Linda Water District is ALTA r]pAA'G k" e%rl%mf R Tflarl Review Discussions/questions potential action of Presentation Page 20 of 69 YL: w, YO R BA LINDA WATER DISTRICT Board of Directors Policies and Procedures Manual Last Amended January 5, 2023 Resolution No. 2023-01 Page 21 of 69 TABLE OF CONTENTS 1.0 PURPOSE AND SCOPE...................................................................................................................................3 2.0 MISSION, VISION AND CORE VALUES.....................................................................................................3 2.1 Mission Statement......................................................................................................................................... 3 2.2 Vision.............................................................................................................................................................3 2.3 Core Values.................................................................................................................................................. 3 3.0 BASIS OF AUTHORITY....................................................................................................................................4 4.0 DUTIES, RESPONSIBILITIES AND CONDUCT.......................................................................................4 4.1 Duties and Responsibilities...........................................................................................................................4 4.2 Code of Conduct and Ethics......................................................................................................................... 6 5.0 COMPOSITION, TERMS AND VACANCY...............................................................................................12 6.0 OFFICERS..........................................................................................................................................................13 6.1 President and Vice President...................................................................................................................... 13 7.0 APPOINTED STAFF AND OTHERS..........................................................................................................14 7.1 General Manager, Secretary, Assistant Secretary and Treasurer.............................................................. 14 7.2 District Legal and Labor Counsel................................................................................................................ 15 7.3 District Auditor............................................................................................................................................. 16 7.4 Consultants................................................................................................................................................. 16 8.0 COMMITTEES...................................................................................................................................................16 9.0 DIRECTORS' COMPENSATION, BENEFITS AND EXPENSE REIMBURSEMENT ................. 17 9.1 Directors' Compensation............................................................................................................................. 17 9.2 Benefits....................................................................................................................................................... 18 9.3 Travel Expense Reimbursement................................................................................................................. 18 9.4 District Issued Credit Cards........................................................................................................................ 21 9.5 Communications Expense Reimbursement................................................................................................22 9.6 Disclosure of Expenditures/Reimbursements.............................................................................................23 10.0 BOARD MEETINGS, GENERAL.................................................................................................................23 10.1 Regular Meetings........................................................................................................................................ 24 10.2 Special Meetings.........................................................................................................................................24 10.3 Emergency Meetings..................................................................................................................................24 11.0 BOARD MEETINGS, AGENDAS................................................................................................................25 11.1 Agendas...................................................................................................................................................... 25 11.2 Order of Business....................................................................................................................................... 27 12.0 BOARD MEETINGS, MINUTES...................................................................................................................30 13.0 BOARD MEETINGS, CONDUCT................................................................................................................ 30 13.1 Guidelines for Discussion............................................................................................................................ 30 14.0 BOARD ACTIONS AND DECISIONS........................................................................................................31 15.0 EXHIBITS AND APPENDIXES.....................................................................................................................32 Yorba Linda Water District Board of Directors' Policies and Procedures Manual 2 Page 22 of 69 1.0 PURPOSE AND SCOPE 1.1 The purpose of this manual is to provide a compilation of policies and procedures approved by the Board to facilitate the proper conduct of District business. Each Director shall be provided with a copy of this manual, acknowledge receipt in writing (see Exhibit A), and affirm their intent to comply with the policies and procedures contained herein. If any portion of this manual is in conflict with federal or state law or regulations that apply to the District, said legislation or regulations shall prevail. 2.0 MISSION, VISION AND CORE VALUES 2.1 Mission Statement Yorba Linda Water District will provide reliable water and sewer services to protect public health and the environment with financial integrity and superior customer service. 2.2 Vision Yorba Linda Water District will accomplish our mission to improve the quality of life for those we serve by: A. Embracing Proven Technology B. Improving Customer Satisfaction C. Providing Efficient and Responsive Operations D. Ensuring Reliable Infrastructure 2.3 Core Values The Yorba Linda Water District Board of Directors and staff are guided in everything we do by the following core values: Integrity — We demonstrate integrity every day by practicing the highest ethical standards and by ensuring that our actions follow our words. Accountability — We acknowledge that both the Board and staff of the District are accountable to the public that we serve, as well as to each other. Responsibility - We take full responsibility for our actions. We maintain a commitment of courtesy, assessment, and resolution with all customer concerns. Transparency — We listen to our customers and communicate openly about our policies, processes, and plans for the future. Teamwork— We work together by sharing information and resources to achieve common goals. Respect — We ensure every voice of the District is treated with dignity and civility; differences are valued and individual abilities and contributions are recognized. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 3 Page 23 of 69 3.0 BASIS OF AUTHORITY 3.1 The District is a County Water District, organized and existing under the County Water District Law. The Board is the legislative body, and functions as the District's policymaking body. It can only function as a unit. Apart from their role as a part of this unit, individual Directors have no authority with regard to any aspect of District business. 3.2 As individuals, Directors may not commit the District to any policy, act, or expenditure without prior Board approval nor give direction to the General Manager, staff, legal counsel or consultants without prior Board approval (see also Section 4.1 A). Directors do not represent any fractional segment or region of the community, but are part of a legislative body that represents and acts for the District as a whole. Since Directors are elected officials, no Director may delegate his/her authority to act as a Director. 4.0 DUTIES, RESPONSIBILITIES AND CONDUCT 4.1 Duties and Responsibilities A. The Board's primary responsibility is the formulation and evaluation of District policy. The General Manager is responsible for running the District's business. Routine matters concerning operational aspects of the District are delegated to professional staff members by the General Manager. Directors are responsible for monitoring District progress in attaining its goals and objectives, while pursuing its mission. The Board establishes goals, objectives, expectations, and measurement criteria for the General Manager's performance. Board members shall provide policy direction and instructions to the General Manager on matters within the authority of the Board by a majority vote during a duly convened meeting of the Board. B. In order to assist in the governance of the behavior between and among members of the Board, the following practices shall be observed: The dignity, style, values and opinions of each Director shall be respected. 2. Responsiveness and attentive listening in communication is encouraged. 3. The needs of the District's constituents shall be the priority of the Board of Directors. 4. Directors shall commit themselves to emphasizing the positive, avoiding double talk, hidden agendas, gossip, backbiting, and other negative forms of interaction. 5. Directors shall commit themselves to focusing on issues and not personalities. The presentation of the opinions of others shall be encouraged. Cliques and voting blocks based on personalities rather than issues shall be avoided. 6. Differing viewpoints are healthy in the decision-making process. Individuals have the right to disagree with ideas and opinions, but without being disagreeable. Once the Board takes action, Directors shall commit to Yorba Linda Water District Board of Directors' Policies and Procedures Manual 4 Page 24 of 69 supporting said action and not create barriers to the implementation of said action. C. In order to maintain effective working relationships and support the chain of command, the following procedures shall be followed: 1. Board members shall address matters within the authority of the General Manager through the General Manager, not directly through District employees, legal counsel, or consultants. 2. Accordingly, individual Directors' requests for information as necessary to assist in decision making and policy direction shall always be made to the General Manager. 3. Requests for readily available written information, documents, reports, studies, or analyses shall not require formal Board approval. 4. Requests that require more than four hours of staff or consultant time for compilation, or if they require less than four hours but are of a recurring nature, shall be approved by a majority vote of the Board during a duly convened meeting. 5. Responsive materials to Directors' requests for information shall be distributed by the General Manager or his/her designee to all Board members at the same time. 6. If the General Manager's response is deemed inadequate, a Director may contact the Board President or raise the issue directly at a Board meeting, where the Board shall determine by majority vote whether or not the issue warrants attention and if so, schedule it for a future meeting. 7. The General Manager or his/her designee's time spent with Directors or responding to Directors' requests shall also be tracked and made available to the Board for evaluation on a quarterly basis. 8. If the General Manager anticipates being unavailable, he/she shall notify the Board in advance and provide a designee contact. 9. When the General Manager is unavailable in person or by technological means, Board members, at their discretion, may contact the General Manager's designee. 10. Board members shall refrain from making requests directly to District employees or legal counsel to undertake analysis, perform work assignments or change the priority of work assignments. District employees have been instructed to notify the General Manager of all requests received from a Board member within 48 hours. 11. If approached by an employee concerning District policy, Board members shall direct inquiries to the appropriate staff supervisor or General Manager. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 5 Page 25 of 69 12. In handling complaints from residents and property owners of the District, said complaints shall be referred directly to the General Manager. 13. In handling matters related to public safety, concerns shall be reported to the General Manager or the District office. Emergency situations shall be dealt with immediately by seeking appropriate assistance. 14. In seeking clarification for policy -related concerns, especially those involving personnel, legal action, land acquisition and development, finances and programming, said concerns shall be referred directly to the General Manager. D. The work of the District is a team effort. All individuals shall work together in the collaborative process, assisting each other in conducting the affairs of the District. 1. When responding to constituent requests and concerns, Directors shall be courteous, responding to individuals in a positive manner and routing their questions through appropriate channels. 2. Directors shall develop a working relationship with the General Manager wherein current issues, concerns and District projects can be discussed comfortably and openly. 3. Directors shall function as a part of the whole. Issues shall be brought to the attention of the Board as a whole, rather than to individual members selectively. E. Directors shall attend all meetings of the Board, including committee, agency, and intergovernmental meetings to which they may be assigned, unless there is good cause for absence, and be properly prepared for participation and deliberation. F. Should a Director have a question related to an agenda item when preparing for a meeting, such questions should be submitted to the General Manager at least 24 hours in advance of the meeting. G. New Directors shall participate in a minimum of six hours of basic governance training within one year from the first day of service with the District. Participation in the Governance Foundations course, offered by the California Special District Association's Special District Leadership Academy or Special District Leadership Foundation approved equivalent, shall satisfy the basic governance training requirement. H. The Board shall review the policies and procedures contained in this manual biennially or more often as required. I. The Board shall also perform an assessment of the governing body's effectiveness and its relationship with staff on an annual basis before October 31 st. The Board may utilize the survey included in this manual (see Exhibit B) or choose another method for accomplishing this task. 4.2 Code of Conduct and Ethics Yorba Linda Water District Board of Directors' Policies and Procedures Manual 6 Page 26 of 69 A. It is the policy of the District to require the highest standards of ethics from its Board members. The operation of the District requires that decisions and policy be made within the proper channels of governmental structure, that the public office not be used for personal gain, and that all individuals associated with the District remain impartial and responsible towards the public. Accordingly, it is the policy of the District that Board members shall maintain the highest standard of personal honesty and fairness in carrying out their duties. The following are requirements for ethical conduct to be followed by the Board: 1. Board members are obligated to uphold the Constitution of the United States and the Constitution of the State of California, and to uphold the laws of national, state and local governmental agencies. Board members shall comply with all applicable laws regulating their conduct, including conflicts of interest, financial disclosure and open government laws. It is the responsibility of Board members to conduct themselves both professionally and personally in a manner above reproach and to avoid the appearance of impropriety. 2. New Directors shall participate in a minimum of two hours of ethics compliance training and two hours of harassment prevention training as soon as practical, but not more than six months, from the first day of service with the District and at least once every two years thereafter. A Director who serves on more than one local agency board may satisfy this requirement by obtaining such training once every two years without regard to the number of boards on which he/she serves. The District shall provide information regarding available training on an annual basis. All Directors shall provide a copy of proof of participation in these trainings to the District. Copies of proofs of participation shall be considered public documents and shall be retained for a minimum of five years. 3. Board members in the performance of their official duties and responsibilities shall neither harass nor discriminate against any individual on the basis of their protected classification (s), the perception of any individuals protected classification (s), or because the individual associates with a person who has or is perceived to have a protected classification (s). The term "Protected Classification" includes race, religion, color, sex (including gender, gender identity, gender expression, transgender, pregnancy, and breastfeeding), sexual orientation (including heterosexuality, homosexuality and bisexuality), national origin, ancestry, citizenship status, marital status, age, medical condition, genetic characteristics or information, military or veteran status, and physical or mental disability (whether perceived or actual). No Board member shall grant any unfair or inappropriate consideration, treatment, or advantage to any individual or group beyond that which is available to others or groups with the same circumstances. 4. Except where specifically authorized by the General Manager in the public interest, no Board member shall knowingly use or permit the use of District - owned vehicles, equipment, telephones, materials or property, nor require a District employee to perform services for personal convenience or profit. Board members shall safeguard the District's property, equipment, moneys, Yorba Linda Water District Board of Directors' Policies and Procedures Manual 7 Page 27 of 69 and assets against unauthorized use or removal, as well as from loss due to criminal act or breach of trust. 5. Board members shall not disclose information that legally qualifies as confidential to unauthorized individuals without approval from a majority vote of the Board and consultation with legal counsel. This includes information that (1) has been received during a Closed Session; (2) is protected from disclosure under the attorney/client or other evidentiary privilege; or (3) is not required to be disclosed under the California Public Records Act. A Board member may make a confidential inquiry or complaint to a district attorney or grand jury concerning a perceived violation of law, including disclosing facts to a district attorney or grand jury necessary to establish the alleged illegality of a District action. Prior to disclosing confidential information, however, a Board member shall first bring the matter to the attention of either the President or the full Board. 6. Board members shall avoid conflicts, or perceived conflicts of interest in connection with District decisions and activities. a. A Board member shall not have a financial interest in a contract with the District, which includes the purchase or sale of goods and services. The Board shall not authorize any District contract if a Board member is financially interested in the contract. b. A Board member shall not participate in the discussion, deliberation or vote on a matter before the Board, or attempt to influence a decision of the Board, if the Board member has a financial interest, which is prohibited under California law. If a Board member believes that he/she may be disqualified from participation in the discussion, deliberations or vote on a particular matter due to a financial interest, the following procedures shall be followed: L If a Board member becomes aware of the potential conflict of interest before a Board meeting at which the matter will be discussed or acted on, the Board member shall notify the General Manager and legal counsel of the potential conflict of interest so that a determination can be made whether it is a disqualifying conflict of interest. ii. If it's not possible for a Board member to discuss the potential conflict with the General Manager and legal counsel before the meeting, or if the Board member does not become aware of the potential conflict until during the meeting, the Board member shall immediately disclose the potential conflict during the Board meeting (see Exhibit C), so that there can be a determination as to whether it is a disqualifying conflict of interest. iii. Upon a determination that there is a disqualifying conflict of interest, the Board member shall: (1) publicly identify the interest that gives rise to the conflict or potential conflict in Yorba Linda Water District Board of Directors' Policies and Procedures Manual 8 Page 28 of 69 sufficient detail to be understood by the public; (2) recuse themselves from participating in the discussion, deliberation or vote on the matter for which a conflict of interest exists, which shall be so noted in the Board minutes; and (3) leave the room until after the discussion, vote and any other disposition of the matter is concluded. The Director shall not be counted toward achieving a quorum while the item is discussed. This process also applies when the disqualifying conflict of interest is on the Consent Calendar except the Director is not required to leave the room. C. A Board member shall not recommend the employment of a relative to the District or to a vendor, contractor or consultant known by the Board member to be bidding or negotiating a contract with the District. 7. To avoid non-compliance with the Ralph M. Brown Act, Directors are prohibited from sending and receiving electronically produced messages during meetings. 8. For a period of one year after leaving office, former Board members shall not represent any non-governmental entities before the District for compensation. This restriction shall not apply to governmental entities. B. Board members are prohibited from soliciting political funds or contributions at District facilities and prohibited from using the District's seal, trademark, logo, branding, stationary or other indicia of the District's identity, in any solicitation for political contributions contrary to State law. A Board member shall not accept, solicit or direct a political contribution from: 1. District employees or legal counsel. 2. Consultants or contractors used by the District in the past 12 months. 3. Individuals, entities, vendors, consultants, sub -consultants, contractors, or sub -contractors which have a personal or financial interest in a contract or other matter while it is pending before the District and for 6 months after the District renders a final decision on that contract or other matter. C. The appointment or election of a Board member to a public entity, other than the District, may result in action that is contrary or inconsistent with the interests of the District and could result in loss of the member's position of the Board. Board members may, with consent of the Board, consult with legal counsel and the Board may authorize a request for an opinion from the Attorney General of the State of California as to the incompatibility of offices. D. No Board member shall receive or agree to receive, directly or indirectly, any compensation, reward, honoraria or gift from any source except for recognition from the District for any action related to the conduct of the District's business. A Board member shall not accept gifts that exceed the limitations specified in California law. Any and all gifts, campaign contributions, income and financial information shall be disclosed as required under the provisions of the Political Yorba Linda Water District Board of Directors' Policies and Procedures Manual 9 Page 29 of 69 Reform Act of 1974 and applicable regulations adopted by the Fair Political Practices Commission. E. Board members and persons elected or appointed, who have not yet assumed office as members of the Board, shall fully comply with the provisions of the Ralph M. Brown Act. F. The General Manager has primary responsibility for (1) ensuring compliance with the District's personnel policies and procedures; (2) ensuring that District employees do not engage in improper activities; (3) investigating allegations of improper activities; and (4) taking appropriate corrective and disciplinary actions. The Board ensures that the General Manager is operating the District according to the law and the policies approved by the Board. Board members shall disclose to the General Manager, to the extent not expressly prohibited by law, improper activities within their knowledge. Board members shall not interfere with the General Manager's responsibilities in identifying, investigating and correcting improper activities, unless the Board determines the General Manager is not properly carrying out these responsibilities. 2. A Board member shall not directly or indirectly use or attempt to use the authority or influence of the position to intimidate, threaten, coerce, command or influence any person for the purpose of preventing such person from acting in good faith to bring to the attention of the General Manager or the Board any information that, if true, will constitute a work- related violation by a Board member or District employee of any law or regulation. This includes, but is not limited to (1) misappropriation or waste of District funds; (2) abuse of authority; (3) creating substantial danger to public health or safety by an act or omission of a District official or employee; (4) use of a District office or position or of District resources for personal gain; or (5) a conflict of interest of a Board member or employee. G. Directors are not subject to the District's Conflict of Interest Codes, but are subject to the disclosure requirements of the Political Reform Act. Directors are required to file a Statement of Economic Interests (Form 700) with the County when assuming office, on an annual basis thereafter, and when leaving office. Filing of these forms shall be performed using the County's e -file system. H. Directors appointed to other agency's boards (e.g. OCSD or ACWA-JPIA) shall be required to file Form 700's in accordance with that respective agency's Conflict of Interest Codes. The following procedures shall be followed when any member of the Board reasonably believes that another member of the Board has engaged in alleged misconduct or has failed to act in the best interests of the District. These procedures shall not be effective in any case in which a non -board member seeks redress for alleged misconduct by a Board member. While the Board has discretion in deciding the actions it may choose to take in response to a complaint, this section provides definitions and procedures related to three types of actions: admonition, sanction and censure. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 10 Page 30 of 69 1. Admonition is the least severe form of action. An admonition may typically be directed to all members of the Board, reminding them that a particular type of behavior is not in the best interests of the District, and that, if it occurs or is found to have occurred, could cause a member to be subject to sanction or censure. An admonition may be issued in response to a particular alleged action or actions, although it will not necessarily have to be triggered by a complaint of misconduct. An admonition may be issued by the Board prior to any findings of fact regarding any complaint, and because it is a warning or reminder, will not necessarily require an investigation. 2. Sanction is the next most severe form of action. Sanction shall be directed to an individual member of the Board based on a particular action (or set of actions) that is determined to be misconduct but is considered by the Board not to be sufficiently serious to require censure. A sanction may be based upon the Board's review and consideration of a complaint. A sanction may be issued by the Board, and because it is not punishment or discipline, will not necessarily require an investigation. 3. Censure is the most severe form of action. Censure is a formal statement of the Board officially reprimanding one of its members. It is a punitive action, which serves as a penalty imposed for misconduct, but it carries no fine or suspension of the rights of the member as an elected official. It can however, include such actions as the disapproval of expense reimbursement requests, de -authorization of attendance at conferences, seminars and other activities at District expense, removal of the member from Board committee, agency and intergovernmental meeting assignments, and other such remedies as may be deemed appropriate by the Board. Censure shall only be used for cases in which the Board determines that the misconduct is a serious offense. In order to protect the overriding principle of freedom of speech, the Board shall not impose censure on any of its members for the exercise of his/her First Amendment rights, no matter how distasteful the expression was to the Board or the District. However, nothing herein shall be construed to prohibit the Board from collectively condemning and expressing their strong disapprobation of such remarks. Before the imposition of a censure, the Director accused of a violation shall be entitled to written notice of the allegation, the right to provide a written response to the allegation, and an opportunity to respond in writing as to the results of an investigation. J. All complaints shall be submitted in writing to the General Manager and/or the District's legal counsel for review and determination as to whether there is sufficient basis for further action. Complaints that specifically seek admonition, sanction or censure as a specific remedy shall be treated as a request for that remedy. Once a complaint has been filed, the General Manager, in conjunction with legal counsel, shall bring the matter before the Board. The Director named in a complaint shall be given an opportunity to respond to the complaint in writing. If the Board determines, in consultation with legal counsel, that an investigation is warranted, the Board shall initiate an investigation by the appropriate investigator, entity or authority, as determined in the reasonable discretion of the Board. In the event of such an investigation, a report of the findings of said investigation, along with the accused Director's written response to the report, shall be presented to Yorba Linda Water District Board of Directors' Policies and Procedures Manual 11 Page 31 of 69 5.0 the board for majority action. If there is no merit, the matter shall be disposed of with no further action. When the Board decides, based upon findings and the accused Director's defense, that a violation has occurred, it may choose to impose one of the above listed internal remedies. Any action taken by the Board to impose a sanction or censure, shall be taken by way of written resolution. K. At any point during any of these processes, the Board may refer the matter, as appropriate, to the Orange County District Attorney or other proper authorities for possible investigation, enforcement or prosecution. Prior to or following such referral, the Board may also proceed with any of the actions described in this section. COMPOSITION, TERMS AND VACANCY 5.1 The District shall have a Board of five Directors each of whom, whether elected or appointed, shall be a voter of the District. 5.2 The term of office of each Director, other than Directors appointed to fill an unexpired term, shall be four years. Terms of office are staggered, with elections held in November of every even numbered year. 5.3 Elections are held at large, which means that all voters throughout the District have the opportunity to vote for any person seeking election. 5.4 Before entering upon the duties of his/her office, each Director shall take and subscribe the official oath and file it with the Secretary. The oath of office may be taken before the Secretary, any member of the Board, or any officer authorized by law to administer oaths. 5.5 Each Director elected or appointed shall hold office until his/her successor qualifies. 5.6 If a person elected fails to qualify, the office shall be filled as if there were a vacancy in the office. 5.7 From time to time a vacancy may occur on the Board for a variety of reasons. An office becomes vacant on any of the following events before the expiration of a Director's term: A. Death of an incumbent; B. A court's declaration that the incumbent is physically or mentally incapacitated; C. Resignation; D. Removal from office; E. Ceasing to be an inhabitant of the District; F. Absence from the state beyond periods allowed by law; G. Ceasing to discharge the duties of the office for three consecutive months; H. Conviction of a felony; Yorba Linda Water District Board of Directors' Policies and Procedures Manual 12 Page 32 of 69 Refusal or neglect to file required oath of office; J. Declaration by a competent tribunal that election or appointment is void; or K. Commitment to a hospital or sanitarium by a court of competent jurisdiction. 5.8 All vacancies occurring in the office of Director shall be filled pursuant to Section 1780 of the Government Code. The District shall notify the county elections official of the vacancy no later than 15 days after the Board is notified of the vacancy or the effective date of the vacancy, whichever is later. A. The remaining members of a five person board may fill a vacancy by appointment. The appointee shall hold office until the District general election 130 days or more after the effective date of the vacancy. Appointments shall be made within 60 days after the effective date of the vacancy. Notice of the vacancy shall be posted in three or more conspicuous places within the District and published in a newspaper of general circulation at least 15 days prior to an appointment. The remaining members may call an election to fill the vacancy within 60 days of the vacancy, in lieu of an appointment, on the next available election date provided by Chapter 1 of Division 1 of the Election Code that is 130 days or more after the vacancy. B. If the vacancy is not filled or an election called within 60 days of the vacancy, the County Board of Supervisors may fill the vacancy within 90 days of the vacancy or order the District to call an election to fill the vacancy. C. If neither (A) or (B) has occurred within 90 days, the District shall call an election to be held on the next available election date provided by Chapter 1 of Division 1 of the Election Code that is 130 days or more after the vacancy occurs. D. If the remaining Board falls below a quorum, the Board of Supervisors may waive the 60 day period provided in (A) and appoint immediately, or may call an election to fill the vacancy under Chapter 1 of the Election Code. The Board of Supervisors shall only fill enough vacancies to provide a quorum. E. Appointees shall hold office until the next District general election. Electees shall hold office for the unexpired balance of the term of office. 5.9 If a Director's place of residence is moved outside District boundaries, and if within 180 days of the move the Director fails to reestablish a place of residence within the District, it shall be presumed that a permanent change of residence has occurred and that a vacancy exists on the Board. 6.0 OFFICERS 6.1 President and Vice President A. A President and Vice President of the Board shall be elected annually at the District's reorganization meeting held at the first regular meeting of the Board in December of each year. The President shall assume the chair of the Presiding Officer immediately after election. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 13 Page 33 of 69 7.0 B. The President shall make committee, agency, and intergovernmental meeting assignments, subject to consent of the Board, annually by the first meeting of the Board of Directors to be held in January of the subsequent year. C. If the President is absent from a meeting of the Board, the Vice President shall serve as the Presiding Officer. If both the President and Vice President are absent, the Secretary shall take the chair so that the Directors present may elect a Presiding Officer. Upon late arrival of the President or Vice President at the meeting, the chair shall be relinquished at the first opportunity not disruptive to the conduct of business. D. In the event the President becomes incapacitated or is otherwise unable to act in his/her official capacity, as determined by a majority vote of the Board, the Vice President shall serve until the incapacity is cured or relieved. In the event the Vice President becomes incapacitated or is otherwise unable to act in his/her official capacity, as determined by a majority vote of the Board, an interim Vice President shall be elected at the District's next regular meeting of the Board to serve until the incapacity is cured or relieved. E. The Presiding Officer, established pursuant to these policies, shall conduct the proceedings of the Board. F. The Presiding Officer shall sign all ordinances, resolutions and contract documents approved and adopted by the Board. G. The President and Vice President of the Board shall serve as the President and Vice President of the Public Financing Corporation and Chair and Vice Chair of the Financing Authority. The Officers of the Corporation and the Authority shall be affirmed annually at the District's reorganization meeting held at the first regular meeting of the Board in December of each year or as necessary. H. Individuals serving as President or Vice President of the Board and the Corporation, and Chair and Vice Chair of the Authority, may be removed from office by a majority vote of the Board. APPOINTED STAFF AND OTHERS Appointed Staff, as defined in this section, shall mean the General Manager, Board Secretary, Assistant Board Secretary and Treasurer, who are appointed by the Board. 7.1 General Manager, Secretary, Assistant Secretary and Treasurer A. A General Manager shall be appointed by a majority vote of the Board and serve at the pleasure of the Board. The General Manager shall perform all duties set forth in County Water District Law, set forth in these policies, set forth in the General Manager's contract with the District, imposed by the Board, and in accordance with governing laws and regulations. In summary, the General Manager shall: (1) have full charge and control of the maintenance, operation, and construction of the water works or water works system of the District; (2) have full power and authority to employ and discharge all employees and assistants at Yorba Linda Water District Board of Directors' Policies and Procedures Manual 14 Page 34 of 69 pleasure; (3) prescribe the duties of employees and assistants; (4) fix and alter the compensation of employees and assistants subject to budget limitations as approved by the Board; (5) perform other duties imposed by the Board; and (6) report to the Board in accordance with the rules and regulations as adopted by the Board. B. A Secretary and Assistant Secretary shall be appointed by a majority vote of the Board and serve at the pleasure of the Board. The Secretary, or the Assistant Secretary in the absence of the Secretary, shall attest all ordinances and resolutions approved and adopted by the Board, countersign all contract documents approved and adopted by the Board, prepare the minutes of each meeting held by the Board, and perform all duties set forth in the County Water District Law, set forth in these policies, imposed by the Board, and in accordance with governing laws and regulations. C. A Treasurer shall be appointed by a majority vote of the Board and serve at the pleasure of the Board. The Treasurer shall perform all duties set forth in the County Water District Law, set forth in these policies, imposed by the Board, and in accordance with governing laws and regulations. The Treasurer shall install and maintain a system of auditing and accounting that shall completely and at all times show the financial condition of the District. D. A member of the Board shall not serve as the General Manager, Secretary, Assistant Secretary or Treasurer. The same person may be appointed as General Manager and Secretary or Secretary and Treasurer. There shall be no additional compensation for also serving as Secretary, Assistant Secretary or Treasurer if the individual so serving is an employee of the District. E. The Secretary, Assistant Secretary, and Treasurer of the District shall serve as the Secretary, Assistant Secretary, and Treasurer of the Public Financing Corporation. The General Manager, Finance Manager, and Executive Assistant, shall serve as the Executive Director, Treasurer, and Secretary of the Financing Authority. Appointed staff of the Corporation and Authority shall be affirmed annually at the District's reorganization meeting held at the first regular meeting of the Board in December of each year or as necessary. F. The District shall insure against losses caused by an officer or employee of the District in lieu of providing a bond or bonds. The amount and terms of this insurance coverage shall be equivalent to the provisions specified in the District's insurance policy for Crime Coverage — Public Employee Theft. G. Individuals serving as General Manager, Secretary, Assistant Secretary, or Treasurer of the Board and the Corporation, and Executive Director, Treasurer, and Secretary of the Authority, may be removed from their appointments by a majority vote of the Board. 7.2 District Legal and Labor Counsel A. The District's Legal and Labor Counsel are law firms that are appointed by the Board of Directors and report to the Board during Board meetings. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 15 Page 35 of 69 1. Legal Counsel shall serve as the attorney for the District in all legal matters pertaining to the operation, maintenance, and other related business of the District. Legal Counsel shall perform such duties as the Board or General Manager may request, and shall (1) review all Board actions to insure legality and acceptability under law; (2) prepare or review legal documents and provide legal counsel, as required by the Board or General Manager; and (3) attend and/or participate in Board meetings and other meetings as directed by the Board or the General Manager. 2. Labor Counsel shall serve as the attorney for the District in all legal matters pertaining to employment law and other related business of the District. Labor Counsel shall perform such duties as the Board or General Manager may request, and shall (1) review all employment related matters to insure legality and acceptability under law; (2) prepare or review employment and labor related documents and provide legal counsel, as required by the Board or General Manager and (3) attend and/or participate in Board meetings and other meetings as directed by the Board or the General Manager. 7.3 District Auditor A. The District's Auditor is a certified audit firm that is appointed by and reports to the Board, and that conducts the District's annual audit and prepares the District's annual audit report. The District's auditor shall be rotated on a periodic basis. Contracts for independent auditing services shall be awarded for an initial period of three years, with the option of extending up to two subsequent years (for a maximum total of five), unless otherwise determined by the Board. 7.4 Consultants A. The Board may from time -to -time select, retain, compensate, define the scope and efforts of, and dismiss consultants to support or provide information to the Board in developing policy level decisions or in implementing Board actions. In doing so, the Board shall delegate to the General Manager the responsibility for day-to-day direction of the work of the consultant. 8.0 COMMITTEES 8.1 From time to time, the Board may establish committees, whether standing or ad hoc, to assist with the performance of its duties and policy advice. In keeping with the Board's broader focus, committees shall not direct the implementation of District programs and projects. Committees shall assist the Board by preparing policy alternatives and implications for Board consideration. Committees shall not act on the Board's behalf unless authorized by a majority vote of the Board. Said authorization shall not conflict with the duties assigned to the General Manager. In order to preserve the organizational structure and support the chain of command, committees shall not exercise authority over staff or staff operations. 8.2 The purpose of each established committee shall be reviewed by the Board on an annual basis, prior to making Director assignments, in order to determine their continuing relevance. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 16 Page 36 of 69 9.0 8.3 The Board previously adopted the Fair Political Practices Commission's (FPPC) Form 806 as the District's official form for reporting public official appointments and has directed staff to post a completed form on the District's website in accordance with the requirements set forth in FPPC Regulation 18705.5. DIRECTORS' COMPENSATION, BENEFITS AND EXPENSE REIMBURSEMENT 9.1 Directors' Compensation A. As of January 23, 2003, compensation for members of the Board shall be $150 per day for each day's attendance at meetings of the Board and other meetings attended at the request of the Board, including reasonable and necessary travel time (see Appendix 1). Compensation for any type of service shall not exceed ten days in any calendar month. B. Director attendance at events sponsored by the following organizations shall be preauthorized subject to budget limitations as approved by the Board: 1. Association of California Water Agencies (ACWA) 2. Association of California Water Agencies — Joint Powers Insurance Authority (ACWA-JPIA) 3. American Water Works Association (AWWA) 4. California Association of Sanitation Agencies (CASA) 5. California Special Districts Association (CSDA) 6. California -Nevada Section of American Water Works Association (CA -NV AWWA) 7. Chambers of Commerce 8. City, County and State Governmental Agencies (Including meetings with elected/appointed officials and staff.) 9. Colorado River Water Users Association (CRWUA) 10. Educational Institutions 11. Independent Special Districts of Orange County (ISDOC) 12. Metropolitan Water District of Southern California (MWD or MET) 13. Municipal Water District of Orange County (MWDOC) 14. Non-political Community Service Organizations 15. Orange County Local Agency Formation Commission (OC LAFCO) 16. Orange County Sanitation District (OCSD) 17. Orange County Water Association (OCWA) 18. Orange County Water District (OCWD) 19. Special District Leadership Foundation (SDLF) 20. Urban Water Institute (UWI) 21. Water Advisory Committee of Orange County (WACO) C. Director attendance at events sponsored by any other organization than those listed above requires preapproval or ratification by a majority vote of the Board in order to be considered as an activity for the purposes of compensation. D. Directors shall complete an Activity Report and Compensation Form (see Exhibit D) on a monthly basis. Directors have until the 15th day of the following month to file said reports with the General Manager or his/her designee. If an activity report is not returned by this deadline, no compensation shall be paid to the Director for Yorba Linda Water District Board of Directors' Policies and Procedures Manual 17 Page 37 of 69 that reporting period. Exceptions to this provision shall be presented to the Board of Directors for review and approval. E. All activity reports shall be reviewed and approved by the President or the Vice President. The President's activity report shall be reviewed and approved by the Vice President. F. Increases in compensation are limited to five percent for each calendar year following the operative date of the last adjustment. The Board shall consider its compensation rate following the reorganization meeting held at the first regular meeting of the Board in December of each year. If the Board recommends an increase in the amount of compensation, an Ordinance shall be considered and adopted by the Board according to the following procedures: A public hearing shall be held prior to adoption of the Ordinance. 2. Notice of the hearing shall be published in a newspaper of general circulation once a week for two successive weeks prior to the public hearing. 3. The Ordinance shall become effective 60 days from the date of its final passage. G. The District does not provide any of its Directors with loans. 9.2 Benefits A. Directors and their eligible dependents may participate in the health benefits plans provided by the District, including medical, dental and vision plans. The District shall pay the premium amount for Directors and 2/3 of the premium amount for eligible dependents. Directors are responsible for paying the balance of the premium amount for eligible dependents. Health benefits provided to Directors shall not be greater than the most generous plan being offered to any group of District employees. A Director is also eligible for District -provided post -service health benefits if the following conditions are satisfied: the Director's term began before January 1, 1995 and continued uninterrupted until on or after May 27, 2010; and the Director began receiving health benefits from the District before January 1, 1994. The rate of accrual for post -service health benefits is one year of benefits for each three years of service to the District as a Director. In addition to the terms and conditions provided herein, any terms or conditions set forth in the personnel rules of the District that are applicable to retiree health benefits shall also apply to post -service health benefits for Directors, except those conditions relating to good standing and adequate notice of retirement. Directors are also eligible for District - provided Group Life insurance and Accidental Death and Dismemberment insurance in amounts up to $10,000 each. Additionally, Directors may elect to participate in the District's deferred compensation plan. Enrollment in any of the above benefits plans is subject to the rules and restrictions of the plans. 9.3 Travel Expense Reimbursement A. Directors are encouraged to attend conferences, conventions, meetings, symposiums, intergovernmental meetings and legislative sessions relating to the mission of the District. Directors shall receive reimbursement or payment of Yorba Linda Wate,-.-,rict Board of Di, ...,,..,yes and Procedures Manual 18 Page 38 of 69 expenses, according to District rules, incurred in the performance of their duties as required or authorized by the Board. Attendance at an event must be preapproved or ratified by a majority vote of the Board during a duly convened meeting in order to be considered as an activity for the purposes of payment or reimbursement of travel expenses. Directors' rates for reimbursement and payment of travel expenses shall not be greater than rates specified for District employees. B. Directors shall be reimbursed for actual costs to attend activities as follows: Flight: Coach or Economy Class Car Rental: Most Economical Size Vehicle, Government/Group Rate Lodging: Published Conference Group Rate, Equally Comparable or Lower Rate, Government Rate, or GSA Rate (See Section D) Meals: $90 Per Day Actual and Necessary Expenses: $30 Per Day C. Expenditures for lodging, meals, and transportation shall provide for reasonable and necessary comfort and convenience. Directors shall be mindful that public funds are being spent and that only a reasonable and necessary level of expense is warranted. D. When available, Directors must use coach or economy class for commercial travel and the published conference group rate, an equally comparable or lower rate, or government rate for lodging. If these rates are not available, the reimbursable amount shall be limited to the per diem rates set forth by the US General Service Administration (GSA) at http://www.gsa.gov. E. For travel by personal vehicle, mileage shall be reimbursed at the standard rate adopted by the US Internal Revenue Service in effect at the time of travel. Personally owned vehicles used in the conduct of District business must be insured for property and liability damage in an amount not less than the minimum limits required by the California Financial Responsibility Act. In no case shall the amount paid for mileage reimbursement for use of a personally owned vehicle used for travel in lieu of air travel exceed the cost of coach or economy class or equivalent airfare based on the date the Director registered to attend an activity or conduct business on behalf of the District. F. Reimbursement for taxi, rideshare, rail, bus, or other reasonable ground transportation shall be for the actual costs plus tip not to exceed 20% and applicable taxes. G. Reimbursement for parking and toll charges shall be for actual costs. H. Meal expenses include the reasonable and necessary costs of meals and beverages, not including alcoholic beverages. Meal expenses shall be reimbursed on a daily basis not to exceed $90 per day. Meal expenses for partial days shall be reimbursed on a meal by meal basis as follows: $20 for breakfast, $30 for lunch, and $40 for dinner. Said maximums for meal expenses exclude taxes and Yorba Linda Water District Board of Directors' Policies and Procedures Manual 19 Page 39 of 69 gratuities which are considered actual and necessary expenses (see Section 9.3. G). Any amount spent over the daily or partial day reimbursable amounts set forth in this section may not be deducted from another day's reimbursable amount during that same activity. Additionally, any amounts not spent over the daily or partial day reimbursable amounts set forth above may not be added to another day's reimbursable amount during that same activity. No reimbursement shall be provided for alternative meals when the District has paid for the cost of the activity including any incorporated meals. Attendance at receptions before dinner shall not be considered a meal. I. Actual and necessary expenses include taxes and gratuities for meals, tips for drivers, baggage carriers, and hotel staff. This does not include the cost of laundry, cleaning or pressing of clothes, or telephone calls. J. Reimbursement of all reasonable and necessary expenses for internet service to conduct District business while traveling shall be for actual costs. K. Arrangements for transportation, lodging, or registration fees that have cancellation or change penalties shall be carefully monitored by the requesting Director. If a cancellation or change occurs due to a personal request or obligation of the Director, they will be responsible for paying the corresponding penalty, except when determined by a majority vote of the Board during a duly convened meeting that the reason for the cancellation was legitimate and authorized. L. The District shall not incur any costs for a spouse, or other accompanying person. M. If an expense does not fall within the reimbursement rates identified in this policy, it must be preapproved by a majority vote of the Board in a public meeting. N. In order to obtain reimbursement for qualified expenses, the following procedures must be followed: 1. Directors shall submit a completed Travel Expense Reimbursement Form (see Exhibit E) for conference, convention, or symposium attendance, together with all original itemized receipts and corresponding route maps, within 60 calendar days following the attended event, with the exception of expenses incurred during the month of June. Requests for reimbursement of travel expenses incurred during this period must be submitted within 30 calendar days of the attended event for the purposes of financial reporting at the end of the fiscal year. 2. Directors shall also submit a completed Meeting and Mileage Expense Reimbursement Form (see Exhibit F) for local meeting attendance, together with all original itemized receipts and corresponding route maps, within 60 calendar days following the attended event, with the exception of expenses incurred during the month of June. Requests for reimbursement of meeting and mileage expenses incurred during this period must be submitted within 30 calendar days following the attended event for the purposes of financial reporting at the end of the fiscal year. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 20 Page 40 of 69 3. If the Director does not file an expense report within the above listed deadlines, the District will not reimburse mileage or out-of-pocket expenses. Exceptions to this provision shall be presented to the Board of Directors for review and approval. 4. For any activity that the District pr required to file an expense report to the District are properly accounted for reports as needed. To enforce the District may, by majority vote of the travel expenses. )pays expenses, the Director is still ensure that any expenses prepaid by Staff shall assist Directors with these timely filing of expense reports the Board, stop prepaying conference and 5. All expense reimbursement requests shall be reviewed and approved by the President or Vice President. The President's requests shall be reviewed and approved by the Vice President and vice versa, or by another available Director. 6. With the exception of mileage reimbursement, any expense shown on the form must have a corresponding, attached original itemized receipt or other verification document. Summary receipts for meals cannot be accepted as a verification document. 7. If a receipt is lost or not provided, the Director must submit a completed Missing Receipt Affidavit Form (see Exhibit G) as substantiation of the expense. 8. Directors shall also submit a completed Miscellaneous Gratuities Form (see Exhibit H) for such expenses paid in cash without a receipt. 9. All forms, receipts and verification documents shall be public documents subject to redaction of any confidential information, such as credit card numbers. O. A Director shall not attend a conference or training event for which there is an expense to the District if it occurs after the Director has announced his/her pending resignation, or if it occurs after an election in which it has been determined that the Director will not retain his/her seat on the Board. A Director shall not attend a conference or training event when it is apparent that there is no significant benefit to the District. P. Directors shall provide a brief report about the activity at the next regular Board meeting following attendance. Said report shall detail what was learned at the session(s) that will be of benefit to the District and can be submitted in written or verbal form though ideally no longer than three minutes. Materials from session(s) may be delivered to the General Manager for inclusion in the District's library for future use. 9.4 District Issued Credit Cards A. Directors shall be issued credit cards for their use while traveling or attending meetings on behalf of the District. All purchases made with this card shall comply Yorba Linda Water District Board of Directors' Policies and Procedures Manual 21 Page 41 of 69 with the limitations contained in this policy. Personal purchases using this card are strictly prohibited. B. Directors shall submit all original itemized receipts along with appropriate forms (see Section 9.3. J and Exhibits E and F) identifying purchases made with a District credit card within 30 calendar days of when the expense was incurred. C. Directors shall report lost or stolen cards to the Finance Manager immediately to prevent potential liabilities. D. Directors shall return their card to the Finance Manager when leaving office. 9.5 Communications Expense Reimbursement A. In order to facilitate operational efficiency and reduce expenses, the Board has determined that it is in the best interests of the District to have all agendas and other District information distributed to the Board via electronic means instead of providing paper copies whenever possible. While Director participation in and support of this initiative is encouraged, it is not required. Participating Directors are eligible for the reimbursement of expenses associated with the purchase of necessary electronic equipment and related items provided: 1. The Director is an elected official of the District with more than two months remaining in his/her current term of office. 2. The Director has submitted a completed Communications Expense Reimbursement Form (see Exhibit 1) in accordance with established procedures. 3. The District shall provide reimbursement, up to $1,000 including applicable taxes and fees every four years (or sooner in the event of loss or theft), for the cost of electronic equipment and related items of the Director's choosing. Qualifying electronic equipment and related items shall include tablets, laptop computers, tablet/laptop covers or cases, protective screen wraps, and downloadable applications specific to the conduct of District business, such as word processing, spreadsheet or PDF annotation applications. 4. Expenses that are not reimbursable include, but are not limited to, gift wrapping, engraving, downloadable applications (other than those used specifically for conducting District business) and additional adaptors. 5. One hundred percent of the electronic equipment and approved itemized expenses reimbursed shall be reported on the Director's Form W-2 as taxable income. In providing this information, the District is not offering tax advice. Directors having questions concerning the tax implications of electronic communications reimbursement benefits are urged to contact the Internal Revenue Service or other experts in tax law. B. Reimbursements shall be processed when proof of purchase and original itemized receipts are submitted by the Director along with a completed form within 30 days of purchase. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 22 Page 42 of 69 C. Failure to submit a completed form within this time frame shall result in a denial of the Director's request for reimbursement of the expense. Exceptions to this provision shall be presented to the Board of Directors for review and approval. 1. The electronic equipment and related items for which reimbursement is provided shall become the property of the Director and all maintenance is the sole responsibility of the Director. 2. Notwithstanding the foregoing, staff may, from time to time as deemed necessary, provide paper copies of District information to Directors and such provision of paper copies shall not affect the reimbursement of expenses as provided in this section. D. Should a Director experience a loss or theft of electronic equipment for which the full or partial expense was reimbursed by the District, said Director shall submit a written statement and/or police report to the Finance Manager or the General Manager for auditing purposes prior to requesting reimbursement of expenses for the purchase of replacement equipment. Requests for reimbursement of expenses for replacement equipment shall be subject to the limitations and requirements as set forth above. E. All communications expense reimbursement requests shall be reviewed and approved by the President or Vice President. The President's requests shall be reviewed and approved by the Vice President and vice versa, or by another available Director. Any requests for reimbursement that fall outside the limitations contained in this policy shall be reviewed and preapproved by a majority vote of the Board during a duly convened meeting. 9.6 Disclosure of Expenditures/Reimbursements A. A full accounting of expenditures of public funds under this policy shall be made and become part of the records of the District. B. All reimbursements paid by the District of at least $100 for each individual charge for services or product received, shall be disclosed in an annual report following the end of each fiscal year. Reimbursement of an individual charge includes, but is not limited to, one meal, lodging for one day, transportation, or a registration fee paid to any Director. This report shall be made available for public inspection upon request. C. All travel expenses and reimbursements paid by the District on behalf of a Director shall be disclosed in a quarterly report and provided to the Board for review at a regular meeting. 10.0 BOARD MEETINGS, GENERAL All meetings of the Board shall be held at the District's Administration Building located at 1717 East Miraloma Avenue, Placentia, California. All meetings of the Board shall be open and public and all persons are invited to attend. The District shall continue to implement all applicable requirements of the Ralph M. Brown Act to ensure transparent, open and responsive government. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 23 Page 43 of 69 10.1 Regular Meetings A. Effective January 1, 2023, all regular meetings of the Board shall be held on the first and third Thursday of each month commencing at 3:00 p.m. unless deemed unnecessary by the President or a majority of the Board. Closed Sessions scheduled to occur on the same day as a regular meeting may be noticed separately as a special meeting. Any member of the Board may make a motion to complete any item under discussion during meetings lasting more than four hours from the time of commencement. All remaining items on the agenda which have not been acted upon shall be continued to the next regular meeting or as specified by the Board. 10.2 Special Meetings A. Special meetings of the Board may be called by the President or a majority of the Board. Whenever a special meeting of the Board is called, notice in writing shall be delivered by the Secretary to each Director, and if notice is requested in writing, to each local newspaper of general circulation and radio or television station. The notice shall be delivered personally or by any other means and shall be received at least 24 hours in advance of the meeting. The notice shall specify the time and place of such meeting and the purpose of the meeting. The written notice may be dispensed with as to any Director who, at or prior to the time the meeting convenes, files with the Secretary a written waiver of notice (see Exhibit J). The written notice may also be dispensed with as to any member who is actually present at the meeting at the time it convenes. 10.3 Emergency Meetings A. In the event of an emergency situation involving matters upon which prompt action is necessary due to the disruption or threatened disruption of public facilities, the Board may hold an emergency special meeting without complying with the 24 hour notice required in Section 10.2 herein. An emergency situation means a crippling disaster which severely impairs public health, safety, or both. The President, or the Vice President in the absence of the President, or the General Manager, may determine if an emergency situation exists. B. Whenever an emergency meeting of the Board is called, notice in writing shall be delivered by the Secretary to each Director, and if notice is requested in writing, to each local newspaper of general circulation and radio or television station. The notice shall be delivered personally or by any other means and shall be received at least one hour in advance of the meeting. In the event that telephonic services are not functioning, the notice requirement of one hour is waived. The Secretary shall then notify such newspapers, radio stations, or television states of the fact of the holding of the emergency meeting, and of any action taken by the Board, as soon after the meeting as possible. C. No Closed Session may be held during an emergency meeting, and all other rules governing special meetings shall be observed with the exception of the 24 hour notice. The minutes of the emergency meeting, a list of persons the Board or designee notified or attempted to notify, a copy of the roll call vote(s), and any actions taken at such meeting shall be posted for a minimum of ten days in the District office as soon after the meeting as possible. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 24 Page 44 of 69 11.0 BOARD MEETINGS, AGENDAS 11.1 Agendas A. Any matter which is to be considered for approval or adoption by the Board at the meeting must be submitted to the Board as part of an agenda. All ordinances, resolutions and contracts shall be reviewed by legal counsel and approved as to form and legality prior to submission for consideration by the Board. B. The Secretary shall, under direction of the General Manager, prepare an agenda of such matters according to Section 11.2 herein, entitled "Order of Business", including a description of the items to be considered or discussed and, where deemed appropriate by the General Manager, a staff recommendation for each item. C. A copy of the draft agenda for every meeting of the Board (or Committee) shall be provided to the President and Vice President (or assigned Committee members) for review prior to posting by the Secretary. D. A copy of the finalized agenda for every regular meeting of the Board shall be posted at least 72 hours prior to the meeting in a place that is freely accessible to members of the public. Once posted, copies of the complete agenda and supporting materials shall be available for public inspection during business hours at the District office and on the District's website. E. Agendas for all special meetings of the Board shall be posted in the same manner at least 24 hours prior to the meeting. The agenda for a special meeting of the Board is limited to only those matters specifically set forth in the purpose of the call for the special meeting. No other business shall be considered at a special meeting. F. All agendas and other District information shall be distributed to the Board via electronic means instead of providing paper copies. Director incurred expenses for electronic equipment and related items required for receiving, accessing and printing all agendas and information shall be reimbursed in accordance with Section 9.0 herein. G. A copy of each agenda for a meeting of the Board shall be mailed to members of the public so requesting them in writing. Any member of the public requesting a copy of a complete agenda and supporting materials shall be charged, in advance, for reproduction costs plus mailing expenses. Exceptions are public agencies, members of the public who request a copy of the agenda without supporting materials, and individuals requesting a copy of an agenda, with or without supporting materials, that contains a specific matter involving that individual as a party. H. All non-exempt writings related to an agenda item and distributed to a majority of the Board less than 72 hours prior to the meeting shall be made available for public review at the same time. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 25 Page 45 of 69 I. Any Director may contact the General Manager and request an item to be placed on an agenda no later than 24 hours before an agenda is scheduled to be closed. In general, all agendas will be closed on Monday's at 12:00 p.m. the week prior to the meeting date. J. Items that require compilation of readily available written information, documents, reports, studies, or analyses shall not require formal Board approval before placement on an agenda. K. Items that require more than four hours of staff or consultant time for compilation, or if they require less than four hours but are of a recurring nature, shall be approved by a majority vote of the Board during a duly convened meeting before placement on an agenda. L. Any member of the public may request that a matter directly related to District business be placed on the agenda of a regularly scheduled meeting of the Board, subject to the following conditions: 1. The request must be in writing and submitted to the General Manager together with supporting documents and information, if any, at least 10 days prior to the date of the meeting. 2. The General Manager shall be the sole judge of whether the public request is or is not a "matter directly related to District business" and if the matter is to be placed on a future agenda. The public member requesting the agenda item may appeal the General Manager's decision at the next regular meeting of the Board. Any Director may request that the item be placed on the agenda of the Board's next regular meeting. 3. No matter which is legally a proper subject for consideration by the Board in Closed Session shall be accepted. 4. The Board may place limitations on the total time to be devoted to a public request issue at any meeting, and may limit the time allowed for any one person to speak on the issue at the meeting. M. Any member of the public may request to present electronic material (such as a PowerPoint presentation) directly related to District business during Public Comments or in relation to a specific agenda item during a regularly scheduled meeting of the Board, subject to the following conditions: 1. The request must be made in writing and submitted to the General Manager together with all electronic materials at least 12 hours prior to the meeting. 2. The General Manager shall be the sole judge of whether the electronic material is or is not a "matter directly related to District business" and if the material is to be presented during a regularly scheduled Board meeting. The public member requesting to present the electronic material may appeal the General Manager's decision at the next regular meeting of the Board. Any Director may request that the electronic material be presented at the Board's next regular meeting. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 26 Page 46 of 69 11.2 Order of Business A. Upon convening the meeting at the hour set on the date of each meeting, the members of the Board, the Secretary and General Manager of the District shall take their regular stations in the Board Meeting Room, and the business of the Board shall be taken up for consideration. The Presiding Officer shall immediately call the Board to order and lead in the Pledge of Allegiance to the flag of the United States of America. B. Before proceeding with the business of the Board, the Secretary shall call the roll of the Directors. The Secretary shall enter the names of all Directors, Officers, staff members and visitors (if known) present in the Minutes of the meeting. C. If a quorum is present, the Secretary shall so advise the Presiding Officer. If a quorum is not present, the Secretary may adjourn the meeting to a time certain for the purpose of obtaining a quorum. Any such reconvened regular meeting shall not constitute a special meeting. In the event a regular or special meeting of the Board is adjourned to a time and date certain, the Secretary shall post a notice of adjournment in a place that is freely accessible to members of the public within 24 hours of such adjournment. D. Three of the five Directors elected or appointed to the Board shall constitute a quorum for any meeting of the Board. Irrespective of the number of Board members constituting a quorum for a particular meeting, a majority vote of the Board shall consist of at least three votes. No ordinance, resolution or motion shall be passed or become effective without the affirmative votes of at least a majority of the members of the Board. E. Directors may attend Board and Committee meetings via teleconference provided the meeting has been duly noticed as a teleconference meeting in compliance with requirements of the Ralph M. Brown Act. Duly noticed teleconference locations may be outside the District's jurisdictional boundaries, but for purposes of establishing a quorum, at least three Directors must be participating in the meeting from within the District's jurisdictional boundaries. A Director is entitled to participate fully in the meeting and vote from a teleconference location, and all votes shall be taken by roll call. Through January 1, 2024, certain provisions related to the noticing and conduct of teleconference meetings may be suspended due to a state of emergency in accordance with AB 361. F. The Presiding Officer may, on his/her own initiative or at the request of any two Directors, take any item of business out of order, either as to the general order of business or as to the specific agenda as the Secretary has prepared it. G. The Board may take action on items not appearing on the posted agenda for regular meetings under the following circumstances: Upon determination by a majority vote of the Board that an emergency, work stoppage or crippling disaster exists that impairs public health and/or safety. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 27 Page 47 of 69 2. Upon determination by a two-thirds vote of the Board, or by all Directors if only three are present, that a matter came to the attention of the District subsequent to posting the agenda that needs immediate action by the Board. 3. When an item was posted on the agenda of, and was continued from, a meeting held not more than five days earlier. H. The Order of Business taken up for consideration by the Board is generally organized so that high priority matters are addressed at the beginning of the meeting, and is generally in the following sequence: Introductions and Presentations 2. Public Comments 3. Public Hearings 4. Consent Calendar 5. Action Calendar 6. Discussion Calendar 7. Informational Reports and Other Business 8. Closed Session(s) 9. Adjournment Any person desiring to speak shall first address the chair. Upon recognition by the Presiding Officer, the speaker shall be invited to state his/her name, representation and/or affiliation and the matter on which they wish to comment. If the matter relates to an item on the current agenda, the Presiding Officer shall recognize the person and invite their comment when the item is considered. Comments are limited to matters of public interest within the jurisdiction of the District, and shall be no more than three minutes in length unless a time extension is granted by the Presiding Officer. A maximum of 20 minutes shall be allotted for each subject matter pursuant to the discretion of the Presiding Officer. No action shall be taken on matters not appearing on agenda. J. The Public Hearings portion of the agenda, if any, shall be held at the time specified in the legal notice advertising such hearing. In general, the order of procedure for a public hearing is as follows: 1. Opening of Hearing by Presiding Officer 2. Verification of Notice of Hearing Provided by Board Secretary 3. Reports by General Manager, Staff and/or Consultant 4. Comments from the Public Speaking in Favor and/or Against the Issue 5. Receipt of Written Communications from the Public 6. Continue or Closing of Hearing by Presiding Officer 7. Questions to Staff and Board Discussion 8. Consideration of Action by the Board K. The Consent Calendar portion of the agenda shall be consideration, in a single action, of items determined by the Secretary to be routine matters, status reports or documents implementing previous Board instructions. If a Director has a question or wishes to discuss a Consent Calendar item, they may do so without formally removing the item from the Consent Calendar. If, after such discussion, a Director, staff member or member of the public has a question or wishes to Yorba Linda Water District Board of Directors' Policies and Prou-lures Manual 28 Page 48 of 69 address a Consent Calendar item further, they may request that the item be removed for further discussion. The Presiding Officer shall immediately grant such requests and transfer the removed item to the Action Calendar for later discussion. Items removed from the Consent Calendar for discussion shall be acted upon separately. All items remaining on the Consent Calendar shall be considered for approval by a single motion. Examples of matters appearing on the Consent Calendar may include, but are not limited to: 1. Minutes of Previous Board Meetings 2. Approval to Pay Warrants 3. Routine Environmental Assessments 4. Approval of Routine Terms and Conditions for Water and/or Sewer Service 5. Approval of Change Orders (With a dollar value within the General Manager's authority consistent with the approved purchasing policy.) 6. Approval of Contracts (For projects identified in the adopted budget.) 7. Final Acceptance of Facilities 8. Disposition of Liability Claims 9. Other Routine Administrative Matters L. The Action Calendar portion of the agenda shall include items requiring staff presentation and/or Board discussion prior to formal Board action. Items shall generally be listed in order of priority and with items of a similar nature grouped together. Items may be addressed out of order upon request and with the consent of the Presiding Officer. M. The Discussion Calendar shall include matters that do not require Board action or that cannot reasonably be expected to result in Board action at that meeting. Matters appropriate for the Discussion Calendar include technical presentations to the Board, review of drafts of proposed policies and, in general, items for which District staff seeks the advice and counsel of the Board. When time permits, the Board believes the District's best interests are served by discussing more complex matters at one meeting and considering formal action on them at a subsequent meeting. N. The Informational Reports and Other Business portion of the agenda provides an opportunity for the presentation of reports by the General Manager, reports from Committees, reports by Directors who have attended outside meetings, and general comments by Directors. It also provides an opportunity for the Board to schedule future meetings and assignments on the Board's activity calendar. Requests for items to be placed on a future agenda shall be subject to the provisions in Section 11.1 J -K. O. Closed Sessions are strictly limited to the open meeting exceptions as defined in the Ralph M. Brown Act. At times, during Board meetings, the Board may adjourn into Closed Session to discuss personnel matters, real estate negotiations, existing or anticipated litigation or other matters as specified in the exceptions set forth in the Brown Act. Appropriate agenda descriptions are also required for Closed Session items. P. A motion to adjourn must be moved by a Director and seconded by another Director, and is subject to debate. No further business can be conducted after an affirmative vote to adjourn. Yorba Linda Wate, of Directors' Policies and Procedures Manual 29 Page 49 of 69 Q. The Board may adjourn any regular or adjourned regular meeting to a time and place specified in the motion of adjournment so approved by the Board. 12.0 BOARD MEETINGS, MINUTES 12.1 The Secretary shall keep minutes of all Board meetings. Minutes are to record actions taken and meaningful discussion; they are not intended to be verbatim records. Members of the public requesting information about a meeting shall be encouraged to listen to the audio recording made of each meeting. Draft minutes shall be distributed to the Board for review and approval at the next regular meeting or as soon as possible thereafter. Minutes may be approved as part of the Consent Calendar. 12.2 The official minutes of all Board meetings shall be kept in a fire -proof vault or in fire- resistant locked cabinets at the District's Administration office. An audio and/or video recording shall be made of all regular Board meetings, including public hearings, and retained in accordance with the District's records retention policy. 13.0 BOARD MEETINGS, CONDUCT 13.1 Guidelines for Discussion These guidelines are intended to formalize the meeting so that each Director and members of the public, in due course, may be heard (see also Exhibit K). A. The Presiding Officer shall decide, subject to a question of order by any Director, the degree of enforcement of these guidelines at any time during any meeting. B. The Board prefers a flexible form of meeting, believing that this enhances the decision-making process and may not always conduct its meetings with formal "rules of order" or parliamentary procedure. C. The Presiding Officer shall read aloud the title of each item on the agenda as considered with the exception of items on the Consent Calendar. D. Staff will generally provide a presentation for each action or discussion item following which the Presiding Officer will open the floor to public comment on the matter under consideration (see Section 11.2 1). E. Following public comment, the Board will discuss the matter being considered and address questions or comments to staff. F. Any Director desiring to speak shall first address the chair. Upon recognition by the Presiding Officer, the Director may speak freely with respect to the matter then before the Board but shall confine his/her comments to the subject under discussion. Any Director, once recognized, shall not be interrupted except by a call to order from the Presiding Officer. If a Director is called to order, he/she shall cease speaking until the question or order is determined; if determined to be in order, they may proceed. G. Any Director moving the adoption or approval of a matter may call for the question. Yorba Linda Water District Board of Directors' Policies and Procedures Manual 30 Page 50 of 69 H. The Presiding Officer may move, second or debate motions from the chair, subject only to such limitations of debate as may be imposed on all Directors, and shall not be deprived of any of the rights and privileges of a Director by serving as the Presiding Officer. The Presiding Officer may vote on all questions or motions before the Board, with his/her name being called last in a roll call vote. I. True motions to reconsider any Board action must be made at the same meeting at which the original action was taken; however, any Director may make any other type of motion at any meeting. J. The Secretary shall record in the Minutes any dissenting and abstaining votes, or disqualification from voting due to a conflict of interest. K. Unless a Director declares a conflict of interest or abstains, silence shall be recorded in the Minutes as an affirmative vote. L. The Presiding Officer for each meeting has the responsibility to preserve order and decorum. If at any time, a Director believes order is not being maintained or that procedures being followed are not adequate for the decision-making process at hand, he/she shall call this fact to the attention of the Presiding Officer and request corrective action. If the corrective action taken by the Presiding Officer is not satisfactory, a motion for specific corrective action may be made to the Board. In that event, a majority vote of the Board shall determine the action to be taken. M. In the event any person or group of people makes personal, impertinent or slanderous remarks or becomes boisterous while attending a District Board meeting, the Presiding Officer shall call for order. If the person or group refuses to comply with the Presiding Officer's request for order, the Presiding Officer may declare a recess and summon a law enforcement officer to remove the person(s) from the room. Once the Presiding Officer takes this action, permission for such person(s) to remain at the meeting requires a motion approved by a majority vote of the Board. When, in the judgment of the Presiding Officer, order is restored, the meeting shall reconvene and continue with the Board's business. 14.0 BOARD ACTIONS AND DECISIONS 14.1 The Board shall act only by Ordinance, Resolution or Motion. The Presiding Officer shall state each matter as it is presented for consideration by the Board and shall announce each decision of the Board. 14.2 Ordinances are an authoritative decree or municipal regulation of the District. Ordinances shall relate to no more than one subject, which shall be clearly expressed in the title of the ordinance. No ordinance, or section thereof, shall be amended or repealed unless the new ordinances contains the title of the ordinance or section amended or repealed. When applicable, ordinances shall be identified to the Board as replacements to existing ordinances or sections thereof. Ordinances must be moved and seconded and shall be adopted only by a roll call vote. The Secretary shall record the names of all Directors and identify them as voting Aye, No, Abstain, or Absent on each adopted ordinance. All ordinances shall be signed by the Presiding Officer and attested by the Secretary. Ordinances shall be in full force and effect upon adoption unless otherwise provided by Yorba Linda Water District Board of Directors' Policies and Procedures Manual 31 Page 51 of 69 law, and the Secretary shall be responsible for compliance with any and all legal requirements for publication of the ordinance. 14.3 Resolutions are a formal expression of opinion, will or intent of the Board. Resolutions must be moved and seconded and shall be adopted only by a roll call vote. The Secretary shall record names of all Directors and identify them as voting Aye, No, Abstain, or Absent on each adopted resolution. All resolutions shall be signed by the Presiding Officer and attested by the Secretary. 14.4 Motions are proposals, made by a Director during a Board meeting, for action, inclination of the mind or will, or a formal proposal made in a deliberative manner by the Board. Every motion considered by the Board must be moved by a Director, seconded by another Director and is subject to debate. 14.5 Except where action is taken by the unanimous vote of all Directors present and voting, the Secretary shall record the names of all Directors and identify them as voting Aye, No, Abstain or Absent upon the passage of all ordinances, resolutions, or motions and enter them upon the Minutes of the Board. 15.0 EXHIBITS AND APPENDIXES Exhibits A. Acknowledgement B. Assessment Survey of Governing Body's Effectiveness C. Sample Conflict of Interest Declarations D. Activity Report and Compensation Form E. Travel Expense Reimbursement Form F. Meeting and Mileage Expense Reimbursement Form G. Missing Receipt Affidavit Form H. Miscellaneous Gratuities Form I. Communications Expense Reimbursement Form J. Waiver of Written Notice of Special and Emergency Meetings K. General Guidelines for Parliamentary Procedure Appendixes 1. Setting Compensation for Members of the Board (Ord. 03-01) Yorba Linda Water District Board of Directors' Policies and Procedures Manual 32 Page 52 of 69 Exhibit A YORBA LINDA WATER DISTRICT Acknowledgement Form By signing below, the Director hereby acknowledges and agrees that he/she: a) Has read this manual and understands its expectations; b) Will comply with all local, state, and federal laws and regulations as an inherent quality of ethical behavior; c) Pledges to uphold a standard of integrity and competence beyond that required by law; d) Will treat all persons, claims and transactions in a fair and equitable manner; and e) Fully understands they are subject to the Board's admonition, sanction and censure, depending on their ability to exemplify the ethical and professional behavior promoted by this manual. Director's Name (Printed): Director's Signature: Distribution: Original to Personnel File Copy: Director Date: Page 53 of 69 Exhibit B ASSESSING GOVERNING BOARD EFFECTIVENESS NAME: This survey was developed by Len Wood & Associates to help assess the effectiveness of the governing body and its relationship with staff. Please address each statement by allocating points as follows: "0" if you feel the statement is very true. "1" if you feel the statement is somewhat true. "2" if you feel the statement is somewhat untrue. "3" if you feel the statement is very untrue. Do not spend too much time on any statement. Your first reaction is usually best. Answer the way things are - not the way you would like them to be. ISSUE POINTS 1. Board meetings start on time. 2. All board members feel free to express their opinions. 0 3. All members are contributing members of the board team. 4. The elected body does not attempt to micro -manage. 0 5. While they may not like some of the decisions, people percieve the board as fair. 0 6. Staff provides a recommendation on every issue no matter how controversial. 7. The board has an overall vision for the community. 0 8. The chair keeps audience members informed of board issues and actions. 0 9. Our board gets things done. 0 10. There is agreement on who is ultimately responsible for putting items on and/or removing them 0 from the agenda. 11. Members feel free to critique each other's positions on issues. 0 12. The board works well as a team. 0 13. Our board does not engage in solution "reengineering" at meetings. 14. Board members avoid berating members of the audience; even if provoked. 15. The board conducts timely and meaningful evaluations of the manager's performance. 16. The board has developed its own mission or goal statement. 17. The chairperson prevents dominating board members from having a disproportionate influence. 18. The board does not get stalemated over the process or procedures. 19. The board does not spend too much time modifying or correcting the minutes at meetings. 20. Civilized disagreement is a board strength. Page 54 of 69 Exhibit B 21. Team members actively listen to each other. 0 22. Staff does not get overly involved in policy decisions. 23. Meaningful public participation is encouraged. 24. Staff does not filter the information it passess on to the board. 0 25. Members know what the board's top five goals are. 26. The chairperson protects board members from audience or colleague attacks. 27. The board made significant progress on its top goals last year. 28. Operating rules and procedures are known by all board members. 29. "Baggage" from one argument is not carried to the next. 30. While board members may have positions, minds are not made up before meetings. 31. Individual board members do not try to influence personnel decisions. 0 32. Board members keep the audience informed of each item, the issue, the background and possible decisions. 33. Staff follows through as promised. 0 34. Day-to-day decisions are consistent with the board's overall goals. 0 35. The chairperson prevents premature rejection of new thoughts without a fair evaluation. 0 36. Board members do their homework before meetings. 0 37. The agenda packet is "user friendly". 0 38. Decisions are usually made only after each members has had his/her say. 0 39. Members are open with eachother. 0 40. Board members aduequately communicate goals and philosophies to staff. 0 41. Members of the audience do not feel intimitated when appearing before the board. 0 42. Openness and trust exists between the board and staff. 0 43. The board develops an annual work program with clear objectives. 0 44. The chairperson does not unfairly use the powers of the position to win a point or argument. 0 45. The board is not reluctant to make an important, yet controversial decision. 0 46. Staff provides all the significant alternatives in their staff reports. 0 47. Members know how to keep conflict from becoming destructive. 0 48. The board does not operate as an exclusive country club. 0 49. The board is not complacent about its oversight responsibilities. 0 Page 55 of 69 50. Board members take care to observe the appearance as well as the principle of impartiality 51. The board and staff do not surprise each other at meetings. 52. Our priorities do not change too often. 53. In our meetings, the discussion rarely drifts off the subject. 54. The board is adept at identifying and exploiting opportunities. Exhibit B Page 56 of 69 CATEGORY POINTS A B C D A Supportive Framework 0 Conflict Management Process 0 Teamwork 0 Roles 0 E Community Rapport 0 F G H Staff Relationships 0 Clear Sense of Purpose 0 Chairperson Leadership 0 Productivity 0 TOTAL 0 Exhibit B Page 56 of 69 Exhibit C YORBA LINDA WATER DISTRICT Sample Conflict of Interest Declarations Generally, a Board member has a financial interest in a matter if it is reasonably foreseeable that the Board's decision would have a material financial effect (as defined by the Fair Political Practices Commission regulations) that is distinguishable from its effect on the public generally, on the official, a member of his/her immediate family, or on any of the following: • A business entity in which the Board member has a direct or indirect investment worth $2,000 or more; • A business entity in which the Board member holds a position as a director, officer, partner, trustee, employee, or holds any position of management; • A source of income (except gifts or loans by a commercial lending institution made in the regular course of business on terms available to the public without regard to official status), aggregating $500 or more in value provided, promised to, or received by, the Board member within 12 months prior to the time a decision is made; • A source of gifts to the Board member amounting to the annual gift limit or more within 12 months prior to the time a decision is made; and • Real property in which the Board member has a direct or indirect interest worth $2,000 or more. Below are some sample conflict of interest declarations as provided by the District's legal counsel: 1. Decision affects business entity in which a Director has an investment: I declare that I have a conflict of interest on Agenda Item No. because I have an investment in Name of Company . 2. Decision affects business entity in which a Director holds a position: I declare that I have a conflict of interest on Agenda Item No. because I hold a position at Name of Company , a business that Description of Business Activities . 3. Decision affects a source of income/gift: I declare that I have a conflict of interest on Agenda Item No. because I have received income or a gift from Name of Source . 4. Decision affects real property in which the Director has a direct/indirect interest: I declare that I have a conflict of interest on Agenda Item No. because I own real property, located at Location which may be affected. NOTE: If subject property is the Director's primary residence simply state that "the property is a residence': 5. Decision related to Closed Session agenda item: I recuse myself from participating in Agenda Item No. due to a conflict of interest under Government Code Section 87100. Page 57 of 69 Name (Printed): Month Exhibit D YORBA LINDA WATER DISTRICT Directors Activity Report and Compensation Form NOTE: Rate is $150.00 per day. For Admin Director's Signature: Date: R = YLWD Regular BOD Mtg I S = YLWD Special BOD Mtg I C = YLWD Committee Mtg 1 O = Other Mtg, Conference, or Event Page 58 of 69 YORBA LINDA WATER DISTRICT Travel Expense Reimbursement Form Name: Conference Name: Destination/Location: Purpose of Trip: Departure Date: Return Date: Travel Date Breakfast Lunch Dinner Airfare Lodging Cab / Shuttle Auto Rental Fuel / Oil Parking / Toll Mileage Misc / Tips Conference Fee Membership Fee Page 1 of 2 Account Number: 1010-0830-00 Original itemized receipts and corresponding route maps must be attached. Director's Signature: Reviewer's Signature: Total Due Director for Allowable Expenses Paid w/ Personal CC or Cash: (Including Mileage) Date: Date: M X ss i -r M Page 59 of 69 Name: Mileage Tips/Other Paid in Cash YORBA LINDA WATER DISTRICT Travel Expense Reimbursement Form Date Destination Miles 0.00 Page 2 of 2 Original itemized receipts and corresponding route maps must be attached. Page 60 of 69 Name: Month Date YORBA LINDA WATER DISTRICT Meeting and Mileage Expense Reimbursement Form Purpose Location TOTAL EXPENSES: $0.001 Current Rate = Miles Meals Parking Other 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 Total Miles: 0 TOTALS: $0.00 $0.00 $0.00 $0.00 Director's Signature Reviewer's Signature Date Date Original itemized receipts and corresponding route maps must be attached. m K S 15 r+ TI Page 61 of 69 Exhibit G YORBA LINDA WATER DISTRICT Missing Receipt Affidavit Form Please retain this form with the District's financial records in case of an audit. Name (Printed): I certify that I made the purchase shown below for District purposes but do not have a receipt because (check all that apply): Vendor Name City Date of Purchase Detailed Description of Purchase (Attach additional sheets if necessary.) I Item Amount Total Purchase Amount 1 $ This document is in lieu of an invoice or receipt for this transaction. I certify that all items listed above (and on the attached, if applicable) were purchased and received for District business. Director's Signature: Date: NOTE: All information is required and must be typed or printed in ink. Use one affidavit per receipt. Page 62 of 69 Vendor did not provide a detailed receipt. I had a receipt but cannot locate it. I have a receipt, but it is not readable (e.g. not in English and/or not legible). This document is provided in order to describe the items purchased. Order was placed via telephone, fax, or internet, and vendor has not supplied an invoice. Vendor Name City Date of Purchase Detailed Description of Purchase (Attach additional sheets if necessary.) I Item Amount Total Purchase Amount 1 $ This document is in lieu of an invoice or receipt for this transaction. I certify that all items listed above (and on the attached, if applicable) were purchased and received for District business. Director's Signature: Date: NOTE: All information is required and must be typed or printed in ink. Use one affidavit per receipt. Page 62 of 69 Exhibit H YORBA LINDA WATER DISTRICT Miscellaneous Gratuities Form Please retain this form with the District's financial records in case of an audit. Name (Printed): Conference/Event Name: The following gratuities were paid in cash and are directly related to my attendance at the above listed conference/event: Date Location Purpose Amount Total Amount $ This document is in lieu of an invoice or receipt for this/these transaction(s). I certify that all items listed above (and on the attached, if applicable) were for District business. Signature: Date: Page 63 of 69 Exhibit I YORBA LINDA WATER DISTRICT Communications Expense Reimbursement Form Director's Name (Printed): The purpose of this form is to identify and provide proof of purchase and original itemized receipts for the reimbursement of Director incurred expenses for obtaining electronic equipment and related items in order to receive and access agendas and other District information distributed to the Board via electronic means. NOTE: One hundred percent (100%) of the electronic equipment and approved itemized expenses reimbursed shall be reported on the Director's Form W-2 as taxable income. I agree that all expenses submitted on this form are for District purposes only. I also agree that it is my responsibility to provide proof of purchase and original itemized receipts along with this completed form to the Finance Manager or the General Manager within 30 days of purchase. Director's Signature: Date: Reviewer's Signature: Date: Page 64 of 69 Exhibit J YORBA LINDA WATER DISTRICT Waiver of Written Notice of Special and Emergency Meetings (Date) Board of Directors Yorba Linda Water District PO Box 309 Yorba Linda CA 92885 Dear President and Fellow Board Members: This letter is to serve as a written waiver of receiving written notice of special and emergency meetings under the Brown Act during my absence from (Date) to (Date. Respectively Submitted, , Director Yorba Linda Water District Cc: General Manager Page 65 of 69 Exhibit K YL YORBA LINDA WATER DISTRICT Guidelines for Parliamentary Procedure SPECIAL MEETINGS FOR CLOSED SESSION ONLY Chair Calls Meeting to Order Board Secretary Performs Roll Call / Establishment of Quorum Chair Requests Public Comments (Limited to 3 minutes.) Before Closed Session Chair reads description of Closed Session(s) Chair requests motion/second to adjourn to Closed Session. Chair asks if all in favor. After Closed Session Chair reconvenes meeting in Open Session. Chair, GM, or Legal Counsel reports any action taken during Closed Session if required. Chair Adjourns Meeting REGULAR MEETINGS Chair Calls Meeting to Order Chair Leads Pledge of Allegiance Board Secretary Performs Roll Call / Establishment of Quorum Chair Asks GM if Additions / Deletions to Agenda Addition requires 2/3 vote by roll call, or all Directors if only 3 present. Matter must have come to District's attention subsequent to posting of agenda and requires immediate action by the Board. Introductions and Presentations Reserved for staff introductions, special presentations, and comments from other elected official liaisons. Page 66 of 69 Exhibit K Chair Requests Public Comments (Limited to 3 minutes.) Comments related to items on agenda are taken when item is considered. Consent Calendar Chair asks if Directors or public have any questions or comments on Consent Calendar. If NO, Chair asks for motion/second and requests roll call vote. If YES, Chair indicates item does not need to be formally removed from Consent Calendar. Chair asks for public comments. Board proceeds with questions or comments. Following all comments, Chair asks for motion/second and requests roll call vote. If YES and Director or public requests removal of item(s) from Consent Calendar, Chair indicates item(s) will be removed from Consent Calendar and considered separately. Chair asks for public comments on items remaining on Consent Calendar. Following comments, Chair asks for motion/second and requests roll call vote. Items Removed From Consent Calendar (See Action Calendar) Action Calendar Chair reads item description. GM requests staff to provide report. Chair opens floor to public comments. Board proceeds with discussion of item. Following discussion, Chair asks for motion/second. Chair restates motion and requests roll call vote. MAIN MOTION PROCESS Director makes clearly worded motion to take action (e.g. "I move to..."). Motion must be seconded. If no further discussion, Chair requests roll call vote. If additional discussion occurs, Chair restates motion prior to requesting roll call vote. Page 67 of 69 Appendix 1 ORDINANCE NO. 03-01 AN ORDINANCE OF THE BOARD OF DIRECTORS OF THE YORBA LINDA WATER DISTRICT SETTING COMPENSATION FOR MEMBERS OF THE BOARD OF DIRECTORS WHEREAS, The Yorba Linda Water District is organized and operates under authority of the County Water District Act, Division 12, commencing with Section 30,000 of the California Water Code; and WHEREAS, Water Code Section 20202, permits water districts, as defined in Section 20200, which includes the Yorba Linda Water District, to increase compensation of members of the Board of Directors in an amount in excess of $100 per day for each day's attendance at Board meetings or each day's service as a Director at the Board's request, not to exceed ten day's per calendar month; and, WHEREAS, the increase in compensation authorized pursuant to Section 20202 is limited to five percent for each calendar year following the operative date of the last adjustment; and WHEREAS, the Board of Directors of the Yorba Linda Water District, by action taken in February, 1991 set the daily compensation under Water Code Section 30507 at $125 for Board and Board Committee meetings and $50 for other service rendered at the request of the Board; and WHEREAS, the Board of Directors of the Yorba Linda Water District has conducted a public hearing upon notice pursuant to Government Code Section 6066 as required by Water Code Section 20203. NOW THEREFORE, the Board of Directors of the Yorba Linda Water District does hereby find, declare, order and ordain as follows: Section 1. The matters set forth in the recitals of this Ordinance are true and correct. Section 2. Upon and after the effective date of this Ordinance, compensation for members of the Board of Directors of the Yorba Linda Water District shall be $150 per day for each day's attendance at meetings of the Board of Directors and other meetings attended at the request of the Board of Directors. Compensation for any type of service shall not exceed ten (10) days in any calendar month. Members of the Board of Directors shall receive reimbursement or payment of expenses, according to District rules, incurred in the performance of each Director's duties required or authorized by the Board of Directors. Page 68 of 69 Section 3. This Ordinance shall become effective sixty (60) days after its adoption. PASSED AND ADOPTED this 23rd day of January, 2003 by the following called vote: AYES: Beverage, Mills, Summerfield NOES: Armstrong ABSENT: Korn ABSTAIN: PJ W. Summer field, resident Secretary Appendix 1 Page 69 of 69