pike lake area wastewater collection system
By-laws Exhibit "a"
to Joint Powers Agreement
2/3/1998 & 6/1/1998

Article I       Purpose

Article II   Powers

Article III   Participation

Article IV    Organization

Article V       Finance

Article VI    Liability and Property

Article VII     Amendment

Article VIII     Parliamentary Authority

Article IX   Effective Date

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Article I       Purpose

Pike Lake Area Wastewater Collection System (PLAWCS) is a public agency voluntarily established by its members pursuant to the State of Minnesota Statutes 471.59, Joint exercise of powers. Subdivision 1. Agreement. Two or more governmental units, by agreement entered into through action of their governing bodies, may jointly or cooperatively exercise any power common to the contracting parties or any similar powers, including those which are the same except for the territorial limits within which they may be exercised for the purpose of providing the equipment, services and other items necessary and appropriate for the establishment, operation and maintenance of a joint wastewater collection system for the mutual benefit of the PLAWCS participants, to provide such services on a contract basis to other governmental units and to provide a forum for discussion, study development and implementation of recommendations of mutual interest regarding wastewater collection within Canosia and Grand Lake Townships within the County of St. Louis, State of Minnesota.

Article II   Powers    top of page

PLAWCS shall have the following powers in its own name:

A. To enter into contracts in its own name subject to Minnesota Statutes 471.345, including contracts for the performance of services to other governmental units;

B. To employ agents and employees;

C. To acquire, lease, hold and dispose of property, both real and personal;

D. To incur debts, liabilities or obligations necessary for the accomplishment of its purpose;

E. The purchase or lease of the necessary equipment and machinery;

F. The employment of the necessary personnel for the operation and maintenance of the system adequately designed to handle wastewater collection of the Pike Lake Area citizens;

G. To sue in its own name or with the consent of a member or members;

H. All powers necessary and incidental to carrying out the purposes set forth in Article I of these By-Laws.

Article III   Participation    top of page

A. All homes, businesses, schools and buildings generating wastewater or parcels that will be developed within the Pike Lake Area serviced by the Pike Lake Area Wastewater Collection System (PLAWCS) as established by the joint powers agreement between the townships of Canosia and Grand Lake are required to participate in PLAWCS for treatment of the wastewater generated at their sites.

B. Participation shall be contingent upon the execution of the Joint Powers Agreement of the Pike Lake Area Wastewater Collection System (PLAWCS) creating and establishing PLAWCS. New participants shall be admitted by a majority vote of the members of the PLAWCS Board of Directors. The terms of admission shall be determined by the PLAWCS Board of Directors.

C. All new participants shall become subject to existing debts and liabilities of PLAWCS to the same extent as all other participants.

D. Variance requests will be considered in accordance with rules to be determined by the PLAWCS Board of Directors.

Article IV    Organization    top of page

A. Board of Directors

The powers of the PLAWCS Board of Directors shall be those necessary and incidental to carrying out the purposes set forth in Article I of these By-Laws.

1. The PLAWCS Board of Directors as stated in Minnesota Statutes 471.59 subd. 11 "...shall be composed solely of members of the governing bodies of the governmental unit which established the joint board..." will be made up of five (5) all six (6) Town Board members. There will be five (5) voting members as follows:

a. Two Canosia Township Supervisors appointed by the Canosia Town Board. The term of appointment will be for one-year beginning after the Annual Town Meeting and completion of the swearing in of any newly elected supervisors. There will be no term limit.

b. Two Grand Lake Township Supervisors appointed by the Grand Lake Town Board. The term of appointment will be for one-year beginning after the Annual Town Meeting and completion of the swearing in of any newly elected supervisors. There will be no term limit.

c. (1) In the even year, the 5th voting member will be the remaining Canosia Supervisor who will be appointment for one year beginning after the Annual Town Meeting and completion of the swearing in of any newly elected supervisors.

    1. In the odd year, the 5th voting member will be the remaining Grand Lake Supervisor who will be appointment for one year beginning after the Annual Town Meeting and completion of the swearing in of any newly elected supervisors.

d. The remaining Town Board member will be designated as a non-voting member.

2. Ex-officio non-voting members of the PLAWCS Board of Directors will be as follows:

a. One user within the PLAWCS area of Canosia Township appointed by the Canosia Town Board. The term of appointment will be for two (2) years begin April 1st of the even numbered years. There will be no term limit.

b. One user within the PLAWCS area of Grand Lake Township appointed by the Grand Lake Town Board. The term of appointment will be for two (2) years begin April 1st of the odd numbered years. There will be no term limit.

c. Western Lake Superior Sanitary District (WLSSD) will appoint a staff person as a liaison to the PLAWCS Board of Directors. This term will be at the discretion of WLSSD.

d. The individual who serves as the Township/outlying cities representative to the WLSSD Board of Directors. This term will correlate with their term on the WLSSD Board of Directors.

3. The Chairperson shall be one of the voting members of the PLAWCS Board of Directors who shall be elected at the annual meeting.

4. The PLAWCS Board of Directors will be authorized to appoint/hire a recording secretary.

5. Meetings

        1. Regular meetings shall be held quarterly in January, April, July and October. The April meeting shall be the annual meeting. The time and date shall be the third Tuesday of the month at 7 PM in the Canosia Town Hall. Notice of regular meeting and any special meeting will be posted at the official posting places of both Grand Lake and Canosia Townships. All notices will comply with the requirements of Minnesota Statutes as they relate to the requirement to post and or notify the public that a public meeting is scheduled.
        2. Special meetings may be held at the call of the Chairperson, or at the written request of two members of the PLAWCS Board of Directors. Time and date shall be determined by the Chairperson of the PLAWCS Board of Directors. The meeting shall be held Canosia Town Hall. Notice shall be given as prescribed by Minnesota Statutes. Only those items appearing on the agenda may be considered at the meeting.

6. Voting

  1. A quorum shall be a majority of the voting members of the PLAWCS Board of Directors.

  2. Each member of the PLAWCS board in attendance shall have one vote.

  3. Proxy votes shall not be allowed.

  4. A majority vote of the members of the PLAWCS Board of Directors shall be necessary for any action unless otherwise provided for in these By-Laws.

7. Duties

  1. Determine general policy of PLAWCS.

  2.   Hire auditors for annual audit of financial affairs of PLAWCS at the end of each fiscal year and provide for such report to be delivered to each member.

  3. Authorize by resolution any officer or agent to sign checks, drafts or other orders for the payment of money, notes or other evidences of indebtedness issued in the name of PLAWCS and approved by the PLAWCS Executive Committee.
  4. Select by resolution banks as depositories.
  5. Approve amendments to the By-Laws by a majority vote.
  6. Set a per diem rate for members of the PLAWCS Board of Directors and PLAWCS Executive Committee for attendance at any required meeting for conducting business on behalf of PLAWCS.

  7. Set a hourly rate for members of the PLAWCS Board of Directors and PLAWCS Executive Committee when required to conduct official business or required work on behalf of PLAWCS.

  8. Authorize reimbursement of appropriate expenses for members of the PLAWCS Board of Directors and the PLAWCS Executive Committee.

8. Management and Operation Alternative

The PLAWCS Board of Directors may contract with a party to provide operational services to PLAWCS on an interim basis.

B. Executive Committee

The PLAWCS Executive Committee shall be responsible for the operations of PLAWCS, subject to the policy directions and limitations established by the PLAWCS Board of Directors .

1. Membership.

The PLAWCS Board of Directors shall appoint one Canosia Supervisor and one Grand Lake Supervisor from the PLAWCS Board of Directors to be a member of the PLAWCS Executive Committee. The PLAWCS Board of Directors also will appoint a third voting member of the PLAWCS Board of Directors to be designated as a member or the PLAWCS Executive Committee. Each member of the PLAWCS Executive Committee may designate in writing to PLAWCS an alternate voting member of the PLAWCS Board of Directors who may serve and vote in his or her absence.

2. Duties.

  1. Oversee the daily operating affairs of PLAWCS.

  2. Submit a proposed budget for the upcoming fiscal year to the PLAWCS Board of Directors no later than December 31.

  3. Approve expenditures up to $5,000 pursuant to the budget approved by the PLAWCS Board of Directors. Expenditures in excess of $5,000 shall require the approval of the PLAWCS Board of Directors.

  4. Make recommendations to the PLAWCS Board of Directors concerning operating and personnel policies.

  5. Employ and/or remove a Collection Superintendent, if required, with the advice and consent of the PLAWCS Board of Directors.

  6. Investigate all complaints concerning the administration and operation of PLAWCS.

  7. Receive a per diem payment as set by the PLAWCS Board of Directors for attendance at any required meeting for conducting business on behalf of PLAWCS

  8. Be reimbursed for appropriate expenses and be compensated at an hourly rate as authorized by the PLAWCS Board of Directors when performing appropriate duties required in the operation of PLAWCS.

3. Positions and Procedures.

The PLAWCS Executive Committee shall consist of a Chairperson, Vice-Chairperson and Secretary/Treasurer. Each member of the PLAWCS Executive Committee shall have a designated position when appointed by the PLAWCS Board of Directors .

a. Chairperson

  1.   The Chairperson shall conduct meetings of the PLAWCS Executive Committee and shall serve as the liaison between the PLAWCS Board of Directors and the PLAWCS Executive Committee.

  2. The Chairperson shall sign with the Secretary/Treasurer any instrument or document authorized by the PLAWCS Executive Committee.

  3. Perform all duties incident to the office of chairperson or other such duties as may be prescribed by the PLAWCS Executive Committee from time to time provided that such actions are consistent with the PLAWCS By-Laws.

b. Vice-Chairperson

In the absence of the Chairperson or in the event of the Chairperson's inability or refusal to act, the Vice-Chairperson shall perform the duties of Chairperson, and when so acting shall have all the powers of and be subject to all the restrictions upon the Chairperson.

c. Secretary/Treasurer. The Secretary/Treasurer shall have the following duties:

  1.   To keep the minutes of the PLAWCS Board of Directors and PLAWCS Executive Committee meetings in the official book provided for that purpose.

  2. To see that all notices are duly made, given or published in accordance with the provisions of these By-Laws or as required by law.

  3. To act as custodian of the records of PLAWCS.

  4. To perform all duties incident to the office of Secretary and such other duties as from time to time may be assigned to him or her by the PLAWCS Executive Committee or by the PLAWCS Board of Directors.

  5. Have charge and custody of and be responsible for all funds and securities of PLAWCS, receive and give receipts for monies due and payable to PLAWCS from any source whatsoever, and deposit all such monies in the name of PLAWCS in such banks, trust companies or other depositories as shall be selected in accordance with the provisions of these By-Laws.

  6. In general, perform all the duties incident to the office of Treasurer and such other duties as from time to time may be assigned to him or her by the PLAWCS Executive Committee or by the PLAWCS Board of Directors.

4. Meetings

a. Regular meetings shall be held on a monthly basis.

b. Special meetings of the PLAWCS Executive Committee may be called by its chairperson, or any four official representatives to the PLAWCS Executive Committee provided that notice of such special meeting shall be in writing and signed by such four official representatives; shall contain the time, date, and location of such special meeting; and shall be forwarded along with an agenda to each official representative to the PLAWCS Executive Committee not less than 24 hours prior to the meeting.

5. Rules and Procedures

a. A quorum for the transaction of all business by the PLAWCS Executive Committee shall consist of a majority of the members of the PLAWCS Executive Committee.

b. A majority vote of the membership of the PLAWCS Executive Committee is required for approving the actions of the PLAWCS Executive Committee.

c. The PLAWCS Executive Committee may establish rules for its own procedures which are not inconsistent or contrary to the Statutes of the State of Minnesota, PLAWCS By-Laws, or the PLAWCS Joint Powers Agreement.

C. Collection Superintendent (if authorized by the PLAWCS Board of Directors)

1. Employment and Duties

The job description of the Collection Superintendent will be determined by the PLAWCS Board of Directors when and if it is determined that a Collection Superintendent is necessary.

Article V       Finance    top of page

A. Budget

1. The fiscal year of PLAWCS shall commence January 1 and end on December 31.

2. An annual budget shall be adopted by the PLAWCS Board of Directors at its regular January meeting each year.

B. Audit

1. The PLAWCS Board of Directors shall call for an annual audit of the financial affairs of PLAWCS, to be made by a Certified Public Accountant (CPA) at the end of each fiscal year in accordance with generally accepted auditing principles.

2. An original copy of the annual audit report shall be delivered to each participating agency.

Article VI    Liability and Property    top of page

A. The liabilities of Canosia and Grand Lake Townships for the activities of PLAWCS are limited under the authorizing Minnesota Statute 471.59, subd. 11 as follows: "...the joint board may not pledge the full faith and credit or taxing power of any of the governmental units which established the joint board. The obligations or other forms of indebtedness shall be obligations of the joint board issued on behalf of the governmental units creating the joint board. The obligations or other forms of indebtedness shall be issued in the same manner and subject to the same conditions and limitations which would apply if the obligations were issued or indebtedness incurred by one of the governmental units which established the joint board provided that any reference to a governmental unit in the statute, law or charter provision authorizing the issuance of the bonds or the incurring of the indebtedness shall be considered a reference to the joint board."

B. The PLAWCS Board of Directors according to Minnesota Statutes Chapter 466, Tort Liability, Political Subdivisions "…shall indemnify all of its officers and employees, whether elective of appointive, for damages, including punitive damages, claimed or levied against the officer or employee, provided that the officer or employee: (1) was acting in the performance of the duties of the position; and (2) was not guilty of malfeasance in office, willful neglect of duty, or bad faith."

C. PLAWCS shall keep in full force and effect a liability insurance policy with a minimum limit of one million dollars, including indemnity coverage as described in "B" above, for its directors, officers and employees.

D. No person shall maliciously, willfully or recklessly break, damage, destroy, uncover, deface, or tamper with the structure, appurtenance, or equipment that is a part of the wastewater facilities. Any person violating this provision shall be guilty of a misdemeanor, shall be subject to immediate arrest, and shall be liable to PLAWCS and/or Western Lake Superior Sanitary District (WLSSD) for the cost of making necessary repairs occasioned by such violation.

E. No person shall negligently break, damage, destroy, uncover, deface or tamper with the structure, appurtenance, or equipment that is a part of the wastewater facilities. Any person violating this provision shall be liable to PLAWCS and/or WLSSD for the cost of making necessary repairs occasioned by such negligence.

Article VII     Amendment    top of page

A. Amendment to these By-Laws may be proposed by any member of the PLAWCS Board of Directors or by the PLAWCS Executive Committee.

1. The amendment shall be submitted to the PLAWCS Board of Directors at least 30 days prior to the meeting of the PLAWCS Board of Directors at which such amendment is to be considered.

2. The proposed amendment and the reason for it shall be considered by the PLAWCS Board of Directors, along with the recommendations of the PLAWCS Executive Committee.

B. A majority vote of the PLAWCS Board of Directors shall be required to adopt any amendment to these By-Laws.

Article VIII     Parliamentary Authority    top of page

All matters not covered by these By-Laws shall be governed by Robert's Rules of Order

Article IX   Effective Date    top of page

These By-Laws shall go into effect immediately upon the execution of the PLAWCS Pike Lake Area Wastewater Collection System Joint Powers Agreement by all of the original participants in the venture. Any amendment to these By-Laws shall take effect immediately upon approval of the amendment.

Canosia Township:

By_____________________________ this __________ day of __________ 199__

Louis Dubla, Chairman

By_____________________________ this __________ day of __________ 199__

Carmen Orman, Supervisor

By_____________________________ this __________ day of __________ 199__

Russ Georgesen, Supervisor

By_____________________________ this __________ day of __________ 199__

Sue Brooks, Town Clerk

Approved as to form and execution:

By_____________________________ this __________ day of __________ 199___

Attorney

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