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Board directs updates to JPA, bylaws and meeting practices to reflect membership changes
Summary
The board discussed updating the Joint Powers Agreement and bylaws to reflect membership changes (ERWA transition to Ukiah Valley Water Authority), meeting frequency, officer roles, and notice requirements; legal counsel will prepare amendments and required filings.
Board members discussed a suite of governance updates on Aug. 28 that staff and legal counsel will draft, including revising the Joint Powers Agreement (JPA) to reflect changes in membership and clarifying bylaws on ad hoc versus advisory committees, meeting frequency, and officer roles.
General Manager Blake Adams identified membership changes as near-term priorities: ERWA has been disbanded and staff proposed replacing that seat with the Ukiah Valley Water Authority. General Counsel said JPA amendments will be drafted and reminded the board that statutory steps — including filing notice with the Secretary of State — are required after JPA changes.
Directors raised meeting-frequency considerations. The bylaws currently require the board to meet every quarter (not just four times a year), and some members suggested more frequent special meetings in the coming months to advance ISP deliverables. Director Bailey requested clarifications on officer roles (chair, vice chair, secretary, treasurer) and urged adoption of an ethics and conflict-of-interest code.
The board gave direction to staff and counsel to prepare JPA and bylaw updates and to prioritize changes needed to reflect current membership and to enable the advisory/TAC process being established for ISP implementation. No formal JPA amendment was adopted at the meeting; counsel noted statutory notice requirements that will be handled in follow-up work.
