Chapter 2.46
COWLITZ 911 PUBLIC AUTHORITY
Sections:
2.46.050 Limitation of powers.
2.46.070 Effect of issuance of Charter.
2.46.100 Meetings of the Board.
2.46.120 Board review and approval.
2.46.160 Audits, inspections, and reports.
2.46.210 Construction and order of precedence.
2.46.010 Purpose.
As authorized by RCW 35.21.730 through 35.21.759, a public authority, to be known as “Cowlitz 911,” is hereby created exclusively to undertake, assist with, and otherwise facilitate the public function of providing 911 emergency and nonemergency communications and dispatch services including a 911 emergency communications system, and perform any other public function relating to providing a countywide 911 emergency communications system. For the purpose of receiving the same immunities or exemptions from taxation as that of the county, Cowlitz 911 constitutes a public agency and an authority and instrumentality of the county (within the meaning of Article VII, Section I of the Constitution of the State of Washington and within the meaning of those terms in regulations of the United States Treasury and rulings of the Internal Revenue Service prescribed pursuant to Section 103 of the Internal Revenue Code of 1986, as amended). [Ord. 18-014 § 1, 3-13-18.]
2.46.020 Definitions.
Unless the context clearly requires otherwise, the definitions in this section apply throughout this chapter.
“Board of Directors” or “Board” means the governing body of Cowlitz 911.
“Bylaws” means the rules adopted for the regulation or management of the affairs of Cowlitz 911 and all subsequent amendments thereto.
“Charter” means the articles of organization of Cowlitz 911 adopted by the ordinance codified in this chapter and all subsequent amendments thereto.
“Clerk” means the Clerk of the Cowlitz County Board of Commissioners or a person authorized to act on her or his behalf.
“County” means Cowlitz County, acting through the Cowlitz County Board of Commissioners.
“Cowlitz Association of Sheriff and Police Chiefs” means the elected Sheriff of Cowlitz County and the appointed police chiefs of each incorporated city or town in Cowlitz County.
“Cowlitz County Fire Officials Association” means the commissioners of all fire protection districts in Cowlitz County.
“Director” means a member of the Board.
“Funding formula” means the formula used to calculate fees charged to public agencies for 911 communications system services provided by Cowlitz 911 as authorized under the Charter and as set forth in the bylaws.
“Property” shall have the same meaning as in Article VII, Section 1 of the Washington State Constitution, and includes real and personal property, equipment and furnishings, cash, accounts receivable, and anything tangible or intangible that is capable of being owned or controlled to produce value or generate cash flow.
“Public authority” or “authority” means the authority created under this chapter.
“Resolution” means a final action of a quorum of the Board, evidenced by a written instrument signed by the Chair of the Board of Directors.
“State” (when used as a noun) shall mean the state of Washington. [Ord. 18-014 § 1, 3-13-18.]
2.46.030 General powers.
Except as limited by the State Constitution, laws, regulations, Charter, or this chapter, Cowlitz 911 shall have and may exercise all lawful powers necessary or convenient to effect the purposes for which Cowlitz 911 is organized, including the powers listed in this section.
A. Acquire, construct, own, sell, lease, exchange, encumber, improve, use, transfer, or grant security interest in property.
B. Contract with public and private entities.
C. Employ and terminate personnel, with or without cause, and contract for personnel and services with public and private entities.
D. Accept transfers, gifts, or loans of funds or property.
E. Sue and be sued.
F. Incur indebtedness and issue bonds and other instruments evidencing indebtedness.
G. Transfer funds, property, property interests, or services.
H. To exercise any other powers that are consistent with the purpose for which Cowlitz 911 is organized, and are within the express or implied authority of and may be exercised by the county. [Ord. 18-014 § 1, 3-13-18.]
2.46.040 Liability.
Cowlitz 911 is an independent legal entity exclusively responsible for its own debts, obligations and liabilities. All liabilities incurred by the authority shall be satisfied exclusively from the assets and credit of Cowlitz 911, and no creditor or other person shall have any recourse to the assets, credit, or services of Cowlitz County on account of any debts, obligations, liabilities, acts, or omissions of Cowlitz 911. [Ord. 18-014 § 1, 3-13-18.]
2.46.050 Limitation of powers.
In all activities and transactions, Cowlitz 911 shall be limited as provided in this section.
A. Cowlitz 911 shall have no power of eminent domain or any power to levy taxes or special assessments.
B. Cowlitz 911 shall have no power to incur or create any liability that permits recourse by any party or member of the public to any assets, services, resources, or credit of the county. All liabilities incurred by Cowlitz 911 shall be satisfied exclusively from the assets and credit of Cowlitz 911, and no creditor or other person shall have any recourse to the assets, credit, or services of the county on account of any debts, obligations, liabilities, acts or omissions of Cowlitz 911.
C. The powers, authorities, or rights expressly or impliedly granted to Cowlitz 911 shall not exceed Cowlitz County’s express or implied powers.
D. Cowlitz 911 is subject to all general laws regulating Cowlitz County and its officers and officials, including, but not limited to:
1. Audits by the State Auditor and accounting requirements in Chapter 43.09 RCW;
2. Open public record requirements in Chapter 42.56 RCW;
3. Open public meetings and other public process laws in Chapter 42.30 RCW;
4. Preservation and destruction of public records in Chapter 40.14 RCW;
5. Public works requirements in Chapter 39.04 RCW;
6. Competitive bidding and prevailing wage laws in Chapter 39.04 RCW;
7. Local government whistleblower laws in Chapter 42.41 RCW;
8. The prohibition on using public facilities for campaign purposes in Chapter 42.17A RCW;
9. The Code of Ethics for municipal officers in Chapter 42.23 RCW;
10. Payments and advancements in Chapter 42.24 RCW; and
11. The provisions of Chapter 4.96 RCW for actions against Cowlitz 911 and its directors, officers, employees and volunteers.
E. As required by RCW 35.21.745(1), Cowlitz County shall oversee the operation and funds of Cowlitz 911 in order to correct any deficiency and to assure that the purposes of Cowlitz 911 are reasonably accomplished. [Ord. 18-014 § 1, 3-13-18.]
2.46.060 Charter.
The initial Charter for Cowlitz 911, Exhibit A of the ordinance codified in this chapter, is hereby approved. The Charter shall be issued in duplicate originals, each bearing the signature of the Cowlitz County Board of Commissioners and attested by the Clerk. One original shall be filed with the Clerk; a duplicate original shall be provided to the authority. The Charter shall not be codified. [Ord. 18-014 § 1, 3-13-18.]
2.46.070 Effect of issuance of Charter.
Cowlitz 911 shall commence its existence effective upon issuance of its Charter. Except as against the state or the county in a proceeding to cancel or revoke the Charter, delivery of a duplicate original Charter shall conclusively establish that Cowlitz 911 has been established in compliance with the procedures of this chapter. A copy of the Charter, and any amendments thereto, shall be provided to the Washington Secretary of State, the State Auditor and the Cowlitz County Auditor. [Ord. 18-014 § 1, 3-13-18.]
2.46.080 Board of Directors.
All corporate powers of Cowlitz 911 shall be exercised by or under the authority of the Board of Directors; and the business, property and affairs of Cowlitz 911 shall be managed under the supervision of the Board of Directors, except as may be otherwise provided by law, this chapter, or the Charter.
A. Board of Directors. The members of the Board of Directors shall be as provided in the Charter. The Board of Directors shall include, at a minimum, the following nine directors:
1. One Cowlitz County Commissioner, appointed by the Board of County Commissioners;
2. The Cowlitz County Sheriff;
3. One Longview City Councilmember, appointed by the Longview City Council;
4. The Longview City Manager, appointed by the Longview City Council;
5. The Longview Police or Fire Chief, appointed by the Longview City Manager on an alternating two-year rotation;
6. The Kelso City Manager, appointed by the Kelso City Council;
7. One Cowlitz 2 Fire and Rescue representative, appointed by the Cowlitz 2 Fire and Rescue Board of Fire Commissioners;
8. One representative for Fire Protection Districts excluding Cowlitz 2 Fire and Rescue, appointed by the Cowlitz County Fire Officials Association, for a two-year term;
9. One representative for municipal police departments, appointed by the Cowlitz Association of Sheriff and Police Chiefs, excluding the Longview Police Department and the Cowlitz County Sheriff’s Office, for a two-year term.
B. Ex-Officio Members. The Board of Directors may appoint nonvoting ex-officio members to the Board of Directors.
C. Alternates. Each city, board, office or group represented by a voting director, as provided above, shall designate an alternate public official for each voting director position. Each agency or group represented by an ex-officio director, as provided above, shall designate an alternate for each ex-officio director. The names of all directors and alternates shall be sent to Cowlitz 911 in writing to be filed, and shall be updated in writing whenever the designees are changed, whose name shall be filed with Cowlitz 911. Alternate directors may attend all Board of Director meetings. Alternates for voting directors shall have full powers to vote and act as a director member at all such meetings that such alternate attends in lieu of the regularly designated voting director.
D. Conditions. A director may only serve for such time that his or her jurisdiction receives 911 emergency and nonemergency communications and dispatch services from Cowlitz 911; and, he or she is the duly appointed, acting, or elected official of the county, city or designated group or organization. All directors shall serve without compensation from Cowlitz 911. [Ord. 18-014 § 1, 3-13-18.]
2.46.090 Quorum.
A quorum for the Board of Directors shall consist of any five voting members. [Ord. 18-014 § 1, 3-13-18.]
2.46.100 Meetings of the Board.
The Board shall meet as provided in the Charter, but not less than quarterly. Minutes shall be kept in accordance with Chapter 42.32 RCW. [Ord. 18-014 § 1, 3-13-18.]
2.46.110 Bylaws.
Within 30 days after issuance of the Charter, the Board of Directors shall hold an organizational meeting, appoint a Chair and Vice Chair, and adopt bylaws. The bylaws shall be consistent with the Charter. In the event of a conflict between the bylaws and this chapter or the Charter, this chapter or the Charter, as the case may be, shall control. The power to alter, amend, or repeal the bylaws or adopt new ones shall be vested in the Board except as otherwise provided in the Charter. [Ord. 18-014 § 1, 3-13-18.]
2.46.120 Board review and approval.
A. At least quarterly, the Board of Directors shall review monthly statements of income and expenses which compare budgeted expenditures to actual expenditures. The Board of Directors shall review all such information at regular meetings, the minutes of which shall specifically note such reviews and include such information.
B. Review and approval of the Board of Directors by resolution shall be necessary for any of the following transactions:
1. Transfer or conveyance of an interest in real estate other than release of a lien or satisfaction of a mortgage after payment has been received and execution of a lease.
2. Contracting of debts, issuance of notes, debentures or bonds, and mortgaging or pledging of Cowlitz 911 assets or credit to secure the same.
3. Donation of money, property, or other assets belonging to Cowlitz 911.
4. Action by Cowlitz 911 as a surety or guarantor.
5. Adoption of an annual budget and a separate capital budget(s), and amendments thereto, submitted to the Board of County Commissioners.
6. Certification of annual reports and statements to be filed with the Clerk as true and correct in the opinion of the Board of Directors and of its members except as noted.
7. Adopting and amending the Charter and bylaws.
8. Consistent with Chapter 4.96 RCW, adopt policies and procedures for managing actions against Cowlitz 911, directors, officers, employees, and volunteers.
9. Instituting legal proceedings in Cowlitz 911’s name.
10. Recommend the dissolution of Cowlitz 911 to the Board of County Commissioners, upon approval by two-thirds of all members of the Board.
11. Amending the funding formula, upon approval by two-thirds of all members of the Board.
12. Approve an annual report to the Board of Commissioners on the accomplishments of Cowlitz 911, pursuant to CCC 2.46.050(E). [Ord. 18-014 § 1, 3-13-18.]
2.46.130 Charter amendments.
A. Proceedings Preliminary to Amending the Charter. Any director may propose to amend the Charter. Whether to consider a proposal to amend the Charter requires action by resolution of the Board of Directors adopted at a regular or special meeting of which 30 days’ advance written notice was given to each director. If the Board of Directors approves consideration of the proposal to amend the Charter, information about the proposed Charter amendment, including a copy of the proposed amendment in a format that strikes over material to be deleted and underlines new material and a statement of the amendment’s purpose and effect, shall be provided to each member of the Board of Directors and to the Clerk at least 30 days prior to the meeting at which a vote will be taken on a resolution amending the Charter.
B. Action Amending the Charter. After the preliminary proceedings described in subsection A of this section have occurred, approval of a resolution by two-thirds of the entire Board of Directors may be taken amending the Charter. If the amendment differs materially from the proposed amendment considered during preliminary proceedings, then the preliminary proceedings described in subsection A of this section shall be repeated. After approval of the resolution amending the Charter, the amended Charter shall be issued in duplicate originals, each bearing the signature of the Board of Directors. One original shall be filed with the Clerk and a duplicate original shall be retained by the authority.
C. Consistency with Cowlitz County Code. Pursuant to RCW 35.21.745(1), all Charter amendments must be consistent with this chapter. [Ord. 18-014 § 1, 3-13-18.]
2.46.140 Treasurer.
The Board of Directors shall appoint a Treasurer for Cowlitz 911. The Treasurer may be a Cowlitz 911 employee, a public entity or a private company. There is hereby created and established a special pooled fund, to be administered by the Treasurer, which shall be known as the “Cowlitz 911 Fund” into which shall be deposited all funds received for the account of Cowlitz 911 and from which shall be paid all proper claims, including payroll, as allowed by the Board of Directors. [Ord. 18-014 § 1, 3-13-18.]
2.46.150 Funding.
Funding of Cowlitz 911 operations and activities will include revenue generated by enhanced 911 sales, use, and excise taxes as allowed under RCW 82.14B.030 and 38.52.500 et seq., and revenue generated from the funding formula consistent with the Charter, the bylaws, and CCC 2.46.010. [Ord. 18-014 § 1, 3-13-18.]
2.46.160 Audits, inspections, and reports.
Local government accounting laws, RCW 49.09.200 through 43.09.2855, shall apply to Cowlitz 911, and copies of all reports filed with the State Auditor shall be filed contemporaneously with the Clerk. At any reasonable time and as often as the County or State Auditor deem necessary, Cowlitz 911 shall make available for inspection, examination, auditing, and copying all of its records, including but not limited to contracts, invoices, payrolls, personnel records, inventories, and financial records. The county may require Cowlitz 911 to conduct a performance audit consistent with auditing standards adopted by the U.S. Government Accountability Office. [Ord. 18-014 § 1, 3-13-18.]
2.46.170 Fidelity bonds.
Each official of Cowlitz 911 responsible for handling accounts and finances shall file a fidelity bond in an amount determined by the Board of Directors to be adequate and appropriate, and may hold office only as long as such a bond continues in effect. [Ord. 18-014 § 1, 3-13-18.]
2.46.180 Insurance.
Cowlitz 911 shall maintain in full force and effect public liability insurance in an amount sufficient to cover potential claims for bodily injury, death, or disability and for property damage, which may arise in connection with the acts or omissions of Cowlitz 911. [Ord. 18-014 § 1, 3-13-18.]
2.46.190 Trusteeship.
Should there be evidence of significant financial mismanagement; a pending or actual default of any debt instrument of Cowlitz 911; and/or evidence of malfeasance by the Board of Directors, the county may, after a public hearing with notice to Cowlitz 911, petition the Superior Court to impose a trusteeship over Cowlitz 911. Any trustee appointed by the Superior Court shall take such actions as necessary during the trusteeship to achieve the objectives thereof as reasonable, including to suspend and/or remove Cowlitz 911 officials, manage the assets and affairs of Cowlitz 911, exercise any and all Cowlitz 911 powers as necessary or appropriate to fulfill outstanding obligations, restore the capability of Cowlitz 911, and, if so authorized by the Superior Court, to oversee its dissolution in accordance with RCW 35.21.750. [Ord. 18-014 § 1, 3-13-18.]
2.46.200 Dissolution.
A. The Board of Directors may propose to the county that Cowlitz 911 be dissolved. Such proposal must be made by resolution adopted by two-thirds of all members of the Board of Directors at a regular or special meeting of which 30 days’ advance written notice was given to each director, the Clerk, every city and fire district situated within the boundaries of Cowlitz County, and any other entity as prescribed in the bylaws. Information about the proposed dissolution, including the grounds for dissolution and distribution of Cowlitz 911 property, shall be provided to each member of the Board of Directors, the Clerk, every city and fire district situated within the boundaries of Cowlitz County, and any other entity as prescribed in the bylaws at least 14 days prior to the meeting at which a vote will be taken on the resolution. Within 30 days of adoption of a resolution approving dissolution of Cowlitz 911, a copy of the resolution shall be delivered to the Clerk. The county may, after a public hearing, dissolve Cowlitz 911. Upon dissolution, all Cowlitz 911 property, net of all outstanding liabilities, shall be distributed as set forth in an agreed plan of distribution adopted by two-thirds of all members of the Board of Directors and used only for enhanced 911 emergency communications systems consistent with Chapter 82.14B RCW and RCW 38.52.500 et seq.
B. The county may, after a public hearing with notice to Cowlitz 911, petition the Superior Court to dissolve Cowlitz 911 in accordance with RCW 35.21.750. Upon dissolution of Cowlitz 911 and the winding down of its affairs, and as determined by order of the court, any remaining rights, assets, and property may be transferred to a qualified public entity or entities which will fulfill the purposes for which Cowlitz 911 was chartered. Otherwise, all remaining rights, assets, and property shall vest in the county. Upon completion of dissolution proceedings, the Clerk shall indicate such dissolution by inscription of “charter canceled” on the Charter of Cowlitz 911, and the existence of Cowlitz 911 shall cease. The Clerk shall give notice thereof to the State Auditor and to other persons as provided in the dissolution statement. [Ord. 18-014 § 1, 3-13-18.]
2.46.210 Construction and order of precedence.
This chapter shall be liberally construed so as to effectuate its purposes and the purposes of RCW 35.21.730 through 35.21.759. In the event of an inconsistency between the Charter and this chapter, the inconsistency shall be resolved by giving precedence to this chapter. [Ord. 18-014 § 1, 3-13-18.]