Updated June 21, 2007

Article I — Board

1.1   Composition of the Board

The Piedmont Workforce Network Board, hereinafter "Board," shall be in accordance with Policy 99-2 of the Virginia Employment Commission.

1.2   Appointment of the Board

The Board shall be appointed by the Piedmont Workforce Council, hereinafter “Council”,  the Consortium of Chief Local Elected Officials for Virginia Workforce Area VI.

1.3   Election and Terms

Board Members will be appointed by the Council according to a formula based upon the respective populations of each County and City in Area VI, as approved by the Council. Membership terms shall be three (3) years. The initial terms will be randomly assigned one third (1/3) to serve one (1) year, one third (1/3) to serve two (2) years, and one third (1/3) to serve three (3) years.

1.4   Removal

Any Board Member may be removed after missing more than three consecutive meetings. Removal would occur after contact with the Board Member, and notification in writing by the Council. Removal is the responsibility of the Council.

1.5   Vacancies

A vacancy may occur by removal or by resignation. Vacancies will be filled by the Council in a timely manner.

1.6  Annual and Regular Meetings: The Annual meeting of the Board shall take place in June of each year. Regular meetings will be held at least quarterly at a place within the region. The Board may adopt a schedule of additional meetings that shall be considered regular meetings for purposes such as developing a plan, preparing the budget, or other such purposes as required.

1.7 Special Meetings: Special meetings may be called by the Chair or the Executive Committee for any purpose.

1.8 Notice of Meetings: Meeting agendas and packets will be transmitted  to the Board and posted on the PWN webpage no less than five (5) business days  prior to the regularly scheduled meeting. Notice of special meetings shall require three (3) day notice. Public notice shall be given fifteen (15) days before regular meetings and at least 24 hours before special meetings or rescheduled meetings.

1.9 Quorum: Thirty Percent (30%) of the number of current Board members shall constitute a quorum.

1.10 Compensation: No Board or Council Member shall receive compensation for services provided in that capacity.

Article II — Officers

2.1 Officers: The Board shall elect a Chair and a Vice-Chair and any other such officers as are deemed necessary. The Chair and Vice-Chair shall be Business Members and shall together represent both planning district areas. The Secretary to the Board will be the Executive Director of the Thomas Jefferson Planning District.

2.2 Election, Term: Officers shall be elected at the Annual Meeting for a term of one year to end June 30. Officers may be elected for subsequent years. No officer shall serve more than four (4) consecutive terms.

2.3 Removal of Officers: An officer may be removed by a majority action of the Board.

2.4 Duties of the Chair: The Chair shall conduct the meetings of the Board, work with the staff to create the agenda, and be the spokesperson for the Board. The Chair may authorize the expenditure of up to $5,000 without prior approval of the Board.  In all such cases the Chair will request approval by the Board of this expenditure at its next scheduled meeting.

2.5 Duties of the Vice-Chair: The Vice-Chair shall perform all functions of the Chair in the absence of the Chair.

2.6 Duties of the Secretary: The Secretary shall send out meeting notices and keep the official records of the Board including the minutes, agendas, financial statements, manage the finances of the Board, contracts, plans, and other such documents as pertain to the business of the Board. Such duties may be delegated in whole or part to a qualified member of his/her staff.

Article III — Committees

3.1 Committees: The Board may create one or more committees, including an Executive Committee, and appoint Members to serve on such committees. The creation of a committee and appointment of the members to it shall be approved by the Board when the action is taken. Committee members may include non-Board members with expertise in areas that would assist the Committee and the Board in their decision-making.

3.2 Executive Committee.  The Executive Committee will have six (6) members, appointed by the Board based upon the recommendation of the Nominating Committee, and will consist of the following:

1.       The Chair of the PWN Board of Directors

2.       The Vice-Chair of the PWN Board of Directors

3.   The Past Chair of the PWN Board of Directors

4.   One (1) Business Representative on the Board of Directors

5.   Two (2) Partner/Other Representatives on the Board of Directors

The Executive Directors, or their delegates, of the Planning District Commissions represented by the PWN will serve as non-voting, ex-officio members of the Executive Committee.  The Executive Committee may authorize the expenditure of up to $10,000 without prior approval of the Board.  In all such cases, the Board must approve such authorizations at its next scheduled meeting.

3.3 Authority of Committees: The authority of the Committees shall be outlined in a charge. At no time, unless otherwise noted, may a Committee act on behalf of the Board without consent of a quorum of the Board.

3.4 Committee Meetings: Committees may schedule their meetings without notice to the full Board. Committees shall keep minutes of the meetings and submit them to the Board.

3.5  Quorum: Thirty Percent (30%) of the number of current committee members shall constitute a quorum.

Article IV — Youth Council

4.1 Composition of the Youth Council: The membership of the Youth Council shall be in accordance with Policy 99-2 of the Virginia Employment Commission and shall include business members, members from each planning district and reflect the diversity of the Board.

4.2 Appointment of the Board: Members of the Youth Council shall be appointed by the PWN Board at a regular meeting.

4.3 Election and Terms: Membership terms shall be three (3) years. The initial terms will be randomly assigned one third (1/3) to serve one (1) year, one third (1/3) to serve two (2) years, and one third (1/3) to serve three (3) years.

4.4 Meetings: The Youth Council may set its own schedule for meetings.

4.5 Quorum: Thirty Percent (30%) of the number of current Council members shall constitute a quorum.

Article V — Conflict Of Interest

5.1 Conflict of Interest: All members of the Council, Board and its Committees and the Youth Council shall adhere to the conflict of interest provisions included in Policy 99-2 of the Virginia Employment Commission. Board and Youth Council members will be required to complete a conflict of interest statement yearly.

Article VI — Miscellaneous Provisions

6.1 Seal: The Board may adopt a Seal or Logo for identification of the Board.

6.2 Program Year: The program year of the Board shall be July 1 to June 30.

6.3 Amendments: These Bylaws may be amended by a simple majority vote of the current members of the Board