Board Operations & Bylaws - B 202

The Metropolitan Area Education District was established by the voters of the district at an election held June 6, 1968. The name of the district was changed to Portland Community College District on October 13, 1971. Portland Community College District operates under authority of Oregon Revised Statutes and Oregon Administrative Rules.

Membership of the Board

The Board of Directors of the Portland Community College District consists of seven members. Members are elected to a four-year term at an election held as specified in ORS 255.355(1). Members shall be elected to represent a zone, and they shall be residents of that zone. (ORS 341.326) The zones within the district are to be as nearly equal in population as feasible according to the latest federal census and are adjusted by the Board following the federal census to reflect population changes. (ORS 341.175)

No person who is an employee of Portland Community College may serve on the PCC Board. (ORS 341.275 [2]).

Term of Office

The term of office of all Board members shall begin on July 1 following the date of their election. Board members shall serve until their successors are elected and qualified. Board members must qualify by taking the oath of office before assuming the duties of office. (ORS 341.326 [4])

Vacancies

When a vacancy occurs on the Board the remaining members shall fill it by appointing a qualified resident of the zone in which the vacancy exists. The member so appointed shall serve until the next regular district election when a successor shall be elected to serve for the remainder of the unexpired term.

A Board member who changes residence from one zone to another zone, or who no longer resides in the zone due to a change in zone boundaries, is entitled to remain as a Board member until June 30 following the next regular board election date at which a successor shall be elected. (ORS 341.335 (2))

Officers of the Board

The Board of Directors of the Portland Community College district shall elect one of its members as Chairperson and another as Vice Chairperson at its annual organizational meeting in July. The President of Portland Community College shall serve ex-officio as Executive Officer of the Board. The President may appoint a deputy to assist in that role.

Duties of Chairperson of the Board:

  • Preside at all meetings of the Board.
  • Call special meetings as required.
  • Sign the minutes of all regular and special meetings of the Board, and such other documents as may be required by law.

Duties of Vice Chairperson of the Board

  • Preside at Board meetings in the absence of the Chairperson.
  • Fill other duties of the Chairperson as needed.

Legal Counsel, Auditor, Insurance Agent Review

Legal counsel may be appointed by the Board. Legal counsel shall advise the Board on specific legal problems as requested. All requests by an individual Board members for legal opinions from legal counsel shall be made at Board meetings. The Board will review at least once every three years its contracts with legal counsel, auditors and insurance agents.

Meetings of the Board

(ORS 341.283) It is the policy of the Board to welcome and encourage the attendance of all interested persons at its meetings. The President or a duly authorized representative shall be present at all meetings of the Board.

Annual Organizational Meeting

The Board will hold an annual organizational meeting in July.

Regular Meetings

The Board will hold meetings as required by the business of the college and establish regular meeting dates. The date or place of a regular meeting may be changed by action of the Board or by the President or Chairperson provided every member is notified in writing.

Special Meetings

Special meetings of the Board shall be called by the Chairperson or upon request of any three members of the Board, or by the President when such action is approved by the Chairperson. Written notices will be given to each Board member by the secretary of the Board at least 24 hours in advance of such meeting. No business may be transacted at any such meeting other than that specified in the call except by unanimous consent of the total Board.

Adjourned Meetings

Meetings adjourned to a later time or date may be held, as the business of the Board requires.

Executive Sessions

The Board may hold an Executive Session for the purposes authorized under ORS Chapter 192 during a regular, special or emergency meeting, after the Board Chairperson has identified the authorization under ORS 192.610 to 192.690. An executive session means any meeting or any part of a meeting of a governing body that is closed to certain people for deliberations. (ORS 192.610(2)). Executive Sessions may not be held for the purpose of taking any final action or making any final decision.

Notice of Meetings

The secretary of the Board shall give written notice of all annual, regular, special or Executive Sessions of the Board in accordance with ORS 192.640. The written notice shall state the time and place of the meeting and the agenda, or a summary thereof, setting forth the subject matter to be considered at the meeting. In the case of annual or regular meetings, the notice should be distributed not more than seven (7) days or less than twenty-four (24) hours prior to the time of the meeting. Notice of Executive Sessions may be included in a notice of an annual, regular or special meeting, or if the meeting is to be solely an executive session notice shall be distributed not less than 24 hours prior to the time of the meeting.

Notice of an Executive Session shall not set forth the specific subject matter to be considered, but may describe in general terms the subject matter. Notice of an Executive Session shall set forth the statutory authority for the Executive Session. Notice of meetings shall be distributed to interested organizations or persons who have requested notice of meetings of the Board. These organizations or persons may include, but not limited to, major newspapers published within the district, radio and television stations located within the district. The Secretary of the Board may make additional distribution as deemed necessary or desirable to insure maximum notice to the public of meetings of the Board.

Adjournment Time

Board meetings shall be adjourned by 11 p.m. unless a quorum of the Board members votes to continue the meeting.

Quorum

Four members shall constitute a quorum of the Board. In the absence of a quorum, the only business that can be transacted is to take measures to obtain a quorum, to fix the time at which to adjourn, and to adjourn or take a recess. The affirmative vote of at least four members of the Board is required to transact any business.

Parliamentary Procedure

Unless otherwise provided by law or by bylaws of the Board, the Board shall follow parliamentary procedures in conducting its meetings.

Agenda and Order of Business

The College President shall develop the agenda for regular Board meetings in cooperation with the Board Chairperson. Request for placing items on the agenda shall be given to the President in sufficient time to develop proper informational materials for the use of Board members.

No new business shall be transacted by the Board unless the items are placed on the agenda and relevant information has been delivered to the Board at least twenty-four (24) hours prior to each meeting; except that, upon the concurrence of a quorum of Board members, new business items may be brought up for Board action without the twenty-four (24) hour notice and in accordance with ORS 192.640.

Order of Agenda

The order of business at meetings of the Board shall be:

  • Call to Order
  • Introduction of guests
  • Approval of minutes of previous meeting(s)
  • Board Information Session
  • Board Policy Review (if needed)
  • Public Comment on Agenda Items
  • Board Business
  • Public Comment on Non-agenda Items
  • Reports (Board members, President, faculty and classified federation, students)
  • Adjournment
  • Upon consensus of the Board members present, the Chairperson may deviate from this order of business.

Adequate Information to Precede Action

The Board shall strive to ensure that all members have access to full and adequate information prior to action. The Board shall provide the President an opportunity to examine and evaluate all information received by the Board and to recommend action before the Board makes any decision.

Citizen Communications with the Board

The Board values input from citizens of Portland Community College District. Citizens wishing to speak on agenda or non-agenda matters shall notify the Board Secretary prior to the commencement of the meeting and be heard on the agenda at the time allocated for public comment. Citizens requesting to speak on non-agenda items shall be heard following the Board business agenda. Each citizen will have five minutes to speak on such matters unless the Board requests more information. The Board Secretary will maintain a file of correspondence received from citizens and will ensure that the file is available for Board member review at all times.

Minutes

The Board shall ensure that minutes of all public meetings are kept in accordance with the provisions of ORS 192.610 to 192.690 (Oregon Public Meeting Law).

Committees of the Board

Standing Committees

No individual members and no group comprised of less than the full membership shall be designated as a permanent committee to perform any of the Board's functions.

Temporary Committees

Temporary committees may be established from time to time to conduct Board assignments.

Authority of Members

Board members have authority only when acting as a Board legally in session. The Board is not bound by any statement or action of individual Board members, or of employees, except when such statement or action is in pursuance of instruction by the Board.

Formulation of Written Policies and Bylaws

The Board will exercise its leadership in the governance of the college through the formulation of written policies and bylaws

The written policies and bylaws adopted by the Board shall serve as guides for their implementation by those to whom the Board delegates authority. The policies and bylaws adopted by the Board shall be recorded in the minutes of the Board and only those so adopted and recorded shall be official policies and bylaws of the Board. Unless circumstances require immediate action, a policy or bylaw shall not be adopted at the first meeting during which it is presented. Recognizing its own functions as the lawful and final authority in policy matters, the Board accepts the principle that those who are affected by a policy or bylaw should be represented in the formation of that policy. The Board encourages staff and administration to review and recommend new policies or changes in existing policy.

The Board shall review its policies on a regular basis.

Adoption, Amendment, Repeal and Suspension of Policies and Bylaws

The adoption, amendment, repeal and suspension of policies or bylaws shall be accomplished by roll call vote, which shall be entered in the minutes of the meeting.

Adoption

The policies or bylaws of the Board shall be subject to adoption, amendment, repeal or suspension only upon a vote of a quorum of the members of the Board.

Board Position on Legislative Matters

The Board shall refrain from taking any position either for or against any local, state or national legislative concern unless that concern is of special interest to the welfare of the college. The Board shall consider and adopt legislative priorities prior to each regular session of the Legislature.

Reimbursement of Board Members

(ORS 341.283 [6]) Board members shall receive no compensation for their services, but when on college business, including attendance at Board meetings, will be compensated for their reasonable and necessary expenses.

Board Self-Evaluation

The Board shall evaluate its own operation and effectiveness annually.

(December 2003)