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Approved May 17, 2000
ARTICLE 1 - GENERAL PROVISIONS
Section 1. Name:
The name of the body shall be the Hawaii Geographic Information Coordinating Council (hereinafter "HIGICC").
Section2. Location:
The principal office of the HIGICC shall be in a location within the State of Hawaii that is determined by the Board of Directors (hereinafter "Board"). The HIGICC may have other offices as may be designated by the Board.
ARTICLE II - PURPOSE
Section 1. Mission:
The mission of the HIGICC is to bring together and continue to build the geographic community into a cohesive, recognized coordinating body that facilitates the use, development, sharing, and management of geographic data and communicates the value of geographic information to citizens and decision-makers.
Section 2. Objectives:
A. Representation and Leadership
1. To represent the shared interests in geographic information and technology issues for organizations and individuals working with and using geographic information in Hawaii and the Pacific Basin.
2. To achieve recognition as leaders in geographic information use in Hawaii and the Pacific Basin by government entities (Federal, State, County and other sovereign entities).
3. To promote and review legislative and administrative actions which contribute to or effect the distribution and use of geographic information in Hawaii and the Pacific Basin.
4. To promote the use and creation of geographic information and technology as an invaluable tool for planning, decision-making and problem-solving processes by government, professional, academic, and private organizations and individuals.
5. To identify high-priority, public geographic databases and promote their development, spatial integration, maintenance and distribution.
6. To apply for grant programs to further the goals and objectives of the HIGICC.
7. To actively promote geographic information integration and systems development.
B. Communication and Coordination
1. To provide a forum for cooperation and communication in matters related to the use and development of geographic information in Hawaii and the Pacific Basin. The HIGICC may establish or promote geographic information clearinghouses, development of a Hawaii and the Pacific Basin Geographic Information Newsletter, and an annual State GIS Conference.
2. To promote sharing of geographic information by developing and promoting standards, model agreements, clearinghouses, newsletters, metadata/data and other appropriate information sharing actions.
3. To facilitate cost-sharing and collaborative arrangements to develop and maintain geographic data bases.
4. To foster partnerships with other organizations, such as the National States Geographic Information Council, the American Planning Association, the American Public Works Association and the Urban and Regional Information Systems Association.
5. To participate in the development of the National Spatial Data Infrastructure.
6. To facilitate the distribution of geographic data.
C. Research and Professional Development
1. To study issues affecting the use and sharing of geographic information and to disseminate this information to the membership and other organizations.
2. To provide a forum for examining new geographic information and technology issues and ideas.
3. To provide opportunities for professional development through the support of activities such as conferences and seminars.
D. Education and Public Outreach
1. To promote the understanding of geographic information and technology to organizations and the public in Hawaii and the Pacific Basin.
2. To promote education and training curriculums for geographic information within all levels of education.
3. To promote the dissemination of information to institutions, such as public libraries or institutions of learning.
ARTICLE III - MEMBERSHIP
Section 1. Eligibility:
HIGICC membership is open to all persons and organizations with an interest in supporting the
mission and objectives of the HIGICC, including:
Federal, State and local governments,
Non-profit organizations and community groups,
Private sector for-profit organizations,
Academic, educational and research organizations,
Individuals.
Section 2. Membership Types:
A. Organizational Membership:
An organization can become an Organizational Member by filling out an HIGICC Membership Application and paying the appropriate Organizational Membership dues (currently $200 per year). An Organizational Member receives all benefits of membership including, but not limited to, receiving all notices and information sent out to the membership and eligibility for up to five (5) persons from that organization to receive any discounts to HIGICC activities that may be available. For matters requiring a vote, the member organization shall designate in writing a representative to cast their vote.
B. Individual Membership:
An individual can become an Individual Member by filling out an HIGICC Membership Application and paying the appropriate Individual Membership dues (currently $40 per year). An Individual Member receives all benefits of membership including, but not limited to, receiving all notices and information sent out to the membership and eligibility for any discounts to HIGICC activities that may be available. For matters requiring a vote, the individual may cast their vote but shall not transfer this right to anyone else.
C. Student Membership:
An individual can become an Student Member by filling out an HIGICC Membership Application and paying the appropriate Student Membership dues (currently $20 per year). A Student Member receives all benefits of membership including, but not limited to, receiving all notices and information sent out to the membership and eligibility for any student discounts to HIGICC activities that may be available. Student members shall not vote on any matters requiring a vote.
Section 3. Lapsed Membership:
Annual dues are due and payable ninety (90) days prior to the end of the fiscal year (June 30). Members who fail to pay their dues within thirty (30) days after the due date shall be notified by the Secretary of the HIGICC, and if payment is not made within the next thirty (30) days, shall, without notice, lose all privileges of membership and voting privileges. Members shall be reinstated with privileges upon payment of dues.
ARTICLE IV - HAWAII GEOGRAPHIC COORDINATING COUNCIL MEETINGS
Section 1. Annual Meeting:
There shall be an annual meeting of the HIGICC during the first half of the Calendar Year, unless otherwise ordered by the HIGICC Board of Directors, for the election of members of the Board, for receiving annual reports, for adoption of membership dues and budget, and for transaction of other business. The Secretary for the HIGICC shall notice the meeting to all members thirty (30) days before the meeting. The annual meeting shall be held in conjunction with the Statewide GIS Conference (which has been known in the past as GISMAP), if such a conference is initiated by the HIGICC.
Section 2. Special Meetings:
Special meetings of the HIGICC may be called by the Chair of the HIGICC, or shall be called by the Chair upon written request of thirty-three percent (33%) of the members of the Council. Notice of the time and place shall be sent, by the Secretary, to the members at least thirty (30) days before the meeting.
Section 3. Eligible Voters:
Each person who is an individual member or the representative of an organizational member is considered an Eligible Voter. In the event that a person is designated as the representative for an organizational member and is also an individual member and/or the designated representative for one or more additional organizational members, then said person would only be eligible to cast a single vote and would only be counted once in determination of quorum.
Section 4. Quorum:
A quorum for the annual meeting shall be fifty-one percent (51%) of the Eligible Voters of the HIGICC. In case there is less than fifty-one percent (51%), the presiding officer may adjourn the meeting temporarily until a quorum is reestablished. A quorum of fifty-one percent (51%) of Eligible Voters shall also be required for special meetings if voting on special issues is to be conducted.
Section 5. Voting:
Decisions at the annual and special meetings of the HIGICC shall be by majority vote cast at the meeting by Eligible Voters.
Whenever, in the judgement of the Board, any question shall arise which it believes should be put to a vote of the HIGICC and when it deems it not expedient to call a special meeting for such purposes, the Board may submit such a matter to the Eligible Voters in writing by mail/eMail for vote and decision. The Secretary of the Board shall send the election package to the last recorded address of each Eligible Voter. The questions thus presented shall be determined according to a majority of the votes received within thirty (30) days after the mailing of the election package, provided that in each case, votes of at least fifty-one (51%) of Eligible Voters are received. Any and all actions taken in pursuance of a majority mail/eMail vote shall be binding upon the HIGICC in the same manner as would be action taken at a duly called meeting.
Section 6. Parliamentary Procedure:
Meetings may be conducted in an informal manner by the President of the Board or by his/her designee, but Robert's Rules of Order shall govern all deliberations, when not in conflict with these bylaws.
Section 7. Order of Business
The order of business at the annual meetings of the HIGICC shall be as follows:
A. Call to order
B. Reading of the minutes of the previous annual meeting
C. Reports of the Board President
D. Reports of the committees
E. Reports of the Treasurer
F. Presentation of the Annual Budget
G. Elections of Board positions
H. New Business
I. Adjournment
ARTICLE V - BOARD OF DIRECTORS
Section 1. Management:
The Board shall have supervision, control, and direction of the affairs and funds of the HIGICC and shall carry out the policies or changes therein within the limits of the bylaws. The Board shall actively prosecute the HIGICC's purposes, objectives, and mission. The Board may adopt such rules and regulations for the conduct of its business as shall be deemed advisable, and may, in execution of the powers granted, appoint such agents as it may consider necessary. The Board may delegate powers to officers, staff, and committees as it deems necessary for the administration of the affairs of the HIGICC.
Section 2. Composition:
The Board shall total eleven (11) members representing the broad composition of the membership of the HIGICC. The Board membership shall be composed of two (2) members from each of the following four categories: a) U.S. Federal government agencies, b) State of Hawaii government agencies, c) City and County government agencies within the State of Hawaii, and d) other organizations and individuals. The remaining three (3) members shall be at- large representatives.
Section 3. Term of Office:
The term of office for Board members shall be two (2) years except for the first election of the HIGICC for which five (5) positions shall be chosen for a three (3) year term of office. These five positions shall consist of one (1) representative from category and one (1) at-large representative.
Section 4. Elections:
Except for the second year of the HIGICC, the Eligible Voters shall annually elect members of the Board. Each Eligible Voter, based on his/her own decision, may vote for the open position or positions in only one of the categories and for all at-large positions. A ballot will be declared invalid if votes are cast in more than one of the four categories .
For the first year of the HIGICC, Eligible Voters shall elect all eleven (11) Board positions. The candidates receiving the highest number of votes in each of the four categories and the at-large candidate receiving the highest number of votes shall receive the three (3) year term of office positions. The candidates receiving second highest number of votes in each category and the at- large candidates receiving the second and third highest number of votes shall receive the two (2) year term of office positions.
There will be no elections for members of the Board in the second year of the HIGICC. After the second year, there will be elections for one (1) representative in each of the four categories and for one (1) at-large representative in odd-numbered years or two (2) at-large representatives in even-numbered years.
Section 5. Nominations:
For the first election of the HIGICC, Eligible Voters may nominate themselves as candidates for a single category or for at-large representation and will be placed on the ballot if their nomination is seconded by another Eligible Voter. After the second year of the HIGICC, the Board shall annually establish a Nominations and Elections Committee and designate one (1) person as chairperson. The committee will establish nomination procedures, determine the candidates and create ballots.
Section 6. Meetings of the Board:
It is the intent of the HIGICC that the Board have regularly scheduled meetings. General meetings of the Board shall be open and occur at least quarterly, at a time and place selected by the President. Meetings of the Board shall be conducted and posted in accordance with the laws of the State of Hawaii.
Special meetings of the Board may be called by the President, with at least twenty-four (24) hours notice, to discuss and take action on issues that are critical and need immediate resolution. Special meetings may be conducted by telephone conference so long as all other conditions of the meeting protocol are met. A record of proceedings from general and special meetings shall be available for members of the HIGICC within ninety (90) days from conclusion of the meeting.
The usual parliamentary rules as laid down in Robert's Rules of Order shall govern all deliberations of the Board when not in conflict with these bylaws.
Section 7. Selection of Officers:
The Officers of the HIGICC shall consist of a President, a Vice-President, a Secretary and a Treasurer. No person may serve in more than one capacity. The term of office shall be one (1) year. The Board shall elect the Officers from within its own membership within thirty (30) days after the election of Board members, except for the second year of the HIGICC when the election will be held within thirty (30) days after the one year anniversary of the first election.
Section 8. Duties of Officers:
A. President
The President shall be the principal officer of the Board, shall preside at all meetings of the Board and shall be responsible for implementing the decisions and actions taken by the Board. The President shall serve as the Board's representative on or before other organizations having missions and objectives common with those of the HIGICC and shall represent the Board before other bodies and organizations on issues relevant to the HIGICC's purposes, objectives, and mission. The President may authorize or appoint other members to represent the Board with other organizations upon approval of the Board. The President shall be a member, with right to vote, of the Board and may serve on all committees created by the Board other than the nominations and elections committee. The President shall fill vacancies on the Board from Eligible Voters within thirty days.
B. Vice-President
The Vice-President will assist the President in the discharge of the President's duties as requested by the President or Board. In the absence or inability of the President to perform the duties of the President, the Vice-President shall assume all duties of the President. The Vice-President shall be a voting member of the Board and may serve on all committees created by the Board other than the nominations and elections committee.
C. Secretary
The Secretary shall give notice of and attend all meetings of the Board, keep a record of the proceedings, keep a record of the contact information including the last known address of members, cause the records of proceedings to be distributed to the members, attest to documents of the Board, and perform such other duties that are usual for such office or as may be duly assigned.
D. Treasurer
The Treasurer shall keep an accurate account of all moneys received and expended for the use by the Board and make disbursements authorized by the Board and shall report to the Board an audit of the accounts at the first general meeting following the close of the fiscal year. The fiscal year for the HIGICC shall be July 1 through June 30. The Treasurer shall deposit all sums received into a special account kept with a financial institution approved by the Board. An independent audit may be conducted at the direction of the HIGICC. The report of audit and collective action taken (if any) shall be presented by the Treasurer at the first general meeting following receipt of the independent auditor report.
Section 9. Quorum:
A simple majority of the whole Board shall constitute a quorum at any meeting of the Board. In case there is less than this number, the presiding officer may adjourn the meeting from time to time until a quorum can be formed.
Section 10. Legal Advisor:
The Board may obtain legal counsel to advise the Board on issues which may affect the HIGICC or the Board. Legal counsel for the Board shall attend meetings of the Board and provide other assistance as requested by the Board or the President.
Section 11. Compensation:
Directors and Officers shall not receive any compensation for their services as Directors or Officers. Directors and Officers may receive reimbursement for actual expenses incurred in the performance of Board duties. Reimbursement may include travel costs associated with attending Board meetings. Such travel costs shall not exceed any limits specified by the laws of the State of Hawaii.
Section 12. Resignations, Removals and Vacancies:
A member of the Board or an Officer may resign at any time by giving written notice to the President. A member of the Board including an Officer may be removed by a two-thirds vote of the Board. If a vacancy on the Board is created by reason of death, resignation, removal, or otherwise, then the President shall appoint a replacement from the Eligible Voters for the remainder of the original term. In the event that neither the President nor the Vice-President are able to discharge their respective duties within sixty (60) days, the Board shall select an Eligible Voter in good standing to fill the position of the President for the remainder of the term of office.
ARTICLE VI - COMMITTEES OF THE BOARD
Section 1. Commission:
In addition to the nominations and elections committee, the Board may establish standing and ad hoc committees and appoint members to serve on such committees as deemed necessary to carry out the purposes of the Board. The Board shall appoint one (1) member of the Board to serve as advisor for each committee it creates.
Section 2. Operations of the Committees:
Each committee created by the Board shall select a chairperson. The committee chairperson shall be responsible for organizing the affairs of the committee and representing the committee before the Board. Committees shall keep a record of all proceedings and provide a copy to the Board Secretary. Committees shall meet, discuss, study, and resolve assigned issues as needed to carry out the business of the Board. Committees shall meet at least quarterly, and may be connected with general Board meetings. If physical presence is infeasible, then written, facsimile, electronic or telephone communications shall substitute for a group meeting.
ARTICLE VII - STAFFING
Section 1. HIGICC Staff Personnel:
The Board may employ the services of professionals, consultants or other independent contractors as it deems necessary to perform the functions of the HIGICC. The Board shall prescribe the duties, determine the compensation and exercise general supervision over staff of the HIGICC and independent contractors.
ARTICLE VII - DISSOLUTION
Section 1. Dissolution:
In the event the HIGICC is dissolved, a successor organization shall be chosen to handle the distribution of books, records and other assets.
ARTICLE IX - AMENDMENTS
Section 1. Amendments to Bylaws:
Upon written proposal to the Board by any member of the Hawaii Geographic Information Coordinating Council, these bylaws may be amended, repealed, or altered, in whole or in part, by a two-thirds (2/3) vote of the votes cast by the Eligible Voters of the HIGICC.
Section 2. Procedure:
Proposed amendments to the bylaws must be approved by fifty-one percent (51%) of the Board to be passed on for approval by the Eligible Voters. Votes for amendments to the bylaws shall be conducted by mail/eMail vote, at the annual meeting, or at a specially convened meeting of the HIGICC. The Board Secretary shall notify the Eligible Voters of the proposed amendment at least thirty (30) days to voting date.
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