Resolution Number 10-05-04-01RESOLUTION NO. 10-05-04-01
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SAN ,JUAN
CAPISTRANO, CALIFORNIA EXECUTING AN AMENDED AND RESTATED
ORANGE COUNTY COUNCIL OF GOVERNMENTS (OCCOG) JOINT
POWERS AGREEMENT
WHEREAS, the Orange County Council of Governments (OCCOG) serves as a
Southern California Association of Governments (SCAG) sub -regional organization that
represents the interests of Orange County in the consideration of SCAG plans, programs,
policies and legislative platforms; and,
. WHEREAS, the OCCOG was duly established by a joint powers agreement as a
separate legal entity by and between thirty (30) founding member agencies between April
1996 and January 1998, with said member agency representation currently comprised of
forty (40) public agencies; and with each member, by and through its legislative body,
independently determining that the public interest, convenience and necessity required
creation of a joint powers authority known as the OCCOG; and,
WHEREAS, the OCCOG Board of Directors recognized the need to amend and
restate the original OCCOG joint powers agreement to: streamline and make consistent
certain provisions relating to OCCOG between the provisions in the joint powers agreement
and the provisions of the OCCOG bylaws; address updated references to member
agencies and their voting on the OCCOG Board of Directors; add a provision to establish
membership dues for member agencies; clarify the powers and limitations of OCCOG; and
broaden the ability of OCCOG to retain staff and consultants; and,
WHEREAS, the OCCOG Board of Directors duly conducted a public meeting on the
amended and restated OCCOG joint powers agreement on June 25, 2009 and
unanimously adopted the amended and restated OCCOG joint powers agreement and
authorized the transmittal of said amended and restated joint powers agreement to the
OCCOG Member Agencies for execution by the legislative body of each Member Agency;
and,
WHEREAS, in the conduct of business, the OCCOG has further established bylaws
which govern the effective and efficient conduct of the OCCOG, with the founding OCCOG
bylaws adopted on May 17, 1997; and,
WHEREAS, the OCCOG has concurrently undertaken a comprehensive
assessment and revision to its adopted bylaws, in consultation with the OCCOG Board Ad
Hoc Bylaws Subcommittee and the Orange County City Managers Association OCCOG
Oversight Committee; and,
WHEREAS, the OCCOG Board of Directors, at its meeting of June 25, 2009,
reviewed, considered and adopted a comprehensive technical and policy revision to the
OCCOG bylaws to further define the operation of the OCCOG, and,
WHEREAS, the revised OCCOG bylaws effect such changes as refining OCCOG
board membership and voting provisions, authorizing membership dues; requiring that
OCCOG board members be from dues -paying member agencies in good standing; and
achieving a consistency between the provisions of the OCCOG joint powers authority
agreement and the OCCOG bylaws; and,
WHEREAS, the 2009 amendment to the OCCOG bylaws provides a comprehensive
technical and policy revision to the OCCOG bylaws, which are consistent with a 2009
amended and restated OCCOG joint powers agreement.
NOW, THEREFORE, BE IT RESOLVED, that the City Council of the City of San
Juan Capistrano does hereby approves the amended and restated OCCOG joint powers
agreement as adopted by the Orange County Council of Governments on June 25, 2009,
attached hereto as Exhibit "A" and incorporated herein by this reference.
NOW, THEREFORE, BE IT FURTHER RESOLVED, that the City Council of the City
of San Juan Capistrano does hereby authorizes the Mayor of the City of San Juan
Capistrano to execute the amended and restated OCCOG joint powers agreement and
transmit the signed OCCOG joint powers agreement to the OCCOG Interim Executive
Director,
PASSED, APPROVED, AND ADOPT D this 4'n da f May 2004.
)RES USO, MA
STATE OF CALIFORNIA }
COUNTY OF ORANGE )Ss.
CITY OF SAN JUAN CAPISTRANO }
1, MARIA MORRIS, appointed City Clerk of the City of San Juan Capistrano, do hereby
certify that the foregoing Resolution No. 10-05-04-01 was duly adopted by the City
Council of the City of San Juan Capistrano at a Regular meeting thereof, held the 4�' day of
May W10, by the following vote:
AY 54COUNCIL MEMBERS: Allevato, Hribar, Nielsen, Freese and Mayor Uso
N E OUNCIL MEMBER: None
A SCOUNCIL MEMBER: None
Is,
Jerk
EXHIBIT "A"
JOINT POWERS AGREEMENT
ESTABLISHING THE
ORANGE COUNTY COUNCIL OF GOVERNMENTS
This presentation reflects the Amended and Restated Agreement made
between the Member Agencies (listed in Exhibit 1) hereinafter collectively or
individually referred to as "Member Agencies."
RECITALS
A. Chapter 5 of Division 7 of Title i (commencing with Section 6500)
of the California Government Code authorizes two (2) or more public agencies to
jointly exercise any power common to them.
B. Each Member Agency and party to this Agreement is a governments
entity established by law with full powers of government in legislative,
administrative, financial and other related fields.
C. Member Agencies realize the urgent need for areawide planning and
coordination in order to provide advice to public entities on a range of issues that
affect multiple .interests.
D. Member Agencies believe that the Joint exercise of their powers will
provide an organization capable of conducting studies and projects designed to
improve and coordinate common governmental re:sponsibiiities and services on an
areawi.de and regional basis through the establishment of a council of governments.
E. Member Agencies wish to create a unified subregional organization
which will improve Orange County's abilities to be represented in the southern
California region, the State of California and the nation on issues and matters that
affect collective Orange County interests.
P'. Member Agencies believe that an Orange County Council of
Governments ("OCCOG") is best suitedto accomplish the preparation of
subregions) plan components mandated by state and federal law to conduct studies
and projects designed to improve and coordinate the common governmental
responsibilities and services on an areawide and regional basis through the
establishment of a cou.ncit of governments, and explore areas of intergovernmental
cooperation and coordination of government programs and provide
recommendations and solutions to problems of common and general concern.
G. Between approximately April 1946 and January 1498, thirty (30)
Member .Agencies adopted the original Joint Powers Agreement ("Original JPA") for
the OCCOG. Since that date, twelve (12) additional Orange County agencies have
signed the Original JPA to become Member Agencies,
H. The Member Agencies believe the OCCOG has been operating
effectively at accomplishing its purposes, as outlined in the Original JPA, and seeks
to have the Original JPA amended by this Arnended and Restated JPA. to better
comport with the present and anticipated future needs of the OCCOG.
NOW, THEREFORE, in consideration of the recitals and the mutual
obligations of the parties as herein expressed, Member Agencies agree as follows:
SECTION 1
ESTABLISHMENT
This Agreement amends and supersedes the Original JPA in its entirety.
`Dere is hereby created an organization known and denominated as the Orange
County Council of Govetwnents (OCCOG) which shall be a public entity, separate
and apart: from any member city or county. The Orange County Council of
Governments shall be governed by the terms of this Joint Powers Agreement and
time Rules, duly passed and adopted by the Board.
2
SECTION 2
PURPOSE AND FUNCTIONS
2,1 Functions
OCCOG established hereunder shall perform all necessary functions to fulfill
the purposes of this Agreement The OCCOG shall.;
a. Serve as a forum for . consideration, study and
recommendation on area -wide and regional problems;
b. Assemble information helpful in the consideration of
problems peculiar to Orange County;
c. Explore practical avenues for intergovernmental cooperation,
coordination, and action in the interest of its members;
d. Seek economies of scale whenever practical in the
administration of governmental services;
C., Exercise jointly the common powers of its members to
manage and administer any implementation agreement or
program;
f. Make and enter into contracts;
g. Contract for the services of engineers, attorneys, planners,
financial consultants and others and employ such other
persons, as it deems necessary:
h. Adopt rules, regulations, policies, bylaws and procedures
governing the operation of OCCOG;
i. Apply for grants under any federal, state, regional or local
programs as needed to achieve member objectives;
j. Seek the adoption or defeat of any federal, state or local
legislation or regulation. necessary= or desirable to accomplish
the stated purposes and objectives of the OCCOG;
k. Incur debts, liabilities or obligations;
1. Acquire, hold or dispose of property;
M Receive gifts, contributions and donations of property, funds,
services and other forms of financial assistance from persons,
firms, corporations and any governmental entity;
3
n. To the extent not specifically provided in this Agreement, to
exercise any powers authorized by the member agencies to
achieve the OCCOG's objectives and such further powers
not specifically mentioned herein, but common to Member.
Agencies, and authorized by California Government Code
Section 6508.
2.2 Limitation of Powers .
The manner in which. the OCCOG may exercise its powers shall be
subject to any statutory limitations applicable to the Orange County
Transportation Authority.
SECTION 3
OR.GANZA'T'ION
3.1 Membership
The parties to OCCOG shall be each public entity which, has executed or
hereafter executes this agreement, or any addenda, amendment, ox supplement
thereto, and w ich has not, pursuant to provisions hereof, withdrawn from the
OCCOG.
Other entities within Orange County may petition to become a member of
the OCCOG by submitting to the Board of Directors C'Board') a resolution
adopted by its governing body. The Board shall review the petition
for membership and. shall vote to approve or disapprove the petition. If the petition
is approved by a majority of the Board the petitioning entity shall become a
member of the OCCOG.
The names of the member parties at any time shall be shown on Exhibit
1, attached, as amended or supplemented from time to dine.
3.2 Withdrawal from Membership
Any member of OCCOG may, at any time, withdraw from the OCCOG.
The withdrawal of a member agency shall become effective ninety (90) days after a
resolution adopted by its governing body which. authorizes withdrawal is received by
the OCCOG.
4
3.3 Successor Agency
The Orange County Council of Governments is hereby designated the
successor in interest to the Orange County Regional Advisory and Planning Council
(RAPC).
SECTION 4
BOARD OF DIRECTORS
4.1 Board of Directors and. Voting
All functions of the OCCOG shall be exercised by the Board. Recognizing
the provisions for formation in Section 9.1 of this agreement, the Board would be
composed of elected officials and ex -officio (non vatting) representatives of the
following entities, as further provided in the OCCOG's Bylaws:
Entity
ND—nf,
Members
Counter of Orange
1
Orange County Transportation Authority
1
Orange County Transportation Corridor Agencies
1
Orange County Sanitation Districts
1
Orange County ISDOC/Mater Agencies Representative
1
Orange County Representative to SCAQMD
1
Orange County Delegates to SCAG
12
Orange County SCAG representative
1
At -large Orange County Cities Member
1
Total Members
20 voting
Additionally, there shall be one Orange County .Division, League of
California Cities Representative (non-voting F.x-Officio), one Private Sector.
Representative (non-voting EX - Officio) and one University Representative (non-
voting Ex -Officio) on the OCCOG Board, but .more may be established based on
needs and in accordance with the OCCOG's Bylaws.
5
4.2 Terrxts/Reuaoval
Board members serve at the pleasure of the appointing entity and Board, as
further set forth in the OCCOG Bylaws.
4.3 Vacancies/Alternates
If a person who has been appointed as a director ceases to serve as a member
of the appointing entity or no longer qualifies to serve as a member of the appointing
entity, he/she shall no longer serve on the OCCOG Board.. Me appointing entity is
encouraged to fill vacancies as expeditiously as possible to ensure representation on
the voting Board.
Each Board member can designate one or two alternates, provided that said.
alternates serve in a similar capacity in the entity as the Board member (i.e., elected
officials for voting members). Alternate directors shall receive all meeting notices
and written material sent to directors and shall have the right to participate and vote
at meetings of the Board in the absence of the director for whom the alternate
director serves.
All provisions of law relating to conflicts of interest that apply to a Board
member shall apply to alternate board members.
4.4 Ex -Officio Representatives
Such representatives shall. receive all meeting notices, shall have the right to
participate in Board discussions, and shall have the right to place matters on the
agenda, but shall not be counted towards a quorum of the Board, and shall have no
Grote.
4.5 No Dual Representation
It is recognized. that elected officials often represent inarious agencies by
serving on various boards, committees, etc. In instances where elected officials
represent more than one OCCOG member agency, the official will choose one
agency to represent. When an elected official is the sole representative of an agency,
the elected official shall represent that agency on the OCCOG- Board. Procedures
6
for filling open OCCOG member positions will follow those described in the
OCCOG's Bylaws.
4.6 Officers
Chair: The Chair of the Board shall be elected annually as further
provided in the OCCOG bylaws. .Any Board member may be authorized to
represent the Board upon approval by the Chairman.
Vice Chair: The Vice Chair of the Board shall be elected annually, as further
provided in the OCCOG bylaws, and have all the powers to act in the place of the
Chair in the Chair's absence.
4.7 Quorum
A majority of appointed voting directors shall constitute a quorum for acting
on the business of the Boatd. If such number of Board members is an even
number, a majority shall be one more than half the number of appointed directors
to the Board.
4.8 Meetings
Regular Meetings: Regular meetings of the Board shall be held every month
according to a schedule approved by the Board at its first meeting each calendar
year.
Special Meetings: Special meetings may be called by the Chairman or a
quorum of Board members.
Brown Act: All meetings shall be called and conducted in accordance
with the Ralph M. Brown Act,
4.9 Bylaws
Bylaws providing additional details pertaining to the conduct of OCCOG
and its support structure will be established and approved by the OCCOG Board.
7
SECTION 5
STAFFING, FUNDING AND ADDITIONAL
RESPONSIBILITIES
5.1 Staffing, Consultants and Agents
The Board shall have the power to appoint, by employment or. on a
contractual basis, and rernove an administrative officer to serve as the Executive
Director of the Board. Such Executive Director shall have full authority and
responsibility to implement the purposes and objectives of the OCCOG, subject to
the general authority of the Board and specific definition. of duties, responsibilities
and compensation by contract or employment terms as approved by the Board and
as provided by the OCCOG Bylaws. The duties of the Executive Director may be
delegated by the Executive Director to subordinate employees or performed through
contractual services.
The Board may appoint any additional staff, consultants or agents, as deemed
necessary or desirable by approval of the Board. Such additional officers may be
officers or employees of a Member .Agency or the Board may approve entering into a
contractual agreement for services for any function necessary for the Board to carry
out its purpose, which additional officers or employees shall not be deemed
employees of the OCCOG.
Additional support to OCCOG may be provided through. committees, as
established in the Bylaws,
5.2 Funding
Dues; Each Member of the OCCOG shall pay annual membership dues to
recover costs for staffing, legal services, equipment, materials, contract services,
office space and other capital and operational costs as stipulated by OCCOG's
annual adopted budget, which dues shall initially be set at the amount provided as
Exhibit "2" attached hereto and, thereafter, adjusted pursuant to OCCOG's annual
adopted budget. Said dues structure shall be established by resolution of the Board
and shall be updated annually.
8
Additional funding for the OCCOG`s operation may be provided by monies
provided to Orange County from. the Southern California Association of
Governments, member and/or non-member agency financial contributions, grants,
and other sources authorized and approved by the OCCOG Board.
5.3 Assignment of Additional Responsibilities
Additional responsibilities will be undertaken by OCCOG in accordance with
the following procedures.
Requests to Examine Issues and Provide Input/Recommendations;
Requests from non -.member and member agencies may be .made to OCCOG to
examine activities and provide recommendations. The OCCOG shall assign the
Executive Director or an OCCOG committee the task of examining staffing
needs and funding issues to undertake additional responsibilities, including the
need to establish a special assessment to fund any additional responsibility, and
providing recommendations to OCCOG on how and whether it might choose to
pursue the request. In addition to considering potential staffing/funding
constraints, the Executive Director or OCCOG committee will also base its
recommendations, and the OCCOG shall consider, on whether the request/issue has
strong countywide support among OCCOG members and can reduce or eliminate
duplication, improve efficiencies and otherwise achieve countywide consensus and
OCCOG objectives.
Assignment of Responsibilities to OCCOG: Should requests from member
and/or non-member agencies be made for the OCCOG to assume responsibility for
delivery of services, development of pians, programs or similar activities, the
OCCOG would assume said responsibilities upon approval of its Board, with.
concurrence of the affected agency(ics).
9
SECTION 6
FINANCES
6.1. Budget
Prior to July 1st of each fiscal year, the Boardshall adopt a budget,
6.2 Designation of Treasurer and Auditor/Controller
The Board shall, in accordance with applicable law, designate a Treasurer and
Auditor/Controller for the OCCOG. The Treasurer shall have charge of the
depositing and custody of all funds held by the OCCOG. The Treasurer shall
perform such other duties as may be imposed by provisions of applicable law,
including those duties described in Section 6505 and 6545.5 of the Government
Code and such duties as may be required by the Board. T"he Auditor/ Controller shall
maintain the financial records of the OCCOG, and shall perform such functions as
may be required by provisions of applicable lave, this Agreement and any OCCOG
bylaws and the direction of the Board.
6.3 Obligations of the OCCOG
As authorized by California Government Code Section 6508.1, the debts,
liabilities and obligations of the OCCOG shall be the debts, liabilities or obligations
of the OCCOG alone. No member of the OCCOG shall be responsible, directly or
indirectly, for any obligation, debt or liability of the OCCOG, whatsoever.
The debts, liabilities and obligations of the OCCOG shall be the debts, liabilities and
obligations of the OCCOG alone, and not of the Members,
6.4 Control and Trrvestment of OCCOG Funds
The Board shall adopt a policy for the control and investment of its funds and
shall require strict compliance with such policy: The policy shall comply, in. all
respects, with all provisions of applicable law.
10
6.5 ]Funds and Properties
The Board shall. appoint an entity to receive and have the custody of, and
disburse OCCOG funds and property and rake disbursements as agreed to by its
members. The appointed entity shall invest OCCOG funds in accordance with the
general law. tilt .interest collected on OCCOG .funds shall be accounted for and
.posted to the account of said funds.
6.6 Accounts and Reports
The OCCOG shall establish and maintain such records and accounts wl-dch
are deemed necessary to account for and report on the various sources of funds,
expenditures, grants, prolratns and projects and, as may be required by good
accounting practice, the State Controller or the United States Government. The
boobs and records of the OCCOG shall be open to inspection by representatives of
the member agencies at all reasonable times.
SECTION 7
INDEMNITY
Each party hereto agrees to indemnify and bold the other parties harmless
from all liability for damage, actual or alleged, to persons or property arising out of
or resulting from negligent acts or omissions of the indemnifying parry of its
emuloyces.
The member agencies, and their employees, officers, members and directors
will not be liable to OCCOG (or anyone who may claim any right because of a
relationship with OCCOG) for any acts or omissions related to the service to
OCCOG. OCCOG and its members will indemnify and hold the members harmless
from any obligations, costs, claims, judgments, attorney's fees, and/or attachments in
any way connected with the services provided to OCCOG under this agreement.
11
SEC'T'ION 8
TERMINATION AND) DISSOLUTION
8.1 Termination
The OCCOG shall continue to exercise the joint powers herein until the
terrninatioc of this Agreement and any extension thereof or until the parties shall
have mutually rescinded this Agreement. providing, however, that the OCCOG and
this agreement shall continue to exist for the purposes of disposing of all claims,
distribution of assets and all other functions necessary to conclude the affairs of the
OCCOG. Termination shall be accomplished by a majority action of the Board.
8.2 Distribution of Property and Funds
In the event of the termination of this Agreement, any property interest
remaining in OCCOG following the discharge of all obligations shall be disposed in
accordance with Government: Code Section 6512,
SECTION 9
MISCELLANEOUS
9.1 Effective Date
`Dais Agreement shall be effective and the Orange County Council of
Governments shall exist from and after such date as this Agreement has been
executed by 50 percent plus one of the cities or the County of Orange in Orange
County representing over 50 percent of the County's population.
12
IN WITNESS WHEREOF, the patties hereto have executed this Agreement as
evidenced by the signatures below.
MEMBER AGENCY
By:
Dote:
AI TE, ST:
By,
APPROVED AS TO FORM:
By:
EXHIBIT I
MEMBER AGENCIES LISTING
City of Aliso Viejo
City of Anaheim
City of Brea
City of Buena Park
City of Costa Mesa
City of Cypress
City of Dana Point
City of Fountain Valley
Cigr of Fullerton
City of Garden Grove
City of Htmdngton Beach
City of Irvine
City of La Habra
Cite= of La Palma
City of Laguna Beach
City of Laguna Hills
City of Laguna Niguel
City of Laguna Woods
City of Lake Forest
City of Los Alamitos
City of Mission Viejo
City of Newport Beach
City of Orange
City of Placentia
CitY of Rancho Santa Margarita
City of San Clemente
City of San Juan Capistrano
City of Santa Ana
City of Seal Beach
City of Stanton
City of Tustin
City of Villa Park
City of Westminster.
City of Yorba Linda
County of Orange
Orange County Independent Special Districts/Water Agencies
Orange County Transportation Authority
Foothill / Eastern Transportation Corridor Agency
San Joaquin Hills Transportation Corridor Agency
County Sanitation. Districts of Orange County, Nos. 1,2,3,5,6,7,11,13,14
South Coast Air Quality Management District