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Minutes 11-11-11 MINUTES OF THE BOYNTON BEACH CHARTER REVIEW COMMITTEE MEETING HELD ON WEDNESDAY, NOVEMBER 11, 2011 AT 6:00 P.M. IN CONFERENCE ROOM A BOYNTON BEACH CITY LIBRARY, BOYNTON BEACH, FLORIDA PRESENT: Jeannie Taylor, Chair James Cherof, City Attorney James Brake , Vice Chair Brian Edwards David Katz ABSENT: Paula Melley Chair Taylor called the meeting to order at 5:59 p.m. Motion Mr. Edwards moved to approve the minutes. The motion was seconded by Vice Chair Brake and was unanimously passed. Chair Taylor advised the purpose of the meeting was to review the report. Attorney Cherof explained he was trying to organize the format of the charter. One of the items discussed early on was to eliminate all of the editorial comments that referenced the City Code and expand the document from a few pages to a very significant document. Still to be completed was to delete all the section numbers because everything would be redone. He explained in the draft document, everything that was marked as deleted or reserved would not be shown in the final version. He continued to explain, by examples, how the headings and notations would appear in the final document. There were some items he had noticed were not required to be in the charter. He cited an example, "Title of Property Reserve ", that was a statement of law and that exists under State law, regardless of what language was in the Charter. That type of provision, in his opinion, does not need to be in the Charter. There were other subsections that were similar. He suggested in the final version, prior to submitting it to the Commission, a notation be inserted that indicated "not legally required ". He advised as a whole, there were not many Committee comments about proposed changes. Meeting Minutes Charter Review Committee Boynton Beach, FL November 11, 2011 Mr. Edwards mentioned that Ms. Melley had the strongest opinions on the current language and all the members had come to an agreement. He wanted clarification on how the sections would be numbered and everyone agreed it would read clearer. Attorney Cherof advised he had an interesting question he wanted to discuss with the Committee that comes up several times a year. It involves an administrative activity when a contractor proposal comes across his desk that had been signed by a department head. The Charter reads "all instruments must be signed by the Mayor." He advised many municipalities grant the level of authority to sign documents to the City Manager, provided there had been approval by the Commission. An example would be the items on the Commission agenda listed as "Purchases over $100,000 ", that could be a contract. Although there is never a motion that says the Mayor is authorized to sign, once it has been approved, it is treated as a delegation of authority. Attorney Cherof was of the opinion that it would not be the best practice to delegate the department head the authority to sign legal instruments for the City. He referenced Sec. 24, Duties, Powers, and Privileges of Mayor. There would be occasions where the documents would already be signed and there would be provisions in them that had not been reviewed as they did not go through the agenda in the regular manner. It would not be in the best interest of the City to have an expansion of the number of people authorized to sign a document, but rather limit it to the Mayor, when authorized to do so by the City Commission, or the City Manager, authorized by the City Commission. Attorney Cherof commented that on a deed, there would never be anyone but the Mayor signing that for title purposes. He opined the Mayor should sign all deeds and bonds. The language for "other instruments" would be decided at a later time to include signing by the Mayor or City Manager, when authorized to do so by the City Commission. Mr. Edwards commented if the duties of the City Manager were not included in the Charter, a duty was being created for the City Manager. Attorney Cherof indicated it elevates the importance of the responsibility by placing it in the Charter, subject to Commission approval. If there would be a question later about the authority of the City Manager to sign the document, there would be a paper trail to show where it came from. Currently, there were so many documents being signed by so many different people, it was difficult to determine who had authority to sign. There was discussion about the issues surrounding authorities to sign documents. Attorney Cherof indicated that when a person signs a document with their name and title, they have an apparent authority to do it, thereby allowing a third party to rely upon it. Ultimately, absent authority in the Code or Charter for a department head to sign something, they have no power and the City could, in their right, refuse to pay a vendor 2 Meeting Minutes Charter Review Committee Boynton Beach, FL November 11, 2011 because the document contained an unauthorized signature. This frequently comes up with purchase orders that are for a few hundred dollars. There was continued discussion about the signing responsibilities contained in the Code and Charter and how the wording should be changed to reflect signing responsibilities so that the Mayor or City Manager do not have to sign every document that pertains to the City, but would still be aware of what had been authorized. There are guidelines in the procurement code that provide for authorizations based on dollar amount. The procurement manual covers only services and purchases, and the Commission approves what the Mayor would be authorized to sign. There was discussion on re- wording the Charter to match how the Code was worded and to create duties for the City Manager. Currently, there was language for authorizing documents for the Mayor and the City Attorney. Attorney Cherof commented that part of the rationale for not having that in the Charter was because of the different levels of background and experience of a potential city manager. To pre- designate what their powers were would be ignoring the fact a future manager could come along with a different background and level of experience. It would be easier to deal with the power and duties by Ordinance, rather than by Charter. Possibly, in Article 4, Administration, there could be a notation that says "the recommendation of the Committee is to clarify the authority of the City Manager to execute documents, but to do so by Ordinance and not by Charter ". The next order of the Charter Review Committee would be to develop a summary sheet to indicate the Committee had concluded its work and delineate the changes discussed, along with a more detailed report that showed the Charter. In terms of presenting it, the Committee would be at a Commission meeting in January, if the desire would be to present the Charter in the election. Chair Taylor mentioned a discussion at one of the Commission meetings that there was a requirement of a super majority vote needed to hire a City Manager and wondered why it was not in the Charter. Attorney Cherof indicated there was an issue by a previous Commissioner stating that anyone that would take the position of the Manager would be unlikely to take it on a 3 -2 vote. To create a level of stability, it had been suggested that the vote be on a 4 -1 basis. There were questions and discussion on whether the language of super majority should be included in the Charter. It was agreed to add a notation or a cross reference to the Code provision that indicated the requirement of a 4 -1 vote. Mr. Katz requested that the attendance for each member be listed along with each meeting that took place for the Committee. The list would be attached as part of the minutes. 3 Meeting Minutes Charter Review Committee Boynton Beach, FL November 11, 2011 Motion Vice Chair Brake moved to adjourn the meeting. The motion was seconded by Mr. Katz and unanimously passed. The meeting adjourned at 6:40 p.m. l Ellie Caruso Recording Secretary 4 rd L O C O O N d ¢ Q d a 0 z kw C Q < 30 ¢ d a E o CIJ N s, elJ 4) O 6u V 3 coo a) g4 a 6 ¢ Q ¢ d d ir CIS U O K G.) .d p cu d ¢ d d d c "' w N CI d ¢ d Q Q i, CC: i, CZt U • U c71 1 vs N dEi 'ZS Cd 75 W 1 al cri Q a,