2013_01.31 CC PacketKENNEDALE
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KENNEDALE CITY COUNCIL
AGENDA
GOVERNANCE WORKSHOP
January 31, 2013
CITY HALL JURY ROOM, 405 MUNICIPAL DRIVE
WORK SESSION - 5:30 PM
I. CALL TO ORDER
II. ROLL CALL
III. WORK SESSION
A. Governance workshop with the City Manager.
IV. ADJOURNMENT
In compliance with the Americans with Disabilities Act, the City of Kennedale will provide for reasonable
accommodations for persons attending City Council meetings. This building is wheelchair accessible, and
parking spaces for disabled citizens are available. Requests for sign interpreter services must be made
forty -eight (48) hours prior to the meetings. Please contact Amethyst Cirmo, City Secretary, at
817.985.2104 or (TDD) 1.800.735.2989
CERTIFICATION
I certify that a copy of the January 31, 2013, agenda was posted on the City Hall bulletin board next to the main entrance of the City
Hall building, 405 Municipal Drive, of the City of Kennedale, Texas, in a place convenient and readily accessible to the general
public at all times and said agenda was posted at least 72 hours preceding the schedule time of said meeting, in accordance with
Chapter 551 of the Texas Government Code.
Amethyst G. Cirmo, City Secretary
405 Municipal Drive, Kennedale, TX 76060 I Telephone: 817- 985 -2100 1 Fax: 817- 478 -7169
KENNEDALE
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Staff Report to the Honorable Mayor and City Council
Date: January 31, 2013
Agenda Item No: WORK SESSION - A.
I. Subject:
Governance workshop with the City Manager.
II. Originated by:
Bob Hart, City Manager
III. Summary:
At this time the Council will hold a governance workshop with the City Manager.
Please see the attached materials.
IV. Fiscal Impact Summary:
V. Legal Impact:
VI. Recommendation:
None
VII. Alternative Actions:
VIII. Attachments:
1.
Sample Policies
Template of PG Policies Council Manager.pdf
2.
Template handed out at last meeting
reinventing your board 11292012 (2).pdf
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GOVERNANCE POLICIES
TABLE OF CONTENTS
Policy Type Policy Title
Executive Limitations
Governance Process
EL #1 Global Executive Constraint
EL #2a Treatment of Consumers
EL #2b Treatment of Staff
EL #2c Compensation and Benefits
EL #2d Financial Condition and Activities
EL #2e Financial Planning and Budgeting
EL #2f Asset Protection
EL #2g Communication and Support to the Council
EL #2h Emergency CM Succession
GP #1 Global Governance Process Policy
GP #2a Governing Style
GP #2b Council Job Description
GP #2c Code of Conduct
GP #2d Council Mayor Role
GP #2e Council Secretary Role
GP #2f Council Committee Principles
GP #2g Committee Structure
GP #2h Annual Planning
GP #2i Governance Investment
Council- Management Delegation
BMD #1 Global Council- Management Delegation
BMD #2a Unity of Control
BMD #2b Accountability of the CM
BMD #2c Delegation to the CM
BMD #2d Monitoring CM Performance
Ends Ends #1
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POLICY TYPE: EXECUTIVE LIMITATIONS EL #1
POLICY TITLE: GLOBAL EXECUTIVE CONSTRAINT
Date Approved by Council:
The City Manager (CM) shall not cause or allow any organizational practice,
activity, decision or circumstance, which is either:
• Unlawful,
• Imprudent, or
• In violation of commonly accepted business and professional ethics.
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POLICY TYPE: EXECUTIVE LIMITATIONS EL #2a
POLICY TITLE: TREATMENT OF CONSUMERS
Date Adopted by Council:
With respect to interactions with consumers or those applying to be consumers,
the CM shall not cause or allow conditions, procedures, or decisions which are
unsafe, untimely, undignified, unnecessarily intrusive.
The CM will not:
1. Elicit information for which there is no clear necessity.
2. Use methods of collecting, reviewing, transmitting, or storing client
information that fail to protect against improper access to the material.
3. Operate facilities without appropriate accessibility and privacy.
4. Operate without establishing with consumers a clear understanding of
what may be expected and what may not be expected from the service
offered.
5. Operate without informing consumers of this policy or providing a way to
be heard for persons who believe that they have not been accorded a
reasonable interpretation of their rights under this policy.
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POLICY TYPE: EXECUTIVE LIMITATIONS EL #2b
POLICY TITLE: TREATMENT OF STAFF
Date Adopted by Council:
With respect to treatment of paid and volunteer staff, the CM shall not cause or
allow conditions, which are unfair, undignified, disorganized or unclear.
The CM will not:
1. Operate without written personnel procedures that:
(a) Clarify rules for staff,
(b) Provide for effective handling of grievances, and
(c) Protect against wrongful conditions.
2. Retaliate against any staff member for non - disruptive expression of
dissent.
3. Allow staff to be unaware of the CM's interpretations of their protections
under this policy.
4. Allow staff to be unprepared to deal with emergency situations.
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POLICY TYPE: EXECUTIVE LIMITATIONS EL #2c
POLICY TITLE: COMPENSATION AND BENEFITS
Date Adopted by Council:
With respect to employment, compensation and benefits to employees,
consultants, contract workers and volunteers, the CM may not cause or allow
jeopardy to fiscal integrity or public image.
The CM will not:
1. Change the CM's own compensation and benefits, except as those benefits
are consistent with a package for all other employees.
2. Promise or imply guaranteed employment.
3. Establish current compensation and benefits that deviate materially from the
geographic or professional market for the skills employed.
4. Create obligations over a longer term than revenue can be safely projected.
5. Establish or change pension benefits so as to cause unpredictable or
inequitable situations, including those that:
a) Incur unfunded liabilities,
b) Provides less than some basic level of benefits to all full -time
employees, though differential benefits to encourage longevity are not
prohibited,
c) Allow any employee to lose benefits already accrued from any foregoing
plan, and
d) Treat the CM differently from other key employees.
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POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: FINANCIAL CONDITION & ACTIVITIES
Date Adopted by Council:
EL #2d
With respect to the actual, ongoing financial condition and activities, the CM may
not cause or allow the development of fiscal jeopardy or a material deviation of
actual expenditures from Council priorities established in Ends policies.
The CM will not:
1. Expend more funds than have been received in the fiscal year to date
unless the Council's debt guideline (point #2 below) is met.
2. Incur debt in an amount greater than can be repaid by certain and
otherwise unencumbered revenues within 60 days.
3. Use any long -term reserves.
4. Conduct inter -fund shifting in amounts greater than can be restored to a
condition of discrete fund balances within 30 days.
5. Allow payables or receivables not to be settled within a reasonable time
frame.
6. Allow tax payments or other government- ordered payments or filings to
be overdue or inaccurately filed.
7. Make a single purchase or commitment of greater than $
Splitting orders to avoid this limit is not acceptable.
8. Acquire, encumber or dispose of real estate.
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9. Issue expense checks to himself or herself without the signature of a
Council- approved signatory who has been provided with appropriate
documentation and receipts.
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POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: FINANCIAL PLANNING AND BUDGETING
Date Adopted by Council:
EL #2e
The CM shall not cause or allow financial planning for any fiscal year or the
remaining part of any fiscal year that
• Deviates materially from Council Ends priorities,
• Risks financial jeopardy, or
• Is not derived from a multi -year plan.
The CM will not allow budgeting which:
1. Risks incurring those situations or conditions described as unacceptable
in the Executive Limitations policy entitled "Financial Condition &
Activities ".
2. Omits:
a. Credible projection of revenues and expenses,
b. Separation of capital and operational items,
c. Cash flow analysis, and
d. Disclosure of planning assumptions.
3. Provides less than the amount determined annually by the Council for
the Council's direct use during the year.
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POLICY TYPE: EXECUTIVE LIMITATIONS EL #2f
POLICY TITLE: ASSET PROTECTION
Date Adopted by Council:
The CM may not allow the city's assets to be unprotected, inadequately maintained
or unnecessarily risked.
The CM may not:
1. Insure the organization's assets for less than eighty percent of
replacement value against theft, fire and casualty losses or insure
against liability losses to Council members, staff, volunteers and the
organization itself for less than the average for comparable
organizations.
2. Allow personnel access to material amounts of funds.
3. Subject facilities and equipment to improper wear and tear or insufficient
maintenance.
4. Unnecessarily expose the organization, its Council, or staff to claims of
liability.
5. Receive, process or disburse funds under controls that are insufficient to
meet the Council- appointed auditor's standards.
6. Make any purchase:
a. Wherein normally prudent protection has not been given against
conflict of interest;
b. Of more than $ without having obtained comparative prices
and quality; and
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c. Of over $ without a stringent method of assuring the balance
of long -term quality and cost. Orders shall not be split to avoid these
criteria.
7. Allow property, information and files to be unprotected from loss or
significant damage.
8. Invest or hold operating capital in insecure instruments, including
uninsured checking accounts and bonds of less than an acceptable
rating, or in non - interest bearing accounts except where necessary to
facilitate ease in operational transactions.
9. Endanger the city's public image, credibility, or its ability to accomplish
Ends.
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POLICY TYPE: EXECUTIVE LIMITATIONS EL #2g
POLICY TITLE: COMMUNICATION AND SUPPORT TO THE COUNCIL
Date Adopted by Council:
The CM may not permit the Council to be uninformed or unsupported in its work.
The CM will not:
1. Neglect to submit monitoring data required by the Council according to
its policy "Monitoring CM Performance" in a timely, accurate and
understandable fashion, directly addressing provisions of the Council
policies being monitored, and including the CM's interpretations
consistent with the "Delegation to the CM" policy, as well as relevant
data.
2. Let the Council be unaware of any significant incidental information it
requires including anticipated adverse media coverage, threatened or
pending lawsuits and material external and internal changes.
3. Allow the Council to unaware that, in the CM's opinion, the Council is not
in compliance with its own policies on Governance Process and Council -
Management Delegation, particularly in the case of Council behavior
which is detrimental to the work relationship between the Council and
CM.
4. Allow the Council to be without decision information required periodically
by the Council or let the Council be unaware of relevant trends.
5. Present information in unnecessarily complex or lengthy form or in a
form that fails to differentiate among information of three types:
monitoring, decision preparation, and other.
6. Allow the Council to be without a workable mechanism for official
Council, officer or committee communications.
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7. Deal with the Council in a way that favors or privileges certain Council
members over others, except when (a) fulfilling individual requests for
information or (b) responding to officers or committees duly charged by
the Council.
8. Allow the Council to be unaware of any actual or anticipated
noncompliance with any Ends or Executive Limitations policy of the
Council regardless of the Council's monitoring schedule.
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POLICY TYPE: EXECUTIVE LIMITATIONS EL #2h
POLICY TITLE: EMERGENCY EXECUTIVE SUCCESSION
Date Adopted by Council:
In order to protect the Council from the sudden loss of CM Services, the CM shall
not permit there to be less than one other person familiar enough with Council and
CM issues and procedures to be able to maintain organization services.
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POLICY TYPE: GOVERNANCE PROCESS GP #1
POLICY TITLE: GLOBAL GOVERNANCE PROCESS
Date Adopted by Council:
The purpose of the Council, on behalf of [identify ownership here], is to see that
the [name of organization here]:
A. Achieves appropriate results for the appropriate persons at an
appropriate cost (as specified in the Ends policies), and
B. Avoids unacceptable actions and situations (as specified in the
Executive Limitations policies).
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POLICY TYPE: GOVERNANCE PROCESS GP #2a
POLICY TITLE: GOVERNING STYLE
Date Adopted by Council:
The Council will govern lawfully, observing the principles of the Policy Governance
model, with an emphasis on:
• Outward vision rather than an internal preoccupation;
• Encouragement of diversity in viewpoints;
• Strategic leadership more than administrative detail;
• Clear distinction of Council and city manager roles;
• Collective rather than individual decisions;
• Future rather than past or present; and
• Pro - activity rather than reactivity.
1. The Council will cultivate a sense of group responsibility. The Council,
not the staff, will be responsible for excellence in governing. The
Council will normally be the initiator of policy, rather than reacting to
staff's proposals. The Council will not use the expertise of individual
members to substitute for the judgment of the Council although the
expertise of individual members may be used to enhance the
understanding of the Council as a body.
2. The Council will direct, control, and inspire the organization through the
careful establishment of broad written policies reflecting the Council's
values and perspectives. The Council's major policy focus will be on the
intended long -term external impacts of the organization.
3. The Council will enforce upon itself whatever discipline is needed to
govern with excellence. Discipline will apply to matters such as
attendance, preparation for meetings, policy- making principles, respect
of roles, and ensuring continuance of governance capability. Although
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the Council can change its governance process policies at any time, it
will scrupulously observe those currently in force.
4. Continual Council development will include orientation of new members
in the Council's governance process and periodic Council discussion of
process improvement.
5. The Council will monitor and discuss the Council's process and
performance at each meeting. Self- monitoring will include comparison of
Council activity and discipline to policies in the Governance Process and
Council- Management Delegation categories.
6. The Council will allow no officer, individual or committee of the Council to
hinder or be an excuse for not fulfilling group obligations.
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POLICY TYPE: GOVERNANCE PROCESS GP #2b
POLICY TITLE: COUNCIL JOB DESCRIPTION
Date Adopted by Council:
Specific job outputs of the Council, as an informed agent of the ownership, are
those that ensure appropriate organizational performance.
Accordingly, the Council will provide:
1. The linkage between the ownership and the operational organization.
2. Written governing policies that realistically address the broadest level of
all organizational decisions and situations.
a. Ends: Organizational impacts, products, effects, benefits, outcomes,
recipients, beneficiaries, impacted groups, and their relative worth in
cost or priority.
b. Executive Limitations: Constraints on executive authority which
establish the prudence and ethics boundaries within which all
executive activity and decisions must take place.
c. Governance Process: Specification of how the Council conceives,
carries out and monitors its own task.
d. Council- Management Delegation: How power is delegated and its
proper use monitored; the CM role, authority and accountability.
3. Assurance of successful organizational performance on Ends and
Executive Limitations.
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POLICY TYPE: GOVERNANCE PROCESS GP #2c
POLICY TITLE: COUNCIL MEMBERS' CODE OF CONDUCT
Date Adopted by Council:
The Council commits itself and its members to ethical, businesslike and lawful
conduct, including proper use of authority and appropriate decorum when acting as
Council members.
1. Members must have loyalty to the ownership, un- conflicted by loyalties
to staff, other organizations, and any personal interest as a consumer.
2. Members must avoid conflict of interest with respect to their fiduciary
responsibility.
a. There must be no self - dealing or business by a member with the
organization. Members will annually disclose their involvements with
other organizations, with vendors, or any associations that might be
or might reasonably be seen as being a conflict.
b. When the Council is to decide upon an issue about which a member
has an unavoidable conflict of interest, that member shall withdraw
without comment not only from the vote, but also from the
deliberation.
c. Council members will not use their positions to obtain employment in
the organization for themselves, family members or close associates.
A Council member who applies for employment must first resign from
the Council.
3. Council members may not attempt to exercise individual authority over
the organization.
a. Members' interaction with the CM or with staff must recognize the
lack of authority vested in individuals except when explicitly Council -
authorized.
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b. Members' interaction with public, press or other entities must
recognize the same limitation and the inability of any Council member
to speak for the Council except explicitly stated Council decisions.
c. Except for participation in Council deliberation about whether the CM
has achieved any reasonable interpretation of Council policy,
members will not express individual judgments of performance of
employees or the CM.
4. Members will respect the confidentiality appropriate to issues of a
sensitive nature.
5. Members will be properly prepared for Council deliberation.
6. Members will support the legitimacy and authority of the final
determination of the Council on any matter, irrespective of the members'
personal position on the issue.
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POLICY TYPE: GOVERNANCE PROCESS GP #2d
POLICY TITLE: COUNCIL MAYOR ROLE
Date Adopted by Council:
The Mayor, a specially empowered member of the Council, assures the integrity of
the Council's process and, secondarily, represents the Council to outside parties.
1. The assigned result of the Mayor's job is that the Council behaves
consistently with its own rules and those legitimately imposed upon it
from outside the organization.
a. Meeting discussion content will ordinarily only be those issues,
which, according to Council policy, clearly belong to the Council to
decide or to monitor.
b. Deliberation will be fair, open, and thorough, but also timely, orderly
and kept to the point.
c. Information that is for neither monitoring performance nor Council
decisions will be avoided or minimized and always noted as such.
2. The authority of the Mayor consists in making decisions that fall within
the topics covered by Council policies on Governance Process and
Council- Management Delegation, with the exception of (a) employment
or termination of the CM (b) where the Council specifically delegates
portions of this authority to others. The COUNCIL MAYOR is authorized
to use any reasonable interpretation of the provisions in these policies.
a. The Mayor is empowered to chair Council meetings with all the
commonly accepted power of that position (e.g. ruling, recognizing).
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3. The Mayor has no authority to make decisions about policies created by
the Council within Ends and Executive Limitations policy areas.
Therefore, the Mayor has no authority to supervise or unilaterally direct
the CM.
a. The Mayor may represent the Council to outside parties in
announcing Council- stated positions and in stating Mayoral decisions
and interpretations within the areas delegated to him or her.
b. The Mayor may delegate this authority, but will remain accountable
for its use.
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POLICY TYPE: GOVERNANCE PROCESS GP # 2e
POLICY TITLE: COUNCIL SECRETARY'S ROLE
Date Adopted by Council:
Bob, most cities delete this
section or substitute the City
Secretary's role.
The Council secretary is an officer of the Council whose purpose is to ensure the
integrity of the Council's documents.
1. The assigned result of the secretary's job is to see that all Council
documents and filings are accurate and timely.
A. Policies contained in this document will be current in their reflection
of Council decisions.
B. Bylaws elements necessary for legal compliance and for consistency
with the principles of Policy Governance will be known to the Council.
C. All Council- approved minutes of Council meetings shall be signed
and kept by the President and Secretary. The Council's
requirements for its own minutes (format, brevity and accuracy) will
be made known to the CM.
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POLICY TYPE: GOVERNANCE PROCESS GP #2f
POLICY TITLE: COUNCIL COMMITTEE PRINCIPLES
Date Adopted by Council:
Council committees, when used, will be assigned to help the Council do its job, to
reinforce the wholeness of the Council's job and so as never to interfere with
delegation from Council to CM.
1. Council committees are to help the Council do its job, not to help or
advise the staff. Committees ordinarily will assist the Council by
preparing policy alternatives and implications for Council deliberation. In
keeping with the Council's broader focus, Council committees will
normally not have direct dealings with current staff operations.
2. Council committees may not speak or act for the Council except when
formally given such authority for specific and time - limited purposes.
Expectations and authority will be carefully stated in order not to conflict
with authority delegated to the CM.
3. Council committees cannot exercise authority over staff. The CM works
for the full Council, and will therefore not be required to obtain approval
of a Council committee before an executive action.
4. Committees will be used sparingly and ordinarily in an ad hoc capacity.
5. This policy applies to any group that is formed by Council action whether
or not it is called a committee and regardless of whether the group
includes Council members. It does not apply to committees formed
under the authority of the CM.
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POLICY TYPE: GOVERNANCE PROCESS GP #2g
POLICY TITLE: COUNCIL COMMITTEE STRUCTURE
Date Adopted by Council:
A committee is a Council committee only if its existence and charge come from the
Council, regardless whether Council members sit on the committee. The only
Council committees are those which are set forth in this policy. Unless otherwise
stated, a committee ceases to exist as soon as its task is complete. Timely
reporting to the Council shall be by submission of a written report, following each
meeting, with appropriate verbal comment by the Committee Mayor.
1. Audit Committee:
A. Products:
i. Specification of scope of audit prior to outside audit, by no
later than [month] of each year
ii. That a fully qualified external auditor conducts a
competent audit annually, covering all normal audit topics
and all Executive Limitations policies determined by the
Council to be monitored by external means, with audit
results communicated to the Council no later than [date]
each year.
B. Authority: To incur costs of no more than $XX direct charges
and no more than X hours of staff time.
C. Composition: Membership shall be
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POLICY TYPE: GOVERNANCE PROCESS GP #2h
POLICY TITLE: ANNUAL PLANNING
Date Adopted by Council:
To accomplish its job with a governance style consistent with Council policies, the
Council will follow an annual agenda that:
a) Completes a re- exploration of Ends policies annually; and
b) Continually improves Council performance through Council education and
enriched input and deliberation.
1. The cycle will conclude each year on the last day of [month] so that
administrative planning and budgeting can be based on accomplishing a
one -year segment of the most recent statement of long term Ends.
2. The cycle will start with the Council's development of its agenda for the next
year.
A. Consultations with selected groups in the ownership or other
methods of gaining ownership input will be determined and arranged
in the 1st quarter, to be held during the balance of the year.
B. Governance education and education related to Ends determination
(e.g. presentations by industry experts, advocacy groups, staff and
so on) will be arranged in the 1st quarter, to be held during the
balance of the year.
C. A Council member may recommend or request an item for Council
discussion by submitting the item to the Chief Governance Officer no
later than 5 days before the Council meeting.
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3. Throughout the year, the Council will attend to "required approval" agenda
items as expeditiously as possible.
4. CM compensation will be decided during the month of XX after a review of
monitoring reports received in the previous year.
5. CM monitoring will be on the agenda if reports have been received since the
previous meeting, if plans must be made for direct inspection monitoring, or
if arrangement for third -party monitoring must be prepared.
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POLICY TYPE: GOVERNANCE PROCESS GP #2i
POLICY TITLE: COST OF GOVERNANCE
Date Adopted by Council:
The Council will invest in its governance capacity.
1. Council skills, methods, and supports will be sufficient to ensure
governing with excellence.
a. Training and retraining will be used liberally to orient new Council
members and candidates for Council membership, as well as to
maintain and increase existing Council member skills and
understandings.
b. Outside monitoring assistance will be arranged so that the Council
can exercise confident control over organizational performance. This
includes but is not limited to financial audit.
c. Outreach mechanisms will be used as needed to ensure the
Council's ability to listen to owner viewpoints and values.
2. Costs will be prudently incurred, though not at the expense of endangering
the development and maintenance of superior capability.
3. The Council will establish its cost of governance budget for the next fiscal
year during the month of XXX.
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POLICY TYPE: COUNCIL- MANAGEMENT DELEGATION BMD #1
POLICY TITLE: GLOBAL COUNCIL - MANAGEMENT DELEGATION
Date Adopted by Council:
The Council's sole official connection to the operational organization, its
achievements, and conduct will be through a chief executive officer, titled the City
Manager (CM.)
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POLICY TYPE: COUNCIL - MANAGEMENT DELEGATION BMD #2a
POLICY TITLE: UNITY OF CONTROL
Date Adopted by Council:
Only officially passed motions of the Council are binding on the CM.
1. Decisions or instructions of individual Council members, officers, or
committees are not binding on the CM except in rare instances when the
Council has specifically authorized such exercise of authority.
2. In the case of Council members or committees requesting information or
assistance without Council authorization, the CM can refuse such requests
that require, in the CM's opinion, a material amount of staff time or funds, or
are disruptive.
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POLICY TYPE: COUNCIL - MANAGEMENT DELEGATION BMD #2b
POLICY TITLE: ACCOUNTABILITY OF THE CM
Date Adopted by Council:
The CM is the Council's only link to operational achievements and conduct, so that
all authority and accountability of staff, as far as the Council is concerned, is
considered the authority and accountability of the CM.
1. The Council will never give instructions to persons who report directly or
indirectly to the CM.
2. The Council will not evaluate, either formally or informally, any staff other
than the CM or other direct Council Appointees.
3. The Council will view CM performance as identical to organizational
performance, so that organizational accomplishment of Council- stated Ends
and avoidance of Council- proscribed means will be viewed as successful
CM performance.
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POLICY TYPE: COUNCIL - MANAGEMENT DELEGATION BMD #2c
POLICY TITLE: DELEGATION TO THE CM
Date Adopted by Council:
The Council will instruct the CM through written policies that prescribe the
organizational Ends to be achieved and describe organizational situations and
actions to be avoided, allowing the CM to use any reasonable interpretation of
these policies.
1. The Council will develop policies instructing the CM to achieve specified
results, for specified recipients, at a specified cost. These policies will be
developed systematically from the broadest, most general level to more
defined levels, and will be called Ends policies. All issues that are not ends
issues as defined here are means issues.
2. The Council will develop policies that limit the latitude that the CM may
exercise in choosing the organizational means. These limiting policies will
describe those practices, activities, decisions and circumstances that would
be unacceptable to the Council even if they were to be effective. Policies
will be developed systematically from the broadest, most general level to
more defined levels, and they will be called Executive Limitations policies.
The Council will never prescribe organizational means delegated to the CM.
3. As long as the CM uses any reasonable interpretation of the Council's Ends
and Executive Limitations policies, the CM is authorized to establish all
further policies, make all decisions, take all actions, establish all practices
and develop all activities. Such decisions of the CM shall have full force and
authority as if decided by the Council.
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4. The Council may change its Ends and Executive Limitations policies,
thereby shifting the boundary between Council and CM domains. By so
doing, the Council changes the latitude of choice given to the CM. But so
long as any particular delegation (policy) is in place, the Council and its
members will respect and support the CM's choices.
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POLICY TYPE: COUNCIL - MANAGEMENT DELEGATION BMD #2d
POLICY TITLE: MONITORING EXECUTIVE PERFORMANCE
Date Adopted by Council:
Systematic and rigorous monitoring of CM job performance will be solely against
the only expected CM job products: organizational accomplishment of Council
policies on Ends and organizational operation within the boundaries established in
Council policies on Executive Limitations.
1. Monitoring is simply to determine the degree to which Council policies
are being met. Information that does not do this will not be considered to
be monitoring data.
2. The Council will acquire monitoring information by one or more of three
methods:
a. By INTERNAL REPORT: in which the CM discloses interpretations
and compliance information to the Council;
b. By EXTERNAL REPORT: in which an external, disinterested 3rd
party selected by the Council assesses compliance with the CM's
interpretation of Council policies; and
c. By DIRECT COUNCIL INSPECTION: in which a designated Council
member or members of the Council assess compliance with the CM's
interpretation of the appropriate policy criteria.
3. In every case, the Council will judge (a) the reasonableness of the CM's
interpretation, and (b) whether data demonstrate accomplishment of the
interpretation.
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4. The standard for compliance shall be any reasonable CM interpretation of
the Council policy being monitored. The Council is the final arbiter of
reasonableness, but will always judge with a "reasonable person" test rather
than with interpretations favored by Council members or by the Council as a
whole.
5. All policies that instruct the CM will be monitored at a frequency and by a
method chosen by the Council. The Council can monitor any policy at any
time by any method, but will ordinarily depend on a routine schedule, as
follows:
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Policy Frequency Method
(Times per year) (See legend below)
ENDS 1X /yr IR
EL #1 Global Executive Constraint 1X IR
EL #2a Treatment of Clients 1X IR
EL #2b Treatment of Staff 1X IR
EL #2c Compensation and Benefits 1X IR
EL #2d Financial Condition and Activities 4X IR
1X ER
2X BDI
EL #2e Financial Planning and Budgeting 1X or as needed IR
EL #2f Asset Protection
1X IR
EL #2g Communication and Support to the Council 1X IR
1X BDI
EL #2h Emergency Executive Succession 1X or as needed IR
Methods: IR = Internal CM Report
ER = External Report
BDI = Council direct inspection
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35
EXECUTIVE LIMITATIONS
Global Treatment of Customers
Treatment of Staff
Financial Planning/budgeting
Financial Condition and Activities
Emergency City Manager Session
Asset Protection
Compensation and Benefits
Communication and Support to the Board
GOVERNANCE PROCESS
Global Governance Process Policy
Governing Style
Board Job Description
Agenda Planning
Chief Governance Officer's Role
Board Secretary's Role
Board Members' Code of Conduct
Board Committee Principles
Cost of Governance
BOARD- MANAGEMENT DELEGATION
Global Board- Management Delegation
Unity of Control
Accountability of the City Manager
Delegation to the City Manager
Monitoring City Manager Performance
POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: GLOBAL EXECUTIVE CONSTRAINT
The city manager shall not cause or allow any organizational practice, activity, decision, or circumstance
that is either unlawful, imprudent, or in violation of commonly accepted business and professional ethics
and practices.
POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: TREATMENT OF CUSTOMERS OF CITY SERVICES
With respect to interactions with customers, the city manager shall not cause or allow conditions,
procedures, or decisions that are unsafe, untimely, undignified, or unnecessarily intrusive.
POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: TREATMENT OF STAFF
With respect to the treatment of paid staff the city manager shall not cause or allow conditions that are
unfair, undignified, disorganized, or unclear.
The City Manager will not
1. Operate without written personnel rules that (a) clarify rules for staff, (b) provide for effective
handling of grievances, and (c) protect against wrongful conditions, such as nepotism and grossly
preferential treatment for personal reasons.
2. Retaliate against any staff member for nondisruptive expression of dissent.
3. Fail to acquaint staff with the City Manager's interpretation of their protections under this policy.
4. Allow staff to be unprepared to deal with emergency situations.
POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: FINANCIAL PLANNING /BUDGETING
The city manager shall not cause or allow financial planning for any fiscal year or the remaining part of
any fiscal year to deviate materially from the board's Ends priorities, risk financial jeopardy, or fail to be
derived from a multiyear plan.
The city manager will not allow budgeting to
1. Risk incurring those situations or conditions described as unacceptable in the board policy
"Financial Condition and Activities."
2. Omit credible projection of revenues and expenses, separation of capital and operational items,
cash flow, and disclosure of planning assumptions.
POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: FINANCIAL CONDITION AND ACTIVITIES
With respect to the actual, ongoing financial condition and activities, the city manager shall not cause or
allow the development of financial jeopardy or material deviation of actual expenditures from city
council priorities established in Ends policies.
The city manager will not
1. Use any long term reserves
2. Conduct interfund shifting in amounts greater than can be restored to a condition of discrete fund
balances by certain and otherwise unencumbered revenues within thirty days.
3. Make a single purchase or commitment of greater than $50,000. Splitting orders to avoid this
limit is not acceptable.
4. Acquire, encumber, or dispose of real estate without City Council approval
POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: EMERGENCY CITY MANAGER SUCCESSION
In order to protect the board from sudden loss of the city manager services, the city manager shall not
permit there to be fewer than two other executives sufficiently familiar with city council and city manager
issues and processes to enable either to take over with reasonable proficiency as an interim successor.
POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: ASSET PROTECTION
The city manager shall not cause or allow corporate assets to be unprotected, inadequately maintained,
or unnecessarily risked.
The city manager will not
1. Fail to insure adequately against theft and casualty and against liability losses to board members,
staff, and the organization itself.
2. Allow unbounded personnel access to material amounts of funds.
3. Subject facilities and equipment to improper wear and tear or insufficient maintenance.
4. Unnecessarily expose the organization, its board, or staff to claims of liability.
5. Make any purchase: (a) wherein normally prudent protection has not been given against conflict
of interest; (b) of more than $3,000 without having obtained comparative process and quality; (c)
of more than $10,000 without a stringent method of assuring the balance of long -term quality and
cost. Orders shall not be split to avoid these criteria.
6. Fail to protect intellectual property, information, and files from loss or significant damage.
7. Receive, process, or disburse funds under controls that are insufficient to meet the City Council -
appointed auditor's standards.
8. Compromise the independence of the City Council's audit or other external monitoring or advice,
such as by engaging parties already chosen by the board as consultants or advisors.
9. Invest or hold operating capital in insecure instruments or inconsistent with adopted financial
policies.
10. Endanger the organization's public image, credibility, or its ability to accomplish Ends.
POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: COMPENSATION AND BENEFITS
With respect to employment, compensation, and benefits to employees, consultants, and contract workers,
the City Manager shall not cause or allow jeopardy to financial integrity or to public image.
The city manager will not
1. Change the city manager's own compensation and benefits, except as those benefits are consistent
with a package for all other employees.
2. Promise or imply permanent or guaranteed employment.
3. Establish current compensation and benefits that deviate materially from the geographic or
professional market for the skills employed.
4. Create obligations over a longer term than revenues can be safely projected, in no event longer
than one year and in all events subject to losses in revenue.
POLICY TYPE: EXECUTIVE LIMITATIONS
POLICY TITLE: COMMUNICATION AND SUPPORT TO THE CITY COUNCIL
The city manager shall not cause or allow the city council to be uniformed or unsupported in its work.
The city manager will not
1. Neglect to submit monitoring data required by the City Council in Council -Staff Delegation
policy "Monitoring City Manager Performance" in a timely, accurate, and understandable
fashion, directly addressing provisions of Council policies being monitored, and including City
Manager interpretations consistent with Council -Staff Delegation policy "Delegations to the City
Manager," as well as relevant data.
2. Allow the city council to be unaware of any actual or anticipated noncompliance with any Ends
or Executive Limitations policy of the council regardless of the council's monitoring schedule.
3. Allow the council to be without decision information required periodically by the council or let
the council be unaware of relevant trends.
4. Let the council be unaware of any significant incidental information it requires including
anticipated media coverage, threatened or pending lawsuits, and material internal and external
changes.
5. Allow the council to be unaware that, in the City Manager's opinion, the council is not in
compliance with its own policies on Governance Process and Council -Staff Delegation,
particularly in the case of council behavior that is detrimental to the work relationship between
the council and the city manager.
6. Present information in unnecessarily complex or lengthy form or in a form that fails to
differentiate among information of three types: monitoring, decision preparation, and other.
7. Allow the council to be without a workable mechanism for official board, officer, or committee
communications.
8. Deal with the council in a way that favors or privileges certain board members over others, except
when (a) fulfilling individual requests for information or (b) responding to officers or committees
duly charged by the board.
9. Fail to submit to the council a consent agenda containing items delegated to the City Manager yet
required by law, regulation, or contract to be board - approved, along with applicable monitoring
information.
POLICY TYPE: GOVERNANCE PROCESS
POLICY TITLE: GLOBAL GOVERNANCE PROCESS
The purpose of the City Council, on behalf of the residents of Kennedale, is to see to it that the City of
Kennedale (a) achieves appropriate results for appropriate persons at an appropriate cost (as specified
in council Ends policies), and (b) avoids unacceptable actions and situations as prohibited in Council
Executive Limitations policies.
POLICY TYPE: GOVERNANCE PROCESS
POLICY TITLE: GOVERNING STYLE
The Council will govern lawfully, observing the principles of the Policy Governance model, with an
emphasis on (a) outward vision rather than an internal preoccupation, (b) encouragement of diversity in
viewpoints, (c) strategic leadership more than administrative detail, (d) clear distinction of council and
city manager roles, (e) collective rather than individual decisions, g) future rather than past or present,
and (g) proactivity rather than reactivity.
Accordingly,
1. The council will cultivate a sense of group responsibility. The council, not the staff, will be
responsible for excellence in governing. The council will be the initiator of policy, not merely a
reactor to staff initiatives. The council will not use the expertise of individual members to
substitute for the judgment of the board, although the expertise of individual members may be
used to enhance the understanding of the board as a body.
2. The council will direct, control, and inspire the organization through the careful establishment of
broadly written policies reflecting the council's values and perspective. The council's major
policy focus will be on intended long -term impacts and not on the administrative or programmatic
means of attaining those effects.
3. The council will enforce upon itself whatever discipline is needed to govern with excellence.
Discipline will apply to matters such as attendance, preparation for meetings, policy- making
principles, respect of roles, and ensuring the continuance of governance capability. Although the
council can change its governance process policies at any time, it will scrupulously observe those
currently in force.
4. Continual council development will include a governance process orientation for new council
members and periodic board discussion of process improvement.
5. The council will allow no individual to hinder or be an excuse for not fulfilling group obligations.
6. The council will monitor and discuss its process and performance at each meeting. Self -
monitoring will include comparison of council activity and discipline to policies in the
Governance Process and Council -Staff Delegation categories.
POLICY TYPE: GOVERNANCE PROCESS
POLICY TITLE: COUNCIL JOB DESCRIPTION
Specific job outputs of the council, as an informed agent of Kennedale residents, are those that ensure
appropriate organizational performance.
Accordingly, the council will provide
1. Authoritative linkage between the resident and the operational organization.
2. Written governing policies that realistically address the broadest levels of organizational
decisions and situations.
a. Ends: Organizational impacts, benefits, outcomes, recipients, beneficiaries, impacted
groups, and their relative worth in cost or priority.
b. Executive Limitations: Constraints on executive authority that establish the prudence and
ethical boundaries within which all executive activity and decisions must take place.
c. Governance Process: Specification of how the council conceives, carries out, and monitors
its own tasks.
d. Board - Management Delegation: How power is delegated and its proper use monitored; the
City Manager's role, authority, and accountability.
3. Assurance of successful organizational performance on Ends and Executive Limitations.
POLICY TYPE: GOVERNANCE PROCESS
POLICY TITLE: AGENDA PLANNING
To accomplish its duties with a governance style consistent with council policies, the council will follow
an annual agenda that (a) completes an annual re- exploration of Ends policies, and (b) continually
improves council performance through education and enriched input and deliberation.
1. The cycle will conclude each year on the last day of September so that administrative planning
and budgeting can be based on accomplishing a one -year segment of the council's most recent
statement of long -term Ends.
2. The cycle will start with the council's development of its agenda for the next year.
a.
b.
c.
Consultations with selected groups in the ownership, or other methods of gaining ownership
input, will be determined and arranged in the first quarter, to be held during the balance of the
year.
Governance education and education related to Ends
futurists, demographers, advocacy groups, staff, and so
quarter, to be held during the balance of the year.
A council member may recommend or request an item for council discussion by submitting
the item to the mayor no later than five days before the council meeting.
determination (presentations by
on) will be arranged in the first
3. Throughout the year, the council will attend to consent agenda items as expeditiously as possible.
4. The monitoring of the city manager will be on the agenda if reports have been received since the
previous meeting, if plans must be made for direct inspection monitoring, or if arrangements for
third -party monitoring must be prepared.
5. City Manager review and remuneration will be decided during the month of April after a review
of monitoring reports received in the last year.
POLICY TYPE: GOVERNANCE PROCESS
POLICY TITLE: CHIEF GOVERNANCE OFFICER'S ROLE
The mayor assures the integrity of the council 's process and represents the city to outside parties.
1. That mayor's duty is to ensure that the council behaves consistently with its own rules and those
legitimately imposed upon it from outside the organization.
a. Meeting discussion content will be only those issues which, according to board policy, clearly
belong to the council to decide or to monitor.
b. Information that is for neither monitoring performance nor council decisions will be avoided
or minimized and always noted as such.
c. Deliberation will be fair, open, and thorough, but also timely, orderly, and kept to the point.
2. The authority of the mayor consists of making decisions that fall within topics covered by
policies on Governance Process and Council -Staff Delegation. The mayor is authorized to use
any reasonable interpretation of the provisions in these policies.
a. The mayor has no authority to make decisions about policies created by the council within
Ends and Executive Limitations policy areas. Therefore, the mayor has no authority to
supervise or direct the city manager.
b. The mayor represents the city to outside parties in announcing council- stated positions and in
stating mayoral decisions and interpretations within the area delegated to that role.
POLICY TYPE: GOVERNANCE PROCESS
POLICY TITLE: BOARD MEMBERS' CODE OF CONDUCT
The council commits itself and its members to ethical, business like, and lawful conduct, including proper
use of authority and appropriate decorum when acting as council members.
1. Members must have loyalty to the ownership, unconflicted by loyalties to staff, other
organizations, and any personal interest as a customer.
2. Members must avoid conflict of interest with respect to their fiduciary responsibility.
a. There will be no self - dealing or business by a member with the organization.
b. When the Council is required to decide upon an issue about which a member has an
unavoidable conflict of interest, that member shall withdraw, without comment, not only
from the vote but also from the deliberation.
3. Council members may not attempt to exercise individual authority over the organization.
a. Members' interaction with the city manager or with staff must recognize the lack of
authority vested in individuals except when explicitly council authorized.
b. Members' interaction with the public, media, or other entities must recognize the same
limitation and the inability of any council member to speak for the council except to repeat
explicitly stated council decisions.
c. Except for participation in council deliberation about whether the mayor has achieved any
reasonable interpretation of council policy, members will not express individual judgments
of performance of employees or the city manager.
4. Members will respect confidentiality as appropriate to issues of a sensitive nature.
5. Members will be properly prepared for council deliberation.
6. Members will support the legitimacy and authority of the final determination of the council on
any matter, irrespective of the member's personal position on the issue.
POLICY TYPE: GOVERNANCE PROCESS
POLICY TITLE: COST OF GOVERNANCE
Because poor governance costs more than learning to govern well, the council will invest in its
governance capacity.
1. Council skills, methods, and supports will be sufficient to ensure governing with excellence.
a. Training and retraining will be used liberally to orient new members and candidates as well
as to maintain and increase existing members' skills and understanding.
b. Outside monitoring assistance will be arranged so that the council can exercise confident
control over organizational performance. This includes, but is not limited to, financial audit.
c. Outreach mechanisms will be used as needed to ensure the council's ability to listen to
owner viewpoints and values.
POLICY TYPE: BOARD - MANAGEMENT DELEGATION
POLICY TITLE: GLOBAL BOARD - MANAGEMENT DELEGATION
The council's sole official connection to the operational organization, its achievements, and conduct will
be through the city manager.
POLICY TYPE: BOARD - MANAGEMENT DELEGATION
POLICY TITLE: UNITY OF CONTROL
Only officially passed motions of the council are binding on the city manager.
1. Decisions or instructions of individual council members are not binding on the city manager,
except in rare instances when the council has specifically authorized such exercise of authority.
2. In the case of council members requesting information or assistance without council
authorization, the city manager can refuse such requests that require, in the city managers
opinion, a material amount of staff time or funds, or are disruptive.
POLICY TYPE: BOARD- MANAGEMENT DELEGATION
POLICY TITLE: ACCOUNTABILITY OF THE CITY MANAGER
The city manager is the board's only link to operational achievement and conduct, so that all authority
and accountability regarding organizational operation is the responsibility of the city manager.
1. The board will never give instructions to persons who report directly or indirectly to the city
manager.
2. The board will not evaluate, either formally or informally, any staff other than the city manager.
3. The board will view city manager performance as identical to organizational performance, so that
organizational accomplishment of board - stated Ends and avoidance of board - prescribed means
will be viewed as successful city manager performance.
POLICY TYPE: BOARD - MANAGEMENT DELEGATION
POLICY TITLE: DELEGATION TO THE CITY MANAGER
The council will instruct the city manager through written policies that prescribe the organizational Ends
to be achieved, and proscribe organizational situations and actions to be avoided, allowing the city
manager to use any reasonable interpretation of these policies.
1. The council will develop policies instructing the city manager to achieve specified results, for
specified recipients, at a specified cost. These policies will be developed systematically from the
broadest, most general level to more defined levels, and will be called Ends policies. All issues
that are not ends issues as defined here are means issues.
2. The council will develop policies that limit the latitude the city manager may exercise in choosing
the organizational means. These limiting policies will describe those practices, activities,
decisions, and circumstances that would be unacceptable to the board even if they were to be
effective. Policies will be developed systematically from the broadest, most general level to more
defined levels, and they will be called Executive Limitations policies. The council will never
prescribe organizational means delegated to the mayor.
3. Below the global level, a single limitation at any given level does not limit the scope of any
foregoing level.
4. Below the global level, the aggregate of limitations on any given level may embrace the scope of
the foregoing level, but only if justified by the city manager to the council's satisfaction.
5. As long as the city manager uses any reasonable interpretation of the council's Ends and
Executive Limitations policies, the city manager is authorized to establish all further policies,
make all decisions, take all actions, establish all practices, and develop all activities. Such
decisions of the city manager shall have full force and authority as if decided by the council.
6. The council may change its Ends and Executive Limitations policies, thereby shifting the
boundary between council and city manager domains. By doing so, the council changes the
latitude of choice given to the city manager. But as long as any particular delegation is in place,
the board will respect and support the city manager's choices.
POLICY TYPE: BOARD - MANAGEMENT DELEGATION
POLICY TITLE: MONITORING CITY MANAGER PERFORMANCE
Systematic and rigorous monitoring of city manager job performance will be solely against the expected
city manager job outputs: organizational accomplishment of council policies on Ends and organizational
operation within the boundaries established in board policies on Executive Limitations.
1. Monitoring is simply to determine the degree to which council policies are being met.
Information that does not accomplish this task will not be considered to be monitoring
information.
2. The council will acquire monitoring information by one or more of three methods:
a. By internal report, in which the City Manager discloses interpretations and compliance
information to the council.
b. By external report, in which an external, disinterested third party selected by the council
assess compliance with council policies.
c. By direct council inspection, in which a designated member or members of the council
assess compliance with the appropriate policy criteria.
3. In every case, the council will judge (a) the reasonableness of the city manager's interpretation
and (b) whether data demonstrate accomplishment of the interpretation.
4. The standard for compliance shall be any reasonable city manager interpretation of the council
policy being monitored. The council is final arbiter of reasonableness, but will always judge with
a "reasonable person" test rather than with interpretations favored by council members or by the
council as a whole.
5. All policies that instruct the city manager will be monitored at a frequency and by a method
chosen by the council. The council can monitor any policy at any time by any method, but will
ordinarily depend on a routine schedule.
Policy
Method
Frequency
Month
Global Executive
Constraint
Internal
Annually
April
Emergency City Manager
Succession
Internal
Annually
April
Treatment of Customers
Internal
Bi- annually
May
Treatment of Staff
Internal
Annually
May
Ends
Internal
Annually
June
Communication and
Support
Direct
Inspection
Annually
June
Financial Planning/
Budgeting
Internal
Quarterly
June - August
Compensation and
Benefits
Internal
External
Annually
Bi- annually
June - August
Asset Protection
Internal
Annually
August
Financial Condition and
Activities
Internal
External
Annually
Annually
August
February