1. examine, develop and provide cost-effective quality services and programs for low incidence populations.

Transcription

1 COLLABORATIVE FOR EDUCATIONAL SERVICES (formerly known as HAMPSHIRE EDUCATIONAL COLLABORATIVE) ARTICLES OF AGREEMENT Articles of Agreement approved by the Board of Governors on October 14, 2009 ARTICLE I. Authority: Pursuant to M.G.L. c. 40, sect. 4E, this agreement is entered into by and among certain school committees as follows: the founding school committees of Amherst, Amherst/Pelham Regional, Belchertown, Chesterfield-Goshen, Easthampton, Hadley, Hampshire Regional, Hatfield, Northampton, Pelham, South Hadley, Southampton, Ware, and Williamsburg, known as the founding members, as well as the following school committees: Conway, Deerfield, Erving Elementary, Franklin County Technical School, Frontier Regional, Gill-Montague Regional, Granby, Greenfield, Hawlemont Regional, Leverett, Mohawk Trail Regional, Orange, Pioneer Valley Regional, R.C. Mahar Regional, Rowe, Shutesbury, Smith Vocational and Agricultural High School, Sunderland, and Whately, referred hereinafter as member school committees. II. Name: The name of the organization formed by this agreement will be the Collaborative for Educational Services (CES), formerly known as the Hampshire Educational Collaborative. 1. The name Collaborative for Educational Services was adopted following the admission into the collaborative of the majority of school districts in Franklin County. Documents, such as mortgages, leases, contracts with various state agencies, grants from state and federal agencies and similar legal documents generated at the time that the Collaborative was known as Hampshire Educational Collaborative may continue to use the name of Hampshire Educational Collaborative and need not be amended to reflect the change in name, but will continue to be binding on, and enforceable against, the Collaborative. Supplements, amendments and/or changes to such documents need not reflect the change in the name of the Collaborative, but will continue to be binding on, and enforceable against, the Collaborative. III. Purpose: CES Mission is to develop and foster educational excellence and opportunity for all learners through collaboration and leadership. The organization enhances learning, builds capacity and supports member districts and others by providing exemplary programs, sharing effective practices, and identifying and developing resources. In carrying out this mission, CES shall 1. examine, develop and provide cost-effective quality services and programs for low incidence populations. 2. examine, develop and provide staff development and other training opportunities for teaching staff, support personnel, administrators, parents and community. 3. explore, develop and provide other programs and services that will from time to time meet the assessed needs of member districts. 4. take an active role in building and maintaining legislative and Department of Elementary and Secondary Education (DESE) support of collaboratives. IV. Membership: Founding members as of June, 2009 are: Amherst, Pelham, Amherst-Pelham Regional, Belchertown, Easthampton, Hadley, Hampshire Regional, Chesterfield-Goshen Regional, Southampton, Williamsburg, Hatfield, Northampton, South Hadley and Ware. 1

2 Membership shall be available to school districts in Massachusetts. Application for new membership shall be in the form of a resolution of the applying school committee adopting the "Agreement of Association forming the Collaborative for Educational Services", submitted to the Board of Governors. School committees applying for membership subsequent to June 30, 1987, shall be designated as nonfounding members. Such a school committee shall submit a resolution specifying its agreement to pay to the Collaborative for Educational Services such annual assessments and charges as may be determined by the CES Board of Governors at a legally constituted meeting. If approved by the Board of Governors at any regularly scheduled meeting, full membership privileges according to the terms of this agreement, shall accrue to all non-founding members except participation in the distribution of assets, in the event of the dissolution of the Collaborative, or in participation in any vote related to the distribution of assets." Membership of any such new (non-founding) member shall begin at the start of the fiscal year. The Commissioner of Elementary and Secondary Education will be notified thirty days prior to the effective date of the admission of a new member. V. When Effective: This agreement will become effective when adopted by the affirmative vote of twothirds of the founding participating school committees, as described in Article IV, and according to procedures prescribed in Article IV and Article XIII. VI. Governance: Governance of the Collaborative is vested in a Board of Governors composed of one representative appointed by each member school committee. The Board of Governors shall appoint an Executive Director who will be the chief administrative officer of the Collaborative. Section 1. Selection. The Board of Governors shall consist of one representative from each member school committee. The term of office of the Governors shall be one year from the date of appointment. Governors shall be appointed by each member school committee, and a written notice of this appointment shall be submitted to the office of the Collaborative immediately following the vote by the member school committee. Section 2. Vacancies. Notice of vacancy on the Board of Governors shall be sent to the appropriate school committee by the Governors. It shall be the responsibility of the member school committee to fill the vacancy. Section 3. Enlargement of Board. The membership on the Board of Governors shall be identical at all times with the number of member school districts. Section 4. Tenure. Governors shall hold office until the next annual meeting of membership and thereafter until their successors are chosen and qualified. Any Governor may resign by delivering his written resignation to the Collaborative at its principal office. Section 5. Removal. A governor may be removed from office for cause by recommendation voted by a two-thirds vote of the Board of Governors, and ratification of the recommendation by a vote of recall of the appointing school district. VII. Voting. Each member of the Board of Governors shall have one vote. A majority of the membership must be present in order for a vote to be taken. A majority of the members present and voting at an official Board meeting shall determine any question, except for changes in the provisions of this Agreement, which will require a two-thirds vote of those present and voting, as provided in Section XIII of this Agreement. Notwithstanding the above, any vote pertaining to the distribution of assets will be the sole prerogative of "founding members." No non- 2

3 founding member will participate in such a vote, and any question on the distribution of assets will be determined by a two-thirds vote of the "founding members." VIII. Officers. Section 1. Enumeration. The officers of the Collaborative shall be a Chairperson, Vice-Chairperson, Treasurer, and, if desired, Secretary. Section 2. Qualifications. The Chairperson and Vice-Chairperson shall be members of the Board of Governors. The Secretary does not have to be a member of the Board of Governors. Section 3. Election and Term of Office. All officers shall be elected annually by the Governors at their first meeting in the fiscal year. Officers may succeed themselves. Section 4. Tenure. Officers shall hold office until the Board of Governors first meeting of the following fiscal year. Any officer may resign by delivering his written resignation to the Collaborative at its principal office or to the Chairperson or Secretary, and such resignation shall be effective upon receipt unless it is specified to be effective at some other time other event. Section 5. Removal. The Board of Governors may remove any officer with or without cause by a vote of a two-thirds majority of the entire number of Governors then in office, provided that an officer may be removed for cause only after reasonable notice and opportunity to be heard by the Board of Governors prior to action thereon. Section 6. Chairperson. The Chairperson shall be from a founding member of the Hampshire Educational Collaborative. The Chairperson when present shall preside at all meetings of the members and of the Board of Governors. It shall be his/her duty and he/she shall have the power to see that all orders and resolutions of the Board of Governors are carried into effect. The Chairperson, as soon as reasonably possible after the close of each fiscal year, shall submit to the Governors a report of the operations of the Collaborative for such year and a statement of its affairs and shall from time to time report to the Board of Governors all matters within his/her knowledge which the interests of the Collaborative may require to be brought to its notice. He/she shall certify payment of debts of the Collaborative. The Chairperson shall perform such duties and have such powers additional to the foregoing as the Board of Governors shall designate. Section 7. Vice-Chairperson. In the absence or disability of the Chairperson, his/her powers and duties shall be performed by the Vice-Chairperson. The Vice-Chairperson shall have other powers and perform such other duties as the Governors shall from time to time designate. Section 8. Treasurer. The Treasurer shall be elected by the Board of Governors and shall serve for one year at the pleasure of the Board. The Treasurer shall be compensated by the Board at a rate approved by the Board and shall be bonded in the amount recommended by the Commissioner of Revenue. No member of the Board of Governors shall be eligible to serve as Treasurer of the Collaborative. The Treasurer shall keep full and accurate accounts of receipts and disbursements in books belonging to the Collaborative and shall deposit all monies and other valuable effects in the name and to the credit of the Collaborative in such depositaries as shall be designated by this Agreement of Association. He or she shall disburse the funds of the Collaborative as shall be ordered by the Chairperson or Vice-Chairperson in accordance with the 3

4 requirements of the General Laws of the Commonwealth, taking proper vouchers for such disbursements. The Treasurer shall promptly render to the Chairperson and to the Board of Governors such statements of his/her accounts as the Chairperson and the Board of Governors respectively may from time to time require. The Treasurer shall perform such duties and have such powers additional to the foregoing as the Board of Governors may designate. The Treasurer shall be authorized, subject to the direction of the Board of Governors, to receive and disburse all monies of the trust fund without further appropriation. IX. Finances, Fiscal Year: 1. The fiscal year of the Collaborative shall be the year ending with the last day of June in each year. 2. The Board of Governors shall establish and manage a trust fund to be known as CES Fund, and each such additional fund shall be designated by an appropriate name. All monies contributed by the member municipalities, and all grants or gifts from the federal government, state government, charitable foundations, private corporations, or any other source, will be paid to Collaborative for Educational Services Board of Governors and deposited in the aforesaid fund. 3. Administrative costs of the Collaborative shall be apportioned pro rata among member school districts on the basis of student enrollment as of October 1 of the preceding fiscal year. Notwithstanding this policy, the Board of Governors may, at its discretion and at a legally constituted meeting, establish a maximum allocation. 4. The cost of programs run by the Collaborative shall be assessed based upon the number of participants. X. Meetings. Section 1. Regular Meetings. Regular meetings of the Board of Governors may be held at such times and places as shall from time to time be fixed by resolution of the Board, and notice shall be given of regular meetings held at times and places so fixed. Section 2. Special Meetings: Special meetings of the Board of Governors may be called by the Chairman or by the Vice-Chairman or by any two Governors, and shall be held at the place designated in the call thereof and notice shall be given. XI. XII. Withdrawal from the Collaborative. A member school committee may withdraw from this agreement at the end of any fiscal year by written notice of termination given by the withdrawing school committee to the Collaborative Board of Governors, at least six months before the end of such fiscal year. In that event, the Commissioner of Education will be notified thirty days in advance of the effective date of the withdrawal of a member committee. So long as the Collaborative exists, a school committee terminating membership shall be entitled to none of the assets of the Collaborative; rather, all assets shall remain in the Collaborative. If a founding member withdraws and then returns, that member school district will no longer be considered a founding member. Dissolution of the Collaborative: 1. The Collaborative shall be in existence so long as it has a minimum of two founding member school committees of which no more than one school committee may be from each regionalized school system. The Collaborative shall be deemed to be dissolved when founding school committee 4

5 membership becomes fewer than two. At the time of such dissolution, all remaining school committees will be notified in writing five months prior to the close of the fiscal year that the Collaborative will cease to function by June 30 or such other date as the Collaborative Board may determine to be the effective target date. 2. Notwithstanding the above, a vote of dissolution may be taken by the school committees of the Collaborative. Such a vote becomes valid if all school committees of the Collaborative except two approve dissolution. If two or more founding school committees, with no more than one from each regionalized school system, favor continuance, the vote to dissolve does not pass. In the event of dissolution, the Department of Elementary and Secondary Education will be notified through its regional office not less than thirty days prior to the effective date of termination. Upon such notification, the Department representative and the Collaborative Director/Board of Governors will: (1) determine the appropriate disposition of federal funds, equipment and supplies; (2) determine a method of maintaining fiscal records upon termination of the Collaborative; (3) determine a method of maintaining programmatic records upon termination of the Collaborative; (4) determine the appropriate method of disposition of all assets, including unencumbered funds, proportionately according to the administrative allocation of each remaining founding school system in the year of dissolution, in relation to the total administrative allocation. XIII. Amendment of Agreement: This agreement may be amended at any time by the affirmative vote of two-thirds of the founding member school committees. Such amendments, as so voted, shall be mailed to each member school committee no later than ninety (90) days preceding the end of the fiscal year, and shall become effective on the first day of the fiscal year next following notification. Notwithstanding the preceding amendment procedure, this Agreement may be amended at any time by the affirmative vote of all founding member school committees, such amendment to become effective immediately upon such unanimous approval. No amendment to this agreement will be valid until approved by the Commissioner of Elementary and Secondary Education in accordance with Chapter 40, Section 4E of the Massachusetts General Laws as most recently amended. Articles of Agreement approved by the Board of Governors on October 14,