Bylaws

Preamble

In Colorado, water is among the state’s most important issues. The ability to successfully address the challenges and opportunities related to water requires a basin-driven, collaborative approach. To facilitate continued discussions within and between basins on water management issues, and to encourage locally driven collaborative solutions to water supply challenges, the Colorado Water for the 21st Century Act created nine permanent basin roundtables. These roundtables include the following: (1) South Platte Basin; (2) Arkansas Basin; (3) Rio Grande Basin; (4) Gunnison Basin; (5) Colorado Basin; (6) Yampa-White area; (7) Dolores, San Miguel, and San Juan Basins; (8) Metro area; and (9) North Platte area.

Article I

Name and Purpose/Mission

Section 1. Name. The name of the organization shall be the Colorado Basin Roundtable, (the “Roundtable”), with its principal office located at: Colorado River Water Conservation District, P.O. Box 1120, Glenwood Springs, Colorado 81602.
Section 2. Purpose/Mission. The purpose/mission of this Roundtable is to develop long-term solutions to intra-basin water needs, and collaborate with other Roundtables to find solutions to inter-basin water issues.

Article II

Goals and Objectives

• Provide a basin-wide framework for coordination, cooperation and citizen involvement in promoting and improving the appropriate use of the state’s waters
• Participate in statewide water issues. Facilitate the Colorado Basin Roundtable area’s participation in statewide water issues by selecting two individuals to represent the Roundtable on the Interbasin Compact Committee
• Develop a basin-wide water needs assessment to evaluate the consumptive and non-consumptive water needs of the Colorado Basin Roundtable area
• Propose methods or projects, both structural and non-structural, for meeting any future needs as well as utilizing any unappropriated waters
• Plan for the protection, conservation, and use of water in the Colorado Basin Roundtable area
• Protect and conserve the natural environment
• Review existing and proposed projects for purposes of meeting future needs
• Conduct other business as authorized by the Basin Roundtable

Article III

Definitions

3.1 By-laws – The by-laws governing the Colorado Basin Roundtable.
3.2 Chairperson – The presiding officer of the Colorado Basin Roundtable.
3.3 The Colorado Water for the 21st Century Act – An Act passed during the 2005 Legislative Session “Concerning the Negotiation of Interbasin Compacts Regarding the Equitable Division of the State’s Waters.” The Colorado Water for the 21st Century Act is also known as House Bill 05-1177.
3.4 Consensus – Consensus is understood to mean: all Roundtable Members believe their views on a particular issue have been satisfactorily heard and agree not to block the group’s decision on the issue.
3.5 Interbasin Compact Committee (IBCC) – A twenty-seven-member (27) committee, created pursuant to the Colorado Water for the 21st Century Act, for the purpose of facilitating the process of interbasin compact negotiations.
3.6 Local Public Body – Any board, committee, commission, authority, or other advisory, policy-making, rule-making, or formally constituted body of any political subdivision of the state and any public or private entity to which a political subdivision, or an official thereof, has delegated a governmental decision-making function but does not include persons on the administrative staff of the local public body.
3.7 Roundtable Members – Individuals who have been appointed or selected to serve on the Colorado Basin Roundtable through the process specified in the Colorado Water for the 21st Century Act.
3.8 Roundtable Leadership – Chairperson, two Vice Chairpersons, Recorder.
3.9 Other Appropriate Sources – Other appropriate sources include: Information from the State-Wide Water Supply Initiative; A Balanced Water Solution For Colorado; and any other local and regional water supply/demand studies and studies addressing the environmental, economic and social impacts associated with changes in allocation and use of water resources.
3.10 Person – An individual, corporation, partnership, incorporated association, and the like and shall have no gender and the singular shall include the plural.
3.11 Recorder – The record keeper of the Colorado Basin Roundtable.
3.12 Representative – Individuals who have been appointed by the Colorado Basin Roundtable to represent the Roundtable area on the IBCC.
3.13 Roundtable – The Colorado Basin Roundtable created through the process specified in The Colorado Water for the 21st Century Act.
3.14 Stakeholder – Any person or entity in the Colorado Basin Roundtable area that is interested in or impacted by the decisions of the Colorado Basin Roundtable.
3.15 Vice-Chairperson – The officer next in rank to the Chairman of the Colorado Basin Roundtable.
3.16 Water Division – Water division has the same meaning as set forth in Section 37-92-201, C.R.S.
3.17 Water Management District – Means those districts established by the Division of Water Resources and depicted on maps published by the Division.

Article IV

Roundtable Membership

Section 1. Roundtable Members. Are those described in “The Colorado Water for the 21st Century Act.”
Section 2. Term of Office. Members shall serve a term of five (5) years; except that initial terms shall be staggered pursuant to the Roundtable’s By-laws. Vacancies shall be filled pursuant to the same criteria as the original appointment.
Section 3. Initial Terms Staggered. The initial terms of Roundtable Members are as follows:
A. All Water Conservancy District and Conservation District members shall serve terms that will expire on September 2, 2007; and,
B. All at large representatives shall serve terms that will expire on September 1, 2008; and,
C. All other members’ terms shall expire on September 1, 2009.
Section 4. Voting. For purposes of voting on Roundtable business, each in-basin Member in Section 1 shall have one vote.
Section 5. Annual Meeting. An Annual Meeting of the Members in Section 1 shall be held on the fourth Monday in September of each year at a date, time and place determined by the Roundtable Members. Each Member and the public shall be notified in advance as set forth in Article VII.
Section 6. Non-Represented Interests. Government agencies, individuals, local governments, and other organizations not directly represented by a Member of the Roundtable are encouraged to participate in the Roundtable’s meetings, however, non-represented interests will not act as voting Members of the Roundtable.
Section 7. Substitutes and Proxies. Roundtable members may send a substitute or proxy on their behalf to a Roundtable meeting. In order for a member to substitute, a written proxy must be submitted to the group prior to the meeting. The written proxy shall be submitted to the Chairman or recorder. Substitutes or proxies shall represent the same category and entity as the person for whom they are substituting. However if a Roundtable member fails to attend three consecutive regular meetings of the committee without the committee having entered upon its minutes an approval for additional absence or absences, except that such additional absence or absences shall be excused for temporary mental or physical disability or illness, the Roundtable member’s position shall be deemed vacant.

Article V

Roundtable Leadership

Section 1. General Powers. The Roundtable Leadership shall have the power to manage the business and affairs of the Roundtable in such manner as it sees fit. In addition to the powers and authorities expressly conferred upon it, the Roundtable Leadership may do all lawful acts which are not directed to be done by statute or by these By-laws.
Section 2. Number and Qualifications. The Roundtable shall have one chairperson, two vice chairpersons, and one recorder. The chairperson, vice chairpersons, and recorder shall be selected by consensus of Roundtable Members. The chairperson, vice chairpersons, and recorder shall serve a one-year term with no limit on the number of terms served. The total number of Roundtable Members shall be determined according to the statutory scheme in The Colorado Water for the 21st Century Act.
Section 3. Election and Term of Office. The chairperson, two vice-chairpersons, and recorder, to be elected by the Roundtable, shall be elected annually by the Roundtable at its annual meeting. Each person so elected shall hold office until the resignation of such person or a successor shall be duly elected and qualified, until the death of such person, or until removal of such person in the manner herein provided.
Section 4. Removal. Any person elected or ap¬pointed by the Roundtable may be removed by the Roundtable whenever, in its judgment, the best interests of the Roundtable would be served thereby, but such removal shall be without prejudice to the contract rights, if any, of the person so removed.
Section 5. Vacancies. A vacancy in any elected position because of death, resignation, removal, disqualification or otherwise may be filled by the Roundtable for the unexpired portion of the term.
Section 6. The Chairperson of the Roundtable. The Roundtable shall select a Chairperson. The Chairperson shall preside at all meetings of the Roundtable. The Chairperson shall also see that all notices are duly given in accordance with the law and the provisions of the By-laws.
Section 7. The Vice Chairpersons of the Roundtable. The Roundtable shall select two Vice Chairpersons. In the absence of the Chairperson or in the event of the death or inability or refusal to act of the Chairperson, one of the two Vice Chairpersons shall perform the duties of the Chairperson and when so acting shall have all the powers of and be subject to all the restrictions upon the Chairperson. In the event of the resignation of the Roundtable Chairperson, one of the two Vice Chairpersons shall be selected as the new Chairperson.
Section 8. The Recorder of the Roundtable. The Roundtable shall elect a Recorder. The Recorder shall be custodian of the Roundtable’s records, and shall keep a list of the address of each Member. The Recorder shall also perform, or cause to be performed: (1) the responsibility for all record keeping of the Roundtable; (2) official recording of formal decisions of all Roundtable proceedings; and (3) any other duties as may be assigned by the Roundtable.
Section 9. Salaries. Neither the chairperson nor the vice chairpersons nor the recorder shall receive a salary for their work on behalf of the Roundtable.

Article VI

Decision-Making

Section 1. Decision-Making. A concerted effort shall be made by the Roundtable to reach decisions by consensus. However, other methods may evolve such as voting with a majority ruling. In the absence of a consensus or being otherwise provided for in the By-Laws, all issues may be decided by a majority vote of the voting membership.

Article VII

Meetings and Governance

Section 1. Annual Meeting. An annual meeting of the Roundtable will be held the fourth Monday in September of each year to include at a minimum selection of chairpersons, annual reports, other business pertinent to the Roundtable, and for purposes of the Colorado Open Meeting Law, decide which place or places will be deemed the public location(s) for the posting of notice of Roundtable meeting times and/or locations.
Section 2. Regular Meetings. A regular meeting of the Roundtable shall be held once a quarter. The Roundtable may provide, by resolution, the time and place, which must be within the Colorado River Basin, for the holding of additional regular meetings. The notice of the meeting must be posted and distributed in such a manner so as to comply with the Colorado Open Meetings Law. The Roundtable is encouraged to schedule its regular meetings on days and times that will allow for diverse geographic participation.
Section 3. Special Meetings. Special meetings of the Roundtable may be called by or at the request of the chairperson or, in their absence, the vice chairpersons. The person or persons authorized to call special meetings of the Roundtable may fix any place, which must be within the State of Colorado, as the place for holding any special meeting of the Roundtable called by them. The notice of the meeting must be posted and distributed in such a manner so as to comply with the Colorado Open Meetings Law.
Section 4. Open Meetings Law. The Roundtable shall be deemed to be a “local public body” for purposes of the Open Meetings Law, Part 4 of Article 6 of Title 24, C.R.S. By law, the Roundtable must give at least 24-hour notice of any meeting, which is posted in a public place or places, which are determined by the Roundtable. If available, a meeting agenda shall be published with the notice. The Roundtable Process is intended to be a public endeavor, with input from all who want to give it.
Section 5. Minutes. The Recorder shall keep accurate minutes of all Roundtable meetings. All minutes shall be subject to approval at the subsequent Roundtable meeting. These minutes shall be stored at the Roundtable’s principal office and made available to the public upon request.
Section 6. Quorum. A majority of the total membership of the Roundtable shall constitute a quorum for the transaction of business at any meeting of the Roundtable, but if a quorum shall not be present at any meeting or adjournment thereof, a majority of the Members present may adjourn the meeting without further notice.
Section 7. Action by Consent of All Members. Any action required to be taken, or which may be taken at a meeting of the Roundtable may be taken without a meeting, if a consent in writing, setting forth the action so taken, shall be signed by all of the Members entitled to vote with respect to the subject matter thereof. Such written consent or consents shall be filed with the minutes of the Roundtable. Such action by written consent of all entitled to vote shall have the same force and effect as a unanimous vote of such Members at a meeting of Members at which a quorum is present.
Section 8. Subcommittees, Sub-Roundtables, or Other Mechanisms. The Roundtable shall have the ability to establish subcommittees, sub-roundtables or other mechanisms to facilitate dialogue and resolution of issues and conflicts within the Roundtable area. These mechanisms may be permanent or temporary, and may be established to negotiate compacts, examine negotiated compacts, develop projects, represent geographically different areas within the Roundtable basin, or any other reason the Roundtable sees fit.
Section 9. Vacancies. Any vacancy occurring in the Roundtable shall be filled according to the statutory scheme designed by The Colorado Water for the 21st Century Act.
Section 10. Compensation. The Members shall receive no compensation for their service as a Member to the Roundtable. However, nothing will preclude a Member from receiving reimbursement from the Roundtable for actual expenses incurred and incident to the performance of their duties as authorized by the Roundtable.
Section 11 Presumption of Assent. A Member of the Roundtable who is present at a meeting of the Roundtable at which action on any matter is taken shall be presumed to have assented to the action taken unless the dissent of such Member shall be entered in the minutes of the meeting, filed in writing with the Chairperson of the meeting before the adjournment thereof or forwarded by registered mail to the Chairperson of the Roundtable immediately after the meeting. Such right to dissent shall not apply to a Member who voted in favor of such action.
Section 12. Resignation of Chairperson, Vice Chairpersons and Members. Any Chairperson, Vice Chairperson, or Member may resign at any time by submitting a resignation in writing. Such resignation takes effect from the time of its receipt by the Roundtable unless a date or time is fixed in the resignation, in which case it will take effect from that time. Acceptance of the resignation shall not be required to make it effective.
Section 13. Participation by Non-Members. Public participation in the Roundtable Process is encouraged by expressing views and opinions to Roundtable Members. Roundtable Members may take into account these views and opinions when deciding how the Roundtable business shall proceed. The Chairperson may adopt special rules of discussion on a case-by-case basis.
Section 14. Rules of Conduct.
A. Robert’s Rules of Order shall be the Parliamentary Authority of this Roundtable, subject to special rules, which have been or shall be adopted.
B. The Chairperson may cut off or limit debate on any issue or subject unless overruled by a majority of members present at the meeting until special rules are adopted by the Roundtable.

Article VIII

Roundtable Powers

Section 1. Inter-basin Compacts. Upon the approval of the Interstate Compact Charter by the General Assembly, the Roundtable shall have the power to negotiate inter-basin compacts with other Roundtables established under The Colorado Water for the 21st Century Act. The Roundtable shall agree to any compact that is negotiated in order for it to become valid and binding.
Section 2. Interbasin Compact Committee.
A. The Roundtable shall select two individuals to represent the Roundtable on the IBCC. The Representatives do not have to be members of the Roundtable, but at least one shall reside within the borders of the Roundtable and at least one of whom shall own adjudicated water rights, including owners of shares in a ditch or reservoir company or their agents. Representatives from the Roundtable to the IBCC may be removed from representation at the discretion of and by a majority vote of the Roundtable voting membership.
B. The Representatives shall represent the views and interests of the basin on the IBCC. The Representatives shall have the power to:
* Negotiate, approve, and amend IBCC by-laws;
* Negotiate, approve, and amend the IBCC Charter; and
* Participate in the development of the IBCC’s public education and outreach process.
Section 3. Basin-Wide Water Needs Assessment.
A. The Roundtable shall develop a basin-wide water needs assessment to fulfill the provisions of the Colorado Water for the 21st Century Act (37-75-004 2(c)). This assessment shall look at the consumptive and non-consumptive needs of the Roundtable areas, analyze available waters within the Roundtable area, and propose projects or methods (both structural and nonstructural) for meeting any identified needs and utilizing waters where appropriate.
B. The basin wide water needs assessment will use data and information from appropriate sources as the foundation for the assessment.
C. The basin wide water needs assessment shall be developed in cooperation with local governments, area water providers, and other stakeholders, recognizing applicable permitting requirements.
D. Any proposed projects or methods resulting from the basin-wide water needs assessment will be forwarded to the IBCC by the Representatives.
Section 4. Voting Members. The Roundtable may, at its sole option, establish procedure to confer membership and/or voting rights on individuals who are not members of the Roundtable in order to satisfy local needs.
Section 5. Public Education and Outreach. The Roundtable shall serve as a forum for public involvement on water matters in the Roundtable area. The Roundtable will serve as a forum for education and debate regarding: the goals, objectives, and operation of the Roundtable; the development of the basin-wide water needs assessment; and proposed projects or methods for meeting water supply needs.

Article IX

Contracts, Loans, Checks and Deposits

The Roundtable may authorize the chairperson or vice chairpersons, agent or agents, to enter into any contract on behalf of the Roundtable and such authority may be general or confined to specific instances.

Article X

Fiscal Year

The fiscal year of the Roundtable shall begin on the first day of July and end on the last day of June in each year, unless otherwise designated by the Roundtable.

Article XI

Waiver of Notice

Whenever any notice is required to be given to any Member of the Roundtable, under the provisions of these By-laws or under the provisions of the Articles or under the provisions of the applicable laws of the State of Colorado, a waiver thereof in writing, signed by the person or persons entitled to such notice, whether before, at or after the time stated therein, shall be deemed equivalent to the giving of such notice.

Article XII

Indemnification

The Roundtable shall have the power to indemnify any chairperson, vice chairperson, recorder, member, employee or agent of the Roundtable to the fullest extent permitted under Colorado law.

Article XIII

Amendments

The Roundtable’s By-laws shall be reviewed annually. These By-laws may be altered, amended, repealed or replaced by new by-laws by the Roundtable at any annual, regular or special meeting of the Roundtable. All Members shall have received written notice of any and all proposed changes to the By-laws at least two weeks prior to the date such changes are to be voted upon.

Article XIV

Uniformity of Interpretation and Severability

These By-laws shall be so interpreted and construed as to conform to the statutes of the State of Colorado, and where conflict between these By-laws and a statute has arisen or shall arise, the By-laws shall be considered to be modified to the extent, but only to the extent, conformity shall require. If any By-law provision or its application shall be deemed invalid by reason of the said nonconformity, the remainder of the By-laws shall remain operable in that the provisions set forth in the By-laws are severable.

Article XV

Ratification of By-Laws

These By-laws and any amendments shall become valid and binding fourteen days after ratification by a three-fourths majority vote of the Members.