PLANNING COUNCIL BYLAWS (CLEAN VERSION FOR BOS) 2023.07.05.PDF

Maricopa County — Formal (2023-03-01)

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Approved July 2023
BYLAWS
The Greater Phoenix Ryan White
HIV Services Planning Council
Maricopa County
Department of Public Health
Ryan White Part A Program
Approved July 2023

Planning Council Bylaws
1

Approved by StAR Committee: 05/23/2023
Approved by Maricopa County Attorney: 06/07/2023
Approved by Planning Council 06/27/2023
Amended and Approved by Maricopa Board of Supervisors: PENDING - C-95-19-014-M-00

TABLE OF CONTENTS
GLOSSARY OF TERMS ..................................................................................................................... 2
1)
AUTHORITY AND PURPOSE ................................................................................................... 10
2)
MEMBERSHIP ....................................................................................................................... 11
3)
MEETINGS ............................................................................................................................ 14
4)
CONFIDENTIALITY ................................................................................................................ 15
5)
ATTENDANCE ....................................................................................................................... 16
6)
CONFLICT OF INTEREST ....................................................................................................... 16
7)
GRANT ADMINISTRATION ..................................................................................................... 18
8)
REMOVAL AND RESIGNATION ............................................................................................... 19
9)
OFFICERS – DUTIES AND RESPONSIBILITIES ........................................................................ 21
10) EXECUTIVE COMMITTEE - DUTIES AND RESPONSIBILITIES ................................................... 23
11) THE BOARD DESIGNEE – DUTIES AND RESPONSIBILITIES ..................................................... 24
12) PLANNING COUNCIL SUPPORT STAFF - DUTIES AND RESPONSIBILITIES .............................. 25
13) COMMITTEES ....................................................................................................................... 26
14) COMPENSATION ................................................................................................................... 27
15) CONTRACTS ......................................................................................................................... 28
16) PUBLIC STATEMENTS ........................................................................................................... 28
17) GRIEVANCES AGAINST THE COUNCIL ................................................................................... 28
18) BYLAWS: EFFECTIVE DATE .................................................................................................... 31
19) AMENDING THE BYLAWS ...................................................................................................... 31

Planning Council Bylaws
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GLOSSARY OF TERMS

Acquired Immune Deficiency Syndrome (AIDS)
A disease of the immune system caused by infection with HIV.

Administrative Mechanism
The process used by the Recipient to select, pay for, and monitor the Service Providers. The
Administrative Mechanism includes addressing the timely obligation of funds after receipt of the
Notice of Award (NOA).

Agenda
An Agenda is required and must be posted for both public and non-public (Executive Session)
meetings. Public meeting Agendas shall list the specific matters to be discussed, considered, or
decided at the meeting. The Council may discuss, consider, or make decisions only on matters
listed on the Agenda and other matters related thereto. A.R.S. § 38-431.02(H). An Executive
Session Agenda shall include only a general description of the matters to be considered.

AIDS Drug Assistance Program (ADAP)
ADAP provides Food and Drug Administration-approved medications to low-income people
with HIV and who have limited or no coverage from private insurance, AHCCCS, or Medicare.
ADAP is authorized under Part B of the Ryan White HIV and AIDS Program (RWHAP) and, in
Arizona, is administered by the Arizona Department of Health Services.

AIDS Education and Training Center (AETC)
These regional centers provide education and training for primary care professionals and other
providers of AIDS-related services. The main AETC in Arizona is at the University of Arizona in
Tucson.

Alternate
An Alternate is an individual chosen by a Council Member, and approved by the Maricopa County
Board of Supervisors, who may attend a limited number of Council meetings and vote on the
Member’s behalf.

Arizona Department of Health Services (ADHS)
The Department charged with the administration of Arizona’s public health services. Within
ADHS, the Office of HIV & Hepatitis C Services (OHHS) administers the Ryan White Part B, ADAP,
Hepatitis, HIV Prevention, and HIV Surveillance programs.

Arizona Health Care Cost Containment System (AHCCCS)
The Medicaid waiver program funded by the federal government and the State of Arizona and
administered by the Arizona Department of Economic Security. AHCCCS pays the medical
expenses of people with limited income or resources.

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Bylaws
The Bylaws are the written rules and regulations that govern the internal affairs of the Council.
The Bylaws are drafted by the Standards and Rules (StAR) Committee and were approved by
the Council and the Maricopa County Board of Supervisors.

Center for Disease Control and Prevention (CDC)
The CDC is the Federal agency that administers disease-prevention programs, including HIV-
prevention.

Council Chairman/Council Chair
The Chair is the Council’s elected executive leader. The Chair runs the public and the Executive
Committee meetings pursuant to the posted meeting Agenda. Absent a conflict of interest, the
Chair may vote on presented matters. The Chair has no independent authority to approve or
reject Agenda items, make awards, or set the Council’s priorities.

Chief Elected Officer (CEO)
The Chief Elected Officer for the Phoenix Eligible Metropolitan Area (EMA) is the Chair of the
Maricopa County Board of Supervisors. The CEO is the official Recipient of the RWHAP funds
and is ultimately responsible for administering all aspects of RWHAP funding and ensuring that
all legal requirements are met.

Community-Based Organization (CBO)
Any Community-Based Organization that provides services to locally defined populations. Those
locally-defined populations may or may not include populations infected with or affected by HIV.

Comprehensive Plan
The Comprehensive Plan is a document developed every three years to define the Council’s goals
to improve the delivery of services to Clients, while reducing gaps in care and/or barriers in
accessing care. The Comprehensive Plan has been integrated into Arizona’s Statewide Integrated
Plan, as permitted by the federal government.

Conflict of Interest
Members may not participate in votes in which they have an actual or perceived conflict of
interest. An actual conflict of interest occurs when actions taken by the Council result in a
Member’s personal, organizational, or professional gain. Perceived conflicts of interest occur
when a reasonable person could believe that a Member's personal interests could improperly
influence the Member’s duties and responsibilities. A Council Member is deemed to have a
Conflict of Interest if that Member, and/or that Member’s relative is a director, trustee, member,
paid employee of, or has a financial interest in any entity seeking RWHAP funding for providing
services.

Client
A Client is a person with HIV who receives services funded by the Ryan White Part A Program in
Maricopa or Pinal Counties.

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Care Continuum
The full range of emergency and long-term service resources to address the various needs of
people with HIV.

Community Representatives/Positive Community Representatives
The Community Representatives and the Positive Community Representatives are elected
Members of the Council and are also Officers. In the case of Positive Community
Representatives, the Member has freely shared his/her HIV positive status.

Designee/Board Designee
The Designee is a member of the Maricopa County Board of Supervisors who acts as a liaison to
the Council.

Division of Metropolitan HIV Programs
The Division within HRSA’s HIV Bureau that administers Ryan White HIV AIDS Programs, Part A.

Eligible Metropolitan Area (EMA)/Transitional Grant Area (TGA)
These terms describe geographic areas impacted by HIV which are eligible to receive RWHAP
Part A funds. EMAs typically have large, established HIV epidemics. TGAs are areas
experiencing increasing or decreasing infection which may affect their eligibility for funding.
The local EMA includes Maricopa and Pinal County.

Epidemiological Data
Information and statistics provided by medical science regarding the incidence, distribution,
and control of diseases in a population.

Executive Committee
The Executive Committee includes the Council Chair, Council Vice Chair, most recent Past
Council Chair (who shall be a current Planning Council Member), up to two (2) individuals that are
elected as Positive Community Representatives, up to two (2) individuals that are elected as
Community Representatives, all committee Chairs, and the Board Designee.

Executive Session
An Executive Session is a meeting attended only by Members of the Executive Committee, and as
needed, Support Staff and/or Legal Counsel. An Executive Session provides a non-public forum
for the discussion of certain pre-determined and noticed Agenda items. Final votes or decisions
shall not be taken at an Executive Session. All public votes shall be taken by the Full Council in
open session.

Grantor
The Grantor is the Federal Health Resources Services Administration (HRSA). The Grantor
makes the annual RWHAP grant awards.

Health Resources Services Administration (HRSA)
A division of the United States Department of Health and Human Services (HHS). HRSA

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administers various primary care programs for the medically-underserved, including the
RWHAP.

Housing Opportunities for People with AIDS (HOPWA)
A program administered by the United States Department of Housing and Urban Development
(HUD) that provides funding to support housing for People with HIV (PWH) and their families.

Human Immunodeficiency Virus (HIV)
A retrovirus that destroys the immune system’s CD4 helper cells, the loss of which causes AIDS.

The Legislation
The Ryan White Comprehensive AIDS Resources Emergency (CARE) Act of 1990 is a federal law
established to help cities, states, and local organizations to provide services to persons living
with HIV. It has been amended and reauthorized four times: 1996, 2000, 2006, and 2009. The
Program is the Ryan White HIV/AIDS Program (RWHAP).

Maricopa County Board of Supervisors (Board)
The Board is the elected governing body for Maricopa County. The Board has a Designee from
among its Members who acts as a liaison to the Council. The Board must appoint all Council
Members and Alternates and has additional roles as described herein, subject to the limitations
in Article 3 Meetings, section 6.

Medicaid
Medicaid is a Federal health care program. Medicaid provides health care coverage to
millions of Americans, including eligible low-income adults, children, pregnant women, elderly
adults, and people with disabilities. Medicaid is administered by the states, according to
Federal requirements. Medicaid is jointly funded by the state and federal government.

Medicare
Medicare is the Federal health insurance program for people aged 65 or older, certain
younger people with disabilities, and people with permanent kidney failure requiring
dialysis or a transplant, sometimes called End-Stage Renal Disease (ESRD).

Member/Council Member
A Member is a person appointed to the Council by the Board of Supervisors. Each Member
resides in the EMA/TGA and will either reflect the relative community or occupy a specific role as
required by RWHAP. Members may also hold positions in the Executive Committee and as an
Officer.

Minutes
The official record of the actions and the votes taken at a public meeting. The minutes are taken
by the Support Staff and are subject to approval at the next public meeting of the Council.

Minority AIDS Initiative (MAI)
The Federal Minority AIDS Initiative provides additional financial resources to Grant Recipients

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to address the disproportionate impact of HIV on communities of color. MAI’s goals include
reducing the spread of HIV and improving health outcomes for people of color with HIV.

Needs Assessment
The Council’s process to collect information about the healthcare and supportive service needs of
local people with HIV.

Notice of Award (NOA)
The legal document issued to notify the Recipient that an award has been made and that grant
funds are available on request from the HHS payment system.

Notice of Meeting (Notice/Public Notice)
The Council’s activities are governed by the Arizona Open Meeting Law which require Public
Notice of its meeting. Notice must be made at least 24 hours in advance of the meeting in
accordance with A.R.S. § 38-431.02. The posting must include the time and location of the
meeting and the items to be discussed. The public body shall not propose, discuss, deliberate,
or take legal action at that meeting on any matter in the summary unless the matter is properly
noticed. § 431.02(K)(2).

Officer/Council Officer
A subset of the Council. The Council Officers includes the Council Chair, Council Vice Chair, most
recent Past Council Chair, up to two (2) individuals that are elected as Positive Community
Representatives, up to two (2) individuals that are elected as Community Representatives

Open Meeting Law
An Arizona law which governs how public bodies, including the Council, must conduct
meetings. A.R.S. § 38-431, et seq.

Person with HIV (PWH)
Any individual diagnosed as HIV-positive or as having AIDS.

Planning Council/Council
The Council is a local community group, which plans the organization and delivery of HIV
healthcare and social services funded by the Ryan White HIV AIDS Program legislation. The
Council is appointed by the Maricopa County Board of Supervisors.

Planning Council Support Staff
Planning Council Support Staff are hired by the Maricopa County Department of Public Health. They
provide the expertise to ensure that the Council understands and follows RWPA’s policies and
meets its legislated responsibilities. Planning Council Support Staff is responsible for providing
Notice, taking Minutes, and supporting the Council in executing its legislatively mandated duties.

Planning Process
The Planning Process means the actions undertaken by the Council to assess local HIV
service needs, to establish priorities for the allocation of the RWHAP, and to develop a

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comprehensive plan for the organization and delivery of local HIV services.

Priority Setting and Resource Allocation (PSRA)
The process used by the Council to 1) establish priorities among service categories to
best meet locally identified needs and 2) to determine the amount of funding for use
within those categories.

Quorum
A numerical majority of voting Members of the Council. A quorum must be present at a meeting
to take action on any Agenda item, subject to the limitations in Article 3 Meetings, Section 6.

Recipient/Grant Recipient
The EMA/TGA entity which receives RWHAP funds. The Recipient for the Phoenix EMA is the
Maricopa County, Department of Public Health, Ryan White Program. The Recipient is
responsible for administering the grant award according to HRSA rules and regulations.

Reflectiveness
The extent to which the demographics of the Council reflect the demographics of the HIV
epidemic in the EMA.

Relative
For the purposes of a Conflict of Interest, a “relative” of a Member includes their spouse, child,
child’s child, parent, grandparent, a full or half brother or sister as well as that relative’s spouse,
parents, siblings, or child. Unmarried domestic partners of Council Members are deemed a
spouse.

Removal Notice
In the event that the Council, or any recognized subset of the Council, considers the removal of a
Member, Notice must be provided on the timeline outlined in the Bylaws. All removal notices
shall be by U.S. certified mail, return receipt requested, or an equivalent or superior form of
notice, such as personal delivery as documented by evidence of actual receipt.

Request for Proposals (RFP)
An open and competitive process for the procurement of goods and services. An RFP is a
solicitation to entities (such as Service Providers) to apply to be a RWHAP Part A contractor.

RFP Process
The Recipient will first notify the provider community that funding is available to provide Ryan
White Part A program services. Organizations will then respond with a proposal that usually
includes a service delivery plan, budget, and other background information.

An independent committee reviews the provider proposals to determine which organizations to
award the Ryan White Part A contracts to.

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Residency
The geographic location in which a person lives. To be eligible for the RWHAP a person must
reside within the geographical boundaries of the Eligible Metropolitan Area (Maricopa or Pinal
counties).

Ryan White HIV/AIDS Program (RWHAP)
The Federal program that administers the Ryan White legislation and addresses the unmet
health needs of people with HIV by funding core primary medical and support services. The
RWHAP has five parts.
•
Part A: The section of the RWHAP that provides emergency assistance to
geographic areas disproportionately affected by the HIV epidemic.
•
Part B: The section of the RWHAP that provides funds to states and territories for core
primary medical and support services, including AIDS Drug Assistance Programs (ADAP), to
enhance access to care by people with HIV.
•
Part C: The section of the RWHAP that supports outpatient primary medical care and Early
Intervention Services (EIS) to people with HIV through grants to public and private
nonprofit organizations. Part C also funds capacity development and planning grants to
prepare EIS programs.
•
Part D: The section of the RWHAP that supports coordinated core medical and support
services and access to research for women, infants, children, and youth with HIV and their
families.
•
Part F: The section of the RWHAP that includes the AIDS Education and Training Center
(AETC), the Special Projects of National Significance (SPNS), and the Dental Program.

Service Categories
The various categories of healthcare and support services funded in an EMA/TGA.

Service Gaps
Ideally, all the service needs of all PWH in the community should be met. When there are PWH
who have service needs that are not being met, there is a Service Gap.

Service Provider
An entity/business awarded a contract via the RFP Process to serve the population needs as
determined by the Council. Service providers include, but are not limited to, case managers,
medical personnel, and medical transportation services.

Special Projects of National Significance (SPNS)
A health services demonstration, research, and evaluation program funded under Part F of the
RWHAP to identify innovative models of HIV care.

Statewide Coordinated Statement of Need (SCSN)
A written statement of need for an entire state developed through a process designed to
collaboratively identify local significant HIV issues and maximize Legislation program
coordination.

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Technical Assistance (TA)
The delivery of practical program and organizational support to RWHAP Recipients, planning
bodies, and affected communities. The TA can assist in the design, implementation, and
evaluation of RWHAP planning and primary care service-delivery systems.

Transitional Grant Area (TGA)
A geographic area impacted by HIV eligible to receive RWHAP, Part A funds. TGAs are areas
experiencing increased infection rates (transitioning to an EMA), or for a variety of reasons,
have decreasing HIV populations (transitioning toward losing their eligibility to apply for
funding).

United States Department of Health and Human Services (HHS)
The Department responsible for protecting the health of all Americans and for providing
essential human services, including administering the RWHAP.

United States Department of Housing and Urban Development (HUD)
A federal agency responsible for administering community development, affordable housing,
and other programs including Housing Opportunities for People with AIDS (HOPWA).

Unmet Need
Unmet Need is generally defined as those HIV positive local persons not receiving primary health
care.

Unaffiliated Clients
Unaffiliated clients are people with HIV who receive services funded by RWHAP and do not have
conflicts of interest due to relationships with Service Providers. While this term is most often used
to describe Part A clients, it may occasionally be used to describe any person with HIV who
receives any HIV-related care.

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The name of this body is the Greater Phoenix Ryan White HIV Services Planning Council
(Council). The Council represents Maricopa and Pinal Counties.

OUR MISSION

The Council’s mission is to ensure an integrated, holistic, and comprehensive system of health
care for people with HIV that is culturally appropriate, multilingual, full-service, family-friendly, and
accessible to the entire community.

OUR VISION

That all people with HIV in Maricopa and Pinal Counties will have unfettered access to high-
quality health care and social services. No discrimination shall be exercised by the Council or by
any person subject to its direction against any person because of race, gender, religious belief,
color, national origin, ancestry, age, physical or mental disability status, sexual orientation, or
gender identity. Special consideration shall be given to ensure the diversity of the Council as
outlined in these Bylaws.

1) AUTHORITY AND PURPOSE

Section 1: Authority.
Under Part A of the Ryan White HIV Treatment Modernization Act of 2006 (the Legislation), a
local area HIV health services Council is to be established by the Chief Elected Official (CEO) of
the political entity administering the public health agency that provides outpatient and
ambulatory services to the greatest number of HIV-positive persons in the Eligible Metropolitan
Area (EMA). The Chair of the Maricopa County Board of Supervisors is the CEO.

As legislated, the Council will work in cooperation with Maricopa County Department of Public
Health as the Board’s designated Part A Recipient. The Council and Part A Recipient seek to
ensure access of HIV-positive persons to quality service delivery through a comprehensive
network of care providers.

Section 2: Purpose.
To improve the lives of people affected by HIV throughout both urban and rural areas of the EMA
and, as mandated by the Legislation, the Council’s responsibilities are to:
•
Determine the size and demographics of the population of individuals with HIV;
•
Determine the needs of such population;
•
Establish priorities for the allocation of funds within the EMA, including how best to meet
each such priority and additional factors that a Recipient should consider in allocating
funds;
•
Develop a comprehensive plan for the organization and delivery of health and support
services;
•
Assess the efficiency of the Administrative Mechanism in rapidly allocating funds to the
area of greatest need within the eligible area, and at the discretion of the Council, assess

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the effectiveness, either directly or through contractual arrangements, of the services
offered in meeting the identified need;
•
Participate in the development of the Statewide Coordinated Statement of Need initiated
by the Arizona Department of Health Services, which is responsible for administering
grants under Part B of the Legislation;
•
Establish methods for obtaining input on community needs and priorities which may
include public meetings, conducting focus groups, and the convening of temporary
Working Groups; and
•
Coordinate with Federal Recipients that provide HIV-related services within the eligible
area.

2) MEMBERSHIP

Section 1: Size and Composition of the Council.
Council Membership shall include representation as mandated by the Legislation. Council
Members will be appointed by the Board of Supervisors (Board), which receives and considers
recommendations endorsed by the Council to identify suitable candidates for Membership. The
Council shall consist of a minimum of twenty-one (21) Members and a maximum of thirty (30)
Members who reside throughout the EMA. Entities are generally limited to one representative on
the Council at a time; exceptions are made to ensure mandated representation as outlined below
in the Federal Mandates.

The Council shall identify representatives from each of the following mandated representation
categories as candidates for Council Membership:

Federal Mandates
In accordance with the Legislation, the Council must fill each of the following representation
categories by a person residing within the EMA:
•
Health care providers, including federally qualified health centers;
•
Community-Based Organizations serving affected populations and AIDS Service
Organizations;
•
Social service providers, including providers of housing and homeless services;
•
Mental health and substance use disorder providers;
•
Local public health agencies;
•
Hospital planning agencies or health care planning agencies;
•
Affected communities, including people with HIV, members of federally recognized
Indian Tribes as represented in the population, individuals co-infected with Hepatitis B
or C and other historically underserved groups and subpopulations;
o Non-elected community leaders;
o State government (including the Arizona State Medicaid agency and the agency
administering the program under Part B of the Legislation);
o Recipients under Part C of the Legislation;
o Recipients under Part D of the Legislation, or, if none are operating in the area,
representatives of organizations with a history of serving children, youth,

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women, and families with HIV and operating in the area;
o Recipients under other federal HIV programs, including but not limited to
providers of HIV prevention services; and
•
Representatives of individuals who formerly were federal, state, or local prisoners,
released from the custody of the penal system during the preceding 3 years and who
had HIV as of the date of release.

Community Representation
Council Members representing the general public shall strive to include representatives of the
following groups as necessary to create a Membership reflective of the epidemic in the EMA:
•
African Americans;
•
Asian/Pacific Islanders;
•
Hispanic Americans, Latinos and Latinas;
•
Women;
•
Gay, Bisexual, and other Men who have Sex with Men (MSM);
•
Transgender communities;
•
Persons with Hemophilia;
•
Residents of rural communities;
•
People who Inject Drugs (PWID); and
•
Parents/guardians of children with HIV.

Section 2: Unaffiliated Client Mandates.
Per the mandates of the Legislation, individuals having HIV who also access Part A-funded
services, but who do not otherwise have a financial interest or other conflict of interest as to
an entity providing Part A-funded services (including employees of the entity), shall constitute
no less than thirty-three percent (33%) of all Council Members. Unaffiliated Clients shall reflect
the demographics of the population of individuals with HIV in the EMA.

Section 3: Nomination Process for Council Membership.
The Council shall recommend a slate of nominees to the Board consistent with the criteria set
out in Sections 1 and 2 of this Article. The Board shall have final appointing authority and may
conduct additional screening or interviews prior to making a final decision.

All Members of the public residing in either Maricopa or Pinal County shall be eligible for
consideration.

Nominations shall be made in accordance with the Open Meeting Laws and as detailed in the
policies and procedures of the relevant committee.

Only one Member, paid employee of, or an individual who has a financial interest in a particular
Ryan White Part A program entity may serve on the Council as a voting Member. Exceptions may
be made to ensure the mandated representation as outlined in Section 1 of this Article.

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Section 4: Term of Office.
Members shall be appointed for three (3) years, effective on approval by the Board. If a Member
is completing the term of a former Council Member, the term shall expire on the original ending
date of the former Member’s appointment. Members may be reappointed upon the
recommendation of the Council and approval of the Board.

The term of an Alternate shall coincide with the term of the Council Member for whom the
Alternate was appointed.

For appointments that begin on or after March 1, 2023, Members may serve a maximum of two
(2) consecutive terms. Following two (2) consecutive full terms, individuals may reapply to the
Council after a waiting period of at least one (1) calendar year.

Section 5: Council Subgroups
In addition to the full Council (21-30 Members), the Council includes several subgroups, including
the Executive Committee, Elected Officers, and various Committees. The Executive Committee,
as detailed in Article 10, has between 3 and 11 Members.

As detailed in Article 10, every one of the Elected Officers is also a member of the Executive
Committee.

Membership numbers within the various committees and/or working groups may vary.

Section 6: Council Member Alternates.
A Council Member may nominate an Alternate to attend Council meetings and participate in all
regular activities of the full Council in the event of the Member’s absence. All Alternates must be
approved by the Board.

An Alternate may not be an existing Council Member. An Alternate must be representative of the
same Membership category as the original member.

Alternates will not act in any of the Member’s elected roles but may attend the Member’s
committee meetings. Alternates may vote in all but four (4) circumstances: (1) votes for a leave
of absence before the Executive Committee, (2) discussions or votes on a Member’s removal,
(3) votes on whether to allow an Agenda Item to be added after denial by the Chair, or (4) votes
on whether to make a public statement after it being declined by the Chair.

An Alternate may not attend more than three (3) consecutive meetings in place of the Council
Member. If a Member misses three consecutive meetings (absent approval by the Chair), the
Member will be determined to have voluntarily resigned their membership.

Section 7: Vacancies.
A Council vacancy in any federally mandated category, except for individuals with or affected by
HIV, shall be filled for the unexpired term by approval of the Board.

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3) MEETINGS

Section 1: Open Meeting Laws and Meeting Notices.
All meetings shall be conducted in accordance with the Arizona Open Meeting Laws, A.R.S. §
38-431 et seq. Public notices shall be posted as required.

Section 2: Council Meetings.
The Council shall meet at least once each calendar quarter. The absence of the Chair from any
meeting shall not be the sole grounds for the cancellation of that meeting. In the absence of the
Chair, the Vice Chair shall run the meeting.

In addition to the regular meetings, Special Meetings may be called by the Chair, Executive
Committee and/or the Board. Special Meetings require at least two (2) days advance notice and
must comply with the Open Meeting Laws.

If a meeting needs to be cancelled or rescheduled, the Council Chair will notify the Council. The
cancellation must be sent out at least 48 hours before the meeting. The public notice will include
the date of the rescheduled meeting if applicable.

Section 3: Meeting Agendas.
All meetings shall be conducted following a published Agenda. The Council is precluded by law
from commenting, deliberating, or acting on any matter not appearing on the Agenda. All
Agendas must be published at least 48 hours in advance of the meeting.

Meeting Agendas, other than for Executive Sessions, shall include a time for public participation.
Executive Session Agendas, to the extent necessary to comply with Open Meeting Laws, will not
disclose any confidential or sensitive information.

Section 4: Public Participation in Meetings.
Public participation in regular and Special Meetings shall be invited and encouraged, provided
that the participation does not interfere with the conduct of the meeting. The Chair shall fix a
time limit for public comment unless a simple majority vote of Members in attendance votes to
extend the time limit.

EXCEPTION: Public attendance is prohibited during Executive Sessions.

Section 5: Meeting Minutes.
The Planning Council Support Staff shall take minutes at all Executive Committee, Committee,
Working Group, or full Council meetings whether regularly scheduled or specially noticed. Those
minutes must accurately reflect the presence of the Members, the Agenda items addressed,
Motions made, and the votes made on each action.

Minutes taken for Executive Sessions shall not reveal any confidential information.

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Section 6: Voting Quorums.
The presence of a numerical majority of all potential voting Members will constitute a quorum
for the transaction of business. A quorum for any meeting will be one half, plus one.

If both the Member and Alternate are in attendance, only one will count towards a quorum.
If both the Member and Alternate are in attendance, only one person shall vote.

The Designee will be granted membership and voting privileges when attending the Executive
Committee. When the Designee does not participate in the Executive Committee or Planning
Council meetings, they will not be counted in the calculation of quorum.

Section 7: Voting.
Official actions of the Council and all Committees, except as noted elsewhere in the Bylaws, shall
be determined by a simple majority. A roll call vote shall be taken when requested by any
Member in attendance.

Alternates may vote on behalf of the Member for whom they are the designated alternate at all
meetings of the Council and in Council Committees, except as specifically excluded in Article 2.

Section 8: Agenda Requests.
Members of the Council or members of the public may request that discussion items be placed on
the Agenda by notifying the Chair and providing supporting documentation for action items.
Written requests and supporting documentation must be received a minimum of nine (9)
business days before the Agenda is published.

The Chair may disallow any request to place an item on the Agenda. The Chair’s disallowance of
said request may be appealed to the Executive Committee. The Executive Committee may
reverse the decision by the Chair to decline adding an Agenda item with a simple majority vote.
The Chair shall not vote.

4) CONFIDENTIALITY

While individual Council Members may opt to disclose publicly that they have been diagnosed
as HIV positive, the Council as an entity, shall not release any information relating to any
Member’s HIV status or any other medical condition.

All information presented at a Council or committee meeting is part of the public record.
Council Members are encouraged to exercise discretion when discussing confidential or
sensitive information, most notably an individual’s HIV-status.

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5) ATTENDANCE

Council Members are expected to attend Council and Committee meetings. If a Member is
unable to attend a meeting, they should notify Planning Council Support Staff in advance.
All Members shall be required to sign a Statement of Commitment Regarding Absences. If a
Member misses three consecutive Council meetings (absent approval by the Chair) the
Member will be determined to have voluntarily resigned their membership and any associated
leadership position.

Alternatively, if any Member misses four (4) meetings in a rolling twelve (12) month period
(absent approval by the Chair), the Member will be determined to have voluntarily resigned
their membership and any associated leadership position.

Following the second absence in a rolling twelve-month period, Planning Council Support Staff
will contact the Member via the Member’s preferred method of communication to remind the
Member of this policy.

EXCEPTION: The Designee or their Alternate are exempt from the attendance requirements.
The Chair is exempted from the attendance requirements but may be subject to removal from
office for excessive absences.

EXCEPTION: If a Council Member is absent due to illness or other mitigating circumstances, the
Member may request that the Chair approve a leave of absence. Since the business of the
Council must move forward and a quorum achieved, a leave of absence shall not exceed 120
days. If the Chair declines the request, the Member may appeal the decision to the Executive
Committee. The Executive Committee may overturn the Chair’s denial upon a simple majority
vote. The Chair shall not vote.

6) CONFLICT OF INTEREST

Section 1: Definitions.
A Conflict of Interest is defined as a situation where a Member has: (1) an actual or perceived
interest in (2) a Council action that results in, or may result in, (3) the appearance of personal,
organizational, or professional gain.

A Member shall be deemed to have a Conflict of Interest if the Member, and/or the Member’s
relative is a director, trustee, member, paid employee of, or has any financial interest in an
entity seeking funding or in providing services funded by Federal Ryan White legislation.

For the purposes of these Bylaws, a relative is a Member’s:
•
spouse;
•
child;
•
child’s child/grandchild;
•
parent;

Planning Council Bylaws
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•
grandparent;
•
sibling by blood or marriage and that sibling’s spouses and children; and
•
parents, siblings, or children of a Council Member’s spouse.

The unmarried domestic partners of Council Members are regarded in the same manner as a
spouse.

Section 2: Conflicts of Interest in Contract Selection: Voting and Discussion

Prohibited Actions
•
A Member shall not vote on any Part A allocation involving any entity the individual or a
relative has a financial interest in.
•
A Member shall not vote on any Part A allocation involving a public or private entity
where the individual or a relative is employed.
•
A Member shall not vote on any Part A allocation involving an entity where the individual
or a relative is a volunteer, officer, or member of the organization.
•
A Member shall not vote on any action which may appear to result in the Member’s
personal, professional, or organizational gain.
•
A Member will not directly or indirectly encourage the award of a contract to an entity in
which the Member or a relative has a financial interest.
•
A Member shall not utilize an Alternate in a manner that would have created a conflict of
interest if the Member did so.

Permitted Actions
•
A Member who has a conflict of interest as to one or more entities, may vote when the
Council sets its service priorities.
•
A Member who has a conflict of interest as to one or more entities, may vote on priority
categories even if that category should include the conflicted entity.
•
A Member who has a conflict of interest as to one or more entities, may vote if the
allocations being considered involve more than one service category.
•
A Member who has a conflict of interest as to one or more entities, may be present
during Council or Committee meetings related or relevant to such entity.
•
A Member who has a conflict of interest as to one or more entities, may participate
during Council or Committee meetings related to or relevant to such entity.
•
A Member who has a conflict of interest as to one or more entities, may provide the
Council with their guidance or expertise as to the types of organizations or services that
may best meet of the Council’s service priorities.
•
A Member who has a conflict of interest as to one or more entities, may respond to
specific questions about a service category in which the individual’s organization
provides services, but the Member may not initiate such a discussion.

Section 3: Disclosure Form.
All Council Members must sign a Conflict of Interest and Affiliations Disclosure Form indicating
their willingness to disassociate from any actual or perceived special interests during Council

Planning Council Bylaws
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deliberations. The Member must agree to act only on behalf of the broadly affected HIV
community. It is the responsibility of the Council Member to update his/her Conflict of Interest
and Affiliations form as necessary, and at a minimum, once every six months. To preserve public
confidence in the Council, Members shall err on the side of declaring a conflict of interest.

Section 4: Declaration of Part A Affiliation/Conflict of Interest.
Members of the Council affiliated with a Part A Subrecipient shall state the name of the
organization and declare their Conflicts of Interest during introductions at every Council or
Committee meeting.

Section 5: The Unaffiliated Client.
A Conflict of Interest generally does not refer to persons with HIV whose sole relationship to a
Part A service provider is as a client receiving services or serving as an uncompensated
volunteer working fewer than thirty (30) hours per week.

Section 6: Conflict of Interest Determinations.
The Council Chair or any Member may call for a vote to determine whether a Member will have
voting privileges on any issues in question.

Section 7: Violations.
Council Members found to be in violation of the Conflict of Interest rules may be subject to
disciplinary action. Disciplinary action under this Article shall include, but not be limited to, the
following:
•
Asking the Member to leave the room during the discussion of and/or the voting on a
particular service category or organization;
•
Removal of the Member from a Committee Membership; and/or
•
Removal of the Member from Council Membership.

7) GRANT ADMINISTRATION

The Council may review sections of the Request for Proposals (RFP) the Recipient develops for
RWHAP Part A services to ensure that directives are appropriately reflected, but the Council
cannot be involved in any aspect of contractor selection (procurement) or in managing or
monitoring RWHAP Part A contracts. These are Recipient responsibilities.

The Council does not participate in decisions about the use of administrative funds other than
Planning Council support funds.

For additional information on Grant administration, refer to the RWHAP Part A Planning Council
Primer1, Planning Council Duties section.

1 https://targethiv.org/sites/default/files/file-upload/resources/Primer_June2018.pdf

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8) REMOVAL AND RESIGNATION

Section 1: Removal.
Any Member may be removed from the Council and/or be removed from their leadership
position.

Section 2: Basis for Removal.
Members may be removed for any of the following reasons:
•
Change of affiliation that qualified the Member for appointment to the Council (e.g., A
Council Member, who was approved based on their affiliation with a Part A Subrecipient,
may be removed if they are no longer affiliated with that Part A Subrecipient.);
•
Residency outside the geographical boundaries of the EMA;
•
Conduct or behavior which habitually disrupts the Council and interferes with the
business of the Council; and/or
•
Conduct or behavior in office which has a negative impact on the integrity of and/or the
community’s confidence in the Council including, but not limited to, conflict-of-interest
violations, conviction of a felony offense and/or any instance of illegal behavior,
malfeasance or conduct which violates these Bylaws.
•
Additional bases for removal apply to the Chair under Article 5.

Section 3: Procedure for Removal.
The procedure for removal shall be conducted in the following order:
•
Any Member of the Council may submit a written complaint citing one of the above
reasons for the removal of any Member, including an Officer or the Chair. The complaint
shall be submitted to Planning Council Support Staff, not given to Executive Committee
Members.
•
The Subject Member of the complaint shall be provided with a copy of the complaint and
shall be entitled to submit a written response to the complaint within seven (7) calendar
days.
•
The complaint for removal will initially be addressed by a meeting of the Executive
Committee. The Subject Member may be present during Executive Committee
discussion and votes on removal and any written response will be shared. Neither the
Subject Member, nor their Alternate may vote.
•
A discussion regarding removal may be held in a closed Executive Session and may
include a conference with legal counsel and/or a human resources representative.
•
Once back in open Executive Committee, a vote shall be held on the Subject Member’s
removal. If two-thirds of the Executive Committee members present vote to recommend
removal, the request shall be presented to the full Council for a vote.
•
Before any hearing and vote in front of the full Council, the Subject Member shall have
the option to respond to the complaint in writing within seven (7) calendar days of being
notified of the result in the Executive Committee.
•
Before any hearing and vote in front of the full Council, the matter shall comply with the
Public Notice requirements and appear as a regular Agenda item. The Subject Member
may attend the full Council meeting and may speak on their own behalf (subject to a pre-

Planning Council Bylaws
20

determined time limit imposed by the Chair).
•
The Subject Member or their alternate shall not vote.
•
Only on a two-thirds vote in favor of removal shall an Executive Committee Member be
removed from their leadership position.
•
Only on a two-thirds vote in favor of removal shall a recommendation be sent to the
Board for the removal of any Member from the Council.
•
The Board retains the sole authority to remove a member from the Council. The Board’s
decision is binding, and the effective date of the removal shall be the date the Board
accepts the recommendation. If the Board declines the recommendation, the Member
shall remain a Council Member and/or retain the leadership position, with all the rights
and responsibilities thereof.

The following considerations and special circumstances apply to the removal process:
•
All documents related to removal will become part of the public record.
•
If the Executive Committee or full Council does NOT meet the minimum required votes
to move forward, the request for removal process will be closed after the vote is
complete.
•
Special Circumstances: At the Chair’s discretion, the discussion and initial vote on
removal may be delayed for one regularly scheduled Executive Council session or one
regularly scheduled full Council meeting.
•
Special Circumstances: Upon the request of the Subject Member, the discussion and
vote may go directly to the full Council and bypass the Executive Committee.
•
Special Circumstances: If the Subject Member is removed from their leadership position,
they would continue to be a member of the full Council. The Subject Member would no
longer be an elected Officer or member of the Executive Committee.
•
Special Circumstances: A compliant for removal may be directed at the Chair in the
event of the Chair’s extended absence or illness, excessive absences, dereliction of duty,
actions taken in excess of the Chair’s authority, or for other disciplinary matters.
o In the event the complaint is against the Chair, the Vice Chair shall preside over
the removal process before both the Executive Committee and the full Council.
The Chair shall have the same right to respond and be subject to the same
appearance rules as any Subject Member. The Chair will not vote upon
removal.

Planning Council Bylaws
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The key steps of the removal procedure are highlighted below:

Section 4: Resignation.
Council Members may resign at any time during their term. Resignation is immediate upon
written notice to the Council Chair.

9) OFFICERS – DUTIES AND RESPONSIBILITIES

Section 1: Elected Officers.
The Council’s Elected Officers shall consist of:
•
Council Chair;
•
Council Vice Chair;
•
Presumptively there will be two (2) individuals that are elected as Positive Community
Representatives; and
•
Presumptively there will be two (2) individuals elected to serve as Community
Representatives.

Officers shall be elected by a simple majority of the Council Membership present.

Section 2: Vacancies.
A vacancy in any elected office, other than Chair, shall be filled for the unexpired term by a
special election before the Council. The rule providing for a maximum of two (2) consecutive
full terms shall not include the unexpired term.

Planning Council Bylaws
22

Section 3: Chair.
The Chair shall serve for a three (3) year term. No Chair shall hold office for more than two (2)
full consecutive terms. A vacancy in the office of Chair shall be filled for the unexpired term by
automatic advancement of the Vice Chair.

To hold the office of Chair, an individual, at a minimum, shall have been a Member of the
Council for at least one (1) year immediately prior to election.

The Chair’s duties and responsibilities include, but are not limited to:
•
Presiding over Council meetings;
•
Presiding over Executive Committee meetings;
•
Directing the Council affairs as its Chief Administrative Officer;
•
Serving as official Council spokesperson, representing the Council to the Part A
Recipient, the Federal grantor, the media, other interested parties including the
general public;
•
Advising the Designee of on-going Council activities and actions;
•
Preside as an Interim Committee Chair if there are no Committee Members eligible to be
the Chair;
•
Appointing Committee Chairs and Committee Vice Chairs, upon approval of the Council;
•
The Chair may vote in Executive Committee and full Council meetings, subject to the
restrictions outlined in Articles 3, 5, and 8; and
•
The Chair may vote at Committee meetings so long as they are a regular Member of the
Committee, or in the event of a tie vote.

Section 4: Council Vice Chair.
The Council Vice Chair shall serve for a three (3) year term. No Vice Chair shall hold the office for
more than two (2) consecutive terms.

To hold the office of Vice Chair, an individual, at a minimum, shall have been a Member of the
Council for at least one (1) year immediately prior to election.

The Vice Chair’s duties and responsibilities include, but are not limited to:
•
Presiding over any scheduled Council or Executive Committee meeting and fulfilling the
duties of the Council Chair in the absence of the Council Chair;
•
Assisting the Chair by assuming such other duties as are assigned by the Executive
Committee; and
•
Assuming the position of Chair in the event of a mid-term vacancy of the position.
•
The Vice Chair may cast a vote as an ordinary Member of the Council.

Section 5: Positive Community Representatives.
Positive Community Representatives are elected from the Council Membership and shall serve
for a three (3) year term. No general Planning Council member shall hold the office for more
than two (2) consecutive terms. Council members interested in running for this office must
nominate themselves.
To hold the office of Positive Community Representative, an individual, at minimum, shall:

Planning Council Bylaws
23

•
Have been a Member of the Council for at least six (6) months immediately prior to
election;
•
Publicly identify themselves as a Person with HIV (PWH) who accesses Part A-funded
services; and
•
Not currently be a paid employee or member of a board having a financial interest in
an entity providing Part A-funded services.

Section 6: Community Representatives.
Community Representatives are elected from the Council Membership to represent special
populations within the EMA as defined in Article 2, Section 1, and shall serve for a three (3) year
term. No individuals shall hold the office for more than two (2) consecutive terms.

Council Members interested in holding this office must nominate themselves and identify the
special population they represent. Individuals from underrepresented communities are
encouraged to seek this position.

To hold the office of Community Representative, an individual, at a minimum, shall:
•
Have been a Member of the Council for at least six (6) months immediately prior to an
election;
•
Shall publicly identify themselves as Member of a specific special population; and
•
Not currently be a paid employee or board Member of, or have a financial interest in,
an entity providing Part A-funded services.

10) EXECUTIVE COMMITTEE - DUTIES AND
RESPONSIBILITIES

Section 1: Composition.
The Executive Committee shall consist of:
•
The elected Council Chair;
•
The elected Council Vice Chair;
•
Most recent Past Council Chair if they are a current Council Member;
•
Presumptively two (2) individuals elected as Positive Community Representatives;
•
Committee Chairs;
•
Designee; and
•
Presumptively two (2) individuals elected to serve as Community Representatives.

Section 2: Executive Committee Meetings.
Subject to Arizona’s Open Meeting Laws, including public notice and 42 USCA § 300ff-12(b)(7),
the Executive Committee may be convened by the Chair, the Vice Chair, or the Board via its
Designee.

An Officer shall make a full report on all Executive Committee actions at the next scheduled
meeting of the Council.

Planning Council Bylaws
24

Every effort shall be made to keep the Council informed of events necessitating Executive
Committee action. If the Executive Committee desires to poll the Council Membership
regarding specific issues and/or policy positions, a Special Meeting of the Council shall be
convened in compliance with the Open Meeting Laws.

Section 3: Executive Session
As needed, the Executive Committee may meet in Executive Session. Executive Session is a
closed meeting for the purposes of discussing sensitive matters. No voting may occur. Only
members of the Executive Committee or their Alternates (as appropriate under these Bylaws)
may attend.

An Executive Session may be called during the course of a scheduled meeting or may meet on its
own after compliance with Open Meeting Laws. The Meeting minutes shall reflect the times the
committee went in and out of Executive Session. The Agenda, in the course of a separately held
meeting shall not include confidential or sensitive information but shall include the time and
location of the meeting and which members were present.

Section 4: Policies and Procedures
The specifics the Executive Committee are set out in detail in the Executive Committee Policy
and Procedures.

11) THE BOARD DESIGNEE – DUTIES AND
RESPONSIBILITIES

Section 1. Appointment.
The Chair of the Board of Supervisors may appoint a representative from among the Members
of the Board to serve on the Board’s behalf as Designee. Each year in January, the Chair of the
Board shall appoint a Designee, and such appointment is subject to the approval of the Board.
The term of the Designee shall be from the first day of March to the last day of the following
February each year or until his/her successor has been appointed.

Section 2. Duties and Responsibilities.
The Designee’s duties and responsibilities in this regard may include, but are not limited to:
•
Serving as liaison to the Board and making routine administrative decisions on the
Board’s behalf regarding Council operations. This may include accepting Member
resignations and approving Member alternates, if the Board, under a separate and
specific resolution, opts to delegate these functions to the Designee; and
•
Directing that technical assistance be provided to Council Members and committees
on Federal grants policy and legislative mandates.

Planning Council Bylaws
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12) PLANNING COUNCIL SUPPORT STAFF - DUTIES AND
RESPONSIBILITIES

Section 1. Personnel.
Subject to the availability of funds from the Legislation, the Part A Recipient’s Office may
provide for the services of professional and clerical personnel to support the work of the
Council and all its Committees in meeting their legislatively mandated responsibilities.

Section 2. Planning Council Support Staff.
Council Support Staff serve as experts on the Legislation and Council Bylaws and policies.
This expertise serves to ensure that the Council understands and follows its policies and
meets its legislated responsibilities.

Section 3: Duties and Responsibilities.
Duties and responsibilities of the Planning Council Support Staff may include, but are not limited
to:
•
Assisting with the development of needs assessments and a comprehensive, long-term
service delivery plan and a statewide integrated plan;
•
Preparing and submitting all Council reports required by HRSA;
•
Negotiating a budget proposal with the Recipient’s Office for Council operations and
support, to be presented for approval to the Executive Committee and Council;
•
Overseeing the maintenance of an itemized expenditure log detailing all costs incurred;
•
Directing the safeguarding of original invoices and receipts for costs incurred;
•
Directing the preparation of monthly expenditure reports and forwarding copies of
expenditure logs to the Part A Recipient for reimbursement out of pre-allocated
Legislative funds;
•
Reviewing and approving all expenditures and reimbursement requests;
•
Ensuring the maintenance of all financial records in a manner that is consistent with
Generally Accepted Accounting Principles and requirements of the Board
•
Posting public notices of all Council meetings pursuant to the Open Meeting
Laws (A.R.S. § 38-431, et seq.);
•
Recording the minutes of all Council, Executive Committee, and Committee meetings;
•
Distributing copies of all summary minutes to Council and committee Members prior
to the next regularly scheduled meeting;
•
Notifying all Council Members of the date, time, and place of upcoming meetings;
•
Maintaining the roll of Council Members, their addresses, telephone numbers, and
Membership representation categories;
•
Maintaining each Members’ conflict of interest forms;
•
Recording attendance at Council and committee meetings;

Planning Council Bylaws
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•
Generating and distributing all correspondence; and
•
Performing other duties as delegated by the Council Chair or Executive Committee.

EXCEPTION: The development of Council operating policies and procedures for the fulfillment of
Council responsibilities rest with Council Members, not with Planning Council Support Staff.

13) COMMITTEES

Section 1: Membership.
All Members are strongly encouraged to be voting Members of at least one (1) Council
Committee.

All Committees are required to have a minimum membership of three (3) Members and a
maximum of eleven (11) Members.

Section 2: Committee Meetings.
Each Committee shall meet as deemed necessary by the relevant Committee Chair. Subject to
the Open Meeting Laws, Special Meetings may be called by the Committee Chair or the Executive
Committee and shall be held upon no less than two (2) business days advance notice. The
absence of the Committee Chair from any meeting shall not be sole grounds for the cancellation
of that meeting.

All Committee and Working Group meetings shall have Agendas and Minutes and be open to
public attendance and comment.

Section 3: Committee Chair and Committee Vice Chair.
The Council Chair shall appoint all Committee Chairs and Vice Chairs subject to the approval of
the Council. A Committee Chair’s duties and responsibilities include, but are not limited to:
•
Directing the Committee’s affairs as its administrative officer;
•
Presiding over Committee meetings;
•
Setting the Agenda for each Committee meeting;
•
Ascertaining if a quorum is present to transact the business at all Committee Meetings;
•
If there is no appointed Committee Vice Chair, designate a Committee Member to
preside over a committee meeting in the absence of the Committee Chair; and
•
Assign additional duties to the Committee Vice Chair, within reason.
The Committee Vice Chair’s duties and responsibilities include, but are not limited to,
completing the Committee Chair’s responsibilities when the Committee Chair cannot be
present.

Section 4: Chair Eligibility.
Any Council Member is eligible for appointment as a Committee Chair if they meet the
following criteria:
•
The individual is a voting Member of the applicable committee; and
•
The individual has been a Council Member for a minimum of six (6) months prior to

Planning Council Bylaws
27

their appointment.

Section 5: Committee Chair Removal.
A Committee Chair may be removed from their position pursuant to the procedure outlined in
Articles 5 and Article 8.

Section 6: Voting.
Any Council Member may attend any Committee meeting at any time, but only Members of
the Committee shall have voting privileges. If a Council Member attends two (2) consecutive
committee meetings, then the Council Member may choose to become a voting Member of
that Committee.

Section 7: Council Authority.
Except as provided in these Bylaws, all decisions of any Committee, including the Executive
Committee, and all decisions of any Committee Chair, Committee Vice Chair, and/or Council
Officers are subject to the approval of the Council by simple majority.

Section 8: Responsibilities.
The Council may establish Committees and/or Working Groups at any time to address its
goals, activities, or any new or emerging needs. Individual Committees are responsible for
developing and maintaining their own policies and procedures.

Section 9: Absence of a Quorum.
In the event a Committee does not have enough Members present to meet a quorum and, as a
result, is unable to vote on a matter of critical importance to the Council, the Executive
Committee may decide the matter at its next scheduled meeting. The action of the Executive
Committee taken under this section shall also be submitted for approval by simple majority
vote of the Council Members in attendance in open meeting.

Committee membership may not constitute a numerical majority of the Council Members.

14) COMPENSATION

Section 1. Reimbursement.
Members of the Council shall serve without compensation, but may be reimbursed for any
preapproved, actual, and necessary expenses incurred in connection with their duties as a
Council Member. Unaffiliated Clients of Ryan White services may be reimbursed for reasonable
travel expenses to facilitate their participation in the planning process.

Section 2. Reimbursement Process.
Approved reimbursements shall be forwarded by Planning Council Support Staff to the Part A
Recipient for payment upon submission and approval of an invoice and/or receipt for
transportation.

Planning Council Bylaws
28

15) CONTRACTS

The Council, Chair, and/or Members of the Council shall not have the power or authority to bind
Maricopa County or the Board in any contract.

16) PUBLIC STATEMENTS

The Council Chair is the sole official spokesperson of the Council. Whenever Council Members
speak to the media and/or in public on matters related to Part A, that Member shall clearly
state that they are speaking strictly on behalf of themselves, and that their opinions are not
necessarily shared by the Council or the Board.

If the Chair fails to speak on behalf of the Council on a significant issue, the Executive
Committee may, by simple majority vote of Members in attendance, issue a written statement.

17) GRIEVANCES AGAINST THE COUNCIL

Section 1: Grievances.
The Council shall provide an appropriate administrative channel by which individuals and/or
organizations may appeal decisions of the Council.

The Council can only address grievances regarding priority setting and resource allocation
decisions, including the:
•
Process of establishing service priorities (including how best to meet those priorities);
•
Approved service priorities;
•
Process of establishing service category allocations;
•
Approved service category allocations;
•
Processes involving revising service priorities or service category allocations;
•
Deviation from established, written priority setting or the resources allocation process
(e.g., failure to follow established conflict of interest procedures);
•
Deviation from established, written process for revising service priorities or service
category allocations; and/or
•
Failure of the Council to exercise its powers to grieve the Recipient.

NOTE: Grievances against Service Providers are specifically excluded from discussion,
consideration, or action on the part of the Council and/or any of its Committees. Grievances
against Service Providers must proceed under the Service Provider’s grievance procedure.

Section 2: Early Intervention.
The Council shall endeavor to foster a successful grievance process through the concerted
prevention of disputes by addressing issues as early as possible.

Early interventions shall be extensively utilized to ensure as few disputes as possible, and those

Planning Council Bylaws
29

interventions may include, but are not limited to:
•
Open, honest communication;
•
Council Bylaws assuring inclusive participation in decision-making processes and
effective conflict of interest management;
•
Public input at each Council and Committee meeting, with no prior
clearances/arrangements necessary;
•
Council Members and public participants shall make every attempt to resolve any
disputes to their mutual satisfaction prior to the filing of a formal grievance; and
•
Council Members and public participants shall encourage diverse expression and full
dialogue at Council meetings.

Section 3: Who May Grieve Council Decisions.
Individuals or entities in Maricopa or Pinal County affected by the outcome of Council priority
setting and resource allocation decisions may grieve the decision. Affected persons include,
but are not limited to, HIV service providers, providers eligible to receive Ryan White HIV
program funding, Persons with HIV and consumer groups including but not limited to PWH
coalitions and caucuses. Any party believing themselves to constitute an individual or entity
affected by the outcome of a Council priority setting and resource allocation decisions may
bring a grievance in accordance with this Article.

Section 4: Informal Resolution.
Prior to filing a grievance, the grieving party shall make every reasonable effort to resolve the
dispute informally.

Section 5: Rules for Grievance Process.
The following ground rules shall apply to the entire grievance process:
•
Grievances must be submitted in writing and must contain the following information:
o A detailed description of the nature of the complaint;
o The reasons for the complaint;
o The specific process alleged to have been violated;
o The desired resolution;
o Any supporting documentation; and
o The name and contact information of the grieving party.
•
Grievances must be submitted within ten (10) business days following Council’s objected-
to action.
•
Grievances must be submitted to Planning Council Support Staff.
•
If the affected person requests non-binding mediation, the grieving party must fully
document attempts to resolve the complaint informally in accordance with Section 4 of
this Article.
•
If the request is for binding arbitration, the grieving party must fully document attempts to
resolve the complaint both informally and through non-binding mediation in accordance
with Sections 4 and 7 of this Article.
•
The Council may revise previous decisions retroactively based on the outcome of
grievance processes.
•
No administrative filing fee shall be imposed.

Planning Council Bylaws
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•
The fees and costs of the Arbitrator or Mediator may be paid at the discretion of the
Board from funds budgeted for that purpose in accordance with the fees and cost
schedules set forth by the rules of either the Mediation Service of the Volunteer Lawyers
Program of Maricopa County or the American Arbitration Association. Neither the
grieving party nor the respondent, unless the Council itself is responding to a grievance,
shall be responsible for the arbitrator’s or mediator’s fees and costs.
•
No priority setting and resource allocation decisions issued by an arbitrator or mediator
shall include an assessment of fees and costs against either the grieving party or the
respondent.

Section 6: Who Shall Resolve Disputes.
The Counsel Chair shall provide each party a pre-selected list of eight (8) impartial
mediators/arbitrators certified by either the Mediation Service of the Volunteer Lawyers Program
of Maricopa County or the American Arbitration Association. Each party shall have one (1)
opportunity to strike up to two (2) names from the aforementioned list. The Council Chair shall
select one mediator/arbitrator from the remaining names. Selection of an impartial third party
must be completed within ten (10) business days of a determination that both the grieving party
and the grievance are qualified, and that the grievance was filed in a timely manner.

Section 7: Non-Binding Mediation Processes.
Requests for non-binding mediation must be submitted to Planning Council Support Staff within
ten (10) business days of the Council funding action being grieved. Before filing a request for
binding arbitration, the complainant must have been unsuccessful in both informal attempts to
resolve the dispute and unsuccessful in non-binding mediation.

The following additional rules apply to non-binding mediation:
•
Planning Council Support Staff shall notify the Council Chair within two (2) business
days of the nature and scope of the grievance as well as the resolution sought.
•
Upon receipt of the grievance, the Council Chair shall immediately refer the matter to
the appropriate committee for determination of the eligibility of the grieving party to
initiate non-binding mediation, whether the grievance is within the scope of the
processes, and whether the grievance has been timely filed. If the committee
determines that both the grieving party and grievance are qualified and that the
grievance has been filed in a timely manner, the matter shall proceed with the selection
of a mediator as provided for in Section 6 to occur within fourteen (14) days.
•
If the complainant’s request is denied, the grieving party may appeal the denial to the
Executive Committee. The Executive Committee may, upon a simple majority vote of a
quorum of Members in attendance in open meeting, reverse the denial. The decision of
the Executive Committee regarding the denial of a grievance request shall be final.
•
If the grieving party fails to respond within ten (10) business days after notification of
the decision, the grievance will be deemed to have been resolved to the satisfaction of
the grieving party.
•
Non-binding mediation may include any of the types of grievances listed in Section
1 of this Article including protesting and appealing allocations decisions.
•
The mediator shall be responsible for initiating a meeting of all relevant parties to the

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grievance within ten (10) business days of the mediator’s selection and designating a
mutually agreeable meeting place or virtual space. If a mutually agreeable decision is
not reached within five (5) business days following the meeting, the mediator shall
declare an impasse and inform the parties of additional available steps (i.e., binding
arbitration).

Section 8: Binding Arbitration.
After both unsuccessful informal attempts and unsuccessful non-binding mediation to resolve
the dispute have been exhausted, a written request for binding arbitration must be submitted to
Planning Council Support Staff within five (5) business days following the mediator’s
declaration of an impasse.

The following additional rules shall be followed for binding arbitration:
•
Planning Council Support staff shall notify the Council Chair within two (2) business
days of the request for binding arbitration. Strict confidentiality shall be maintained by
all parties involved in accordance with the rules of the American Arbitration
Association and this Article.
•
An arbitrator shall be selected in accordance with this Article within ten (10) business
days.
•
The arbitrator shall designate a mutually agreeable meeting place and resolve the
dispute in accordance with American Arbitration Association rules.
•
The arbitrator is responsible for notifying both parties and the Council Chair of the
arbitrator’s decision.
•
The decision shall be made promptly by the arbitrator and, unless otherwise agreed
by the parties or specified by law, no later than thirty (30) calendar days from the date
of the closing of the hearing, or, if an oral hearing has been waived, from the date of
the American Arbitration Association’s transmittal of the final statements and proofs
to the arbitrator.
•
The decision of the arbitrator is final and may not be appealed.

18) BYLAWS: EFFECTIVE DATE

These Bylaws shall become effective upon adoption by the Board. All future amendments, unless
specified, shall be effective upon adoption by the Board.

19) AMENDING THE BYLAWS

Section 1. Authority
These Bylaws shall only be amended, suspended, or changed by the Board.

Section 2. Amendment Process.
Proposed amendments shall be submitted in writing to the appropriate committee or to the full
Council a minimum of two (2) weeks prior to the next scheduled meeting at which the
amendments will be considered.

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Any amendments must be consistent with the Legislation. The Council may propose
amendments to these Bylaws by submitting written recommendations to the Board or the
Designee. Once a quorum is established, a two-thirds majority vote of Members in attendance
in open meeting, shall be required to recommend amending the Bylaws.

Section 3. Availability.
The Council Chair, Planning Council Support Staff, and the Recipient shall keep updated copies
of the Council Bylaws and Glossary and shall make the most current version available to all
Council Members and the public upon request.

Planning Council Bylaws
33

Maricopa County
Greater Phoenix Ryan White HIV
Services Planning Council
Maricopa.gov