ARTICLE I-NAME

The name of this organization is the Fairfax County Trails, Sidewalks and Bikeways Committee, hereinafter referred to as the "Committee." This By-Laws replaces the former Fairfax County Trails and Sidewalks Committee By-Laws.

ARTICLE II - PURPOSE

The Committee has been established by the Board of Supervisors of Fairfax County, Virginia, ("Board") pursuant to Virginia law for the purpose of providing citizen input and oversight to planning and developing a non-motorized transportation system and trails serving the needs of pedestrians, bicyclists, and equestrians. Magisterial District members advise on request for waivers to the Comprehensive Plan.

ARTICLE III - MEMBERSHIP AND TERM OF OFFICE

Appointments. Appointments to the Committee shall be determined by the Board. The Committee shall consist of one member from each magisterial district, one at-large member, and one member from each of the following organizations: Northern Virginia Builders Industry Association, Fairfax County Federation of Citizens Associations, Fairfax County Park Authority, Northern Virginia Regional Park Authority, Washington Area Bicyclist Association, the Clifton Horse Society, the Fairfax Area Disabilities Services Board, and the Fairfax Alliance for Better Bicycling. Regular appointments to the Committee shall be for terms of two years. In the event a Committee member cannot serve or resigns from office, the County staff coordinator shall advise the Clerk to the Board of the vacancy in writing.

In the event a member completes his or her term of office, remains qualified to serve as a Committee member, and the Board has not appointed a successor member, then that person may continue to serve as a member until such time as the member is reappointed or a successor member is appointed.

ARTICLE IV - OFFICERS AND THEIR DUTIES

Elections. The Committee shall be served by three officers: the Chairperson, the Vice Chairperson, and the Secretary. The Chairperson shall be elected by the Committee members annually and such election shall be scheduled at the first meeting of each calendar year. Two months prior to the election meeting, a slate of candidates shall be nominated from the floor. After nomination, each candidate shall be polled on his or her willingness and ability to serve as Chairperson of the Trails, Sidewalks and Bikeways Committee. At the meeting immediately following the election of the Chairperson, the Chairperson shall nominate the Vice Chairperson and Secretary. After nomination, each candidate shall be polled on his or her willingness and ability to serve as an officer of the Committee.

Chairperson. The Chairperson presides over meetings of the Committee and is eligible to vote at all times. The Chairperson has the authority to delegate appropriate functions to Committee member(s) and to request staff assistance from the County staff supporting the Committee.

Vice-Chairperson. In the absence of the Chairperson at a meeting, the Vice-Chairperson shall perform the duties and exercise the powers of the Chairperson. In the event that neither the Chairperson nor the Vice-Chairperson is available, the member present with the longest tenure on the Committee shall act as Chairperson.

Secretary. The secretary, or a duly appointed agent, shall be responsible for recording the minutes of meetings.

Replacement Officers. If an office becomes vacant for any reason, it shall be filled by an election at the next regular meeting having a majority of members present. The newly elected officer shall complete the unexpired term of the officer succeeded. Prior to the election of any replacement officer, all members shall be provided with notice of the proposed election before the meeting at which the replacement is elected.

ARTICLE V - MEETINGS

VFOIA. All meetings shall be conducted in accordance with the Virginia Freedom of Information Act, Virginia Code §§ 2.2-3700 et seq., as amended ("VFOIA"), and except for closed sessions, all meetings shall be open to the public. The Committee may hold public hearings and report its findings to the Board of Supervisors on Committee issues that affect the public interest.

Notice. All meetings shall be preceded by a notice stating the date, time, and location of its meetings. Notice of a meeting shall be given at least three working days prior to the meeting. Notice, reasonable under the circumstances of emergency meetings, shall be given contemporaneously with the notice provided to Committee Members. Notices of all meetings shall be provided to the Office of Public Affairs for posting at the Government Center and on the County Web site. All meetings shall be conducted in public places that are accessible to persons with disabilities.

Frequency. The Committee shall meet monthly or as determined by the Chairperson. Meetings shall be held at a time agreed to by a majority of the Committee, and at a place arranged by the staff of supporting County department.

Voting. A quorum is necessary for a vote. A majority of the Committee shall constitute a quorum, and the vote of a majority of the quorum shall be necessary for any action taken. In making any recommendations, adopting any plan, or approving any proposal, action shall be taken by a majority vote of Committee members present and voting. Upon the request of any member, the vote of each member on any issue shall be made a matter of record. There shall be no proxies. All votes of Committee members shall be taken during a public meeting, and no vote shall be taken by secret or written ballot or by proxy.

Conduct. Except as otherwise provided by Virginia law or by these bylaws, all meetings shall be conducted in accordance with Robert's Rules of Order, Newly Revised, and except as specifically authorized by VFOIA, no meeting shall be conducted through telephonic, video, electronic, or other communication means where the members are not all physically assembled to discuss or transact public business.

Public Access. At any meeting, at least one copy of the agenda and, unless exempt under VFOIA, all materials furnished to Committee members shall be made available for public inspection at the same time such documents are furnished to the Committee members. Any person may photograph, film, record, or otherwise reproduce any portion of a meeting required to be open, but such actions may not interfere with any Committee proceedings.

Records. The Secretary or an appointed representative shall insure that minutes of meetings are recorded, and those minutes shall include: (1) the date, time, and location of each meeting; (2) the members present and absent; (3) a summary of the discussion on matters proposed, deliberated, or decided; and (4) a record of any votes taken. Such minutes are public records and subject to inspection and copying by citizens of the Commonwealth or by members of the news media. The supporting County department shall provide staff support to review and approve records and minutes of the meeting.

ARTICLE VI - ATTENDANCE AND PARTICIPATION

Any Committee member who misses three consecutive meetings or more than half of scheduled meetings within a 12-month period, or who fails to participate in the work of the Committee without good cause acceptable to a majority of the other Committee members may be subject to removal from the Committee. Any member may designate a proxy representative to the Committee chair prior to the meeting. Said proxy may vote on behalf of the member.

ARTICLE VII - REMOVAL

Any Committee member(s) may be recommended to the Board for removal from the Committee for cause, including but not limited to cause as set forth in Article VI, by a two-thirds majority vote of all of the Committee members.

ARTICLE VIII - COMMITTEES

Standing. The Chairperson appoints standing committees and a Chairperson for each committee with the consent of the majority of the Committee members present and voting.

Special. The Chairperson may appoint special committees and the Chairperson for each with the approval of a majority of the Committee members present and voting.

All meetings of any such committees shall comply with the notice and other requirements of VFOIA. To the extent that is practicable, any such committees shall be composed of at least four members. Committee meetings may be held at the call of the Chairperson or at the request of two members, with notice to all members.

ARTICLE IX – ARBITRATION

This article is not used by this Committee.

ARTICLE X - ANNUAL REPORT

The Committee shall prepare an annual written report that describes the actions and activities of the Committee and plans for future actions and activities. This report shall be provided to the Clerk to the Board for distribution to the members of the Board and to the County Executive.

ARTICLE XI - COMPLIANCE WITH LAW AND COUNTY POLICY

The Committee shall comply with all Virginia laws, including, but not limited to, VFOIA, and the Virginia State and Local Government Conflict of Interests Act, Virginia Code §§2.2-3100 et seq., as amended, with all County ordinances, and with all County policies concerning the activities of its boards, authorities, and Committees. In case of a conflict between a provision of these Bylaws and any applicable ordinance or law, the provisions of the applicable ordinance or law, as the case may be, shall be controlling.

ARTICLE XII - AMENDMENT OF BYLAWS

These Bylaws may be amended by the Committee by adopting the proposed amendment or amendments and by presenting those proposed changes for approval to the Board. Any such amendments to the Bylaws shall become effective upon approval by the Board.