BYLAWS OF
THE METRO-NORTH RAILROAD COMMUTER COUNCIL

ARTICLE I
MEMBERSHIP

Section 1. The membership of the Metro-North Railroad Commuter Council (MNRCC) will consist of eleven members, at least five from Westchester County, and at least one from each of the following Counties: Dutchess, Orange, Putnam, Rockland and the Bronx who shall have been duly appointed in accordance with Section 1226-d of the Public Authorities Law.

Section 2. Every member of the MNRCC shall be a member of the Permanent Citizens Advisory Committee (PCAC) to the Metropolitan Transportation Authority (MTA).

Section 3. Any MNRCC member who receives, directly or indirectly, money or other valuable consideration in connection with work related to public transportation policies or operations in the MTA region, or who bids for or otherwise formally seeks work as a consultant or contractor with the MTA or any of its subsidiaries or affiliates, shall disclose such involvement in writing to the MNRCC, to the Governor, and to the official who nominated the member to the MNRCC. Such disclosure shall be recorded in the MNRCC minutes.

Section 4. During the course of discussion of any issue in which a member has a private or pecuniary interest, the member shall orally disclose the nature of the interest and shall refrain from voting on that issue.

ARTICLE II
PURPOSE

Section 1. The purposes of the MNRCC are defined under Section 1266-d of the Public Authorities Law.

Section 2. The MNRCC shall study, investigate, monitor, and make recommendations with respect to the maintenance, operation and fares of the Metro-North Railroad (MNR).

Section 3. The MNRCC shall study and investigate all aspects of the day to day operation of the MNR, monitor its performance and recommend changes to improve the efficiency of the operation thereof.

Section 4. The MNRCC shall study and investigate methods for promoting the use of public transportation in Westchester, Rockland, Orange, Putnam and Duchess Counties.

Section 5. The MNRCC may request and shall receive from any department, division, board, bureau, commission, agency, public authority of the state or any political subdivision thereof such assistance and data as it requests to enable it to properly carry out its activities for the purposes set forth.

ARTICLE III
OFFICERS

Section 1. The officers of the MNRCC shall be elected by the members of the MNRCC from their number and shall consist of a Chair and Vice Chair. The officers shall be elected at the regular May meeting of the MNRCC and shall hold office for a term of two (2) years from the date of election or until a successor is elected and qualified.

Section 2. An officer may be removed from office for cause by a two-thirds vote of the total membership of the MNRCC.

Section 3. Vacancies shall be filled by vote of the MNRCC as they may occur.

Section 4. The Chair shall preside at all meetings and will represent the MNRCC on the Executive Committee of the PCAC. The Chair will have the power to appoint committees and committee chairs as required.

Section 5. The Vice Chair shall assume the powers and duties of the Chair in his or her absence.

ARTICLE IV
MEETINGS

Section 1. Regular meetings of the MNRCC shall be held once a month, except that there shall not be regular meetings during the months that the PCAC meets (March, June, September and December).

Section 2. The PCAC staff shall prepare, at the direction of the Chair, and circulate an agenda prior to each meeting of the MNRCC and shall keep and preserve the minutes of all meetings of the MNRCC. The PCAC staff shall be responsible for all records and correspondence of the MNRCC.

Section 3. Special meetings of the MNRCC may be called by the Chair upon seven (7) days notice to the members of the MNRCC or upon written request signed by three (3) members of the MNRCC. The notice of a special meeting shall state the purpose of the meeting and the business to be transacted at such meeting.

Section 4. A quorum at any meeting of the MNRCC shall consist of half the members of the MNRCC.

Section 5. Proxies may be voted only if the member giving the proxy specifically designates to the Executive Director of the PCAC or any other member the particular issues to be voted upon and the position to be taken.

Section 6. Official MNRCC positions on issues shall be approved by a majority vote of the membership of the MNRCC or by a two-thirds vote of those present at a meeting, whichever is less. Press releases and statements to the media concerning such positions shall be approved by the Chair. The MNRCC Chair has the sole authority to speak on behalf of the MNRCC membership. The Chair may delegate this authority, on a case-by-case basis, to the Vice Chair or the Executive Director of the PCAC.

Section 7. If any member of the MNRCC is absent from three (3) consecutive regular MNRCC/PCAC meetings, or from six (6) such meetings in any twelve month period, without being excused for good cause shown, (a letter or phone call to the PCAC Office being considered good cause) a letter shall be directed to the Governor, with a copy to the appropriate local official, recommending appointment of a new member.

Section 8. Robert’s Rules of Order, Revised, shall govern all meetings of the MNRCC consistent with these bylaws.

ARTICLE V
BYLAW REVISIONS

Section 1. The bylaws of MNRCC may be amended by a vote of two-thirds of the total membership of the MNRCC.

Section 2. Amendments to these bylaws shall be moved at a regular meeting of the MNRCC and the vote taken at the next regular meeting.