(A) Board oversight. The Board, subject to provisions of this subchapter, shall cause to be performed any and all acts that, in the considered judgment of the Board, are reasonable and necessary for the prudent, safe, efficient and economical management and protection of the utility systems. The Board may adopt and amend bylaws, adopt and amend rules and regulations applicable to the ratepayers and customers of PUE, and make compliance therewith a condition of service.
(B) Hiring of Utilities General Manager. The Board shall develop a request for qualifications for the position. The request for qualifications shall be reviewed and approved by the City Attorney, such review being limited to verification of compliance with applicable law. The Board shall be responsible for identifying those candidates whose qualifications meet the requirements of the request for qualifications and for conducting appropriate background checks.
(1) The Board shall, at one or more open meetings, conduct interviews of those applicants determined eligible for the position. Separate written notice of the meetings shall be provided to the Mayor and Council. The Board shall communicate to Council in executive session the name of at least one, but not more than three, candidates it recommends be hired, along with the reasons for recommending each candidate.
(2) Council may, at its discretion, interview any or all candidates from the Board’s recommended list. The Council may approve the recommended list, approve the list with a different order of preference among candidates, or reject the list in its entirety and direct the Board to re-initiate the hiring process. After approving a list with an order of preference, Council shall direct the Board to enter into negotiations with the candidate with the highest priority rating. Council shall provide guidance to the Board in executive session with respect to acceptable parameters for negotiations. Council may authorize the Board to negotiate with the remaining candidates, in order of preference, in the event that negotiations with the first or subsequent preferences are terminated by the candidates. The Board shall enter into non-binding negotiations with the selected candidate. The final employment agreement shall be approved by the Mayor and Council.
(C) Oversight of Utilities General Manager. The Board shall direct and oversee the performance of the Utilities General Manager pursuant to this subchapter. The Utilities General Manager shall report to the Board. The Board shall at least annually prepare a written evaluation of performance, requesting input from the Mayor and Council.
(1) The Board in executive session, or in open session if requested by the Utilities General Manager, shall review the evaluation with the Utilities General Manager. The Utilities General Manager shall have an opportunity to respond orally or in writing to the written evaluation and to request review by the Mayor and Council. As soon as practical thereafter, the Mayor and Council shall in executive session review the evaluation of the Utilities General Manager. The Chairperson of the Board shall be afforded an opportunity to attend the executive session of Council for the purpose of explaining the evaluation of the Utilities General Manager.
(2) Any disciplinary action taken by the Board against the Utilities General Manager shall, at the Utilities General Manager’s written request, be subject to review and appeal to the Council. The Utilities General Manager shall not be terminated without prior approval of the Council.
(D) Relationship with city staff. The Board, Utilities General Manager and staff shall remain independent of the City Manager and city administrative staff. The Board shall report to and take direction only from the Council. The Council shall consult with the Board directly and give great weight to recommendations of the Board in all matters relevant to PUE. The Board may defer to Council approval or ratification of any action or decision within the Board’s authority. The Council shall notify PUE whenever any city committee, task force, advisory or exploratory groups will meet to discuss issues which may impact the utilities system.
(E) Facilities. Subject to this subchapter and purchasing procedures of the state and city, the Board shall have authority to procure and erect all necessary buildings, facilities, transmission and service lines, water and sewer lines, make all necessary improvements and repairs and alter any existing buildings for the use of PUE; provided, that all expenditures for new buildings or alterations, other than ordinary repairs, shall be authorized by the PUE budget approved annually by the Council.
(F) Legal counsel and other consultants. The Board or the Utilities General Manager may retain legal counsel to represent PUE in any litigation, dispute or controversy, or to represent the Board and PUE. Legal counsel may provide advice and counsel in any matter concerning the management, conduct and interests of PUE. The Board and the Utilities General Manager may use the City Attorney whenever special knowledge or expertise relative to PUE is not required, e.g., procurement, personnel and conflicts.
(1) The Council shall designate legal counsel retained by PUE as special counsel for the city. The members of the Board and Council shall be immune from liability pursuant to A.R.S. § 38-466. Legal counsel selected shall provide proof of errors and omissions insurance and participate in a conflicts of interest survey. Payment for legal fees and costs incurred by PUE shall be made by PUE, and a line item for such expenditures shall be included in the PUE annual budget unless Council specifically orders payment by the city.
(2) The Board or Utilities General Manager may also retain the services of other qualified consultants and professionals.
(G) Litigation.
(1) In any dispute directly related to the operation of PUE or the utility systems, the Board may institute or defend actions in the name of PUE and the city. Any settlement or compromise of an action brought or defended by the Board in an amount greater than $5,000 shall require approval of the Council. The Council shall not enter into any settlement or compromise that encumbers or hypothecates the utility systems or causes a failure or curtailment of utility services.
(2) Any liability, damages, fines or other assessments directly related to an action brought by or against PUE shall be paid by PUE from its reserves and shall not be paid from the City General Fund unless so ordered by a court of competent jurisdiction.
(H) Reports to Council. The Board shall provide the Council with regular reports concerning its operations and shall keep the Council apprised of important issues involving PUE. The Board shall promptly respond to requests for information from the Mayor or Council.
(I) General contracts. Subject to the provisions of this subchapter and the purchasing requirements of state law and city code, the Board shall have authority to enter into contracts and other agreements in the name of Page Utility Enterprises and to procure equipment, materials, labor, transmission and supplies it deems necessary or advisable to the operation of PUE. The Board shall not have authority to encumber city assets or obligate the city without approval of the Council.
(J) Utility contracts.
(1) The Board has authority to negotiate on behalf of the city and PUE for adequate or surplus power and water, as well as for the transmission of power allocated to Page Utility Enterprises. Such negotiated contracts shall not be binding until approved by the Council.
(2) In deliberating the merits of the contract, the Council may hold a joint meeting with the Board and give great weight to the recommendation of the Board. The Council may approve a utility contract even if the actual sales price is subject to further negotiation or will be set at a later time in accordance with a formula, index or other method of calculation. The Council may authorize the Board or Utilities General Manager to set and bind the city to the final price without further Council action if it is in the city’s best interest. The Council may limit the authority of the Board and Utilities General Manager by establishing parameters of acceptable price terms.
(K) Authority to provide utilities without charge. The Board shall have authority to return surplus revenues to the ratepayers of PUE in the form of utilities without charge. The Board shall not provide energy without charge if the action would constitute a breach of any covenant or condition of any revenue bond related to the city generally or PUE specifically. The Board shall not provide energy without charge if the action would cause material financial harm to PUE finances. Council shall retain the authority to approve or disapprove a Board decision to provide energy without charge.
(L) Duties of Utilities General Manager.
(1) General obligations. Notwithstanding the provisions of § 33.20(E), the Utilities General Manager shall control and manage Page Utility Enterprises and shall be responsible for the operation of PUE. The Utilities General Manager shall report to and serve at the pleasure of the Board and Council and shall not be subject to the jurisdiction of the City Manager. Upon request of the Mayor or Council, the Utilities General Manager shall report on affairs of PUE.
(2) System maintenance and inspection. The Utilities General Manager shall maintain an effective inspection program of the utility systems and remain informed of the affairs and management thereof.
(3) Coordination with City Manager. The Utilities General Manager and the City Manager shall coordinate operations of PUE with operations of the city to the end that economies of operation may be achieved. Council does not intend to create supervisory authority of either manager over the other or their respective staffs.
(4) Personnel. The Utilities General Manager shall be responsible for hiring, retaining and managing PUE employees, consultants and other professionals with due regard for their safety and training, all in accordance with personnel and purchasing policies as provided by this subchapter, state and federal law and the city code.
(5) Purchasing. Subject to the provisions of this subchapter, state law and the city code, the Utilities General Manager shall be responsible for ordering and maintaining an adequate inventory of specialized material and equipment required by PUE.
(6) Customer relations. The Utilities General Manager shall have authority to enforce Board approved rules and regulations pertaining to PUE customers and ratepayers.
(7) Monthly reports. The Utilities General Manager shall submit a monthly financial statement to the Board and Council.
(8) Surety bond. If required by the Board, the Utilities General Manager shall furnish an approved corporate surety bond in an amount approved by the Board and conditioned upon the faithful performance of the duties imposed upon the Utilities General Manager. Any premiums for such bond shall be a proper charge against PUE.
(1976 Code, § 2-8-3) (Ord. 588-12, passed 5-9-2012; Ord. 640-17, passed 11-8-2017)