Philippine Association of Water Districts, Inc.
2/F LWUA Bldg., Katipunan Road, Balara, Quezon City 1104, Philippines Telefax 927-5032 • Telephone 920-5453 • Trunkline 920-5581 to 99 Locals 244 & 296 Website: www.pawd.org.ph • E-mail:
AMENDED
BY-LAWS
of the
PHILIPPINE ASSOCIATION OF WATER DISTRICTS, INC.
Article I — [ORGANIZATION[1]] COMPOSITION AND REPRESENTATION
Section 1. [ORGANIZATIONAL STRUCTURE] COMPOSITION. The PHILIPPINE ASSOCIATION OF WATER DISTRICTS HEREIN AFTER REFERRED TO AS PAWD [Organization] shall be composed of WATER DISTRICTS FROM three (3) geographical areas covering the entire Philippine archipelago divided into Luzon, Visayas, and Mindanao [represented] AND FURTHER DIVIDED INTO [by] fifteen (15) regions. [2]
Section 2. REGIONAL [UNITS] ASSOCIATIONS. PAWD HEREBY RECOGNIZES THE PRESENT EXISTENCE [Each] of the fifteen (15) [regions shall be governed by regional units under uniform rules prescribed by the PAWD Board of Governors.[3]] REGIONAL ASSOCIATIONS HEREUNDER ENUMERATED, AS FOLLOWS:
[The Regions under each geographical area are as follows:]
I. Luzon Area
A. The PAN-ILOCOS Region (Region 1) consisting of the provinces of Ilocos Norte, Ilocos Sur, La Union and Pangasinan, and the City of Daqupan;
B. The Cagayan Valley Region (Region 2) consisting of the Provinces of Batanes, Cagayan, Isabela, Quirino and Nueva Vizcaya;
C. The Cordillera Administrative Region (CAR) consisting of the provinces of Abra, Apayao, Kalinqa, Benguet, Bontoc and Mountain Province, and the City of Baguio;
D. The Central Luzon Region (Region 3) consisting of the provinces of Aurora, Bulacan, Pampanqa, Tarlac, Bataan, Nueva Ecija and Zambales, and the City of Angeles;
E. The Southern Tagalog Region (Region 4) consisting of the provinces of Rizal, Laguna, Quezon, Cavite, Batangas, and the island provinces of Romblon, Marinduque, Palawan. Oriental Mindoro and Occidental Mindoro.
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1,2,3 (as amended and approved by the Board of Governors on December 20, 2006 at the PAWD Office, Quezon City and ratified by the general membership on January 26, 2007 at the PAWD Office, Quezon City)
F. The Bicol Region (Region 5) consisting of the provinces of Albay, Camarines Norte, Camarines Sur, Catanduanes. Masbate, Sorsogon and the Cities of Legazpi and Naga;
II. Visayas Area
A. The Western Visayas Region (Region 6) consisting of the provinces of Negros Occidental, Guimaras, Antique. Iloilo, Aklan and Capiz, and the Cities of Bacolod and Iloilo;
B. The Central Visayas Region (Region 7) consisting the provinces of Cebu, Bohol, Siquijor and Negros Oriental, and the City of Cebu;
C. The Eastern Visayas Region (Region 8) consisting of the provinces of Northern Samar, Western Samar, Eastern Samar, Biliran, Leyte and Southern Leyte and the City of Tacloban;
Mindanao Area
A. The Western Mindanao Region (Region 9) consisting of the provinces of Zamboanga del Norte, Zamboanga del Sur and Zamboanga-Sibugay, and the City of Zamboanga;
B. The Northern Mindanao Region (Region 10) consisting of the provinces of Bukidnon, Camiguin, Lanao del Norte, Misamis Occidental and Misamis Oriental, and the City of Cagayan de Oro;
C. The Southern Mindanao Region (Region 11) consisting of the provinces of
Compostela Valley, Davao del Norte. Davao del Sur and Davao Oriental, and the City of Davao;
D. The Central Mindanao Region (Region 12) consisting of the provinces of North Cotabato, South Cotabato and Sarangani, and the Cities of Cotabato, and General Santos:
E. The Caraga Region (Region 13) consisting of the provinces of Agusan del Norte, Agusan del Sur, Surigao del Norte and Surigao del Sur, and the City of Butuan:
F. The Autonomous Region of Muslim Mindanao (ARM M) consisting of the provinces of Basilan, Lanao del Sur, Maguindanao, Sulu and Tawi-Tawi. [4]
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4 (as amended and approved by the Board of Governors on December 20, 2006 at the PAWD Office, Quezon City and ratified by the general membership on January 26, 2007 at the PAWD Office, Quezon City)
SECTION 3. [CHAPTER ORGANIZATIONS. Each region shall consist of chapter organizations comprising all water districts in the region. The creation of provincial chapters within a region is highly encouraged. [5]] MERGER AND MULTIPLE MEMBERSHIP. AT THE CONVENIENCE OF THE MEMBER WATER DISTRICTS IN THE REGION, THE REGIONAL ASSOCIATIONS RECOGNIZED IN THE PRECEDING SECTION MAY MERGE AS ONE REGIONAL ASSOCIATION. RECOGNITION OF A MERGED, DEMERGED OR NEW REGIONAL ASSOCIATION SHALL BE SUBJECT TO APPROVAL BY THE BOARD OF GOVERNORS.WATER DISTRICTS MAY ALSO BE A MEMBER OF MORE THAN ONE REGIONAL OR MERGE ASSOCIATION AT THEIR OWN DISCRETION AND CONVENIENCE.
SECTION 4. AFFILIATE UNITS. Affiliate units may be recognized after complying with the rules and regulations promulgated by the PAWD Board of Governors. [6]
Article II – MEMBERSHIP [7]
Section 1. [QUALIFICATIONS] THE MEMBERS AND CONTINUATION OF MEMBERSHIP. All water districts duly created and organized under Presidential Decree No. 198, as amended, [represented by Policy-Makers and Management, and agree to bind themselves and abide by the Constitution and By-Laws and all lawful rules and regulations of the Association, upon application and payment of the required dues, may be admitted as members of the Association.[8]] AND ISSUED BY THE LOCAL WATER UTILITIES ADMINISTRATION A CONDITIONAL CERTIFICATE OF CONFORMANCE ARE IPSO FACTO MEMBERS OF PAWD. MEMBERSHIP OF THE WATER DISTRICT IN PAWD SHALL CONTINUE FOR AS LONG AS THE JURIDICAL EXISTENCE OF THE WATER DISTRICT CONTINUES TO REMAIN AS SUCH.
Section 2. TERMINATION [AND REINSTATEMENT] OF MEMBERSHIP. [Any member of the Association may be removed or reinstated following the rules and regulations promulgated by the Board of Governors and after due process. [9]] MEMBERSHIP OF THE WATER DISTRICT IN PAWD SHALL BE DEEMED TERMINATED UPON DISSOLUTION OF THE WATER DISTRICT OR UPON TURN-OVER TO OR AGREED TAKE-OVER BY ANOTHER ENTITY THE OPERATIONS OF THE WATER DISTRICT.
Section 3. AFFILIATES AND HONORARY MEMBERS. Water service providers not created pursuant to P.D. 198, as amended, may be admitted as affiliate member upon payment of the required dues. [All water district associations, other than the regional chapters, shall also be considered as affiliate members upon applications in writing and approved by the PAWD Board of Governors.] Individuals that have contributed to the cause of PAWD and the water districts and former [members] WATER DISTRICT OFFICIALS who are no longer connected with the water districts may be admitted as honorary members [pursuant to the rules and regulations promulgated by the Board of Governors.[10] ] UPON RECOMMENDATION BY THE EXECUTIVE COUNCIL AND APPROVED BY A TWO-THIRDS VOTE OF THE BOARD OF GOVERNORS.
SECTION 4. THE PAWD OFFICIALS. REFERS TO WATER DISTRICT OFFICIALS ELECTED OR APPOINTED TO ANY OF THE POSITIONS IN THE EXECUTIVE COUNCIL, THE BOARD OF GOVERNORS OR TO ANY COMMITTEE OF PAWD.
SECTION 5. MEMBERS IN GOOD STANDING. WATER DISTRICT MEMBERSHIP IN PAWD SHALL BE CONSIDERED IN GOOD STANDING UPON PAYMENT OF THE ANNUAL DUES FOR ANY GIVEN YEAR NOT LATER THAN THE END OF THAT YEAR OR NO ARREARS FOR THE PREVIOUS YEAR.
Article III - GENERAL ASSEMBLY [11]
Section 1. COMPOSITION ‘AND RECOGNITION’. The General Assembly [is] SHALL BE composed of all [duly registered] MEMBER water districts and all affiliates recognized under the rules and regulations promulgated by the PAWD Board of Governors[12] WHO ARE MEMBERS IN GOOD STANDING. EACH MEMBER WATER DISTRICT SHALL BE ENTITLED TO ONE SPOKESPERSON WHICH MAY BE THE CHAIR OF THEIR BOARD, GENERAL MANAGER OR ANY OF THEIR DIRECTORS. EXCEPT FOR THE PAWD OFFICERS, RECOGNITION IN THE GENERAL ASSEMBLY SHALL BE BY THEIR WATER DISTRICT RATHER THAN THE SPOKESPERSON. THE PAWD SECRETARIAT SHALL PROVIDE THE MEANS BY WHICH THE WATER DISTRICT WILL EASILY BE RECOGNIZED DURING THE PROCEEDINGS IN THE GENERAL ASSEMBLY.
Section 2. MEETINGS. The General Assembly shall be convened every year [on the first Friday of February] DURING THE ANNUAL CONVENTION. Special meetings of the Association may be called by the Chairman of the Board of Governors or the President of the Association or upon request by at least 30% of the registered members. The agenda for such special meeting shall be stated in the notice to be sent to all members at least fifteen (15) days before the scheduled date of such meeting. [13]
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5,6,7,8,9,10,11,12,13 (as amended and approved by the Board of Governors on December 20, 2006 at the PAWD Office, Quezon City and ratified by the general membership on January 26, 2007 at the PAWD Office, Quezon City)
Section 3. POWERS. During the annual convention or special meetings called for such purpose, the members shall have the following powers: [14]
A. To promulgate, amend and repeal the provisions of the articles of incorporation and by-laws with at least one month advance notice to this effect;
B. To prescribe rules of conduct and discipline for the members;
C. To dismiss the officers in the manner hereinafter provided for;
D. To proclaim and adopt new purposes and objectives and define policies;
And in general, all powers not expressly granted or delegated to the Board of Governors or necessarily implied thereto. [15]
Section 4. QUORUM. Twenty-five percent of the total water district members attending the annual convention or special meeting shall constitute a quorum to do business [unless otherwise provided by law. Except where there is apparent lack of quorum, voting by proxy shall not be allowed. [16] ]
[Section 5. QUARTERLY MEETING. The Board of Governors and officers of the Association shall jointly or separately meet every quarter at the LWUA-PAWD Office or any other place and date as decided by both the Board of Governors and the Executive Council, or either of them. [17] ]
Article IV - BOARD OF GOVERNORS [18]
Section 1. COMPOSITION ‘AND TERM OF OFFICE’. The Board of Governors shall be Composed of seventeen (17) members FIFTEEN (15) OF WHICH, THE REGULAR GOVERNORS, SHALL BE EACH THE REPRESENTATIVE [wherein each] of the fifteen (15) [Regions of the Country] REGIONAL ASSOCIATIONS AS ENUMERATED IN SECTION 2 OF ARTICLE I HEREOF PLUS [shall be represented by a duly elected member and] the immediate past Chairman and the incumbent President [shall also be elected thereof.] [19] AS EX-OFFICIO GOVERNORS. THE TERM OF OFFICE OF THE FIFTEEN (15) REGULAR GOVERNORS SHALL BE THREE (3) YEARS FIVE (5) OF WHICH, DISTRIBUTED PROPORTIONATELY OVER THE ISLANDS OF LUZON, VISAYAS AND MINDANAO, SHALL EXPIRE EACH YEAR. THE EX-OFFICIO GOVERNORS SHALL SERVE UNTIL SUCH TIME AS THE NEW EX-OFFICIO GOVERNORS REPLACING THEM SHALL HAVE BEEN ELECTED AND ARE TO ASSUME OFFICE. IN CASE OF VACANCY, ANY REPLACEMENT GOVERNOR SHALL ONLY SERVE THE UNEXPIRED PORTION OF THE TERM.
MERGED REGIONAL ASSOCIATIONS SHALL BE ENTITLED TO A PROPORTIONATE NUMBER OF REGULAR GOVERNORS WHICH THE REGIONAL ASSOCIATIONS WOULD HAVE BEEN ENTITLED TO HAD THEY REMAINED SEPARATE REGIONAL ASSOCIATIONS. THE TERM OF OFFICE OF A REGULAR GOVERNOR ALLOCATED TO A REGIONAL ASSOCIATION THOUGH UNFILLED SHALL CONTINUE TO RUN JUST LIKE AS WHEN THE POSITION WAS OCCUPIED AND ANY GOVERNOR WHO SHALL ASSUME IN THE INTERIM SHALL ONLY SERVE THE UNEXPIRED PORTION OF THE TERM.
Section 2. QUALIFICATIONS ‘OF A GOVERNOR. The members of the Board of Governors shall be chairmen and members of the Board of Directors of the water districts or general managers, provided that they have the proper designation from their respective regional [chapter] ASSOCIATION. Representative to the Board of Governors shall be supported by a [chapter] resolution.[20] IN ADDITION, THE GOVERNOR SHALL BE:
1. FROM A WATER DISTRICT WHO IS A MEMBER IN GOOD STANDING OF PAWD
2. A REPRESENTATIVE OF A RECOGNIZED ASSOCIATION WITH AT LEAST FOUR (4) MEMBER WATER DISTRICTS WHO ARE MEMBERS OF GOOD STANDING OF PAWD FOR EVERY REGIONAL ASSOCIATION IT REPRESENTS.
Section 3. DISQUALIFICATION OF GOVERNORS AND OFFICERS. No member convicted by final judgment of the courts for an offense involving moral turpitude shall be qualified as Governor or Officer. Any officer who retired, resigned or removed from his office for just cause during his term as PAWD Officer shall lose his position and be replaced by the Board of Governors [in consonance with the rules and regulations of the Association.] [21]
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14,15,16,17,18,19,20,21 (as amended and approved by the Board of Governors on December 20, 2006 at the PAWD Office, Quezon City and ratified by the general membership on January 26, 2007 at the PAWD Office, Quezon City)
Section 4. OFFICERS OF THE BOARD AND TERM OF OFFICE. During the Annual Convention, the Board of Governors shall convene and elect from among themselves, the chairman and the vice-chairman. The choice of chairman shall be on rotary basis representing Luzon, Visayas and Mindanao for a term of two (2) years.[22] THE TWO (2) YEAR TERM SHALL START APRIL 1 FOLLOWING THEIR ELECTION AND ENDS ON MARCH 31 TWO YEARS LATER.
Section 5. VACANCIES. In case of any vacancy or vacancies in the Board by reason of death, resignation, incapacity, or any other cause, the Board of Governors shall immediately require the regional [chapter] ASSOCIATION concerned to designate a representative from their [chapter] ASSOCIATION, supported by a resolution of authority, and submit such to the Board of Governors for confirmation. [23]
Section 6. POWERS OF THE BOARD OF GOVERNORS. The corporate powers of the Association shall be exercised, its business conducted, and its property controlled by the Board of Governors, all in accord with the provisions of P.D. 198, as amended, and all such other laws pertaining thereto. [24]
Section 7. Presiding Officer. The Chairman of the Board or in his absence. the Vice Chairman shall preside over the meeting of the board and the general assembly.[25]
Section 8. MEETINGS AND QUORUM. The regular meeting of the Board shall be held every quarter in a place, date and time agreed by the Board. A special meeting may be called by the Chairman or one-third (1/3) of the members of the Board on a one (1) week notice to each governor personally or in writing. Such call shall specify the time, place and purpose of such special meeting. Seven (7) of the members of the Board of Governors shall constitute a quorum for the transaction of business.[26]
Article V - EXECUTIVE COUNCIL [27]
Section 1. EXECUTIVE COUNCIL [OFFICERS]. The Executive Council OF PAWD shall be composed of [General Managers. There shall be] a President, an Executive Vice-President. a Vice-President each for Luzon, Visayas, and Mindanao, a Secretary, a Treasurer, an auditor, a Press Relations Officer, a Government Relations Officer, a Sergeant-At-Arms each from Luzon, Visayas, and Mindanao,[.] The immediate past president and all regional [chapter] ASSOCIATION presidents WHO SHALL ALL BE GENERAL MANAGERS OF A WATER DISTRICT. [shall also be members of the executive council including the] THE president of the Luzon Association of Water Districts (LAWD), the Visayas Association of Water Districts (VAWD), and the Mindanao Association of Water Districts (MAWD). [28] SHALL BE EX-OFFICIO VICE-PRESIDENT FOR LUZON, VISAYAS, AND MINDANAO, RESPECTIVELY.