TITLE 18 TRANSPORTATION AND HIGHWAYS
CHAPTER 61 SPACEPORTS
PART 3 SPACEPORT
AUTHORITY BOARD OF DIRECTORS BYLAWS
18.61.3.1 ISSUING AGENCY: New Mexico Spaceport Authority.
[18.61.3.1 NMAC - N,
7/31/2023]
18.61.3.2 SCOPE: This rule applies to the New Mexico spaceport
authority and members of the board of directors of the New Mexico spaceport
authority.
[18.61.3.2 NMAC - N,
7/31/2023]
18.61.3.3 STATUTORY AUTHORITY: Section 58-31-5, NMSA 1978.
[18.61.3.3 NMAC - N, 7/31/2023]
18.61.3.4 DURATION: Permanent.
[18.61.3.4 NMAC - N, 7/31/2023]
18.61.3.5 EFFECTIVE DATE: July 31, 2023.
[18.61.3.5 NMAC - N,
7/31/2023]
18.61.3.6 OBJECTIVE: The objective of this rule is to codify the bylaws
that govern the conduct of the board of directors of the New Mexico spaceport
authority.
[18.61.3.6 NMAC - N,
7/31/2023]
18.61.3.7 DEFINITIONS:
A. “The
authority”, or New Mexico spaceport authority, means a state agency created by
the Spaceport Development Act and administratively attached to the economic
development department in accordance with Section 9-1-7 NMSA 1978 and charged
with the responsibility of carrying out the day-to-day business of the agency.
The authority is also known as “the agency” in business relations with its
partners, customers and other governmental entities as an executive agency of
the state of New Mexico.
B. “The
board” means the board of directors, the entity created by Section 58-31-4,
NMSA 1978 comprised of nine members, among whom is the executive director who
runs the agency. The board is responsible for making and implementing all rules
and regulations necessary for the efficient administration of Spaceport
America.
C. “Spaceport
America” is the trademarked identity of a commercial spaceport business
operated, managed and maintained by the authority in Sierra county, New Mexico,
located on state trust land pursuant to Business Lease No. BL-1729, effective
January 1, 2007.
D. “Spaceport”
means the physical property in Sierra county New Mexico, comprising 18,461.45 acres
and the facilities, infrastructure, access roads and other improvements located
thereon.
[18.61.3.7 NMAC - N,
7/31/2023]
18.61.3.8 TITLE: These rules shall be known as the “Bylaws of the Board
of Directors of the New Mexico Spaceport Authority,” hereinafter referred to as
the “bylaws.”
[18.61.3.8 NMAC - N,
7/31/2023]
18.61.3.9 THE AUTHORITY:
A. Spaceport
Development Act. The New Mexico spaceport authority (the authority) is a New
Mexico state agency organized under the provisions of the Spaceport Development
Act, Sections 58-31-1, et seq. NMSA 1978.
B. Governance.
The authority is governed by seven voting and two nonvoting members of the
board of directors (the “board”). The
board shall make all rules and regulations necessary for the administration of
Spaceport America.
C. Purpose.
The authority shall implement the purposes of the Spaceport Development Act:
(1) encourage and foster development of the state and its
cities and counties by developing
spaceport facilities in New
Mexico;
(2) actively promote and assist public and private sector
infrastructure development to attract new industries and businesses, thereby
creating new job opportunities in the state;
(3) create the statutory framework that will enable the state
to design, finance, construct, equip and operate spaceport facilities necessary
to ensure the timely, planned and efficient development of a southwest regional
spaceport; and
(4) promote educational involvement in spaceport activities
and education and training of the workforce to develop the skills needed for
spaceport operations.
[18.61.3.9 NMAC - N,
7/31/2023]
18.61.3.10 BYLAWS AND POLICIES: These bylaws govern the conduct of the board and its
implementation and compliance with the Spaceport Development Act. In addition to the bylaws, the board shall,
from time to time, adopt policies and other resolutions governing specific
matters to confirm and augment the bylaws, as well as govern use and operations
at Spaceport America.
[18.61.3.10 NMAC - N,
7/31/2023]
18.61.3.11 EFFECT OF BYLAWS ON PAST ACTIONS
AND OBLIGATIONS: The adoption of
these bylaws or the repeal of a resolution by the bylaws shall not affect:
A. Vested
rights and obligations pertaining to any prior resolution; or
B. Other
matters of record referring to resolutions and not included within the bylaws.
[18.61.3.11 NMAC - N,
7/31/2023]
18.61.3.12 MAINTENANCE OF BYLAWS AND OTHER
BOARD MATERIALS:
A. Certified
copies of the bylaws and all resolutions approved by the board, including those
that adopt policies governing the Spaceport, shall be maintained on file in the
Spaceport America offices and on the Spaceport America website.
B. Other
materials used by the board shall also be maintained on file at the Spaceport
America offices, including agendas, minutes, final reports, presentations and
other materials used by the board to carry out official business.
[18.61.3.12 NMAC - N,
7/31/2023]
18.61.3.13 MISSION OF BOARD OF DIRECTORS: The mission of the authority board of directors (the
board) is to ensure operation of Spaceport America, as described in the
Spaceport Development Act and in the best interests of the citizens of New
Mexico; establish rules, regulations, and policies for the administration, governance,
protection and maintenance of Spaceport America’s facilities; establish
standards of operation; and operate the authority as an economic development
engine for the state of New Mexico.
[18.61.3.13 NMAC - N,
7/31/2023]
18.61.3.14 MEMBERSHIP:
A. Assuming
office. A person may become a member of the board only by appointment or on an
ex-officio basis. The board shall consist of seven voting and two nonvoting
members, six of whom shall be appointed by the governor with the consent of the
senate, provided that one of the appointed members shall be a resident of
Sierra county. No more than three
appointed members shall belong to the same political party. The seventh member shall be the secretary of
economic development or the secretary’s designee. The lieutenant governor shall serve as a
nonvoting ex-officio member. The
executive director of the authority shall serve as a nonvoting member.
B. Vacancies.
If a vacancy occurs among the appointed voting members of the board, the
governor shall appoint a replacement to serve out the term of the former
member. If an appointed member's term
expires, the member shall continue to serve until the member is reappointed or
another person is appointed and confirmed by the senate to replace the member.
C. Qualification
and term. The members appointed by the governor shall be residents of the state
and shall serve for terms of four years, except for the initial appointees who
shall be appointed so that the terms are staggered after initial appointment. Initial appointees shall serve terms as
follows: two members for two years, two members for three years and two members
for four years.
D. The
secretary of economic development or the secretary’s designee shall serve as
the chairperson of the board (the chair).
E. The
members of the board shall not be compensated for their services but may be
reimbursed by the agency for reasonable and necessary expenses actually
incurred for the benefit of the agency, upon presentation of proper
documentation.
[18.61.3.14 NMAC - N,
7/31/2023]
18.61.3.15 ETHICS AND CONFLICT OF INTEREST
CODE: It is the intent of the board
to act in the highest ethical standard in carrying out its duties to the public
and in the operation of its facilities.
It is also the intent of the board to protect the authority's interests
when entering into a transaction or agreement, and not the private interests of
any director, officer, or employee.
Accordingly, all board members shall adhere to the requirements of the
Governmental Conduct Act (Chapter 10, Article 16, NMSA 1978) and the Governor’s
Code of Conduct adopted thereunder, as well as any other applicable rules or
laws governing their conduct as executive agency appointees, including but not
limited to the Financial Disclosure Act (Chapter 10, Article 16A NMSA 1978),
the Gift Act (Chapter 10, Article 16B NMSA 1978), the Lobbyist Regulation Act
(Chapter 2, Article 11 NMSA 1978), the Personnel Act (Chapter 10, Article 9,
NMSA 1978) and the Procurement Code (Chapter 13, Article 1 NMSA 1978).
[18.61.3.15 NMAC - N,
7/31/2023]
18.61.3.16 MEETINGS:
A. Open
meetings. Meetings of the board shall be open and public, except as allowed by
law, and unless otherwise provided, shall be conducted in accordance with
Robert’s Rules of Order. All meetings of
the board and its committees shall be conducted in accordance with the “Open
Meetings Act,” Sections 10-15-1, et seq. NMSA 1978. Members of the public shall be permitted to
attend any portion of a meeting, except a closed session. A quorum is established when a simple
majority of the membership is in attendance, physically, telephonically or by
videoconference, as permitted by law.
Board actions shall be approved on a majority vote of the quorum present
at the meeting.
B. The
board shall maintain written minutes of all meetings of the authority and
maintain other appropriate records, including financial transaction records in
compliance with law and adequate to provide an accurate record for audit
purposes pursuant to the Audit Act.
C. Regular
meetings. The board shall meet at the call of the chairperson in regular
session at least once every three months.
Such regular meetings shall comply with the procedural requirements of
the Open Meetings Act, Subsections D and F of Sections 10-15-1 NMSA 1978,
including reasonable advance notice of not less than 10 days that informs the
public of the meeting time, place and date, published or posted in a place and
manner accessible to the public (main office or on website) and a final agenda
shall be posted 72 hours prior to the meeting (inclusive of any weekend or
holidays) on the Governance page of Spaceport America’s website at
https://www.spaceportamerica.com/governance/.
Notice requirements are met if notice of the date, time, place and
agenda is provided by telephone to newspapers of general circulation in the
state and posted in the offices of Spaceport America. Telephone notice also shall be given to those
broadcast stations licensed by the Federal Communications Commission and
newspapers of general circulation that have made a written request for notice
of public meetings.
D. Special
meetings. Special meetings may be called to discuss important topics that
should not wait until a regular meeting, or for topics that, for good reason,
could occupy an entire meeting. If the
need for such a meeting arises outside a regularly scheduled meeting, the board
chair may schedule a meeting on reasonable advance notice of not less than
three days which shall include an agenda for the meeting, or information on how
the public may obtain a copy of the agenda.
Aside from the timeframe, the same notice procedures for regular
meetings apply to special meetings.
E. Emergency
meetings. Emergency meetings will be called only under unforeseen circumstances
that demand immediate action to protect the health, safety and property of
citizens or to protect the authority from substantial financial loss. The board will avoid emergency meetings
whenever possible. Emergency meetings
may be called by the chairperson or a majority of the board members with 24
hours prior notice, unless threat of personal injury
or property damage requires less notice.
The notice for all emergency meetings shall include an agenda for the
meeting or information on how the public may obtain a copy of the agenda. Within 10 days after taking
action on an emergency matter, the board chairperson will notify the
attorney general’s office. For the
purposes of emergency meetings, notice requirements are met if notice of the
date, time, place and agenda is provided by telephone to newspapers of general
circulation in the state and posted in the offices of Spaceport America. Telephone notice also shall be given to those
broadcast stations licensed by the Federal Communications Commission and newspapers
of general circulation that have made a written request for notice of public
meetings.
F. Prohibited
meetings. A quorum of the board shall not discuss the business of the authority
directly, serially, or through an intermediary, except at a properly noticed
public meeting in compliance with the Open Meetings Act. Less than a quorum of
the board (but not a standing committee) may discuss authority business,
including the time, place, and agenda for a meeting, at any time.
G. Closed
meetings. The board may close a meeting to the public only if the subject
matter of such discussion or action is excepted from the open meeting
requirement under Subsection H of Sections 10-15-1 NMSA 1978 of the Open
Meetings Act.
(1) If any meeting is closed during an open meeting, such
closure shall be approved by a majority vote of a quorum of the board taken
during the open meeting. The authority
for the closed meeting and the subjects to be discussed shall be stated with
reasonable specificity in the motion to close and the vote of each individual
member on the motion to close shall be recorded in the minutes. Only those subjects specified in the motion
may be discussed in the closed meeting.
(2) If a closed meeting is conducted when the board is not in
an open meeting, the closed meeting shall not be held until public notice,
appropriate under the circumstances, stating the specific provision of law
authorizing the closed meeting and the subjects to be discussed with reasonable
specificity, is given to the members and to the general
public.
(3) Following completion of any closed meeting, the minutes of
the open meeting that was closed, or the minutes of the next open meeting if
the closed meeting was separately scheduled, shall state whether the matters
discussed in the closed meeting were limited only to those specified in the
motion or notice for closure.
(4) Except as provided in Subsection H of Sections 10-15-1
NMSA 1978 of the Open Meetings Act, any action taken as a
result of discussions in a closed meeting shall be made by vote of the
board in an open public meeting.
[18.61.3.16 NMAC - N,
7/31/2023]
18.61.3.17 POWERS COMPULSIVE: The authority shall:
A. hire,
and be authorized to fire, an executive director, who shall employ the
necessary professional, technical and clerical staff to enable the authority to
function efficiently and shall direct the affairs and business of the
authority, subject to the direction of the board;
B. advise
the governor, the governor's staff and the New Mexico finance authority oversight
committee on methods, proposals, programs and initiatives involving the
Spaceport that may further stimulate space-related business and employment
opportunities in New Mexico;
C. initiate,
develop, acquire, own, construct, maintain and lease space-related projects;
D. make
and execute all contracts and other instruments necessary or convenient to the
exercise of its powers and duties;
E. create
programs to expand high-technology economic opportunities within New Mexico;
F. create
avenues of communication among federal government agencies, the space industry,
users of space launch
services and academia concerning space business;
G. promote
legislation that will further the goals of the authority and development of
space business;
H. oversee
and fund production of promotional literature related to the authority's goals;
I. identify
science and technology trends that are significant to space enterprise and the
state and
act as a clearinghouse for
space enterprise issues and information;
J. coordinate
and expedite the involvement of the state executive branch's space-related
development efforts;
K. perform
environmental, transportation, communication, land use and other technical
studies necessary or advisable for projects and programs or to secure licensing
by appropriate United States agencies; and
L. review
summary scopes of work and approve of all purchases above $60,000, pursuant to
procurement guidelines issued under Procurement Code Section 13-1-125 NMSA
1978, developed by the general services department and the department of
finance, provided to the authority and retained by the authority’s chief
procurement officer for inspection by any board member at any time.
[18.61.3.17 NMAC - N,
7/31/2023]
18.61.3.18 POWERS PERMISSIVE: The authority may:
A. advise
and cooperate with municipalities, counties, state agencies and organizations,
appropriate federal agencies and organizations and other interested persons and
groups;
B. solicit
and accept federal, state, local and private grants of funds or property and
financial or other aid for the purpose of carrying out the provisions of the
Spaceport Development Act;
C. adopt
rules governing the manner in which its business is transacted and the manner
in which the powers of the authority are exercised and
its duties performed;
D. operate
spaceport facilities, including acquisition of real property necessary for
spaceport facilities and the filing of necessary documents with appropriate
agencies;
E. construct,
purchase, accept donations of or lease projects located within the state;
F. sell,
lease or otherwise dispose of a project upon terms and conditions acceptable to
the
authority and in the best
interests of the state;
G. issue
revenue bonds pursuant to the requirements of Sections 58-31-6 thru 58-31-10
NMSA 1978 and borrow money for the purpose of defraying the cost of acquiring a
project by purchase or construction and of securing the payment of the bonds or
repayment of a loan;
H. enter into contracts with regional spaceport districts and
issue bonds on behalf of regional spaceport districts for the purpose of
financing the purchase, construction, renovation, equipping or furnishing of a
regional spaceport or a spaceport-related project;
I. refinance
a project;
J. contract
with any competent private or public organization or individual to assist in
the fulfillment of its duties;
K. fix,
alter, charge and collect tolls, fees or rentals and impose any other charges
for the use of or for services rendered by any authority facility, program or
service; and
L. contract
with regional spaceport districts to receive municipal spaceport gross receipts
tax and county regional spaceport gross receipts tax revenues.
[18.61.3.18 NMAC - N, 7/31/2023]
18.61.3.19 POWERS PROSCRIPTIVE: The authority shall not:
A. incur
debt as a general obligation of the state or pledge the full faith and credit
of the state to repay debt; or
B. expend
funds or incur debt for the improvement, maintenance, repair or addition to
property unless it is owned by the authority, the state or a political
subdivision of the state.
[18.61.3.19 NMAC - N,
7/31/2023]
18.61.3.20 STANDING COMMITTEES: Committees of the board shall be standing or ad hoc.
Upon the creation of a standing committee, the chair shall appoint, in
consultation with the board, members of the committee, including two board
members and, as appropriate, members of staff or the community appointed by the
chair. One of the board members shall
act as the committee chair. A majority
of members of a committee shall count as a quorum for holding a meeting. All committees shall be advisory to the
board, except as otherwise expressly specified by the board chair.
[18.61.3.20 NMAC - N,
7/31/2023]
18.61.3.21 AD HOC COMMITTEES: Ad hoc committees may be established by the chair,
subject to approval of the board, for defined tasks of a limited duration (for
instance, not to exceed six months). An
ad hoc committee shall only perform those duties assigned by the chair, and
upon their completion be discharged. The
chair, in consultation with the board, shall appoint the members of the
committee and the chair of the committee.
[18.61.3.21 NMAC - N,
7/31/2023]
18.61.3.22 EXECUTIVE COMMITTEE: The chair, four other voting board members appointed
by the chair and the executive director of the authority shall constitute the
spaceport authority executive committee.
The committee shall have powers and duties as delegated to it by the
authority.
[18.61.3.22 NMAC - N,
7/31/2023]
18.61.3.23 EXECUTIVE DIRECTOR:
A. The
executive director shall be appointed by and hold office at the pleasure of the
board. The executive director shall receive such annual compensation as set by
the board. In addition, the executive
director shall be reimbursed for actual, reasonable, and necessary expenses
incurred in the performance of official duties and in accordance with 2.42.2
NMAC. The performance of the executive
director shall be reviewed annually by the board.
B. Executive
director authority. The executive director shall be the administrative head of
the authority under the direction of the board.
The executive director shall be responsible for the efficient
administration of affairs of the authority with the authority to:
(1) enforce rules and regulations and ensure that contracts,
permits, leases and any other privileges are enforced;
(2) control, order, and give directions and guidance to
subordinate employees;
(3) hire, remove, promote, demote and establish the proper
classification of employees, subject to all applicable resolutions, rules, and
regulations;
(4) direct, supervise and monitor daily business and aerospace
operations;
(5) ensure the agency complies with all local, state and
federal laws, ordinances and regulations required to maintain an active
spaceport launch and/or reentry license, as applicable;
(6) lead, manage, operate and grow a sales, marketing, and
business development team capable of attracting spaceport customers and
projects, programs and undertakings suitable for Spaceport America;
(7) work with customers and other federal and state agencies
on aerospace operations with an understanding of scheduling issues, range
instrumentation requirements (radar, weather, telemetry), and radiofrequency
spectrum usage and deconfliction
(8) plan, develop, operate, maintain and manage spaceport
infrastructure and utilities facilities in an efficient and effective manner;
(9) establish and manage operational and capital investment
budgets;
(10) attend board meetings, unless excused by the chair, and
recommend to the board
measures and resolutions;
(11) keep the board fully advised as to the financial condition
and needs of the authority;
(12) ensure all materials used by the board for the execution of
official business, including agendas, minutes, resolutions, and other materials
presented to the board are preserved, filed, organized and accessible as
Spaceport America records and, where appropriate, published on the Spaceport
America website.
(13) take any other action consistent with the Spaceport
Development Act, Sections 58-31-1, et seq., NMSA 1978 the statutes governing
the relationship between executive departments and administratively attached
agencies, Sections 10-9-1, et seq. NMSA 1978, the State Personnel Act, Sections
10-9-1 to 10-9-25 NMSA 1978 and the rules and regulations contained in 1.7.1
NMAC.
C. The
board and its members shall deal with the administrative services of the
authority only through the executive director.
Except for the purpose of inquiry, board members shall not give orders
or instructions to any subordinate of the executive director. The executive director shall take orders and
instructions from the board only when sitting in a duly convened meeting of the
board, and no individual board member shall give any orders or instructions to
the executive director.
D. The
board shall assist the executive director in administering the affairs of the
authority efficiently and harmoniously.
[18.61.3.23 NMAC - N,
7/31/2023]
18.61.3.24 PERSONNEL SYSTEM: The executive director shall:
A. Prepare
an organizational structure for board approval, make final determinations of
the classified status of each employee and implement those decisions in
accordance with the procedures of the state personnel office;
B. Provide
for publication of employment openings in accordance with state personnel
office procedures, conduct interviews of candidates and make determinations for
hiring the selected candidate;
C. Annually
evaluate the performance of each employee either directly or as delegated to a
manager; and
D. Recommend
promotions.
[18.61.3.24 NMAC - N,
7/31/2023]
18.61.3.25 AUDITOR: The authority shall annually hire an independent
auditor to audit the books and records of the authority and to certify as to
the accuracy of the same. The
independent auditor shall not be a director, officer, or employee of the
authority.
[18.61.3.25 NMAC - N,
7/31/2023]
18.61.3.26 DIRECT BOARD SUPERVISION: The executive director shall be appointed by the
board, report to the board and serve at the pleasure of the board.
[18.61.3.26 NMAC - N,
7/31/2023]
18.61.3.27 REVIEW OF BYLAWS: At least once every five years the board shall review
these bylaws to ensure they comply with the Spaceport Development Act and all
other applicable federal and state laws and regulations in keeping with the
functions of the board.
[18.61.3.27 NMAC - N,
7/31/2023]
18.61.3.28 AMENDMENT OF BYLAWS: These bylaws may be altered, amended or repealed by
two-thirds majority vote of the members of the board present at any meeting
called specifically for the purpose, among other things, of amending these
bylaws.
[18.61.3.28 NMAC - N,
7/31/2023]
History of 18.61.3
NMAC: [RESERVED]