WAGANAKISING ODAWAK STATUTE 2018-___

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Gaming Authority Statute

SECTION I.

REPEALS AND REPLACES

This Statute repeals and replaces WOS 2015- 09 Gaming Enterprise Board Statute including

previous Statutes: Waganakising Odawak Statute Gaming Delegation and Authority Statute

2010-21; 2009-012, WOS 2004-08, WOS 2001-12, or as amended.

SECTION II.

PURPOSE

This Statute is created for the purpose of delegating management authority of the Tribe’s

gaming enterprise(s) in accordance with LTBB of Odawa Indians Constitution, Article VII D

(24), and who shall henceforth be known as the Little Traverse Bay Bands of Odawa Indians

“Gaming Authority”.

The Gaming Authority is a subordinate Tribal Council entity whose management

authority and responsibilities are set forth in this Statute.

The Gaming Authority shall ensure that the gaming enterprise(s) comply with all

applicable laws, regulations, policies and rules.

The Gaming Authority shall act in the best interest of the Tribe.

The Gaming Authority is to provide Equitable Distribution of profits to the LTBB Tribal

government.

SECTION III.

DEFINITIONS

“Annual Enterprise Business Plan” means the twelve-month marketing, financial and

operations plan written for the gaming operation and related ancillary businesses including shortterm and long-term strategies of the gaming enterprise by department.

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year.

“Annual Capital Asset Plan” means the planned capital asset purchases for the fiscal

“Annual Strategic Plan” means the analysis and strategies the Gaming Enterprise intends

to implement by department in order to meet its financial and operating goals and objectives.

“Business Plan” means a plan written for the operations of the Casino for a designated

timeframe that includes goals, measurable objectives, strategies, tactics, person assigned to the

task and timelines.

“Director of Finance” means the person employed by the Enterprises, who reports

directly to the Authority, to oversee all financial affairs of the Enterprises.

“Equitable Distribution” means a balance between what is provided to the Tribe as a

distribution and overall health of the casino operations that includes maintenance, employee

morale, and quality customer service.

“Gaming Enterprise” or “Enterprises” means the Odawa Casino Resort, Mackinaw

Casino and any other tribally owned enterprises or businesses related to gaming.

“Fiscal Year” means the twelve-month period from January through December.

“Gaming” means any game classified as "Class II" or "Class III" under the Indian

Gaming Regulatory Act of October 17, 1988 and or future amendments.

“GAAP” or “General Acceptable Accounting Principles” means collection of

commonly-followed accounting rules and standards for financial reporting.

“General Manager” means the person or persons hired to manage and oversee the dayto-day operations of the Enterprises.

“Independent Auditor” is the person or entity required under the LTBB Gaming

Regulatory Statute, as amended.

“LTBB” or “Tribe” means Little Traverse Bay Bands of Odawa Indians.

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“Promotional Play” means “free play”, “coupon” or “instant 21 rewards” or any other

promo-type play.

“Senior Financial Analyst” means the individual(s) employed by the Tribal Council in

the Office of Finance and Revenue, or its successor office or department.

“Tribal Council” means the governing body of Legislative Branch of the Little Traverse

Bay Bands of Odawa Indians.

SECTION IV.

TRIBAL COUNCIL DELEGATION

In accordance with the Tribal Constitution, Article VII D (24), Tribal Council delegates

the management of the Gaming Enterprises to the Gaming Authority, a subordinate entity of

Tribal Council.

The Gaming Authority shall be established with the current members of the Gaming

Enterprise Board, provided that the members have an interest in continuance of service and that

they meet qualifications as listed in this Statute.

SECTION V.

COMPOSITION, REQUIRED QUALIFICATIONS,

APPOINTMENT AND TERMS

COMPOSITION

The Gaming Authority shall consist of two (2) to five (5) members who meet the

eligibility requirements set out in subsection (B) of this section. The Gaming Authority

shall consist of LTBB Tribal Citizens, members of another tribe who are not a competitor

of LTBB, or non-tribal Citizens, provided a majority of the Gaming Authority voting

members are LTBB Tribal Citizens.

The Gaming Authority shall have two officers including a Chairperson and

Secretary/Treasurer that are elected and approved by the Gaming Authority. Election of

Officers shall be held annually.

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REQUIRED QUALIFICATIONS

To serve on the Gaming Authority a person must meet the following nine (9) minimum

qualifications and must be licensed under the Tribe’s Gaming Regulatory Ordinance.

Possesses an Associate or Bachelor's Degree in Business Administration,

Finance, or Hospitality; or in a related discipline; or

Possesses either:

A minimum of three (3) years successful work experience in a

management position in the field of business administration, public

administration, gaming industry, hotel management, accounting, finance or law;;

A minimum of six (6) years of gaming work experience preferably with

specialized knowledge and expertise relevant to the gaming industry.

Possesses leadership qualities, shows good judgment, is approachable and team

oriented;

No person can serve on the Gaming Authority who is an elected official of LTBB;

No person can serve on the Gaming Authority who is employed by any Gaming

Enterprises of LTBB;

No person shall serve on the Gaming Authority who is within seven (7) years of

completion of a sentence or probation upon being convicted of a felony in Tribal, State,

or Federal Court, unless such conviction has been vacated or overturned;

No person shall serve on the Gaming Authority who is on a Security Ban from

the Gaming Enterprise or who has been banned in the last two (2) years, unless the ban

is a self-imposed ban;

No person shall serve on the Gaming Authority if their employment has a direct

impact on the Gaming Enterprise or the Gaming Enterprise employees.

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No person shall serve on the Gaming Authority if there is a direct employment

relationship with another Gaming Authority member in either a direct report or

supervisory position.

APPOINTMENTS & TERMS

Gaming Authority Members who meet the qualifications, shall be approved by a

majority vote of Tribal Council for a two (2) year term. Seats will be approved on a

staggered calendar. If a vacancy occurs during a term, every effort will be made to

appoint another candidate to serve the remainder of the term.

Any Gaming Authority member may resign at any time. Such resignation will be

in writing and submitted to the Gaming Authority Chair. The Gaming Authority Chair

will immediately give notification to Tribal Council. If the person resigning is the

Gaming Authority Chair, the resignation will be submitted directly to Tribal Council.

Resignations shall take effect immediately without acceptance.

The Gaming Authority may recommend to Tribal Council the removal of a

Gaming Authority member for cause. Such recommendation shall be by a majority vote

of the Gaming Authority, using the following criteria:

Intentional act or failure to act resulting in material harm to the

organization.

Found liable of discrimination based on protected classes or of sexual

harassment.

Incompetency.

Violation of the Constitutionally Mandated Rules of Conduct or other

Ethical violations.

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Neglect of duties.

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Violations of Tribal law.

Violations of Gaming Authority Policy.

Failure to attend Gaming Authority meetings within a consecutive three

(3) month period.

Gaming Authority members may be removed by a majority vote of Tribal Council

for any of the criteria listed in 3 above. Prior to any vote for removal, the Gaming

Authority member has the right to request a hearing before Tribal Council.

SECTION VI.

COMPLIANCE RESPONSIBILITY

The Gaming Authority shall adhere to the Constitutionally Mandated Rules of Conduct

for Officials of Tribal Government that are approved by Tribal Council and any other subsequent

rules, as it may apply.

The Gaming Authority shall adhere to the Tribal Minimal Internal Control Standards

(TMICS) and all other applicable Statutes and laws.

The Gaming Authority shall ensure that all Promotional Play must be accounted for

separately from revenue; and shall never be included as revenue in any revenue report.

The Gaming Authority shall adhere to all Policies and Procedures approved by the Tribal

Council.

No Member of the Gaming Authority shall be allowed to participate in any gaming

activity operated by LTBB while serving on the Authority and for at least forty-five (45) days

after leaving the Gaming Authority.

No Member of the Gaming Authority shall be employed by the Enterprise for a period of

forth-five (45) days after serving on the Gaming Authority.

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In the event that an investigation of a Gaming Authority member’s license occurs, while

the investigation is pending, that member will be suspended from participating as a Gaming

Authority member and all pay will be suspended.

SECTION VII.

POWERS, DUTIES AND FUNCTION

Powers. The Gaming Authority shall have the following duties and powers in connection

with the Gaming Enterprise:

Employment. The Gaming Authority shall employ a General Manager through

an employment contract. The employment contract shall contain the following terms:

length of employment; rate of pay; bonus structure; general terms and conditions of

employment; and the requirement to adhere to all tribal laws. The General Manager shall

be required to be licensed by the Gaming Regulatory Commission.

Termination of the General Manager. The Gaming Authority may terminate

the General Manager’s employment prior to the expiration of his or her contract.

Address employee complaints that involve the General Manager.

Vacancy. The Gaming Authority shall have a policy in place in the event that

there is a vacancy in the General Manager’s position. Such policy shall utilize one or

more of the executive management of the operation.

To employ staff to carry out the Authority’s functions, provided funding is

available.

To employ or retain consultants and/or legal counsel to advise the Authority,

provided funding is available. Per the Constitution, employment of legal counsel shall be

approved by Tribal Council.

Report to Tribal Council, all major events such as closure of the casino, levied

fines, resignation of a Gaming Authority member, loss of Gaming Authority member’s

license and/or any other information having a direct impact on gaming enterprise

operations.

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DUTIES AND FUNCTIONS

The duties of the Gaming Authority shall include review and approval of Gaming

Enterprise policies, procedures, plans and budgets which shall include, but not be limited

to:

Human Resources policies. Any Human Resources policy adopted by the

Gaming Authority shall include a standard process for all employees that

provides for the right to grieve a termination.

Annual Enterprises Business plan

Annual operating budget and any modifications. Variances of four

percent (4%) or more shall be reported to Tribal Council.

Distribution of annual services payments to the Tribal Government

The Gaming Authority shall monitor compliance of the approved policy and

procedures through the General Manager but shall not be involved in the day-to-day

decision-making process of the Gaming Enterprises and it operations.

Review and approve the establishment and maintenance of bank accounts as may

be necessary for the operations of the Enterprises. The Senior Financial Analyst shall be

made aware of any changes to the bank accounts. The Senior Financial Analyst shall

access to all bank accounts, with “read only permission” access.

The Gaming Authority shall be responsible for maintaining regular reporting and

accountability to both the Tribal Council and the Tribal Citizens through the development

of appropriate financial reporting.

The Gaming Authority is not authorized to incur any financial obligation or

liability, other than what is in the Gaming Authority’s approved budget, without prior

Tribal Council approval.

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The Gaming Authority shall present an annual budget to the Tribal Council via

the Appropriation and Finance Committee for approval. Such proposed budget shall be

submitted in a timely manner so that the fiscal year’s budget is in place by the beginning

of the fiscal year.

The Gaming Authority shall adopt meeting policies and any other policies for

Gaming Authority business, provided such policies are in accordance with this Statute.

SECTION VIII. MEETINGS

The Gaming Authority shall meet in person at least once per month, and the agenda shall

include a time for public comment. Such meeting will be held within the LTBB reservation and

open to Tribal Citizens.

Closed Sessions may be held only for the purposes of personnel, litigation, confidential

business or legal matters; or matters that rise to the level of significant privacy or confidentiality.

Tribal Councilors or Tribal Council’s designee may attend closed sessions, except for personnel

matters, as observers only.

A public comment period will be open only to Tribal Citizens, Tribal Councilors and

Tribal Chairperson.

Notice of meetings or work-sessions shall be posted forty-eight (48) hours in advance.

Gaming Authority business that requires immediate attention may be conducted by

electronic means. Any action taken via electronic means shall be recorded in the minutes of the

next regularly scheduled meeting. The Gaming Authority Secretary/Treasurer or designee shall

attempt to notify each of the Gaming Authority Members of the electronic communication or

conference call by any practical means including telephone, fax, email, text or in person and

must certify that an attempt was made to contact each Gaming Authority member.

Emergency meetings may only be called when immediate action is necessary for the

preservation or promotion of essential interests of the Tribe and Enterprises. The emergency

action taken must be ratified at the next regularly scheduled meeting of the Gaming Authority,

and the minutes must state the reason that such emergency action was necessary.

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A quorum for a Gaming Authority meeting shall consist of any two (2) voting members

of the Gaming Authority. A meeting may not be called to order without a quorum present and no

official business shall be conducted without a quorum.

All non-financially related work-sessions shall remain open and shall not include a closed

session.

Gaming Authority records shall be open to Tribal Citizens upon request in accordance

with Tribal law, except in matters of confidential business, or potential business dealings as

defined by Tribal Statute.

SECTION IX.

COMPENSATION

The Gaming Authority shall be compensated, subject to the availability of funds, as

follows:

$400.00 meeting stipend, with a maximum monthly meeting stipend of $800.00 a

month. In order to receive the meeting stipend, the Gaming Authority member must be

in attendance at least for ¾ of the meeting.

Meeting stipends shall not be paid for other activities such as attendance at events,

trainings, or conferences.

Expenses for travel for meetings, training and conferences shall include per diem

and reimbursement of expenses in accordance with the Tribal Council approved Travel

policies.

SECTION X.

REQUEST FOR INFORMATION

If the Gaming Authority as a whole or individually makes any written or verbal requests

to an individual Tribal Councilor, all of Tribal Council will be copied on the request.

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If an individual Tribal Councilor makes any written or verbal requests to the Gaming

Authority or Gaming Authority member, all of Tribal Council will be copied on the request.

Any verbal communications or requests to or from the GEB to a Tribal Councilor shall

be reported by the Tribal Councilor under the “Tribal Council Member Report” on the next

Tribal Council agenda.

Tribal Council also designates the Senior Financial Analyst the authority to request, on

behalf of a Councilor or Tribal Council, any financial information. All of Tribal Council will be

copied on the written requests, along with the responses. Any verbal requests shall be reported

by the Senior Financial Analyst at the next Tribal Council meeting.

SECTION XI.

REPORTING REQUIREMENTS

Monthly Reports. The Authority shall provide Tribal Council a monthly report that

contains the following and shall be submitted to the Tribal Council within 30 days from the

end of the prior month:

Property Overview: report on all maintenance and cap ex projects

Marketing and promotions

Operational Updates

Human Resources

Financial Review

Actual revenues

Expenses and earnings before Interest Taxes, Depreciation and Amortization

(EBITA) for the preceding month (actuals), current month (projection) and not less

than two (2) months in advance (forecast) based on Annual Enterprise Business Plan

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The number of employees, number of Tribal Citizens, other Natives and nonNatives employed, and turn-over-rate, number of Tribal Citizens in management

positions, Native or non-Native employed in management positions

Request of new development and/or capital projects

10.

All other relevant information.

Director of Finance Monthly Financial Report. The Director of Finance shall

provide a monthly report of all Gaming Enterprises financial records, in accordance with

GAAP, to the General Manager, the Gaming Authority and the Sr. Financial Analyst. The

Monthly report shall contain confidential Financials for each gaming enterprise owned by the

Tribe and shall be submitted to the Tribal Council within 20 days from the end of the prior

month.

Managerial

Gaming

Hotel

Food and Beverage

Gift Shop and Events Center

Marketing

Support Services

Annual Service Payments

Casino Performance Ratios

10.

Sales Comparison chart

11.

EBITDA Comparison chart

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12.

Current Actual vs. Prior Year vs. Budget

13.

Statement of cash flows

14.

Actual vs. Budget vs. Last Year for each Department

15.

Notification of budget modifications or amendments over a 4% change, either

increase or decrease of a department budget

16.

Promotional play

17.

Profit Statements, Loss Statements and Equity Statements submitted under

separate cover.

Quarterly Report. On a quarterly basis, the Gaming Authority shall provide the Senior

Financial Analyst the projected and forecasted revenues. Additional, on a quarterly basis or

upon request of Tribal Council, the Gaming Authority will meet with the Tribal Council and

provide an update on operations of the gaming enterprise.

Annual Report. By March 31st of each year, the Gaming Authority shall prepare and

deliver to Tribal Council an annual report and an audited financial statement, including a

statement of cash flows, balance sheet and an income statement, including comparative figures

from the preceding fiscal year. Also, a meeting will be scheduled within forty-five (45)

business days from the end of the Fiscal Year with the full GEB, the General Manager and the

OCR Executive Team to review the preliminary finances of the past year and discuss plans for

the upcoming year.

Independent Audit. The Tribal Council shall appoint an independent auditor to conduct

the annual financial statement audit and minimum internal control testing as required by 25

C.F.R. §§ 522.4 and 571.12 and any other applicable or successor Federal regulations. A Copy

of the Audit shall be submitted to the following:

The Gaming Authority

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Tribal Council

Sr. Financial Analyst

LTBB Chief Financial Officer

Delivery Method of Reports. The Reports may be transmitted electronically to the

following emails: Tribal Council TribalCouncil@LTBBODAWA-NSN.GOV, and Senior

Financial Analyst email.

SECTION XII.

NEPOTISM

For Purposes of this Statute, two (2) or more members of the same immediate family

shall not serve on the Gaming Authority at the same time. Further, a person shall not serve on

the Gaming Authority if the General Manager, CFO, Internal Auditor, Tribal Chairperson or

Vice-Chairperson, on a Tribal Councilor is an immediate family member, For purposes of this

section immediate family means husband, wife, son, daughter, step-son, step-daughter, father,

step-father, father-in-law, mother, step-mother, mother-in-law, brother, step-brother, brother-inlaw, sister, step-sister, sister-in-law, child, step-child.

No Gaming Authority member may participate in making any decision that involves a

personal or financial interest of the Gaming Authority or a member of his or her immediate

family, unless interest is held in common with the Tribe and its Citizens.

SECTION XIII.

SAVINGS CLAUSE

In the event that any phrase, provision, part, paragraph, subsection or section of this statute is found

by a court of competent jurisdiction to violate the Constitution, laws or ordinances of the Little

Traverse Bay Bands of Odawa Indians, such phrase, provision, part, paragraph, subsection or

section shall be considered to stand alone and to be deleted from this statute, the entirety of the

balance of the statute to remain in full and binding force and effect.

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SECTION XIV.

EFFECTIVE DATE

Effective upon signature of the Executive or 30 days from Tribal Council approval whichever

comes first or if the Executive vetoes the legislation, then upon Tribal Council override of the veto.

SECTION XV.

OTHER RELATED STATUTES

See Waganakising Odawak Statute 2011-005 “Gaming Regulatory Statute”, Waganakising

Odawak Statute 2013-007 “Contracting Statute”, or as may be amended.

CERTIFICATION

As the Tribal Council Legislative Leader and Tribal Council Secretary, we certify that this

Statute was duly adopted by the Tribal Council of the Little Traverse Bay Bands of Odawa

Indians at a regular meeting of the Tribal Council held on April 7, 2018 at which a quorum

was present, by a vote of __8__ in favor, __0__ opposed, __1__ abstentions, and __0__ absent

as recorded by this roll call:

In Favor

Opposed

Abstained

Absent

Frank Bernard

David Harrington

Dexter McNamara

Emily Proctor

Julie Shananaquet

Shanna Wemigwase

Marcella R. Reyes

Tamara Kiogima

Fred Harrington Jr.

Date:

Legislative Leader Fred Harrington Jr.

Date:

Secretary Tamara Kiogima

Received by the Executive Office on

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Pursuant to Article VII, Section D, Subsection 1 of the Little Traverse Bay Bands of Odawa

Indians Constitution adopted on February 1, 2005 the Executive concurs in this action of the

Tribal Council.

ate:

Regina Gasco Bentley, Tribal Chairperson

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This is a copy of a public record, reproduced as it was published. It is not legal advice, and it may not be the version a court would rely on. Check the official source before you cite it.