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BY-LAWS OF THE NORTHRIDGE COMMUNITY COUNCIL
Changes Made 12-19-03 to meet DONE's 12-18-02 letter
Green are additions,
red strikethrough are deletions
and underlined (typically blue) are links to other pages
Article I ; Name
Article III: Boundaries
Article IV: Objectives and Policies
Article V: Council Functions
Article VI: Non-Profit Organization
Article X Membership
Article XI: Directors
Article XII: Officers
Article XIII: Committees
Article XIV: Meetings
Article XV: Conduct of Business
Article XVI: Quorums and Voting
Article XVII: Grievance Procedure
Article XIV: Amendments
1. The name of this non-profit, unincorporated
association shall be:
1. The physical boundaries of the Council include the entire geographical area defined by U.S. Postal Service zip codes 91324 through 91330, plus a small portion of 91343, which receives mail addressed to the community of Northridge. The portion of the 91343 zip code is bounded by Lassen St. on the North, 405 freeway on the East, Roscoe Blvd. on the South, and Balboa Blvd. on the West.
Excluding the area bounded by Roscoe Blvd., west to Tampa, north to Parthenia St. east to Aliso Canyon Wash, north to Nordhoff St, east to Lindley Ave. and south to Roscoe Blvd.
We share the commercially and industrial zoned property in the Reseda Blvd.
corridor from Nordhoff St. to Roscoe Blvd. and the industrially zoned property
along Parthenia corridor from Tampa to Lindley.
2. The Council may adjust these boundaries at any time,
if deemed to be in the best interests of the Council.3. These boundary changes will be submitted to DONE
under their Plan Article V Boundary and Bylaw Adjustment for their action.
approval
1. The Council's objectives are:
a. To promote good planning, fair taxation, representative government, healthy life-styles and the general welfare of the Community of Northridge (as herein defined under Article III: Boundaries)
2. The Council's policies are:
a. To assist individuals and groups in achieving goals which promote Community betterment
while avoiding interfering in the internal affairs of any individual, group or organization.b. To make recommendations for civic action commensurate and consistent with these By-Laws. To Index
The Council’s functions are to:
1. To inform the Membership and others of upcoming issues, activities, projects and/or changes which may affect or have the potential to affect the Community;
2. To provide a forum for the discussion, deliberation and collaboration of Community issues;
3. To facilitate open debate as to all aspects of any issue before the Council (within the reasonable time parameters determined for any meeting);
4. To act as an advocate for the Community on issues for which there is a consensus;
5. To collaborate with and support individuals and organizations within the Community in accomplishing their local goals which the Council determines to support and are consistent with these By-Laws.
a. It is not the Council’s function to control or eliminate existing local community groups or ignore their concerns regarding issues that affect only them.
b. If a local group elects its leaders and holds open meetings allowing its members the same rights as the Council allows its Stakeholders, the decisions of such local groups concerning their local issues will be
binding upon andsupported by the Council. A local issue is one that affects only the members of that group.c. Groups that are self-appointed or operate outside the public purview will not have the automatic support of the Council. To Index
1. This Council is organized as a unincorporated
association solely for non-profit
purposes and intents, and there shall be is
no
contemplation whatsoever of any
pecuniary gain or profit to its Directors and
Members or any of them.
To Index
Article X: Membership
1. Membership in the Council is open to all Community Stakeholders within the boundaries of the Council. A Community
Stakeholder is defined as anyone who lives, works or owns property in the
area (Los Angeles City Charter, Sec
906(3)) "Works" is defined as spending the majority
of a persons working time in the community, either as an employee or
non-employee for payment, or as a volunteer
2. A Community Stakeholder shall become a Voting Stakeholder of the Council upon the completion of a Membership/Registration Application (in form determined by the Directors) and submission of same to the Secretary.
3. No person may represent more than one Community Stakeholder, and no Community Stakeholder may hold more than one Membership in the Council.
4. Each Voting Stakeholder is entitled to one (1) vote
on each and every issue coming before the Council for a vote.
4.All attending Voting stakeholder will polled for their advice before the Directors vote on agenda items and their advisory opinion will be recorded in the Minutes
5. Stakeholders shall make the decisions, to the extent
feasible, on advice given on matters that concern the neighborhood. Such
decisions shall be based on a vote by Stakeholders at a Council Meeting. The
council will conform to the LA City Charter Section 906.6, which states in part
"guarantees that all meetings will be open and public, and permit, to the
extent feasible, every stakeholder to participate in the conduct of business,
deliberation and decision- making".
6. A Membership is automatically forfeited when one is no longer a Community Stakeholder of the Community. To Index
1. The Council is headed by a Board of Directors, which is elected by Voting Stakeholders of the Council.
2. Interim Directors will act as Directors until the first election is completed.
3. The primary duties of the Directors will be to head Committees that are formed specifically to handle the affairs of the community and of the Council. The number of Committees will fluctuate from time to time, depending on the needs of the community.
4. Directors will vote on all internal affairs of the
Board.
a. Each Director is considered a Voting Stakeholder at Town Hall Meetings, and as such is entitled to one (1) vote on each and every issue coming before the Council at such meetings.
5. The Board shall consist of no less than five (5) members and the immediate past President as an ex-officio non-voting Member.
6. The initial Board elected at the first election will consist of a maximum of 15 Directors.
7. After the initial Board is formed, additional Director seats may be added at a later time. The motion to change the number of directors will be placed on the next agenda and approved after a vote from a majority of the Voting Stakeholders to do so. The new directors shall be elected under the election procedure ( see XIV 8 and 9) .
8. Each Director shall serve a two (2) year term, commencing on the first day of the month following his or her election by the Members.
9. The election of Directors shall be staggered so that one-half (1/2) of the Directors are elected each year.
10. For purposes of the first election of Directors, the terms of office will be decided as follows:
a. All Votes will be counted and a list will be prepared showing the total number of votes cast for each Director, from highest to lowest.
b. Half of those elected will be placed in the "highest" votes category, and half will be placed in the "lowest" votes category. The half in the "highest" category shall serve for a two (2) year term. The remaining half will serve a one (1) year term.
11. Directors shall be elected at later dates
under the election procedure (see XIV 8 and 9) to fill vacancies
created by the departure of an existing Director starting
with the next meeting 30 days after the vacancy occurring. The Newly elected
director will complete the
unexpired term of the replaced Director.
12. Directors elected at later dates to occupy an unfilled seat will be staggered such that the first seat thus filled will be for a 2-year term, the next seat thus filled will be for a 1-year term, and so forth.
13. Each Director shall have one vote on each and
every matter coming for a vote at each the
meetings, which he/she attends.
However There shall be no proxy voting.
14. The Directors shall set the agenda for all Board
Meetings and Town Hall Meetings. Community Stakeholders may add items to
the agenda by submitting them to the Secretary on a timely basis and
providing sufficient copies to distribute at the meeting.
15. Meetings of the Board of Directors shall occur monthly or more often if needed.
16. Any Director who fails to attend three (3) consecutive meetings of the Council may be removed by the Directors.
17. No Director, by virtue of such position, shall be entitled to receive any salary or compensation. To Index
1. At an annual scheduled Board Meeting there shall be the election of officers from among the Directors. The officers to be elected shall be: a President; one or more Vice Presidents as the Directors may determine annually in their sole discretion; a Secretary; and a Treasurer.
a. The President shall preside over all
Board Meetings and Town HallMeetings.b. The President shall appoint all Committee Chairpersons from the group of elected Directors.
1c. Officers will vote on all decisions of the Board. If voting is on the use of funds provided by LA City, the officers shall be subject to all ethics and conflict of interest laws and regulations applicable to governing boards and commissions in the City of Los Angeles.
2. The Vice President or Vice Presidents shall preside over meetings in the absence of the President and shall serve if the President is unable to serve.
3. The Secretary is the official custodian of all records of the Council, with the exception of its financial records, and shall be responsible to maintain them.
a. The Secretary shall cause to be filed such documents, certificates and writings as are reasonably required and/or necessary for the Council to comply with local, state and federal law.
b. The Secretary shall cause all information required of all Neighborhood Councils by the City of Los Angeles to be submitted.
c. The Secretary shall cause the records of the Council to be maintained in appropriate form.
d. The Secretary shall provide the Agendas for
Board and Town Hallall Meetings.e. The Secretary shall cause the Minutes of all
Board Meetings and Town HallMeetings to be kept, and shall also cause all Minutes to be prepared, executed and maintained as required by law.f. The Secretary shall cause all Membership records of the Council to be maintained. The Secretary shall oversee and maintain records of Stakeholder attendance at meetings. The Secretary shall prepare all written ballots and, along with the Inspectors of Elections, disseminate and collect all such ballots.
g. The Secretary is responsible for all incoming and outgoing communications on behalf of the Council and shall see to the proper disposition of such communications.
h. The Secretary is responsible for developing and maintaining a system through which the Council can communicate with its Community Stakeholders on a regular basis and in a manner that assures that information is disseminated evenly and in a timely manner to such Community Stakeholders.
i. The Secretary shall cause as many documents and as much information concerning the council to be posted on the Council website and E-mailed to our list of stakeholders. Without city funding the Internet will be our primary communications method. To the extent that LA City funds are made available to the council, for this purpose, the council will add other methods to communicate this information to the stakeholders. {2}
1. Regular and Special meetings will be held for the
entire Community of Northridge (Town Hall Meetings) and for the Board of
Directors (Board Meetings) and its Committees and Subcommittees, at such
times and places as the Board may designate.
2. The Secretary shall direct that Notice of all meetings, including date, time, location and purposes therefore, shall be provided to the Department of Neighborhood Empowerment which is charged to provide same to the Los Angeles City Clerk's Office, and also will direct that Notice will be posted 5 days in advance at
a. Various sites to be listed in the Council’s Policies and Procedures Manual,
b. The Council’s web site (www.northridgecouncil.org)
c. And will be e-mailed to all Community Stakeholders who have provided an e-mail address, and other methods that the Secretary finds feasible. This posting meets the requirement of the Ralph M. Brown Act.
3. Regular Town Hall Meetings will be held
monthly at least
once each calendar quarter, but may be scheduled more often by the Board
of Directors. These will include the annual Town
Hall Nominating Meeting
and the annual Town Hall Election Meeting.
4. Regular Board Meetings will be held monthly, but may
be scheduled more often by the Board of Directors.
5. Regular and Special Committees and Subcommittee
meetings will be held as necessary to resolve matters that come before the
Committees and Subcommittees.
6. Special Town Hall meetings may be called by any of
the following and for purposes consistent with these By-Laws:
a. The President of the Board of Directors;
b. Three (3) or more Directors; or
c. Any twenty five (25) Community Stakeholders.
7. Special Board Meetings may be called by any of the
following, and for purposes consistent with these By-Laws:
a. The President of the Board of Directors, or
b. Three (3) or more Directors.
8. The first annual Town Hall
Nominating Meeting shall
be held as part of the first Town Hall Meeting following the acceptance of
these By-Laws. The principal activity at this meeting will be the taking
of nominations for the Director positions for the coming year. Additional
business may be conducted at this meeting as long as it is properly set
forth in the agenda.
9. The first annual Town Hall
Election Meeting will be
held as part of the first Town Hall Meeting following the Nominating
Meeting. The principal activity at this meeting shall be the election of
Directors. Those eligible to vote at this meeting are the Voting
Stakeholders active as of the conclusion of the Annual Town Hall
Nominating Meeting. Other business may be conducted at this meeting as
long as it is properly set forth in the agenda. To Index
1. Quorums for purposes of voting shall be as follows
for Town Hall Meetings, Board Meetings, and Committee/Subcommittee
meetings:
a. A quorum for Town Hall Meetings will be equal to a majority of Voting Stakeholders present at the meeting.
i. There is no minimum number of Voting Stakeholders necessary to constitute a quorum at Town Hall Meetings.b. A quorum for all
BoardMeetings except committee meetings shall be thirty-three percent (33%) of the Directors currently in office.i. Directors will elect their own President and Vice President(s), and will vote on Internal Board issues such as organization, operation, and administration of the Council, the Board, and its Committees and Subcommittees.
c. A quorum for Committee and Subcommittee meetings shall be thirty-three percent (33%) of the Committee members.
willbe a simple majority of Committee Members or Subcommittee Members present at such meetings.i. Committees and their Subcommittees will make recommendations to Board,
which in turn will present the recommendations to Voting Stakeholders for vote at Town Hall Meetings.b. All voting, with the exception of voting for Directors and for Amendments of By-Laws, shall be by voice vote unless specified otherwise by the Secretary at that meeting. The Secretary will decide whether a vote should be visual (by hand or otherwise), vocal, or by ballot, pre-numbered or otherwise, as may be the case with sensitive matters where Stakeholders have strong opinions either for or against a particular issue. (moved only no change)
2. The annual Town Hall Nominating Meeting will be
conducted as follows:
a. Any Voting Stakeholder may self-nominate himself or herself as a candidate for the position of Director. The nomination must be seconded by another Voting Stakeholder.
b. Any Voting Stakeholder may nominate another Voting Stakeholder as a candidate for the position of Director. The nomination must be seconded by another Voting Stakeholder.
c. Any Voting Stakeholder whose nomination has been seconded by another Voting Stakeholder must agree to serve in the position of Director, if elected. The agreement can be verbal if the nominee is present at the Nomination Meeting, or the nominee may submit a signed Statement of Agreement to Serve. When such verbal or written Agreement is received, the nominee shall be considered a bona fide candidate for Director and his/her name shall be included on the written ballot to be voted upon at the Election Meeting.
d. Prior to the conclusion of this meeting, the President shall appoint three (3) Voting Stakeholders (who are not Directors or candidates for Director positions) to serve as the Inspectors of Elections.
e. At the conclusion of this meeting, the Inspectors of Elections shall transfer each candidate's name to a slip of paper and deposit same into a receptacle. Thereafter, an Inspector shall draw the names from the receptacle one at a time with the other Inspectors recording the names in the order drawn. They shall continue until all names have been so drawn and recorded. This is the order in which the Director candidate's names shall appear on the ballot for the
Town HallElection Meeting, and such information shall be provided to the Secretary for the preparation of such ballots, with the Inspectors of Elections maintaining a copy of said list.
f. Vacancies on the Board can be filled at any time during the year, following the same procedures as set forth for the Annual Nominating Meeting and the Annual Election Meeting.
3. The annual Town Hall Election Meeting will be
conducted as follows:
a. At the election
Town HallMeetingswhere Directors are to be elected, each candidate will be allowed a certain amount of time to address the Voting Stakeholders and state his or her position. The Presiding Officer of the meeting has the discretion to limit the amount of time allowed for such presentations, and whether Stakeholders will be allowed to ask questions of the candidates.c. Votes for Directors shall be by written ballot with the candidates' names arranged thereon in the order determined as described in Article XVI of these By-Laws.
i. Each Voting Stakeholder present at the meeting may vote for as many Director candidates as there are openings in that year, but there shall be no cumulative voting.
ii. Any ballot, which contains more votes than the number of open Director positions, or more than one (1) vote for any candidate, shall be invalidated in its entirety and not considered in the tallying of votes.
iii. Those candidates receiving the largest number of votes for the open Director positions shall be those elected to such positions.
d. When voting is completed, the Inspectors of Election shall collect all the ballots, tally the results, provide a written certification thereof (signed by each of them) along with all of the ballots to the Secretary, who shall thereupon announce the results of the election.
e. Vacancies on the Board can be filled at any time during the year, following the same procedures as set forth for the Annual Nominating Meeting and the Annual Election Meeting.To Index
1. Any Community Stakeholder or group of Community Stakeholders may express concerns to the Directors concerning their decisions and actions within 90 days of such decision or action.
2. Any Community Stakeholder or group of Community Stakeholders may request reconsideration of a vote or action taken by the Directors or by the Voting Stakeholders.
3. Such concerns or requests for reconsideration shall be placed in written form by the Community Stakeholder(s) and communicated to the Secretary by letter, facsimile transmission or e-mail and placed on the next meeting agenda.
4. Thereafter, the Secretary shall cause each such written
communication to be reproduced and disseminated to all Directors.
5. Any response and/or any action to be taken as a result of such
concerns shall be determined by the Directors, and shall be reported to
the Stakeholders at the next Town Hall Meeting. To Index
1. These By-Laws may be Amended as follows:
a. All suggested Amendments to these By-Laws must be submitted to the Secretary in writing including facsimile transmission or email.
b. The Secretary will place the suggested Amendment on the Agenda for the following
Town Hallmeeting, where discussion will be held concerning the suggested Amendment. The Amendment will be placed on the Agenda for the followingTown Hallmeeting.c. These bylaw changes will be submitted to DONE under their Plan Article V Bylaw Adjustments for their approval
action.