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Arroyo Seco Neighborhood Council
Bylaws
ARROYO SECO NEIGHBORHOOD COUNCIL BY-LAWS
(12/16/01)
ARTICLE II PURPOSE
ARTICLE III MEMBERSHIP
ARTICLE IV BOARD OF REPRESENTATIVES AND OFFICERS
ARTICLE V MEMBERSHIP OVERSIGHT
ARTICLE VI CONFLICTS OF INTEREST
ARTICLE VII ELECTIONS
ARTICLE VIII COMMITTEES
ARTICLE IX MEETINGS
ARTICLE X PROCEDURAL AUTHORITY
ARTICLE XI AMENDMENT
ARTICLE XII BOUNDARIES
The name of this organization shall be called the “Arroyo Seco Neighborhood Council” (ASNC).
1.
Powers of the Board.
The
governing body of the Arroyo Seco Neighborhood Council shall be the Arroyo Seco
Neighborhood Council Board of Representatives (The Board). Subject to the
powers reserved to the Members in Article V, the Board has the power to
establish policies, procedures and positions of the ASNC, and to review and
recommend actions to governmental and other entities on issues affecting the
ASNC community.
2.
Composition of the Board.
The
Board shall be comprised of 19 Representatives, elected from and by the ASNC
members, as follows:
12 Geographical Representatives
7 At Large Representatives
a.
Geographical Representatives.
Geographical
Representatives must be registered in the community they represent. They shall
be elected by those members registered within each of the following communities
within the ASNC as defined in Article XII: Cypress Park, Mt. Washington,
Sycamore Grove/Figueroa Corridor South, Montecito Heights, Hermon and Monterey
Hills. Each community shall have two Geographical Representatives.
b.
At Large Representatives.
At
Large Representatives shall be elected by the ASNC Members. There shall be one
At Large Representative for each of the following seven Community Interests
within the ASNC:
1) Retail, Wholesale & Services
2) Faith Based Organizations
3) Education and Youth
4) Recreation, Culture & the Arts
5) Environment
6) Community Non Profits
7) Health Care and Seniors
3.
Officers.
There
shall be five Officers of the ASNC. They shall be the President, Vice President,
Secretary, Treasurer and Registrar. Their duties and responsibilities shall
include, but not be limited to, the following:
a.
The President shall be the ASNC Executive Officer and President of
the Board of Representatives. The President shall be responsible for the general
oversight of the ASNC. The President shall set the agenda for, and preside over
all ASNC meetings.
b.
The Vice President shall assume the duties of the President when the
President is unable to perform duties of office. The Vice President shall assist
the president in determining the issues that may be put on the agenda.
c.
The Secretary shall record the minutes of ASNC meetings and maintain the
historical records. The Secretary shall make ASNC records available to the
public as required by law.
d.
The Treasurer shall maintain the financial records of the ASNC and
oversee all finances. The Treasurer shall submit account statements to DONE in
accordance with DONE requirements. The Treasurer shall report on the financial
status of the ASNC at each regular meeting, and make ASNC financial records
available to the public as required by law.
e.
The Registrar shall maintain the membership records of the ASNC and
oversee all communications with ASNC members.
4.
Vacancies.
Board vacancies
may be filled by either appointment or election as set forth in the Standing
Rules. Officer positions which become vacant shall be filled by vote of the
Board.
a.
Geographic Representatives shall serve a term of two years or until their
successors take office. Terms of office begin on January 1st and end
on December 31st of the following calendar year. No Geographic
Representative shall serve more than two consecutive terms, excluding the
initial term of one year for those having served on the initial Board.
b.
At Large Representatives shall serve a term of one year or until their
successors take office. Terms of office begin on January 1st and end
on December 31st of the same calendar year. No At Large
Representative shall serve more than four consecutive terms.
c.
Officers shall serve a term of one year or until their successors take
office. Officers may not serve more than two consecutive terms in the same
office. Term of office begins on January 1st and ends on December 31st
.
6.
Indemnification.
Any person (and
his/her heirs, executors and administrators) made or threatened to be made a
party to any action, suit or proceeding arising out of any of his/her actions as
a Member, Representative, or Officer of the ASNC shall be indemnified by the
City of Los Angeles to the fullest extent of the law.
a.
Any Representative or Officer may resign by submitting a written
resignation to the Secretary.
b.
The Board may remove any Officer for any cause. A three fourths (3/4)
vote of the Board present at an ASNC meeting is required for removal.
Such action shall be effective immediately upon the Board vote to remove.
c.
Board members are expected to attend all ASNC meetings. If the Board
finds a Member has four unexcused absences from ASNC meetings in a calendar
year, the Board shall declare that seat vacant.
MEMBERSHIP
OVERSIGHT
Community
Stakeholders shall have the right to express and be heard regarding any
grievance over any decision or position the ASNC has taken. Written grievances
may be placed on the agenda of the next regular meeting. Grievances not on the
agenda may be raised during the public comment period.
a.
Initiative is the power of the membership to propose an action to be
considered by the ASNC.
b.
Members may submit issues to be voted on at a regular meeting by
initiative. An initiative must be submitted by petition to the Board, and must
include a statement, not exceeding 500 words, of its purpose and substance, and
the signatures of at least five percent, but no fewer than 50, of the registered
members. If the Rules and Elections
Committee determines the petition does not have the required number of valid
signatures, the petition shall be returned in accordance with the standing
rules.
c.
Upon receipt of the petition, and verification of signatures by the Rules
and Elections Committee, the Board shall schedule the matter to be heard within
sixty (60) days. The text of the initiative shall be published in all ASNC
Department of Neighborhood Empowerment approved public posting locations, the
ASNC website, and by any additional means specified by the Communications and
Outreach Committee.
d.
Passage of the initiative requires a majority vote of the members
present.
a.
Referendum is the power of the Membership to approve or reject any Board
action in whole or in part.
b.
Members may propose a referendum measure requiring the Board action, or a
part of it, to be submitted to the membership. A referendum measure must be
submitted by petition to the Board, and must include a statement, not exceeding
500 words, of its purpose and substance, and the signatures of at least ten
percent, but no fewer than 100, of the registered members. If the Rules and
Elections Committee determines the petition does not have the required number of
valid signatures, the petition shall be returned in accordance with the standing
rules.
c.
Upon receipt of the petition, and verification of signatures by the Rules
and Elections Committee, the Board shall schedule the matter to be heard within
sixty (60) days. The text of the referendum shall be published in all ASNC
Department of Neighborhood Empowerment approved public posting locations, the
ASNC website, and by any additional means specified by the Communications and
Outreach Committee.
d.
Passage of the referendum measure requires a majority vote of the members
present.
4.
Recall.
a.
Recall is the power of the Membership to remove a Board member.
b.
Recall of a Board member is initiated by presenting to the Board a
petition alleging the reason for recall. A petition to recall a Board member
must be signed by no less than fifteen percent (15%) of the membership of the
electoral district represented by that Board member. If the Rules and Elections
Committee determines the petition does not have the required number of valid
signatures, the petition shall be returned in accordance with the standing
rules.
c. Upon receipt of the petition, and verification of signatures by the Rules and Elections Committee, the Board shall schedule the matter to be heard within sixty (60) days. The text of the recall shall be published in all ASNC Department of Neighborhood Empowerment approved public posting locations, the ASNC website, and by any additional means specified by the Communications and Outreach Committee.
d.
Recall elections shall be conducted by written ballot mailed to the
members within the Board member’s electoral district. Passage of the recall
requires a majority vote of the members voting.
ARTICLE VI
This Article
applies to all members of the ASNC Board of Representatives, Officers, and
Committee Chairs and candidates for those positions with regard to their
advisory and non-advisory decision-making functions.
The following
persons may not be a member of the Board of Representatives, an Officer or a
Committee Chair of the ASNC:
a.
a high level official as defined in the Governmental Ethics Ordinance of
the City of Los Angeles; or
b.
a person, such as an employee or “independent contractor,” in a
decision making capacity for that official; or
c.
a declared candidate for any elective office in the City of Los Angeles.
Any member
holding a Board of Representatives, Officer, or Committee Chair position in the
ASNC shall immediately inform the Board of Representatives if a “disqualifying
interest” should arise during his or her term of office.
Any Board
member may request a ruling from the Board regarding a potential
“disqualifying interest”.
4. Abstention Requirement for Board Representatives, Officers, and Committee Chairs
A member
holding a Board of Representatives, Officer, or Committee Chair position in the
ASNC shall abstain from participation in any vote, and abstain from in any way
attempting to influence the ASNC’s recommendation or decision, on any matter
in which he or she has a “disqualifying interest.” The member with the
“disqualifying interest” must provide a written declaration to the Secretary
identifying the subject of the conflict and stating that he or she will abstain
from participating.
5.
Definition of a Disqualifying Interest.
Any person who
is a member of the Board of Representatives, Officer, or Committee Chair of the
ASNC has a “disqualifying interest” if, he or she, or his or her spouse or
domestic partner:
a.
is an owner or other person, such as an employee or “independent
contractor,” in a decision making capacity, of a lobbyist registered with the
City Ethics Commission of the City of Los Angeles that has any lobbyist employer
with a matter before the ASNC or likely to come before the ASNC within 12
months; or
b.
has pending or is preparing to file with the City of Los Angeles within
the next 12 months, an application for a “project” within the ASNC
boundaries; or
c.
is a director, owner, or other person, such as an employee or
“independent contractor,” in a decision making capacity, of any for profit
or nonprofit organization of any kind that has pending or is preparing to file
with the City of Los Angeles within the next 12 months, an application for a
“project” within the ASNC boundaries; or
d.
has economic interests on which a decision on the particular matter can
reasonably be expected to have a material affect.
6.
Other Definitions
a.
“Independent Contractor” means any individual, legal entity, or agent
who has provided goods or services to an organization within any of the last 5
years, is currently providing such goods and services, or has any reasonable
expectation to provide goods and services to the organization anytime within the
next year.
b.
“Project” means an application filed with the City of Los Angeles for
any of the following within the neighborhood boundaries of the ASNC: (1) for the
subdivision or aggregation of land or lots for the development of single family
homes, multi-family housing, or other real estate project within the ASNC
boundaries; or (2) that would change the zoning of any lot within the ASNC
boundaries; or (3) for a development agreement, conditional use permit,
variance, or any other discretionary permit, or combination of such permits.
7.
Disclosure Statement of Interests.
During the
election cycle for the ASNC, all Board members and candidates for the ASNC Board
of Representatives, Officers and Committee Chairs shall file with the Secretary
a statement of interests, including all for profit or nonprofit businesses and
organizations in which he or she is a director, owner, or other person, such as
an employee or “independent contractor,” in a decision making capacity. Each
person under consideration for appointment to fill a Board or Officer vacancy or
to be a Committee Chair must complete the same statement at the time of
consideration. The Rules and Elections Committee shall prepare a disclosure
statement form in accordance with this Article. Any member has a right to pay
for copies of any disclosure statement within 10 business days of a written
request to the Secretary.
8.
Abstention Requirement for Members of Organizations with Projects.
An employee or
member who has no decision making authority in any for profit or nonprofit
organization that has pending with the City of Los Angeles, an application for a
project within the boundaries of the ASNC, may participate in a decision
concerning the project but must disclose the existence of the organizational
relationship to the Board Secretary.
9.
Removal of Officer, Board Member or Committee Chair.
Failure to
disclose, or to recuse oneself in the event of, a “disqualifying interest”
shall be grounds for removal by a majority vote of all current members of the
Board.
Elections for
the ASNC Board shall be held every year at the November ASNC Community
Stakeholder Meeting.
Any ASNC Community registered member is eligible to vote for Representatives subject to any standing rule or procedure established by the ASNC Rules and Elections Committee, which shall be subject to these By-Laws.
The Standing
Rules for ASNC elections shall at a minimum provide:
a.
A procedure to authenticate ballots returned by voting members.
b.
A procedure to assure that write in candidates will be allowed.
c.
A process for candidates, including write in candidates, to participate
in a candidate forum prior to the deadline for submission of ballots.
d. A process for the conduct of special elections.
3.
Qualification for Candidacy.
All Candidates
must be registered members of the ASNC. Candidates for Geographical
Representative must be stakeholders within the communities they wish to
represent. Candidates for At Large Representative positions must be stakeholders
within the community interests they wish to represent.
Each candidate
who wishes to be included on a written ballot must submit a statement of intent
60 days prior to the election. Candidate declarations or nominations shall not
be accepted from the floor during the November election meeting.
Voting shall be
by secret ballot mailed to each registered member of the ASNC. Members may
return the ballots either by mail or at the election meeting. A Stakeholder who
registers as a member at the election meeting will be provided with a ballot
upon registration.
At the first meeting in January, as the first order of business, the Board shall elect the President, Vice President, Secretary, Treasurer and Registrar.
Upon initial certification of the ASNC, voting for Representatives shall be conducted within 90 days following certification. Each elected representative shall take office effective immediately. The term of each at large representative shall end on December 31st of the same year. The terms of the two geographical representatives of each community shall end as follows:
a.
the term of the geographical representative who received the smaller
number of votes shall end on December 31st of the same year.
b.
the term of the geographical representative who received the larger
number of votes shall end on December 31st of the following year.
Elections
thereafter shall be staggered, electing 13 representatives each year.
Within 30 days following certification by DONE, a stakeholder meeting will be scheduled to establish a Transition Committee for the sole purpose of organizing and administering the initial ASNC election. This committee will conduct the registration of stakeholders and establish rules for the initial election in accordance with this Article. Its duties include the creation of additional ad hoc committees as required to accomplish its responsibilities. Membership in the Transition Committee shall be open to all ASNC stakeholders. The committee will cease to exist after the initial election.
All committees shall be composed
of both board and non-board members. The following Standing Committees shall be
established.
The Rules and Elections Committee shall be chaired by the Vice President. The Rules and Elections committee shall propose standing rules as necessary.
The Rules and Elections Committee shall organize and administer ASNC elections. The committee shall propose all election rules and procedures. The committee shall prepare all elections materials and shall provide them to the Communications and Outreach Committee for distribution.
The Budget and Finance Committee shall be chaired by the Treasurer. This committee shall be responsible for the oversight and administration of all ASNC financial matters, including the system of financial accountability as required by DONE. The committee shall present a proposed budget for board approval on an annual basis. The Treasurer shall authorize ordinary expenditures within the adopted budget. Extraordinary obligations amending the budget shall be approved by the Board.
The
Communications and Outreach Committee shall be chaired by the Registrar. The
Communications and Outreach Committee shall communicate with all ASNC
Stakeholders and members in accordance with the rules on a regular basis in a
manner ensuring that information is disseminated evenly and in a timely manner.
Outreach will include regular distribution of flyers and agenda notifications in
public places and local newspapers, announcements by email to addresses provided
at registration, and, subject to budget limitation, timely mailings to
registered members, publication of a newsletter and maintenance of a website.
The Communications and Outreach Committee shall maintain the membership roster
to enable the ASNC to carry out all organizational functions specified in these
Bylaws. The Communications and Outreach Committee shall report periodically to
the Board as to the demographic composition of the membership.
Ad Hoc Committees may be established the Board. The President shall appoint chairs of ad hoc committees subject to Board approval.