HomeMy WebLinkAboutItem 12a - Voting Delegates for 2022 League of CA CitiesDATE: August 16, 2022
TO: Honorable Mayor and City Council
FROM: Dominic Lazzaretto, City Manager
By: Dr. Jennifer Brutus, Senior Management Analyst
SUBJECT: DESIGNATE COUNCIL MEMBER TAY AS THE VOTING DELEGATE AND
MAYOR PRO TEM CHENG AS THE ALTERNATE VOTING DELEGATE
FOR THE 2022 LEAGUE OF CALIFORNIA CITIES ANNUAL
CONFERENCE AND EXPO; AND SUPPORT CAL CITIES’ BYLAWS
AMENDMENTS
Recommendation: Approve
SUMMARY
The League of California Cities (“Cal Cities”) Annual Conference is scheduled for
September 7-9, 2022, in Long Beach. An essential part of the Conference is the Annual
Business Meeting during General Assembly that will take place on Friday, September 9.
Consistent with Cal Cities’ bylaws, the City Council must designate a Voting Delegate
and up to two Voting Delegate Alternates to consider and take action on any resolutions
that establish Cal Cities’ policy. At this time, Council Member Tay and Mayor Pro Tem
Cheng are registered to attend the conference. It is recommended that the City Council
designate Council Member Tay as a Voting Delegate and Mayor Pro Tem Cheng as an
alternate Voting Delegate.
BACKGROUND
In order to vote on behalf of the City of Arcadia (“City”) at the Annual Business Meeting
during General Assembly, the City Council must select, by official action, a Voting
Delegate and up to two Alternate Voting Delegates; and provide evidence of such action
to Cal Cities by Friday, September 2. Once the designation of voting delegates has been
approved, staff will forward the Voting Delegate/Alternate form to Cal Cities (see
Attachment No. 1).
In years past, Cal Cities provided cities with resolutions to consider before attending the
Conference. While it has been left to the Voting Delegate to consider the actual Resolutions
at the Annual Business Meeting, the Arcadia City Council would provide initial thoughts
and general direction to the Voting Delegate before the meeting to help guide their
deliberations. However, this year, Cal Cities did not receive resolutions to consider in
advance of the Conference; therefore, the City did not receive a Resolution Packet for
Appoint Voting Delegates for the 2022
League of California Cities Annual Conference
August 16, 2022
Page 2 of 3
review and consideration. On the other hand, there will be an amendment to Cal Cities’
bylaws to be considered and voted on during the Annual Business Meeting on Friday,
September 9 at 11:30 a.m. At least two-thirds of the General Assembly must vote in favor
of the proposed bylaws amendments for them to take effect.
DISCUSSION
The proposed amendments to the bylaws were approved by the Cal Cities Board of
Directors at their July 2022 meeting. The proposed amendments help to enhance Cal
Cities’ governance and effectuate technical changes. Specially, the proposed
amendments would accomplish the following:
1. Formalize oversight of the Resolutions Committee by establishing the Second Vice
President as the chair of the Committee, while retaining the President’s authority
to appoint the vice chair of the Committee.
2. Ensure a more inclusive Nominating Committee by adding a committee member
appointed by the Cal Cities President from among the Caucus Board Directors and
one additional committee member appointed by the Cal Cities President from
among the At-Large Directors, for a total of 13 committee members.
3. Clarify that, unless the Board establishes otherwise, the Cal Cities President
appoints the chair of Board-established committees.
4. Make various minor technical corrections.
Attachment No. 2, the General Assembly Packet, includes background information on the
proposed amendments, a resolution for adopting the amendments, and a redlined version
of the proposed changes to the bylaws.
ENVIRONMENTAL ANALYSIS
The proposed actions do not constitute a project under the California Environmental
Quality Act (“CEQA”) based on Section 15061(b)(3) of the CEQA Guidelines. It can be
seen with certainty that it will have no impact on the environment. Thus, this matter is
exempt under CEQA.
FISCAL IMPACT
There is no fiscal impact to the City’s budget as a result of these recommendations.
Appoint Voting Delegates for the 2022
League of California Cities Annual Conference
August 16, 2022
Page 3 of 3
RECOMMENDATION
It is recommended that the City Council determine that this action does not constitute a
project and is therefore, exempt under the California Environmental Quality Act (“CEQA”);
and take the following actions:
1.Designate Council Member Tay as the Voting Delegate and Mayor Pro Tem
Cheng as a Voting Delegate Alternate; and
2.Recommend the Voting Delegate or the Alternate vote in support of the
amendments to the Cal Cities’ bylaws.
Attachment No. 1: 2022 Cal Cities Annual Conference Voting Packet
Attachment No. 2: 2022 Cal Cities Annual Conference General Assembly Packet
1400 K Street, Suite 400, Sacramento, CA 95814 • 916.658.8200 • calcities.org
DATE: June 1, 2022
TO: City Managers and City Clerks
RE: DESIGNATION OF VOTING DELEGATES AND ALTERNATES
League of California Cities Annual Conference & Expo – September 7-9, 2022
Cal Cities 2022 Annual Conference & Expo is scheduled for September 7-9, 2022 in Long
Beach. An important part of the Annual Conference is the Annual Business Meeting
(during General Assembly) on Friday, September 9. At this meeting, Cal Cities
membership considers and acts on resolutions that establish Cal Cities policy.
In order to vote at the Annual Business Meeting, your city council must designate a
voting delegate. Your city may also appoint up to two alternate voting delegates, one
of whom may vote if the designated voting delegate is unable to serve in that
capacity.
Please complete the attached Voting Delegate form and return it to Cal Cities office
no later than Friday, September 2. This will allow us time to establish voting
delegate/alternate records prior to the conference.
Please view Cal Cities’ event and meeting policy in advance of the conference.
•Action by Council Required. Consistent with Cal Cities bylaws, a city’s voting
delegate and up to two alternates must be designated by the city council.
When completing the attached Voting Delegate form, please attach either a
copy of the council resolution that reflects the council action taken, or have your
city clerk or mayor sign the form affirming that the names provided are those
selected by the city council. Please note that designating the voting delegate
and alternates must be done by city council action and cannot be
accomplished by individual action of the mayor or city manager alone.
•Conference Registration Required. The voting delegate and alternates must be
registered to attend the conference. They need not register for the entire
conference; they may register for Friday only. Conference registration will open
by June 1 on the Cal Cities website. In order to cast a vote, at least one voter
must be present at the Business Meeting and in possession of the voting delegate
card. Voting delegates and alternates need to pick up their conference
badges before signing in and picking up the voting delegate card at the Voting
Delegate Desk. This will enable them to receive the special sticker on their name
badges that will admit them into the voting area during the Business Meeting.
Council Action Advised by August 31, 2022
Attachment No. 1
• Transferring Voting Card to Non-Designated Individuals Not Allowed. The voting
delegate card may be transferred freely between the voting delegate and
alternates, but only between the voting delegate and alternates. If the voting
delegate and alternates find themselves unable to attend the Business Meeting,
they may not transfer the voting card to another city official.
• Seating Protocol during General Assembly. At the Business Meeting, individuals
with the voting card will sit in a separate area. Admission to this area will be limited
to those individuals with a special sticker on their name badge identifying them as
a voting delegate or alternate. If the voting delegate and alternates wish to sit
together, they must sign in at the Voting Delegate Desk and obtain the special
sticker on their badges.
The Voting Delegate Desk, located in the conference registration area of the Long
Beach Convention Center, will be open at the following times: Wednesday, September
7, 8:00 a.m. – 6:00 p.m.; Thursday, September 8, 7:00 a.m. – 4:00 p.m.; and Friday,
September 9, 7:30 a.m.–12:30 p.m. The Voting Delegate Desk will also be open at the
Business Meeting on Friday, but will be closed during roll calls and voting.
The voting procedures that will be used at the conference are attached to this memo.
Please share these procedures and this memo with your council and especially with the
individuals that your council designates as your city’s voting delegate and alternates.
Once again, thank you for completing the voting delegate and alternate form and
returning it to Cal Cities office by Friday, September 2. If you have questions, please call
Darla Yacub at (916) 658-8254.
Attachments:
• Annual Conference Voting Procedures
• Voting Delegate/Alternate Form
1400 K Street, Suite 400, Sacramento, CA 95814 • 916.658.8200 • calcities.org
Annual Conference Voting Procedures
1. One City One Vote. Each member city has a right to cast one vote on
matters pertaining to Cal Cities policy.
2. Designating a City Voting Representative. Prior to the Annual Conference,
each city council may designate a voting delegate and up to two
alternates; these individuals are identified on the Voting Delegate Form
provided to the Cal Cities Credentials Committee.
3. Registering with the Credentials Committee. The voting delegate, or
alternates, may pick up the city's voting card at the Voting Delegate Desk in
the conference registration area. Voting delegates and alternates must
sign in at the Voting Delegate Desk. Here they will receive a special sticker
on their name badge and thus be admitted to the voting area at the
Business Meeting.
4. Signing Initiated Resolution Petitions. Only those individuals who are voting
delegates (or alternates), and who have picked up their city’s voting card
by providing a signature to the Credentials Committee at the Voting
Delegate Desk, may sign petitions to initiate a resolution.
5. Voting. To cast the city's vote, a city official must have in their possession the
city's voting card and be registered with the Credentials Committee. The
voting card may be transferred freely between the voting delegate and
alternates, but may not be transferred to another city official who is neither
a voting delegate or alternate.
6. Voting Area at Business Meeting. At the Business Meeting, individuals with a
voting card will sit in a designated area. Admission will be limited to those
individuals with a special sticker on their name badge identifying them as a
voting delegate or alternate.
7. Resolving Disputes. In case of dispute, the Credentials Committee will
determine the validity of signatures on petitioned resolutions and the right of
a city official to vote at the Business Meeting.
CITY:________________________________________
2022 ANNUAL CONFERENCE
VOTING DELEGATE/ALTERNATE FORM
Please complete this form and return it to Cal Cities office by Friday, September 2,
2022. Forms not sent by this deadline may be submitted to the Voting Delegate Desk
located in the Annual Conference Registration Area. Your city council may designate
one voting delegate and up to two alternates.
To vote at the Annual Business Meeting (General Assembly), voting delegates and alternates
must be designated by your city council. Please attach the council resolution as proof of
designation. As an alternative, the Mayor or City Clerk may sign this form, affirming that the
designation reflects the action taken by the council.
Please note: Voting delegates and alternates will be seated in a separate area at the Annual
Business Meeting. Admission to this designated area will be limited to individuals (voting
delegates and alternates) who are identified with a special sticker on their conference
badge. This sticker can be obtained only at the Voting Delegate Desk.
1. VOTING DELEGATE
Name:
Title:
2. VOTING DELEGATE - ALTERNATE 3. VOTING DELEGATE - ALTERNATE
Name: Name:
Title: Title:
ATTACH COUNCIL RESOLUTION DESIGNATING VOTING DELEGATE AND ALTERNATES OR
ATTEST: I affirm that the information provided reflects action by the city council to
designate the voting delegate and alternate(s).
Name: ____________________________________ Email_________________________________
Mayor or City Clerk_________________________ Date____________ Phone________________
(circle one) (signature)
Please complete and return by Friday, September 2, 2022 to:
Darla Yacub, Assistant to the Administrative Services Director
E-mail: dyacub@calcities.org; Phone: (916) 658-8254
2022 Annual Conference and Expo
PROPOSED BYLAWS AMENDMENTS
General Assembly
September 9, 2022
2021-2022
CAL CITIES OFFICERS
President
Cindy Silva
Mayor Pro Tem,
Walnut Creek
First Vice President
Ali Taj
Council Member,
Artesia
Second Vice President
Daniel Parra
Council Member,
Fowler
Immediate Past President
Cheryl Viegas Walker
Council Member,
El Centro
Executive Director
and CEO
Carolyn M. Coleman
1400 K Street, Suite 400, Sacramento, CA 95814 • 916.658.8200 • calcities.org
August 2022
To: Cal Cities General Assembly
From: Cindy Silva, President
Carolyn Coleman, Executive Director and CEO
Re: Proposed Cal Cities Bylaws Amendments
On July 15, 2022, the League of California Cities (Cal Cities) Board of Directors
(Board) voted to present proposed bylaws amendments to the General Assembly at
the 2022 Cal Cities Annual Conference and Expo. This memorandum outlines the
history of the proposed amendments, summarizes the amendments, and provides
an explanation of the process for adopting amendments to the bylaws.
Background
Beginning in 2017, the Board directed Cal Cities to undertake a strategic planning
process that resulted in the adoption of the “Powering Up for California Cities
Strategic Grown Plan 2018-2021” (Strategic Growth Plan). The Strategic Growth
Plan set forth goals to enhance Cal Cities’ governance to: (a) achieve even higher
levels of engagement and effectiveness; (b) ensure optimal engagement by
members and effectiveness in supporting fulfillment of the Cal Cities’ mission;
and (c) ensure the pathway to leadership is transparent and inclusive.
In furtherance of its governance goals, the Board engaged an association
governance consultant (Consultant) to evaluate the Cal Cities governance system
and make recommendations for enhancing Cal Cities’ governance. The Consultant
gathered and considered input from more than 350 Cal Cities members through
advisory groups, roundtable discussions, interviews, and surveys. On July 8, 2021,
the Consultant produced a report (Governance Report) detailing 49
recommendations to the Board to deepen the engagement of Cal Cities Member
Cities and ensure Cal Cities’ governance is operating at peak performance.
The Governance Report included findings indicating that Cal Cities is a strong
organization, with a high level of member engagement, but also highlighted
opportunities for Cal Cities to enhance its governance. The opportunities for
enhancement included: (a) improving the clarity, ease, and consistency in how the
governance system works; (b) clarifying the guidelines for position qualifications
and performance expectations; (c) identifying ways to deepen member
engagement and enhance the quality of the experience of involvement; and (d)
ensuring Cal Cities has an intentional, consistent organizational culture at all
levels of the governance system.
1
The findings and recommendations from the Governance Report were presented to the Board
during the July 2021 Board meeting. Following a robust exchange of ideas and input, the Board
decided to move forward with many of the recommendations, referred other recommendations to
a “to be established” board subcommittee for further study, and deferred consideration of the
remaining recommendations.
Following Board approval, in September 2021 during the Cal Cities Annual Conference and
Expo, the General Assembly voted to approve the following bylaws amendments:
1. Adjust the composition of the Board to achieve a higher impact and be more
representative by adding Director seats to the Board for each of the five Diversity
Caucuses, and transitioning members of the National League of Cities Board from
Cal Cities Directors to one non-voting advisor to the Cal Cities Board.
2. Recognize the Cal Cities Diversity Caucuses in the Cal Cities bylaws to reflect
the full contribution the caucuses make to Cal Cities’ mission and vision.
Those amendments became effective on Nov. 24, 2021.
Among the recommendations the Board decided was a priority to move forward was the
establishment of a standing Governance Committee to assist the Board in fulfilling its
governance function.
At its February 2022 meeting, the Board voted to approve Board policy establishing the
Governance Committee with the task of regularly reviewing the governance structures, policies,
and practices of Cal Cities and reporting its findings and recommendations to the Board. The
Board also approved a one-year work plan for the Governance Committee that established
priority governance issues to focus on in its first year.
Following the Board meeting, President Cindy Silva appointed the following Board members to
serve on the Governance Committee:
• Cheryl Viegas Walker, Immediate Past President and Council Member, El Centro, Chair
• Walt Allen, Council Member, Covina
• Jan Arbuckle, Vice Mayor, Grass Valley
• LaTanya Bellow, Deputy City Manager, Berkeley
• Pippin Dew, Council Member, Vallejo
• Lynne Kennedy, Mayor Pro Tem, Rancho Cucamonga
• Karen Goh, Mayor, Bakersfield
• Jim Lewis, City Manager, Pismo Beach
• Lisa Middleton, Mayor, Palm Springs
• John Minto, Mayor, Santee
• David Pollock, Council Member, Moorpark
2
The Governance Committee met in April 2022, and following engaging and productive
discussions, brought forward to the Board at its May 2022 meeting several recommendations to
further enhance Cal Cities’ governance. Among the recommendations approved by the Board
during that meeting are two that require bylaws amendments:
1. Formalize oversight of the Resolutions Committee by establishing the Second Vice
President as the chair of the committee, while retaining the President’s authority to
appoint the vice chair of the committee.
2. To ensure a more inclusive Nominating Committee, add one committee member
appointed from among the Caucus Directors and one additional committee member
appointed from among the At-Large Directors for a total of 13 committee members.1
In addition to those recommendations identified by the Governance Committee and approved by
the Board, Cal Cities staff identified various non-substantive revisions to the Cal Cities bylaws:
1. Clarify that, unless the Board establishes otherwise, the Cal Cities President appoints
the chair of Board-established committees.
2. To avoid confusion and clarify organizational responsibilities, remove “Treasurer” from
the title of the Second Vice President.2
3. To promote consistency, replace the term “Board member(s)” with “Director(s).”3
On July 15, 2022, the Board voted to present these proposed bylaws amendments to the General
Assembly at the 2022 Cal Cities Annual Conference and Expo.
While the work to enhance Cal Cities’ governance is a process being implemented in phases over
several years, the Board believes these proposed amendments constitute important next steps
toward ensuring Cal Cities’ governance is operating at peak performance.
1 Under the current bylaws, the Nominating Committee is comprised of 11 Directors. Two committee
members are appointed from among At-Large Directors and one from a Department. Divisions participate
on a rotation, with Directors residing within eight of the Divisions appointed in even-numbered years and
Directors from the other eight appointed in odd-numbered years.
2 Under the current bylaws, the Second Vice President is referred to as “Second Vice
President/Treasurer.” However, in practice the Second Vice President does not serve as treasurer of Cal
Cities. Rather, that function is performed by the Chief Financial Officer designated in Article VIII,
section 5, subdivision b(2), of the Cal Cities bylaws.
3 The current bylaws primarily refer to members of the Cal Cities Board of Directors as “Directors.”
However, there are instances in which they are referred to as “Board members.”
3
Procedure for Amending the Cal Cities Bylaws
Amendments to the Cal Cities bylaws may be proposed by the Cal Cities Board and may be
adopted: (a) by vote of the Cal Cities General Assembly, or (b) by mail ballot to Member Cities.4
In this case, the amendments will be considered by the General Assembly. Bylaws amendments
need to be approved by 2/3 of those voting,5 and the number that constitutes 2/3 of those voting
(a) cannot be less than a majority of the voting delegates present if there is a quorum at the time
the vote is taken;6 or (b) cannot be less than a majority of a quorum if the meeting started with a
quorum but a quorum is not present when the vote is taken.7
If approved by the General Assembly, the amendments to the bylaws will go into effect after the
expiration of a 60-day protest period.8 If, within 60 days after the adoption of the amendments,
one-third or more of Member Cities submit a written protest against such amendments, the
amendments are automatically suspended until the next Annual Conference and Expo, when they
may be taken up again for reconsideration and vote.9 If the amendments are approved by the
General Assembly and no protest is lodged, the effective date of the bylaws amendments will be
Nov. 9, 2022.
4 Article XVII, Section 1.
5 Article XVII, Section 2.
6 Cal. Corp. Code 7512, subd. (a).
7 Cal. Corp. Code 7512, subd. (d).
8 Article XVII, section 6.
9 Article XVII, section 7.
4
RESOLUTION RELATING TO AMENDMENTS TO THE CAL CITIES BYLAWS
(2/3 vote at General Assembly required to approve)
Source: League of California Cities Board of Directors
WHEREAS, the League of California Cities (Cal Cities) is a nonprofit mutual benefit
corporation under California law and, as such, is governed by corporate bylaws; and
WHEREAS, the Cal Cities Board of Directors (Board) periodically reviews the Cal Cities
bylaws for issues of clarity, practicality, compliance with current laws, and responsiveness to
membership needs and interests; and
WHEREAS, beginning in 2017, the Board directed Cal Cities to undertake a strategic
planning process that resulted in the adoption of the “Powering Up for California Cities Strategic
Growth Plan 2018-2021” (Strategic Growth Plan); and
WHEREAS, the Strategic Growth Plan set forth goals to enhance Cal Cities’ governance
to: (a) achieve even higher levels of engagement and effectiveness; (b) ensure optimal
engagement by members and effectiveness in supporting fulfillment of the Cal Cities’ mission;
and (c) ensure the pathway to leadership is transparent and inclusive; and
WHEREAS, in furtherance of its governance goals, the Board engaged an expert in
association governance who gathered and considered input from more than 350 Cal Cities
members through advisory groups, roundtable discussions, interviews, and surveys to evaluate
the Cal Cities governance system and make recommendations for enhancing Cal Cities’
governance; and
WHEREAS, in July 2021 the Board decided to move forward with certain
recommendations made as a result of that governance evaluation, including a recommendation to
establish a standing Governance Committee of the Board to assist the Board in fulfilling its
governance function; and
WHEREAS, in February 2022 the Board approved Board policy establishing the
Governance Committee and charging it with regularly reviewing the governance structures,
policies, and practices of Cal Cities, and reporting its findings and making recommendations to
the Board; and
WHEREAS, in 2022 the Governance Committee recommended, and the Board, approved
certain changes to the bylaws that: (1) formalize the oversight of the Resolutions Committee; (2)
ensure a more inclusive Nominating Committee by adding one committee member appointed
from among Caucus Directors and one additional committee member appointed from among At-
Large Directors; (3) clarify that, unless the board establishes otherwise, the Cal Cities President
appoints the chair of board-established committees; and (4) make various non-substantive
revisions; and
5
WHEREAS, the Cal Cities Board offers the following proposed amendments and
additions to the bylaws, as set forth in the attached redlined version of the bylaws specified
below, which is hereby incorporated by reference:
1. Amend Article VI, section 3(c) to designate the Second Vice-President as the Resolutions
Committee chair, while retaining the President’s authority to appoint the vice chair of the
Resolutions Committee;
2. Amend Article VII, section 5(b) to adjust the composition of the Nominating Committee
by adding one At-Large Director and one Caucus Director for a total of 13 Nominating
Committee members;
3. Amend Article VII, Section 10(d) to provide that, unless the Board establishes otherwise,
the Cal Cities President appoints the chair of board-established committees;
4. Replace the title “Second Vice-President/Treasurer” with “Second Vice President” in
Article VII, sections 2(a), 5(e), and 10(b); and Article VIII, sections 1, 2(c), and 4;
5. Replace the term “board member(s)” with “Director(s)” in Article VII, sections 5(b),
5(e), and 8; Article XII, section 5(c); and Article XV, section 4; and
now therefore, be it
RESOLVED, by the General Assembly of the League of California Cities assembled
during the Annual Conference in Long Beach on September 9, 2022, that the proposed bylaws
amendments are hereby approved and Cal Cities shall make the specified amendments to the Cal
Cities bylaws set forth in the attached redlined version of the bylaws.
See ATTACHMENT 1 for redline of proposed changes to the bylaws.
6
ATTACHMENT 1
Redline of Proposed Changes to Bylaws
7
Bylaws for the
League of California Cities
…
Article VI. Resolutions
…
Section 3: Resolutions Committee for Annual Conference Resolutions.
(a) Resolutions Committee Composition. The Cal Cities President establishes
a Resolutions Committee sixty days prior to each Annual Conference, which
committee shall consist of:
(i) One elected official from each regional division, appointed by the
regional division;
(ii) One elected official from each policy committee, appointed by the
policy committee;
(iii) One member from each functional department, appointed by the
department;
(iv) One elected official from each caucus, appointed by the caucus; and
(v) Up to ten additional members (at least five of whom are elected
officials) as the Cal Cities President deems necessary to achieve
geographic and population balance, as well as recognize the
multiplicity of city functions not represented by the other
appointments, including, but not limited to, the perspectives of board
and commission members as well as professional staff.
(b) Presidential Appointments. In the event a regional division, policy
committee, functional department, or caucus does not make its appointment
to the Resolutions Committee, the Cal Cities President may make the
appointment on the regional division’s, policy committee’s, functional
department’s, or caucus’s behalf.
(c) Chair. The Cal Cities President shall also appoint to the Resolutions
Committee a committee chair and vice chairSecond Vice-President shall
serve as committee chair. The Cal Cities President shall also appoint to the
Resolutions Committee a vice chair.
(d) Minimum Committee Size and Composition. In the event the full
committee is not in attendance at the Annual Conference, the Cal Cities
President shall appoint a sufficient number of city officials in attendance to
achieve a total of thirty. No less than two-thirds of the members of the
Resolutions Committee shall be elected officials.
8
(e) Committee Consideration of Proposed Resolutions. Except for
resolutions of courtesy, commendation, appreciation or condolence, no
resolution expressing the opinion or policy of Cal Cities on any question may
be considered or discussed by Cal Cities’ General Assembly, unless it has
been first submitted to, and reported on, by the Resolutions Committee.
…
Article VII: Board of Directors
…
Section 2: Composition.
The Cal Cities Board is composed of the following:
(a) A President, First Vice-President and Second Vice-President/Treasurer, who
each serve a term of one year;
(b) The Immediate Past President who serves for a term of one year, immediately
succeeding his or her term as President;
(c) Twelve Directors-at-Large,
(i) Who serve staggered two-year terms, and
(ii) At least one of whom is a representative of a small city with a
population of 10,000 or less;
(d) One Director to be elected from each of the regional divisions, functional
departments, and caucuses of Cal Cities, each of whom serves for a term of
two years; and
(e) Ten Directors that may be designated by the mayors of each of the ten largest
cities in California to serve two-year terms.
(f) For purposes of this section, the population of each city is the most current
population as determined by the California Department of Finance,
Demographic Research Unit, or its successor agency or unit. If no successor
agency or unit is named, the most current population used to determine these
dues shall be used to determine future dues until such time as these bylaws
are amended to designate a new source for determining city population.
(g) Directors hold office until their successors are elected and qualified.
…
9
Section 5: Nomination Process.
(a) Timing. The Cal Cities President, with the concurrence of the Cal Cities
Board, shall establish a nominating committee at the first Board meeting of
the calendar year in which the election is to occur.
(b) Composition. The nominating committee shall be comprised of eleven
thirteen Board membersDirectors. ThreeTwo nominating committee
members shall be At-Large Directors, and one shall represent a functional
department, and one shall represent a caucus. Regional divisions shall be
represented on the nominating committee on the following rotating basis:
(i) Even-Numbered Years: In even-numbered years, the Central
Valley, Imperial County, Monterey Bay, North Bay, Orange County,
Redwood Empire, Sacramento Valley and San Diego County
Regional Divisions shall be represented on the nominating committee.
(ii) Odd-Numbered Years: In odd-numbered years, the Channel
Counties, Inland Empire, Desert-Mountain, East Bay, Los Angeles
County, Peninsula, Riverside County, and South San Joaquin
Regional Divisions shall be represented on the nominating committee.
(c) Nominating Committee Chair. The Cal Cities President shall appoint the
chair of the nominating committee.
(d) Candidates for Positions Ineligible. Candidates for officer and at-large
positions on the Cal Cities Board are not eligible to serve on the nominating
committee. In the event a regional division representative on the nominating
committee wishes to be a candidate for an officer or at-large position, the Cal
Cities President will appoint a substitute nominating committee member from
the same regional division, if available. If one is not available, the President
shall appoint a substitute from a nearby regional division.
(e) Duties. The duties of the nominating committee are to:
(i) Member Outreach. Publicize the qualifications for the offices of
Second Vice Vice-President/Treasurer and the at-large members of
the Cal Cities Board to Cal Cities’ Member Cities;
(ii) At-Large and Second Vice-President Recommendations. Make
recommendations to the Cal Cities Board on the following year’s Cal
Cities officers and at-large board membersDirectors; and
(iii) President and First Vice President Recommendation.
Recommend whether the previous year’s First Vice President
10
becomes President and the previous year’s Second Vice-
President/Treasurer becomes First Vice President.
(f) Notice to Members. An explanation of the nomination process and relevant
deadlines for submitting nominations to the nominating committee shall be
publicized in Cal Cities publications and communications throughout the year,
along with the identity of nominating committee members once such
members are appointed. In addition, the nominating committee shall inform
the membership of the opening of the nominations for the following year when
it makes its report to the general membership as provided in Article VI,
Section 5(g) below.
(g) Decision and Report. The nominating committee’s recommendations shall
be communicated to the Cal Cities Board not later than 30 days prior to the
date of Cal Cities’ Annual Conference and again at the Annual Conference.
In addition, the nominating committee shall make its report to the membership
at the opening general session of the Annual Conference.
(h) Election. The election of Cal Cities Board officers and Directors-at-Large
shall occur at a Cal Cities Board meeting at the Annual Conference as
provided in Article VII, Section 4(c) and Article VII, section 3.
…
Section 8: Meetings and Meeting Notice.
(a) Regularly Scheduled Board Meetings. The Cal Cities Board shall meet no
fewer than four times a year. Notice of regularly scheduled Board meetings
shall be mailed to each Director at least 14 days before any such meeting.
(b) Emergency Board Meetings. A good faith effort shall be made to provide
notice of any emergency board meetings (for example, by first-class mail,
personal or telephone notification, including a voice messaging system or
other system or technology designed to record and communicate messages,
telegraph, facsimile, electronic mail, or other electronic means).
(c) Telephonic or Electronic Participation. Members of the Cal Cities Board
may participate in any meeting through the use of conference telephone or
similar communications equipment, so long as all members participating in
such meeting can hear one another. Participation in a meeting by this means
constitutes presence in person at such meeting.
(d) Notice Content. All meeting notices shall include the meeting date, place,
time, and, as applicable, the means by which a Cal Cities Board
memberDirector may participate electronically.
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Section 10: Committees.
(a) General. The Cal Cities Board may establish committees to study city
problems, advise on Cal Cities educational efforts, make recommendations
with respect to Cal Cities advocacy efforts, or to engage in other appropriate
Cal Cities service.
(b) Executive Committee.
(i) Composition. The Executive Committee of the Cal Cities Board
consists of the following: the Cal Cities President, First Vice-
President, Second Vice-President/Treasurer, Immediate Past
President and Executive Director.
(ii) Authority. The Executive Committee has authority to act for the Cal
Cities Board between Board meetings, provided that no action of the
Executive Committee is binding on the Cal Cities Board unless
authorized or approved by the Board.
(c) Standing Policy Committees.
(i) Charge. Cal Cities shall have a series of standing policy committees,
whose charge shall be to make recommendations to the Cal Cities
Board on matters within the committees’ jurisdiction, as well as fulfill
other duties specified in these bylaws (see, for example, Article VI,
section 4(b)).
(ii) Membership. Each Cal Cities Policy Committee shall be comprised
of the following:
• Two members appointed by each regional division president;
• One member appointed by each functional department president;
• One member appointed by each caucus president;
• No more than 16 members appointed by the Cal Cities President,
to provide population and geographic balance, as well as expertise;
and
• Such representatives of affiliate organizations in the capacity
authorized by the Cal Cities Board.
(iii) Feedback. Policy committees shall receive information on actions
taken on committee recommendations and the reasons for those
actions.
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(d) Committee Chairs and Vice Chairs. Unless the Cal Cities Board
establishes otherwise, Tthe Cal Cities President appoints the chair of all Cal-
Cities-wide committees. The term of such appointments coincides with the
Cal Cities President’s term. The Cal Cities President may appoint vice chairs
for such committees, as the Cal Cities President deems necessary.
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Article VIII: Officers
Section 1: Identity.
The officers of Cal Cities are a President, a First Vice-President, a Second Vice-
President/Treasurer, an Immediate Past President, and an Executive Director.
Section 2: Duties of Cal Cities Officers.
(a) President. The President presides at all Cal Cities Board meetings and all
General Assemblies. The President has such other powers and duties as
may be prescribed by these bylaws or the Cal Cities Board.
(b) First Vice-President. The First Vice-President carries on the duties of the
President in the President’s temporary absence or incapacity. The First Vice-
President has such other powers and duties as may be prescribed by these
bylaws or the Cal Cities Board.
(c) Second Vice-President/Treasurer. The Second Vice-President/Treasurer
carries on the duties of the President in the President’s and First Vice-
President’s temporary absence or incapacity. The Second Vice-
President/Treasurer has such other powers and duties as may be prescribed
by these bylaws or the Cal Cities Board.
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Section 4: Vacancies.
A vacancy in the office of President is filled by the Immediate Past President who shall
serve for the unexpired term of office and, upon election of a new President at the next
Annual Conference, shall subsequently serve a full term as Immediate Past President.
In the event the Immediate Past President is not available to fill the vacancy in the office
of the President, or declines in writing, it shall be filled by the succession of the First
Vice-President to that office. A vacancy in the office of First Vice-President, or Second
Vice-President/Treasurer, is filled for the un-expired term by appointment by the Cal
Cities Board of a member of the Cal Cities Board. A vacancy in the office of the
Immediate Past President is filled for the un-expired term by the last Past President
continuing to hold a city office.
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Article XII: Voting
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Section 5: Mail Balloting.
In addition to voting at Cal Cities meetings, Cal Cities may solicit member input by mail
ballot.
(a) Mailing.10 The question(s) to be voted upon, along with explanatory
materials and a ballot, shall be mailed by first class mail to each Member City
for consideration and action.
(b) Time Frame for Action. Member Cities shall have at least 45 days to cast
their vote. Ballots shall be cast by returning the Member City’s ballot to Cal
Cities’ principal office in Sacramento.
(c) Ballot Tabulation and Results Announcement. The Cal Cities President
will appoint a counting committee of three board membersDirectors to count
the votes cast by mail ballot. The counting committee will submit its count to
the Cal Cities Board, which shall canvass the vote and announce the results.
(d) Functional Departments, Regional Divisions, and Caucuses.
Departments, divisions, and caucuses may also use mail balloting under
procedures specified in their respective bylaws.
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Article XV: Prohibited Transactions
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Section 4: Ethical Considerations.
These restrictions, of course, represent the floor, not the ceiling, for ethical conduct as a
Cal Cities board memberDirector or policy committee member. If a board
memberDirector or policy committee member believes that there are circumstances
under which Cal Cities’ members might reasonably question the board
member’sDirector’s or policy committee member’s ability to act solely in the best
interests of Cal Cities and its member cities, the prudent course is to abstain. As an
example, typically Cal Cities board membersDirectors have abstained from participating
in decisions on legislation that would affect organizations for which they work. Another
example is legislation that would uniquely benefit a board member’sDirector’s city.
Policy committee members should also consider abstaining in similar circumstances.
10 The Administrative Services Committee recommends Cal Cities also include notice of the upcoming ballot in a variety of Cal Cities
communications to alert Member Cities to make inquiry in the event a city’s ballot is lost in the mail.
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