Bylaws

Standing Rule: Agenda Setting
Approved 3/15/2022, Amended 10/18/2022

General Board Agenda:

Items shall be placed on the General Board agenda by the President or by Committee Chairs submitting items generated by their respective Committees or by written request of two Board Members. Agenda items should be submitted to the Executive Committee at least one week prior to the meeting. The Executive Committee is responsible for ensuring all agenda items are compliant.

Committee Agenda:

Items shall be placed on a Committee agenda by written request of any member of the Committee. Agenda items should be submitted to the Committee Chair(s) at least one week prior to the meeting. Committee Chairs are responsible for ensuring all agenda items are compliant.

Special Meeting:

If called by the President, the President shall set the Special Meeting agenda. The President shall ensure distribution of the agenda in writing to the Board and ensure all agenda items are compliant.

If called by a majority of Council members, the Special Meeting Agenda shall be set either:

• at the time of Board action to call the Special Meeting. The Secretary shall distribute the agenda in writing to the Board. OR
• by written request to the Department representative by a majority of Council Members. The Department representative shall ensure distribution of the agenda in writing to the Board.

Standing Rule: Vacancies
Approved 3/15/2022

In accordance with the procedure defined in Article 5, Section 6: Vacancies of the Bylaws, the Council will provide application instructions and deadline on GTLNC.org within 24 hours of the notice of mid-term vacancy and include notice on GTLNC social media and in all GTLNC newsletters distributed during the application period.

Eligible candidates will only be considered if a complete application is received within the application period. Candidates shall be notified in writing by the President within five (5) days of receipt of application if there are issues with their application. Candidates are responsible for providing remedy within the application period or within 48 hours of receipt of notice of the issue, whichever is later.

The nominated candidate’s statement will be made available on GTLNC.org no fewer than 24 hours prior to the meeting at which their nomination will be considered.

Standing Rule: Annual Meeting Procedure
Approved 5/17/2022

The Annual Meeting shall be held in the month of July at the regular monthly meeting or at a special meeting called in accordance with Article 8 of the Bylaws or as directed by the Department of Neighborhood Empowerment (DONE). At the regular meeting before the Annual Meeting, the Annual Meeting Procedure shall be summarized.

The presiding chair of the Annual Meeting will be a DONE representative until the selection of the President, at which time the President will become presiding chair. The DONE representative is not permitted to vote.

The agenda for the Annual Meeting shall include:

• Selection of Officers
• Selection of Standing Committee Chairs
• Appointment of Second Signer [per policy, Treasurer is automatically appointed Primary Signer]
• Appointment of Primary and Secondary Bank Card Holder
• Appointment of Community Impact Statement (CIS) submitters [no fewer than two and no more than five]
• Announcement of Youth seat candidate application period, instructions and deadline for application, and date of selection.

Each selected position shall be filled by the following procedure and in the order agendized. Each position must be nominated and voted upon separately, and no slate may be proposed for multiple positions. If no candidates are nominated for a position, the position shall be noticed as vacant.

1. Call for Candidates: Candidates may be nominated from among the Council members at the Annual Meeting by any stakeholder or Council member, including self-nomination. Each nominated candidate shall accept or decline their nomination. Candidacy for positions selected or appointed at the annual meeting need not be submitted in advance of the Annual Meeting. Candidates for committee chairs may opt to run as a single ticket of two committee co-chairs. Once all nominations are heard, the Call for Candidates will close, and no additional nominations will be accepted. Candidates may withdraw their candidacy at any point prior to the vote.
2. Candidate Statements: Candidates standing for selection at the Annual Meeting shall be permitted a two (2) minute candidate statement.
3. Governing Board Comment: Non-candidate Council members may comment on the candidates. The length of time for each Governing Board comment shall not be greater than time allotted to each public comment. Each Council member is permitted to speak once per position. Candidates may not speak during Governing Board Comment.
4. Public Comment: Members of the public may comment on the candidates. The length of time for public comment shall be announced at the start of the meeting.
5. Candidate Closing Remarks: Candidates standing for selection shall be permitted a one (1) minute closing remark prior to vote.
6. Vote: A roll call vote shall proceed in accordance with the voting procedure defined in Article 5, Section 6 of the Bylaws. Votes may not be split between single ticket committee co-chairs (see Item #1 above). Candidates may vote for themselves.

Standing Rule: Committee Membership
Approved 5/17/2022

Request to Join: Eligible stakeholders may request to join a committee by attending at least one meeting of the committee and making a request to join during the meeting as well as submitting a written request to the Committee Chair(s). The individual will be added to the committee prior to the next regular meeting of the committee. For newly elected Council Members the attendance requirement is waived, and they may submit a written request to join to the Committee Chair(s).

Limitation on Number of Council Members: If more than the allowed number of Council Members, per Department of Neighborhood Empowerment (DONE) policy and the Bylaws, want to join a committee, then the Committee Chair(s) shall ask the interested Council Members to volunteer to step down from the committee / retract their request to join. If not enough volunteer, then the Chair(s) shall request the President determine which Council Members will be committee members. The President shall notify the Committee Chair(s) and the applicable Council Members of their decision no later than one week prior to the next regular meeting of the committee.

Removal from Committee: The Committee Chair(s) shall propose removal of a member from the committee by notice in writing to the committee member and on the agenda of a meeting of the committee. The committee member will remain a member of the committee until the conclusion of the meeting at which their removal is being proposed. The committee may reject the proposed removal of the committee member at such meeting.

To prevent issues meeting quorum, if the committee member proposed for removal has been absent for three consecutive regular meetings of the committee immediately before the meeting where their removal is considered, the committee member will be removed prior to the meeting. If the committee rejects their proposed removal, the committee member will be reinstated at the next meeting.

APPROVED:
May 17, 2022

Bylaws Table of Contents

Article I NAME
Article II PURPOSE
Article III BOUNDARIES
– Section 1: Boundary Description
– Section 2: Internal Boundaries
Article IV STAKEHOLDER
Article V GOVERNING BOARD
– Section 1: Composition
– Section 2: Quorum
– Section 3: Official Actions
– Section 4: Terms and Term Limits
– Section 5: Duties and Powers
– Section 6: Vacancies
– Section 7: Absences
– Section 8: Censure
– Section 9: Removal
– Section 10: Resignation
– Section 11: Community Outreach
Article VI OFFICERS
– Section 1: Officers of the Board
– Section 2: Duties and Powers
– Section 3: Selection of Officers
– Section 4: Officer Terms
Article VII COMMITTEES AND THEIR DUTIES
– Section 1: Standing Committees
– Section 2: Ad Hoc Committees
– Section 3: Committee Creation and Authorization
Article VIII MEETINGS
– Section 1: Meeting Time and Place
– Section 2: Agenda Setting
– Section 3: Notifications/Postings
– Section 4: Reconsideration
Article IX FINANCES
Article X ELECTIONS
– Section 1: Administration of Election
– Section 2: Governing Board Structure and Voting
– Section 3: Minimum Voting Age
– Section 4: Method of Verifying Stakeholder Status
– Section 5: Restrictions on Candidates Running for Multiple Seats
– Section 6: Other Election Related Language
Article XI GRIEVANCE PROCESS
Article XII PARLIAMENTARY AUTHORITY
Article XIII AMENDMENTS
Article XIV COMPLIANCE
– Section 1: Code of Civility
– Section 2: Training
– Section 3: Self Assessment
ATTACHMENT A – Map of Greater Toluca Lake Neighborhood Council
ATTACHMENT B – Governing Board Structure and Voting

Article I
NAME

The name of this organization is “The Greater Toluca Lake Neighborhood Council” (hereafter referred to as the “Council” or “GTLNC”).

Article II
PURPOSE

Section 1: Purpose

The purposes of the Council are to:

1. Promote more citizen participation in government;
2. Make government more responsive to local needs and requests;
3. Provide an effective means of contact with municipal departments that provide services to the neighborhood;
4. Foster a sense of community for persons to express ideas and opinions about their neighborhoods and their government;
5. Provide neighborhood consultation and input regarding planning, zoning, and budgeting priorities; and
6. Provide a means for stakeholders to express their collective will to municipal decision makers with regard to issues involving the

Article III
BOUNDARIES

Section 1: Boundary Description

The area represented by the Council has the following boundaries:

North: Camarillo St. (between the 170 Freeway and Vineland Ave., then south on Vineland); Riverside Dr. (between Vineland Ave. and Denny Ave., then north on Denny); Camarillo St. (between Denny Ave. and Cahuenga Blvd., then north on Cahuenga); Margate St. (between Cahuenga Blvd. and the City limit).

South: Los Angeles River (between Lankershim Blvd. and the City limit).

East: The City limit between the Los Angeles River and Margate St.

West: Lankershim Blvd, (between the Los Angeles River and Whipple St.); Whipple St. (between Lankershim Blvd. and Vineland Ave. and including the Weddington Park South and the Rio Vista Elementary School); Vineland Ave. (between Whipple St. and the 170 Freeway) and the 170 Freeway (between Vineland Ave. and Camarillo St.).

Shared Jurisdiction: Weddington Park South and Rio Vista Elementary School are under the shared jurisdiction of the Studio City Neighborhood Council and the GTLNC.

[A map showing the boundaries of the Council is attached to these Bylaws as ATTACHMENT A – Map of Greater Toluca Lake Neighborhood Council.]

Section 2: Internal Boundaries

Intentionally left blank

Article IV
STAKEHOLDER

Neighborhood Council membership is open to all Stakeholders. A “Stakeholder” shall be defined as any individual who:

(1) Lives, works, or owns real property within the boundaries of the neighborhood council; or

(2) Is a Community Interest Stakeholder, defined as an individual who is a member of or participates in a Community Organization within the boundaries of the neighborhood council.

A “Community Organization” is an entity that has continuously maintained a physical street address within the boundaries of the neighborhood council for not less than one year, and that performs ongoing and verifiable activities and operations that confer some benefit on the community within the boundaries of the neighborhood council. A for-profit entity shall not qualify as a Community Organization. Examples of Community Organizations may include Chambers of Commerce, houses of worship or other faith-based organizations, educational institutions, or non-profit organizations.

[The definition of “Stakeholder” and its related terms are defined by City Ordinance and cannot be changed without City Council action. See Los Angeles Administrative Code Section 22.801.1]

Article V
GOVERNING BOARD

The governing body of the GTLNC may be referred to as the “Council” or “Governing Board.” The members of the Council may be referred to as “members” or “directors.”

Section 1: Composition

The Council will consist of fifteen (15) members. Council members must remain continuous and ongoing stakeholders during their entire term of office. The Governing Board shall, to the extent possible, reflect the diversity of the Council’s stakeholders.

The composition of the Council is as follows:

A. At-Large Representative Board Members (14) – Open to Stakeholders at least eighteen (18) years of age. At-Large Members are elected in accordance with Article X: Elections.

B. Youth Board Member (1) – Open to Stakeholders between the ages of fourteen (14) years or older and no more than seventeen (17) years of age, at the time of selection. The Youth Board Member shall be selected from eligible candidates by a majority vote of the Board Members in accordance with the mid-term vacancy procedure defined in Article V, Section 6: Vacancies. If less than eighteen (18) years of age, the Youth Board Member shall be precluded from voting on financial matters, such as neighborhood council expenditures, financial reports, annual budgets, contracts, and recommendations to enter into contracts.

Section 2: Quorum

Eight (8) Governing Board members shall constitute a quorum of the Council for the transaction of business.

Section 3: Official Actions

Every motion passed by a simple majority vote by the Council members present and voting, excluding abstentions, which do not count toward the voting total, at a meeting at which a quorum is present shall be regarded as the act of the Council, unless otherwise required by these Bylaws or the law. Governing Board members may not vote by proxy.

Section 4: Terms and Term Limits

An At-Large Representative member’s term shall be for the duration of two (2) years or until a successor is elected or appointed.

A Youth member’s term shall be for the duration of no more than one (1) year. No Youth member may serve in the Youth seat for more than a total of three (3) years.

No Governing Board member may serve more than eight (8) years within a rolling ten-year period on the Council. No Governing Board member shall be eligible for election or appointment if they will exceed their term limit within the term for which they are being considered.

Section 5: Duties and Powers 

The Council shall have, subject to the limitations of the Plan for a Citywide System of Neighborhood Councils and applicable City, State and Federal laws and regulations, and in compliance with these Bylaws, the power to engage in any legal act or activity for which a neighborhood council may be organized in the City of Los Angeles.

No individual member of the Board shall speak for the Board or otherwise publicly represent a Board position unless authorized to do so. The President may, by announcement at a regular or special board meeting, appoint a Stakeholder or Board Member as Representative to present before any City body a standing Council position adopted by the Board.

The Council has an inherent interest in many issues which transcend its boundaries. The President may, by announcement at a regular or special board meeting, appoint one or more Stakeholders or Board Members as liaisons to attend and participate on behalf of the Council in such meetings and organizations.

Representatives and Liaisons serve in accordance with the Standing Rules. Representative and Liaison authorities may be revoked at any time by official Board action, including at the meeting at which the appointment is announced.

Section 6: Vacancies

Mid-term Vacancies

A mid-term vacancy on the Governing Board, amongst the officers, or of a committee chair shall be filled by a stakeholder who satisfies the eligibility requirements for holding the vacated Board seat, office, or chair in accordance with the following procedure and any applicable Standing Rules.

1. Stakeholders will be publicly notified that the Council has a vacancy to be filled, in accordance with the Standing Rules. Any Stakeholder or Board Member interested in filling the vacancy on the Council shall submit a written application within an announced period of no fewer than (20) days following notice of vacancy.
2. The President shall nominate a candidate from amongst the eligible applicants and place the nomination on the agenda for the next regular meeting of the Governing Board to be held more than three (3) days after the lapse of the application period.
3. The nomination would be confirmed by majority vote of the Board. The confirmed nominee’s term shall be limited to the term for the vacant seat, office, or chair.
4. In the event the Board rejects the nominee, the President may provide an alternate nomination from amongst the eligible applicants at a duly called special meeting or at the next regular meeting. If there are no eligible candidates, a new application period will be offered.

The President may appoint a Board Member to perform the duties of a vacant officer or chair role on a pro tempore basis until a nominee is confirmed. In the event the President office is vacant, the Vice President shall perform the role on a pro tempore basis until the successor is selected.

In no event shall a vacant At-Large Representative seat be filled by Council appointment within a sixty (60) day period before the Council’s general election.

Annual Meeting Vacancies

All Officer and Committee Chair positions are deemed vacant during the Annual Meeting of the Council. Notice requirements and application periods do not apply for Officer and Committee Chair vacancies filled at the Annual Meeting. Each position shall be filled by simple majority vote of the Council, in accordance with the Standing Rules and the following voting procedure. In the event that more than two (2) candidates stand for an office or chair:

1. If no candidate wins a majority of votes cast in a round, the two (2) candidates with the most votes proceed to an additional round of voting until a candidate receives a majority of votes. In the event of a tie in the first or second position, when there are more than two (2) candidates that receive votes in a round, the tying candidates all proceed to the next round.
2. All board members are free to vote for any of the candidates in each round, regardless of their previous votes or their own candidacy.
3. A coin toss will be used to resolve a tie between the final two candidates to receive votes.

Section 7: Absences

Any Board Member who misses three (3) consecutive Regular Board Meetings will be automatically considered for removal from the Board. Upon missing the required number of Board Meetings for removal, the Council President shall notify the Board Member, both verbally and in writing, of the absences and place the potential removal of the Board Member on the agenda of the next regular Board meeting whereupon the Board shall determine whether to remove the Board Member. Censure is not required prior to removal due to absences.

Section 8: Censure

The purpose of the censure process is to place a Board member on notice of misconduct and to provide the Board member with an opportunity to correct the misconduct. The Neighborhood Council (“Neighborhood Council”) may censure any Board member at a regular or special meeting open to the public following a good-faith determination by the Neighborhood Council Board that the member has engaged in conduct that is contrary to rules and regulations applicable to the Board or that impedes the orderly business of Board operations. Grounds for censure include, but are not limited to, persistent disruptive conduct at meetings, violations or abuses of the Board’s bylaws or rules, violations of the Code of Conduct, acting on behalf of the Board without authorization, and misuse or abuse of the censure or removal process by acting in bad faith.

The Board shall use the following procedure when censuring a Board member:

1. A motion to censure a Board member may be initiated by any three (3) Board members. Those Board members shall not constitute a majority of the quorum of any Neighborhood Council body, such as a committee. The motion shall be delivered to any officer of the Board or a specific officer or member of the Board as may be specified in the bylaws or standing rules of the Neighborhood Council. The motion shall be in writing and provide the specific facts and grounds for the proposed censure including the date(s) and specific conduct relied upon for the motion. The motion shall not be based upon conclusions, e.g., “for alleged violations of the Code of Conduct” but shall contain factual statements that describe conduct only and is not intended to embarrass or humiliate the board member.
2. The Board member, group of Board members or committee responsible for setting the final Board agenda shall include the motion on the agenda of the next regular or special Board meeting scheduled at least thirty (30) days following the delivery of the proposed censure motion.
3. The Board member subject to censure shall be given a minimum of thirty (30) days prior-written notice, which may include email sent to the last email address on file with the Neighborhood Council, of any meeting at which the motion to censure will be considered. The notice shall provide the specific facts and grounds for the proposed censure as specified in 1 above. The Board shall also provide a copy of the notice to the Department of Neighborhood Empowerment a minimum of thirty (30) days prior to the meeting at which the motion to censure will be considered.
4. The Board member subject to censure shall be given a reasonable opportunity to be heard at the meeting, either orally or in writing, prior to the Board’s vote on a motion of censure.
5. The Board shall decide by a majority vote of those present and voting whether or not the Board member should be censured. The Board member who is the subject of the censure motion shall not be counted as part of the majority present and voting and shall not be allowed to vote. For the purpose of censure motions, abstentions shall not be counted as votes.
6. In no event shall a motion to censure a board member be heard by the Neighborhood Council within sixty (60) days of the next scheduled Board election or selection.

Section 9: Removal

Any Board member may be removed by the Neighborhood Council (“Neighborhood Council”) for cause, following a good faith determination by the Board that the member has engaged in conduct that is contrary to rules and regulations applicable to the Board or that impedes the orderly business of Board operations. A Board member shall not be subject to removal under this Policy, unless the member has been censured at least once pursuant to the Board of Neighborhood Commissioners’ (“Commission”) Censure Policy. Grounds for removal include, but are not limited to, persistent disruptive conduct at meetings, violations or abuses of the Board’s bylaws or standing rules, violations of the Code of Conduct, acting on behalf of the Board without authorization, and misuse or abuse of the censure or removal processes by acting in bad faith.

The Board shall use the following procedure when removing a Board member:

1. A motion to remove a Board member may be initiated by any three (3) Board members. Those Board members shall not constitute a majority of the quorum of any Neighborhood Council body, such as a committee. The proposed motion shall be delivered to any officer of the Board or a specific officer or member of the Board as may be specified in the bylaws or standing rules of the Neighborhood Council. The motion shall be in writing and provide the specific facts and grounds for the proposed removal action including the date(s) and specific conduct relied upon for the motion. The motion shall not be based upon conclusions, e.g., “for alleged violations of the Code of Conduct” but shall contain factual statements that describes conduct only and is not intended to embarrass or humiliate the board member. The motion to remove shall also include a copy of the prior censure motion and the date it was passed.
2. The Board member, group of Board members or committee responsible for setting the final Board agenda shall list and briefly describe the motion on the agenda of the next regular or special Board meeting scheduled at least thirty (30) days following the delivery of the proposed removal motion.
3. The Board member subject to removal shall be given a minimum of thirty (30) days prior written notice, which may include email sent to the last email address on file with the Neighborhood Council, of any meeting at which a motion to remove will be heard. The notice shall provide the specific facts and grounds for the proposed removal as specified in 1 above. The Board shall also provide a copy of the notice to the Department of Neighborhood Empowerment a minimum of thirty (30) days prior to any meeting at which a motion to remove will be considered.
4. The Board member subject to removal shall be given reasonable time to be heard at the meeting, either orally or in writing, prior to the Board’s vote on a motion for removal.
5. The Board shall decide whether or not the Board member should be removed by an affirmative vote of two-thirds (2/3) of the currently sitting Board members. The Board member who is the subject of the removal motion shall not be allowed to vote and shall not be counted when determining the two-thirds (2/3) majority vote. For the purpose of the removal motion, abstentions shall not be counted as votes.
6. In no event shall a motion to remove a Board member be heard by the Neighborhood Council within sixty (60) days of the next election or selection.
7. The Commission may review a Neighborhood Council’s removal decision if requested to do so by the affected Board member. Once the request is made for the Commission to review the decision to remove, the Neighborhood Council voting to remove the board member may not fill the vacancy created by the removal until the Commission has made a decision on whether the removal was proper or the Commission declines to review the matter. The Commission’s decision whether to hear or decline to hear the removal review request shall be sent in writing to the requestor and the Neighborhood Council within 30 days after the request for review is delivered.
8. A request for the Commission to review a Neighborhood Council’s removal decision shall proceed as follows:
   a. The request must in writing and must be delivered to the Executive Assistant of the Commission or, in the absence of an Executive Assistant, to the President of the Commission within thirty (30) days of the date of the action by the Neighborhood Council to remove the Board member.
   b. The request must state the basis for the review. The request shall not cite or present any evidence not considered by the Neighborhood Council but must address only procedural deficiencies.
   c. If the Commission determines the request for review raises sufficient questions regarding procedural deficiencies and agrees to hear the review, it will be placed on the agenda of a regular or special meeting of the Commission within sixty (60) days of receipt of the request for review.
   d. At the review the Commission will determine if the facts as presented support the removal motion and if the procedures set out in this policy were correctly applied.
   e. If the Commission determines that there were either factual or procedural deficiencies, the Commission may either reinstate the Board member or return the matter to the Neighborhood Council for further consideration.
   f. If the Commission returns the matter for further consideration and the Neighborhood Council does not act within sixty (60) days of the Commission’s decision the Board member will be considered reinstated.
   g. During the period of appeal the Board member shall not be counted as part of the Board for any quorum and shall not participate in any Board actions.
   h. If the matter is returned to the Neighborhood Council for further consideration the Board member shall not be counted as part of the Board for any quorum and shall not participate in any Board actions until the Board takes action as requested by the Commission or until the expiration of the sixty (60) day time period.
9. This policy is not intended to restrict or eliminate a Neighborhood Council’s ability to remove or render ineligible to serve, Board members who fail to attend meetings, join committees, maintain their stakeholder status, or perform other duties as may be described in the Neighborhood Council’s bylaws and/or standing rules. Nor is it intended to limit a Neighborhood Councils ability to remove committee chairs or committee members according to the Neighborhood Council’s bylaws and/or standing rules.

Section 10: Resignation

Resignation from the Council, officer, committee chair, or liaison position must be submitted in writing to the Governing Board and must state the effective date of the resignation. The position shall be deemed vacant as of the effective date.

Any member of the Council who ceases to be a Stakeholder is required to submit their resignation to the Council.

Section 11: Community Outreach

The Governing Board shall establish reasonable procedures for communicating with stakeholders on a regular basis in a manner that ensures that information is disseminated throughout the community in a timely manner. Communications may be (without limitation) by flyers, newsletters, news releases, postcards, letters, posted notices, email, and/or by utilizing the Early Notification System of the City of Los Angeles.

Article VI
OFFICERS

Section 1: Officers of the Board

The officers of the Council shall be a President, Vice President, Treasurer, and Secretary.

Section 2: Duties and Powers

President

The President shall serve as Presiding Chair at all meetings of the Council and perform such other powers and duties as assigned to the President by the Council or these Bylaws.

Vice President

The Vice President will have and exercise all the powers, authority, and duties of the President during the President’s absence. The Vice President also will perform such other duties as are delegated by the President or assigned by the Council.

Treasurer

The Treasurer, under the control and direction of the Council, will establish an accounting system which complies with generally accepted accounting principles and will provide and maintain full and complete records of all the assets and liabilities of the Council. Subject to such limitations and control as may be imposed by the Council, the Treasurer will have custody of all funds, valuable papers, and other assets of the Council. Each type of fund or grant will be duly accounted for under separate ledgers. The disbursement of funds will require the signatures of the Treasurer and such other officers as the Council may designate. The Council’s financial records and account books will be open and available for inspection by stakeholders and the general public. At the annual meeting, the Treasurer will report to the stakeholders on the Council’s finances. At regular meetings of the Board, the Treasurer shall provide to the Board detailed reports of the Council’s accounts. In addition, the Treasurer will submit accounting statements to City Clerk Funding Division on the dates prescribed by the City Clerk.

Secretary

The Secretary shall keep or cause to be kept full and correct records of all Council meetings, agendas, correspondence, member and committee lists, notices, and other Council documents. The Secretary shall prepare a notice of all Council meetings and shall arrange, directly or through a committee of the Council, to provide notice of meetings in compliance with these Bylaws and the Brown Act. The Secretary shall keep minutes of all Board meetings in accordance with BONC Policy. The Secretary shall perform such other duties as assigned by the Council, including the coordination of any Grievance Panel.

An Alternate Secretary shall be appointed by the Board to serve in the absence of the Secretary, when the Secretary has a conflict of interest, or as needed.

Section 3: Selection of Officers 

All officers shall be selected by the Council from among their number in accordance with the Standing Rules and the voting procedure defined in Article V, Section 6: Vacancies. Unless otherwise agreed by a majority vote of the Board, the selection of officers will occur at the annual meeting in accordance with the Standing Rules.

A request to remove an Officer from their position must be made by a Board member in writing 14 days prior to the meeting date and delivered to the full Governing Board and the Department representative. If such a petition is timely delivered, the item shall be placed on the agenda of the next regular Board meeting, or if the next regular meeting is greater than 60 days from the date of the petition, a special meeting may be held to address the petition.

Officer positions may be revoked by two thirds (2/3) vote of Board members present and voting at a regular or special Board meeting. If the Officer is removed, the Officer position shall be filled at the next regular Board meeting, in accordance with the Standing Rules.

Section 4: Officer Terms

Officers shall serve at the pleasure of the Council. The selected officers shall immediately assume their respective offices and serve for a one (1) year term or until their successors are selected, whichever occurs later unless an officer resigns, is removed from office by a vote, or is otherwise no longer a Board Member, officers will hold office until the election of their respective successors.

Article VII
COMMITTEES AND THEIR DUTIES

Section 1: Standing Committees

The Council may establish one (1) or more standing committees to accomplish the purposes of the Council. Standing Committees of the Council can be found in the Standing Rules.

Section 2: Ad Hoc Committees

The President or the Council also may establish one (1) or more ad hoc (temporary) committees to address specific issues. An Ad Hoc Committee must have a defined purpose and limited timeframe, carry out a specific task, be composed of only Board Members that constitutes less than a majority of the Quorum of the Council or of any Committee, and cease to exist upon the completion of its specific task.

Section 3: Committee Creation and Authorization 

A. Committee Creation. The Council may establish or disband any Standing or Ad Hoc committee by a simple majority vote. Any Standing Committees established or disbanded shall be reflected in the Standing Rules.

B. Committee Authority. All committee action recommendations shall be brought to the full Board for discussion and action. Committees shall not represent an official Council position without Council approval.

C. Committee Meetings. With the exception of Ad Hoc committees created in compliance with Article VII, Section 2, Committee meetings are subject to and shall be conducted in accordance with the dictates of the Brown Act. Minutes shall be taken at every Committee meeting.

D. Committee Chairs. All Committee Chairs shall be selected by the Board at the annual meeting, in accordance with the Standing Rules and voting procedure defined in Article V, Section 6: Vacancies. The selected Chairs shall immediately assume their position and serve for one (1) year or until successors are elected, whichever is later. Only Governing Board members are eligible to serve as Committee Chairs. The Committee Chair(s) shall set the agenda for their respective Committee meeting in accordance with the Standing Rules. The Committee Chairs shall keep a written record of Committee meetings and shall provide regular reports on Committee matters to the Board.

E. Committee Membership. Unless otherwise determined by a majority vote of the Board, the committee chairs determine the membership of their respective committees. The maximum number of Board members serving as voting members on a committee shall be four (4) to ensure that at no point shall any committee include a majority of quorum of the Governing Board as voting members. Each committee shall have a quorum of greater than 50% of the committee membership.

F. Removal of Committee Chair. A petition to remove a Chair from their position must be made by a Board member in writing 14 days prior to the meeting date and delivered to the Executive Committee and the Department representative. If such a petition is timely delivered, the item shall be placed on the agenda of the next regular Board meeting, or if the next regular meeting is greater than 60 days from the date of the petition, a special meeting may be held to address the petition. Chair positions may be revoked by two thirds (2/3) vote of Board members present and voting at a regular or special Board meeting. If the Chair is removed, the position shall be filled at the next regular Board meeting, in accordance with the Standing Rules.

Article VIII
MEETINGS

Section 1: Meeting Time and Place

All meetings shall be held within the Council boundaries at a location, date and time set by the Board or their Committees.

A. Regular Meetings. Regular meetings of the Council will be held at least once per calendar quarter and may be held more frequently as determined by the Board.

B. Special Meetings. The President or a majority of the Council members may call a special meeting of the Council at any time by delivering written notice to each member of the Council.

Section 2: Agenda Setting

The Executive Committee shall set the General Board meeting agenda, comprised of items submitted by Board members in accordance with the Standing Rules.

Section 3: Notifications/Postings

The Secretary shall be responsible that the Neighborhood Council complies with the Ralph M. Brown Act and Department requirements for posting notices, including the Neighborhood Council Agenda Posting Policy approved by the Board of Neighborhood Commissioners. Notice of a regular meeting shall be a minimum of three (3) days (72 hours) in advance of the meeting and at least one (1) day (24 hours) in advance of a special meeting.

Section 4: Reconsideration

Before the Board reconsiders any matter, the Board must approve a Motion for Reconsideration by official action of the Board. After determining that an action should be reconsidered, the Board has the authority to re-hear, continue, or take action on the item that is the subject of reconsideration within any limitations that are stated in the Motion for Reconsideration.

The Board may reconsider or amend its actions within the following requirements:

A. The Motion for Reconsideration must be brought, and the Board’s approval of a Motion for Reconsideration must occur, either during the same meeting where the Board initially acted, during the Board’s next regular meeting that follows the meeting where the action occurred, or at a special meeting held prior to the next regular meeting.

B. A Motion for Reconsideration may be proposed only by a Board Member that previously voted on the prevailing side of the original action (the “Moving Board Member”).

C. The Moving Board Member may make the Motion for Reconsideration orally during the same meeting where the action that is the subject of reconsideration occurred, or by properly placing the Motion for Reconsideration on the agenda of a meeting that occurs within the allowed specified periods of time as stated above.

D. In order to properly place the Motion for Reconsideration on the agenda of the subsequent meeting, the Moving Board Member shall submit a memorandum to the Secretary at least seven (7) days in advance of the meeting date. The memorandum must briefly state the reason(s) for requesting the reconsideration and provide the Secretary with an adequate description of the matter(s) to be re-heard and the proposed action that may be adopted by the Board if the Motion for Reconsideration is approved.

E. A Motion for Reconsideration that is properly brought before the Board may be seconded by any member of the Board.

F. This reconsideration process shall be conducted at all times in accordance with the Brown Act.

Article IX
FINANCES

The Governing Board shall review its fiscal budget and make adjustments as needed to comply with City laws and City administrative rules, and to keep in compliance with Generally Accepted Accounting Principles and the City’s mandate for the use of standardized budget and minimum finding allocation requirements.

The Board shall adhere to all rules and regulations promulgated by appropriate City officials regarding the Council’s finances, where the term “appropriate City officials” means those officials and/or agencies of the City of Los Angeles who have authority over Neighborhood Councils.

All financial accounts and records shall be available for public inspection and posted on the Council website, if available.

Each month, the Treasurer shall provide to the Board detailed reports of the Council’s accounts. Semi-annually, the President and at least one (1) randomly selected other Board Member other than the Treasurer shall examine the Council’s accounts and attest to their accuracy, and submit their finding to the Board at the regular meeting following the examination. A quarterly review may be requested by a Board Member.

The Council will not enter into any contracts or agreements except through the Department.

Article X
ELECTIONS

Section 1: Administration of Election

The Council’s election will be conducted pursuant to any and all City ordinances, policies and procedures pertaining to Neighborhood Council elections.

Section 2: Governing Board Structure and Voting

The number of Board seats, the eligibility requirements for holding any specific Board seats, and which Stakeholders may vote for the Board seats are noted in Attachment B.

Section 3: Minimum Voting Age

Except with respect to a Youth Board Seat, a stakeholder must be at least 16 years of age on the day of the election or selection to be eligible to vote.  [See Admin. Code §§ 22.814(a) and 22.814(c)]

Section 4: Method of Verifying Stakeholder Status 

Voters will verify their Stakeholder status through written self-affirmation.

Section 5: Restrictions on Candidates Running for Multiple Seats

A candidate shall declare their candidacy for no more than one (1) position on the Council Board during a single election cycle.

Section 6: Other Election Related Language

Not applicable

Article XI
GRIEVANCE PROCESS

Grievances Submitted by a Stakeholder

A. Any Grievance by a Stakeholder must be submitted to the Department’s Grievance Portal so that the Department may determine whether such Grievance conforms with the Los Angeles Administrative Code (L.A.A.C.) 22.818 Subsections ©(1) [Grievance Defined] and ©(2) [Exclusions].

B. Once the Department certifies the Grievance, the Board will be notified. Such certification of the Grievance by the Department shall not be construed as a statement regarding the validity or invalidity of the Grievance.

C. After receiving a certified Grievance from the Department, the Board must, at its next regular or special meeting, but not more than 60 calendar days from the communication from the Department, take one of the following actions:

1. a. Consider the Grievance in accordance with a Grievance process specified in the Board’s Bylaws and issue a decision to sustain and cure or reject the Grievance in whole or in part; OR
2. b. Waive consideration of the Grievance and request the Department to forward the Grievance directly to a Regional Grievance Panel for consideration.

D. Any inaction by the Board passing the 60 calendar days will waive consideration of the Grievance and the Department shall forward the Grievance to the Regional Grievance Panel in accordance with L.A.A.C. 22.818 Subsection (d)(5).

E. Only the Grievant may appeal a Board’s decision pursuant to L.A.A.C. 22.818 Subsection (d)(2)(A). Such appeals must be filed with the Department on the portal within seven (7) calendar days from the date of the Board’s action on the certified Grievance. A Grievant may not appeal a decision by the Board to waive consideration of any or all Grievances.

F. GTLNC Grievance Process. In the event the Council opts to consider the grievance rather than refer to the Regional Grievance Panel, the following process shall be followed:

1. 1. a. A Grievance Panel comprised of three (3) non-Board member Stakeholders who, at a Board meeting, are randomly selected by the Secretary from a pool of Stakeholders who have expressed an interest in serving in this capacity. The Grievance Panel Pool shall be maintained in accordance with the Standing Rules.
      1. i) In the event there are not three (3) non-Board member Stakeholders able to serve as a Grievance Panel, the Board shall waive consideration and request the Department to forward the Grievance directly to a Regional Grievance Panel for consideration.
   2. b. The Secretary will coordinate a time and place for the panel to meet with the Board Representative and the Stakeholder(s) who submitted the grievance to discuss ways in which the dispute may be resolved. The Grievance Panel meeting will be open to the public and noticed like any other regular Council meeting.
      1. i) Within thirty (30) days of the meeting, the panel members will prepare a written report outlining the panel’s collective recommendations for resolving the grievance, and will submit the report to the Secretary.
      2. ii) The Secretary will ensure that the report be listed on the agenda of the next regular Council meeting for discussion and, depending on the nature of the grievance, referral to appropriate Board Committee(s). The report must be distributed to the Board members seventy-two (72) hours prior to the scheduled meeting. All Board discussion prior to the meeting will be conducted in accordance with the Brown Act.
   3. c. In the event that a grievance cannot be resolved through this grievance process, then the matter may be referred to the Department for consideration or dispute resolution in accordance with the Plan.

Grievances Submitted by a Board Member

Any Grievance by a Board Member filed against their own Board will bypass consideration by the impacted Board, as set forth in L.A.A.C. 22.818 Subsection (d)(2). The Department will forward a Grievance filed by a Board Member against their own Board directly to a Regional Grievance Panel for disposition, as specified in L.A.A.C. 22.818 Subsection (d)(6).

Regional Grievance Panel

When a certified Grievance is sent to a Regional Grievance Panel, the Board must appoint a Neighborhood Council Representative who shall present an opening argument (not to exceed 10 minutes) and a rebuttal (not to exceed 5 minutes) on behalf of the Neighborhood Council Board to the Panel.

Article XII
PARLIAMENTARY AUTHORITY

Except as set forth below or in the Standing Rules, and unless suspended by a vote of the Council, the Council and its Committees shall use the Rosenberg’s rules of order when conducting meetings. If Rosenberg’s rules of order are silent on an issue, the Council shall refer to Robert’s rules of order.

These bylaws supersede the parliamentary rules mentioned above.

A. Presiding Chair. The President of the Council shall serve as Presiding Chair (Chair) of all Council Meetings. The Presiding Chair (Chair) of each committee meeting shall be the Chair or Co-Chairs of the committee.

B. Conflict of Interest. At the opening of each meeting of the Council or its Committees, the Chair shall offer a reminder of conflict of interest requirements. Board Members and voting Committee Members who have a conflict of interest in connection with any motion shall state their conflict prior to any discussion or vote and shall recuse themselves. A record of the notice of conflict and the individual’s recusal from the meeting shall be noted in the minutes of the meeting.

C. Record of Votes. The number of votes favoring, opposing, and abstaining on a motion will be announced by the Chair and included in the minutes of the meeting. For roll call votes, a record of each individual’s vote shall be included in the minutes, including any recused or ineligible individuals.

D. Public Comment. Each regular meeting of the Council or its Committees shall offer a General Public Comment Period, during which the public may make comment on items within Council jurisdiction that are not on the agenda. Prior to any action by the Board, there shall be a Public Comment Period, during which the public may make comment on the action being considered. In accordance with the Standing Rules, the Presiding Chair shall determine the reasonable length of time and format of the public comment period as appropriate and announce these limitations to the public.

Article XIII
AMENDMENTS

Any Board Member or Stakeholder may propose an amendment to these Bylaws during any regular meeting of the Council or in writing to the Council. The Board shall forward all proposals to the appropriate Committee to review and to provide recommendations to the Board. The Council shall only consider an amendment to these bylaws during a period when the Department is accepting amendments.

An amendment to these bylaws requires a two-thirds (2/3) vote of the Council members present at a duly noticed regular or special meeting. All changes shall then be submitted to the Department for review and approval.

No amendment shall become effective until it is approved by the Department. Once approved, any changes in the Bylaws shall become effective immediately.

Boundaries changes or Board structure changes will require the Board of Neighborhood Commissioners’ approval. No amendment shall operate to alter the eligibility of any Board Member to serve on the Council for the remainder of that Board Member’s term in which the amendment is approved.

Article XIV
COMPLIANCE

The Council, its representatives, and all Stakeholders shall comply with these Bylaws and with any additional Standing Rules or Procedures as may be adopted by the Board as well as all local, county, state, and federal laws, including, without limitation, the policies approved by the Board of Neighborhood Commissioners, the Department’s rules and regulations, the City Governmental Ethics Ordinance (Los Angeles Municipal Code Section 49.5.1), the Brown Act, the Public Records Act, the Americans with Disabilities Act, and all laws and governmental policies pertaining to Conflicts of Interest.

Section 1: Code of Civility 

The Council, its representatives, and all Stakeholders shall conduct all Council business in a civil, professional, and respectful manner pursuant to Commission and City regulations.

Any individual who is disruptive at an official Council function may be removed pursuant to the Brown Act.

Section 2: Training

In order to vote on issues that come before the Council, all Board Members are required to complete the mandatory trainings as prescribed by the City Council, the Commission, the Office of the City Clerk, Funding Division, and the Department.

Board Members not completing mandatory trainings provided by the City within 30 days of being seated or after expiration of the training, shall receive a 45-day warning. Upon expiration of the 45-day warning period, the Council President shall notify the noncompliant Board Member, both verbally and in writing, of the failure to complete their training in a timely manner and place the potential removal of the Board Member on the agenda of the next regular Board meeting whereupon the Board shall determine whether to remove the Board Member. Censure is not required prior to removal due to failure to complete required training.

Section 3: Self-Assessment

Intentionally left blank

 

ATTACHMENT A – Map of Greater Toluca Lake Neighborhood Council

ATTACHMENT B – Governing Board Structure and Voting

Greater Toluca Lake Neighborhood Council –15 Board Seats

 

BOARD POSITION	# OF SEATS	ELECTED or APPOINTED	ELIGIBILITY TO RUN FOR THE SEAT	ELIGIBILITY TO VOTE FOR THE >SEAT
At-Large Representatives Term: 2 Years	14	Elected	Stakeholders who are 18 years or older and live, work, own real property, or declare a stake in the neighborhood as a community interest stakeholder.	Stakeholders who are 16 years or older and live, work, own real property, or declare a stake in the neighborhood as a community interest stakeholder.
Youth	1	Appointed	Stakeholder who is at least 14 years and no more than 17 years of age on the day of the appointment.	Appointed by the Board (Article V, Section 1).