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Cal-ICMA / About / Bylaws

Cal-ICMA Bylaws

Current bylaws as amended November 14, 2012.

California Local Government Management Collaborative (Cal-ICMA)

Bylaws

Article 1. NAME:

The name of this organization shall be the California Local Government Management Collaborative (Cal-ICMA), herein referred to in these Bylaws as “Cal-ICMA” or “the Collaborative.”

Article 2. DEFINITIONS:

  1. Collaborative—An organization that is not a corporation, or an organization that possesses the privileges and powers of a non-profit corporation in California. Cal-ICMA is a confederation of existing local government management professional associations in the State;
  2. Coordinating Organization—An existing local government management professional association in California that has been invited to participate in the collaborative, and is represented on the governing board of Cal-ICMA;
  3. ICMA—International City/County Management Association;
  4. Scope of Services Agreement—An agreement between ICMA and Cal-ICMA that specifies the secretariat services to be provided to Cal-ICMA;
  5. Program or operating year—Calendar year from July 1st through June 30th;
  6. Committee—Permanent or standing committee from year-to-year; and
  7. Task force—Temporary committee or working group (created and dissolved by Cal-ICMA board action).

Article 3. PURPOSE:

The purposes of this Statewide collaborative shall be to:

  1. Represent ICMA as California’s statewide organizational unit, and to maintain a close liaison and working relationship with ICMA. Also, to serve as the entity that develops and maintains a Scope of Services Agreement with ICMA; 
  2. Provide a structure through which the discussion of local government management and ICMA-related issues can be accommodated;
  3. Maintain coordinating organizations’ emphasis on matters unique to its members;
  4. Promote professional development and networking among members of the coordinating organizations;
  5. Promote ICMA membership in California;
  6. Promote the high ethical standards of local government management;
  7. Encourage and support the Council-Manager form of local government; and
  8. Identify and implement programs and projects that recruit and retain talented individuals in
    the profession.

Article 4. GOVERNING BOARD, TERMS OF OFFICE, APPOINTMENTS & PURPOSE:

Sect. 1—Governing Board: The affairs of the collaborative shall be conducted by a Board of Directors (hereafter referred to as “Board”) composed of the following representatives:

  • Five (5) from the League of California Cities’ City Managers’ Department;
  • Three (3) from the California City Management Foundation;
  • One (1) from the Municipal Management Association of Northern California (MMANC);
  • One (1) from the Municipal Management Association of Southern California (MMASC);
  • One (1) Principal Assistant, who serves as an Assistant City/County Manager, Deputy City/County Manager, Assistant to the City/County Manager, Department Head and/or Analyst in the City/County Manager’s Office in California;
  • One (1) from the County Administrative Officers’ Association;
  • One (1) from the Council of Governments (COG) Directors’ Association of California;
  • One (1) from the International Hispanic Network (IHN);
  • One (1) from the National Forum for Black Public Administrators (NFBPA);
  • One (1) from Cal-NAPA;
  • One (1) from Women Leading Government (WLG); and
  • Three (3) ICMA at-large members (with a goal of maintaining one public administration academic as an at-large member) and one (1) retired ICMA member and one retired ICMA member who serves as an ICMA Range Rider.
  • Two (2) ICMA Executive Board West Coast Vice Presidents
  • One (1) Past President of Cal-ICMA

ICMA membership is a prerequisite for service on the Cal-ICMA Board.  Each coordinating organization may designate an alternate member to attend Board meetings in the absence of its representative. Also, the Board may designate alternate members to serve in the absence of Board members who do not represent a coordinating organization.

Sect. 2—Officers: The Board will maintain a flat organizational structure, with no executive committee. The Board’s secretariat function will be performed by ICMA as described in a scope of services agreed upon by ICMA and Cal-ICMA. The Board’s “treasurer function” will be performed by the League of California Cities or through a partnership or contract with another organization.

During the month of November of each year, a majority of the Board shall elect a President who will have the responsibility of presiding over Board meetings as well as appointing Committee Chairs and Task force Chairs. The President will also have the discretion to work with the Committee Chairs to appoint Committee Vice Chairs or Co Chairs to assist in the work of each committee or task force.

A Vice President shall be appointed to perform the same functions in the absence of the President.

The term of office for the President and for the Vice President shall be January 1 through December 31 of each year

Sect. 3—Terms: All Board members’ terms of office shall be three (3) years running from January 1 through December 31.  There are no term limits to the number of terms that a Board member can serve on the Cal-ICMA Board.

Sect. 4—Appointments: All coordinating organizations’ Cal-ICMA Board representatives shall be appointed by their respective organizations in a manner determined by each coordinating organization. A majority of a quorum of the Board shall appoint all other Board members, including: the positions of At-large, retirees and Principal Assistant in accordance with Article 8 Section 4. Vacancies shall be filled in the same manner as appointments.  Members who serve in non-retired At Large Board positions appointed by the Cal-ICMA Board (At Large and Principal Assistant), who are no longer employed by a local government agency in California can remain serving on the Board, at the discretion of the Cal-ICMA Board.

Sect. 5—Purpose: The Board (or Board’s designee(s)) is (are) responsible for the following functions: assisting ICMA to perform ethics reviews/acting as a fact-finding committee when requested by ICMA; raising awareness about ethics-related issues in the profession in California; nominating members to the ICMA Executive Board and ICMA Committees and Task Forces in accordance with Article 8 Section 4; promoting ICMA membership; coordinating local government management training in California; providing general guidance to Cal-ICMA staff; appointing Cal-ICMA committee members; assisting ICMA to implement the Public Awareness Campaign in California; and assisting ICMA with the implementation of priority projects in California.

Sect. 6—Quorum:  Nine of the 23 members of the Cal-ICMA Board shall constitute a quorum.

Article 5. MEETINGS & PROCEEDINGS:

Sect. 1—Board meetings will be held generally during coordinating organizations’ scheduled activities. Board meetings shall follow Robert’s Rules of Order or rules of order as modified by the Board. A quorum is established with eight (8) board members. Each Board member has one (1) vote. Every effort should be made to schedule Cal-ICMA professional development and networking events in conjunction with coordinating organizations’ existing programs. Board meetings will occur no less than three times per year. Board meetings can be held in-person or by teleconference.

Article 6. MEMBERSHIP, DUES & FEES:

Sect. 1—Full Member: A member who is an ICMA member in California.

Sect. 2—Associate Member: a member who is not a member of ICMA, but is a member of one of Cal-ICMA’s coordinating organizations. Associate memberships have a limited term of one year, and are initiated by a written acknowledgement by Cal-ICMA staff.

Sect. 3—Dues: No dues shall be levied against any member of Cal-ICMA except as determined by three-fourths of the full members of Cal-ICMA.

Sect. 4—Fees: Event-specific fees may be assessed by a majority of the collaborative’s governing board for Cal-ICMA-initiated professional development and networking events or for events with which Cal-ICMA is a co-sponsor. With regard to co-sponsored events, no fee shall be levied if the co-sponsoring organization(s) is/are assessing a fee for the joint event.

Sect. 5—Net Revenue/Cash Balance—The collaborative may retain net revenue/cash balance, but may not transfer funds to any other organization without an approval of three-fourths of Cal-ICMA’s board members.

Article 7 SUPPORT SERVICES:

Sect. 1—Secretariat services: Secretariat services will be provided by ICMA as described in the Scope of Services agreed upon by ICMA and Cal-ICMA.

Article 8. COMMITTEES AND TASK FORCES:

Cal-ICMA will maintain standing committees from year-to-year. Additionally, the collaborative may establish and dissolve task forces, as it deems necessary. All issue, policy, program and project-based discussion and working groups established by Board action that are not listed in this Article are considered Task Forces. Every effort will be made to appoint Committee and Task Force Chairs who are not members of the Board.  Committee members’ terms begin October 1 of each year and end September 30, depending on their term of office (i.e., two years terms, three year terms, etc.).

The Committees and their functions are as follows:

Sect. 1—Ethics Committee: Shall be composed of no fewer than eleven (11) full members of the collaborative. In the selection of members, consideration will be given to such representation factors as agency size, geographical location, membership profile (e.g., city, county, academic, etc.) and interest and experience in matters of ethics, professional conduct and professional development. Committee members’ terms of office shall be two (2) years.

Duties and responsibilities are as follows: a) promote the concept of professional local government management and the individual member’s responsibility to maintain standards of competence and integrity; b) develop education and training resources on professional conduct and ethics;

Sect. 2—Membership Committee: Shall be composed of no fewer than ten (10) members of the collaborative. In the selection of members, consideration will be given to such representation factors as agency size, geographical location and membership profile (e.g., city, county, academic, non-full Cal-ICMA members, etc.). Committee members’ terms of office shall be two (2) years.  Duties and responsibilities are as follows: a) develop and implement programs and/or projects and engage in other activities that recruit and retain ICMA members in California; b) coordinate with Cal-ICMA staff in the maintenance of a database of Cal-ICMA members; c) develop a marketing image, including letterhead, logo and related elements.

Sect. 3—Education and Professional Development Committee: Shall be composed of no fewer than ten (10) members of the collaborative. In the selection of members, consideration will be given to such representation factors as agency size, geographical location and membership profile (e.g., city, county, academic, non-full Cal-ICMA members, etc.). Committee members’ terms of office shall be two (2) years.  Duties and responsibilities are as follows: a) develop a paper and internet-based annual calendar of events; b) work with Cal-ICMA staff to attract ICMA training events to California; c) program sessions at coordinating organizations’ events that are open to all Cal-ICMA members; d) develop Cal-ICMA sponsored or co-sponsored professional development and networking events; e) develop and implement programs and projects that promote recruitment and retention of talented individuals (including mentoring). Additionally, the Committee, working in conjunction with Cal-ICMA staff, will publicize and coordinate the activities of ICMA University.

Sect. 4—Governance and Nominations Committee: Shall be composed of no fewer than five (5) full members of the collaborative. In the selection of members, consideration will be given to such representation factors as agency size, geographical location and membership profile (e.g., city, county, academic, etc.). Committee members’ terms of office shall be two (2) years.  Duties and responsibilities are as follows: a) nominate Cal-ICMA members for Cal-ICMA board positions (except Cal-ICMA board members appointed by other coordinating organizations) and forward those nominations to board for board action; b) nominate Cal-ICMA members for ICMA leadership position (including the West Coast Vice President positions) and all other ICMA leadership positions, assignment and appointments; c) nominate Cal-ICMA members for awards or recognition opportunities offered through ICMA and forward nomination to Board for Board action; and d) Recommend any Cal-ICMA by-law changes to the Board for possible adoption (per Article 9 “By-Law Amendments”)

Sect. 5-–Preparing the Next Generation Committee:  Shall be comprised of no fewer than ten (10) members of the collaborative, including senior managers and emerging leaders from local government.  In the selection of members, consideration will be given to such representation factors as agency size, geographical location and membership profile (e.g. city, county, academic, etc.)  Committee members’ terms shall be two (2) years.  Duties and responsibilities including working with a number of affiliate organizations, to develop a series of activities and programs designed to help local governments educate, attract, develop, and retain individuals of all ages: from school-age children to mid-career assistants and department heads to professionals from other disciplines.

Article 9. BYLAW AMENDMENTS:

Section 1--Amendment Process

Any member of the Board or the Board itself, by affirmative motion, can submit a by-law change for consideration by the Nominations and Governance Committee.

The Chair of the Nominations and Governance Committee will convene a meeting of the Committee within 10 business days of submission of the by-law petition.

The Nominations and Governance Committee Chair will then send to the Chair of the Board and a notice to the General Membership, the recommendation of the Committee within 10 business days after the Committee’s final recommendation is made.

There shall then be a 30 day “Notice Period” once the Nominations and Governance Committee Chair sends out the recommendation notice. No actions on these amendments can take place by the Board during this 30 days “Notice Period”.

At the next regularly scheduled Board meeting after the 30 day “Notice Period”, the President of the Board will agendize and call up the item for Board consideration. The President will also be responsible to ensure  any feedback from general Cal-ICMA Members are presented to the Board as well.

Section 2--Voting Options of the Board on Recommended Bylaw Amendments

The Board has four options when all provisions of Section 1 are fulfilled:

  1. Approve the Nominations and Governance Committee recommendation,
  2. Amend and Approve the Nominations and Governance recommendation,
  3. Disapprove the Nominations and Governance Committee recommendation,
  4. Return the recommendation to the Nominations and Governance Committee for further review with a return to the Board in 30 days or less.

Section 3--Amendment Voting Quorum for Approval

Final Amendments to the Bylaws require a two-thirds majority of a quorum of the Board for approval.

Section 4--Bylaw Dating

All Amended Bylaws approved by the Board in accordance with Sections 1-3 must be dated with the date of approval by the Board. 

Article 10. CONFLICT OF BYLAWS: 

If any portion of these Bylaws are declared to be contradictory or in any way in conflict with the Constitution and Bylaws of ICMA, then that portion shall become inapplicable, and the deleted provision shall be redrafted to be in conformance with ICMA’s Bylaws.

Amended by the Cal-ICMA Board on August 8, 2008 by two-thirds of a quorum of the Cal-ICMA Board of Directors at its meeting in Los Gatos, California.

Amended by the Cal-ICMA Board on December 16, 2009 by two-thirds of a quorum of the Cal-ICMA Board of Directors at its telephone conference meeting at Beverly Hills, California.

Amended by the Cal-ICMA Board on June 16, 2010 by unanimous vote of a quorum of the Cal-ICMA Board of Directors at its telephone conference call meeting.

Amended by the Cal-ICMA Board on November 14, 2012 by unanimous vote of a quorum of the Cal-ICMAL Board of Directors at its telephone conference call meeting.

Revisions as of November 14, 2012. 

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