Revised as adopted on 02.27.2008
Revised per e-mail received on 06.11.2008

BYLAWS
FOR
NEIGHBORHOOD COUNCIL VALLEY VILLAGE

ARTICLE I
NAME

Upon certification, the name of the neighborhood council shall be the NEIGHBORHOOD COUNCIL VALLEY VILLAGE, an officially recognized advisory council hereby part of the Los Angeles Citywide system of neighborhood councils.

ARTICLE II
PURPOSE, MISSION and POLICY

A. The PURPOSE of the NEIGHBORHOOD COUNCIL VALLEY VILLAGE is to participate as an advisory body on issues of concern to our neighborhood and in the governance of the City of Los Angeles.

B. The MISSION of this council is:

(1) To provide an inclusive open forum for public discussion of issues concerning City governance, the needs of this neighborhood, the delivery of City services to this neighborhood, and on matters of a citywide nature, and

(2) To advise the City of Los Angeles on issues concerning City governance, the needs of this neighborhood, the delivery of City services to this neighborhood, and on matters of a citywide nature.

C. The POLICY of this neighborhood council shall be:

(1) To respect the dignity and expression of viewpoints of all individuals, groups, and organizations involved in this neighborhood council,

(2) To remain non-partisan and inclusive in our operations including, but not limited to, the election process for governing body and committee members.

(3) To utilize the Early Notification System and to develop a process for communicating with Stakeholders to inform our neighborhood council of matters involving the City of Los Angeles (and our community) in a way that is tailored to provide opportunities for involvement in the decision-making process.

(4) To encourage all Community Stakeholders to participate in all activities of this neighborhood council.

(5) To prohibit discrimination against any individual or group in our operations on the basis of race, religion, color, creed, national origin, ancestry, sex, sexual orientation, age, disability, marital status, income, or political affiliation.

(6) To have fair, open, and transparent procedures for the conduct of our neighborhood council business.

ARTICLE III
DEFINITIONS

A. BOARD shall mean a Governing Body within the meaning of that term as set forth in the Plan for a Citywide System of neighborhood Councils also to be known herein as the Board of Directors.

B. COUNCIL shall mean the NEIGHBORHOOD COUNCIL VALLEY VILLAGE.

C. COUNCIL MEETING shall mean a meeting of the Board.

D. CHAIR shall mean the President or presiding officer of the Board of Directors.

E. VICE CHAIR shall mean Vice-President or second in charge behind the Chair at meetings of the Board of Directors.

F. TREASURER shall mean a member of the Board of Directors also charged with the responsibility of establishing an accounting system for the Council, maintaining the records of the Council’s finances and book of accounts, and preparing any financial reports for the Department of Neighborhood Empowerment pursuant to the Plan for a Citywide System of Neighborhood Councils.

G. SECRETARY shall mean a person selected by the Board to keep minutes of all Board meetings.

H. COMMUNITY STAKEHOLDER or STAKEHOLDER Community Stakeholder and Board Participation shall mean those who live, work or own property in the neighborhood and also those who declare a stake in the neighborhood and affirm the factual basis for it.

I. MEMBERSHIP shall mean, and is synonymous with COMMUNITY STAKEHOLDER or STAKEHOLDER.

J. AREA shall mean the geographic area, as set forth in ARTICLE V.

K. OFFICIAL ACTION shall occur when the BOARD, approves, fails to approve, or disapproves by vote any resolutions, positions, or decisions with respect to an item on its agenda which becomes the official or representative voice on said item for the NEIGHBORHOOD COUNCIL VALLEY VILLAGE.

ARTICLE IV
MEMBERSHIP/COMMUNITY STAKEHOLDER

MEMBERSHIP in this Neighborhood Council is open to all COMMUNITY STAKEHOLDERS or STAKEHOLDERS, as defined above. All STAKEHOLDERS 18 years of age or older shall be eligible to vote in elections for the Board.

ARTICLE V
NEIGHBORHOOD COUNCIL BOUNDARY AREA

NEIGHBORHOOD COUNCIL VALLEY VILLAGE includes a geographic area that has a minimum of 20,000 residents.

The boundaries are described as follows: (See, Attached Map)

On the North by the South side of Burbank Boulevard
On the South by the Ventura Freeway (The 101).
On the East by the Hollywood Freeway (The 170).
On the West by the Tujunga Wash.

ARTICLE VI
BOARD OF DIRECTORS

Stakeholders, who live, work or own property in Valley Village must provide written proof of their stakeholder status prior to participating in any election. Stakeholders who declare a stake in the neighborhood other than live, work or own property, must provide written proof of their affiliation and may be limited in any election to participation of voting for a seat that represents their specific declared affiliation. Persons, who live, work or own property in Valley Village are eligible to vote for all Board seats in each election.

A. The Board will be elected from qualified representatives from the following interests:

One (1) Community Service Based Seat
One (1) Education Based Seat
One (1) Faith Based Seat
Two (2) At Large Seats
Two (2) Business Seats
Four (4) Homeowner Seats
Four (4) Residential Based Renters (inclusive of apartment, condo and single-family)

B. The Board shall annually appoint an ex-officio student member who shall be at least sixteen years of age at the time of appointment.

C. Board members shall serve a four year term upon election. The election for
Board members shall be staggered such that each two years there are seats eligible for election. The initial election of the Board in 2010 shall be an election for all 15 seats.

Upon the initial 2010 election, Board seats in the categories of Homeowner, Renter, Business and At Large shall be elected as follows: The 2 highest votes received for candidates in Homeowner and Renter categories, and single the highest votes received (one each) for At Large and Business, shall be seated for a FOUR year term (labeled “A” below). The third and fourth highest votes received for Homeowner and Renter, and the second highest votes received for Business and At Large, shall be seated for a TWO year term ( labeled “B: below). Beginning in 2012, the NCVV Board election shall be held according to the following schedule:

2012 One (1) Education Based Seat
One (1) At Large Seat “B”
One (1) Business Seat “B”
Two (2) Homeowner Seats “B”
Two (2) Residential Renter Seats “B”

2014 One (1) Community Service Based Seat
One (1) Faith Based Seat
One (1) At Large Seat “A”
One (1) Business Seat “A”
Two (2) Homeowner Seats “A”
Two (2) Residential Renter Seats “A”

ARTICLE VII
ELECTION OF THE BOARD OF DIRECTORS 1

Election. Neighborhood Council Valley Village election will be conducted by the City Clerk every 2 years in every even-numbered years in accordance with the rules and regulations promulgated by the City Clerk, December 18, 2007. This shall be effective on adoption by the NCVV Board of the amended bylaws, and the first election under the recommendations from the NCRC shall be 2010. Board members who are elected as of January 23, 2008, shall remain in their seats if they so choose until the 2010 election as defined by the newly adopted elections conducted by the City Clerk. Any vacancy during that period will be filled under article VII, section F, of the current NCVV bylaws.

Board elections shall be held in even numbered years beginning in 2010. Board terms shall be for four years. For all seated board members as of the 2010 election, all persons may serve up to 2 terms. Those Board members labeled “B” in the initial election may serve two full terms in addition to their first 2 year term (a total of up to ten years). Upon election to the 2010 Board, no Board member may serve more that 8 consecutive years after the 2010 election (excepting members “B” who are elected in the initial election and may choose to and are willing to serve two full additional terms).

Board members may be eligible for re-election after an absence of two years from NCVV Board Service. All Board members elected shall serve a four year term upon election. Elections shall be held on the date set forth by the City Clerk’s office.

B. Officers. The Board shall include officer positions entitled President, Vice President, Treasurer and Secretary. These positions shall be filled by consensus or majority vote of the Board at the first meeting following the expiration of the certification period for election of the new Board members.

C. Secretary. There shall be a position known as Secretary. The Board shall select or appoint someone for this position which will entail keeping the minutes of the Board meetings, and any other duties prescribed by the Board. An Alternate Secretary to the Board of Directors may also be selected or appointed by the Board of Directors to serve as an alternate secretary in the absence of the primary Secretary or to take minutes at committee meetings, as needed.

D. Outreach. The Board of Directors shall direct that a system of outreach be instituted to find and obtain nominees for subsequent election to the Board of Directors. The Board may choose to design such a system through the committee process. The purpose of this outreach is to put forth a reasonable effort to inform and give every Stakeholder desiring to participate on the Board of Directors an opportunity to become a Board member. To that end, a period of at least 60 days prior to any election shall be given to prospective Board members for purposes of soliciting Stakeholder support.

E. Committees. The Board of Directors shall create a system for the election, selection, or appointment of Stakeholders to committees, sub-committees, and/or ad hoc committees, as the need arises. These by-laws shall be amended to reflect the institution of any permanent or standing committee(s). All other committees established or disbanded shall be noted in the minutes by the secretary.

F. Vacancies. During the interim period until the 2010 election when the City Clerk assumes the responsibility of administering elections, Section F., Vacancies will be replaced with the following language from the City of Los Angeles:
A Vacancy on the Board shall be filled by a Stakeholder who satisfies the eligibility requirements for holding the vacated board seat. Any Stakeholder who satisfies the eligibility requirements for holding the vacated board seat shall submit a written application to the Secretary within 30 days of the Board meeting where the seat becomes vacant. After the 30 day period, the Secretary shall forward the names of all applicants to the President. The President shall have discretion to appoint, with the Executive Committee approval, a stakeholder to fill the vacancy from the applicants, subject to a majority vote of the Board at a public meeting. The appointed applicant’s term shall be limited to the remainder of the current term of the seat, and shall be eligible for re-election in 2010.

After the 2010 elecion, Section F., Vacancies, shall be reinstated as written below (January 2008 Bylaws):

Vacancy on the Board. A vacancy on the Board of Directors shall be filled by the following procedure:

1. Any Stakeholder(s) interested in filling a vacant seat on the Board shall submit a written application(s) to the Secretary.

2. The Secretary shall then ensure that the matter is placed on the agenda for the next regular meeting of the Board.

3. If only one Stakeholder has made application for a vacant seat, then a vote of the Board shall be taken and the applicant installed by majority vote of the Board. If more than one Stakeholder has made application for an empty seat, then an open and fair vote by all Stakeholders present shall be taken at the next regularly scheduled meeting of the Board, prior to the call to order of the meeting. The vote shall be presided over by the Board and shall include one vote per Stakeholder.

4. When a vacant seat is filled by the aforementioned process, that seat shall be filled for the remainder of elected term of the seat. In no event shall a vacant seat be filled where the election to fill seats on the Board of Directors is scheduled to be held within 120 days from the date the applicant (Stakeholder proposing to fill the vacancy) tenders a written application to the Secretary.

 

G. Removal of Board Member. A Board member may be removed by the submission of a written petition which (1) identifies the Board member to be removed, (2) describes in detail the reason for removal, and (3) includes the signature of 200 Stakeholders. The Secretary shall then have the matter placed on the agenda for a vote of the Board at the next regular meeting of the Board. A vote of No Confidence by 2/3rds of the Board of Directors shall be necessary to remove the identified Board member forthwith. The Board member that is the subject of the removal action shall not take part in the vote on this matter, but will be allowed to speak at the meeting to the Board prior to the vote. If an adequate number of Board members is not present to take a vote on removal, the matter shall be placed on the agenda for next regular meeting, and every meeting thereafter, until such time as a vote is taken.

ARTICLE VIII
MEETINGS

All meetings, as defined by the Ralph M. Brown Act, shall be noticed and conducted in accordance with the Act.

(1) Meetings of the Board of Directors shall be held monthly or more often as determined by the Board

(2) Meetings of the Board of Directors will initially meet at: Colfax Elementary School Auditorium, 11724 Addison St., Valley Village, however, the location for meetings thereafter may change from time to time and will be changed per Rules of Conduct of the NEIGHBORHOOD COUNCIL VALLEY VILLAGE (a.k.a. Robert’s Rules of Order) and will be noticed on agendas pursuant to the Brown Act.

(3) Notification of all meetings shall include, at a minimum, posting on the Early Notification System (ENS), posting at five (5) public locations, and FIVE (5) other commonly frequented locations throughout the NEIGHBORHOOD COUNCIL VALLEY VILLAGE Area, and in one local publication tailored to reach the largest number of identifiable stakeholders in the Area.

(4) The Board shall take Official Action by a majority vote of the total number Board members. A majority vote on any matter on the Board’s agenda cannot be made unless there is a quorum. Six (6) board members and (3) three officers of the Board of Directors constitutes a quorum. There shall be no proxy voting.

Other rules for the conduct and decorum of the Board meetings, including a procedure for reconsidering agenda items, shall be established by the Board of Directors and reflected in Rules for the Conduct of the NEIGHBORHOOD COUNCIL VALLEY VILLAGE Meetings. The Board may reconsider and amend its action on items listed on the agenda if that reconsideration takes place immediately following the original action or at the next regular meeting. The Board, on either of these two days, shall: (1) Make a Motion for Reconsideration and, if approved, (2) hear the matter and Take an Action. If the motion to reconsider an action is to be scheduled at the next meeting following the original action, then two items shall be placed on the agenda for that meeting: (1) A Motion for Reconsideration on the described matter and (2) a [Proposed] Action should the motion to reconsider be approved. A motion for reconsideration can only be made by a Board member who has previously voted on the prevailing side of the original action taken. If a motion for reconsideration is not made on the date the action was taken, then a Board member on the prevailing side of the action must submit a memorandum to the Secretary identifying the matter to be reconsidered and a brief description of the reason(s) for requesting reconsideration at the next regular meeting. The aforesaid shall all be in compliance with the Brown Act.

(6) The Board shall follow Robert’s Rules of Order. State or federal law, take precedent where there is a conflict with Robert’s Rules of Order. All committee meetings shall be governed by Robert’s Rules of Order.

 

 

ARTICLE IX
PRINCIPAL OFFICE

The principal office for the NEIGHBORHOOD COUNCIL VALLEY VILLAGE shall be:

Department of Neighborhood Empowerment (DONE)
14410 Sylvan Street 4th Floor
Van Nuys, California 91401

ARTICLE X
AMENDING BYLAWS

Amendments, changes, additions or deletions to these Bylaws may be proposed by the Board or any stakeholder(s) during the public comment period of a regular meeting of the Board of Directors. A proposal to amend these bylaws, however, must then be formalized in writing and then lodged with the Secretary or person responsible for preparing the agenda for the next regular meeting. The proposed amendment will be placed on the agenda for public discussion at a subsequent regular meeting of the Board of Directors.

A recommendation for amendment or adjustment of these Bylaws must be made by a 2/3rds vote of the entire number of the Board of Directors. Thereafter, and within 14 days after a vote recommending adjustment or amendment to the Bylaws, a Notice of Proposed Adjustment of Bylaws shall be submitted to the Department of Neighborhood Empowerment along with a copy of the existing Bylaws for review and approval by the Department all in accordance with Article V(3) of the Plan.

 

ARTICLE XI
FINANCIAL ACCOUNTABILITY

A. The Treasurer of this Council shall oversee and be charged with the full custody and control of all Council funds and assets. The Treasurer will establish an account or accounts for the deposit of Council funds in a federally insured (FDIC) bank or financial institution in the precise name of this Council, as certified by the City of Los Angeles. These funds shall remain liquid and readily available for use by the Council and shall not be used for high risk or speculative investments, but must conform to prudent standards of investment of public funds.

B. The Treasurer shall establish and oversee a system of bookkeeping and accounting for the Council that complies with Generally Accepted Accounting Principles and conforms to all applicable local, state, or federal laws. The Treasurer may request authorization from the other members of the Board of Directors to retain a financial professional to assist in creating a bookkeeping and annual accounting system. The Treasurer may also request the assistance of the Department of Neighborhood Empowerment when implementing same. The Treasurer, however, shall be ultimately responsible for the maintenance of the system of bookkeeping and accounting and for the protection of all Council assets.

C. The Council’s financial statements, books and accounts shall be open for inspection and copying by any member of the public upon a written request to the Board. The Board shall establish fair and open procedures to permit inspection within a reasonable time. Any copying of financial records will be performed by an established copy service and the charge for such a service will be billed to the person or entity requesting the copies.

D. The Treasurer shall make a report to the Board on the Council’s finances at every regular meeting of the Board.

E. The Treasurer shall be responsible for preparing or coordinating the preparation of a financial statement for the Department of Neighborhood Empowerment, annually. The Treasurer shall also coordinate and cooperate with the Department of Neighborhood Empowerment on establishing a process and/or a system by which the Council’s finances and book of accounts can be reviewed by the Department of Neighborhood Empowerment pursuant to the Plan for the Citywide System of Neighborhood Councils.

 

ARTICLE XII
GRIEVANCE PROCEDURE

Any grievance by a Stakeholder must be submitted in writing to the Board of Directors. The Board of Directors shall then refer the matter to an ad hoc grievance panel comprised of seven (7) Stakeholders who are randomly selected by the Council secretary from a list of Stakeholders who have previously expressed an interest in serving from time-to-time on such a grievance panel. The Secretary will coordinate a time and a place for the panel to meet with the person(s) submitting a grievance and to discuss ways in which the dispute may be resolved.

Thereafter, a panel member shall promptly prepare a written report to be forwarded by the Secretary to the Board outlining the panel’s collective recommendations for resolving the grievance. The Board of Directors may receive a copy of the panel’s report and recommendations prior to any meeting by the Board, but the matter shall not be discussed among the Board members until the matter is heard at the next regular meeting of the Board pursuant to the Ralph M. Brown Act.

This formal grievance process is not intended to apply to Stakeholders who simply disagree with a position or action taken by the Board at one of its meetings. Those grievances can be aired at Board meetings. This grievance process is intended to address matters involving procedural disputes, e.g., the Board’s failure to comply with Board Rules or these Bylaws, or its failure to comply with the City’s Charter, the Plan, local ordinances, and/or State and federal law.

In the event that a grievance cannot be resolved through this grievance process, then the matter may be referred to the Department of Neighborhood Empowerment for consideration or dispute resolution in accordance with the Plan.

ARTICLE XIII
ETHICS

The Council, its representatives, and all Stakeholders will endeavor to conduct Council business in a professional and respectful manner. The Council is committed to developing a system whereby pertinent information transmitted through the City’s Early Notification System will be disseminated or made available to every stakeholder in this Council, timely.

The Council, its representatives, and all Stakeholders will refrain from violating Board Rules and shall abide by the Plan and all City, County, State, and/or federal laws that apply.