Bylaws

ASSOCIATION BY LAWS

AMENDED AND RE-ADOPTED: March 20, 2024

ARTICLE I – NAME

This organization shall be known as the San Gabriel Valley City Managers’ Association.

ARTICLE Il – GOALS & PURPOSES

1. To provide an informal affiliation of the City Managers within the San Gabriel Valley.
2. To be a regional subdivision “Area Managers’ Group” of the City Managers’ Department of the League of California Cities.
3. To promote the purposes and goals established in the League of California Cities Constitution, By-Laws and City Managers’ Department work program.
4. To serve as a technical and advisory liaison to the City Managers’ Department of the League of California Cities.
5. To promote the personal development and enrichment of its members through the planning and conduct of meetings, seminars, social events, discussions, and workshops.
6. To provide a support system for all members and, particularly, for City Managers in transition.
7. To strive for the continued acceptance and advancement of city management through professional accomplishments and ethical standards as embodied in the ICMA Code of Ethics as interpreted and enforced by ICMA.

ARTICLE Ill – MEMBERSHIP

Membership shall be limited to one of the following designations: Full Member, Associate Member, Affiliate Member, and Honorary Member.  All Members shall accept and abide by the ICMA Code of Ethics, as interpreted and enforced by ICMA.

The cities currently designated as being within this Area Managers’ Group and, thus, eligible for Full Membership within this Association are:

Cities designated in this Area Managers’ Group may be altered from time-to-time by the League City Managers’ Department without need to formally adopt an amendment to these By-Laws.

Full Members may participate fully in the activities of this Association. Only those Full Members in good standing with the Association shall have voting rights and be eligible to become Association officers.

Section 2 – Associate Member – An Associate Member shall be any retired City Manager, City Manager in transition, full-time assistant to an administrative head of a member city, or any other middle management level employee so designated by the administrative head of his/her respective city. Associate Members may participate fully in the activities of this Association, except they may not vote nor hold office.

Section 3 – Affiliate Member – An Affiliate Member shall be the administrative head or designee of a public agency, regional governmental agency, or public/private utility providing or delivering services to the citizens of the San Gabriel Valley. Affiliate Members may participate fully in the activities of this Association, except they may not vote nor hold office.

Section 4 – Honorary Member – An Honorary Member is a lifetime designation which may be bestowed upon any individual who has rendered exceptional service to this Association. Such designation shall be made by a majority vote of the members present and voting at any regular meeting of the Association, upon recommendation of any Association officer or upon motion and second from the floor of the membership, An Honorary Member may participate fully in the activities of this Association, except they may not vote nor hold office.

ARTICLE IV-FEES AND DUES

     Section 1 – Fees – Any fees assessable against Members and non-members at any Association activity, such as meetings, and seminars and/or workshops, may be set by the President so as to offset the added expense of special events, including, but not limited to, speakers, programs, exhibits, or accommodations that will directly benefit and complement the purpose of the Association.

Section 2 – Dues – Dues may be levied and shall be set by a majority vote of the Full Members present and voting at the Annual Meeting of the Association. Dues may be adjusted during the course of a program year only upon approval of a two-thirds (2/3) vote of the Full Members present and voting at any regular meeting of the Association.

The annual dues shall be established at an amount per Member, per fiscal year, per Member designation, as set forth in a separate Resolution incorporated herein. The annual dues shall be due and payable by all Members of the Association on July 1 of each fiscal year except that subsequent adjustments to the annual dues shall be due and payable or refundable (as may be applicable) at a time as determined by the membership upon the approval of the adjustment, Late payments (submitted beyond sixty (60) days from date of original invoice), shall incur a penalty as established by Resolution and shall increase by an equivalent amount every thirty (30) days thereafter that the payment remains unpaid:

Honorary Members shall be exempt from paying dues, but not program fees.

The exclusive purpose of dues is to provide the necessary financial support to Association business activities as such may be determined by the President of the general membership.

ARTICLE V-OFFICERS, DUTIES, VACANCIES

     Section 1 – Officers – The Officers of this Association shall be President, Vice-President, and Immediate Past President.

Section 2 – Term of Office – The term of office of the President and Vice-President shall be one year. The term of the Immediate Past President shall be one year or until succeeded by an eligible Member who has just completed his/her full term as President. The President and Vice-President shall be elected by majority vote of the Association Full Members present and voting at the Annual Meeting of the Association. As the retiring President shall ascend to the Immediate Past President position upon completion of his/her term as President, the Immediate Past President appointment shall be automatic and non-elective.

Section 3 – Duties and Responsibilities:

President – The President shall preside at all meetings of the Association. The President shall appoint any committees and have general supervision of the work of the Association. The President shall serve as the Treasurer and shall be authorized to expend funds and enter into agreements on behalf of the Association consistent with the Association’s goals and purposes. Unless otherwise delegated, the President shall serve as the Association’s representative to the Executive Committee of the League of California Cities City Managers’ Department. A vacancy in the office of President shall be filled for the remaining unexpired term by the succession of the Vice-President.

Vice-President – The Vice-President shall serve as Secretary and Program Chair of the Association, and shall perform other duties as assigned by the President. The Vice-President shall preside at Association meetings in the absence of the President. A vacancy in the office of Vice-President shall be filled by an election at the next regular meeting following the occurrence of that vacancy.

Immediate Past President – The Immediate Past President shall serve as the Chair of the Nomination Committee and shall preside over the annual election of officers. The Immediate Past President shall perform other duties as assigned by the President. A vacancy in the office of Immediate Past President shall be filled by automatic appointment of the most previous Immediate Past President retaining eligibility and willingness to serve.

ARTICLE VI-OFFICER NOMINATION CRITERIA

In considering eligible Members for nomination to officer positions, the following criteria should be considered:

1. Persons who have a notable professional reputation, have exhibited an active interest in Association affairs, and who are willing and able to serve.
2. Factors that would provide and encourage differing perspectives such as: city size; general law vs. charter city; full-service vs. contract city.
3. Persons who have maintained an active involvement and are knowledgeable about the history and purpose of this Association.
4. Hierarchical tenure as an administrative head in a city within the Association’s jurisdictional area.
5. Limiting factors that might impede the person’s ability to effectively serve, such as work load demands, available staff support, conflicting interests, limited time in-service as the administrative head of his/her organization.

It is the declared intent of this provision that outstanding candidates are to be selected to serve as Association officers without limitation as to the characteristics or geographical location of a candidate’s city.

ARTICLE VII-NOMINATIONS AND ELECTIONS

Full Members and Associate Members may submit nominations for Association officers for consideration by the Nomination Committee. Said nominations must be submitted at least two (2) weeks prior to the Annual Meeting each fiscal year. The Nomination Committee may submit their own nominations as well. Those members whose names will be submitted to the Association’s membership for consideration must have consented to serve if elected.

The election of officers shall be held at the Association’s Annual Meeting. All newly-elected officers shall take office immediately following their election.

ARTICLE VIII-VOTING

Except in cases where otherwise provided, all voting in this Association shall be via voice unless a roll call vote is demanded by three or more Full Members, in which case each Full Member of a registered city present and in good standing shall cast one vote. A majority of the votes cast by those Full Members in attendance shall be necessary for a decision.

ARTICLE IX-ASSOCIATION MEETINGS

Regular Meetings – This Association shall meet on the third (3^rd) Wednesday of each month at a place and time as designated by the President. As deemed necessary, the President may postpone or cancel any particular monthly meeting.

Special Meetings – Special Association meetings may be called by the President or upon written request by five Full Members stating the purpose for such a meeting.

Annual Meeting – This Association shall conduct an Annual Meeting of its membership for the purpose of carrying-out the Association’s business including, but not limited to, the election of officers, a report on the financial affairs and status of the organization, the establishment of policies or practices of the Association, the review and/or consideration of amendments to the Association’s Bylaws, and the setting and adoption of dues for the ensuing fiscal year. The Annual Meeting shall coincide with the Annual Spring Workshop.

Notice by e-mail shall be given to all members of the time and place of all regular and special meetings and the Annual Meeting at least five (5) days prior to said meeting.

At their discretion, the President may designate any given month to be “dark” and no meeting shall be held.

ARTICLE X-ASSOCIATION COMMITTEES

     Section 1 – Ad Hoc Committees – Upon direction of the Association membership, or at the sole discretion of the President, Ad Hoc Committees may be established to pursue a special study, cause an investigation of an isolated nature, or prepare a report on any given subject. Membership selection and their number shall be determined by the President.

The Term of office of all Ad Hoc Committees shall automatically terminate at the close of each fiscal year, or upon the transmission and acceptance of the committee’s report, whichever event is last to occur.

Section 2 – Nomination Committee – The Immediate Past President shall serve as the chair of the Nomination Committee. The Nomination Committee shall consist of the Immediate Past President, current President, one past President who is still an active Member of this Association, and any additional Members as deemed necessary or desirable at the discretion and appointment of the Immediate Past President.

The Nomination Committee will meet at least once annually prior to the Annual Meeting so as to compose a list of proposed nominees for the following Association officers:

President

Vice-President

     Section 3 – Executive Committee – The President, Vice-President, Immediate Past President, and any other Full Member appointed by the President shall comprise the Executive Committee.  The Executive Committee shall serve to develop the annual work plan, initiatives and programs for the Association membership, and provide recommendations to the President on the various business affairs of the Association, as may be requested or deemed appropriate.  The Executive Committee shall meet on an as-needed basis to fulfill its duties.

ARTICLE XI-ASSOCIATION COMMITTEES

Subject to the provision in the League By-Laws and the City Managers’ Department By-Laws, Robert’s Rules of Order shall prevail at all Association meetings.

ARTICLE XII-AMENDMENTS

These By-Laws may be amended as necessary by a majority vote of those members present and voting at any regular meeting of the Association.

ARTICLE XIII-CONFLICT OF BY-LAWS

If any portion of these By-Laws are declared by either the majority consensus of the Association’s general membership or the League of California Cities’ City Managers’ Department President or Executive Director to be contradictory or in any way conflict with the Constitution and By-Laws of the League of California Cities, then that portion shall become inapplicable and the Constitution and By-Laws of the League or the City Managers’ Department of the League shall prevail.

ARTICLE XIV-PROHIBITION AGAINST SALES ACTIVITIES

No member having an association with commercial products or services used by local government may conduct any sales activities during meeting or events of the Association.