(Certified June 4, 2002 by Board of Neighborhood Commissioners, amended October 9, 2003, amended May 13, 2004, amended August 12, 2004, amended May 12, 2005, amended June 14, 2007, amended August 9, 2007, amended November 8, 2007. Amendment dates are when approved by WNC Board. All above amendments were approved by DONE.

WESTSIDE NEIGHBORHOOD COUNCIL
BYLAWS

ARTICLE I
NAME

The name of this organization shall be the WESTSIDE NEIGHBORHOOD COUNCIL (hereinafter referenced as the “WNC”)

ARTICLE II
PURPOSE, POLICY AND DEFINITIONS

Sec. 1. PURPOSES. The purpose of the WESTSIDE NEIGHBORHOOD COUNCIL shall be:

To be a forum for the discussion and review of issues and projects of interest to the “Westside Neighborhood.” (The “Westside Neighborhood” is hereby defined as being the area bounded: on the west, by the San Diego (405) Freeway; on the north, by Santa Monica Boulevard; on the south, by a border of National Boulevard extending from the San Diego (405) Freeway to Overland Boulevard, then southerly along Overland Boulevard to the Santa Monica (10) Freeway, then easterly along the Santa Monica (10) Freeway to the National Boulevard exit; and, on the east, by a border including the properties fronting on the eastern side Century Park East from Santa Monica Boulevard to Pico Boulevard then westerly along Pico Boulevard then southerly along Motor Avenue then along Monte Mar Avenue southeasterly then southerly along Anchor Avenue extending past Anchor Avenue’s cul-de-sac to connect with Club Drive until Club Drive connects with National Boulevard as indicated on the attached depiction incorporated by this reference into these bylaws as Exhibit A.)

To be an advocate for the Westside Neighborhood to governmental and private agencies upon those issues that the WNC selects.

To assist other organizations in the Westside Neighborhood which want help in accomplishing their objectives or projects and which the WNC desires to support.

To assist and serve as an advisory body to the Los Angeles City Council, including its District office(s) serving the Westside Neighborhood, City Council Committees and City boards and commissions, by making investigations and recommendations on issues relating to the Westside Neighborhood.

To engage in such other activities as are allowed by law.

Sec. 2. POLICY. The policy of the WNC shall be:

To inform Westside Neighborhood stakeholders of forthcoming projects and events. The WNC shall establish procedures for communicating with all stakeholders on a regular basis in a manner ensuring that information is disseminated evenly and in a timely manner through a combination of e-mail postings, posting notices on the Department Of Neighborhood Empowerment’s Web page, public postings, written correspondence and/or regular meetings.

Not to interfere with the internal affairs of any individual, group or organization.

Not to restrict an individual or a group or other organization from pursuing whatever community project the individual or the members of the group or organization think desirable.

Not to restrict any individual or group or organization from speaking out on any side of any issue on which the individual or group or organization wants to be heard.

Not to represent any political parties nor endorse any candidates for political office.

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

Sec. 3. DEFINITIONS. [Amended August 9, 2007]

A. “Board Member” means a member of the Governing Board.

B. “Governing Board” means the Governing Body within the meaning of that term as set forth in the Plan for a Citywide System of Neighborhood Councils.

C. A “Stakeholder” shall mean any individual who lives, works or owns property in the Westside Neighborhood. In addition, Stakeholder status may be identified by participation in, among other things, educational institutions, religious institutions, community organizations or other non-profit organizations, block clubs, neighborhood associations, homeowners associations, apartment associations, condominium associations, resident associations, school/parent groups, faith based groups and organizations, senior groups and organizations, youth groups and organizations, chambers of commerce, business improvement districts, service organizations, park advisory boards, boys and girls clubs, cultural groups, environmental groups, code watch, neighborhood watch, police advisory board groups, and/or redevelopment action boards.

ARTICLE III

 

Sec. 1. REPRESENTATION AND NUMBER. WNC membership is open to all Stakeholders. The Governing Board of the WNC is intended to provide representation of the diverse interests of all Stakeholders. The initial Governing Board is based on good faith efforts to identify such Stakeholders interested in participating. It is acknowledged that representation of additional Stakeholders, as well as changes to existing representations of Stakeholders, may be determined by the WNC to be appropriate and may be effected by amendment of these bylaws as the WNC evolves.

The Governing Board consists of 17 voting Board Members and 3 non-voting ex officio Board Members as follows: [Amended August 9, 2007]

A. Business:

Seats One and Two: an owner, operator or an employee of a business located within the boundaries of San Diego Freeway (405), Century Park West, Santa Monica Boulevard, and Pico Boulevard;
Seats Three and Four: an owner, operator or an employee of a business located south of Pico Boulevard in the Westside Neighborhood
Seats Five and Six; an owner, operator or an employee of a business located within the boundaries of Century Park West, Santa Monica Boulevard, Pico Boulevard and the Beverly Hills border.

B. Residential:

Seat Seven: a resident residing within the boundaries of San Diego Freeway (405), Beverly Glen Boulevard (homes on the west side of the street), Santa Monica Boulevard and Pico Boulevard.
Seat Eight: a resident residing within the boundaries of San Diego Freeway (405), Kelton Avenue, Pico Boulevard and National Boulevard.
Seat Nine; a resident residing within the boundaries of Midvale Avenue, Overland Avenue (excluding homes which are both on the east side of the street and north of Northvale Road), Pico Boulevard and National Boulevard or residing on Dunleer Place or Coventry Place east of Overland Avenue. [Amended August 12, 2004]
Seat Ten: a resident residing within the boundaries of Beverly Glen Boulevard (homes on the west side of the street), Fox Hills Drive, Santa Monica Boulevard and Pico Boulevard.
Seat Eleven: a resident residing within the boundaries of Century Park West, Century Park East, Santa Monica Boulevard and Pico Boulevard.
Seat Twelve, a resident residing within the boundaries of Overland Avenue (homes on the east side of the street) (except homes on Dunleer Place and on Coventry Place between Overland Avenue and Dunleer Place), Pico Boulevard, Motor Avenue (between Pico Boulevard and Lorenzo Place), Monte Mar Avenue, Anchor Avenue, Dannyhill Drive (excluding all homes on Dannyhill Drive), Club Drive, Forrester Drive (excluding homes on the south side of the street between Queensbury Drive and Cavendish Drive), Queensbury Drive (homes on the west side of the street), Patricia Avenue (homes on the north side of the street), Motor Avenue (between Patricia Avenue and National) and the Santa Monica (10) Freeway. [Amended August 12, 2004]
Seat Thirteen: a resident residing within the boundaries of Queensbury Drive (homes on the east side of the street), Forrester Drive (homes on the south side of the street), Cavendish Drive, Bridlevale Drive, Danalda Drive, Club Drive, Dannyhill Drive, Anchor Avenue, National Boulevard, Santa Monica (10) Freeway, Motor Avenue (homes on the west side of the street) and Patricia Avenue (homes on the south side of the street), which Seat Thirteen Area is depicted on Exhibit A-1 attached to these Bylaws and incorporated by this reference.

C. Other Stakeholders:
1) Seat Fourteen: a representative of Synagogues, Churches and other Religious Institutions in the Westside Neighborhood;
2) Seat Fifteen: a representative of Schools in the Westside Neighborhood;
3) Seat Sixteen: a representative of Non-Profit Organizations in the Westside Neighborhood; and
4) Seat Seventeen: a representative of “At Large” Stakeholders

D. Non-Voting Ex-Officio Board Members:

Police Department in the Westside Neighborhood;
Fire Department in the Westside Neighborhood; and
Los Angeles City Council District Office(s) serving the Westside Neighborhood.

Sec. 2.ELECTION/SELECTION OF BOARD MEMBERS. Only Stakeholders who have attained the age of 16 years by the time of the election may vote in elections for the Governing Board. Each Stakeholder within the geographical part of the Westside Neighborhood corresponding to each of Seats One through Thirteen listed in Section 1A and B of this Article shall be entitled to two votes in elections of Board Members, one vote for the seat for that geographical district and one for vote to elect the Board Member filling Seat Seventeen. Only Stakeholders within the geographical part of the Westside Neighborhood corresponding to each of Seats One through Thirteen listed in Section 1A and B of this Article shall be entitled to vote to elect the Board Member filling each such Seat. The remaining Board Members shall be selected by the organizations comprising each constituency corresponding to each such Board Seat. If there is more than one candidate for any selected seat, those candidates must come to the first Board meeting of the newly elected Board. To be a candidate for a selected seat, a person must obtain a nominating letter from a constituent organization of the seat. Each candidate may bring additional letters of support and may make a presentation to the Board about their qualifications. The Board will then select by majority vote the Board member for each of these contested seats. In deciding which applicant to select, the Board shall take into account the WNC’s goal of representing the diverse interests of all Stakeholders. Notice of the proposed selection, and of the proposed vote by the Governing Board to approve a candidate to fill the seat, shall be placed on the agenda of a Board meeting and be posted for the public and distributed to the Board in the same manner that all agenda items are set and posted. [Amended May 13, 2004, Amended June 14, 2007, Amended August 9, 2007]

All candidates for the Governing Board membership must be qualified Stakeholders at the time of election. All qualified WNC stakeholders are entitled to vote in all elections for WNC board seats. No Stakeholder may vote by proxy. Each Board Member shall select an alternate to attend and vote at meetings when the Board Member cannot attend. Each alternate must be eligible to hold the Board seat for which that person is the alternate. Alternates serve at the pleasure of the Board member who appointed that alternate and can be removed by that Board member at any time without cause. When a Board seat becomes vacant for any reason, the alternate for that seat may sit at the Board table and vote at Board meetings for a maximum of two Board meetings after the occurrence of the vacancy, or until the vacancy is filled, whichever occurs first. The alternate then ceases to be the alternate for that seat and may not sit in place of that Board member. This provision does not prevent that person from becoming the Board member for that seat. [Amended June 14, 2007, Amended November 8, 2007]

On request of the Chair or the WNC, a Board Member shall provide a written summary of the systems through which the Board Member shall communicate on a regular basis with the Stakeholders he or she represents.

Sec. 3. TERM. Each Board Member shall serve for a term of two years beginning on January 1 of the first year and ending on December 31 of the second year. . No person may serve more than eight consecutive years as a Board Member. Notwithstanding the foregoing, the initial term of all initial Board Member may be shorter than two (2) years to the extent the initial election of Board Members is effective on a date other than a January 1 of any year. (In addition, the initial term of Board Members whose terms are to expire in the year immediately following WNC inception as provided in Section 4 below may be shorter than one (1) year to the extent the initial election of Board Members is effective on a date other than a January 1 of any year.)

Sec. 4. STAGGERED TERMS. [Deleted per Bylaw amendment approved by WNC vote held at regular meeting October 9,2003 and Department of Neighborhood Empowerment letter dated December 5, 2003.]

Sec 5. REMOVAL OF A BOARD MEMBER: GROUNDS. [Amended June 14, 2007] A Board Member may be removed for any of the following reasons:

A. Inability to perform the duties of a Board member;

B. Serious and repeated failure to perform the duties of a Board member;

C. Serious, repeated, or uncorrected violation of WNC Bylaws, WNC Standing Rules, WNC Code of Civility, or law governing neighborhood councils;

D. Conduct by a Board member that prevents the WNC from carrying out its duties and responsibilities;

E. Non-attendance by a Board Member as described and under the conditions set out in this subsection E. If a Board Member fails to attend two consecutive regular meetings of the Board, and the Board Member’s alternate fails to attend in place of the Board member, the Chair (or any Officer authorized by the Chair) shall reasonably notify the Board Member that the Board Member shall be subject to removal unless the Board Member or the alternate attends the next meeting of the Board.

Sec 6. REMOVAL OF A BOARD MEMBER: PROCEDURE. [Amended June 14, 2007]

A. Notice of intent to remove a Board Member must be given in the same manner as notice of intent to fill a Board vacancy as set out in Section 7 of this Article III. In addition, the Board Member in question must also be reasonably notified no later than 20 days before the Board meeting at which his or her removal is on the agenda.
B. An affirmative vote of two-thirds of the Board Members voting is required to remove a Board Member.

Sec. 7. If a seat on the Governing Board is vacant for any reason, the vacancy may be filled by the Governing Board in accordance with the following procedure: Notice of the vacancy, and of a proposed vote by the Governing Board to approve a candidate to fill the vacancy, shall be placed on the agenda of a Board meeting and be posted for the public and distributed to the Board in the same manner that all agenda items are set and posted. At that meeting, the Board may fill the vacancy by majority vote of those voting. Any Stakeholder who is eligible for that seat may apply by notifying the Chair or the Recording Secretary in writing. Nominations to fill the vacancy may be made by the candidates themselves, by Board members, by Board alternates, or by any member of any constituency represented by the vacant seat. In electing the replacement Board member, the Board shall consider any expressions of support or opposition, whether written or oral, from members of the constituency represented by the seat. [Amended May 12, 2005]

Sec. 8. Each Board Member selected (rather than elected) hereunder shall contact the organization(s) in the category such Board Member represents no later than one month prior to the expiration of the Board Member’s term to arrange the election of a Board Member for the next term.

ARTICLE IV
MEETING PROCEDURES

Sec 1. MEETINGS. All meetings, as defined by the Ralph M. Brown Act, shall be open to the public and the press and shall be noticed and conducted in accordance with the Ralph M. Brown Act. The Chair, subject to approval of a majority of the Officers, shall set the agenda for each WNC meeting. The WNC shall obey any or all sections of the State of California's open meeting procedures that apply to Neighborhood Councils (including the Ralph M. Brown Act), which includes posting meeting notices in generally accepted public places or through electronic media, such as e-mail or posting notice on the Department of Neighborhood Empowerment’s Web page.

The WNC shall meet at regular intervals (at least quarterly) and from time to time set the dates, times and location of such regular meetings. Initially, the WNC shall meet monthly. The location of all WNC meetings shall be within the Westside Neighborhood and shall be noticed on agendas pursuant to the Ralph M. Brown Act.

In the event that any matter requires urgent action before the next regularly scheduled meeting, (a) the Chair, (b) any two Officers or (c) a majority of Board Members may call a special meeting. Notice of the special meeting shall be given to each Board Member in writing or by facsimile transmission or by telephone at least 24 hours in advance of the time set for the commencement of the special meeting and shall be posted in accordance with the Ralph M. Brown Act. In the case of a special meeting called by Board Members, proof of delivery of the notice shall be obtained.

At any meeting at which the Chair is absent, the presiding officer for that meeting shall be the Vice-Chair. In the absence of both, the presiding officer shall be the Corresponding Secretary.

All other rules regarding the conduct of regular meetings, including voting and quorum requirements, shall apply to special meetings.

The WNC 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 WNC, 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 Recording 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 Ralph M. Brown Act.

To the extent the WNC has not adopted its own rules for conducting its meetings, the WNC shall follow Robert’s Rules of Order. The Rules of the WNC that have been formally adopted and set forth in writing shall, unless contrary to State or federal law, take precedent where there is a conflict with Robert’s Rules of Order. All committee meetings shall be governed by any written rules adopted by the WNC for conduct of meetings, or by Robert’s Rules of Order, where no WNC rule applies.

Sec. 2. MINUTES. Within seven days following each regular WNC meeting, minutes of the meeting shall be sent by mail or by fax or by e-mail to all Board Members and such others in the community as the WNC directs.

ARTICLE V
REPRESENTATIVES COMMUNICATING WITH THIRD PARTIES

Sec. 1. The Chair shall be authorized to represent the WNC for purposes of communicating with any governmental entity, the press and any other person.

Sec.2. The Chair or the WNC may authorize any other person to represent the WNC on enumerated subject matter for purposes of communicating to enumerated groups or entities.

Sec.3. The Corresponding Secretary shall be authorized to represent the WNC for purposes of receiving Early Warning System notices contemplated by Section 907 of Article IX of the Los Angeles City Charter.

ARTICLE VI
OFFICERS

Sec. 1. OFFICERS. The “Officers” of the WNC shall consist of a Chair, a Vice-Chair, a Treasurer, a Corresponding Secretary and a Reporting Secretary, and each Officer shall serve a term of one year or until selection of a successor. The Board Members of the WNC shall elect these officers as provided below.

Sec. 2. NOMINATION OF OFFICERS. [Amended May 12, 2005]

A. NOMINATING COMMITTEE. In each year, no later than the second Thursday in November or the regular November Board meeting, whichever is later, the Chair shall appoint a nominating committee of three Board Members to nominate Officer candidates with the goal of reflecting the diversity of Stakeholders to the greatest extent possible. In years in which an election for the Governing Board is held, the appointment of the nominating committee shall be deferred until the results of the Board election are known. Both existing Board members and Board members-elect are eligible to serve on the nominating committee.

B. NOMINATIONS. The Nominating Committee shall distribute its list of candidates at least one week before the first regular meeting of the Governing Board in January of each year. Candidates must be current Board Members and may include members of the Nominating Committee. In addition to the candidates submitted by the Nominating Committee, any Board Member may nominate any other Board Member as a candidate for any Officer position until such time as the presiding officer declares the nominations closed. Nominations shall not be closed until the meeting at which the election is held.

Sec. 3. ELECTION OF OFFICERS.

A. At the first regular meeting in January of each year, the WNC shall elect Officers who shall take office immediately. (At the initial regular meeting of the WNC, the Board Members shall elect Officers based on nominations by Board Members, which Officers shall take office immediately to serve until election of successors in accordance with these bylaws.) [Amended May 12, 2005]

B. The voting shall be open and otherwise in compliance with the Ralph M. Brown Act. A majority vote of those voting shall be necessary for election.

C. If there are more than two candidates for an office and none receives a majority vote on the first ballot, a run-off election shall be held immediately between the two candidates receiving the highest number of votes.

D. No Chair or Vice-Chair shall serve more than two consecutive one-year terms in that office.

E. In the event of a permanent vacancy in an office, the presiding officer shall nominate a replacement Officer to be seated after approval by the WNC. The replacement shall serve for the remainder of the term of the office being filled.

Sec.4. DUTIES

A. Chair

The Chair shall, subject to the approval of the WNC, have general supervision, direction and control of all business and activities of the Council. The Chair shall preside over all meetings of the Council and shall be ex-officio member of all committees.

B. Vice-Chair

The Vice-Chair shall perform the duties of the Chair at any time the Chair is unwilling or unable to perform those duties, as well as such other duties as deemed necessary or appropriate by the Chair.

C. Recording Secretary

The Recording Secretary shall keep minutes of all WNC Meetings and all meetings of the Officers, conduct the WNC general correspondence and preserve the WNC records and documents.

D. Corresponding Secretary

The Corresponding Secretary shall issue notices of Council meetings and receive and relay to the WNC Early Warning System Notices contemplated by Section 907 of The Los Angeles City Charter. In addition, the Corresponding Secretary shall administer a system, subject to approval by the WNC, through which the WNC shall communicate with stakeholders on a regular basis through a combination of e-mail postings, public postings, written correspondence and/or regular meetings at least once per calendar quarter.

E. Treasurer

The Treasurer shall be responsible for accounting for such funds as may become the responsibility of the WNC. The Treasurer shall also have responsibility to be knowledgeable about City budgets and how City resources are allocated in order to assist the WNC in understanding how its recommendations relate to City programs and activities.

ARTICLE VII
COMMITTEES
[Amended May 12, 2005]

Sec. 1. Establishment and Termination of Committees

The Governing Board may establish or terminate any committee at any time.

Sec. 2. Appointment and Removal of Committee Chairs

The WNC Chair appoints committee chairs with the approval of the Governing Board. All committee chairs serve at the pleasure of the Governing Board. Any committee chair may be removed as committee chair at any time by the Governing Board.

Sec. 3. Membership on Committees

Each committee chair selects the members of that committee, taking into account the goals of promoting the efficient operation of the committee and of reflecting the diversity of stakeholders. Committee members may be removed by the committee chair, according to the same criteria provided in these Bylaws for removing a member of the Governing Board. Any committee member removed by the committee chair may ask the Governing Board to reverse that removal. Any such removal may be reversed by the Governing Board.

Sec. 4. Operation of Committees

Committees determine how they conduct their business. Each Committee must report on its activities at each regular meeting of the Governing Board or as requested by the Chair, subject to the approval of the officers. Committee meetings are open to all stakeholders. Committees may invite others to attend to assist in the work of the Committee.

Sec. 5 Standing Rules for Committees

The Governing Board is authorized to supplement the provisions of Article VII by Standing Rule in any manner consistent with these Bylaws and applicable law.

ARTICLE VIII

AMENDING BYLAWS

Any Board Member or any Stakeholder may propose amendments, changes, additions or deletions to these Bylaws during the public comment period of a regular meeting of the WNC. A proposal to amend these bylaws, however, must then be formalized in writing and then lodged with the Recording 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 WNC.

A recommendation for amendment or adjustment of these Bylaws must be made by a 2/3rds vote of the entire number of the Board Members. 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 for a Citywide System of Neighborhood Councils.

ARTICLE IX
VOTING & QUORUM

Sec. 1. No formal meeting shall be held or business conducted or votes taken in the absence of a quorum. A quorum shall consist of a majority of the voting Board Members.

Sec 2. Except as otherwise specifically provided, an affirmative vote of a majority of those voting shall be required to pass motions.

Sec. 3. The presiding officer may vote on all motions.

Sec. 4. Voting by proxy shall not be allowed.

Sec. 5. The alternate Board Member may vote only when the Board Member is absent.

ARTICLE X

FINANCIAL ACCOUNTABILITY

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

B. The Treasurer shall establish and oversee a system of bookkeeping and accounting for the WNC that complies with Generally Accepted Accounting Principles and conforms to all applicable local, state and federal laws. The Treasurer may request authorization from the WNC 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 WNC assets.

C. WNC’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 WNC Chair or Recording Secretary. The WNC Officers 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 WNC Officers on the WNC’s finances at every regular meeting.

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 WNC’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.

All WNC checks shall require two WNC Officer signatures in accordance with procedures to be adopted by the WNC to govern check writing.

ARTICLE XI
ETHICS

The WNC, its Board Members and all Stakeholders will endeavor to conduct WNC business in a professional and respectful manner. The WNC 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, timely.

The WNC, its Board Members, and all Stakeholders will refrain from violating WNC Rules and shall abide by the Plan for the Citywide System of Neighborhood Councils and all City, County, State, and/or federal laws that apply.

ARTICLE XII
GRIEVANCE PROCEDURE

Any grievance by a Stakeholder must be submitted in writing to the WNC. The WNC shall then refer the matter to an ad hoc grievance panel comprised of at least three Stakeholders who are randomly selected by the WNC Recording Secretary from a list of Stakeholders who have previously expressed an interest in serving from time-to-time on such a grievance panel. The WNC Recording 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 Recording Secretary to the WNC outlining the panel’s collective recommendations for resolving the grievance. The WNC may receive a copy of the panel’s report and recommendations prior to any meeting by the Governing Board, but the matter shall not be discussed among the Board Members until the matter is heard at the next regular meeting of the WNC 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 WNC at one of its meetings. Those grievances can be aired at WNC meetings. This grievance process is intended to address matters involving procedural disputes, e.g., the WNC’s failure to comply with WNC Rules or these Bylaws, or its failure to comply with the City’s Charter, the Plan for a Citywide System of Neighborhood Councils, 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 for a Citywide System of Neighborhood Councils.

ARTICLE XIII
STANDING RULES

Sec. 1. Standing Rules may be approved by the WNC to supplement the administration of these Bylaws. Such rules shall be in addition to the Bylaws and shall not be construed to change or replace any Bylaw. If there is any conflict between a provision of the Bylaws and a Standing Rule, the Bylaw shall govern. Standing Rules may be adopted, amended, or repealed by a majority vote of those voting.

Notes on Amendments to Bylaws

10/9/03 Eliminated staggered terms for Board members (Deleted Sec. 4 of Art. III)
5/13/04 Allowed some stakeholders to vote for seat 17 and another seat (Sec. 2 of Art. III)
8/12/04 Corrected description of seats 9 and 12 (Subsec. B of Sec. 1 of Art. III)
5/12/05 Committees (replaced Article VII)
Filling Board vacancies (replaced sec. 7 of Art. III,)
Nomination and election of officers (secs. 2 and 3 of Art. VI,)
2/5/07 Annotations added here and in context showing amendments
6/14/07 Alternates: appointment and removal (sec. 2 of Art. III)
Removal of a Board member: Grounds and procedure (secs. 5 and 6 or Art. III)
Minimum voting age (sec. 2 of Art. III)
Selected seats: procedure for filling (sec. 2 of Art. III)
8/9/07 Corrected wording of definitions, deleted Membership definition (sec.3 of Art. II)
Corrected tense (sec. 1 of Art. III)
Clarified applicability of voting age (sec. 2 of Art. III)
11/8/07 Replaced sentence re elections as required by DONE (sec. 2 of Art. III)

STANDING RULES OF THE
WNC
[Amended June 14, 2007]

MISCELLANEOUS

SR-1 Robert’s Rules. Any procedure not referred to herein for the conduct of meetings shall be governed by Robert Rules of Order Revised.

SR-2 No sanctions. No Officer nor other Board Member, nor the WNC as a whole, shall impose sanctions on any Officer or other member for expressing one’s own personal opinion.

SR-3 Adding categories. Any organization or group may be added to a category set forth in Section 1of Article III of the bylaws by vote of two-thirds of those voting. [Former SR-4, Renumbered May 12, 2005]

SR-4 Removal of Board Member: Notice. [Former SR-12, Renumbered May 12, 2005, Repealed June 14, 2007]

SR-5 Political Candidates. The WNC does not endorse political candidates. When publically supporting a political candidate, Members of the Board should state unequivocally to the candidate that the name of the WNC must not be used in a manner that might suggest the WNC supports that candidate. [Former SR-16, Added April 8, 2004, Renumbered May 12, 2005]

SR-6 Distribution to Alternates. All materials mailed, faxed or otherwise distributed to voting members shall be similarly distributed to their alternates. [Former SR-10, Renumbered May 12, 2005]

SR-7 Materials available to public. Copies of the agenda, minutes and other materials distributed to Board Members and alternates shall be made available to members of the public at all meetings and otherwise in accordance with the Ralph M. Brown Act. [Former SR-11]

AGENDA: SETTING AND NOTICE

SR-8 Setting Agenda. The Chair, with the approval of a majority of the officers, shall set the amount of time for the initial presentation of each agenda item, include the time on the agenda, and inform the presenter of the amount of time allotted. The officers in setting the agenda shall set a time for presenters to appear and an allotment of time for their presentation, comments, and questions. The convenience of City employees who appear at our request should be accommodated to the extent possible. The Chair or other officer shall communicate this information to all presenters before the meeting. [Former SR-14, Added April 8, 2004, Amended and renumbered May 12, 2005]

SR-9 Publication of Agenda. The agenda for regular WNC meetings shall be faxed or mailed or e-mailed to all WNC Board Members and such others in the community as the WNC directs at least seven days before the meeting. [Former SR-7, Renumbered May 12, 2005]

SR-10 Posting Agenda. The agenda for the next WNC meeting shall be posted at least 72 hours in advance at the public places approved by the WNC pursuant to and in compliance with the Ralph M. Brown Act. [Former SR-9, Renumbered May 12, 2005]

CONDUCT OF BOARD MEETINGS

SR-11 Alternates’ Status at Meetings. An alternate may not sit at the Board table or vote unless that alternate’s Board member is absent. If the Board member attends the meeting and voluntarily gives his or her seat to the alternate, which should not occur unless a board member will be absent for the remainder of the meeting, that member’s alternate sits as if a Board member for the rest of that meeting and that Board member may not return to the Board table or vote. Alternates are allowed two minutes each to speak to an agenda item after the initial presentation, and after public comment on that issue, even if that alternate has already spoken on that issue. This privilege is subject to the right and duty of the chair to close public comment in an appropriate case, taking into account the hour, the amount of time already devoted to that item, and the remaining items on the agenda. Once public comment and alternate comment on any agenda item has concluded and Board discussion begins, there shall be no further comment by the public or by alternates on that item. This procedure should be monitored and reviewed from time to time. [Former SR-13, Added April 8, 2004, Renumbered May 12, 2005, Amended March 8, 2007]

SR-12 Public Forum. After each regular meeting has been called to order and the minutes of the previous meeting approved, the third item on the agenda shall be a “Public Forum Period,” during which Stakeholders and others may make announcements, comments or requests regarding matters not on the agenda. Each such speaker shall be allowed to address the WNC for no more than two minutes. The presiding officer shall determine the order of such speakers. Public Forum Period may include reports from Board members from LAPD and LAFD as requested by the Chair or officers. As to each Public Forum speaker, after two minutes (or after any additional time granted by the Chair), the presiding officer shall stop the speaker and move the matter to closure. If appropriate, the presiding officer may refer the matter to a committee, put it on the agenda of a future meeting, or suggest other informal follow-through such as conferring with the Board’s representative from the City Council. At the conclusion of all WNC business, if time allows, the presiding officer may, at his or her discretion, open another Public Forum Period. [Former SR-5, Amended January 13, 2005, Renumbered May 12, 2005]

SR-13 Discussion of Agenda items. Audience members are allowed to address the WNC regarding each agenda item, immediately after the initial presentation on that agenda item, and before Board discussion on that item. Speakers from the public are limited to one presentation of two minutes per person on any one agenda item. The Chair, with the consent of the Board, shall reasonably limit the total time devoted to public comment on any agenda item, with the goals that as many stakeholders be heard from as possible, and that the meeting not be unduly prolonged. Board discussion and action, if any, follows public comment on each agenda item. After the conclusion of public comment on an item, no further comment from the public on that item is permitted. As to presenters who are not asking us to take action, their presentation time, and the time for questions and comments shall be strictly limited. Stakeholders who have additional questions or comments shall be encouraged to speak to them privately—in the hall, at the break, or after the meeting. [Former SR-6, Amended March 11, 2004, Renumbered May 12, 2005]

SR-14 Disposition of Agenda Items. After the presentation, audience comment, and board discussion on an agenda item, the Chair should ask if any Board member wants to make a motion. If no motion is made, the Chair, where appropriate and with the consent of the Board, may consider and make an informal referral to the office of the City Councilmember for District 5 or to a committee. If a motion is made, the Board debates and votes, with no further statement from the audience. [Former SR-15, Added April 8, 2004, Renumbered May 12, 2005]

SR-15 Presumptive Schedule of Board Meetings. Meetings of the WNC Governing Board shall be conducted in a manner most likely to follow the following schedule, subject to the Chair’s discretion to deviate from these procedures for good cause.

No later than
7:00 Call to order and approval of minutes
7:10 Public Forum period.
7:30 Committee and Treasurer’s reports
8:00 Agenda items
9:00 Adjournment

The presiding officer shall maintain control of the meeting and, consistent with the presumptive schedule set out above, end presentations, questions, and discussion, terminate an item, or postpone it to a later meeting. [Added May 12, 2005]

MISCELLANEOUS

SR-16 Communication with news media. When a Board member other than the Chair is contacted by the news media and asked about a position that the WNC has taken, most times the media person should be referred to the WNC Chair. But a Board member may communicate with the media information about an action that the WNC has taken. The information should be given clearly and factually without adding any personal opinions. If the member is asked what action the WNC might take on a given issue, the member should decline to speculate and offer to describe the process that the WNC would follow if a stakeholder wanted the WNC to consider the issue. [Added December 8, 2005]

SR-17 Committee chairs—eligibility. Only a member of the Governing Board or a person who has been appointed by a Board member as his or her alternate may serve as chair or vice-chair of any WNC committee. [Added December 14, 2006]

SR-18 Use of WNC Assets. WNC assets should be used only for WNC purposes. [Added March 8, 2007]