BYLAWS

I. NAME

The name of this organization shall be MUNICIPAL MANAGEMENT ASSOCIATION OF NORTHERN CALIFORNIA (MMANC). It shall be comprised of the geographic area covered by Monterey, Kern, and Inyo Counties and all California counties north.

II. PURPOSE

The purpose of this organization is to provide the opportunity for professional development and the advancement of the profession of local government management through training, education, and social interaction.

III. NON-PROFIT STATUS

MMANC is a California non-profit corporation organized under the laws of the State of California and the United States of America.

IV. MEMBERSHIP

Membership in this organization shall be open to any person regardless of race, religion, age, national origin, sex, disability, or sexual orientation.

A. Upon payment of dues, members shall be given one of the following classifications:

1. Full Member - Any person employed at least half-time in administrative and/or management work for a local government agency in Northern California, except for the chief executive/administrative officer of an agency. This includes individuals in city government, county government, regional government, special districts and other local government agencies. Full members shall be entitled to all rights and privileges of the organization, including the right to hold office and vote, and shall share in its responsibilities.

2. Associate Member - Any person interested in promoting the purposes of the organization that does not qualify for Full member status. This includes individuals in state and federal government, colleges and universities, legislative assistant positions, management consulting firms, and other public and private sector organizations. Associate members shall be entitled to all rights and privileges of the organization, except the right to hold office and vote.

3. Student Member - Any person who is not working full time in public administration, but is attending a recognized professional school for the purpose of entering the profession of public administration. Student members shall be entitled to all rights and privileges of the organization, except the right to hold office and vote.

B. Honorary Membership

1. Purpose - In recognition of the role that this organization and others play in the development of chief executive/administrative officers, the role that these individuals play in MMANC, the category of Honorary Membership is hereby established.

2. Eligibility - An honorary membership shall be awarded at the annual MMANC awards event to all individuals who are appointed to the position of chief executive/administrative officer of an agency while they are a Full member in good standing of MMANC. An honorary membership may also be granted by the MMANC Board of Directors to honor individuals who have contributed significantly to the profession and/or the organization.

3. Benefits - Honorary members shall be awarded a lifetime membership in MMANC. They shall receive the MMANC monthly newsletter and all pertinent MMANC mailings to keep them informed as to the organization’s activities. In addition, a suitable award shall be given to those individuals in recognition of attaining this unique status.

V. DUES

The dues of this organization shall be established by the Board of Directors following a membership comment period of at least 60 days.

VI. REGIONS

A. MMANC will be divided into regions as described in the organization’s operating policies.

B. Each region shall select a chair or co-chairs from its members to direct its activities. The chair or co-chairs shall be selected by the members in each region through the process developed by the appointed Elections Committee by November 1 of each year. A chair may appoint a vice-chair for assistance and to act in the temporary absence of the chair (e.g., to lead region events or attend Board of Directors meetings).

C. Region meeting dates and times shall be set at the discretion of each of the region chairs. The various regions shall determine the goals and objectives of their meetings and structure their meetings in accordance with their own needs relative to the general purpose of MMANC.

D. All region meetings shall be noticed in the monthly MMANC newsletter to keep all MMANC members informed of region activities.

E. MMANC shall:

1. Maintain a centralized monthly newsletter and use other available means of communication for the various regions to keep all MMANC members informed of their activities.

2. Maintain centralized financing in terms of dues, memberships and the annual budget.

3. Assist the regions in every way possible to make their programs successful.

4. Allocate central resources to region programs and projects based on need and MMANC’s overall priorities.

VII. MEETINGS

A. There shall be at least two general membership events held annually.

B. Special meetings for the general membership may be called by the President with notification to the membership of at least fourteen (14) days prior to the meeting.

VIII. OFFICERS

The officers of the organization shall be President, Vice-President, Secretary, Treasurer, Membership Services Director, and Program Director.

A. The President shall: preside at official meetings of the organization, Board of Directors and Executive Committee; establish new, non-standing committees; appoint all committee chairs not already identified in the Bylaws; have general supervision of the work of the organization; and represent the organization in its various activities, including, but not limited to, the City Managers Department of the League of California Cities.

B. The Vice-President shall: serve as chair of the Corporate Partners Committee; handle special projects for the organization as assigned by the President; and act as President in the absence of the President.

C. The Secretary shall: have custody of the organization’s Bylaws, records and documents; keep and publish a record of meetings and activities of the organization; and prepare and distribute the monthly newsletter.

D. The Treasurer shall: receive and disburse all organizational funds and keep an accurate account of same, publish annually a year-end financial report in the monthly newsletter; and transmit all records, accounts and undistributed funds to a successor.

E. The Membership Services Director shall: process all requests for membership or renewal of membership; maintain the membership database; chair the Membership Committee; and ensure each member is sent an annual membership roster.

F. The Program Director shall: be responsible for overall programming for MMANC members; oversee, coordinate and assist Region Chairs with regional programming; work with the annual conference committee to develop and insure that the conference promotes the ongoing training efforts of the organization; work with other professional organizations and educational institutions to research and implement best practices into MMANC programming; and serve as chair of the Program Committee.

IX. BOARD OF DIRECTORS

A. MMANC shall have a Board of Directors consisting of the following:

1. The President, Vice-President, Secretary, Treasurer, Membership Services Director, and Program Director.

2. Region chairs. (If co-chairs are serving, all shall be Board members, but each region shall have only one vote.)

3. The most immediate past President, willing and able to serve.

B. The Board of Directors shall be the policy making body for MMANC and approve all major expenditures of funds. The President and officers shall have wide latitude and authority to conduct and coordinate day-to-day MMANC activities. All major programs, projects and policy issues shall be approved by the Board.

C. Terms of office for Board Members shall be for a one-year period beginning on January 1 of each year except for the position of Treasurer. The Treasurer's term of office shall be for a period of two years beginning on January 1 of each even number year.

D. Board meetings shall be held at least quarterly. Additional meetings may be called at the discretion of the President. The President shall conduct the meetings and prepare agendas as necessary. A quorum shall consist of a majority of the Board Members, counting only one member per Region since each Region has only one vote. A simple majority vote of the Board Members present shall determine policy.

E. All Board meetings shall be open to all members.

F. The Board shall approve an annual budget at the beginning of each calendar year and publish it in the newsletter following adoption.

X. NOMINATIONS, ELECTIONS, AND APPOINTMENTS

A. An Elections Committee shall be appointed by the President with the advice and consent of the Board of Directors. The Elections Committee shall consist of at least three Full members who are not candidates for office.

B. The Elections Committee shall solicit and accept all nominations and shall present only the names of members who have consented to serve if elected. The Elections Committee shall be responsible for preparing, mailing, tabulating, and certifying the election.

C. All elected Board Members other than the President shall be eligible for re-election to succeeding terms. The President shall be eligible to seek one additional, consecutive term.

D. The election schedule shall be as follows:

- Nominations Close: 1st Thursday in September
- Ballots Mailed: 3rd Thursday in September
- Election: 1st Monday in October
- Run-off Ballots Mailed: 3rd Monday in October
- Election: 1st Thursday in November

E. By the close of nominations, candidates for office shall submit to the Elections Committee a statement of qualifications not to exceed 350 words.

F. Ballots must be postmarked before the date of the election in order to be tabulated.

G. The candidate receiving the greatest number of ballots for each office shall be elected. If there is a tie, a run-off election shall be held between the tied candidates. The candidate receiving the greatest number of votes in the run-off shall be declared the winner.

H. Any vacancy in the office of the Vice-President, Secretary, Treasurer, Membership Services Director, or Program Director shall be filled by the President with the advice and consent of the Board of Directors. Appointments shall only be for the unexpired term. If the presidency becomes vacant, then the Vice-President shall automatically assume that office and appoint a Vice-President with the advice and consent of the Board of Directors.

I. Region chair positions which are vacated shall be filled by the President from members in the region in which the vacancy occurs. Appointments shall only be for the unexpired term.

J. As any MMANC member may nominate themselves for an elected position by submitting a candidate statement in accordance with these Bylaws, if, at the close of the nomination period, only one candidate (including a slate of Regional Co-Chairs) is nominated for each available office, the election for MMANC officers shall be canceled and the candidates nominated shall be declared the elected winners of the positions for which they were nominated. In these instances it is not possible to write –in candidates after the close of nominations. In the event no candidates are nominated for an office the President may extend the filing date up to 24 hours prior to the election date. If no candidate is nominated in the extended period, the President, with the advice and consent of the Board of Directors, shall appoint someone to fill the office. The Elections Committee shall immediately notify the President and members of the Executive Board of the cancellation of the election of MMANC officers. The membership shall be notified of this action as soon as possible either by special communication to the membership or through publication in an MMANC newsletter following the nomination period.

K. In the event there are contested elections, only those offices that are contested shall appear on the ballot.

L. The term “mailed ballot” will apply to email as well as postal mail allowing the MMANC Elections Committee to hold elections either through email or postal mail. Only one method of balloting may be used during each election; the two methods may not be mixed during the same election.

XI. COMMITTEES

A. The standing committees of the organization shall be the Executive, Elections, Awards, Membership, Program, and Corporate Partners Committees. The President shall appoint other committees, as needed, to accomplish the purpose of the organization.

B. The Executive Committee shall consist of the President, Vice-President, Secretary, Treasurer, Membership Services Director, Program Director and the most immediate Past President willing and able to serve. This committee, with the President as Chair, shall have charge of the operating affairs of the organization.

C. The Elections Committee shall be responsible for executing the annual elections process.

D. The Awards Committee shall be responsible for coordinating and conducting the annual awards program as outlined in the organization’s operating policies.

E. The Membership Committee shall be responsible for promoting all types of membership in MMANC for individuals eligible for Full, Associate, and Student memberships.

F. The Program Committee shall be responsible for identifying membership training needs and planning the programming of MMANC general and Region events.

G. The Corporate Partners Committee shall be responsible for developing, implementing, and maintaining a corporate sponsorship program.

XII. RULES

A. Rules of Order. Robert’s Rules of Order, Revised, shall be the final authority as to parliamentary procedures, insofar as they do not conflict with any provisions of these Bylaws.

B. Operating Policies. Operating policies shall be adopted by the Board of Directors and shall include, but not be limited to, policies and procedures pertaining to the following:

1. Membership fee and renewal
2. Awards program
3. Financial matters
4. Definition of Regions and procedures for formation
5. Procedure for dissolution of the organization

C. The corporation shall not be voluntarily dissolved except by the affirmative vote of two-thirds (2/3) of the votes cast. In the event of the dissolution of the corporation in any manner and for any case, after the payment or adequate provision for the payment of all its debts and liabilities, all of the remaining funds, assets and properties of the corporation shall be applied or distributed as set forth in the operating policies and/or the Articles of Incorporation.

XIII. AMENDMENTS

A. Amendments to these Bylaws may be proposed in writing by any Full member and shall be reviewed and commented on by the Board of Directors.

B. Voting for Bylaw amendments shall take place with the annual election or in a special election noticed to the membership 30 days in advance of voting. In the event a Bylaw amendment is proposed and the election for MMANC officers is canceled, an election shall be held to consider the Bylaw amendment only. These elections shall be conducted under the MMANC Bylaws governing elections. Amendments shall become effective immediately if the amendment is supported by a majority vote of the ballots returned.

C. The Secretary shall be responsible for preparing, mailing, tabulating, and certifying the election.

Last amended – October 2005