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HomeMy WebLinkAboutResolution 064-86 RESOLUTION 64-86 A RESOLUTION OF THE CITY OF ATASCADERO ADOPTING THE BUSINESS IMPROVEMENT ASSOCIATION BY-LAWS WHEREAS, the Atascadero City Council adopted Ordinance 116 on January 27, 1986, establishing a Business Improvement Area; and WHEREAS, the Streets and Highways Code requries adoption of the By-Laws by the City Council; and WHEREAS, the City Council reviewed and adopted the Business Improvement Association By-Laws at its June 9, 1986, Council Meeting THEREFORE, be it resolved that the Council of the City of Atascadero is following up its previous action to adopt the Business Improvement Association By-Laws with a formal resolution. On motion by COUNCILMAN HANDSITY and seconded by COUNCILMAN MOLINA , the foreging resolution is hereby adopted in its entirety on the following vote: AYES: COUNCILMEMBERS HANDSITY, MOLINA, BORGESON AND MACKEY NOES: NONE ABSENT: COUNCILWOMAN NORRIS DATE: JUNE 23 , 1986 ATT$ST CITY OF ATASCADERO ROBE IN. JON88 MARJORI'E R MACKEY City Clerk' Mayor (_/ APPROVED AS TO FORM: , ROBERT M. JON , Attorney APPROVED AS TO CONTENT 1 MICHAEL B. SHELTON City Manager l� Iwo r BYLAWS -OF- THE ATASCADERO BUSINESS D(PROVE ENT ASSOCIATION ARTICLE I. STATUTORY AUTHORITY: NAME Section 1.1 This organization is established pursuant to Section of the Atascadero Municipal Code, and shall be known as The Atascadero Business Improvement Association or, simply, the BIA. ARTICI.B II. PURPOSE Section 2 1 The BIA is created to implement these specific purposes a To provide adequate parking and traffic circulation within the defined area b. To work towards the overall beautification of the defined area. c. To coordinate promotional activities for all businesses within the defined area. d. To act as a representative body for all businesses within the defined area ARTICLE III. )CMERS Section 3 1 Classification of Members. The Association shall have one class of members only, and each member shall have one vote and other equal rights. Section 3.2 Eligibility. Membership shall be comprised of all holders of active city business licenses within the defined BIA bounda- ries All businesses, persons or institutions doing business within the BIA boundaries that are exempt from the payment of the business license tax shall also be members Any business, person or institution owning property within the defined BIA boundaries shall be permitted to volun- tarily associate as a member Section 3 3 Boundaries. The boundaries of the BIA shall be as set forth in Ordinance 116 of the City of Atascadero. 12 ti ARTICLE IV. DIRECTORS Section 4 1 Government, Number. The government of the BIA shall be vested in, and the business conducted by, a board of nine (9) Direc- tors who shall be members in good standing and serve without salary Collectively the Directors shall be known as the Board of Directors Section 4.2 Function. The Board of Directors, in carrying out the purposes of the BIA, shall advise and recommend policy to the Atascadero City Council. Section 4.3 Terms of Office. So that there will be continuity from year to year, one third (1/3) of the directorships shall be voted upon each year. An elected Director shall hold office for a term of three (3) years. In no event, however, shall a Director hold office for more than two (2) consecutive terms without a lapse of one (1) year as a member of the Board. Section 4 4 Removal of Directors. Any Director may be removed and replaced by a vote of at least seven (7) members of the Board of Directors. Section 4 5 Vacancies. Vacancies on the Board of Directors shall exist on the death, resignation, or removal of any Director Any such vacancy shall be filled by appointment for the unexpired term by the President with the approval of five (5) members of the Board Section 4 6 Absentees. The unexcused absence of a member of the Board from three (3) consecutive regular meetings, or five (5) meetings in a calendar year, and recorded by the Board, shall be deemed by the Board as that member's resignation from the Board. Section 4 7 Nominations. In October of each year, the President shall select a Nominations Committee composed of at least three (3) regular members of the BIA in good standing, who may or may not be Board members, securing the concurrence of the Board in their appointment Section 4.8 Official Ballot. Promptly upon being appointed, the Nominations Committee shall proceed to the selection of candidates for membership on the Board of Directors for the ensuing year, and shall prepare a list of such candidates in a number equal to at least the number of vacancies to be filled, securing the consent of those members selected in each instance, and reporting the completed list to the Board at its regular November meeting. The Board shall then cause a ballot to be prepared showing the full list of candidates and the names of their businesses Said ballot shall contain additional spaces for possible write-in candidates, and voting instructions on the ballot indicating the number of vacancies to be filled Section 4 9 Annual Election. Within seven (7) days after the November meeting of the Board of Directors, the Official Ballot shall be In err►' mailed to each member of the BIA, to be returned on or before 5 00 p m on a date specified by the Nominations Committee Section 4.10 Election Results. Returned ballots shall be can- vassed by the Nominations Committee and reported at the regular meeting of the Board of Directors in December for verification of results. The new Board members shall take their positions in January next following ARTICLE V. MEETINGS Section 5.1 Regular. The Board of Directors shall meet at least once each month at a place and time determined by the Board. clues•) CfW36ft) Section 5 2 Special. Special meetings may be called by the President or three (3) Board members when deemed necessary Section 5 3 Quorum. A two thirds majority of the authorized number of Board members shall constitute a quorum at any Board meeting. Section 5.4 Annual Meeting. At least one meeting of the total membership of the BIA will be held each calendar year. ARTICLE VI. OFFICERS Section 6 1 Number and Titles. The Officers of the Association err► shall be a President, a Vice President, a Treasurer, and a Secretary Each of said Officers shall be a member of the Board of Directors. Section 6 2 Election. The new Officers shall be elected at the December meeting of the Board of Directors Section 6.3 Term. Officers elected shall take office at the first regular meeting of the Board of Directors in January and shall serve until the first regular meeting in January of the next year Section 6.4 Duties of the President. The President shall be the chairperson of the Board of Directors and shall be the executive head of the BIA, shall preside at all Board meetings, and shall either represent or appoint a representative to all functions where the BIA is to be represented The President shall, subject to the approval of the Board, appoint all committee chairpersons and he/she shall be an ex-officio member of all committees Section 6 5 Duties of the Vice President. In the absence or disability of the President, the Vice President shall carry out all of the responsibilities and functions of the President and shall have the same powers and be subject to the same restrictions as the President The Vice President shall have such other powers and perform such other duties as from time to time may be prescribed by the President or the Board of Directors ri A- Section 6 6 Duties of the Treasurer. The Treasurer shall be the Chief Financial Officer of the BIA Section 6 7 Duties of the Secretary. The Secretary shall record accurate and timely minutes of the Board meetings and be responsible for mailing notices of meetings and the ballot for election of Officers ARTICLE VII. EXECUTIVE CONnTTEE Section 7.1 Members. The Executive Committee shall be composed of the President, the Vice President, the Treasurer, the Secretary, and the immediate Past President so long as the latter continues to serve on the Board of Directors If the immediate Past President's term on the Board has ended, then such vacancy on the Executive Committee may be left vacant or filled by appointment of the President with the approval of the Board. Section 7.2 Duties. In the interim between meetings of the Board, the Executive Committee shall conduct the non-policy business affairs of the BIA. ARTICLE VIII. ADMINISTRATION Section 8 1 Administrator. The Board of Directors, with the consent of a majority of the voting membership, may choose to employ an Administrator or Executive Secretary to assist with the routine business affairs of the BIA The Administrator shall serve at the pleasure of the Board of Directors, subject to a contract agreement between the Administrator and the BIA The Administrator shall be selected through an application and screening process approved by the Board ARTICLE IX. FINANCES Section 9.1 Funding. Funding for the BIA shall be derived from an assessment equivalent to a percentage of the City business license fee, paid by each license holder, using the following formula 25% in 1986 50% in 1987 75% in 1988 100% in 1989 and thereafter Persons, businesses and institutions exempt from paying the city business license fee shall be assessed at the following rate subject to the above formula That rate shall be the same as the current City business license basic fee. A fee for voluntary membership by persons, businesses, or institutions which own property within the BIA boundaries will be established by the Board of Directors in December for the following year Section 9 2 Budget. The BIA shall operate on a fiscal year basis ending on June 30 of each year. The budget for the fiscal year shall be approved by the Board of Directors and presented to the City Council for ratification ARTICLE Z. COMMITTEES Section 10.1 Standing Committees. In addition to the Executive Committee of the Board of Directors, the BIA shall have the following standing committees a. Parking b. Beautification c. Promotions d. Budget e. Nominations f. Government Liaison Section 10 2 Appointments. Immediately upon taking office the President shall appoint, or cause to be appointed, committee chairpersons subject to approval by the Board of Directors, providing, however, that chairpersons for the Budget Committee and Nominations Committee need not be appointed before the March meeting and October Board meeting, respec- tively *%W Section 10.3 Ad Hoc Committees. The President shall appoint special committees as may from time to time be needed, or as may other- wise be provided elsewhere in the Bylaws, or with the approval of the Board of Directors Section 10.4 Limitations of Authority. No person or committee shall have the power to commit the BIA to any financial or policy obligations without prior approval from the Board Section 10.5 Chairpersons. Committee chairpersons shall select the members of their committee upon the advice and consent of the President It shall be the responsibility of the appointed committee chairperson to prepare agendas and keep minutes of all duly called meetings, and to keep himself/herself apprised of the current, approved, operating budget and to operate within these areas on the matter of finances Upon conclusion of the annual fiscal year or upon termination of the committee, whichever is sooner, a final report for that previous period of operation must be submitted to the President of the BIA ARTICLE XI. MISCELLANEOUS Section 11.1 Amendments. These Bylaws may be amended by a two thirds (2/3) vote of the Board members Any proposed amendment must be submitted in writing at least fourteen (14) days prior to a scheduled Board meeting Proposed amendment(s), as considered by the Board, must then be mailed to every member by the Secretary in time for consideration at the next regular Board meeting Section 11 2 Voting. When voting by the membership is required, a ballot must be mailed to each member The ballots must be returned within ten (10) days of the date ballots are mailed A majority of the ballots returned shall determine the issue Section 11 3 Implementation. The Bylaws shall become effective upon the formation of the BIA, presentation to the membership, approval by the Board of Directors, and ratification by the City Council Section 11.4 Order. All meetings and business affairs shall be conducted by Robert's Rules of Order, except as may otherwise be incon- sistent with these Bylaws, in which case the Bylaws shall govern. Section 11.5 CO3 . Correspondence of the B.I.A. will be conducted through Post Office Box 1607, Atascadero, Ca. 93423. ATA SCADERO BUSINESS IMPROVEMENT ASSOCIATION: APPROVED BY BOARD OF DIRECTORS C-e -,_� J/Uji��lllld��"414� d I� I