ARTICLE I - Name and Purpose of Organization

Section A –Name
This organization shall be known as the Municipal Information Systems Association of California- Southern Chapter (“Association”).

Section B - Purpose
The purpose of the organization shall be to promote professional administration of municipal information processing and to strive for the attainment of professional status of all those responsible for the conduct of activities in the field.

Section C - Affiliation
The Municipal Information Systems Association of California Southern Chapter, is one of the three Regional Divisions within the State of California recognized by and affiliated with the Municipal Information Systems Association of California. All the cities within the State of California will be represented by the current three information systems associations, i.e. Municipal Information Systems Association of California, Northern Chapter; Municipal Information Systems Association of California, Central Chapter and Municipal Information Systems Association of California - Southern Chapter.

Section D - Representation
In meeting the purposes of this organization and in accordance with League of California Cities representation, the Municipal Information Systems Association of California, Southern Chapter represents all general law and chartered cities (and other local government agencies that choose to join) in the Counties of:Ventura, Kern, Los Angeles, Orange, San Diego, Riverside, Imperial, Santa Barbara, San Louis Obispo, Indio, Mono and San Bernardino.

ARTICLE II - Membership and Dues

Section A - Qualifications

Every municipality or township within Article I Section D is a member of the Association. Membership shall also be open to any local governmental agency located in the Counties as defined in Article I, Section D engaged in providing services normally performed by a municipality. Such services may consist of fire protection, police protection, water provision and/or quality control, sanitation, schools, or other special districts, hereafter referred to as municipal information systems.
Each Association Member, after paying the appropriate dues, shall then designate an individual to serve as their Participatory Member who must be presently engaged in the field of municipal information systems. A second type of membership shall be available to others who want to join the Association and they shall be called Associate Members. Association Membership is not available to federal government, county government or departments of the State of California

1. "Participatory Member." Each member agency, upon payment of dues, shall have at most one participatory member. The participatory member must be a full time agency staff member. Participatory Members have all rights in the Association including the right to vote on behalf of their Association Member and to hold any office in the Association.
   Participatory Membership, for which the dues are paid, is the property of the Association Member. Transfer of participatory membership by the employing agency to another individual that meets the qualifications of a participatory member (as outlined in this Article) is allowed as long as the Member Agency notifies the Secretary of the Association within 10 days of a general membership meeting.
2. "Associate Member." This classification shall be open to those persons, upon payment of dues, presently or formerly engaged in municipal information systems activities who do not qualify as the participatory member of an Association Member but are interested in promoting the purposes of the organization. Such members shall be entitled to all rights and privileges of the organization, except the right to vote or hold office. No member agency can only have associate participatory members.
3. Association Member agencies that have “out-sourced” their Information Systems or Technology functions/activities would be eligible to have associate members only unless represented by a full time agency employee who would become the Participatory Member upon payment of dues.The agencies themselves would still be members of the Association.

Section B - Membership Assessment and Annual Dues

1. Dues shall be collected by the Treasurer as assessed by the membership in the following manner:
   a. "Participatory Member" dues of $180.00 will be payable annually on a fiscal year basis, and will become due July 1 of each year.Members who permit their dues to remain unpaid for three months after receipt of invoice shall be automatically suspended from participatory membership until all dues are paid.
   b. "Associate Participatory " membership dues of $120.00 will be payable annually on a fiscal year basis, and will become due July 1 of each year. Members who permit their dues to remain unpaid for three months after receipt of invoice shall be automatically suspended from associate membership until all dues are paid.
2. Dues shall be determined from time to time by affirmative vote of the majority of the "participatory members” in good standing in attendance at a regular meeting or said vote shall be taken by affirmative vote of returned ballots.
3. No assessments, other than membership dues, may be levied except by affirmative vote of majority of the " participatory members” in good standing in attendance at a regular meeting or said vote shall be taken by affirmative vote of returned ballots.

ARTICLE III - Officers

Section A – Executive Board and Terms of Office

The Executive Board of the Association shall consist of a President who shall automatically assume the office after serving one year as Vice President, a Past President, a Vice President, a Secretary, a Treasurer, and three State Board Representatives. The State Board Representatives shall be elected for staggered two year terms, with two elected in odd numbered years and one elected in even numbered years. The Vice President, Secretary, Treasurer and shall be elected annually at large. The office of Past President will be filled by the prior year’s President. The term of office of the President, the Vice President, the Secretary, and the Treasurer shall be for one year. The term of office for State Board Representatives shall be two years, beginning January 1 of the year following the election.  The Member-At-Large is appointed by the Board as a non-voting position with a one year term of office.

Section B - Elections

1. Candidates for Vice President, Secretary, Treasurer, Member-at-Large and State Representatives shall be nominated by the Nominating Committee. The President shall appoint three “participatory members” at large to serve on the nominating committee by April 15 of each year. Said committee is to report its recommendations to the Secretary on or before May 15 of each year, with an election to be held by June 30 and the officers to take office as of July 1 of each year.
2. In the event that the Vice President declines or is in any way ineligible to hold the office of President, the report of the nominating committee shall include a recommendation for the office of President, who shall be elected.

Section C. Eligibility

Any "member” in good standing is eligible for election to any office. No member can hold more than one elected office at any given time.

Section D - Vacancies

1. If the office of President becomes vacant, the Vice President shall forthwith succeed to the balance of unexpired term, thereafter continuing as President for his/her regular one year term.
2. If the office of Vice-President becomes vacant, the President shall call a special election to fill the vacancy at the next regular meeting by affirmative vote of the majority of the full members in attendance.
3. If the office of the Secretary, the Treasurer, the Member-at-Large or one of the State Representatives becomes vacant, the President shall appoint a “participatory member” in good standing to assume the office for the balance of the unexpired term.

Section E - Duties of Officers

1. The President shall:
   a. Prepare an agenda and preside at all meetings of the general membership.
   b. Prepare an agenda and preside at all meetings of the Executive Board
   c. Appointmembers to all committees.
   d. Act as spokesperson and representative of the Association at all internal and external activities and functions unless appointing a designee as appropriate
   e. Support other functions of the Association in conjunction with the other officers
   f. Carry out such other duties as given or assigned to him/her by vote of the membership.
   g. Schedule the general membership meetings of the Association
   h. Insure that all officers and appointed committee members carry out their respective tasks or duties as outlined in these by-laws
   i. Render a “President’s Report” at each general membership meeting
2. The Vice-President shall:
   a. Assume the office of President as provided in Section D.
   b. Assist the President in such manner as shall be requested by the President.
   c. Discharge the duties of the President in the President's absence.
   d. Chair the Program Committee and arrange the programs and facilities for each general membership meeting of the Association
   e. Carry out such other duties as given or assigned to him/her by vote of the membership.
3. The Secretary shall:
   a. Keep a record of the proceedings of the meetings.
   b. Issue notices of meetings (including meeting agendas).
   c. Develop and maintain the full and associate membership rooster of the Association in conjunction with the Treasurer.
   d. Prepare, sign and affix the association's seal to all official documents.
   e. Maintain and update the Southern Region’s part of the MISAC Web site.
   f. Develop quarterly reports on chapter activities and post them on the web site and e-mail to all member agencies
   h. With approval of the Executive Board, appoint or employ a person or persons to assist with his/her duties.
4. The Treasurer shall:
   a. Collect all assessments and dues for the Municipal Information Systems Association of California, Southern Division, and collect dues on behalf of the statewide Municipal Information Systems Association of California and forward to the State Treasurer of MISAC.
   b. Maintain the financial records for MISAC and membership dues records for statewide MISAC and forward a copy of the membership list, together with the dues, to the state MISAC Treasurer.
   c. Render a report each meeting of the financial status of MISAC.
   d. Control and make all disbursements of the MISAC as authorized in the annual budget approved by the membership.
   e. Prepare an annual budget as of June 30 each year to be presented to the general membership of MISAC at the first meeting after July 1.
   f. With approval of the Executive Board, appoint or employ a person or persons to assist with his/her duties.
   g. Insure that all appropriate tax forms and incorporation papers are filed with appropriate state and federal agencies
5. The Past President shall:
   a. Assist the President in the transition of responsibilities.
   b. Assist the President with special projects as determined by the President.
   c. Temporarily assist the President in carrying out the duties of any elected officer should one of those positions become vacant during the course of its term.
   d. Carry out such other duties as given or assigned to him/her by vote of the membership.
   6. The State Board Representatives shall:
   a. Represent the Southern California Chapter of the Association at all State Board Meetings and Events.
   b. Attend all Chapter Executive Board Meetings and participate as members of the executive board.
   c. Perform duties as assigned by the State Board as representatives of the Southern California Chapter
   d. Report to the Executive Committee and General Membership Meetings, State Board activities and solicit input and/or formal votes from the Executive Committee and/or the General Membership on issues that come before the State Board.
   e. Perform other duties as assigned by the Chapter President or the General Membership
6. The Member-at-Large shall:
   a. Assist the Board and the Program Committee on training events of the Association.
   b. Prove "hands-on" support in arranging training programs and facilities for each training event.
   c. Carry out such other duties as given or assigned by the Board.
   

Section G - Removal of Officers:

1. Any officer of this Association may resign by giving written notice to the President or to the Chapter Executive Board. Such resignation shall take effect at the time specified therein, and, unless otherwise specified therein, the acceptance of such resignation shall not be necessary to make it effective.
2. If any Chapter Executive Board member fails to perform the duties of his/her office, the Executive Board, by a vote of at least Five (5) affirmative votes, shall submit to the general membership, the question of whether such officer shall be removed from office. Valid causes for submission can be, but are not limited to the following:
   a. Continued, gross, or willful neglect of the duties of office.
   b. Failure or refusal to disclose necessary information on matters of organization business.
   c. Unauthorized expenditure, signing of checks, or misuse of organization monies.
   d. Misrepresentation to outside parties of the organization and its officers.
   e. Failure to attend two consecutive meetings of the Executive Board or two consecutive meetings of the general membership without being excused there from by a majority of the Executive Board present.
3. The removal of an officer shall be taken to the voting membership with the provision that specific reason(s) for removal shall be stated: that the officer be advised in writing, by certified mail, and shall have fifteen days from the date the notice is mailed to submit his/her written statement to the Secretary. Both the MISAC Executive Board's specific reason(s) for removal and the Officer's statement will be submitted with the ballot measure regarding removal. Majority of returned ballots will determine disposition of removal from office.
4. If any Chapter Executive Board member fails to perform the duties of this/her office, the Executive Board, by a six (6) affirmative votes, shall have the power to remove the officer, with cause. The removed officer can then appeal this removal to the general membership by submitting to the general membership an appeal (at the Association’s expense) within 15 days of the removal following the process as outlined in sub-section 3 above.

Article IV Committees

Section A – Standing Committees

1. There shall be two permanent standing Committees of the Association. One shall be the Nominations Committee and one shall be the Program Committee. The Nomination Committee’s membership and duties is outlined in Article III Section B. The Program Committee shall be chaired by the Vice-President and shall develop and coordinate the programs and facilities of the general membership meetings.
2. Other standing Committees can be added from time to time by a vote of the general membership at any general membership meeting of the Association.

Section B – Ad-Hoc Committees

1. The Executive Board can form other committees as needed to carry out the Association’s business. These committees are for project specific or short-term issues only that last no longer than a year. The Executive Board must approve the duties and number of committee members of these committees. The President shall appoint the members of these committees.
2. If Ad-Hoc committees last longer then one year, they can be extended by a vote of the general membership at any regular meeting of the membership.

Article V Meetings

Section A - Number of Meetings

1. The frequency of meetings shall be determined from time to time by a majority vote of the participatory membership in attendance at a regular meeting, but may not be less than four (4) per year.

Section B – Quorum

1. A quorum for conduct of business at a regular meeting shall consist of one-fourth (1/4) of the "full participatory" members. If a quorum cannot be reached in two consecutive general membership meetings, a “committee of the whole” can be formed for emergency business items only (as determined by the Executive Board). Any actions taken by the “committee of the whole” must be ratified at the next fully quorum meeting of the general membership.

Section C - Voting

1. There shall be one vote per “participatory member”, as defined in Article II, Section A-1 on any matter presented to the general membership.
2. There is no proxy voting allowed at any meeting of the Association.
3. Electronic voting is only allowed in elections to fill mid-term vacancies or by the Executive Board on their decisions as determined by the President and Past President of the Chapter. All electronic voting must be preceded by a 3 business day notice to either all “participatory members” (in cases of elections) or all Executive Board Members (in case of Executive Board votes) before the vote can take place and become official.

Article VI Amendments

Sections A - Amendments to Bylaws

1. Amendments may be introduced and approved provided the proposed amendment(s) has (have) been given to all “participatory members”, in good standing, in writing at least two weeks prior to the meeting. Electronic delivery of any proposed amendments will also be allowed following the same time frames as any written notice. A vote on the amendment(s) shall be held at the next general membership meeting (which has a quorum) following notification. Amendment(s) may be voted upon and passed by a majority vote of the “participating members” present or responding. Amendments may also be voted on by written or electronic ballot, and can only be passed by a 50% plus one vote of all “participating members” of the Association as certified by the Secretary the date the vote was sent.

Amended and Approved:May 30, 2001

Amended and Approved: June 2006 - Addition of Member-at-Large