Downtown North Neighborhood Association (DTNNA)

Bylaws

[as Revised 11/20/97]

The NAME of this association shall be Downtown North Neighborhood Association (DTNNA).

The OBJECTIVE of the Association is twofold: To work for the common interests of and to enhance the sense of community among the residents of the area bounded by and inclusive of the neighborhood sides of Alma Street, Lytton Avenue, Middlefield Avenue and San Francisquito Creek in Palo Alto, California Revised 09/18/2003 (See: Note_1)

MEMBERSHIP is open to anyone renting or owning property in this area who provides information for DTNNA's membership roster. Each member is entitled to one vote on such issues as may come before the Association at its General Meetings. Membership dues are set at $10 per year per household on a voluntary basis.

GENERAL MEETINGS of the Association shall be held on the fourth Wednesday of each month at 7:15 in the location specified at the previous general meeting or as determined by the President or Steering Committee and broadly noticed. The November and December Meetings will be combined and held on the second Wednesday of December. The August Meeting will be skipped. The purpose of the General Meeting is to keep the membership informed on relevant issues, to hear member concerns, and to develop the positions to be taken by the Association.

SPECIAL MEETINGS for specific purposes may be called by the President, the Vice President, or a majority of the Steering Committee. Quorum and voting requirements are the same as for a General Meeting. Members must be notified of the time, place and purpose of the meeting by flyers posted at not less than 10 Downtown North street corners. In addition, efforts will be made to notify members by such means as telephone, email for those who have it, the Association Web Site or written message in advance.

A VOTING QUORUM consists of 15 or more members. A position to be taken by the Association on a given issue will be determined by a vote of two-thirds of the members present at a general or special meeting - assuming a quorum is present. The meeting process for exploration of issues and development of positions will be governed by the Association's Consensus Building Process which is described in a separate document. The final voting on positions will use the Association's Simplified version of Robert's Rules of Order. Simple business and procedural matters will be determined by a majority vote.

OFFICERS of this Association shall be President, Vice President, Secretary, and Treasurer, elected each year by a simple majority of members attending the November - December General Meeting. These officers along with the chairpersons of the working committees shall constitute the Steering Committee.

Officers

President

• Represent the DTNNA at various activities. Bring back to the membership information and insights from outside contacts.

• Present the Approved Positions of the DTNNA where appropriate.

• Chair the General Meetings.

• Convene the monthly meetings of the Steering Committee on the third Tuesday of each month.

• Appoint initial conveners for task forces with the advice and counsel of the Steering Committee

• Work with task forces to seek recommendations that have broad support in DTNNA

Vice president

• Carry out the role of the president when the president is not able to.

• Maintain contact with and recruit, organize and manage block captains. Ensures that flyers, etc. get out to the membership.

• Be the timekeeper at the general meeting.

• Arranges for meeting venue with host of site

Secretary

• Ensures that summary minutes of actions taken by the Steering committee and DTNNA Meetings are taken. This includes listing topics discussed.

• Ensures that printed copies of the summary minutes of the previous general meeting are to be available at general meetings.

• Put notices in the Weekly and Daily for General Meetings

Treasurer

• Keep the Association's financial records, pay expenses, receive membership dues

• Publish a yearly operating statement

• Coordinate activities that raise funds and membership dues

Steering Committees duties

• Serve as one point of contact for members to suggest items for agendas of the General Meeting

• Set agendas for monthly general meetings at a meeting held on the third Tuesday of each month; this implies setting priorities among topics where the number of topics exceeds the limited meeting time.

• Develop the scope and focus of activities for the various task forces and committees of the DTNNA. Work with the President in the appointment of Task Force Conveners.

• Establish policies for the email network and the website

• Review bylaws at least yearly and suggests needed changes in the bylaws to the DTNNA membership.

• Steering committee meetings are open to interested members

• If voting should occur, it is limited to formal steering committee members

• Develop strategies to reach all members such as telephone trees and email people contacting non-email members

The WORKING COMMITTEES may include Membership Committee, Social Committee, and those committees focused on specific timely topics, such as Traffic, Parking, Zoning & Planning, Human Relations, etc. Other committees may be formed by the President or member request from time to time as special interests or needs arise.

Chair of the General Meetings

• Conduct the general meetings in a fair and impartial manner.

• Ensure that all perspectives have an opportunity to present their ideas - within the limits of the time available. Where time is limited, the chair will suggest and seek the members' agreement on the amount of time for each agenda topic (and for steps in a process, if needed).

• Seek to maintain order at the meetings within the processes of the DTNNA

Other Key roles

Task Force Chairpersons

• Are selected by the membership of the task forces at any time. They can have been the convener.

• Coordinate meetings of the task force to enable members to participate in the work of the group and contact task force members about times and places of meetings.

• Work as task leader with members of the DTNNA, and others outside DTNNA as appropriate, to develop specific recommendations that have broad support or to develop several alternatives for consideration. These recommendations are then acted upon by the membership at the general meetings.

• Seek additional members if needed to get the work done.

• Include members with varied perspectives. Seek input from diverse perspectives in preparing recommendations

• Present the work of the task force to the general meetings

Task Force Member

• Make every attempt to attend task force meetings. It is assumed that a member is no longer interested in the working group if a member does not regularly attend working group meetings.

Data Wizard

• The Data Wizard is appointed by and responsible to the Steering committee.

• For this election the data base is open to those campaigning for this election

• Maintain and keep current the DTNNA's membership data base / parts of data base (with assistance as desired).

• Provide information to the DTNNA via the email network and the website based on policies established by the steering committee.

• Publish the minutes of the general meetings on the email network and on the web site.

• Maintain a list of task force leaders.

• Post meetings of working groups / task forces on the web site and over email.

Nominations process

The opening of nominations and the process for nominations and elections shall be broadly noticed in Downtown North - posters, flyers and by email.

Nominations will be made for four specific offices: President, Vice President, Secretary, and Treasurer.

Nominations can be made by any member of DTNNA (a person can nominate themselves) and do not require a second. Nominations can be made at the November-December meeting itself until the nominations process is closed. Nominations are first made at the meeting prior to the November-December meeting. The nomination process is conducted at the general meetings and not via a nominating committee.

Nominees must express a willingness to serve in the office before being on the ballot for the December elections meeting.

Elections Process

Elections for offices will be held in the order President, Vice President, Secretary, and Treasurer with nominations reopened after each ballot.

In the event more than two people are nominated for an office and no person receives a majority of the votes, then a runoff election is held for the two top candidates at this same meeting. If there is a tie in second place then the tied candidates shall be in the runoff election.

Voting is by secret written ballot with the votes being counted by three persons. Persons counting the ballots shall not be persons who are running for office.

AMENDMENTS to the By-Laws may be proposed by any member of the Association and will be voted on at the next General Meeting. They may be adopted by a two-thirds majority of the members present, assuming that a voting quorum is present.


note_1 <Mll>: The previous "Objectives" as of 11/20/97 read:

"The OBJECTIVE of the Association is twofold: To work for the common interests of and to enhance the sense of community among the residents of the area bounded by Alma Street, University Avenue, Middlefield Avenue and San Francisquito Creek, Palo Alto, California".

It was noted that the University ave boundary was a misprint that was corrected in later material. The ammendment of 09/18/2003 was originally meant to "clarify" that the boundaries by explicitaly including the "neighborhood sides of the boundary streets .

September 24, 2003 [originally based on the 11/20/97 bylaws]