Sonoma County Library Commission Bylaws

REVISED: June 4, 2018
REVISED: June 6, 2016
REVISED: January 21, 2016
FINAL: December 19, 2014

The Sonoma County Library is a free public library providing community education and literacy services to the residents of Sonoma County. The Library is defined by the Amended and Restated Joint Powers Agreement (JPA) of 2014, an agreement signed by the Sonoma County Board of Supervisors and authorized officers of Sonoma County cities and towns. The Library is governed by the Sonoma County Library Commission, which is composed of eleven appointees from the County and the communities that signed the JPA. The members of the Sonoma County Library Commission are the County of Sonoma, the Cities of Cloverdale, Cotati, Healdsburg, Petaluma, Rohnert Park, Santa Rosa, Sebastopol, Sonoma, and the Town of Windsor. One additional member will be appointed jointly by both Sonoma County and the City of Santa Rosa.

Mission Statement (Commission). [TBD]

Principal Office. The Principal office for the transaction of business of the Sonoma County Library shall be located at Sonoma County Library Headquarters, 6135 State Farm Drive, City of Rohnert Park, State of California 94928.

Adoption of Bylaws. New bylaws may be adopted or these Bylaws may be amended or repealed by majority vote at any regular meeting of the Commission at which a quorum is present.

State Law. Notwithstanding any provision of these Bylaws, the Commission shall conduct its business in accordance with the Government Code and the Education Code of the State of California and all other applicable laws.

Members and Officers

Commissioners must be Sonoma County residents, and shall be appointed and serve pursuant to the rules of appointment adopted by each Member’s governing body. (Amended JPA Agreement § VI)

Members of the Library Commission are appointed by the County or community that signed the JPA. Terms will be staggered. Starting in 2014, half of the terms are four years and the other half are two years. Henceforth, terms will be four years. A Commissioner may resign, or be replaced at any time by the rules of the appointed body. A Commissioner is expected to attend all regularly scheduled meetings. The appointing body should be notified by the Chair after a Commissioner has had three (3) absences in one calendar year. Members will be trained on rules and procedures, legal responsibilities, ethics, and library practice.

Chair. The Commission shall elect a Chair annually at its regular July meeting. The Chair shall take office at the next meeting. The Chair shall be chosen from among the Commissioners. The Chair shall hold office until s/he shall resign, be removed,be otherwise disqualified to serve, or a successor is elected and qualified. It shall be the duty of the Chair to preside at meetings of the Commission; to consult with the Clerk as necessary in the preparation of the agendas for meetings of the Commission; to execute contracts and other instruments on behalf of the Commission as authorized by the Commission; to appoint committees as necessary; and to represent the Commission and the Library as occasion demands.

Vice-Chair. The Commission shall elect a Vice-Chair annually at its regular July meeting. The Vice-Chair shall take office at the next meeting. The Vice-Chair shall be chosen from among the Commissioners. The Vice-Chair shall hold office until s/he shall resign, be removed, be otherwise disqualified to serve, or a successor shall be elected and qualified. The Vice-Chair shall, in the absence or disability of the Chair, or when a vacancy exists in the office of Chair, perform all the duties of the Chair, and when so acting, shall have the powers of, and be subject to the restrictions upon, the Chair.

Clerk. The Library Director shall be the Clerk of the Commission ex officio. It shall be the duty of the Clerk to duplicate and mail notices and/or agendas in advance of meeting dates; to take and cause to have transcribed the minutes of the meeting; to certify official documents of the Commission; and to maintain such official records as are required. In the absence of the Clerk s/he shall designate a staff member as Clerk Pro Tempore, or the Commission may designate one of its members Clerk Pro Tempore. The Clerk Pro Tempore shall perform all the duties of the Clerk and when so acting shall have the powers of, and be subject to the restrictions upon, the Clerk.

Removal and Resignation. The Chair or Vice-Chair may resign or may be removed from office with or without cause by the majority vote of the Commission at any time. A vacancy caused by death, resignation, or removal of any officer may be filled immediately by a vote of the Commission on or before the next election.

Committees. The Commission may form committees composed of Commission

Members, either ad-hoc committees or standing committees as deemed necessary.

Standing Committees. These committees will adhere to the meeting requirements of the Brown Act (Ralph M. Brown Act, California Government Code Section 54950, et seq.). (Amended JPA Agreement, § VIII.E)

Finance Committee, established to monitor the Library expenditures and budget. Director Evaluation Committee, established to provide feedback and evaluation to the

Library Director and make recommendations to the entire Commission (Amended JPA Agreement, § VI.A.11)

Other Standing Committees may be established when the Commission sees a need.

One of the Standing Committee Chairs, selected by the Chair or Vice Chair, or, by vote of the Commission, shall, in the absence or disability or vacancy of the Chair and Vice- Chair, perform all the duties of the Chair, and when so acting, shall have the powers of, and be subject to the restrictions upon, the Chair.

Meetings

Regular Meetings. The Commission shall hold monthly meetings. The agenda shall specify the location, date and time of the meeting.

Change In Time and Place of Meetings. A meeting may be changed as to time or location upon approval of a majority of the Commissioners at least 72 hours prior to the regular time of meeting, provided that written notice of such change of time or location is given to all Commissioners and the public at least 72 hours prior to the meeting time.

Special Meetings. Special meetings may be called with the approval of a majority of the Commissioners. Notification of such special meetings shall be made to each Commissioner and the public at least 72 hours before the time of such meeting. The call and notice shall specify the date, time and place of the special meeting and the business to be transacted.

Emergency Meetings. Emergency meetings may be called by the Commission Chair. Notification of such emergency meetings shall be made to each Commissioner and the public at least 24 hours before the time of such meeting. The call and notice shall specify the date, time and place of the emergency meeting and the business to be transacted.

Adjournment. The Commission may adjourn any regular, adjourned regular, special, adjourned special meeting, emergency meeting, or adjourned emergency meeting to a date, time and place specified in the order of adjournment. Less than a quorum may so adjourn from time to time. If all members are absent from any regular or adjourned regular meeting the Clerk may declare the meeting adjourned to a stated date, time and place. Written notification of such adjournment shall be made in accordance with law. An Adjournment may be labeled as an honor to one or more persons.

Quorum. A majority of the total number of Commissioners shall be necessary to constitute a quorum for the transaction of business. Every action or decision, done or made, by a majority of the Commissioners present at a meeting duly held at which a quorum is present shall be regarded as the action of the Commission, unless a greater number be required by law, or the Amended Joint Powers Agreement

Agenda. The Agenda is set by the Chair and the Clerk, with input from the Commissioners. The Agenda is defined approximately two weeks before the next meeting. The Agenda is posted to the public in all library branches and available on the Library website 72 hours before meeting; no changes to the agenda may be made during this time.

Voting. All Commissioners shall have equal voting and other rights. Each Commissioner shall be entitled to one vote, which shall be cast in person or remotely using telecommunication technology following the notification requirements of the Brown Act. Votes shall be taken by voice, except that a vote shall be repeated by tally at the request of the Chair or any Commissioner. No absentee ballot or proxy is permitted. (Amended JPA Agreement, § VII.F)

Minutes. The summary minutes of every meeting shall be distributed prior to the next meeting to each Commissioner, and to such other persons, agencies or firms as may request them. A complete set of summary minutes as approved by the Commission and attested by the Clerk shall remain on file at the principal office of the Commission, and shall be open to inspection by any person at all reasonable times during office hours. Meetings are video recorded, and are available for viewing at the Library website. The video recording is the complete record of the meeting.

Rules of Order. The rules contained in Rosenberg’s Rules of Order, latest revised edition, shall govern all meetings of the Commission, except in instances of conflict between said Rules of Order and these Bylaws or the Agreement establishing the Sonoma County Library or provisions of law, in which case the Rules of Order shall not apply.

[http://www.cacities.org/Resources/Open-Government/RosenbergText_2011.aspx]

Public Comment. Members of the public are welcome to address the Commission regarding items not on the Agenda, and during the discussion on agenda items. Comment time is set at the discretion of the Chair.

Closed Sessions. Portions of a Commission meeting or an entire meeting may be closed to the public, under the specific criteria listed in the Brown Act.

Oversight of Operations

The Commission provides structure and direction for the operational, administrative and fiscal oversight of the Library. (Amended JPA Agreement, § VI.A.1)

Library Director. The Commission hires the Library Director, monitors the performance of the Director, and can terminate the employment agreement. The Commission will conduct an annual performance review of the Director. (Amended JPA Agreement, § VI.A.11)

Appeals. The Commission shall establish criteria and procedures relating to appeals of decisions of the Library Director relating to policies, facilities, and materials. (Amended JPA Agreement, § VIII.A.7) [TBD]

Legal Counsel. The Commission shall appoint a person, firm or entity to act as general legal counsel to the Commission and to the Library. (Amended JPA Agreement, § VIII.D) [TBD]

Budget. The Commission will work with the Library Director to develop the annual (or multi-year) budget, before each Fiscal Year, and revise it periodically as necessary. (Amended JPA Agreement, § VI.A.2)

The Commission with the assistance of the Finance Committee will track expenditures and revenue against the budget, and make adjustments as required. The Commission must ensure strict accountability of all funds and reports of all receipts and disbursements. (Amended JPA Agreement, § VI.A.3)

Execution of Documents. The Commission and the Library Director may authorize any officer or officers, agent, to enter into any contract or execute any instrument in the name of and on behalf of the Library, and such authority may be general or confined to specific instruments; and unless so authorized by the Commission, no officer, agent or other person shall have any power or authority to bind the Library by any contract or engagement or to pledge its credit or to render it liable for any purpose or to any amount.

Annual Report. The Commission will work with the Library Director to create an annual report on the State of the Library. (Amended JPA Agreement, § IX.D) Timing of the report is [TBD].

It is the responsibility of each Commissioner to share the report with their appointing body.

Communications / Relationships

Library Advisory Boards (LABs). The Commission shall appoint members to the LABs. The Commission shall develop procedures, purpose, and roles for the LABs. Each LAB has a Library Commissioner, and his/her role shall be defined. [TBD]

Liaisons. The Commission may appoint liaisons to the Commission to assist with outreach to school districts and other community institutions. The Commission will establish rules regarding roles, responsibilities, and procedures related to liaisons. (Amended JPA Agreement, § VIII.F) [TBD]