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HomeMy WebLinkAbout11/06/2001, C2 - APPOINTMENTS TO THE SAN LUIS OBISPO DOWNTOWN ASSOCIATION BOARD OF DIRECTORS f^ council 0t j acjcnoa REpoRt CITY O F SAN LUIS O B I S P O FROM: Deborah Holley,Administrator SUBJECT: APPOINTMENTS TO THE SAN LUIS OBISPO DOWNTOWN ASSOCIATION BOARD OF DIRECTORS CAO RECOMMENDATION Approve the appointments of Dawn Deibert, Kathi Main and Steve Owens to the San Luis Obispo Downtown Association Board of Directors. DISCUSSION The Downtown Association regularly holds Board of Directors elections in February. However, when Board seats are vacated prior to elections, the Downtown Association By-Laws provide for filling the vacancy by allowing the Board President to appoint a non-elected member to the seat. In June of 2001, Board member Dave Kastner stepped down when he closed his business, Cal Photo. Board President Tom Swem appointed Dawn Deibert, owner of Gigi's Mediterranean Cafe, to complete the remainder of Kastner's two year tern. In August of 2001, Vince Burke, owner of Mondeo's, stepped down from the Board after selling his business. Kathi Main, co- owner of Kevin Main Jewelry, accepted President Swem's appointment to complete the remainder of Burke's term. Finally, in September, Board member Bill Walter resigned and President Swem filled the seat by the appointment of Steve Owens, owner of SLO County Journal. All are Downtown Association members in good standing. The term of Kathi Main will expire in 2002. The terms of Ms. Deibert and Mr. Owens shall expire in 2003. CONCURRENCES The Downtown Association Board of Directors approved the appointments of Board President Tom Swem. FISCAL IMPACT Implementing the changes does not require any funding on behalf of the Downtown Association except for printing of new materials where Board rosters are listed. ATTACHMENTS #1 Minutes of the 14th August 2001 #2 Minutes of the 9`h of October 2001 #3 Downtown Association By-Laws Walter said this could be an opportunity to change the critical mass; recognize nature of problem and move expeditiously through the process. Swem said to say move forward aggressively on an acceptable parking and have a realistic time frame. Swem introduced Dawn Diebert as a new Board member replacing Dave Kastner; motion to approve appointment by C. Weaver, 2°d by Fike, PAIF; introduced Kathy Wolff as ex- officio member from Non Profit. Swem said Board member Vince Burke has not come to three Board members and so he will send a letter thanking Burke for his service and find a replacement. Taste of San Luis Weaver said she is meeting with Kathy Silva and Marilyn today;Maridee Bell is having health problems; need all board members signed up to work the day of; next meeting is the 3151. Fire Sprinkler Meeting Swem said a meeting will be held for those property owners who have not converted their buildings to meet fire sprinkler requirements on August 28' 6 PM. Ambassador Program Schinkel said may find that vacations keep people from being able to participate; take a bye for August, talk about it at the breakfast, photos at the table. Main St. Conference Holley said she, Bragg, James, Weaver and Swem will be attending. A motion was made by Schinkel to attend, 2"d by Walter, PAIR Japanese Visitors Holley invited Board members to attend lunch with Japanese guests. Parking and Access Walter said parking committee is now getting a monthly inventory sheet; considerable temporary losses due to garage expansion and restroom; also looking at utilize new parking in railroad center with shuttle for larger employers. Design Holley said new banners are up; Josephine Crawford will be honored at breakfast. ca-a ioAi Swem asked about the numbers of"kids" from Garden St. who participate; Whitaker said the first event was more inclusive of this group because it was "looser" and second one was produced more tightly but had spectators of that element. Whitaker said people at Linnaeas support idea. Whitaker asked group to consider the concept both in light of original objectives and potential impact on both local businesses and community at large. Seeks support of Association both in concept and umbrella organization for applying for grants. Whitaker said he sees this as an annual or semi-annual event. Whitaker said main difference from current TNA events is that it would have a focus, a fabric; using drama and theatre. New Board Members Swem introduced Kathy Main and Steve Owens. Motion to approve appointments of Main and Owens to the Board to fill vacant seats of Vince Burke and Bill Walter by B. Weaver, 2"d by Shaw, PAIF. TNA/Promotions Bragg said going into holiday season; this weekend one-day sale, on Sunday Garden St. Clear Out Sale; Halloween events; hired Pete Dorn as parade coordinator; Marx suggested it occur before the students go home. C. Weaver, Fike and Shaw had good ideas; Bragg invited them to attend committee meeting. Wolff suggested going to service club; money they make could be donated to the club. Higuera St Bridge Holley gave an update; project is slated for completion November 12. Taste of San Luis C. Weaver said she's gotten a lot of positive response; people enjoyed the smaller crowd; Cisco's patio was a highlight. Will have financial figures for next meeting. Swem said he spoke with a lot of people who felt it was good that we went ahead for the. fellowship and sense of community. ca 3 BYLAWS OF THE SAN LUIS OBISPO DOWNTOWN ASSOCIATION ARTICLE I. STATUTORY AUTHORITY; NAME Section 1.1 This organization is established pursuant to Chapter 12.36 of the San Luis Obispo Municipal Code and shall be known as The San Luis Obispo Downtown Association, or the SLO Downtown Association. ARTICLE II. PURPOSE Section 2.1 The SLO Downtown.Association is created to implement the specific purposes for which Chapter 12.36 of the San Luis Obispo Municipal Code was enacted. A copy is attached hereto as Exhibit"A" for reference and incorporated as though fully set forth. ARTICLE III. MEMBERS Section 3.1 Classification of Members. The Association shall have one class of members only and each member shall have equal voting and other rights; provided,however that voluntary members may not serve on the Advisory Board of Directors. Section 3.2 Elizibili : Membership shall be comprised of all holders of active city business tax certificates within the defined SLO Downtown Association boundaries. Businesses, individuals or institutions outside the district with an interest in furthering the goals and mission of the Downtown Association may join the organization as a voluntary member at an annual fee established by the Board of Directors. Any business,person or institution within the SLO Downtown Association boundary but exempt from the payments of the business license tax shall also be permitted to voluntarily associate as a member at an annual fee. such voluntary members as described.herein may:serve on any standing or ad hoc committees only, as appointed by the SLO Downtown Association president. Voluntary membership shall not exceed 15 per cent of the total membership at any time. Section 3.3 Boundaries. The boundaries of the SLO Downtown Association shall be as set forth in Section 12.36.020 of the San Luis Obispo Municipal Code. ARTICLE IV. DIRECTORS Section 4.1 Government; Number: The government of the SLO Downtown Association shall be vested in, and the business conducted by, a board of(11) Directors who shall be members in,good standing and serve without salary. Collectively the Directors shall be known as the Advisory Board of Directors,or simply, the Board of Directors., Section 4.2 Function. The Board of Directors,in carrying out the purposed of the SLO . Downtown Association shall advise and recommend policy to the San Luis Obispo City council pursuant to Section 12.36.080 of the San Luis.Obispo Municipal Code. Section 4.3 Terms of Office. Each directors shall-hold office for a term of 2•(two)years and excepting those members who are serving on the Board of Directors on the date of the adoption of these amended Bylaws, shall be permitted to seek re-election for a second two (2)year term. 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. ca-� Section 4.4 Removal of Directors. Any Director may be removed and replaced by the City Council at any time after considering the recommendations 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 an appointment for the unexpired term by the President with the approval of the City Council. Section 4.6 Absences. With the unexcused absence of a member of the Board from three (3) regular meetings in any twelve (12) month period, and recorded by the Board,the President may nominate a replacement with concurrence of the Board and appointment by the City Council. Section 4.7 Nominations. In November of each year, the President shall select a Nominations Committee comprised of at least three (3) regular members of the SLO Downtown Association in good standing; who may or 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 two years and shall prepared 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 January meeting. The Board shall then cause a ballot to be prepared.showing the full list of candidates and the names of their businesses as indicated by their City Business Tax Certificates. Said ballot shall contain additional space for possible write-in candidates and voting instructions on the ballot indicating the number of vacancies to be filled. Section 4.9 Annual Election. By the first of February the official ballot shall be mailed to each member of the SLO Downtown Association to be returned on or before 5:00 PM of a date certain as established by the Nominations Committee. Section 4.10 Election Results. Returned ballots shall be canvassed by the Nominations Committee and reported at the regular meeting of the Board of Directors in March for verification of results. Section 4.11 Council Appointment. The results of the SLO Downtown Association election, as confirmed by the Board of Directors, shall be presented to the City Council in March for official appointment and the new Board members shall take their positions in April the next following. ARTICLE V. MEETINGS Section 5.1 Rewlar. The Board of Directors shall meet at least once each month at a place and time determined by the Board.and public notice shall be posted of such meeting in accordance with standard City procedures and applicable State laws. Section 5.2 Special. Special meetings may be called by the President or three(3)Board members when deemed necessary in accordance with standard City procedures and applicable State laws. Section 5.3 Quorum. A majority [one half(1/2)plus one(1)] of the authorized number of Board members shall constitute a quorum at any Board meeting. Section 5.4 Transactions of the Board. Any act or decision done or made by a majority of the Directors present at a meeting duly held shall be the act of the Board. Ca- S