CSMFO Bylaws

(Updated August 2022)

Article I – Name, Purpose and Structure

Section A.
This organization shall be known as the California Society of Municipal Finance Officers, which in these by-laws shall be referred to as “CSMFO”.

Section B.
The purpose of the organization shall be to promote professional administration of government finance and to strive for the attainment of professional status of all those responsible for the conduct of the activities of the field.

Section C.
The organization may have such Chapters as may be necessary or desirable for the best conduct of meetings.

Section D.
The fiscal year shall be January 1 to December 31.

Article II – Membership and Dues

 Section A. Qualifications

  1. Membership shall be open to any person presently or formerly actively engaged in the field of government finance in one of the following classifications, providing no direct conflict of interest exists. A member shall be considered to be in good standing if his or her dues are paid for that membership year and his or her professional conduct adheres to the values of CSMFO.
    a. Municipal member.This classification shall be open to all public employees and elected or appointed officials having responsibility for, oversight of, or engaged in, the function of government finance in any city, county, or special district in the State of California. Municipal members that cease to be employed, for whatever reason, may continue as a municipal member through the end of the membership year or until they are once again employed under the municipal membership categorization, whichever comes first. If a municipal member accepts employment outside the municipal eligibility, the member’s categorization shall change effective with their first date of new employment, and all rights and privileges of the new classification shall immediately take effect. Dues for the new category will be assessed upon the beginning of the next membership year.
    b. Other Government member. This classification shall be open to any person employed by a government agency that is not eligible for municipal membership.
    c. Commercial member. This classification shall be open to persons not currently employed by a governmental agency whose livelihood derives principally from activities of a commercial or professional nature directly related to government finance. The board of directors may adopt other categories within the Commercial member classification. Commercial members that cease to be employed, for whatever reason, may continue as a commercial member through the end of the membership year or until they are once again employed under the commercial membership categorization, whichever comes first. If a commercial member accepts employment outside the commercial eligibility, the member’s categorization shall change effective with their first date of new employment, and all rights and privileges of the new classification shall immediately take effect. Dues for the new category will be assessed upon the beginning of the next membership year.
    d. Other Classifications. The board of directors may from time to time adopt through the CSMFO Policies and Procedures Manual other membership categories such as Student, Professor, Honorary, or Retired, and determine specific membership dues, if any, for each category.

Section B. Membership Determination
Any dispute involving eligibility for or classification of membership shall be resolved by a two-thirds (2/3) vote of the board of directors. The Board of Directors may delegate such determination.

Section C. Dues and Assessments

  1. Dues will be payable annually on a calendar year basis, and will be due January 1 of each year. Members who permit their dues to remain unpaid on March 1 shall automatically be suspended from membership until all dues are paid. Dues may be prorated at the discretion of the board of directors.
  2. Dues by category shall be determined from time to time by the board of directors. No Chapter shall be authorized to collect separate dues.
  3. No assessments, other than dues, may be levied except by affirmative vote of two-thirds (2/3) of municipal members in good standing. Said vote shall be taken by ballot or any other means approved by the board of directors.

Section D. Rights and Privileges
Persons of all classifications shall be accorded full rights and privileges as provided hereinafter except that only those persons in the municipal member classification shall be eligible to serve on the CSMFO board of directors, hold a leadership position on a CSMFO standing committee, or serve as a chapter leader. All members in good standing shall be accorded the right to vote, except that only municipal members shall vote on by-laws amendments.

Article III – Directors and Officers 

Section A. Directors
There shall be a board of directors consisting of the president, the president-elect, the immediate past president, and six members elected at large. Of the six members elected at large, an effort shall be made by the nominating committee to maintain balance such that three shall be from the southern portion of the state and three shall be from the northern portion. However, in years where the nominating committee determines that such balance is not in the best interests of CSMFO, up to four members may serve on the board of directors from either the northern or southern portion of the state. Should any matter before the board of directors create a conflict of interest, the director so conflicted shall disclose the nature and abstain from vote on the matter.

Section B. Officers
The officers of this organization shall consist of a president who shall automatically assume the office after serving one year as president-elect, a president-elect who shall be elected annually at large, the immediate past president, and a secretary and a treasurer who shall be appointed by majority vote of the board of directors. The offices of secretary and treasurer may be held by the same person at the discretion of the board of directors. The board of directors, by majority vote, may employ an executive director in lieu of appointing a secretary and a treasurer, such person to serve at the pleasure of the board and to perform all routine administrative duties assigned to the secretary and treasurer elsewhere herein and necessary for the effective administration of the organization. The office(s) of secretary and treasurer may be held by a member or members of the board of directors, the Executive Director, or any municipal member in good standing.

Section C. Elections
A nominating committee shall be annually appointed by the president no later than August 1 of each year. The composition of the nominating committee shall be the president-elect, president, immediate past president, and up to five (5) additional past presidents. The president-elect shall chair the nominating committee. The nominating committee shall develop a slate consisting of at least two (2) candidates for board member and one (1) candidate for president-elect.

The nominating committee is to report its recommendations to the board of directors no later than October 1 of each year. Ballots shall be delivered by any means approved by the board of directors to all members and voting shall be open for thirty (30) days. Election results shall be reported to the board of directors no later than December 1 of each year.

Section D. Eligibility
Any municipal member in good standing is eligible for election to membership on the board of directors or for the office of president-elect. A change in membership category will require a member of the board of directors to vacate the board position or office. In the event that a member of the board of directors is no longer eligible for municipal membership due to a change in employment status other than one that immediately results in a change of membership category, the member shall have up to six months to obtain eligible employment again before their membership on the board of directors is terminated. No member shall be eligible to be elected to more than one full term on the board of directors or as president, but a former board member or officer may be recalled as outlined in Section F – Vacancies below.

Section E. Term
The term of office for the president, president elect, immediate past president, and new directors shall commence on January 1.

The term of office for the president, president elect, and immediate past president shall be for one year. The president-elect shall assume the office of president by automatic right of succession at the conclusion of their term as president-elect.

The term of office of the directors shall be for three years, except in situations as outlined in Section F.

Section F. Vacancies

  1. If the office of president becomes vacant, the president-elect shall forthwith succeed to the balance of the unexpired term, thereafter continuing as president for their regular one-year term.
  2. If the office of president-elect becomes vacant prior to the routine election process concluding for the subsequent year, the president shall call a special election to fill the vacancy in accordance with the procedures set forth in Section C, excepting that the dates shall be adjusted to provide the earliest possible election process, and that the successful nominee shall immediately take office upon completion of the election. If the office of president-elect becomes vacant subsequently to the routine election process concluding, the incoming president-elect shall immediately begin their term in order to fill the vacancy and shall continue to serve in the new year.
  3. If the office of immediate past president becomes vacant, the most recent past president who is still a municipal member in good standing and willing to serve shall assume the office of immediate past president for the balance of the unexpired term.
  4. In the event that the offices of president and president-elect become vacant at the same time, the immediate past president shall assume the office of president for the balance of the unexpired term and shall call a special meeting of the most recently convened nominating committee to propose new candidates for president-elect. A special election to fill the vacancy of president-elect shall then be scheduled as soon as practicable.
  5. If any director’s office becomes vacant during their regular term of office, the president shall call a special meeting of the most recently convened nominating committee to propose new candidates for consideration by a majority vote of the Board of Directors. Members that have previously served on the board of directors are eligible to fill director vacancies, provided the remaining term of the vacancy being filled is two years or less.

Section G. Duties of Directors and Officers

  1. The board of directors shall be the governing body, act on behalf of CSMFO, and set policies and administrative procedures not specifically covered in these by-laws.
  2. The board of directors may establish standing or ad-hoc committees to achieve the strategic goals and business activities of CSMFO. The leadership roles of chair, vice chair, and senior advisor shall be appointed for one-year terms by the incoming president each year.
  3. The president, president-elect, and immediate past president shall comprise the executive committee, which shall:
    a. Serve as the audit committee for CSMFO;
    b. Submit an annual budget for consideration by the board of directors;
    c. Determine the agenda content and order for meetings of the board of directors, provided, however, that any member of the board of directors or standing committee chair may add an item to the agenda directly without the concurrence of the executive committee;
    d. Advise and provide direction to the executive director, should one be employed, between meetings of the board of directors; and
    e. Take any other actions that are in the best interests of CSMFO between meetings of the board of directors that cannot in the unanimous judgment of the members of the executive committee wait for a meeting of the board of directors to be called;
    f. Report all actions taken by the executive committee to the board of directors at its next meeting; and
    g. Take no other actions nor enjoy any other powers beyond these unless given or assigned by majority vote of the board of directors.
  4. The president shall:
    a. Preside at all meetings of the board of directors, executive committee, and meetings of the general membership;
    b. Represent the organization to other professional organizations;
    d. Appoint and participate on the nominating committee;
    e. Take no other actions nor enjoy any other powers beyond these unless given or assigned to them by majority vote of the board of directors.
  5. The president-elect shall:
    a. Assume the office of president as provided in Sections B and G herein;
    b. Chair the annual conference host committee and nominating committee;
    c. Appoint standing committee leadership roles of chair, vice chair, senior liaison;
    d. Assist the president in such a manner as shall be requested by the president;
    e. Discharge pro tempore, the duties of the president in the president’s absence; and
    f. Take no other actions nor enjoy any other powers beyond these unless given or assigned to them by majority vote of the board of directors.
  6. The immediate past president shall:
    a. Serve as the chapter chair liaison;
    b. Participate in the nominating committee.
    c. Chair any board of directors meeting in the absence of the president and president-elect; and
    d. Take no other actions nor enjoy any other powers beyond these unless or assigned to them by majority vote of the board of directors.
  7. The Executive Director, if employed, or in their absence the secretary and treasurer shall with the assistance of contractors and/or employees of CSMFO:
    a. Keep a record of proceedings of meetings;
    b. Issue notices of meetings;
    c. Issue correspondence on behalf of CSMFO;
    d. Collect all fees and dues;
    e. Maintain the financial records for CSMFO;
    f. Render a financial statement each month indicating the financial status of CSMFO;
    g. Control and make all disbursements of CSMFO as authorized in the annual budget approved by the board of directors
    h. Ensure an operating budget for the subsequent year is submitted to the board of directors by calendar year end; and
    i. With approval of the board of directors, employ a person, persons, company, or companies to assist with the administration of CSMFO.

Article IV – Meetings

Section A. Number of Meetings

  1. There shall be not less than two (2) meetings of the board of directors each year.
  2. There shall be at least one (1) meeting each year of the general membership, held in conjunction with the annual conference.

Section B. Quorum

  1. A quorum of the board of directors shall consist of a majority of directors.
  2. A quorum for conduct of business at a regular meeting shall consist of a majority of the members present at said meeting.

Section C. Closed Sessions
Closed sessions of the board of directors may be called at any time for the purposes of discussing confidential, legal, contract negotiation, or personnel matters by the president or at the request of a majority of the other members of the board of directors, provided at least twenty-four (24) hours’ notice is given in writing. Any actions taken by the board of directors during a closed session will be reported during the next regular meeting of the board and recorded in meeting minutes.

Section D. Chapter Meetings
Chapter organization and meeting schedules shall be determined by the chapter membership, and each chapter shall select leaders, including at a minimum, a chapter chair. The leadership shall be municipal members, and shall act as the liaisons between the officers of the organization and the chapter.

Article V – Amendments

Section A. Amendments to By-Laws

Amendments to the by-laws may be made by a two-thirds (2/3) vote of the voting members by electronic means or any other means as approved by the board of directors. Notice of the amendments shall be provided to the members no less than thirty (30) days prior to voting. The voting period shall commence immediately following the thirty-day notice, and be open for a period of one (1) week.