MEETING DATE:
MAY 27, 2025
SUBJECT:
Title
SAN MARCOS COMMUNITY FOUNDATION BYLAWS AMENDMENTS
Body
Recommendation
Recommendation
NOTE AND FILE the San Marcos Community Foundation Bylaws amendments, and update the April 2025 declaration of vacancies to include one alternate position for the San Marcos Community Foundation.
Body
Board or Commission Action
The San Marcos Community Foundation Board of Directors approved updated and amended Bylaws at its Board meeting on May 20, 2025 by a 6 - 0 vote, with Board Member Crain absent.
Relevant Council Strategic Theme
Good Governance
Executive Summary
The City Council established the San Marcos Community Foundation (Foundation) on June 10, 1988. The Foundation Board currently has seven (7) members. The recent amendment to the Bylaws provided for the addition of one (1) alternate member to the Foundation Board, updated the Bylaws to align with the California Corporations Code and the Ralph M. Brown Act, removed unnecessary language that currently appears in the Bylaws, and requires the Foundation to secure the City Council's consent in the event it wishes to amend the Bylaws in future to remove or amend provisions relating to the City Council appointment of Board Members or the provision concerning indemnity issues in the event the Board is unable to reach a quorum.
The declaration of vacancies which was approved at a Regular City Council meeting on April 22, 2025, will be updated to reflect the vacancy for the alternate member of the Foundation. The City Council is scheduled to conduct the appointment process at the City Council meeting on Tuesday, June 24, 2025.
Discussion
The San Marcos Community Foundation is guided by Bylaws initially adopted on October 27, 1987. The Bylaws provide, among other things, that the Foundation shall consist of seven (7) members. The Bylaws do not currently address alternates serving on the Foundation. The Foundation would benefit from having one (1) alternate appoin...
Click here for full text