Executive Committee

Bylaws

Article VII, Section 4 of the Bylaws of North Los Angeles County Regional Center. The Executive Finance Committee shall consist of the duly elected Board officers and the most immediate past President still serving on the Board of Trustees. The Board shall have the authority to appoint up to an additional three (3) Trustees to the Executive Finance Committee. The President shall be the chairperson. Each individual Officer shall have one (1) vote even if an individual serves in multiple board offices (e.g. If the President is also the ARCA Delegate, then that individual only has one (1) vote even if serving as two (2) Officers simultaneously.  

Authority and duties are outlined as follows: the primary purpose of the Executive Finance Committee shall be to respond to matters of an urgent nature, which call for immediate action or commitment prior to the next scheduled meeting of the Board. In such matters, the Executive Finance Committee shall have the full power and authority of the Board, except that the Executive Finance Committee shall have no authority to do the following: adopt, amend, or repeal the Articles of Incorporation or these Bylaws, fill vacancies on the Board or any committee which has the authority of the Board; appoint committees of the Board or the Members; appoint or remove the Executive Director; remove a Trustee; amendment or repeal of any resolution of the board which by its express terms is not so amendable or repealable; expenditure of corporate funds to support a nominee for Trustee after there are more people nominated for Trustee than can be elected; approval of any self-dealing transaction.  

The Executive Finance Committee shall have the additional affirmative duty to ensure that a strategic plan is developed that encompasses the following: the development and implementation of the Regional Center’s annual performance contract, the objectives contained therein, and recommendations to the Board on adopting and modifying goals and objectives contained in the contract, identifying gaps in the service delivery system, including generic agencies, and recommend alternatives to close these gaps, such as systems advocacy, legislation, or interagency coordination. Advise the Board of Trustees on developing a long range resource development plan, and participate in the strategic planning of the types of services needed.  

The Executive Finance Committee shall review and monitor contract obligations of the Corporation; review and monitor the budget of the Corporation and expenditures and taxes of the Corporation’s funds; report expenditures to the Board; recommend policy in personnel matters regarding hiring, salaries, retention and related issues; and recommend policies affecting other areas of administrative services. In addition, as referenced above in Article IV, Section 2(d), and in the absence of an Audit Committee, the Executive Finance Committee shall be responsible for:  

• Reviewing the skills and performance of the Corporation’s independent auditing firm and recommending to the Board the retention and termination of the Corporation’s independent auditor 

• Negotiating the independent auditor’s compensation on the Board’s behalf 

• Conferring with the auditor to satisfy the Audit Committee that the financial affairs of the Corporation are in order 

• Reviewing the annual audit report and accompanying management letter prepared by the independent accounting firm and determining whether to accept the audit prepared by the independent auditor and recommend it to the full Board for approval or modification  

Should the Corporation not have a separate Audit Committee, then the Executive Finance Committee shall act as the Audit Committee for purposes of Government Code Section 12586 or any successor statute if the Regional Center is required to comply with said statute. 

The Executive Finance Committee shall also have such power and authority to perform such other duties as the Board may from time to time determine or delegate except that the Board may not delegate its authority to do any of those actions provided in Article IV Section 1 of these Bylaws. All business conducted by the Executive Finance Committee on behalf of the Board shall be reported at the next meeting of the Board. The Executive Finance Committee shall also have the power and authority to oversee the performance evaluation of and negotiate contracts with the Executive Director of the Regional Center.  

Conduct of Business

Meetings of the Executive Finance Committee shall be held at the call of the President or any two (2) members of said Committee, at such times the Board is not in session. Notice of Executive Finance Committee meetings shall be made in the same manner as Special Meetings of the Board as detailed in Article IV Section 10. A quorum shall be a majority of the Executive Finance Committee. Members of the Board are invited to express their opinions to the Executive Finance Committee and to attend any meetings of the Executive Finance Committee.  

Process

The Executive Committee meets two weeks prior to each meeting of the Board of Trustees.

The president of the Board of Trustees serves as chairperson of the Executive Committee. In the absence of the president, the first vice-president shall preside.

Content

The Executive Committee has the responsibility to:

• Review and discuss issues not referred to other committees of the board.
• Prepare the agenda for the meetings of the Board of Trustees.
• Appoint a Negotiating Committee to negotiate with the executive director. The Negotiating Committee will be comprised of 3 members of the Executive Committee that includes the board president, first vice-president and/or immediate past president or another member of the Executive Committee.
• Oversee the evaluation of the executive director and negotiate his/her contract.
• Receive information and recommendations from standing and ad hoc committees.
• Take action, as needed, either directly or by making recommendations to the full board.