Power and Authority

The Commission on the Status of Women and Girls (“Commission”) shall have the powers and authority set forth in Government Code sections 8244 and 8246, as amended from time to time, and such other powers and authority as the California Legislature (“Legislature”) shall from time to time establish. All applicable laws of any governmental authority or agency having jurisdiction over the Commission are hereby incorporated by reference as if fully set forth herein. In the event of a conflict between such applicable law(s) and any provision of these by-laws, the applicable law(s) shall control, and such by-laws provision(s) shall be considered null and void; provided, however, that all provisions of these by-laws not so affected shall remain in full force and effect.

These bylaws are to be used as a governing instrument. The Commission shall have the powers and authority necessary to carry out the duties imposed upon it by this chapter, including, but not limited to, the following:

Gov. Code, § 8244:

(a) To employ such administrative, technical, and other personnel as may be necessary for the performance of its powers and duties.

(b) To hold hearings, make and sign any agreements and to do or perform any acts which may be necessary, desirable, or proper to carry out the purposes of this chapter.

(c) To cooperate with, and secure the cooperation of, any department, division, board, bureau, commission, or other agency of the state to facilitate it properly to carry out its powers and duties hereunder.

(d) To appoint advisers or advisory committees from time to time when the Commission determines that the experience or expertise of such advisers or advisory committees is needed for projects of the Commission. Section 11009 is applicable to advisers or advisory committee.

(e) To accept any federal funds granted, by an act of Congress or by executive order, for all or any of the purposes of this chapter. Prior to applying for or accepting any federal grants, CCSWG must file a request for the authority to do so. This process can take up to six (6) months.

(1) To accept any gifts, donations, grants, or bequests for all or any of the purposes of this chapter, and to conduct fundraising activities that may require payment or purchase to attend.

(2) Article 9 (commencing with Section 11120) of Chapter 1 of Part 1 of Division 3 shall not apply to the Commission at a fundraising event held or organized by the Commission, provided that a majority of members do not discuss among themselves any item of business of a specific nature that is within the subject matter jurisdiction of the Commission.

(3) Article 9 (commencing with Section 11120) of Chapter 1 of Part 1 of Division 3 shall not apply to any meetings conducted solely for purposes of raising funds for the Women and Girls Fund, provided that no other item of business that is within the subject matter of the commission is discussed, deliberated, or acted upon.

Gov. Code, § 8246:

 (a) The Commission is expressly authorized to inform the Legislature of its position on any legislative proposal pending before the Legislature and to urge the introduction of legislative proposals.

(b) The Commission is expressly authorized to state its position and viewpoint on issues developed in the performance of its duties and responsibilities as specified in this chapter.

(c) This section is declaratory of existing law.

Functions (Gov. Code, § 8245)

(a) Study the following policy areas, including, but not limited to, to examine any laws, practices, or conditions concerning or affecting women and girls which impose special limitations or burdens upon them or upon society, or which limit or tend to limit opportunities available to women and girls (Gov. Code, § 8245, subd. (a)):

(1) Gender equity in the media.
(2) Educational needs of women and girls.
(3) Gender in the workplace and employment.
(4) Health and safety of women and girls.
(5) Women in the military, women veterans, and military families.
(6) State laws regarding the civil and political rights of women, including pensions, tax requirements, property rights, marriage and dissolution of marriage provisions, and similar matters.
(7) The effect of social attitudes and pressures and economic considerations in shaping the roles to be assumed by women in society.

(b) The Commission shall act as an information center on issues that affect the lives of women and girls (Gov. Code, § 8245, subd, (b));

(c) Recommend, develop, prepare, or coordinate materials, projects, or other activities, and shall give technical and consultative advice to public or private groups or persons concerned with any of the following (Gov. Code, § 8245, subd.

(1) Preventing or minimizing problems brought about by the changing roles and responsibilities of women.

(2) Developing programs to encourage and enable women to be fully contributing members of society.

The Commission shall perform these functions:

• Advise the Legislature and the Governor on matters of particular concern to women and girls;
• Inform Legislature of its position on any legislative proposal pending before the Legislature and urge the introduction of legislative proposals (Gov. Code, § 8246); Initiate, promote, and take appropriate steps to inform the public about current and proposed legislation affecting women and girls;
• Collect and disseminate information on issues of concern to California women and girls;
• Coordinate group and individual activities throughout the state regarding Commission programs and priorities;
• Evaluate compensation and classification plans determining where compensation and classification inequities exist based on comparability of the value of work, giving primary consideration to identifying and correcting inequities between female-dominated and male- dominated classes of employees in the state, if funds for said evaluation are appropriated by the Legislature in the annual Budget Act or another statute (Gov. Code, § 8248);
• Hire staff or contract for those experts or technical and professional services as may be required for the completion of the study required by Section 8248. Staff hired pursuant to this section shall be hired in compliance with the State Civil Service Act (Part 2 (commencing with Section 18500) of Division 5 of Title 2). Contracts awarded pursuant to this section shall comply with Section 19130 (Gov. Code, § 8250);
• Provide technical and consultative assistance and advice on matters relating to the needs of California women and girls; Perform such other functions as are outlined in Government Code, section 8245, as amended from time to time;
• Develop a strategy to attract financial support from private donors to reduce the Commission’s dependence on state funding (Gov. Code, § 8245, subd. (d));
• Encourage women’s and girls’ organizations and other groups to institute local self-help activities designed to meet women’s educational, employment, and related needs. The Commission shall make reports on its activities, findings, and recommendations to the Legislature from time to time, but not less often than every odd numbered year (Gov. Code, § 8245, subd. (e)). 

Funding

Chapter 28, Statutes of 2013 (Senate Bill 71), Section 5, Government Code 8250.1 states:

The Women and Girls Fund is hereby created as a fund in the State Treasury to carry out this chapter in support of the Commission upon appropriation by the Legislature in the annual Budget Act. Subject to the approval of Department of Finance, all moneys collected or received by the Commission from gifts, bequests, or donations shall be deposited in the State Treasury to the credit of the Women and Girls Fund, in accordance with the terms of the gift or donation from which the moneys are derived and in accordance with Sections 8647, 11005, 11005.1, and 16302 of the Government Code. Upon the approval and the establishment of Women and Girls Fund special deposit fund for the purposes of supporting the activities of the Commission on the Status of Women and Girls shall be transferred to the Women and Girls Fund. (Gov. Code, § 8250.1.).

COMMISSION MEMBERS

The members of the Commission (individually, “member” or “Commissioner;” collectively, “members” or “Commissioners”) shall be those individuals designated in Government Code section 8241, as amended from time to time. 

Under section 8242(b), the Commission shall select annually from its membership a chairperson and vice-chairperson. Per section 8241, the Commission shall consist of 17 members to be appointed as follows: (5)(A) Seven Commission members are appointed by the Governor, with the consent of the Senate. (1) Three Members of the Senate and one public member appointed by the Senate Committee on Rules. (2) Three Members of the Assembly and one public member appointed by the Speaker of the Assembly. (3) One public member is appointed by the Superintendent of Public Instruction. (4) The Labor Commissioner. (5)(B) One of these public members shall be a veteran or a member of the military. The Members of the Legislature shall serve at the pleasure of the appointing powers.

The Government Code also requires that public member appointees of the Speaker of the Assembly and the Senate Committee on Rules, and appointees of the Governor shall serve at the pleasure of the appointing authority. All persons appointed according to Section 2 of Chapter 1378 of the Statutes of 1965, as amended by Chapter 382 of the Statutes of 1973, shall continue in office until the expiration of their term and the appointment of their successors. The appointing powers may reappoint a member whose term has expired and shall immediately fill any vacancy for the unexpired portion of the term in which it occurs. The appointing powers shall, in making appointments of public members to the Commission, make every effort to ensure that there is a geographic balance of representation on the Commission. All appointees shall hold office until the appointment of their successors.

The Commission’s primary responsibility is to determine the character of the Commission, to establish overall policy, direction, and to assure financial stability. The Commission has the responsibility for the effective implementation of the policies it adopts. No Commissioner can individually be responsible for the work or actions of the whole Commission. However, when a person agrees to serve on the Commission, he/she is assuming some responsibilities and must comply with certain legal standards. These are commonly known as care, loyalty, and obedience. Commissioners are expected to adhere to their duties as outlined below.  If duties are not adhered to, intentionally violated, and Conflicts of Interest (COI) arise, the Appointing Authority will be notified in writing by members of the Executive Committee for advice/action.

The Commissioners will Adhere to: 

• Putting the Commission first over self-interest or personal gain.
• Ensure the health, effectiveness, and brand of the Commission is the priority.
• Recusing oneself from votes/committee/leadership participation if COI arise.
• Professionally accepting outcomes of the majority vote.
• Adhering to the Bagley Keene Act avoiding concurrent communication with two or more Commissioners in a single correspondence.
• Advocating topics aligned with the approved Commission’s strategic priorities.
• Honorably represent the people of the entire state of California.
• Establish general policy within the framework of policy established by the Legislature and the Governor following state and federal laws and regulations.
• Participate in project initiation and oversight.
• Advise the Governor and the Legislature on matters of Commission expertise and policy, in consultation with the Executive Director.
• Possess sound judgment, as demonstrated by the management of their affairs.
• Attend regularly scheduled and special meetings of the Commission and, upon request of the Chair or invitation of the Executive Director, other meetings, events, forums, seminars, and the like, that further Commission objectives.
• Inform the Chair and the Executive Director of any activities wherein they act in an official capacity representing the Commission prior to the event.
• Agree to support the mission and work.
• Partake in most regularly scheduled Commission and Committee meetings. If unable to attend, notify the Chair at least two weeks in advance of your pending absence to ensure quorum can be met.
• Understand and embrace fiduciary responsibilities. Fiduciary responsibilities involve the following duties: key of care, loyalty, good faith, confidentiality, and disclosure. Duties not included are: prudence (due to the inability to directly “manage” state funds).
• In the absence of or in coordination with the Chair and Executive Director, act as an ambassador for the organization, when in public, speak with one voice outside the standard meetings.
• Volunteer outside the Commission when appropriate. If able, inform the Commission staff and provide a summary, if possible, to highlight the good work Commissioners do advocating for women and girls outside an official Commission event.
• Review bylaws, policy and suggest changes at least once a year.
• Accept Committee or task force assignments and participate fully. Provide summaries to the Chair and Staff for Board packet inclusion and be willing to brief Commission if asked.
• Recuse themselves from participation on Committees or voting if direct financial or personal professional gain is intended creating conflicts of interest.
• Regularly interact with the Commission Chair and Executive Director as needed.
• Avoid assigning tasks directly to Commission staff unless the ED initially approves to avoid loss of staff focus and pressure which can create a stressful work climate.
• Commissioners should refrain from representing the Commission to government officials, industry leaders, or advocacy groups in any manner that is not aligned with the Commission’s goals and priorities, except in cases where Legislative Commissioners are engaging in their official capacities as elected officials.

Term of Office
The terms of office of the members of the Commission shall be as outlined in Government Code section 8241, as amended from time to time. Individuals may be elected to an officer position for no more than three consecutive terms.

Officers
The five peer elected officers of the Commission (“Executive Committee”) shall be a chairperson, (“Chairperson”), a vice-chairperson (“Vice- Chairperson”), a second vice-chairperson, (“Second Vice-Chairperson”), a “Public Appointee Liaison”, and a “Legislative Body Liaison”. No Commissioner shall simultaneously hold more than one of the offices designated in this section. The officers shall be elected for a term of two years by their fellow Commissioners. Individuals can only be elected to each officer position for no more than two three consecutive terms. 

The Chair
The following applies to the Chair of the California Commission on the Status of Women and Girls:

• Elected, majority vote, by the Commission in May and begins their term in July.
• Serves as a spokesperson on policy matters for the Commission in collaboration with the Executive Director and Policy Director.
• Presides at Commission meetings and activities, calls special meetings as required, establishes or abolishes Committees, Subcommittees, and Ad Hoc Committees and makes Committee assignments.
• Serves, in partnership with the Executive Director, as liaison to other agencies and organizations related to the work of the Commission.
• Establishes and maintains effective and positive collegial relationships.
• Appoint the members of all committees of the Commission, except the Executive Committee and Governance Committee (as hereinafter defined).

(a) The Chair must serve on the Executive Committee (as hereinafter defined) and Strategic Planning Committee.

(b) Notifies members of the Commission about issues that can negatively tarnish its’ reputation or violation of rules. Major concern is defined as any topic or issue that qualifies for an unscheduled meeting (legal and compliance issues, budget and financial emergencies, personnel and leadership decisions, health, safety, and security issues, time-sensitive policy, or legislative actions, and contracting and procurement issues).

• Must obtain a majority vote of the Full Commission before committing the Commission to any action that is new or pivots from the Commission strategic plan.
• No one shall be elected Chair until they have served for two years as a Commissioner unless no one with such qualification is available to serve as Chair.
• The Chair is responsible for engaging and seeking the advice of the Executive Committee of any matter that can be resolved prior to a full Commission meeting.
• The Chair is responsible for ensuring that the Commissioners are aware of and fulfill their governance responsibilities; comply with applicable laws and bylaws; conduct Commission business effectively and efficiently; are accountable for their performance.
• The Chair must establish a monthly meeting with the ED to review Commission business and inform one another on emerging issues/opportunities, with regular communications in between.
• It is expected that the Chair and ED will respond to one another within two business days. If the Chair is unavailable, the Vice Chair will be delegated to fulfil duties.
• The Chair may delegate specific duties to the Executive Director, Commissioners, and/or committees as appropriate; however, the final accountability for them remains with the Chair.
• The Chair is expected to review and understand the organization’s by-laws, policies and procedures, financial and legal situation, and strategic plan.

 Vice Chairs

The following applies to the First and Second Vice-Chairs of the California Commission on the Status of Women and Girls:

• Elected by Commission in May and begins their term in July.
• Serve as a member of the Executive Committee (as hereinafter defined).
• Carry out the duties of the Chair with the powers and duties prescribed by these Bylaws when the Chair is absent.
• Act as a leader and advocate for the Commission.
• One Vice Chair must serve on the Strategic Planning Committee.
• One Vice Chair must serve on the Policy Committee.

 Legislative Body and Public Appointee Liaisons
The following applies to commissioners who serve as Liaisons of the California Commission on the Status of Women and Girls:

• Elected by the Commission in May and begins their term in July;
  Serves as members of the Executive Committee (as hereinafter defined);
• Serves as lead for facilitating participation in Commission activities by Legislative/Statutory or Publicly appointed members and identifying issues/opportunities to address with the Commission regarding participation challenges on behalf of each;
• Performs such other duties as the Chairperson may deem necessary and may request to facilitate the conduct of the Commission’s business; and
• Acts as a leader and advocate for the Commission.

Removal from Office
Action to remove an Executive Committee officer shall be under the following procedure:

(a) Written notification must be submitted to the Commission Chair from a Commission member(s) describing the specific cause for which removal is sought.

(b) The Commission Chair will notify the Executive Committee and seek advice.

(c) The Executive Director will be notified by the Chair and may be asked to notify the officer charged by registered mail and email within two (2) working days of receiving the charges. Any member so notified shall have ten (10) days to respond to the Chair. Following this ten (10) day period, the responsible parties shall notify the Executive Director within ten (10) days as to whether they wish to request the removal of the officer. If the responsible parties are satisfied by the officer’s response that no sufficient cause exists, the matter will be closed with written notice to the Executive Director and the officer.

(d) If the group or individual requesting removal is not satisfied by the response of the officer or if the officer fails to respond in ten (10) days, the Executive Director shall be directed to put the issue on the agenda at the beginning of the next Commission meeting.

(e) Written charges shall be reviewed at the specified meeting of the Commission.

(f) A majority vote shall be required to remove an officer from office. If removal of the Chairperson is under consideration, the Vice-Chairperson shall preside.

(g) Any officer may be removed from office at any time, with or without cause, by majority a vote of the Commissioners. Officers were voted in by their peers and can be removed due to lack of confidence by their peers.  The Commissioner remains on the Commission at such time the state appointing authority may/may not recommend removal from the Commission as a whole.

(h) Any officer may resign his or her office at any time, such resignation to be made in writing and delivered to the Chair and copied to the Executive Director and to take effect immediately without acceptance by the Commission.

(i) If an issue exists between the Commission Chair and Executive Director, the Executive Committee made up of elected Officers shall evaluate the situation and determine a path forward for mediation.  If the situation cannot be resolved after two attempts at mediation, the Executive Committee will call an additional session for the full Commission to determine next steps. 

(j) If differences between the Chair and Executive Director can’t be rectified at the expense of a healthy Commission, the officers of the Commission will send the Chair’s appointing body written correspondence seeking counsel.

Vacancies
Notwithstanding any other provision contained in these by-laws, any vacancy of an officer position that occurs during an unexpired term of office shall be filled by the Chair, or Acting Chair, until an election can be held at the first regularly scheduled Commission meeting following the occurrence of such vacancy. At such a meeting, the acting Chairperson shall take nominations from the floor to fill such vacant position(s). The election of such officer(s) shall then be conducted by a roll call vote, and they shall serve in that position until the next election meeting or until the Commission votes to replace that Commissioner.

Executive Director
The Executive Director (ED) is hired by, serves at the pleasure of, and reports to the Commission. The position is subject to all applicable state laws for C.E.A. classified state employees. Subject to the control of the board and such supervisory powers as the board may assign to the Chair of the board, the Executive Director shall be the chief executive officer and official advisor and executive agent of the Commission.  The Executive Director reports regularly to the Chair and provides day-to-day direction and leadership toward the achievement of the Commission’s philosophy, mission, strategy, and goals. The Executive Director implements the strategic goals and objectives of the Commission and is expected to represent the Commission publicly and as an official spokesperson. The Executive Director is specifically accountable for the execution of the Commission’s strategic plan and initiatives within the authorized budget of the organization, which aligns with the delegated authority deemed by the state, and in compliance with all applicable laws and regulations.

The Executive Director is responsible for the day-to-day activates of the Commission with various administrative tasks, program, and service delivery, managing financial risk and budgetary oversight and advocacy, tax, facilities management, human resource management, community, external relationships, and public relations, keeping the Commission informed, and various fundraising functions in collaboration with Commission committees.  The ED is responsible for fiduciary oversight ensuring ethics, gaps, and opportunities are identified. Contracts that are more than $250K must be approved by the full Commission.

The staff report directly to the Executive Director.  Commission Chair, Officers, or other Commissioners are not to engage the staff to perform allocation of funds, lobbying for specific positions, requests for employment or board seats, developing new programs, hiring, or personal assistance not related to Commission work. Commissioners can, however, ask for administrative assistance in the form of notes, memorandums, research, and calendar items, if approved by the Executive Director. Open communications between the Commissioners and staff are encouraged when task specific and not personal in nature. State law addresses processes of state employees vs. Commission appointees. Commissioners do not have the authority to task employees. As a courtesy, when Commissioners seek advice from staff, the Executive Director must be initially informed via cc’d emails, calls, or texts until such time the Executive Director gives staff permission to proceed without supervisory input. 

Appointment: In the event of a permanent vacancy in the office of Executive Director, the Commission shall hire a replacement from among candidates submitted for consideration presented by an ad-hoc special Search Committee appointed by the Commission following a thorough search taking less than one year to complete. An affirmative vote of a majority of the Commission is required for the hire. When an Executive Director vacancy occurs, the Executive Committee shall, if possible, recommend the appointment of an Interim Executive Director for the sake of operational continuity to the full Commission to serve until a permanent Executive Director is hired.

In the event of a vacancy, the Commission will begin- the formal search process for a new Executive Director within three months and make its best effort to hire an Interim Executive Director within that timeframe. The Commission maintains a clear internal crisis plan with existing lines of succession in case of emergency. This plan may be utilized by the Commission at any time the Chair deems necessary and can offer clarity as to which staff have institutional knowledge in which areas that may help support the Commission in its decision making regarding hiring an Interim Executive Director. If the Commission chooses to hire an Interim Executive Director from outside of Commission staff, the following will apply:

• The Commission shall appoint a senior staff member from the Commission, or a delegated agency such as DGS – OHR, to serve as the compliancy officer, who shall provide recommendations and administer assistance with consideration to state laws, Commission bylaws, and state personnel rules;
• The Commission must publicly notice and vote in an open session;
• The Commission must execute an Agreement between the Commission and the requested Interim Executive Director clearly outlining the following:

(i.) Requested monthly salary (must be approved by CalHR and adhere to current Commission Executive Director scale);

(ii.) Projected term of employment (clearly outline an “end” date);

(iii.) Clear outline of roles and responsibilities of the “Interim Executive Director.”

No Executive Director or Interim may be hired without following a formal hiring process and a full vote of the Commission.

Administrative Responsibilities: Within the duty statement and policy guidelines established by the Commission, the Executive Director shall develop the institutional program, provide administrative and managerial leadership, employ and discharge personnel, prepare the annual budget, lead budget advocacy work, serve as public spokesperson, and have responsibility for the day-to-day operations of the Commission. The Executive Director shall direct the Commission’s vision and guide it in the long-range plan development of the Commission.

• The ED must provide management, IDP’s and annual reviews of direct reports;
• The ED prepares Commission meeting agendas, packets, and financial documents for the Commission in collaboration with the Chair;
• Serves (or assigns a staff representative) as staff on all Commission committees;
  Establishes and maintains continuing liaison with the Governor, First Partner, Lt. Governor, Constitutional Officers, Speaker of the Assembly, Senate pro Tempore, LWC leadership, Legislature, and all national and state agencies, institutions, associations, partners, community groups, and stakeholder entities working with the Commission to develop programs, policy, grant oversight, fundraising efforts, events, public position and messaging, and implement the direction of the Commission;
• The Executive Director shall be under the direction and control of the Commission as a body, and an annual performance review of the Executive Director shall be facilitated by the Chair;
• The Executive Director is responsible for ensuring that: For administration of the
  organization the Commission’s directives are carried out by Commission staff through the proper assignment and conduct of Commission work, including but not limited to grants, and other contracted work with the understanding that Commission staff are members of the state civil service and enjoy all attendant protections of that status;
• There is adequate supervision over the development and implementation of standard orientation tools for staff, policy manuals, and training addressing program and administrative requirements;
• Implements policies and develops operational policies;
• Ensure continuity and record-keeping functions as adequate to refer for historical
  context;
• Negotiates contracts, authorizes expenditures up to $250,000, writes and executes all interagency and external agreements in accordance with state law and policy;
• Works with legal counsel to assess Commission needs and positions as needed;
• Lead efforts to complete an annual report;
• Serves as primary staff spokesperson on all issues pertaining to the Commission;
• Shall perform other duties as may be assigned by the Commission; and the
• Executive Director is responsible for coordinating onboarding and dissemination of all relevant onboarding materials to the attention of all Commission members upon appointment to the Commission.
• Follows all duties as contained in the official duty statement on file with CalHR.
• The Executive Director is authorized to initiate programs, research projects, and events that fall clearly within the seven mandated policy areas outlined in Government Code §8245, provided such activities are non‑legislative in nature and do not exceed a total cost of $250,000.
• The Executive Director shall keep the Executive Committee and the full Commission regularly informed regarding ongoing programs, initiatives, and issues relevant to the Commission’s statutory mandate; however, no formal vote of the Commission is required for the Executive Director to pursue such activities when they fall within existing authority.
• The Executive Director is responsible for issuing public statements, press releases, and communications on behalf of the Commission on matters within its jurisdiction, and may do so without prior approval, except when quoting or representing the views of individual Commissioners.
• The Executive Director shall ensure that all externally issued materials accurately reflect the Commission’s mission, statutory responsibilities, and adopted priorities, and shall exercise discretion consistent with the Commission’s bylaws and Government Code §§8244–8246.
• The Executive Director may enter into agreements, partnerships, or collaborative efforts necessary to carry out approved programs and initiatives, provided such actions remain within the scope of the Commission’s established authority and budgetary parameters.

Removal

• Action to remove the Executive Director of the Commission shall be conducted following Government Code Section 11120, et. seq.
• The Executive Committee may recommend the removal of the Executive Director during a regular or special meeting. This recommendation shall be taken to the Commission during a regular or special meeting for discussion and action.
• A majority vote, during a regular or additional Commission meeting, shall be required to remove the Executive Director.

Commission Meetings

• Called by the Chair and shall be held no less than six times each calendar year.
• Must be preceded by at least 10 days of a public notice, unless there are extraordinary circumstances as prescribed in BK. Section 11125.5.
• Must have a quorum, consisting of a majority of the Commission members, to transact business. If a Commissioner can’t make a meeting, the Commissioner must, to the fullest extent possible, give at least 15-days’ notice as to not hinder the ability to vote on key agenda items.
• All meetings are subject to the Bagley-Keene Act.
• Meetings can be held remotely with appropriate notice and accessibility as per Bagley-Keene.
• The Chair shall preside at all meetings. In the absence of the Chair, the Vice-Chair(s) shall preside at meetings.
• Meetings shall be conducted under rules, procedures, and protocols established by the Commission.
• The Commission shall establish, maintain, and regularly update a strategic plan which is to be renewed every two years under the direction of the Strategic Planning Committee and presented for a vote of the Full Commission for adoption.

Closed Session
The Commission may hold a closed session to discuss the following matters, as specifically defined and limited in the Bagley-Keene Act.

Special Meetings

Special meetings are meetings that are not regularly scheduled and may be called as needed, typically reserved for time-sensitive or urgent matters.  Special meetings are held for specific purposes and may be called by the presiding officer or a majority of members of the state body. Notice must be given at least 48-hours in advance and include a brief description of discussion items (specifically, no vague terminology). The Commission may enter closed session while in a special meeting, only if covering a qualified exception (personnel, litigation, and security) and must be addressed in the special meeting agenda notice. Special meetings must not be a circumvention of regular meeting rules.

Committees

The primary method by which the Commission exercises its oversight function is through this series of Committees, Subcommittees, and Ad Hoc committees. These Committees are extensions of the Commission itself. These committees have three primary functions. They are first responsible for developing policies and procedures especially related to Commission functions, which they oversee and present for subsequent review and vote of approval by the full Commission.

Second, they are responsible for implementing the Commission’s oversight role to a specific function to which they are assigned. The oversight role is limited to assuring two very specific results: first compliance with all State and Commission-approved policies related to that department and second, to assure congruence and consistency with Commission-approved strategic performance goals. They do not hold day-to-day management or staff oversight responsibilities. Finally, Committees are a primary mechanism by which the Commission executes important functions dictated by necessity, response, or government priorities.

The Commission’s Committees and Subcommittees are established to support the Commission’s work and ensure that it aligns with the Commission’s mission and goals, the most current strategic plan, and all formal mandates. The Commission Chair works with the Executive Director to identify and appoint Commissioners to Committees at the beginning of each Calendar Year, and the Chair formally appoints the members of all Committees of the Commission, except for the Executive Committee which are elected bi-annually just prior to the next Fiscal Year.

Each Commissioner is assigned to at least one Committee but may serve on multiple Committees or a combination of Committees and any short-term Ad Hoc Committees. Commissioners will serve on their assigned Committee for a minimum of one year. At the end of the one-year term, the Commissioner may remain on a Committee, or request to be reassigned to a different Committee. The decision to grant such a request is at the discretion of the Commission Chair.

The Executive Director serves or assigns a representative to serve as staff to all Commission Committees, Subcommittees and Ad Hoc Committees. Commission staff will communicate with and provide administrative support and subject matter expertise to each Committee. Commission staff will provide progress reports to the Executive Director on a regular basis. Committees will make recommendations to the full Commission for formal votes on all proposals or projects.

A Committee may not set policy, establish new programs, or authorize expenditures without a full Commission vote; and all policy and other votes and decisions must be conducted in public meeting forums in accordance with Bagley-Keene protocols. At any time that a Committee is delegated decision-making authority by the Chair or full Commission vote, the Committee needs to conduct business in public meetings, as required by Bagley-Keene. The Commission can also create Ad Hoc Committees, as needed, to collect information and make recommendations to the full Commission on specific issues.

The Committees do not assign staff work, develop new programs, projects, communication plans or campaigns, nor develop policy or advocacy campaigns independently. Any required staff work will be assigned by the Executive Director as needed after a full Commission vote on any new programs, public outreach initiatives, or policy projects proposed by Committees or Subcommittees.

Committee Chairs may request full Commission approval via formal vote of the annual goals and priorities of their committee. This vote should take place for each Committee within the first 90 days of each fiscal year. In certain circumstances, particularly if staff or Commissioners are unavailable, this vote can also be taken at the start of the calendar year. For the Commission to act as a unified body, Committees will only act on an issue once they have full Commission approval.

For time-sensitive actions, Committee Chairs may seek the initial approval of the Executive Committee to begin an action with a follow-up vote required to be scheduled at the next full Commission meeting.

Standing Committees, Subcommittees, and Ad Hoc Committees

• Executive Committee
• Governance Committee
• Legislation/Policy Committee
• Ad Hoc Standing: Youth Advisory Council Subcommittee

Legislatively Mandated Committees

• Ad Hoc Standing: SAC Appointment Subcommittee (Also Ad Hoc)
• Ad Hoc Standing: AB1356 Subcommittee (Also Ad Hoc)

Ad Hoc Subcommittees and Ad Hoc Committees are described in the Governance Document: (Examples of such are listed below)

• Strategic Planning Committee
• Fundraising Committee
• International Relationships Committee
• Budget Advocacy Subcommittee
• Grants Subcommittee

The Following Applies to the Committees of the Commission:

(a) The Chair shall establish and appoint standing committees except for the YAC and SAC which require a full Commission vote of approval;

(b) The Chair assigns a Committee chair who reports outcomes of meetings to the Full Commission, to the Chair, and Executive Committee;

(c) Committee actions require full Commission approval, but Executive Committee approval can stand in prior to a full vote in situations where time is a factor such as impending legislative or office deadlines. Committee actions that require temporary Executive Committee approval then require full Commission approval at the next Full Commission meeting;

(d) The Chair may establish and appoint Ad Hoc committees utilizing Commission
members and/or non-voting non-Commission members as necessary. An Ad Hoc Committee dissolves once it has completed its task;

(e) The time, date, and location of any Committee or Subcommittee meeting shall be
determined by the Chairperson of such Committee or Subcommittee;

(f) The Executive Director shall assign staff to assist the Committee Chairs(s) with the operation of each committee and to serve as subject matter experts where requested and may reassign staff at their discretion;

(g) Each Committee shall have a charge, which shall include its objective(s), its proposed work schedule, reporting deadlines, and termination date if needed;

(h) Committee members shall be responsible for the implementation of Committee assignments;

(i) Committee Chair(s) shall be Commission members and preside over meetings and report to the Commission at meetings or in writing as necessary; and All Committees are subject to the Bagley-Keene Open Meeting Act.

Executive Committee
The Executive Committee may make structural decisions affecting the Commission, such as the addition or removal of programs or policy. These changes should be followed by a full Commission vote at the next business meeting to confirm the changes. Certain repetitive and standard decisions and legal matters do not require full Commission meetings and can easily be attended by the Executive Committee. The Executive Committee may test controversial ideas, study important issues, and present findings to the full Commission for a vote. The Executive Committee cannot replace the full Commission but can save time by focusing on issues requiring full Commission approval and generating recommendations for a full Commission vote. The Executive Committee shall be comprised of the elected officers of the Commission. The Executive Committee shall make recommendations to the Commission and shall implement policies set by the full Commission.

An Executive Committee member must recuse themselves if there are conflicts of interest or if there could be possible public perceptions of personal gain from a decision made by the Committee.  An alternate should replace a Committee member when such conflicts arise. Commissioners should prioritize the needs of the Commission when acting in their capacity as Commissioner over other considerations by other organizations which they may represent. At no time shall the Executive Committee consist of less than three (3) Commissioners.

• There shall be no less than six (6) in-person or phone meetings of the Commission’s Executive Committee per year, and the Executive Committee shall additionally meet as often as necessary to fulfill its duties.
• The Executive Committee shall have delegated authority to implement on behalf of the Commission between meetings but shall not modify any action taken by the Commission unless authorized by the Commission to do so. The full Commission at the next regular or special meeting shall receive a report of all Executive Committee actions taken between Commission meetings and formalize any votes taken in the interim.
• Administrative matters shall be a standing agenda item at every Executive Committee meeting and shall include but not be limited to, budget reports, expenditure reports, and other major administrative issues.
• Mediate issues between an Executive Director and Commission Chair if there are tensions in which working together becomes a liability for the Commission as a whole. Should the need for mediation arise, the Commission can alert the applicable Office of Human Resources personnel and adhere to the California Department of Human Resources workplace conflict resolution and mediation for state employee’s guidance. If a workplace dispute involves any legal risks, a certified mediator is required.
• The Executive Committee should not act in a way that replaces another Committee or the authority of the full Commission and should provide opportunity for discussion and votes at the next full Commission meeting.
• EXCOM Meetings must comply with the 10-day public notice rule in accordance with the Bagley-Keene Open Meeting Act.
• Quorum is met when participation is half plus 1 present (3 EC members).
• The Executive Committee should meet in the months that full Commission meetings are not taking place to support continuation of business.

Governance Committee

The Governance Committee is the Commission’s mechanism for looking after itself. As such, its work is vital to the health of the Commission and the entire organization. It should ensure that the Commission is doing its job to provide leadership and oversight to the organization and that individual Commissioners are carrying out their duties.

The Governance Committee shall be composed of no less than two (2) Commissioners, appointed annually by the Chair with a confirmation vote of the full Commission in advance of the May meeting. They should not be part of the Executive Committee. The chair may not serve on the Governance Committee. The Committee shall nominate the Executive officers and assess the Commission’s current composition and identifying needs, developing Commissioners and officer job descriptions, adhering to rules, regulations, and bylaws, identifying, and cultivating prospective partners, and coordinating officer elections. In addition, the Governance Committee may be responsible for broader Commission management issues, such as reviewing policies, Commission self-assessment, leadership, legal issues, and action plans.

The Governance Committee is commissioned by and responsible to the Commission to ensure effectiveness, maximum participation, and performance; to recommend new Committee officers in a timely fashion; to ensure Commission policies are being observed; to implement Commission development and growth opportunities throughout the year; to ensure all Commissioners receive orientation and onboarding, and to annually recommend changes in governance to the Commission. The Governance Committee shall review and draft revisions to the Commission Handbook including the CCSWG By-Laws and make recommendations to the Commission.

Policy and Legislative Committee
The Policy and Legislative committee shall review, comment on, and recommend positions on significant proposed legislation and/or proposed regulations, policies, procedures, and/or practices that impact women and girls in California for support or opposition positions via letter submitted by the Commission and will support the creation of an annual or bi-annual legislative package comprised of one Commission co-sponsored bill authored by each of the Commission’s legislative Commissioners for the Commission focused on women and girls. 

The Committee shall assist Commissioners, YAC members, and staff in formulating and implementing legislative policy and positions on state and federal regulatory proposals. The Legislative committee shall review and analyze staff and YAC legislative proposals and administrative regulations that have an impact on California women and girls. One Commissioner of the Legislature and one Commissioner holding a public seat are required to serve on this Committee. The Commission acts as one voice and ensures constituent needs are met either through requests or grassroots efforts. The Committee provides research support to legislators and, where appropriate, works to influence the passage of relevant legislation by presenting recommendations and testimony in hearings or other venues.

The Committee can adopt a position on a bill or issue for formal disposition by the Executive committee, facilitating a streamlined process for legislative advocacy, but formal positions on legislation still require a confirmation vote by the full Commission at the next Commission meeting. Ensure timely communication of legislative information to Commissioners, YAC members, and stakeholders, promoting awareness and engagement on key issues. Develop and recommend adoption resolutions, position papers, and platforms on key women and girls’ issues and seek input and opinions of Commissioners on legislation to better represent their interests. Cooperate with other groups interested in Commission issues where a community of interest exists and work with Commissioners to develop an active state legislative program.

As a best practice, when dealing with time-sensitive matters, the Policy and Legislative Committee may convene and recommend to the Executive committee to adopt positions on bills. The Executive Committee may formalize a position on behalf of the Commission only when the legislative calendar does not align with the scheduled full Commission meetings. The Executive Committee remains responsible for reporting back to the full Commission at the next scheduled meeting on any actions taken on behalf of the Commission. Bills that are proposed to be voted on should allow for staff to review bills as due diligence and then provided to Commissioners for review and public transparency at minimum 48 hours prior to Commissioner action.

There can be coordination between members of the Commission to draft legislation based on public appointee expertise that align with Commission goals.  Such efforts should be communicated to the Policy and Legislative Committee to gain support for legislation across the full Commission and initiate a vote.  The Policy and Legislative Committee is responsible for assimilating this information, providing it to the Executive Director for board packet input, and briefing the Commission during regularly scheduled meetings. 

Election of Officers

Election Meeting.  Election of officers shall occur once every two years. Except when there is a vacancy, all officers of the Commission shall be elected at a regular meeting of the Commission which will be held when feasible during May or before the start of the Commission’s fiscal year (“Election Meeting”) every other year.

Nominations. No later than 15 May of any fiscal year of the Commission, the Governance Committee shall select a slate of officers. The Governance Committee’s suggested slate of officers shall be made available to each member of the Commission no less than two (2) weeks prior to the Election Meeting. Additional nominations may be submitted by any member of the Commission; provided, however, that any such additional nomination(s) shall be submitted in writing to the current Chairperson and to the chairperson of the Governance Committee no less than seven (7) business days prior to the Election Meeting. Notwithstanding any other provision contained herein, however, nominations may be made from the floor at any Election Meeting if two-thirds (2/3) of those Commissioners present at such meeting vote to open such meeting to nominations from the floor. The Governance Committee shall consist of no less than two Commissioners appointed bi-annually by the full Commission in advance of the May meeting. Executive Committee/Officers are exempt from serving on the Governance Committee due to possible COI, unless the Chair approves. The Committee shall nominate officers for two-year terms. Officers shall consist of the Chair, First Vice-Chair, 2nd Vice-Chair, Legislative Liaison, and Public Appointee Liaison.

Voting. The election of officers shall be by roll-call vote. The majority vote wins.

Conduct

Statement of Economic Interests- Form 700 Filing Requirements
Commission members are subject to the California State Ethics Training and filing requirements per the conflict-of-interest code, and any rules adopted by the Commission. Commission members shall file a Statement of Economic interest Form 700 upon onboarding within 30 days of commencement of work as well as annually which is April 1, of each year and when a Commissioner has left office, which is due within 30 days of leaving office.

Mandatory Training
The California State Attorney General has developed an Ethics Training course as required by law for all state officials. Training is available online and due within 30 days of onboarding for new Commissioners, and every 2 years thereafter, which falls on an odd year schedule. Upon completion of the course, a certificate of completion is required as proof of your participation. All certificates will be turned in to Commission administrative staff and the Executive Director copied.

Use of Commission Appointment
Commission members should be alerted to avoid any actions that could be interpreted as a use of Commission appointment to attain personal financial gain, favors, or special treatment, or act in any way that furthers the economic interests of an organization or person with which they are affiliated in any way.

Fiscal Year

Reimbursement of Expenses
Commission members shall be reimbursed for eligible expenses incurred using budgetary limitations as established by the state and the agency budget. To receive reimbursement, Commission members shall file, within 90 days of incurring the eligible expense, an itemized expense form with the agency’s administrative Director. Reimbursement shall be made under state law and any applicable governing regulations. The agency will make every attempt to issue authorized reimbursement within 45 business days of receipt from the Commission member.

Compensation and Travel
Public members of the Commission shall be entitled to reimbursement for expenses incurred in the performance of Commission business and the per diem outlined in Government Code section 8242, as amended from time to time. Commission members are entitled to per diem for each meeting not to exceed 12-days per year and in accordance with current state rates. Commission members shall be reimbursed for eligible expenses incurred: Attend regular and special meetings of the Commission and its committees or attend special activities/events approved in advance by the Chair and Director.

Members are subject to state travel policy, and must reserve airfare, hotels, and rental vehicles through the state’s acting booking agent. Public Members are entitled to travel reimbursement for the following item(s): Parking fees, toll fees, or carfare. Members are not authorized reimbursement for travel expenses as follows:

(a) Fuel;

(b) Meals (Members receive Per Diem)

(c) Incidentals;

(d) Travel-related expenses committed outside of the state’s travel agent;

(e) Travel “upgrades;”

(f) Business expenses, unless approved by Executive Director prior to purchase.

All out-of-state travel is subject to prior approval by the Chair, Director, and the Governor’s office following governing rules and procedures. The Commission budget shall include an amount sufficient to cover the cost of authorized and eligible Commission member reimbursable travel and other expenses as reasonably projected by the Chair in consultation with the Executive Director on an annual basis. Said travel budget line item within the agency’s budget shall be within the requirements of the Department of Finance and other control agencies, based on the operational needs and requirements of the Commission.

Fiscal Year Governing
The fiscal year of the Commission shall commence July 1 of each calendar year and shall terminate June 30 of the following calendar year.

Effective Date; Amendments

Effective Date. These by-laws shall be effective upon their adoption at a regularly scheduled meeting of the Commission and shall supersede any by-laws previously adopted by the Commission and all resolutions adopted by the Commission which may conflict with the provisions contained herein. These bylaws were adopted at a Full Commission meeting of the Commission on 1/12/2026.

Amendments

Proposed amendments to these by-laws shall be submitted in writing to the Chairperson. Upon his or her receipt of any such proposed amendment(s), the Governance Committee shall review the proposed amendment(s) and shall submit its recommendation as to such proposed amendment(s) for action by the full Commission at its next regularly scheduled meeting. Any such proposed amendment and the recommendation of the Governance Committee relative thereto shall be transmitted to the full Commission together with the agenda of the Commission meeting at which such by-laws amendment(s) are to be considered. Notwithstanding any provision to the contrary contained herein, no adoption, amendment, deletion, modification, or ratification of these by- laws shall be effective unless approved by a majority of the Commissioners present at a duly called and constituted meeting of the Commission. Nothing herein is intended to, nor shall it preclude the Chairperson from appointing a Governance Committee to review and make recommendations to the Commission regarding the by-laws at any time the Chairperson believes a review of the by-laws may be appropriate. These bylaws may be altered, amended, added to, or repealed at any meeting of the Commission called that purpose by the vote of most of the Commissioners in office. In the case of any conflict between any policy and these by-laws, the bylaws take precedence.