F R E S N O M AD E R A C O N T I N U U M O F C AR E
BYLAWS
Article I.
Name & Purpose
Section 1. The name of the organization shall be Fresno Madera Continuum of Care (FMCoC).
Section 2. The FMCoC is organized, meeting the requirements of the United States Department of
Housing and Urban Development (HUD), to provide a comprehensive coordinated homeless housing
and services delivery system called a Continuum of Care (CoC). The CoC assists homeless persons to
make the critical transition from homelessness to independent or supportive permanent housing;
accessing education, health and mental health services, employment training, and life skills
development. We are dedicated to increasing community awareness of homeless people and their
problems; and the development and implementation of strategies to create permanent solutions to
homelessness in the community. The fundamental components of a Continuum of Care are to facilitate
the coordinated effort dedicated to ending homelessness and work of Fresno & Madera’s regional 10year plans to end homelessness, through:
 Outreach – efforts to educate and engage the community regarding available services or service
locations. Including the process of building a personal connection that may play a role in helping
a person improve his/her health status, housing situation, or social support network.
 Coordinated Assessment – centralized process designed to coordinate intake, assessment, and
provision of referrals in order to better match individuals with services.
 Homeless Prevention Activities - activities or programs designed to prevent the incidence of
homelessness.
 Rapid Re-Housing – housing focused towards chronically homeless that moves the individual
into housing quickly.
 Rental Assistance – short-term (up to 3 months), medium-term (for 3 to 24 months), or longterm (longer than 24 months) housing payments in the form of either tenant-based, projectbased, or sponsor-based support.
 Transitional Housing – housing, in which all program participants have a signed lease or
occupancy agreement to facilitate the movement of homeless individuals/families into
permanent housing within 24 months.
 Mental Health & Health Services - services designed to improve individual’s health and mental
health, and enhance their ability to remain stable, housed, and community-integrated.
 Supportive Services - services that assist a client in the transition from the streets or shelters
into permanent or permanent supportive housing, and that assist persons with living
successfully in housing.
 Permanent Housing– community-based housing without a designated length of stay.
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 Permanent Supportive Housing – housing and services that will allow homeless persons to live
as independently as possible.
Membership
Article II.
Section 1.
General Membership. General Members will include representatives from relevant
organizations (as defined by Article III, Section 4) who are Continuum of Care participants through
legitimate consortia recognized by the FMCoC Board as a regional/formal organized group addressing
homelessness. General Members will share information; receive notices of CoC activities, trainings, HUD
homeless funding; give input as needed; and will be eligible to receive FMCoC participant letters
confirming their role in the CoC-coordinated regional efforts.
An FMCoC Agency membership application must be completed and submitted. Applicants must pay
membership fees as set annually by the FMCoC Board of Directors, adhere to these bylaws, maintain
good standing as defined in Article II, Section 5 (Membership Dues), and meet attendance requirements
as defined in Article II, Section 6. An agency must designate one (1) primary agency representative, and
may add one (1) alternate person as a representative with the authority to vote on their behalf in the
absence of the primary person. The designated organization representatives will receive FMCoC official
Board notices and communications, which may occur verbally or via teleconference, fax, or email.
Section 1a.
Associate Membership. Associate members may consist of homeless individuals,
advocates, homeless prevention agencies, interested community members and businesses, government
agencies and organizations that provide supportive services and supportive housing to the homeless;
who are Continuum of Care participants through a legitimate consortia recognized by the FMCoC Board
as a regional/formal organized group addressing homelessness. The organized group must have at least
one General Member (as specified in Article II, Section 1 above), representing their interests and
participation, e.g.; Madera Homeless Coalition; the Fresno (Ten Year) Planning Council. Associate
Members must submit a valid application of Associate Membership, signed by the supporting CoC
General Member. Associate members do not pay dues. Associate Members do not have full rights as a
member, may not vote, become an Officer or a Board representative. Associates may not submit HUD
Homeless CoC funding applications unless they fulfill General Membership status.
Section 2.
year.
Enrollment of General/Associate Members. New members may enroll throughout the
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Section 3.
Notice. The 12-month calendar of meeting dates, times, and locations shall be posted
on the FMCoC website. An agenda and/or meeting site confirmation will be distributed via e-mail, fax,
or verbally prior to the meeting.
Section 4.
Voting. Members’ rights to vote shall include, but are not limited to, the right to elect
members to the Board of Directors, to approve and authorize submission of applications in the name of
the FMCoC, to approve and authorize publication and/or release of information by the FMCoC, and to
approve and authorize changes to the bylaws. The affirmative vote of a majority shall be required for
the approval of any matter. Voting rights of members shall not be limited to only those rights expressed
in this section. The membership of the FMCoC and FMCoC Board of Directors may elect to delegate any
of its voting authority to another entity within the FMCoC at its discretion (see Appendix, Committee).
Section 5.
Membership Dues. General Membership dues serve to demonstrate a level of
commitment and credibility to the FMCoC. Membership dues and application of membership shall be
submitted each year in January, but no later than the scheduled Annual Planning Meeting. If an agency
is represented in the membership by more than one individual, they shall be required to pay only one
membership fee (and maintain only one vote by their designated agency rep as indicated on their
application). Individual memberships, however, shall only consist of one person. The membership dues
shall be set and approved by the Board of Directors and reviewed once a year. Agencies can make a
hardship appeal on an individual basis to the Board, requesting waiver of dues. The Board of Directors
may set up an in-kind membership rate which is uniform for those individuals and/or agencies that may
not have the ability to pay a cash membership fee.
Section 6.
Attendance. FMCoC Board meetings are held monthly and are open to all members and
the public. The Annual Planning Meeting calendar will identify the date, time, and place of all monthly
meetings The calendar of meetings will be set by the Executive Committee.
a) Associate Members Attendance - In order to remain an Associate member in good standing, at
least six (6) FMCoC-associated meetings must be attended per calendar year (includes: their
regional collaborative meeting/FMCoC Assigned-Committee meetings/or FMCoC monthly Board
meetings).
b) General Member - A voting member (or their designated Alternate) of the FMCoC cannot miss
more than three (3) Board meetings in a calendar year.
c) Board of Directors Attendance - A Director shall be dropped from the Board if s/he misses more
than three (3) Board meetings in a year. If a Director’s Alternate is present, it shall not be
counted as an unexcused absence for the Director.
Extreme circumstances for absences may be presented and approved as a non-absence by the
Executive Committee.
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Article III.
Directors
Section 1.
Nomination. Once a Directorship application has been received the Director shall have
full Director benefits and responsibilities at the next FMCoC meeting.
Section 2.
Elections. Directors shall be elected at the Board meeting following the submission of
their application, by a majority vote of members in attendance.
Section 3.
Number. The Board of Directors shall have not less than eleven (11) Directors and
collectively they shall be known as the FMCoC Board of Directors. The number should be uneven and
may be changed by amendment of this bylaw, or by repeal of this bylaw and adoption of a new bylaw,
as detailed in these bylaws. The FMCoC Board of Directors shall include at least one (1) representative
of the HMIS Lead.
Section 4.
Identity. Directors shall be either a member of, or a representative of agencies serving
the following Continuum of Care constituents:
(a) Nonprofit homeless assistance providers
(b) Victim service providers
(c) Faith-based organizations
(d) Governments
(e) Businesses
(f) Advocates
(g) Public housing agencies
(h) School districts
(i) County Offices of Education
(j) Social service providers
(k) Mental health agencies
(l) Hospitals
(m) Universities
(n) Affordable housing developers
(o) Law enforcement
(p) Organizations that serve veterans and homeless and formerly homeless individuals
(q) ESG agency recipients within the FMCoC’s geographical area
(r) HMIS lead agency
Section 6.
Conflicts of Interest. A conflict of interest is a breach of an obligation that has the effect
or intention of advancing one's own interest in a way detrimental to the organization. Conflicts of
interest, and even the appearance of a conflict of interest, must be avoided. Directors are to conduct
themselves at all times with the highest ethical standards in a manner which will bear the closest
scrutiny. Directors shall report possible conflicts of interest at the next Board of Directors meeting and
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receive guidance from the Board on the issue, including, if necessary, recusal for voting on a particular
matter in which a conflict of interest exists.
Section 7.
Duties. It shall be the duty of the Directors to:
(a) Perform any and all duties imposed on them collectively or individually by law, or by these
bylaws.
(b) Appoint and remove, employ and discharge, and, except as otherwise provided in these
bylaws, prescribe the duties and fix the compensation, if any, of all officers, agents, and
employees of the Continuum.
(c) Supervise all officers, agents, and employees of the organization to assure that their duties
are performed properly.
(a) Meet at such times and places as required by these bylaws and adhere to attendance
requirements (Article II, Section 6).
(e) Register their addresses with the secretary of the Continuum, and notices of meetings mailed
or emailed to them at such address shall be valid notices thereof.
Furthermore, it shall be the duty of the HMIS Lead, whose representative(s) are Director(s), to
work closely with the HMIS Committee to maintain and operate the FMCoC’s HMIS, submit
HMIS-generated reports to HUD such as the AHAR, and otherwise ensure that the HMIS is
administered in compliance with all HUD requirements..
Section 8.
Terms of Office. Directorship offices are valid from the time the application is
received/approved by the CoC through December 31st of the year received. Directorships extend
annually as membership dues are paid.
Section 9.
Meetings. The Board of Directors shall meet at least bimonthly, at an agreed upon time
and place set by the Executive Committee. The Board of Directors meetings are public and all Members
are invited to attend. The schedule of meetings for each calendar year will be posted on the FMCoC
website and/or distributed to the CoC membership.
Section 10.
Quorum. A quorum, defined as 51 percent of the Board of Directors, must be present
before business can be transacted or motions made or passed.
Section 11.
Notice. Notice of each calendared meeting agenda shall be posted on the website
and/or given to each director, by mail, e-mail, fax, or verbally prior to the meeting.
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Section 12.
Vacancies. Should agency members change, Directors will give notice to the Chair
within seven (7) days of the Change.
Section 13.
Resignation, Termination, and Absences. Resignation from the Board must be in
writing and received by the Secretary within seven (7) days of the change. A Director shall be dropped
from the Board if s/he misses more than three (3) Directors and/or general meetings in a calendar year.
If a Director’s designated Alternate is present, it shall not be counted as an unexcused absence for the
Director. Extreme circumstances for absences may be presented and approved as a non-absence by the
Executive Committee. A Director may be removed for other reasons by a three-fourths vote of the
remaining Directors.
Section 14.
Special Meetings. Special meetings of the Board shall be called upon the request of the
Chair or one-third of the Directors. Notices of special meetings shall be sent out by the Secretary to the
Director 24 hours in advance.
Article IV.
Officers
Section 1.
Officers. There shall be eleven (11) officers of the Board consisting of a Chair,
Immediate Past-Chair, Vice Chair, Secretary, Treasurer, three (3) Officers at Large, the Collaborative
Applicant and the representatives from the Regional Homeless Planning Committee of both Fresno and
Madera Counties. The number is to be an uneven number for the purposes of voting.
Section 2.
Election. Officers shall be elected at the Board meeting following the opening of the
position(s) by a majority vote of the Board of Directors in attendance, and shall first be Directors.
Elections will be held in a staggered manner for the eleven (11) officers.
Section 3.
Term of Office. Officers shall be elected for a term of twenty-four (24) months and may
serve a maximum of three (3) successive terms.
Article V.
Section 1.
Duties of Officers
Duties. The duties of the officers are as follows:
(a) The Chair shall convene regularly scheduled Board of Directors meetings, and shall preside
or arrange for other members of the Executive Committee to preside at each meeting in the
following order: Vice-Chair, Secretary, Treasurer, Officer at Large, Regional Representative,
and Collaborative Applicant.
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(b) The Vice-Chair will chair committees on special subjects as designated by the Board and take
an active role in monitoring the work of subcommittees.
(c) The Secretary shall be responsible for keeping records of Board actions, including overseeing
the taking of minutes at all Board meetings, sending out meeting announcements,
distributing copies of minutes and the agenda to each Director, and assuring that all records
are maintained.
(b) The Treasurer shall give a report at each Board meeting. The Treasurer shall chair the
Finance Committee, assist in preparation of the budget, and make financial information
available to the Directors and to the public.
(c) The Officers at Large shall assist the other Directors in carrying out their duties.
(d) The Immediate Past Chair shall provide continuity during the transition of the Executive
Committee.
(e) The Regional Representatives shall assist with the Point-in-Time County for their region and
participate in the Executive Committee.
(f) The Collaborative Applicant shall be responsible for submitting the Consolidated Application
for the CoC Program Competition; planning and administering the biennial unsheltered
Point-In-Time count and annual sheltered Point-In-Time count; submitting the Point-In-Time
count(s) and the Housing Inventory Chart to HUD in a timely manner; and submitting
requests for technical assistance, if appropriate, to HUD or other technical assistancegranting agency.
Article VI.
Amendments
Section 1.
These bylaws may be amended when necessary by a vote of a quorum of the
membership at the next scheduled meeting to be attended by the membership. Proposed amendments
must be submitted to the Secretary to be sent out with regular Board announcements.
Article VII.
Applicability
Section 1.
If there is any conflict between applicable Federal and/or State statutes, rules or
regulations and these bylaws, such statute, rule or regulation will prevail. If any provision of these
bylaws is held invalid, the remainder of these bylaws will not be affected thereby.
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Article VIII.
Section 1.
Policies and Procedures
Emergency Solutions Grant Coordination Policies
The FMCoC will be responsible for monitoring projects that receive ESG funding to ensure compliance
with HUD requirements to the extent required by the HEARTH Act and its implementing regulations. If
applicable, the FMCoC incorporates by reference existing ESG policies and procedures within the
geographic area of the CoC including those disseminated by the local or state entity responsible for
allocating or administering ESG funding.
Section 2.
Education Policies
All CoC and ESG projects assisting households with children or unaccompanied youth must comply with
the requirements of CoC Program Interim Rule 24 CFR §578.23 including ensuring that individuals and
families who become or remain homeless are informed of their eligibility for McKinney-Vento
educational services.
Section 3.
Family Intake and Separation Policies
In accordance with 24 CFR §578.93, providers that serve households with children may neither deny
admission to any family because it has a child under the age of 18 nor deny admission to any member of
the family.
Section 4.
Domestic Violence Policies
The privacy and safety of families and individuals fleeing domestic violence situations is of utmost
concern to the FMCoC. As such, all efforts shall be made to ensure protection of the privacy and safety
of domestic violence survivors.
Providers of housing and/or services to domestic violence survivors are prohibited from entering clientlevel data into the HMIS. A comparable database may be used if it is internal and does not compromise
the privacy and safety of the client.
The location of Domestic Violence housing and/or services shall be private and shall not be made public.
Section 5.
Rapid Rehousing Policies
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Eligibility and priority for rapid re-housing assistance must be determined in compliance with HUD
requirements and the standards established by the FMCoC or a committee that the FMCoC has granted
authority to make such a determination.
The calculation of rental payments must be conducted in a manner that is consistent with HUD
requirements.
Section 6.
Coordinated Assessment Policies
The FMCoC shall seek and receive the technical assistance necessary to design and implement a
Centralized or Coordinated Assessment System. Upon the full implementation of a Centralized or
Coordinated Assessment System the FMCoC shall review and revise these FMCoC Bylaws to include the
final Coordinated Assessment Policies and Procedures.
Section 7.
Discharge Policies
The FMCoC shall work with community partners to ensure that individuals discharged from the foster
care system, the health care system, the mental health system, and the corrections system are not
discharged into homelessness.
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CERTIFICATE OF ADOPTION
Certificate by Secretary
I DO HEREBY CERTIFY:
That I am duly elected, qualified, and acting Secretary of the above organization; that the
foregoing bylaws, comprising of eight (8) pages, the bylaws of said organization duly adopted at a
meeting of the board and general membership thereof held on the 8th day of October, 2009.
Signed and Approved on
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Appendix
Committees

Section 1.
Meetings and action of committees or workgroups shall be conducted in
accordance with the provisions of these bylaws. The time for meetings of committees may be
established by the workgroup or coincide with bimonthly FMCoC meetings during the
designated time. The Executive Committee may also adopt rules and regulations pertaining to
the conduct of meetings of subcommittees or workgroups if deemed necessary or if the
practices of those groups are not consistent with the provisions of these bylaws. Committees
will develop recommendations, which will be presented at Executive Committee meetings for
review and/or revision.

The Board may create Standing Committees and Ad Hoc Committees as needed. The Standing
Committees include the Executive Committee, Finance Committee, Rapid Results Committee,
Evaluation Committee, Homeless Management Information System (HMIS) Committee,
Coordinated Assessment Committee, and Outreach Committee. All other committees are
considered Ad Hoc Committees and will be convened and dissolved as necessary. The Board
Chair appoints all committee chairs. Committee Chairs must be an FMCoC Member. All
committees are mandated to meet and report to the Executive Committee. To be on a
committee, a person does not need to be a member who pays dues to the FMCoC, except for
the Executive Committee members.

Section 2.
Resolutions. All Standing Committees, except the Executive Committee, must
submit resolutions to the Executive Committee to be placed on the agenda for the next Board
meeting at least one week prior to the next scheduled Board meeting.

Section 3.
Executive Committee. The eleven (11) officers serve as the members of the
Executive Committee. Except for the power to amend the bylaws, the Executive Committee
shall have all of the powers and authority of the Board of Directors in the intervals between
meetings of the Board of Directors, subject to the direction and control of the Board of
Directors.

Section 4.
Finance Committee. The Treasurer is chair of the Finance Committee (who
reports directly to the Executive Committee). The Finance Committee is responsible for the
development and review of fiscal procedures, and annual budget with staff and other Board
members. The Board must approve the budget, and all expenditures must be within the budget.
Any major change in the budget must be approved by the Board or the Executive Committee.
The fiscal year shall be the calendar year. Annual reports are required to be submitted to the
Board showing income, expenditures, and pending income. The financial records of the
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organization are public information and shall be made available to the membership, Board
members and the public.

Section 5.
Rapid Results Committee. The Rapid Results Committee coordinates Fresno
and Madera's involvement in the 100K Homes Campaign, working toward the goal of housing
Chronically Homeless and Homeless Veterans.

Section 6.
Evaluation Committee. The Evaluation Committee is responsible for the
outlining and coordination for evaluation of member agency housing programs, and
coordinating the Notice of Funding Availability (NOFA) competition evaluation of applications,
by utilizing members of the committee that are not representatives of competing agencies.
Additionally the Evaluation Committee shall ensure ESG providers in Fresno and Madera
Counties are not discharging clients into homelessness.

Section 7.
Homeless Management Information System (HMIS) Committee. The HMIS
Committee is responsible for management of data collected and/or published by the FMCoC,
the tracking of subpopulations as listed in Article III, Section 4, and the assessment of member
agencies participation. This committee is also responsible for establishing the Regional CoC data
collection policies and procedures, as applies to the HMIS, and conducting an annual review and
update of (as applicable): the HMIS Governance Charter between the FMCoC and the HMIS
Lead; the Standard Operating Procedure HMIS Data Quality Monitoring, which incorporate
Privacy, Security, and Data Quality Plans; and the HMIS Policies & Procedures Manual(s), for
compliance with HUD requirements and consistency with current HUD and FMCoC goals.

Section 8.
Coordinated Assessment Committee. The Coordinated Assessment Committee
organizes and evaluates the effectiveness of Fresno and Madera's Coordinated
Assessment/Coordinated Entry process.

Section 9.
Outreach Committee. The Outreach Committee is responsible for the
organization and coordination of outreach efforts for the Continuum, including Mini Homeless
Connect events, active involvement in Point in Time Count efforts, and the implementation of
innovative outreach efforts based on new trends.
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